0001384101-25-000014 | 10-K | XBRL Viewer

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Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Net operating loss carryforwards	$ 183,912	$ 110,975	$ 126,225
Research and development credits	14,074	10,728	8,907
Section 174 capitalization	32,612	17,388	6,719
Stock-based compensation	3,722	4,503	4,080
NanoString intangibles and goodwill	8,740	8,778	1,447
Operating lease liability	10,739	3,335	3,622
Accruals and other	8,170	7,128	6,596
Gross deferred tax assets	261,969	162,835	157,596
Valuation allowance	(227,984)	(139,920)	(125,378)
Net deferred tax assets	33,985	22,915	32,218
Deferred tax liabilities:
Property and equipment	(228)	(83)	(235)
Other acquired intangibles	(20,105)	(17,358)	(29,457)
In-process research and development	(4,787)	(3,461)	(3,702)
ROU assets	(10,092)	(2,747)	(3,355)
Gross deferred tax liabilities	(35,212)	(23,649)	(36,749)
Net deferred tax liabilities	(35,212)	(23,649)	(36,749)
Net deferred taxes	$ (1,227)	$ (734)	$ (4,531)

Balance Sheet Components - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Jun. 30, 2022	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Lab supplies and reagents consumed		$ 17.9	$ 12.2
Raw materials and finished diagnostic kits		3.9	4.0
Depreciation and amortization expense		8.6	6.6	$ 4.6
Impairment of long-lived assets		$ 2.7	$ 66.9	$ 3.3
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]		Impairment loss	Impairment loss	Impairment loss
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]		Impairment loss
Intangible asset amortization - operating expenses		$ 14.8	$ 20.6	$ 21.4
C2i Watertown, MA Facility
Finite-Lived Intangible Assets [Line Items]
Impairment of long-lived assets		0.6
HalioDX Developed Technology, Customer Relationships And Customer Backlog
Finite-Lived Intangible Assets [Line Items]
Impairment of long-lived assets		$ 2.7	32.0
nCounter Dx License
Finite-Lived Intangible Assets [Line Items]
Impairment of long-lived assets			$ 34.9
HalioDx Immunoscore Colon Dx Developed Technology
Finite-Lived Intangible Assets [Line Items]
Impairment of long-lived assets	$ 3.3

Business Combination - Schedule of Pro Forma Financial Information (Details) - C2i - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items]
Total revenue	$ 445,764	$ 361,507
Net income (loss)	$ 22,373	$ (116,743)

Business Combination

12 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Business Combination

On February 5, 2024, or the Closing Date, the Company acquired 100% of the outstanding equity interests of C2i Genomics, Inc., a Delaware corporation, or C2i, pursuant to an Agreement and Plan of Merger, dated as of January 5, 2024, by and among the Company, C2i, Canary Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of the

Company, Veracyte Diagnostics, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company, and Fortis Advisors LLC, as the C2i securityholders’ agent, or the Merger Agreement, which we refer to as the C2i Acquisition. Prior to the C2i Acquisition, C2i was a privately-held company that developed a novel method for estimating tumor burden in cancer patients by analyzing a patient’s cell free DNA sequence and offered post-treatment monitoring of cancer recurrence and progression by analyzing subtle changes in the pattern of the tumor’s DNA. Pursuant to the Merger Agreement, the total consideration payable by the Company to the C2i securityholders was an aggregate of $100.2 million, comprised of $73.3 million in the form of approximately 2.7 million shares of the Company’s common stock based on the Company's closing share price on the Closing Date, $0.8 million in the form of stock options issued to C2i’s continuing employees, $17.2 million of contingent consideration that has been agreed to be paid on achievement of certain milestones and the remainder in cash. The Company incurred $5.1 million of transaction costs related to the C2i Acquisition, which were recorded as general and administrative expense.

Pursuant to the Merger Agreement, on the Closing Date, the Company deposited $8.0 million of the cash consideration into escrow for meeting any unresolved or unsatisfied claims for indemnifiable damages against C2i and any special tax claims. The balance after meeting these indemnification obligations will be paid directly to the securityholders of C2i. After deducting the expenses for indemnifiable damages and tax claims, the escrow amount of $5.0 million will be released 18 months from the Closing Date and the balance of $3.0 million will be released 36 months after the Closing Date. As this payment is dependent on the resolution of claims that existed as of the Closing Date, the amount deposited into escrow is included in the purchase price.

In addition, pursuant to the Merger Agreement, holders of certain notes issued by C2i are entitled to receive from the Company up to $25.0 million in contingent consideration that is dependent on the achievement of specified training requirements, licensing, regulatory and commercialization milestones and are payable in cash or shares of the Company’s common stock, at the Company's election. During the three months ended December 31, 2024, one of the milestones was achieved resulting in the payment of $5.0 million in cash.

The Company included financial results of C2i in its consolidated financial statements from the Closing Date, which contributed zero and $9.2 million of revenue and operating loss, respectively, during the year ended December 31, 2024 including $1.3 million of severance and retention charges and $0.9 million of impairment of right-of-use asset and intangible asset amortization.

Assets acquired and liabilities assumed are recorded based on valuations derived from estimated fair value assessments and assumptions used by the Company. While the Company believes that its estimates and assumptions underlying the valuations are reasonable, different estimates and assumptions could result in different valuations assigned to the individual

assets acquired and liabilities assumed, and the resulting amount of goodwill. The following table summarizes the fair values of assets acquired and liabilities assumed in the C2i Acquisition at the Closing Date (in thousands):


	Amount
Assets acquired:
Cash and cash equivalents	$	13,677
Prepaid expenses and other current assets	998
Property, plant and equipment, net	277
Right of use assets, operating leases	1,277
Intangible assets, net	31,500
Restricted cash	188
Total identifiable assets acquired	47,917
Accounts payable	(59)
Accrued Liabilities	(1,540)
Current portion of deferred revenue	(94)
Current portion of operating lease liabilities	(441)
Deferred tax liability	(726)
Operating lease liabilities, net of current portion	(836)
Net identifiable assets acquired	44,221
Goodwill	55,974
Total purchase price	$	100,195

Based on the guidance provided in ASC 805 Business Combinations, the Company accounted for the C2i Acquisition as a business combination in which the Company determined that C2i was a business which combines inputs and processes to create outputs, and substantially all of the fair value of gross assets acquired was not concentrated in a single identifiable asset or group of similar identifiable assets.

The intangible assets acquired included IPR&D assets and developed technology. The fair value of the Company's intangible assets as of the acquisition date and the method used to value these assets as well as the estimated economic lives for amortizable intangible assets were as follows (in thousands, except useful life which is in years):

Fair Value

Estimated Useful Life

Valuation Method

Intangible Assets Acquired:

Developed Technology

25,300

Relief from royalty method

IPR&D assets

6,200

Indefinite

Multi-period excess earnings method

Total intangible assets acquired

31,500

The amortization expense for all acquired intangible assets will be recognized on a straight-line basis and recorded within intangible asset amortization - operating expenses.

Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired. The C2i Acquisition resulted in the recognition of $56.0 million of goodwill which the Company believes consists primarily of expanded market and product opportunities, including an MRD platform, which will enable new areas of genomic testing.

In connection with the C2i Acquisition, a net deferred tax liability was assumed with a fair value of $0.7 million which primarily relates to future intangible asset amortization which is not deductible for income tax purposes.

Pro forma financial information (unaudited)

The supplemental pro forma financial information has been prepared using the acquisition method of accounting and is based on the historical financial information of C2i. The supplemental pro forma financial information does not necessarily represent what the combined companies' revenue or results of operations would have been had the acquisitions been completed on January 1, 2023, nor is it intended to be a projection of future operating results of the combined company. It also does not reflect any operating efficiencies or potential cost savings that might be achieved from synergies of combining C2i and the Company.

The unaudited supplemental pro forma financial information has been calculated after adjusting the results of the combined company to reflect incremental amortization expense resulting from the fair value adjustments for acquired intangible assets. Further, adjustments related to transaction costs and stock- based compensation expense are also reflected in the pro forma financial information in the table below:


	Year Ended December 31,
	2024		2023
Total revenue	$	445,764	$	361,507
Net income (loss)	$	22,373	$	(116,743)

Consolidated Balance Sheets - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 239,087,000	$ 216,454,000
Short-term investments	50,354,000	0
Accounts receivable	46,525,000	40,378,000
Supplies and inventory	21,750,000	16,128,000
Prepaid expenses and other current assets	14,551,000	12,661,000
Total current assets	372,267,000	285,621,000
Property, plant and equipment, net	22,953,000	20,584,000
Right-of-use assets, operating leases	48,189,000	10,277,000
Intangible assets, net	102,301,000	88,593,000
Goodwill	745,800,000	702,984,000
Restricted cash	1,544,000	876,000
Other assets	6,981,000	5,971,000
Total assets	1,300,035,000	1,114,906,000
Current liabilities:
Accounts payable	8,634,000	12,943,000
Accrued liabilities	43,826,000	38,427,000
Current portion of deferred revenue	1,673,000	2,008,000
Current portion of acquisition-related contingent consideration	16,981,000	2,657,000
Current portion of operating lease liabilities	7,500,000	5,105,000
Current portion of other liabilities	19,000	101,000
Total current liabilities	78,633,000	61,241,000
Deferred tax liability	1,227,000	734,000
Acquisition-related contingent consideration, net of current portion	561,000	518,000
Operating lease liabilities, net of current portion	43,237,000	7,525,000
Other liabilities	411,000	786,000
Total liabilities	124,069,000	70,804,000
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding as of December 31, 2024 and 2023	0	0
Common stock, $0.001 par value; 125,000,000 shares authorized, 77,772,678 and 73,264,738 shares issued and outstanding as of December 31, 2024 and 2023, respectively	78,000	73,000
Additional paid-in capital	1,655,961,000	1,536,168,000
Accumulated deficit	(443,983,000)	(468,121,000)
Accumulated other comprehensive loss	(36,090,000)	(24,018,000)
Total stockholders' equity	1,175,966,000	1,044,102,000
Total liabilities and stockholders' equity	$ 1,300,035,000	$ 1,114,906,000

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021		71,123,000
Beginning balance at Dec. 31, 2021	$ 1,096,514	$ 71	$ 1,468,683	$ (357,157)	$ (15,083)
Increase (Decrease) in Stockholders' Equity [Rollforward]
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		681,000
Issuance of common stock on exercise of stock options and vesting of restricted stock units	4,194	$ 1	4,193
Issuance of common stock under employee stock purchase plan (ESPP) (in shares)		155,000
Issuance of common stock under employee stock purchase plan (ESPP)	3,748		3,748
Tax portion of vested restricted stock units	(3,167)		(3,167)
Stock-based compensation expense (employee)	24,781		24,781
Stock-based compensation expense (non-employee)	11		11
Stock-based compensation expense (ESPP)	1,942		1,942
Net income (loss)	(36,560)			(36,560)
Comprehensive income (loss)	(16,263)				(16,263)
Ending balance (in shares) at Dec. 31, 2022		71,959,000
Ending balance at Dec. 31, 2022	1,075,200	$ 72	1,500,191	(393,717)	(31,346)
Increase (Decrease) in Stockholders' Equity [Rollforward]
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		1,160,000
Issuance of common stock on exercise of stock options and vesting of restricted stock units	6,425	$ 1	6,424
Issuance of common stock under employee stock purchase plan (ESPP) (in shares)		146,000
Issuance of common stock under employee stock purchase plan (ESPP)	3,153		3,153
Tax portion of vested restricted stock units	(6,741)		(6,741)
Stock-based compensation expense (employee)	31,494		31,494
Stock-based compensation expense (ESPP)	1,647		1,647
Net income (loss)	(74,404)			(74,404)
Comprehensive income (loss)	$ 7,328				7,328
Ending balance (in shares) at Dec. 31, 2023	73,264,738	73,265,000
Ending balance at Dec. 31, 2023	$ 1,044,102	$ 73	1,536,168	(468,121)	(24,018)
Increase (Decrease) in Stockholders' Equity [Rollforward]
Issuance of common stock and options for acquisition (in shares)		2,698,000
Issuance of common stock and options for acquisition	74,145	$ 3	74,142
Issuance of common stock on exercise of stock options and vesting of restricted stock units (in shares)		1,672,000
Issuance of common stock on exercise of stock options and vesting of restricted stock units	17,107	$ 2	17,105
Issuance of common stock under employee stock purchase plan (ESPP) (in shares)		138,000
Issuance of common stock under employee stock purchase plan (ESPP)	2,886		2,886
Tax portion of vested restricted stock units	(10,589)		(10,589)
Stock-based compensation expense (employee)	34,919		34,919
Stock-based compensation expense (ESPP)	1,330		1,330
Net income (loss)	24,138			24,138
Comprehensive income (loss)	$ (12,072)				(12,072)
Ending balance (in shares) at Dec. 31, 2024	77,772,678	77,773,000
Ending balance at Dec. 31, 2024	$ 1,175,966	$ 78	$ 1,655,961	$ (443,983)	$ (36,090)

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value Measurement Inputs and Valuation Techniques

As of December 31, 2024 and 2023, the Company calculated the estimated fair value of the milestones using the following significant unobservable inputs:


	Value or Range (Weighted-Average)
Unobservable input	December 31, 2024	December 31, 2023
Discount rate	5.1% - 6.2% (5.3%)	6.8%
Probability of achievement	10% - 90% (86%)	10% - 80% (69%)

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2024
Retirement Benefits [Abstract]
Employee Benefit Plans	Employee Benefit Plans 401(k) plan The Company sponsors a 401(k) defined contribution plan covering all employees. Under the plan, participants are entitled to make pre-tax contributions up to the annual maximums established by the Internal Revenue Service. The Company, at its discretion, may make matching contributions to the 401(k) plan. Employer contributions to the plan were $1.6 million, $1.5 million and $1.4 million for the years ended December 31, 2024, 2023, and 2022, respectively. Pension plan The Company also maintains a defined benefit plan for certain non-U.S. employees of its French subsidiary, Veracyte SAS. The pension liability is included in other long-term liabilities on the Company's consolidated balance sheets and totaled $0.4 million and $0.8 million as of December 31, 2024 and 2023, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitments and Contingencies - Schedule of Operating Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease expense	$ 6,668	$ 5,265	$ 4,392
Cash paid for amounts included in the measurement of lease liabilities	$ 7,176	$ 5,365	$ 4,527

Balance Sheet Components (Tables)

12 Months Ended

Dec. 31, 2024

Balance Sheet Related Disclosures [Abstract]

Schedule of Property and Equipment

Property and equipment consisted of the following (in thousands of dollars):


	December 31,
	2024		2023
Leasehold improvements	$	10,625	$	10,306
Laboratory equipment	33,729		26,816
Computer equipment	6,959		3,451
Software, including software developed for internal use	6,878		6,865
Furniture and fixtures	4,045		3,541
Construction-in-process	106		2,465
Total property and equipment, at cost	62,342		53,444
Accumulated depreciation	(39,389)		(32,860)
Total property and equipment, net	$	22,953	$	20,584

Schedule of Intangible Assets

Intangible assets include finite-lived product technology, customer relationships, licenses and trade names and indefinite-lived in-process research and development. Intangible assets consisted of the following (in thousands of dollars):


	December 31, 2024						December 31, 2023						Weighted Average Remaining Amortization Period (Years)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Percepta product technology	$	16,000	$	(10,400)	$	5,600	$	16,000	$	(9,333)	$	6,667	5
Prosigna product technology	4,120		(1,396)		2,724		4,120		(1,122)		2,998		10
Prosigna customer relationships	—		—		—		2,430		(1,985)		445
LymphMark product technology	—		—		—		990		(577)		413
Decipher product technology	90,000		(34,234)		55,766		90,000		(25,234)		64,766		6
Decipher trade names	4,000		(3,043)		957		4,000		(2,243)		1,757		1
HalioDx developed technology	—		—		—		1,435		(346)		1,089
HalioDx customer relationships	—		—		—		2,760		(1,331)		1,429
HalioDx customer backlog	—		—		—		4,258		(2,529)		1,729
C2i developed technology	25,300		(1,546)		23,754		—		—		—		14
Total finite lived intangibles	139,420		(50,619)		88,801		125,993		(44,700)		81,293		8.3
In-process research and development	13,500		—		13,500		7,300		—		7,300
Total intangible assets	$	152,920	$	(50,619)	$	102,301	$	133,293	$	(44,700)	$	88,593

Schedule of Future Aggregate Amortization Expense

The estimated future aggregate amortization expense as of December 31, 2024 is as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2025	$	12,828
2026	12,185
2027	12,028
2028	12,028
2029	12,028
Thereafter	27,704
Total	$	88,801

Schedule of Goodwill

The changes in the carrying amounts of goodwill were as follows (in thousands of dollars):


	Amounts
Balance as of December 31, 2023	$	702,984
Goodwill acquired - C2i	55,974
Effect of foreign currency translation on Goodwill acquired - HalioDx	(13,158)
Balance as of December 31, 2024	$	745,800

Schedule of Accrued Liabilities

Accrued liabilities consisted of the following (in thousands of dollars):


	December 31,
	2024		2023
Accrued compensation expense	$	30,595	$	26,430
Accrued other	13,231		11,997
Total accrued liabilities	$	43,826	$	38,427

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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Reference 1: http://www.xbrl.org/2003/role/exampleRef
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Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	$ 62,342	$ 53,444
Accumulated depreciation	(39,389)	(32,860)
Total property and equipment, net	22,953	20,584
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	10,625	10,306
Laboratory equipment
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	33,729	26,816
Computer equipment
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	6,959	3,451
Software, including software developed for internal use
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	6,878	6,865
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	4,045	3,541
Construction-in-process
Property, Plant and Equipment [Line Items]
Total property and equipment, at cost	$ 106	$ 2,465

Employee Benefit Plans (Details) - USD ($) $ in Millions	12 Months Ended
Employee Benefit Plans (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
401(k) Plan
Defined Contribution Plan Disclosure [Line Items]
Employer contributions to the plan	$ 1.6	$ 1.5	$ 1.4
Pension Plan
Defined Contribution Plan Disclosure [Line Items]
Pension liability	$ 0.4	$ 0.8

Stock Incentive Plans - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	$ 36,249	$ 33,141	$ 26,734
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	2,319	1,779	1,053
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	7,511	5,277	6,004
Selling and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	6,897	9,588	5,936
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	$ 19,522	$ 16,497	$ 13,741

Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Other Commitments [Line Items]
Weighted average remaining lease term	11 years 8 months 12 days	11 years 8 months 12 days
Deposits	$ 1,500	$ 1,500	$ 900
Discount rate	11.40%	11.40%
Increase in lease liabilities	$ 33,200	$ (5,407)	(4,330)	$ (3,448)
Increase in ROU assets	33,200
Lease liability	50,737	50,737
ROU asset	48,189	48,189	$ 10,277
Purchase obligation	$ 43,200	$ 43,200
Facilities In South San Francisco
Other Commitments [Line Items]
Lease extension term	7 years	7 years
Additional lease extension term	7 years	7 years
Facilities In San Diego, California
Other Commitments [Line Items]
Lease extension term	6 years	6 years
Facility In Marseille, France
Other Commitments [Line Items]
Lease liability	$ 8,000	$ 8,000
ROU asset	$ 8,000	$ 8,000
Term of lease	12 years	12 years
Annual rent	$ 1,300	$ 1,300

Stock Incentive Plans - Narrative (Details)		12 Months Ended
Stock Incentive Plans - Narrative (Details)	Jun. 08, 2023 shares	Dec. 31, 2024 USD ($) purchasePeriod $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2022 USD ($) $ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares reserved for issuance (in shares) \| shares		15,796,355	12,702,301
Granted (in shares) \| shares		0
Weighted average fair value of options to purchase common stock granted (in USD per share) \| $ / shares			$ 14.90	$ 14.61
Estimated grant date fair value of options to purchase common stock vested		$ 9,800,000	$ 8,100,000	$ 6,800,000
Intrinsic value of stock options exercised		15,500,000	9,000,000.0	6,300,000
Options vested and expected to vest at the end of the period		36,793,000
Compensation expense		$ 36,249,000	$ 33,141,000	26,734,000
Number of purchase periods \| purchasePeriod		2
Unrecognized compensation expense		$ 61,900,000
Period over which unrecognized compensation expense expected to be recognized		2 years 4 months 24 days
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share price (in USD per share) \| $ / shares		$ 39.60	$ 27.51
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares		2,291,365
Weighted average grant date fair value (in USD per share) \| $ / shares		$ 23.77	$ 23.92
Options vested and expected to vest at the end of the period		$ 27,100,000	$ 20,900,000
Phantom Share Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of awards granted		7,700,000	5,000,000	1,400,000
Compensation expense		$ 3,400,000	$ 700,000	$ 0
Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Minimum purchase price as a percentage of fair market value		85.00%
Maximum offering period		12 months
Purchase period		6 months
Maximum fair market value of shares available to purchase per calendar year		$ 25,000
Shares available for issuance (in shares) \| shares		1,051,407	1,189,513
Expected dividend yield		0.00%	0.00%	0.00%
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares		0
Expected dividend yield		0.00%	0.00%	0.00%
2023 Paln
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of options granted	10 years
Number of shares reserved for issuance (in shares) \| shares	5,306,156	8,971,566
Maximum value of awards available to be received per calendar year by existing non-employee directors		$ 750,000
Maximum value of awards available to be received per calendar year by new non-employee directors		$ 1,500,000
2023 Paln \| ISO \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Minimum purchase price as a percentage of fair market value		100.00%
2023 Paln \| ISO \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of options granted		10 years

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The Company's consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Reclassifications

Certain prior period balances have been reclassified to conform to current period presentation of the Company’s consolidated financial statements and accompanying notes. Such reclassifications have no effect on previously reported results of operations, accumulated deficit, subtotals of operating, investing or financing cash flows or consolidated balance sheet totals; however, for the years ended December 31, 2023 and 2022, the Company reclassified $18.5 million and $19.3 million, respectively, of amortization of intangible assets from the intangible asset amortization - operating expense caption in the consolidated statements of operations to a separate caption, intangible asset amortization - cost of revenue, within a new cost of revenue section.

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates include: revenue recognition; the useful lives of property, plant and equipment; the recoverability of long-lived assets; the incremental borrowing rates for leases; accounting for acquisitions; the estimation of the fair value of intangible assets and contingent consideration; stock based compensation; income tax uncertainties, including a valuation allowance for deferred tax assets; credit related losses on investments; and allowance for credit losses and contingencies. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates

form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and assumptions.

Liquidity

Historically, the Company has been financed primarily through net proceeds from the sale of its equity securities. Beginning in 2023, the Company's operations have been financed primarily by cash flows generated by its revenue. For the year ended December 31, 2024, the Company had net income of $24.1 million, but may not sustain profitability for 2025 and in future years. The Company believes its cash and cash equivalents and short-term investments of $289.4 million as of December 31, 2024, and its revenue from sales in 2025 will be sufficient to meet its anticipated cash requirements through at least February 2026.

Concentrations of Credit Risk and Other Risks and Uncertainties

The majority of the Company’s cash and cash equivalents are deposited with three major financial institutions in the United States. Deposits in these institutions may exceed the amount of insurance provided on such deposits. The Company has not realized any losses on its deposits of cash and cash equivalents other than exchange rate losses related to foreign currency denominated accounts.

Several of the components of the Company's sample collection kits and CLIA test reagents, IVD products and associated systems, as well as the systems service and service kits, are obtained from single-source suppliers. If these single-source suppliers fail to satisfy the Company's requirements on a timely basis, or are unable to provide the Company with reagents that perform to specifications, the Company could suffer delays in being able to deliver its diagnostic solutions, suffer a possible loss of revenue, or incur higher costs, any of which could adversely affect its operating results.

Through December 31, 2024, the Company has derived most of its revenue from the sale of Decipher Prostate and Afirma testing. To date, Decipher Prostate and Afirma testing have been delivered primarily to physicians in the United States.

The Company is also subject to credit risk from its accounts receivable related to its sales. Credit risk for accounts receivable from testing revenue is incorporated in testing revenue accrual rates as the Company assesses historical collection rates and current developments to determine accrual rates and amounts the Company will ultimately collect. The Company generally does not perform evaluations of customers’ financial condition for testing revenue and generally does not require collateral. The Company assesses credit risk and the amount of accounts receivable the Company will ultimately collect for product, biopharmaceutical and other revenue based on collection history, current developments and credit worthiness of the customer. The estimate of credit losses is not material as of December 31, 2024.

The Company's total third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows:


	Year Ended December 31,
	2024		2023		2022
Medicare	31	%	31	%	31	%
UnitedHealthcare	13	%	11	%	11	%
	44	%	42	%	42	%

The Company's significant third-party payers in excess of 10% of total accounts receivable and their related accounts receivable balance as a percentage of total accounts receivable were as follows:


	As of December 31,
	2024		2023
Medicare	16	%	20	%
UnitedHealthcare	12	%	7	%

Cash Equivalents

The Company considers demand deposits in a bank, money market funds and highly liquid investments with maturities at the time of purchase of three months or less to be cash equivalents.

Short-Term Investments

The Company's short-term investments consist of United States treasury securities and time deposits with a bank with maturities at the time of purchase that were between three months and one year. The Company classifies these investments as held-to-maturity debt securities, which are reported at amortized cost. Discounts or premiums from the purchase of the securities are recognized as a component of interest income in other income (loss), net in the consolidated statements of operations. Investments are initially recorded net of an allowance for expected credit losses, if any, which are remeasured each period and any impairments are recognized as an expense. Unrealized gains and losses are not recognized in income. As of both December 31, 2024 and December 31, 2023, no allowances for expected credit losses had been recorded and there have been no impairment or credit losses on the Company's short-term investments.

Restricted Cash

The Company had deposits of $1.5 million and $0.9 million included in long-term assets as of December 31, 2024 and December 31, 2023, respectively, restricted from withdrawal and held by banks in the form of collateral for irrevocable standby letters of credit held as security for the Company's leases.

Acquisitions

The Company first determines whether a set of assets acquired and liabilities assumed constitute a business and should be accounted for as a business combination. If the assets acquired are not a business, the Company accounts for the transaction as an asset acquisition. Business combinations are accounted for by using the acquisition method of accounting. Under the acquisition method, assets acquired, and liabilities assumed are recorded at their respective fair values as of the acquisition date in the Company's consolidated financial statements. The estimated fair value of intangible assets acquired are based on discounted cash flows utilizing certain assumptions including revenues (such as projected testing volumes, growth rates), discount rates and expected economic life/obsolescence factors of the respective assets. The excess of the fair value of consideration transferred over the fair value of the net assets acquired is recorded as goodwill. Contingent consideration obligations incurred in connection with a business combination are recorded at fair value on the acquisition date and remeasured at each subsequent reporting period until the related contingencies are resolved, with the resulting changes in fair value recorded in general and administrative expense in the consolidated statements of operations.

Supplies and Inventory

Supplies consists of materials and reagents consumed in the performance of testing services. Inventory consists of raw materials consumed in the contract manufacturing process as well as finished and semi-finished components used in the assembly of diagnostic kits related to product sales. Inventory is stated at the lower of cost or net realizable value on a weighted average basis. The Company periodically analyzes supply and inventory levels and expiration dates, and writes down supply or inventory that has become obsolete, that has a cost basis in excess of its net realizable value, or in excess of expected sales requirements as cost of revenue. The Company records an allowance for excess or obsolete supplies and inventory using an estimate based on historical trends and evaluation of near-term expirations.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally between three and five years. Leasehold improvements are amortized using the straight-line method over the shorter of the estimated useful life of the asset or the term of the lease. Maintenance and repairs are charged to expense as incurred, and improvements and betterments are capitalized. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the balance sheet and any resulting gain or loss is reflected in the statements of operations in the period realized.

Leases

The Company determines if an arrangement is, or contains, a lease at inception. Operating leases are included in right-of-use assets - operating leases and operating lease liabilities in the consolidated balance sheets, representing the right to use an underlying asset for the lease term and the obligation to make lease payments arising from the lease. Right-of-use, or ROU, assets and lease liabilities are recognized at commencement based on the present value of lease payments over the lease term. The Company uses its incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments. The ROU assets also include any lease payments made and is adjusted for lease incentives. Lease terms may include options to extend or terminate the lease which are recognized when it is reasonably certain that the Company will exercise that option. Lease expense is recognized on a straight-line basis over the lease terms. Lease and non-lease components are accounted for as a single lease component. Financing leases are immaterial and are included in property and equipment, net and other liabilities in the consolidated balance sheets. Leases with terms of 12 months or less are not recorded on our balance sheet.

Finite-lived Intangible Assets

Finite-lived intangible assets consist of intangible assets acquired as part of business combinations. The Company amortizes finite-lived intangible assets using the straight-line method over their estimated useful lives of 5 to 15 years, based on management's estimate of the period over which their economic benefits will be realized, product life and patent life. The Company tests these finite-lived intangible assets for impairment when events or circumstances indicate a reduction in the fair value below their carrying amounts. The Company recorded impairment charges of $2.7 million, $66.9 million and $3.3 million for the years ended December 31, 2024, 2023 and 2022. See Note 5, Balance Sheet Components, for more information on impairment testing.

Indefinite-lived Intangible Assets

Indefinite-lived intangible assets consist of in-process research and development, or IPR&D, acquired as part of business combinations. The IPR&D is not amortized until it becomes commercially viable and placed in service. At the time when the intangible assets are placed in service the Company will determine a useful life. The Company also tests these indefinite-lived intangible assets for impairment when events or circumstances indicate a reduction in the fair value below their carrying amounts. There was no impairment of indefinite-lived intangible assets for the years ended December 31, 2024, 2023 or 2022.

Goodwill

Goodwill, is reviewed for impairment on an annual basis or more frequently if events or circumstances indicate that it may be impaired. The Company's goodwill evaluation is based on both qualitative and quantitative assessments regarding the fair value of goodwill relative to its carrying value. The Company has determined that it operates in a single segment and has a single reporting unit associated with the development and commercialization of diagnostic products. In the event the Company determines that it is more likely than not the carrying value of the reporting unit is higher than its fair value, quantitative testing is performed comparing recorded values to estimated fair values. If impairment is present, the impairment loss is measured as the excess of the recorded goodwill over its implied fair value. There was no impairment of goodwill for the years ended December 31, 2024, 2023 or 2022.

Fair Value of Financial Instruments

The carrying amounts of certain financial instruments including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities.

See Note 6, Fair Value Measurements, for further information on the fair value of the Company’s financial instruments.

Revenue Recognition

The Company recognizes revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers, or ASC 606. This process involves identifying the contract with a customer, determining the performance obligations in the contract, determining the contract price, allocating the contract price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. Performance obligations are considered satisfied once the Company has completed a service or transferred control of a product to the customer.

In arrangements involving more than one service or good, each required service or good is evaluated to determine whether it qualifies as a distinct performance obligation based on whether (i) the customer can benefit from the service or good either on its own or together with other resources that are readily available and (ii) the service or good is separately identifiable from other promises in the contract. The consideration under the arrangement is then allocated to each separate distinct performance obligation based on its respective relative stand-alone selling price. The estimated selling price of each deliverable reflects the Company's best estimate of what the selling price would be if the deliverable was regularly sold by the Company on a stand-alone basis or using an adjusted market assessment approach if selling price on a stand-alone basis is not available. The consideration allocated to each distinct performance obligation is recognized as revenue when control is transferred which may be at a point in time or over time.

Testing Revenue

The Company recognizes testing revenue from the sale of tests performed for customers, including patients and institutions, at the time test results are reported to physicians. Most tests requested by customers are sold without a written agreement; however, the Company determines that an implied contract exists with its customers for whom a physician will order the test. The Company identifies each sale of its test to a customer as a single performance obligation. A stated contract price does not exist and the transaction price for each implied contract with a customer represents variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each payer group and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal. For the years ended December 31, 2024, 2023 and 2022, the Company recorded $11.8 million, $7.8 million, and $3.1 million as revenue, respectively, resulting from cash collections exceeding the estimated variable consideration related to tests reported in previous years, including revenue received from successful appeals of reimbursement denials, net of recoupments.

Product Revenue

The Company's product revenue primarily consists of the Prosigna IVD breast cancer assay, related diagnostic kits and services. Product revenue from diagnostic kits is generally recognized upon shipment. Shipping and handling costs incurred for

product shipments are included in product revenue. Revenue is presented net of the taxes that are collected from customers and remitted to governmental authorities.

Biopharmaceutical and Other Revenue

From time to time, the Company enters into arrangements to license or provide access to its assets or services, including clinical and testing services, research and development, contract manufacturing and development, as well as other services, which are classified under biopharmaceutical and other revenue. Such arrangements may require the Company to deliver various rights, data, test results, manufactured diagnostic test kits, services and/or samples, including intellectual property rights/licenses and biopharmaceutical research and development services. The Company receives consideration in the form of upfront license fees; payments on delivery of data, test results or manufactured products; costs of service plus margin; and development and commercial performance milestone payments.

The Company develops estimates and assumptions that require judgment to determine the underlying stand-alone selling price for each performance obligation which determines how the transaction price is allocated among the performance obligations. The estimation of the stand-alone selling price may include independent evidence of market price, forecasted revenue or costs, development timelines, discount rates, and probabilities of technical and regulatory success. The Company evaluates each performance obligation to determine if the obligation can be satisfied at a point in time or over time, and it measures the services delivered to the collaborative partner which are periodically reviewed based on the progress of the related program. For licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time. The effect of any change made to an estimated input component and, therefore revenue or expense recognized, would be recorded as a change in estimate. In addition, variable consideration must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price.

At the inception of each arrangement that includes milestone payments (variable consideration), the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. Milestone payments that are not within either party’s control, such as non-operational developmental and regulatory approvals, are generally not considered probable of being achieved until those approvals are received. At the end of each reporting period, the Company re-evaluates the probability of achievement of milestones that are within either party’s control, such as operational developmental milestones and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenue and earnings in the period of adjustment. Revisions to the Company’s estimate of the transaction price may also result in negative revenue and earnings in the period of adjustment. One collaboration arrangement with milestone payments falls under the scope of ASC Topic 808, Collaborative Arrangements, or ASC 808. These milestone payments are recognized in the same manner as milestone payments from customers and are classified under biopharmaceutical and other revenue.

Accounts receivable from biopharmaceutical and other revenue was $3.8 million and $6.0 million at December 31, 2024 and 2023, respectively. There was $1.7 million and $2.0 million of deferred revenue related to these agreements at December 31, 2024 and 2023, respectively.

Revenue included in biopharmaceutical and other revenue for the years ended December 31, 2024, 2023 and 2022 was as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Biopharmaceutical revenue	$	7,149	$	13,874	$	26,341
Contract manufacturing and testing	6,004		5,047		7,019

Total	$	13,153	$	18,921	$	33,360

Cost of Testing Revenue

The components of the Company's cost of testing services are laboratory expenses, sample collection expenses, compensation expense, license fees and royalties, depreciation, other expenses such as equipment and laboratory supplies, and allocations of facility and information technology expenses. Costs associated with performing tests are expensed as the test is processed regardless of whether and when revenue is recognized with respect to that test.

Cost of Product Revenue

Cost of product revenue consists primarily of costs of purchasing diagnostic kit components, labor, installation, service and packaging and delivery costs. In addition, cost of product includes royalty costs for licensed technologies included in the Company’s products. The cost of the finished product is recognized in the period the related revenue is recognized. Shipping and handling costs incurred for product shipments are included in cost of product in the consolidated statements of operations.

Cost of Biopharmaceutical and Other Revenue

Cost of biopharmaceutical and other revenue consists of costs of performing activities under arrangements that require the Company to license or provide access to its assets or services, including clinical services, research and development, contract manufacturing and development, as well as other services.

Research and Development

Research and development expenses include expenses incurred to collect clinical samples and conduct clinical studies to develop and support its products and pipeline, as well as develop future technology. These expenses consist of compensation expenses, direct research and development expenses such as laboratory supplies and costs associated with setting up and conducting clinical studies at domestic and international sites, professional fees, depreciation and amortization, other miscellaneous expenses and allocation of facility and information technology expenses. The Company expenses all research and development costs in the periods in which they are incurred.

Income Taxes

The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.

The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. The Company's assessment of an uncertain tax position begins with the initial determination of the position's sustainability and is measured at the largest amount of benefit that is more-likely-than-not of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit may change as new information becomes available.

Stock-based Compensation

Stock-based compensation expense for stock options issued to employees and non-employees is measured based on the grant-date fair value of the award. The fair value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. Stock-based compensation expense for restricted stock units, or RSUs, is measured based on the fair value of the award, which is determined based upon the closing price of the Company’s common stock on the date of the grant. The Company grants performance-based stock units, or PSUs, to certain employees which vest upon the achievement of certain performance conditions, subject to the employees’ continued service with the Company. The probability of vesting is assessed at each reporting period and compensation cost is adjusted based on this probability assessment.

The Company recognizes compensation costs on a straight-line basis for all employee stock-based compensation awards that are expected to vest over the requisite service period of the awards, which is generally the awards' vesting period. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

Net Income (Loss) per Share

Basic earnings (loss) per share, or EPS, is computed based on the weighted average number of common shares outstanding during the period. Diluted EPS is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. In loss periods, basic and diluted loss per share are identical since the effect of potentially dilutive common shares is antidilutive and therefore excluded. Potentially dilutive common shares from equity awards are determined using the average share price for each period under the treasury stock method. In addition, proceeds from exercises of equity awards and the average amount of unrecognized compensation expense for equity awards are assumed to be used to repurchase shares.

French Research Tax Credits

French research tax credits (crédit d’impôt recherche, or CIR) are generated by the Company’s wholly owned subsidiary, Veracyte SAS, in connection with its research efforts performed in Marseille, France. The Company recognizes other income from the CIR over time based on when the research and development expenses are incurred. As of December 31, 2024, $4.3 million of CIR are recorded in prepaids and other current assets on the consolidated balance sheets and $4.8 million is included in other assets.

Foreign Currency Translation

The functional currency of the Company’s French subsidiary, Veracyte SAS, is the Euro. The functional currency of the Company’s Israeli subsidiary, C2i Genomics, Ltd., is the Shekel. Assets and liabilities denominated in foreign currencies are translated to U.S. dollars using the exchange rates at the balance sheet date. Foreign currency translation adjustments are recorded as a component of accumulated other comprehensive income (loss) within stockholders’ equity. Revenues and expenses from the Company’s foreign subsidiaries are translated using the monthly average exchange rates in effect during the period in which the transactions occur. Foreign currency transaction gains and losses are recorded in other income, net, on the consolidated statements of operations.

Comprehensive Income (Loss)

Comprehensive income (loss) is the change in stockholders’ equity from transactions and other events and circumstances other than those resulting from investments by stockholders and distributions to stockholders. The Company's comprehensive income (loss) includes our net income (loss) and gains and losses from the foreign currency translation of the assets and liabilities of our foreign subsidiaries.

Recent Accounting Pronouncements

Recently adopted accounting pronouncements

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This update improves reportable segment disclosure requirements, primarily through enhanced disclosures of significant segment expenses. The amendments in this update should be applied retrospectively to all prior periods presented in the consolidated financial statements and are effective for fiscal years beginning after December 31, 2023 and interim periods within fiscal years beginning after December 31, 2024. The Company adopted the standard for the year ended December 31, 2024, resulting in the additional disclosures included in Note 13, Segment.

Recently issued accounting pronouncements not yet adopted

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (Topic 740). This update requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as additional information on income taxes paid. This ASU is effective on a prospective basis for annual periods beginning after December 15, 2024. Early adoption is also permitted for annual financial statements that have not yet been issued or made available for issuance. This ASU will result in the required additional disclosures being included in the Company's consolidated financial statements, once adopted.

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 will require public business entities to disclose in the notes to the financial statements, at each interim and annual reporting period, specific information about certain costs and expenses, including purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each expense caption presented on the face of the income statement, and the total amount of an entity's selling expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements.

Stock Incentive Plans - Schedule of Assumptions to Calculate Stock Options Using the Black-Scholes Model (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average minimum volatility		68.82%	62.64%
Weighted-average maximum volatility		69.78%	67.66%
Risk-free minimum interest rate		3.51%	1.72%
Risk-free maximum interest rate		4.72%	4.21%
Expected dividend yield	0.00%	0.00%	0.00%
Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average minimum volatility	46.29%	54.86%	75.04%
Weighted-average maximum volatility	51.73%	83.69%	88.59%
Risk-free minimum interest rate	4.57%	4.61%	0.47%
Risk-free maximum interest rate	5.09%	5.46%	2.96%
Expected dividend yield	0.00%	0.00%	0.00%
Minimum \| Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average expected term (years)		5 years 5 months 8 days	5 years 3 months 3 days
Minimum \| Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average expected term (years)	6 months	6 months	6 months
Maximum \| Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average expected term (years)		5 years 7 months 28 days	5 years 3 months 7 days
Maximum \| Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average expected term (years)	1 year	1 year	1 year

Components of Other Income, net

12 Months Ended

Dec. 31, 2024

Other Income and Expenses [Abstract]

Components of Other Income, net

Other income, net consists of the following (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
French research tax credits	$	496	$	571	$	2,423
Interest and dividend income	11,154		7,344		1,972
Interest expense	(2)		(15)		(198)
Gain (loss) on currency revaluation	(2,045)		723		197
Other	(1)		560		260
Total	$	9,602	$	9,183	$	4,654

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 24,138	$ (74,404)	$ (36,560)
Other comprehensive income (loss):
Change in currency translation adjustments	(12,072)	7,328	(16,263)
Net comprehensive income (loss)	$ 12,066	$ (67,076)	$ (52,823)

- 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

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+ 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

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue:
Total revenue	$ 445,764	$ 361,051	$ 296,536
Cost of revenue:
Intangible asset amortization - cost of revenue	11,552	18,464	19,273
Total cost of revenue	147,619	131,367	120,855
Gross profit	298,145	229,684	175,681
Operating expenses:
Research and development	69,294	57,305	40,603
Selling and marketing	95,434	101,490	97,560
General and administrative	110,610	86,229	73,200
Impairment of long-lived assets	3,368	68,349	3,318
Total operating expenses	282,003	315,479	216,762
Income (loss) from operations	16,142	(85,795)	(41,081)
Other income, net	9,602	9,183	4,654
Income (loss) before income taxes	25,744	(76,612)	(36,427)
Income tax provision (benefit)	1,606	(2,208)	133
Net income (loss)	$ 24,138	$ (74,404)	$ (36,560)
Earnings (loss) per share:
Basic (in USD per share)	$ 0.32	$ (1.02)	$ (0.51)
Diluted (in USD per share)	$ 0.31	$ (1.02)	$ (0.51)
Shares used to compute earnings (loss) per common share:
Basic (in shares)	76,484,759	72,644,487	71,549,204
Diluted (in shares)	78,163,217	72,644,487	71,549,204
Testing revenue
Revenue:
Total revenue	$ 418,961	$ 326,542	$ 250,544
Cost of revenue:
Cost of revenue	114,573	88,913	75,317
Product revenue
Revenue:
Total revenue	13,650	15,588	12,632
Cost of revenue:
Cost of revenue	9,110	8,666	7,820
Biopharmaceutical and other revenue
Revenue:
Total revenue	13,153	18,921	33,360
Cost of revenue:
Cost of revenue	12,384	15,324	18,445
Intangible Asset Amortization
Operating expenses:
Intangible asset amortization - operating expenses	$ 3,297	$ 2,106	$ 2,081

Stockholders' Equity

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Stockholders' Equity

Common Stock

The Company's Restated Certificate of Incorporation authorizes the Company to issue 125,000,000 shares of common stock with a par value of $0.001 per share. The holder of each share of common stock shall have one vote for each share of stock. The common stockholders are also entitled to receive dividends whenever funds and assets are legally available and when declared by the board of directors, subject to the prior rights of holders of all series of convertible preferred stock outstanding. No dividends have been declared as of December 31, 2024.

As of December 31, 2024 and 2023, the Company had reserved shares of common stock for issuance as follows:


	December 31,
	2024	2023
Stock options and restricted stock units issued and outstanding	5,773,382	6,318,389
Stock options and restricted stock units available for grant under stock option plans	8,971,566	5,194,399
Common stock available for the Employee Stock Purchase Plan	1,051,407	1,189,513
Total	15,796,355	12,702,301

- Definition

The entire disclosure for equity.

+ References

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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Stockholders' Equity - Narrative (Details)	12 Months Ended
Stockholders' Equity - Narrative (Details)	Dec. 31, 2024 USD ($) vote $ / shares shares	Dec. 31, 2023 $ / shares shares
Equity [Abstract]
Common stock, shares authorized (in shares) \| shares	125,000,000	125,000,000
Par value of shares of common stock (in USD per share) \| $ / shares	$ 0.001	$ 0.001
Number of votes for each share of stock \| vote	1
Dividends declared \| $	$ 0

Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Operating Loss Carryforwards [Line Items]
Pre-tax income (loss)	$ 25,744,000	$ (76,612,000)	$ (36,427,000)
Income tax expense (benefit)	1,606,000	(2,208,000)	133,000
Worthless stock deduction	356,000,000
Foreign worthless stock deduction	74,719,000	0	0
Foreign worthless stock deduction	(74,719,000)	0	0
Valuation allowance against deferred tax assets	88,100,000	14,500,000	4,800,000
Unrecognized tax benefits	7,176,000	$ 5,687,000	$ 4,888,000	$ 4,452,000
Unrecognized tax benefits which would affect effective tax rate if recognized	0
Interest expense or penalties related to unrecognized tax benefits	0
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	605,400,000
Tax credit carryforward	$ 11,200,000
Income tax examination period	3 years
State
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	$ 8,900,000
Income tax examination period	4 years
State \| California
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 116,200,000
State \| Other state income tax purposes
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	318,800,000
Foreign \| Canadian
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	63,700,000
Foreign \| Canadian \| Research Tax Credit Carryforward
Operating Loss Carryforwards [Line Items]
Tax credit carryforward	2,200,000
Foreign \| French
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 63,300,000

Business Combination - Schedule of Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Feb. 05, 2024	Dec. 31, 2023
Business Acquisition [Line Items]
Goodwill	$ 745,800		$ 702,984
C2i
Business Acquisition [Line Items]
Cash and cash equivalents		$ 13,677
Prepaid expenses and other current assets		998
Property, plant and equipment, net		277
Right of use assets, operating leases		1,277
Intangible assets, net		31,500
Restricted cash		188
Total identifiable assets acquired		47,917
Accounts payable		(59)
Accrued Liabilities		(1,540)
Current portion of deferred revenue		(94)
Current portion of operating lease liabilities		(441)
Deferred tax liability		(726)
Operating lease liabilities, net of current portion		(836)
Net identifiable assets acquired		44,221
Goodwill		55,974
Total purchase price		$ 100,195

Income Taxes - Schedule of Components of Benefits 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	1,814	1,520	426
Foreign	22	193	134
Total current	1,836	1,713	560
Deferred:
Federal	159	0	0
State	(389)	(90)	118
Foreign	0	(3,831)	(545)
Total deferred	(230)	(3,921)	(427)
Total income tax provision (benefit)	$ 1,606	$ (2,208)	$ 133

Business Combination - Schedule of Intangible Assets Acquired (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Feb. 05, 2024
Acquired Indefinite-lived Intangible Assets [Line Items]
Estimated Useful Life	8 years 3 months 18 days
C2i
Acquired Indefinite-lived Intangible Assets [Line Items]
Fair Value		$ 31,500
C2i \| IPR&D assets
Acquired Indefinite-lived Intangible Assets [Line Items]
Fair Value		6,200
C2i \| Developed Technology
Acquired Indefinite-lived Intangible Assets [Line Items]
Fair Value		$ 25,300
Estimated Useful Life		15 years

Cover Page - USD ($) $ in Billions	12 Months Ended
Cover Page - USD ($) $ in Billions	Dec. 31, 2024	Feb. 21, 2025	Jun. 30, 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	001-36156
Entity Registrant Name	VERACYTE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-5455398
Entity Address, Address Line One	6000 Shoreline Court
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	South San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94080
City Area Code	650
Local Phone Number	243-6300
Title of 12(b) Security	Common Stock, par value, $0.001 per share
Trading Symbol	VCYT
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 1.5
Entity Common Stock, Shares Outstanding (in shares)		77,944,772
Documents Incorporated by Reference	Portions of the registrant's proxy statement to be filed with the Securities and Exchange Commission in connection with the solicitation of proxies for the registrant's 2025 Annual Meeting of Stockholders, or the Proxy Statement, are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the end of the registrant’s fiscal year ended December 31, 2024.
Entity Central Index Key	0001384101
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY

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
Muna Bhanji [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		Muna Bhanji, director, adopted a new trading plan on November 11, 2024 (with the first trade under the new plan scheduled for approximately June 13, 2025). The trading plan will be effective until February 27, 2026 to sell an aggregate of 4,589 shares of our common stock.
Name	Muna Bhanji
Title	director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	November 11, 2024
Expiration Date	February 27, 2026
Arrangement Duration	473 days
Aggregate Available	4,589	4,589
John Leite [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		John Leite, Chief Commercial Officer, CLIA, adopted a new trading plan on December 6, 2024 (with the first trade under the new plan scheduled for March 7, 2025). The trading plan will be effective until December 31, 2025 to sell 100% of the net shares resulting from the vesting of 20,770 shares of common stock during the plan period (net shares are net of tax withholding).
Name	John Leite
Title	Chief Commercial Officer, CLIA
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 6, 2024
Expiration Date	December 31, 2025
Arrangement Duration	390 days
Aggregate Available	20,770	20,770
Evan Jones [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		Evan Jones, director, adopted a new trading plan on December 9, 2024 (with the first trade under the new plan scheduled for March 12, 2025). The trading plan will be effective until March 11, 2026 to sell an aggregate of 48,196 shares of our common stock.
Name	Evan Jones
Title	director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 9, 2024
Expiration Date	March 11, 2026
Arrangement Duration	457 days
Aggregate Available	48,196	48,196

Summary of Significant Accounting Policies - Schedule of Third-party Payers And Other Customers (Details) - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue \| Customers Representing >10% Of Total Revenue
Concentration Risk [Line Items]
Concentration risk	44.00%	42.00%	42.00%
Revenue \| Medicare
Concentration Risk [Line Items]
Concentration risk	31.00%	31.00%	31.00%
Revenue \| UnitedHealthcare
Concentration Risk [Line Items]
Concentration risk	13.00%	11.00%	11.00%
Accounts receivable \| Medicare
Concentration Risk [Line Items]
Concentration risk	16.00%	20.00%
Accounts receivable \| UnitedHealthcare
Concentration Risk [Line Items]
Concentration risk	12.00%	7.00%

Stockholders' Equity - Schedule of Reserved Shares of Common Stock for Issuance (Details) - shares	Dec. 31, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Stock options and restricted stock units issued and outstanding (in shares)	5,773,382	6,318,389
Total number of shares reserved for issuance (in shares)	15,796,355	12,702,301
Shares of common stock subject to outstanding options
Class of Stock [Line Items]
Stock options and restricted stock units issued and outstanding (in shares)	5,773,382	6,318,389
Shares available for issuance (in shares)	8,971,566	5,194,399
Employee stock purchase plan
Class of Stock [Line Items]
Shares available for issuance (in shares)	1,051,407	1,189,513

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
-Topic 272
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-URI https://asc.fasb.org/1943274/2147483014/272-10-45-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482987/272-10-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-Subparagraph (SX 210.4-08(d))
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-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 13
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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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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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Subparagraph (b)
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

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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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Balance Sheet Components - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]
2025	$ 12,828
2026	12,185
2027	12,028
2028	12,028
2029	12,028
Thereafter	27,704
Net Carrying Amount	$ 88,801	$ 81,293

Business Combination (Tables)

12 Months Ended

Dec. 31, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

Schedule of Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the fair values of assets acquired and liabilities assumed in the C2i Acquisition at the Closing Date (in thousands):


	Amount
Assets acquired:
Cash and cash equivalents	$	13,677
Prepaid expenses and other current assets	998
Property, plant and equipment, net	277
Right of use assets, operating leases	1,277
Intangible assets, net	31,500
Restricted cash	188
Total identifiable assets acquired	47,917
Accounts payable	(59)
Accrued Liabilities	(1,540)
Current portion of deferred revenue	(94)
Current portion of operating lease liabilities	(441)
Deferred tax liability	(726)
Operating lease liabilities, net of current portion	(836)
Net identifiable assets acquired	44,221
Goodwill	55,974
Total purchase price	$	100,195

Schedule of Intangible Assets Acquired

The fair value of the Company's intangible assets as of the acquisition date and the method used to value these assets as well as the estimated economic lives for amortizable intangible assets were as follows (in thousands, except useful life which is in years):

Fair Value

Estimated Useful Life

Valuation Method

Intangible Assets Acquired:

Developed Technology

25,300

Relief from royalty method

IPR&D assets

6,200

Indefinite

Multi-period excess earnings method

Total intangible assets acquired

31,500

Schedule of Supplemental Pro Forma Information

Further, adjustments related to transaction costs and stock- based compensation expense are also reflected in the pro forma financial information in the table below:


	Year Ended December 31,
	2024		2023
Total revenue	$	445,764	$	361,507
Net income (loss)	$	22,373	$	(116,743)

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, Domestic and Foreign

Pre-tax income (loss) has been recorded in the following jurisdictions for the years ended December 31, 2024, 2023 and 2022 (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
United States	$	44,197	$	(15,853)	$	(16,816)
Foreign	(18,453)		(60,759)		(19,611)
Total	$	25,744	$	(76,612)	$	(36,427)

Schedule of Components of Income Tax Expense (Benefit)

The components of the provision (benefit) for income taxes are as follows for the years ended December 31, 2024, 2023 and 2022 (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
Current:
Federal	$	—	$	—	$	—
State	1,814		1,520		426
Foreign	22		193		134
Total current	1,836		1,713		560
Deferred:
Federal	159		—		—
State	(389)		(90)		118
Foreign	—		(3,831)		(545)
Total deferred	(230)		(3,921)		(427)
Total income tax provision (benefit)	$	1,606	$	(2,208)	$	133

Schedule of Reconciliation of Tax Expense Computed at the Statutory Federal Rate

The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company's income tax expense for the periods presented (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
U.S. federal taxes at statutory rate	$	5,407	$	(16,088)	$	(7,573)
State tax (net of federal benefit)	(11,472)		(491)		720
Foreign rate differential	3,939		9,049		3,726
Non-deductible officers' compensation	2,271		639		729
Transaction costs	263		477		—
Permanent differences	529		419		79
Stock based compensation - excess benefit	381		739		1,874
Tax credits	(1,255)		(1,551)		(936)
Foreign worthless stock deduction	(74,719)		—		—
Other	(469)		(176)		—
Change in valuation allowance	76,731		4,775		1,514
Total	$	1,606	$	(2,208)	$	133

Schedule of Significant Components of the Company's Deferred Tax Assets and Liabilities

Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Deferred tax assets:
Net operating loss carryforwards	$	183,912	$	110,975	$	126,225
Research and development credits	14,074		10,728		8,907
Section 174 capitalization	32,612		17,388		6,719
Stock-based compensation	3,722		4,503		4,080
NanoString intangibles and goodwill	8,740		8,778		1,447
Operating lease liability	10,739		3,335		3,622
Accruals and other	8,170		7,128		6,596
Gross deferred tax assets	261,969		162,835		157,596
Valuation allowance	(227,984)		(139,920)		(125,378)
Net deferred tax assets	33,985		22,915		32,218
Deferred tax liabilities:
Property and equipment	(228)		(83)		(235)
Other acquired intangibles	(20,105)		(17,358)		(29,457)
In-process research and development	(4,787)		(3,461)		(3,702)
ROU assets	(10,092)		(2,747)		(3,355)
Gross deferred tax liabilities	(35,212)		(23,649)		(36,749)
Net deferred tax liabilities	(35,212)		(23,649)		(36,749)
Net deferred taxes	$	(1,227)	$	(734)	$	(4,531)

Schedule of Reconciliation of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Unrecognized tax benefits, beginning of period	$	5,687	$	4,888	$	4,452
Gross increases—tax position in prior period	469		37		—
Gross decreases—tax position in prior period	(29)		(11)		(31)
Gross increases—current period tax position	1,049		773		467
Lapse of statute of limitations	—		—		—
Unrecognized tax benefits, end of period	$	7,176	$	5,687	$	4,888

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Operating activities
Net income (loss)	$ 24,138	$ (74,404)	$ (36,560)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	23,459	27,188	25,928
Loss on disposal of property, plant and equipment	202	271	206
Stock-based compensation	36,249	33,141	26,734
Deferred income taxes	(233)	(3,839)	133
Interest on end-of-term debt obligation	0	0	161
Noncash lease expense	4,955	4,158	3,320
Revaluation of acquisition-related contingent consideration	2,167	(5,383)	154
Impairment loss	3,368	68,349	3,318
Effect of foreign currency on operations	2,110	(1,096)	522
Changes in operating assets and liabilities:
Accounts receivable	(6,405)	3,887	(4,495)
Supplies and inventory	(5,871)	(1,694)	(3,011)
Prepaid expenses and other current assets	(1,296)	(458)	1,390
Other assets	(1,576)	(758)	(3,049)
Operating lease liability	(5,407)	(4,330)	(3,448)
Accounts payable	(4,305)	(134)	152
Accrued liabilities and deferred revenue	3,541	(676)	(3,920)
Net cash provided by operating activities	75,096	44,222	7,535
Investing activities
Purchase of short-term investments	(50,000)	(19,700)	(33,519)
Proceeds from sale of short-term investments	0	39,773	0
Proceeds from maturity of short-term investments	0	5,000	12,681
Acquisition of C2i, net of cash acquired	5,012	0	0
Purchases of property, plant and equipment	(11,287)	(9,961)	(8,549)
Net cash provided by (used in) investing activities	(56,275)	15,112	(29,387)
Financing activities
Payment of contingent consideration for acquisition	(4,500)	0	0
Payment of long-term debt	0	0	(1,281)
Payment of taxes on vested restricted stock units	(10,589)	(6,741)	(3,167)
Proceeds from the exercise of common stock options and employee stock purchases	19,993	9,578	7,942
Net cash provided by financing activities	4,904	2,837	3,494
Increase (decrease) in cash, cash equivalents and restricted cash	23,725	62,171	(18,358)
Effect of foreign currency on cash, cash equivalents and restricted cash	(424)	163	(592)
Net increase (decrease) in cash, cash equivalents and restricted cash	23,301	62,334	(18,950)
Cash, cash equivalents and restricted cash at beginning of year	217,330	154,996	173,946
Cash, cash equivalents and restricted cash at end of year	240,631	217,330	154,996
Supplementary cash flow information of non-cash investing and financing activities:
Purchases of property and equipment included in accounts payable and accrued liabilities	1,186	966	0
Supplementary cash flow information:
Cash paid for interest on debt	0	0	9
Cash paid for tax	2,236	1,697	570
Cash and cash equivalents	239,087	216,454	154,247
Restricted cash	1,544	876	749
Total cash, cash equivalents and restricted cash	$ 240,631	$ 217,330	$ 154,996

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2024

Equity [Abstract]

Schedule of Reserved Shares of Common Stock for Issuance

As of December 31, 2024 and 2023, the Company had reserved shares of common stock for issuance as follows:


	December 31,
	2024	2023
Stock options and restricted stock units issued and outstanding	5,773,382	6,318,389
Stock options and restricted stock units available for grant under stock option plans	8,971,566	5,194,399
Common stock available for the Employee Stock Purchase Plan	1,051,407	1,189,513
Total	15,796,355	12,702,301

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

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+ Details

Stock Incentive Plans

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Stock Incentive Plans

Stock Plans

On June 8, 2023, the Company’s stockholders approved the Company’s 2023 Equity Incentive Plan, or the 2023 Plan. The 2023 Plan, which became effective on June 8, 2023, serves as the successor to the Company’s 2013 Stock Incentive Plan, or the Prior Plan, and will terminate 10 years after the date approved by the Company’s board of directors. The 2023 Plan initially reserves for issuance 5,306,156 shares, which equals the number of reserved shares available for grant under the Prior Plan as of June 8, 2023. In addition, the number of (a) shares of common stock that are subject to awards granted under the Prior Plan that cease to be subject to such awards by forfeiture or otherwise after the effective date, (b) shares of common stock issued under the Prior Plan, including shares of common stock issued pursuant to the exercise of stock options, that are forfeited after the effective date, (c) shares of common stock issued under the Prior Plan that are repurchased by the Company at the original issue price after the effective date, (d) shares of common stock that are subject to awards granted under the Prior Plan that are settled in cash after the effective date, and (e) shares of common stock that are subject to awards under the Prior Plan that are used to pay the exercise price of an award or withheld to satisfy the tax withholding obligations related to an award after the effective date, is also reserved and eligible for issuance by the Company upon the exercise or settlement of awards to be granted under the 2023 Plan. The 2023 Plan permits the granting of stock options, restricted stock units, or RSUs, restricted stock awards, stock bonus awards, stock appreciation rights and performance awards to employees, consultants, and outside directors of the Company. Options granted may be either ISOs or NSOs. As of December 31, 2024, 8,971,566 shares were available for future issuance under the 2023 Plan.

Stock options are governed by stock option agreements between the Company and recipients of stock options. Incentive stock options (ISOs), within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended, and nonqualified stock options (NSOs), may be granted under the 2023 Plan at an exercise price of not less than 100% of the fair market value of the common stock on the date of grant, determined by the Compensation Committee of the board of directors. Options become exercisable and expire as determined by the Compensation Committee, provided that the term of ISOs may not exceed ten years from the date of grant. Stock option agreements may provide for time-based and/or performance-based vesting as well as for accelerated exercisability in the event of an optionee's death, disability, or retirement or other events.

RSUs are governed by restricted stock unit agreements between the Company and recipients of RSUs. RSUs may be granted under the 2023 Plan and the number of stock units awarded are determined by the Compensation Committee of the board of directors. RSUs vest and expire as determined by the Compensation Committee. RSU agreements may provide for time-based and/or performance-based vesting as well as for accelerated vesting in the event of a RSU holder's death, disability, or retirement or other events.

Pursuant to the 2023 Plan, no non-employee director may receive awards under the 2023 Plan that, when combined with cash compensation received for service as a non-employee director, exceeds $750,000 in value in any calendar year ($1,500,000 in the calendar year in which such non-employee director first joins the board of directors). Awards under the 2023 Plan may be granted to non-employee directors, may be automatically made pursuant to a policy adopted by the Board of Directors, or made from time to time as determined in the discretion of the Board of Directors. In the event of a change in control transaction, the vesting of all awards granted to our non-employee directors will accelerate and such awards will become exercisable (as applicable) in full upon the consummation of such event at such times and on such conditions as the Compensation Committee determines.

The following table summarizes activity under the Company's stock incentive plans (aggregate intrinsic value in thousands):


	Stock Options Outstanding and Unvested Restricted Stock Units	Weighted Average Exercise Price of Stock Options		Weighted Average Remaining Contractual Life of Stock Options (Years)	Aggregate Intrinsic Value of Stock Options
Balance—December 31, 2023	6,318,389	$	22.95	6.58	$	24,466

Granted - restricted stock units	2,291,365
Canceled	(810,020)	6.41
Exercised	(1,053,464)	16.24
Restricted stock units vested	(972,888)
Balance—December 31, 2024	5,773,382	$	25.11	5.74	$	38,056

Options vested and exercisable—December 31, 2024	1,851,709	$	24.87	5.06	$	29,312
Options vested and expected to vest—December 31, 2024	2,396,924	$	25.14	5.67	$	36,793

The aggregate intrinsic value was calculated as the difference between the exercise price of the options to purchase common stock and the fair market value of the Company's common stock, which was $39.60 and $27.51 per share as of December 31, 2024 and 2023, respectively.

No options to purchase common stock granted for the year ended December 31, 2024. The weighted average fair value of options was $14.90 and $14.61 for the years ended December 31, 2023 and 2022, respectively.

The aggregate estimated grant date fair value of employee options to purchase common stock vested during the years ended December 31, 2024, 2023 and 2022 was $9.8 million, $8.1 million and $6.8 million, respectively.

The intrinsic value of stock options exercised was $15.5 million, $9.0 million and $6.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.

The weighted average fair value of RSUs granted was $23.77 and $23.92 for the years ended December 31, 2024, and 2023, respectively. The intrinsic value of RSUs vested was $27.1 million and $20.9 million for the years ended December 31, 2024 and 2023, respectively.

Included in RSUs granted for 2024, 2023 and 2022 are PSUs with a grant date fair value for remaining participants of $7.7 million, $5.0 million and $1.4 million, respectively. These PSUs vest based on the achievement of certain performance conditions, subject to the employees’ continued service with the Company. For the years ended December 31, 2024 and 2023, the Company recorded $3.4 million and $0.7 million, respectively, of expense related to these PSUs. No expense was recorded for the year ended December 31, 2022.

Employee Stock Purchase Plan

The Company's stockholders approved the Company's ESPP in May 2015 and approved an amendment and restatement of the Company’s ESPP in June 2020. The ESPP provides eligible employees with an opportunity to purchase common stock from the Company and to pay for their purchases through payroll deductions. The ESPP will be implemented through a series of offerings of purchase rights to eligible employees. Under the ESPP, the Compensation Committee of the Company's board of directors may specify offerings with a duration of not more than 12 months and may specify shorter purchase periods within each offering. During each purchase period, payroll deductions will accumulate, without interest. On the last day of the purchase period, accumulated payroll deductions will be used to purchase common stock for employees participating in the offering.

Pursuant to the ESPP, the purchase price will be 85% of the fair market value per share of the Company's common stock on either the offering date or on the purchase date, whichever is less.

The Company's board of directors has determined that the offering periods will begin each calendar year on August 1 and February 1, will be twelve (12) months in duration and include two (2) purchase periods, each purchase period lasting six (6) months. The Company's board of directors has determined that the purchase price will be 85% of the fair market value per share of the Company's common stock on either the offering date, which is the first trading day of the offering period, or the purchase date, which is the last trading day of the purchase period, whichever is less. The length of the offering period, the purchase period and the purchase price may not be changed without the approval of the independent members of the Compensation Committee of the Company's board of directors. If the fair market value of a share of the Company's common stock on any purchase date within a particular offering period is less than the fair market value on the start date of that offering period, then the offering period will automatically terminate and the employees in that offering period will automatically be transferred and enrolled in a new offering period which will begin on the next day following such purchase date.

No employee is permitted to accrue, under the ESPP, a right to purchase stock of the Company having a value in excess of $25,000 of the fair market value of such stock (determined at the time the right is granted) for each calendar year. As of December 31, 2024, 1,051,407 shares of common stock were reserved for issuance under the ESPP.

Stock-based Compensation

The following table summarizes stock-based compensation expense related to stock options, RSUs and the ESPP for the years ended December 31, 2024, 2023 and 2022, and are included in the consolidated statements of operations as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Cost of revenue	$	2,319	$	1,779	$	1,053
Research and development	7,511		5,277		6,004
Selling and marketing	6,897		9,588		5,936
General and administrative	19,522		16,497		13,741
Total stock-based compensation expense	$	36,249	$	33,141	$	26,734

As of December 31, 2024, the Company had $61.9 million of unrecognized compensation expense related to unvested stock options and RSUs, which is expected to be recognized over an estimated weighted-average period of 2.4 years.

The estimated grant-date fair value of stock options was calculated using the Black-Scholes option-pricing model, based on the following assumptions.

•Expected Term: The expected term represents the period that the options granted are expected to be outstanding, and is determined using the Company's historical data.

•Expected Volatility: The Company uses the historical volatility of its common stock.

•Risk-Free Interest Rate: The Company based the risk-free interest rate over the expected term of the options based on the constant maturity rate of U.S. Treasury securities with similar maturities as of the date of the grant.

•Expected Dividend Yield: The Company has not paid and does not anticipate paying any dividends in the near future. Therefore, the expected dividend yield was zero.

No employee stock options were granted in 2024. During the years ended December 31, 2023 and 2022, the estimated grant-date fair value of employee stock options using the Black-Scholes option-pricing model was based on the following assumptions:


	Year Ended December 31,
	2023	2022
Weighted-average volatility	68.82 - 69.78%	62.64 - 67.66%
Weighted-average expected term (years)	5.44 - 5.66	5.26 - 5.27
Risk-free interest rate	3.51 - 4.72%	1.72 - 4.21%
Expected dividend yield	—	—

The estimated grant date fair value of the ESPP shares was calculated using the Black-Scholes option-pricing model, based on the following assumptions:


	Year Ended December 31,
	2024	2023	2022
Weighted-average volatility	46.29% - 51.73%	54.86 - 83.69%	75.04 - 88.59%
Weighted-average expected term (years)	0.50 - 1.00	0.50 - 1.00	0.50 - 1.00
Risk-free interest rate	4.57% - 5.09%	4.61 - 5.46%	0.47 - 2.96%
Expected dividend yield	—	—	—

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

The Company generated a pre-tax income of $25.7 million for the year ended December 31, 2024 and a pre-tax loss of $76.6 million and $36.4 million for the years ended December 31, 2023 and 2022, respectively. Pre-tax income (loss) has been recorded in the following jurisdictions for the years ended December 31, 2024, 2023 and 2022 (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
United States	$	44,197	$	(15,853)	$	(16,816)
Foreign	(18,453)		(60,759)		(19,611)
Total	$	25,744	$	(76,612)	$	(36,427)

The Company recorded an income tax provision in 2024 of $1.6 million primarily due to foreign and state income taxes partially offset by the release of certain valuation allowances on the Company's deferred tax assets upon recording of the deferred tax liabilities related to the acquisition of C2i. The Company recorded an income tax benefit in 2023 of $2.2 million primarily due to reductions in deferred tax liabilities from acquired entities partially offset by foreign and state income taxes. The Company recorded an income tax provision in 2022 of $0.1 million primarily due to foreign and state income taxes

partially offset by reductions in deferred tax liabilities from acquired entities. The components of the provision (benefit) for income taxes are as follows for the years ended December 31, 2024, 2023 and 2022 (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
Current:
Federal	$	—	$	—	$	—
State	1,814		1,520		426
Foreign	22		193		134
Total current	1,836		1,713		560
Deferred:
Federal	159		—		—
State	(389)		(90)		118
Foreign	—		(3,831)		(545)
Total deferred	(230)		(3,921)		(427)
Total income tax provision (benefit)	$	1,606	$	(2,208)	$	133

The Company follows FASB ASC No. 740, Income Taxes for the computation and presentation of its tax provision. The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company's income tax expense for the periods presented (in thousands of dollars):


	Year Ended December, 31,
	2024		2023		2022
U.S. federal taxes at statutory rate	$	5,407	$	(16,088)	$	(7,573)
State tax (net of federal benefit)	(11,472)		(491)		720
Foreign rate differential	3,939		9,049		3,726
Non-deductible officers' compensation	2,271		639		729
Transaction costs	263		477		—
Permanent differences	529		419		79
Stock based compensation - excess benefit	381		739		1,874
Tax credits	(1,255)		(1,551)		(936)
Foreign worthless stock deduction	(74,719)		—		—
Other	(469)		(176)		—
Change in valuation allowance	76,731		4,775		1,514
Total	$	1,606	$	(2,208)	$	133

For the year ended December 31, 2024, the Company made an election to treat its wholly owned French subsidiary as a disregarded entity for U.S. federal income tax purposes which resulted in a worthless stock deduction of approximately $356 million and an effective tax rate benefit of $74.7 million. This resulted in an increase to the Company’s net operating loss carryovers. The Company has not recognized any tax benefits from the worthless stock deduction as a result of the full valuation allowance maintained on its deferred tax assets.

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Deferred tax assets:
Net operating loss carryforwards	$	183,912	$	110,975	$	126,225
Research and development credits	14,074		10,728		8,907
Section 174 capitalization	32,612		17,388		6,719
Stock-based compensation	3,722		4,503		4,080
NanoString intangibles and goodwill	8,740		8,778		1,447
Operating lease liability	10,739		3,335		3,622
Accruals and other	8,170		7,128		6,596
Gross deferred tax assets	261,969		162,835		157,596
Valuation allowance	(227,984)		(139,920)		(125,378)
Net deferred tax assets	33,985		22,915		32,218
Deferred tax liabilities:
Property and equipment	(228)		(83)		(235)
Other acquired intangibles	(20,105)		(17,358)		(29,457)
In-process research and development	(4,787)		(3,461)		(3,702)
ROU assets	(10,092)		(2,747)		(3,355)
Gross deferred tax liabilities	(35,212)		(23,649)		(36,749)
Net deferred tax liabilities	(35,212)		(23,649)		(36,749)
Net deferred taxes	$	(1,227)	$	(734)	$	(4,531)

The Company records net deferred tax assets to the extent it is more likely than not that the assets will be realized. In making such determination, the Company considered all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. The Company has established a full valuation allowance against its net deferred tax assets due to the uncertainty surrounding realization of such assets. The valuation allowance increased $88.1 million, $14.5 million and $4.8 million during the years ended December 31, 2024, 2023 and 2022, respectively.

The Internal Revenue Code of 1986, as amended, imposes restrictions on the utilization of net operating losses and tax credits in the event of an "ownership change" of a corporation. Accordingly, a company's ability to use net operating losses and tax credits may be limited as prescribed under Internal Revenue Code Section 382 and 383, or IRC Section 382. Events which may cause limitations in the amount of the net operating losses or tax credits that the Company may use in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. Utilization of the federal and state net operating losses may be subject to substantial annual limitation due to the ownership change limitations provided by the IRC Section 382 rules and similar state provisions. In the event the Company has any changes in ownership, net operating losses and research and development credit carryovers could be limited and may expire unutilized.

As of December 31, 2024, the Company had net operating loss carryforwards of approximately $605.4 million, $116.2 million and $318.8 million available to reduce future taxable income, if any, for federal, California and other state income tax purposes, respectively. The U.S. federal net operating loss carryforwards will begin to expire in 2034 while for state purposes, the net operating losses begin to expire in 2025. These net operating loss carryforwards reflect the Company's ability to use net operating loss carryforwards under IRC Section 382.

As of December 31, 2024, the Company had foreign net operating loss carryforwards of approximately $63.7 million and $63.3 million available to reduce future taxable income, if any, for Canadian and French income tax purposes, respectively. The Canada net operating loss carryforwards will begin to expire in 2034, while for French purposes, the net operating losses will carryforward indefinitely.

As of December 31, 2024, the Company had net research and development credit carryforwards of approximately $11.2 million and $8.9 million available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. The federal credit carryforwards begin to expire in 2028. California credits have no expiration date. Other state credit carryforwards begin to expire in 2025.

The Company also had scientific net research and development credit carryforwards of approximately $2.2 million available to reduce future taxable income, if any, for Canadian income tax purposes. The credit carryforwards begin to expire in 2025.

Uncertain Tax Positions

As of December 31, 2024, the Company had unrecognized tax benefits of $7.2 million, none of which currently would affect the Company's effective tax rate if recognized due to the Company's deferred tax assets being fully offset by a valuation allowance. The Company does not anticipate that the amount of unrecognized tax benefits relating to tax positions existing at December 31, 2024 will significantly increase or decrease within the next 12 months.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Unrecognized tax benefits, beginning of period	$	5,687	$	4,888	$	4,452
Gross increases—tax position in prior period	469		37		—
Gross decreases—tax position in prior period	(29)		(11)		(31)
Gross increases—current period tax position	1,049		773		467
Lapse of statute of limitations	—		—		—
Unrecognized tax benefits, end of period	$	7,176	$	5,687	$	4,888

It is the Company's policy to include penalties and interest expense related to income taxes as a component of other income (expense), net, and interest expense, respectively, as necessary. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2024.

The Company's major tax jurisdictions are the United States, France, Canada, Israel and California. All of the Company's tax years will remain open for examination by the Federal and state tax authorities for three and four years, respectively, from the date of utilization of the net operating loss or research and development credit. The Company does not have any tax audits pending in the United States. There is an audit of Veracyte SAS ongoing in France.

The Inflation Reduction Act of 2022 was signed into law August 16, 2022, and includes significant legislation addressing taxes, inflation, climate change and renewable energy incentives, and healthcare. Key tax provisions include a 15% corporate minimum tax, clean energy incentives, and a 1% excise tax on stock buybacks. The provisions of such legislation did not have any impact on the effective tax rate of the Company during 2024, and the Company will continue to evaluate the tax effects should any provisions become applicable to the Company.

- Definition

The entire disclosure for income tax.

+ References

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+ Details

Segment - Net Income as Profit Measure (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($) segment	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of reporting segments \| segment	1
Revenue:
Total revenue	$ 445,764	$ 361,051	$ 296,536
Cost of revenue:
Intangible asset amortization - cost of revenue	11,552	18,464	19,273
Gross profit	298,145	229,684	175,681
Operating expenses:
Research and development	69,294	57,305	40,603
Selling and marketing	95,434	101,490	97,560
General and administrative	110,610	86,229	73,200
Impairment of long-lived assets	3,368	68,349	3,318
Other income, net	(9,602)	(9,183)	(4,654)
Income tax provision (benefit)	1,606	(2,208)	133
Net income (loss)	24,138	(74,404)	(36,560)
Testing revenue
Revenue:
Total revenue	418,961	326,542	250,544
Cost of revenue:
Cost of revenue	114,573	88,913	75,317
Product revenue
Revenue:
Total revenue	13,650	15,588	12,632
Cost of revenue:
Cost of revenue	9,110	8,666	7,820
Biopharmaceutical and other revenue
Revenue:
Total revenue	13,153	18,921	33,360
Cost of revenue:
Cost of revenue	12,384	15,324	18,445
Intangible Asset Amortization
Operating expenses:
Intangible asset amortization - operating expenses	3,297	2,106	2,081
Reportable Segment
Revenue:
Total revenue	445,764	361,051	296,536
Cost of revenue:
Intangible asset amortization - cost of revenue	11,552	18,464	19,273
Gross profit	298,145	229,684	175,681
Operating expenses:
Research and development	69,294	57,305	40,603
Selling and marketing	95,434	101,490	97,560
General and administrative	110,610	86,229	73,200
Impairment of long-lived assets	3,368	68,349	3,318
Other income, net	(9,602)	(9,183)	(4,654)
Income tax provision (benefit)	1,606	(2,208)	133
Net income (loss)	24,138	(74,404)	(36,560)
Reportable Segment \| Research and development
Operating expenses:
Compensation expense	37,068	29,180	27,383
Direct expense	19,237	12,918	5,675
Other research and development expenses	6,245	10,280	4,670
Allocation of facilities and IT expenses	6,744	4,927	2,875
Reportable Segment \| Selling and marketing
Operating expenses:
Compensation expense	67,662	74,886	72,258
Direct expense	6,283	5,422	6,138
Other selling and marketing expenses	13,488	14,584	13,485
Allocation of facilities and IT expenses	8,001	6,598	5,679
Reportable Segment \| General and administrative
Operating expenses:
Compensation expense	74,815	63,769	51,357
Other general and administrative expenses	64,997	43,242	36,448
Allocation of facilities and IT expenses	(29,202)	(20,782)	(14,605)
Reportable Segment \| Testing revenue
Revenue:
Total revenue	418,961	326,542	250,544
Cost of revenue:
Laboratory supplies and reagents expense	54,378	42,058	32,990
Sample collection expense	13,868	10,814	9,633
Compensation expense	22,392	18,534	17,018
Other cost	12,147	10,375	9,914
Allocation of facilities and IT expenses	11,788	7,132	5,762
Cost of revenue	114,573	88,913	75,317
Reportable Segment \| Product revenue
Revenue:
Total revenue	13,650	15,588	12,632
Cost of revenue:
Product costs	3,369	6,362	5,879
License fees and royalties	1,263	1,242	1,089
Other cost	3,815	902	771
Allocation of facilities and IT expenses	663	160	81
Cost of revenue	9,110	8,666	7,820
Reportable Segment \| Biopharmaceutical and other revenue
Revenue:
Total revenue	13,153	18,921	33,360
Cost of revenue:
Compensation expense	6,015	7,747	8,935
Other cost	4,363	5,612	9,302
Allocation of facilities and IT expenses	2,006	1,965	208
Cost of revenue	12,384	15,324	18,445
Reportable Segment \| Intangible Asset Amortization
Operating expenses:
Intangible asset amortization - operating expenses	$ 3,297	$ 2,106	$ 2,081

Income Taxes - Schedule of Uncertain Tax Positions (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Unrecognized Tax Benefits [Roll Forward]
Unrecognized tax benefits, beginning of period	$ 5,687	$ 4,888	$ 4,452
Gross increases—tax position in prior period	469	37	0
Gross decreases—tax position in prior period	(29)	(11)	(31)
Gross increases—current period tax position	1,049	773	467
Lapse of statute of limitations	0	0	0
Unrecognized tax benefits, end of period	$ 7,176	$ 5,687	$ 4,888

Components of Other Income, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Other Income and Expenses [Abstract]
French research tax credits	$ 496	$ 571	$ 2,423
Interest and dividend income	11,154	7,344	1,972
Interest expense	(2)	(15)	(198)
Gain (loss) on currency revaluation	(2,045)	723	197
Other	(1)	560	260
Total	$ 9,602	$ 9,183	$ 4,654

Segment

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Segment

The chief operating decision maker for the Company is the Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of allocating resources and assessing financial performance. The Company has a single reporting unit associated with the development and commercialization of diagnostic products and biopharmaceutical services. The accounting policies of the Company's single segment are the same as those described in the summary of significant accounting policies in Note 2, Summary of Significant Accounting Policies. The chief operating decision maker assesses performance of the Company's single segment and decides how to allocate resources based on consolidated net income. Under the current organizational structure, this measure is not discreetly available or required individually for any of the Company’s business activities and is only available at the consolidated level. The monitoring of budgeted versus actual results are used in assessing performance of the Company's single segment, allocating resources and in establishing management’s compensation. The Company's chief operating decision maker intends for all revenue generating activities to rely on cross-functional activities across the consolidated entity in order to operate. No individual besides the chief operating decision maker has been tasked with reviewing discreet operating results of the business activities, nor is there any intent to bifurcate the overall business review process to produce discreet operating results specific to any of the Company's business activities. The measure of segment assets is reported on the consolidated balance sheet as total consolidated assets. Consolidated revenue does not include any inter-segment sales or transfers.

Information about reported segment revenue, measures of segment profit or loss, significant segment expenses and reconciliation to income from operations was as follows (in thousands):


	Year Ended
	December 31, 2024		December 31, 2023		December 31, 2022
Revenue:
Testing revenue	$	418,961	$	326,542	250,544
Product revenue	13,650		15,588		12,632
Biopharmaceutical and other revenue	13,153		18,921		33,360
Total revenue	445,764		361,051		296,536
Cost of revenue:
Cost of testing revenue:
Laboratory supplies and reagents expense	54,378		42,058		32,990
Sample collection expense	13,868		10,814		9,633
Compensation expense	22,392		18,534		17,018
Other cost of testing revenue (1)	12,147		10,375		9,914
Allocation of facilities and IT expenses	11,788		7,132		5,762
Total cost of testing revenue	114,573		88,913		75,317
Cost of product revenue:
Product costs	3,369		6,362		5,879
License fees and royalties	1,263		1,242		1,089
Other cost of product revenue (2)	3,815		902		771
Allocation of facilities and IT expenses	663		160		81
Total cost of product revenue	9,110		8,666		7,820
Cost of biopharmaceutical and other revenue:
Compensation expense	6,015		7,747		8,935
Other cost of biopharmaceutical and other revenue (3)	4,363		5,612		9,302
Allocation of facilities and IT expenses	2,006		1,965		208
Total cost of biopharmaceutical and other revenue	12,384		15,324		18,445
Intangible asset amortization - cost of revenue	11,552		18,464		19,273
Gross profit	298,145		229,684		175,681
Operating expenses:
Research and development:
Compensation expense	37,068		29,180		27,383
Direct research and development expense	19,237		12,918		5,675
Other research and development expenses (4)	6,245		10,280		4,670
Allocation of facilities and IT expenses	6,744		4,927		2,875
Total research and development	69,294		57,305		40,603
Selling and marketing:
Compensation expense	67,662		74,886		72,258
Direct marketing expense	6,283		5,422		6,138
Other selling and marketing expenses (5)	13,488		14,584		13,485
Allocation of facilities and IT expenses	8,001		6,598		5,679
Total selling and marketing	95,434		101,490		97,560
General and administrative:
Compensation expense	74,815		63,769		51,357
Other general and administrative expenses (6)	64,997		43,242		36,448
Allocation of facilities and IT expenses	(29,202)		(20,782)		(14,605)
Total general and administrative	110,610		86,229		73,200
Impairment of long-lived assets	3,368		68,349		3,318
Intangible asset amortization - operating expenses	3,297		2,106		2,081
Other income, net	(9,602)		(9,183)		(4,654)
Income tax provision (benefit)	1,606		(2,208)		133
Net income (loss)	$	24,138	$	(74,404)	$	(36,560)

________________

(1)Other cost of testing revenue includes cytopathology services, depreciation and amortization and other expenses.

(2)Other cost of product revenue includes license fees and royalties, depreciation and amortization and other expenses.

(3)Other cost of biopharmaceutical and other revenue includes license fees and royalties, depreciation and amortization and other expenses.

(4)Other research and development expenses includes depreciation and amortization and other expenses.

(5)Other selling and marketing expenses includes travel, entertainment, conference and other expenses.

(6)Other general and administrative expenses includes professional fees, information technology expense, occupancy costs, depreciation and amortization, contingent consideration and other expenses.

Revenue by geographic region based on the customer billing address was as follows (in thousands):


	Year Ended December 31,
	2024		2023		2022
United States	$	423,537	$	334,525	$	262,923
International	22,227		26,526		33,613
Total revenue	$	445,764	$	361,051	$	296,536

Substantially all of the Company’s long-lived assets were located in the United States as of December 31, 2024 and 2023.

- 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

Fair Value Measurements

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company records certain of its financial assets and liabilities at fair value. The accounting guidance for fair value provides a framework for measuring fair value and clarifies the definition of fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows:

•Level I: Inputs which include quoted prices in active markets for identical assets and liabilities;

•Level II: Inputs other than Level I that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

•Level III: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The carrying amounts of certain financial instruments of the Company, including cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. The fair value of the Company’s financial assets includes money market funds and deposits for leases of the Company's facilities. Money market funds, included in cash and cash equivalents in the accompanying consolidated balance sheets, was $1.6 million and $1.4 million as of December 31, 2024 and 2023, respectively, and are Level I assets as described above. Also included in cash and cash equivalents as of December 31, 2024 were $50.4 million of treasury bills with maturities at the time of purchase of three months or less, which are Level I assets. The deposits for the leases, included in restricted cash, was $1.5 million and $0.9 million as of December 31, 2024 and 2023 respectively, and are Level I assets. There were no transfers between Levels 1, 2 or 3 for the years ended December 31, 2024, 2023, and 2022.

As part of the Company’s agreement to acquire the exclusive global diagnostic license to the nCounter Analysis System, the Company may pay up to an additional $10.0 million in cash, contingent upon first achievement or occurrence, by or on behalf of the Company, of the commercial launch of the first, second and third diagnostic tests for use on the nCounter multiplex analysis system. This contingency was valued at $6.1 million as of the acquisition date and is remeasured to fair value at each reporting date until the contingent consideration is settled, with the corresponding changes included in general and administrative expense in the Company's consolidated statements of operations. As of both December 31, 2024 and 2023, this contingency was remeasured to $3.2 million. For the years ended December 31, 2024 and 2022 expenses of $0.1 million and $0.2 million were recorded. For the year ended December 31, 2023, a reversal of expense of $5.4 million was recorded. As of December 31, 2024, the achievement of one of the milestones is forecasted to occur within the next 12 months. As a result, $2.7 million of the contingent consideration is included in short-term liabilities at December 31, 2024.

The contingent consideration related to the C2i Acquisition as discussed in Note 4, Business Combination, is dependent on the achievement of certain milestones and is payable in cash or shares of the Company’s common stock, at the Company’s election, of up to $25 million and was valued at $17.2 million. The fair value of the contingent consideration related to the C2i Acquisition will be remeasured to fair value at each reporting date until the contingent consideration is settled, with the corresponding changes included in general and administrative expense. As of December 31, 2024, this contingency was remeasured to $14.3 million. For the year ended December 31, 2024, expense of $2.1 million was recorded. During the three months ended December 31, 2024, one of the milestones was achieved resulting the payment of $5.0 million. As of December 31, 2024, the achievement of all of the milestones is forecasted to occur within the next 12 months. As a result, the contingent consideration is included in short term liabilities at December 31, 2024.

The fair value of the contingent consideration includes inputs that are not observable in the market and thus represents a Level III financial liability. The estimation of the fair value of the contingent consideration is based on the present value of the expected payments calculated by assessing the likelihood of when the related milestones would be achieved and estimating the Company's borrowing rate. These estimates form the basis for making judgments about the carrying value of the contingent consideration that are not readily apparent from other sources. Changes to the forecasts for the achievement of the milestones and the borrowing rate can significantly affect the estimated fair value of the contingent consideration. As of December 31, 2024 and 2023, the Company calculated the estimated fair value of the milestones using the following significant unobservable inputs:


	Value or Range (Weighted-Average)
Unobservable input	December 31, 2024	December 31, 2023
Discount rate	5.1% - 6.2% (5.3%)	6.8%
Probability of achievement	10% - 90% (86%)	10% - 80% (69%)

Short-Term Investments Held-to-Maturity

The Company's short-term investments consist of United States treasury securities with maturities, at the time of purchase, that were between three months and one year. The Company classifies these investments as held-to-maturity debt securities, which are reported at amortized cost, and are Level I assets as described above. As of December 31, 2024, short-term investments comprised United States treasury bills recorded at amortized cost of $50.4 million, with fair values of approximately $50.4 million. As of December 31, 2024, gross unrealized gains on short-term investments were insignificant. As of December 31, 2023, the Company held no short-term investments. As part of its banking partner diversification efforts, the Company sold $40.0 million United States treasury bills with an amortized cost of $39.8 million, netting proceeds of $39.8 million and realized a gross gain of $13 thousand during the year ended December 31, 2023. No realized gains or losses on short-term investments were recognized in 2024 or 2022.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

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+ Details

Balance Sheet Components - Schedule of Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
Goodwill [Roll Forward]
Goodwill at beginning of period	$ 702,984
Goodwill acquired - C2i	55,974
Effect of foreign currency translation on Goodwill acquired - HalioDx	(13,158)
Goodwill at end of period	$ 745,800

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
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-Section 55
-Paragraph 49
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+ Details

Fair Value Measurements - Schedule of Fair Value Measurement Input (Details)	Dec. 31, 2024	Dec. 31, 2023
Discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input		0.068
Discount rate \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.051
Discount rate \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.062
Discount rate \| Weighted Average
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.053
Probability of achievement \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.10	0.10
Probability of achievement \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.90	0.80
Probability of achievement \| Weighted Average
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Measurement input	0.86	0.69

Balance Sheet Components

12 Months Ended

Dec. 31, 2024

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

Supplies and Inventory

As of December 31, 2024 and 2023, supplies and inventory consisted of $17.9 million and $12.2 million, respectively, of lab supplies and reagents consumed in the performance of testing services, and $3.9 million and $4.0 million, respectively, of inventory related to raw materials consumed in contract manufacturing process, as well as finished and semi-finished components used in the assembly of diagnostic kits related to product sales.

Property and Equipment, Net

Property and equipment consisted of the following (in thousands of dollars):


	December 31,
	2024		2023
Leasehold improvements	$	10,625	$	10,306
Laboratory equipment	33,729		26,816
Computer equipment	6,959		3,451
Software, including software developed for internal use	6,878		6,865
Furniture and fixtures	4,045		3,541
Construction-in-process	106		2,465
Total property and equipment, at cost	62,342		53,444
Accumulated depreciation	(39,389)		(32,860)
Total property and equipment, net	$	22,953	$	20,584

Depreciation expense was $8.6 million, $6.6 million and $4.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Intangible Assets, Net


	December 31, 2024						December 31, 2023						Weighted Average Remaining Amortization Period (Years)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Percepta product technology	$	16,000	$	(10,400)	$	5,600	$	16,000	$	(9,333)	$	6,667	5
Prosigna product technology	4,120		(1,396)		2,724		4,120		(1,122)		2,998		10
Prosigna customer relationships	—		—		—		2,430		(1,985)		445
LymphMark product technology	—		—		—		990		(577)		413
Decipher product technology	90,000		(34,234)		55,766		90,000		(25,234)		64,766		6
Decipher trade names	4,000		(3,043)		957		4,000		(2,243)		1,757		1
HalioDx developed technology	—		—		—		1,435		(346)		1,089
HalioDx customer relationships	—		—		—		2,760		(1,331)		1,429
HalioDx customer backlog	—		—		—		4,258		(2,529)		1,729
C2i developed technology	25,300		(1,546)		23,754		—		—		—		14
Total finite lived intangibles	139,420		(50,619)		88,801		125,993		(44,700)		81,293		8.3
In-process research and development	13,500		—		13,500		7,300		—		7,300
Total intangible assets	$	152,920	$	(50,619)	$	102,301	$	133,293	$	(44,700)	$	88,593

During 2024, the Company concluded it had a triggering event requiring assessment of impairment for certain of its long-lived assets related to declines in future revenue expectations in the Company's IVD services. As a result, the Company reviewed the long-lived assets for impairment and recorded a $2.7 million impairment charge associated with its HalioDx developed technology, customer relationships and customer backlog finite-lived intangible assets. Impairment of long-lived assets for the year ended December 31, 2024 also includes $0.6 million of impairment right-of-use and fixed assets in relation to exiting the C2i Watertown, Massachusetts facility.

During 2023, the Company concluded it had a triggering event requiring assessment of impairment for certain of its long-lived assets in conjunction with management’s decision to adopt a multi-platform IVD strategy. Management believes that a multi-platform strategy will enable the Company to more rapidly reach more patients globally with its tests. As a result, the Company reviewed the long-lived assets for impairment and recorded a $34.9 million impairment charge associated with its nCounter Dx license finite-lived intangible asset. In addition, during 2023, the Company concluded that it had a triggering event requiring assessment of impairment for certain of its long-lived assets related to HalioDx biopharmaceutical services. This determination was due to spending constraints across the industry and loss of customers, which resulted in a significant decline in management’s current and future revenue and cash flow expectations for this product offering. As a result, the Company recorded a $32.0 million impairment charge associated with its HalioDx developed technology, customer relationships and customer backlog finite-lived intangible assets. Both impairments are recorded within impairment of long-lived assets on the consolidated statement of operations.

During the three months ended June 30, 2022, the Company concluded it had a triggering event requiring assessment of impairment for certain of its long-lived assets in conjunction with management’s decision to cease commercialization efforts related to the Company’s stand-alone Immunoscore Colon Dx commercial offering. As a result, the Company reviewed the long-lived assets for impairment and recorded a $3.3 million impairment charge associated with its HalioDx Immunoscore Colon Dx developed technology finite-lived intangible asset within impairment of long-lived assets on the consolidated statement of operations.

The Company assessed the impairment of the intangible assets using an income approach which involved significant unobservable inputs, which are Level III inputs, including revenue projections and cash flow projections. This method is consistent with the methods the Company employed in prior periods to value other long-lived assets.

Amortization of the finite-lived intangible assets is recognized on a straight-line basis. Amortization of $14.8 million, $20.6 million and $21.4 million was recognized for the years ended December 31, 2024, 2023, and 2022, respectively.

The estimated future aggregate amortization expense as of December 31, 2024 is as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2025	$	12,828
2026	12,185
2027	12,028
2028	12,028
2029	12,028
Thereafter	27,704
Total	$	88,801

Goodwill

The changes in the carrying amounts of goodwill were as follows (in thousands of dollars):


	Amounts
Balance as of December 31, 2023	$	702,984
Goodwill acquired - C2i	55,974
Effect of foreign currency translation on Goodwill acquired - HalioDx	(13,158)
Balance as of December 31, 2024	$	745,800

Accrued Liabilities

Accrued liabilities consisted of the following (in thousands of dollars):


	December 31,
	2024		2023
Accrued compensation expense	$	30,595	$	26,430
Accrued other	13,231		11,997
Total accrued liabilities	$	43,826	$	38,427

Income Taxes - Schedule of Pre-Tax Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
United States	$ 44,197	$ (15,853)	$ (16,816)
Foreign	(18,453)	(60,759)	(19,611)
Income (loss) before income taxes	$ 25,744	$ (76,612)	$ (36,427)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

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-Topic 280
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 280
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-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

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-Paragraph 1
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+ Details

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Reclassifications

Use of Estimates

Concentrations of Credit Risk and Other Risks and Uncertainties

Cash Equivalents

The Company considers demand deposits in a bank, money market funds and highly liquid investments with maturities at the time of purchase of three months or less to be cash equivalents.

Short-Term Investments

Acquisitions

Supplies and Inventory

Property and Equipment

Leases

Finite-lived Intangible Assets

Indefinite-lived Intangible Assets

Goodwill

Fair Value of Financial Instruments

Revenue Recognition and Cost of Revenue

Revenue Recognition

Testing Revenue

Product Revenue

product shipments are included in product revenue. Revenue is presented net of the taxes that are collected from customers and remitted to governmental authorities.

Biopharmaceutical and Other Revenue

Revenue included in biopharmaceutical and other revenue for the years ended December 31, 2024, 2023 and 2022 was as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Biopharmaceutical revenue	$	7,149	$	13,874	$	26,341
Contract manufacturing and testing	6,004		5,047		7,019

Total	$	13,153	$	18,921	$	33,360

Cost of Testing Revenue

Cost of Product Revenue

Cost of Biopharmaceutical and Other Revenue

Research and Development

Income Taxes

Stock-based Compensation

Net Income (Loss) per Share

French Research Tax Credits

Foreign Currency Translation

Comprehensive Income (Loss)

Recent Accounting Pronouncements

Recently adopted accounting pronouncements

Recently issued accounting pronouncements not yet adopted

Fair Value Measurements

•Level I: Inputs which include quoted prices in active markets for identical assets and liabilities;

•Level III: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Income Taxes - Schedule of Tax Provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Effective Income Tax Rate Reconciliation, Amount [Abstract]
U.S. federal taxes at statutory rate	$ 5,407	$ (16,088)	$ (7,573)
State tax (net of federal benefit)	(11,472)	(491)	720
Foreign rate differential	3,939	9,049	3,726
Non-deductible officers' compensation	2,271	639	729
Transaction costs	263	477	0
Permanent differences	529	419	79
Stock based compensation - excess benefit	381	739	1,874
Tax credits	(1,255)	(1,551)	(936)
Foreign worthless stock deduction	(74,719)	0	0
Other	(469)	(176)	0
Change in valuation allowance	76,731	4,775	1,514
Total income tax provision (benefit)	$ 1,606	$ (2,208)	$ 133

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Third-Party Payers as a Percentage of Total

The Company's total third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows:


	Year Ended December 31,
	2024		2023		2022
Medicare	31	%	31	%	31	%
UnitedHealthcare	13	%	11	%	11	%
	44	%	42	%	42	%

The Company's significant third-party payers in excess of 10% of total accounts receivable and their related accounts receivable balance as a percentage of total accounts receivable were as follows:


	As of December 31,
	2024		2023
Medicare	16	%	20	%
UnitedHealthcare	12	%	7	%

Schedule of Revenue

Revenue included in biopharmaceutical and other revenue for the years ended December 31, 2024, 2023 and 2022 was as follows (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Biopharmaceutical revenue	$	7,149	$	13,874	$	26,341
Contract manufacturing and testing	6,004		5,047		7,019

Total	$	13,153	$	18,921	$	33,360

Business Combination- Narrative (Details) - USD ($) shares in Millions		3 Months Ended	12 Months Ended
	Feb. 05, 2024	Dec. 31, 2024	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Business Acquisition [Line Items]
Acquisition-related contingent consideration, net of current portion		$ 561,000	$ 561,000	$ 518,000
Payment of contingent consideration for acquisition			4,500,000	0	$ 0
Impairment of right-of-use asset and intangible asset amortization			3,368,000	68,349,000	$ 3,318,000
Goodwill		745,800,000	745,800,000	$ 702,984,000
C2i
Business Acquisition [Line Items]
Equity interest acquired	100.00%
Acquisition consideration	$ 100,200,000
Value of shares in acquisition consideration	73,300,000
Acquisition-related contingent consideration, net of current portion	17,200,000
Transaction costs	5,100,000
Escrow deposits	8,000,000
Maximum contingent consideration to be paid	25,000,000
Payment of contingent consideration for acquisition		$ 5,000,000
Acquisition revenue included in financial results			0
Acquisition operating loss included in financial results			9,200,000
Severance and retention charges			1,300,000
Impairment of right-of-use asset and intangible asset amortization			$ 900,000
Goodwill	55,974,000
Deferred tax liability	726,000
C2i \| Escrow Deposits, Release One
Business Acquisition [Line Items]
Escrow deposits to be released	$ 5,000,000
Escrow deposits to be release period	18 months
C2i \| Escrow Deposits, Release Two
Business Acquisition [Line Items]
Escrow deposits to be released	$ 3,000,000
Escrow deposits to be release period	36 months
C2i \| Options
Business Acquisition [Line Items]
Value of shares in acquisition consideration	$ 800,000
C2i \| Common Stock
Business Acquisition [Line Items]
Shares transferred in acquisition (in shares)	2.7

Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Numerator for basic EPS — net income (loss)	$ 24,138	$ (74,404)	$ (36,560)
Numerator for diluted EPS — net income (loss)	$ 24,138	$ (74,404)	$ (36,560)
Denominator for basic EPS — weighted average shares (in shares)	76,484,759	72,644,487	71,549,204
Shares of common stock subject to outstanding options
Dilutive potential common shares (in shares)	1,678,000	0	0
Denominator for diluted EPS — adjusted weighted average shares and assumed conversions (in shares)	78,163,217	72,644,487	71,549,204
Basic EPS (in USD per share)	$ 0.32	$ (1.02)	$ (0.51)
Diluted EPS (in USD per share)	$ 0.31	$ (1.02)	$ (0.51)
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Anti-dilutive potential common shares (in shares)	1,892,000	6,570,000	5,971,000
Shares of common stock subject to outstanding options
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Anti-dilutive potential common shares (in shares)	1,802,000	3,821,000	3,924,000
Restricted stock units
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Anti-dilutive potential common shares (in shares)	90,000	2,714,000	2,004,000
Employee stock purchase plan
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Anti-dilutive potential common shares (in shares)	0	35,000	43,000
Shares of common stock subject to outstanding options
Shares of common stock subject to outstanding options
Dilutive potential common shares (in shares)	553,000	0	0
Restricted stock units
Shares of common stock subject to outstanding options
Dilutive potential common shares (in shares)	1,087,000	0	0
Employee stock purchase plan
Shares of common stock subject to outstanding options
Dilutive potential common shares (in shares)	38,000	0	0

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2024
Auditor Information [Abstract]
Auditor Firm ID	42
Auditor Name	Ernst & Young LLP
Auditor Location	San Diego, California

Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Amounts
2025	$ 8,011
2026	5,726
2027	8,336
2028	8,510
2029	8,195
Thereafter	55,777
Total future minimum lease payments	94,555
Less: amount representing interest	43,818
Present value of future lease payments	50,737
Less: short-term lease liabilities	7,500	$ 5,105
Long-term lease liabilities	$ 43,237	$ 7,525

Segment - Revenue by Geographic Region (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information [Line Items]
Total revenue	$ 445,764	$ 361,051	$ 296,536
United States
Segment Reporting Information [Line Items]
Total revenue	423,537	334,525	262,923
International
Segment Reporting Information [Line Items]
Total revenue	$ 22,227	$ 26,526	$ 33,613

- 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
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-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
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-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
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 4: http://fasb.org/us-gaap/role/ref/otherTransitionRef
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-Name Accounting Standards Codification
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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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
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-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
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-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-4

+ Details

Net Income (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Net Earnings Per Share

The following table sets forth the computation of basic and diluted EPS (in thousands, except per-share amounts):


	Year Ended December 31,
	2024		2023		2022
Numerator for basic and diluted EPS — net income (loss) (A)	$	24,138	$	(74,404)	$	(36,560)
Denominator for basic EPS — weighted average shares (B)	76,485		72,644		71,549
Effect of potentially dilutive common stock from:
Shares of common stock subject to outstanding options	553		—		—
Restricted stock units	1,087		—		—
Employee stock purchase plan	38		—		—
Dilutive potential common shares	1,678		—		—
Denominator for diluted EPS — adjusted weighted average shares and assumed conversions (C)	78,163		72,644		71,549
Basic EPS (A / B)	$	0.32	$	(1.02)	$	(0.51)
Diluted EPS (A / C)	$	0.31	$	(1.02)	$	(0.51)
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Shares of common stock subject to outstanding options	1,802		3,821		3,924
Restricted stock units	90		2,714		2,004
Employee stock purchase plan	—		35		43
Anti-dilutive potential common shares	1,892		6,570		5,971

Commitments and Contingencies

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Operating Leases

The Company leases office and laboratory facilities in South San Francisco and San Diego, California; Austin, Texas; Marseille, France; Richmond, Virginia; and Watertown, Massachusetts, and leases certain equipment under various non-cancelable lease agreements. The lease terms extend to March 2040 and contain extension of lease term and expansion options. The leases have a weighted average remaining lease term of 11.7 years as of December 31, 2024. The Company had deposits of $1.5 million and $0.9 million included in long-term assets as of December 31, 2024 and 2023, respectively, restricted from withdrawal and held by banks in the form of collateral for irrevocable standby letters of credit held as security for the leases.

The Company determined its operating lease liabilities using payments through their current expiration dates and a weighted average discount rate of 11.4% based on the rate that the Company would have to pay to borrow, on a collateralized basis, an amount equal to the lease payments in a similar economic environment. Operating lease liabilities along with the associated ROU assets are disclosed in the accompanying consolidated balance sheets. After the adoption of ASC 842, Leases, the Company classified its deferred rent for tenant improvements with its operating lease ROU assets on the consolidated balance sheets.

Future minimum lease payments under non-cancelable operating leases as of December 31, 2024 are as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2025	$	8,011
2026	5,726
2027	8,336
2028	8,510
2029	8,195
Thereafter	55,777
Total future minimum lease payments	94,555
Less: amount representing interest	43,818
Present value of future lease payments	50,737
Less: short-term lease liabilities	7,500
Long-term lease liabilities	$	43,237

The Company recognizes operating lease expense on a straight-line basis over the non-cancelable lease period. The following table summarizes operating lease expense and cash paid for amounts included in the measurement of lease liabilities (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Operating lease expense	$	6,668	$	5,265	$	4,392
Cash paid for amounts included in the measurement of lease liabilities	$	7,176	$	5,365	$	4,527

During the fourth quarter of 2024, the Company entered into agreements to extend its office and laboratory facilities leases in South San Francisco and San Diego, California for an additional seven years and six years, respectively. The lease extensions commenced during 2024 and the Company recorded additional lease liabilities and corresponding ROU assets of $33.2 million. The extended lease for the Company's headquarters office and laboratory in South San Francisco has an option to extend the lease for an additional seven years, which is included in the determination of its ROU and lease liability.

The Company also entered into a lease agreement for a newly constructed facility in Marseille, France. The lease commenced during 2024 and the Company recorded a lease liability and a corresponding ROU asset of $8.0 million. The initial term of the lease is twelve years with annual rent of approximately $1.3 million, excluding common area maintenance costs.

Supplies Purchase Commitments

The Company had non-cancelable purchase commitments with suppliers to purchase a minimum quantity of supplies for approximately $43.2 million at December 31, 2024.

Contingencies

From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business. The Company believes there is no litigation pending that could have, either individually or in the aggregate, a material impact on the Company's consolidated financial statements.

Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

The following table sets forth the computation of basic and diluted EPS (in thousands, except per-share amounts):


	Year Ended December 31,
	2024		2023		2022
Numerator for basic and diluted EPS — net income (loss) (A)	$	24,138	$	(74,404)	$	(36,560)
Denominator for basic EPS — weighted average shares (B)	76,485		72,644		71,549
Effect of potentially dilutive common stock from:
Shares of common stock subject to outstanding options	553		—		—
Restricted stock units	1,087		—		—
Employee stock purchase plan	38		—		—
Dilutive potential common shares	1,678		—		—
Denominator for diluted EPS — adjusted weighted average shares and assumed conversions (C)	78,163		72,644		71,549
Basic EPS (A / B)	$	0.32	$	(1.02)	$	(0.51)
Diluted EPS (A / C)	$	0.31	$	(1.02)	$	(0.51)
Common stock equivalent shares excluded from the dilutive calculation due to antidilutive effect:
Shares of common stock subject to outstanding options	1,802		3,821		3,924
Restricted stock units	90		2,714		2,004
Employee stock purchase plan	—		35		43
Anti-dilutive potential common shares	1,892		6,570		5,971

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 income	$ 24,138	$ (74,404)	$ (36,560)

- Definition

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

+ References

+ Details

Stock Incentive Plans (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Activity Under the Company's Stock Incentive Plans

The following table summarizes activity under the Company's stock incentive plans (aggregate intrinsic value in thousands):


	Stock Options Outstanding and Unvested Restricted Stock Units	Weighted Average Exercise Price of Stock Options		Weighted Average Remaining Contractual Life of Stock Options (Years)	Aggregate Intrinsic Value of Stock Options
Balance—December 31, 2023	6,318,389	$	22.95	6.58	$	24,466

Granted - restricted stock units	2,291,365
Canceled	(810,020)	6.41
Exercised	(1,053,464)	16.24
Restricted stock units vested	(972,888)
Balance—December 31, 2024	5,773,382	$	25.11	5.74	$	38,056

Options vested and exercisable—December 31, 2024	1,851,709	$	24.87	5.06	$	29,312
Options vested and expected to vest—December 31, 2024	2,396,924	$	25.14	5.67	$	36,793

Schedule of Share-Based Compensation Expense


	Year Ended December 31,
	2024		2023		2022
Cost of revenue	$	2,319	$	1,779	$	1,053
Research and development	7,511		5,277		6,004
Selling and marketing	6,897		9,588		5,936
General and administrative	19,522		16,497		13,741
Total stock-based compensation expense	$	36,249	$	33,141	$	26,734

Schedule of Assumptions Used to Calculate Fair Value of Stock Options Using the Black-Scholes Model

During the years ended December 31, 2023 and 2022, the estimated grant-date fair value of employee stock options using the Black-Scholes option-pricing model was based on the following assumptions:


	Year Ended December 31,
	2023	2022
Weighted-average volatility	68.82 - 69.78%	62.64 - 67.66%
Weighted-average expected term (years)	5.44 - 5.66	5.26 - 5.27
Risk-free interest rate	3.51 - 4.72%	1.72 - 4.21%
Expected dividend yield	—	—

The estimated grant date fair value of the ESPP shares was calculated using the Black-Scholes option-pricing model, based on the following assumptions:


	Year Ended December 31,
	2024	2023	2022
Weighted-average volatility	46.29% - 51.73%	54.86 - 83.69%	75.04 - 88.59%
Weighted-average expected term (years)	0.50 - 1.00	0.50 - 1.00	0.50 - 1.00
Risk-free interest rate	4.57% - 5.09%	4.61 - 5.46%	0.47 - 2.96%
Expected dividend yield	—	—	—

Stock Incentive Plans - Schedule of Activity Under Stock Option Plans (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Stock Options Outstanding and Unvested Restricted Stock Units
Balance at beginning of the period (in shares)	6,318,389
Granted (in shares)	0
Canceled (in shares)	(810,020)
Exercised (in shares)	(1,053,464)
Balance at the end of the period (in shares)	5,773,382	6,318,389
Options vested and exercisable at the end of the period (in shares)	1,851,709
Options vested and expected to vest at the end of the period (in shares)	2,396,924
Weighted Average Exercise Price of Stock Options
Balance at beginning of the period (in USD per share)	$ 22.95
Canceled (in USD per share)	6.41
Exercised (in USD per share)	16.24
Balance at the end of the period (in USD per share)	25.11	$ 22.95
Options vested and exercisable at the end of the period (in USD per share)	24.87
Options vested and expected to vest at the end of the period (in USD per share)	$ 25.14
Weighted Average Remaining Contractual Life of Stock Options (Years)
Remaining contractual life of stock options at beginning and end of period	5 years 8 months 26 days	6 years 6 months 29 days
Options vested and exercisable at the end of the period	5 years 21 days
Options vested and expected to vest at the end of the period	5 years 8 months 1 day
Aggregate Intrinsic Value of Stock Options
Balance at beginning of period	$ 24,466
Balance at end of period	38,056	$ 24,466
Options vested and exercisable at the end of the period	29,312
Options vested and expected to vest at the end of the period	$ 36,793
Restricted stock units
Stock Options Outstanding and Unvested Restricted Stock Units
Granted (in shares)	2,291,365
Vested (in shares)	(972,888)
Aggregate Intrinsic Value of Stock Options
Options vested and expected to vest at the end of the period	$ 27,100	$ 20,900

Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Balance Sheet Related Disclosures [Abstract]
Accrued compensation expense	$ 30,595	$ 26,430
Accrued other	13,231	11,997
Total accrued liabilities	$ 43,826	$ 38,427

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Lease Payments Under Non-cancelable Operating Leases

Future minimum lease payments under non-cancelable operating leases as of December 31, 2024 are as follows (in thousands of dollars):


Year Ending December 31,	Amounts
2025	$	8,011
2026	5,726
2027	8,336
2028	8,510
2029	8,195
Thereafter	55,777
Total future minimum lease payments	94,555
Less: amount representing interest	43,818
Present value of future lease payments	50,737
Less: short-term lease liabilities	7,500
Long-term lease liabilities	$	43,237

Schedule of Operating Lease Expense and Measurement Of Lease Liabilities

The following table summarizes operating lease expense and cash paid for amounts included in the measurement of lease liabilities (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
Operating lease expense	$	6,668	$	5,265	$	4,392
Cash paid for amounts included in the measurement of lease liabilities	$	7,176	$	5,365	$	4,527

Organization and Description of Business	12 Months Ended
Organization and Description of Business	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Veracyte, Inc., or Veracyte, or the Company, is a global diagnostics company that provides clinicians with tests for patients with, or potentially facing, a cancer diagnosis. Veracyte's tests are used by clinicians for diagnostic, prognostic and treatment decisions. Veracyte was incorporated in the state of Delaware on August 15, 2006, as Calderome, Inc. Calderome, Inc. operated as an incubator until early 2008. On March 4, 2008, the Company changed its name to Veracyte, Inc. The Company’s headquarters are in South San Francisco, California, and it also has operations in San Diego, California, Austin, Texas, Marseille, France, and Haifa, Israel. The Company currently offers tests in prostate cancer (Decipher Prostate); thyroid cancer (Afirma); breast cancer (Prosigna); and bladder cancer (Decipher Bladder). In addition, the Company’s Percepta Nasal Swab test is being run in its Clinical Laboratory Improvement Amendments of 1988, or CLIA, certified lab in support of clinical studies. The Company serves global markets with two complementary models. In the United States, it offers laboratory developed tests, or LDTs, through its centralized, CLIA certified laboratories in South San Francisco and San Diego, California, supported by its cytopathology expertise in Austin, Texas. Additionally, primarily outside of the United States, the Company provides its Prosigna test to patients through distribution to laboratories and hospitals that can perform the tests locally as an in vitro diagnostic, or IVD, test. In February 2024, the Company acquired C2i Genomics, Inc., a minimal residual disease, or MRD, detection company. Refer to Note 4, Business Combination, for additional information.

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in USD per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	125,000,000	125,000,000
Common stock, shares issued (in shares)	77,772,678	73,264,738
Common stock, shares, outstanding (in shares)	77,772,678	73,264,738

Summary of Significant Accounting Policies - Schedule of Revenues Included in Biopharmaceutical and Other Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 445,764	$ 361,051	$ 296,536
Biopharmaceutical and other revenue
Disaggregation of Revenue [Line Items]
Total revenue	13,153	18,921	33,360
Biopharmaceutical revenue
Disaggregation of Revenue [Line Items]
Total revenue	7,149	13,874	26,341
Contract manufacturing and testing
Disaggregation of Revenue [Line Items]
Total revenue	$ 6,004	$ 5,047	$ 7,019

- 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

+ References

+ Details

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Accounting Policies [Line Items]
Intangible asset amortization - operating expenses	$ 14,800,000	$ 20,600,000	$ 21,400,000
Net income	24,138,000	(74,404,000)	(36,560,000)
Cash and cash equivalents and short-term investments	289,400,000
Short-term investments, allowance for expected credit losses	0	0
Deposits	$ 1,500,000	900,000
Weighted Average Remaining Amortization Period (Years)	8 years 3 months 18 days
Impairment charges	$ 2,700,000	66,900,000	3,300,000
Impairment of indefinite-lived intangible assets	0	0	0
Impairment of goodwill	0	0	0
Total revenue	445,764,000	361,051,000	296,536,000
Accounts receivable	46,525,000	40,378,000
Prepaids and Other Current Assets \| French \| Research Tax Credit Carryforward
Accounting Policies [Line Items]
Tax credit carryforward	4,300,000
Other Assets \| French \| Research Tax Credit Carryforward
Accounting Policies [Line Items]
Tax credit carryforward	4,800,000
Other Testing Revenue
Accounting Policies [Line Items]
Total revenue	11,800,000	7,800,000	3,100,000
Biopharmaceutical and other revenue
Accounting Policies [Line Items]
Total revenue	13,153,000	18,921,000	33,360,000
Accounts receivable	3,800,000	6,000,000
Deferred revenue	$ 1,700,000	2,000,000
Minimum
Accounting Policies [Line Items]
Property and equipment useful lives	3 years
Weighted Average Remaining Amortization Period (Years)	5 years
Maximum
Accounting Policies [Line Items]
Property and equipment useful lives	5 years
Weighted Average Remaining Amortization Period (Years)	15 years
Amortization Of Intangible Assets
Accounting Policies [Line Items]
Intangible asset amortization - operating expenses		$ 18,500,000	$ 19,300,000

Balance Sheet Components - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 139,420	$ 125,993
Accumulated Amortization	(50,619)	(44,700)
Net Carrying Amount	88,801	81,293
Indefinite-lived intangible assets	13,500	7,300
Total intangible assets	152,920	133,293
Intangible assets, net	$ 102,301	88,593
Weighted Average Remaining Amortization Period (Years)	8 years 3 months 18 days
Percepta product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 16,000	16,000
Accumulated Amortization	(10,400)	(9,333)
Net Carrying Amount	$ 5,600	6,667
Weighted Average Remaining Amortization Period (Years)	5 years
Prosigna product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 4,120	4,120
Accumulated Amortization	(1,396)	(1,122)
Net Carrying Amount	$ 2,724	2,998
Weighted Average Remaining Amortization Period (Years)	10 years
Prosigna customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 0	2,430
Accumulated Amortization	0	(1,985)
Net Carrying Amount	0	445
LymphMark product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	990
Accumulated Amortization	0	(577)
Net Carrying Amount	0	413
Decipher product technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	90,000	90,000
Accumulated Amortization	(34,234)	(25,234)
Net Carrying Amount	$ 55,766	64,766
Weighted Average Remaining Amortization Period (Years)	6 years
Decipher trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 4,000	4,000
Accumulated Amortization	(3,043)	(2,243)
Net Carrying Amount	$ 957	1,757
Weighted Average Remaining Amortization Period (Years)	1 year
HalioDx developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 0	1,435
Accumulated Amortization	0	(346)
Net Carrying Amount	0	1,089
HalioDx customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	2,760
Accumulated Amortization	0	(1,331)
Net Carrying Amount	0	1,429
HalioDx customer backlog
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	4,258
Accumulated Amortization	0	(2,529)
Net Carrying Amount	0	1,729
C2i developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	25,300	0
Accumulated Amortization	(1,546)	0
Net Carrying Amount	$ 23,754	$ 0
Weighted Average Remaining Amortization Period (Years)	14 years

Components of Other Income, net (Tables)

12 Months Ended

Dec. 31, 2024

Other Income and Expenses [Abstract]

Schedule of Other Income, Net

Other income, net consists of the following (in thousands of dollars):


	Year Ended December 31,
	2024		2023		2022
French research tax credits	$	496	$	571	$	2,423
Interest and dividend income	11,154		7,344		1,972
Interest expense	(2)		(15)		(198)
Gain (loss) on currency revaluation	(2,045)		723		197
Other	(1)		560		260
Total	$	9,602	$	9,183	$	4,654

Segment (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Information about reported segment revenue, measures of segment profit or loss, significant segment expenses and reconciliation to income from operations was as follows (in thousands):


	Year Ended
	December 31, 2024		December 31, 2023		December 31, 2022
Revenue:
Testing revenue	$	418,961	$	326,542	250,544
Product revenue	13,650		15,588		12,632
Biopharmaceutical and other revenue	13,153		18,921		33,360
Total revenue	445,764		361,051		296,536
Cost of revenue:
Cost of testing revenue:
Laboratory supplies and reagents expense	54,378		42,058		32,990
Sample collection expense	13,868		10,814		9,633
Compensation expense	22,392		18,534		17,018
Other cost of testing revenue (1)	12,147		10,375		9,914
Allocation of facilities and IT expenses	11,788		7,132		5,762
Total cost of testing revenue	114,573		88,913		75,317
Cost of product revenue:
Product costs	3,369		6,362		5,879
License fees and royalties	1,263		1,242		1,089
Other cost of product revenue (2)	3,815		902		771
Allocation of facilities and IT expenses	663		160		81
Total cost of product revenue	9,110		8,666		7,820
Cost of biopharmaceutical and other revenue:
Compensation expense	6,015		7,747		8,935
Other cost of biopharmaceutical and other revenue (3)	4,363		5,612		9,302
Allocation of facilities and IT expenses	2,006		1,965		208
Total cost of biopharmaceutical and other revenue	12,384		15,324		18,445
Intangible asset amortization - cost of revenue	11,552		18,464		19,273
Gross profit	298,145		229,684		175,681
Operating expenses:
Research and development:
Compensation expense	37,068		29,180		27,383
Direct research and development expense	19,237		12,918		5,675
Other research and development expenses (4)	6,245		10,280		4,670
Allocation of facilities and IT expenses	6,744		4,927		2,875
Total research and development	69,294		57,305		40,603
Selling and marketing:
Compensation expense	67,662		74,886		72,258
Direct marketing expense	6,283		5,422		6,138
Other selling and marketing expenses (5)	13,488		14,584		13,485
Allocation of facilities and IT expenses	8,001		6,598		5,679
Total selling and marketing	95,434		101,490		97,560
General and administrative:
Compensation expense	74,815		63,769		51,357
Other general and administrative expenses (6)	64,997		43,242		36,448
Allocation of facilities and IT expenses	(29,202)		(20,782)		(14,605)
Total general and administrative	110,610		86,229		73,200
Impairment of long-lived assets	3,368		68,349		3,318
Intangible asset amortization - operating expenses	3,297		2,106		2,081
Other income, net	(9,602)		(9,183)		(4,654)
Income tax provision (benefit)	1,606		(2,208)		133
Net income (loss)	$	24,138	$	(74,404)	$	(36,560)

________________

(1)Other cost of testing revenue includes cytopathology services, depreciation and amortization and other expenses.

(2)Other cost of product revenue includes license fees and royalties, depreciation and amortization and other expenses.

(3)Other cost of biopharmaceutical and other revenue includes license fees and royalties, depreciation and amortization and other expenses.

(4)Other research and development expenses includes depreciation and amortization and other expenses.

(5)Other selling and marketing expenses includes travel, entertainment, conference and other expenses.

(6)Other general and administrative expenses includes professional fees, information technology expense, occupancy costs, depreciation and amortization, contingent consideration and other expenses.

Schedule of Revenue from External Customers by Geographic Areas

Revenue by geographic region based on the customer billing address was as follows (in thousands):


	Year Ended December 31,
	2024		2023		2022
United States	$	423,537	$	334,525	$	262,923
International	22,227		26,526		33,613
Total revenue	$	445,764	$	361,051	$	296,536

Fair Value Measurements - Narrative (Details) - USD ($)		3 Months Ended	12 Months Ended
Fair Value Measurements - Narrative (Details) - USD ($)	Dec. 03, 2019	Dec. 31, 2024	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Feb. 05, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deposits for leases		$ 1,500,000	$ 1,500,000	$ 900,000
Acquisition-related contingent consideration, net of current portion		561,000	561,000	518,000
Short term contingent considerations		16,981,000	16,981,000	2,657,000
Payment of contingent consideration for acquisition			4,500,000	0	$ 0
Short-term investments		50,354,000	50,354,000	0
Short-term investments, fair value		50,400,000	50,400,000
Sale of short-term investments				40,000,000
Amortized cost of short-term investments sold				39,800,000
Proceeds from sale of short-term investments			0	39,773,000	0
Realized gains (losses) from sale of short-term investments			0	13,000	0
NanoString
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Additional cash to be paid	$ 10,000,000
Acquisition-related contingent consideration, net of current portion	$ 6,100,000	3,200,000	3,200,000	3,200,000
Contingent consideration, changes in fair value			100,000	(5,400,000)	$ 200,000
Short term contingent considerations		2,700,000	2,700,000
C2i Inc
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Acquisition-related contingent consideration, net of current portion		14,300,000	14,300,000			$ 17,200,000
Contingent consideration, changes in fair value			2,100,000
Maximum contingent consideration to be paid						$ 25,000,000
Payment of contingent consideration for acquisition		5,000,000
Money Market Funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents		1,600,000	1,600,000	$ 1,400,000
Treasury Bills
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents		$ 50,400,000	$ 50,400,000