CDNA CareDx Inc

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CareDx, Inc. (“CareDx” or the “Company”), together with its subsidiaries, is a leading precision medicine company focused on the discovery, development and commercialization of clinically differentiated, high-value diagnostic solutions for transplant patients and caregivers. The Company’s headquarters are in Brisbane, California. The primary operations are in Brisbane, California; Omaha, Nebraska; Fremantle, Australia; and Stockholm, Sweden.

The Company’s commercially available testing services consist of AlloSure® Kidney, a donor-derived cell-free DNA (“dd-cfDNA”) solution for kidney transplant patients, AlloMap® Heart, a gene expression solution for heart transplant patients, AlloSure® Heart, a dd-cfDNA solution for heart transplant patients, and AlloSure® Lung, a dd-cfDNA solution for lung transplant patients. The Company has initiated several clinical studies to generate data on its existing and planned future testing services. In April 2020, the Company announced its first biopharma research partnership for AlloCell, a surveillance solution that monitors the level of engraftment and persistence of allogeneic cells for patients who have received cell therapy transplants. The Company also offers high-quality products that increase the chance of successful transplants by facilitating a better match between a donor and a recipient of stem cells and organs. The Company also provides digital solutions to transplant centers following the acquisitions of Ottr Complete Transplant Management (“Ottr”) and XynManagement, Inc. (“XynManagement”), as well as the acquisitions of TransChart LLC (“TransChart”), MedActionPlan.com, LLC (“MedActionPlan”) and The Transplant Pharmacy, LLC (“TTP”) in 2021, HLA Data Systems, LLC (“HLA Data Systems”) in January 2023 and MediGO, Inc. (“MediGO”) in July 2023.

Testing Services

AlloSure Kidney has been a covered service for Medicare beneficiaries since October 2017 through a Local Coverage Determination (“LCD”), first issued by Palmetto MolDX (“MolDX”), which was formed to identify and establish coverage and reimbursement for molecular diagnostics tests, and then adopted by Noridian Healthcare Solutions, the Company’s Medicare Administrative Contractor (“Noridian”). The Medicare reimbursement rate for AlloSure Kidney is currently $2,841.

AlloMap Heart has been a covered service for Medicare beneficiaries since January 2006. The Medicare reimbursement rate for AlloMap Heart is currently $3,240. In October 2020, the Company received a final MolDX Medicare coverage decision for AlloSure Heart. In November 2020, Noridian issued a parallel coverage policy granting coverage for AlloSure Heart when used in conjunction with AlloMap Heart, which became effective in December 2020. In 2021, Palmetto and Noridian issued coverage policies written by MolDX to replace the former product-specific policies. The foundational LCD is titled “MolDX: Molecular Testing for Solid Organ Allograft Rejection” and the associated LCD numbers are L38568 (MolDX) and L38629 (Noridian). The Medicare reimbursement rate for AlloSure Heart is currently $2,753. Effective May 9, 2023, AlloSure Lung is covered for Medicare beneficiaries through the same MolDX LCD (Noridian L38629). The Medicare reimbursement rate for AlloSure Lung is $2,753. Effective April 1, 2023, HeartCare, a multimodality testing service that includes both AlloMap Heart and AlloSure Heart provided in a single patient encounter for heart transplant surveillance, is covered, subject to certain limitations, for Medicare beneficiaries through the same MolDX LCD (Noridian L38629). The Medicare reimbursement rate for HeartCare is $5,993.

AlloSure Kidney has received positive coverage decisions from several commercial payers, and is reimbursed by other private payers on a case-by-case basis. AlloMap Heart has also received positive coverage decisions for reimbursement from many of the largest U.S. private payers.

In May 2021 and March 2023, the Company purchased a minority investment of common stock in the biotechnology company Miromatrix Medical, Inc. (“Miromatrix”) for an aggregate amount of $5.1 million, and the investment is marked to market. Miromatrix works to eliminate the need for an organ transplant waiting list through the development of implantable engineered biological organs. In December 2023, Miromatrix was acquired by United Therapeutics Corporation.

Clinical Studies

In January 2018, the Company initiated the Kidney Allograft Outcomes AlloSure Kidney Registry study (“K-OAR”) to develop additional data on the clinical utility of AlloSure Kidney for surveillance of kidney transplant recipients. K-OAR is a multicenter, non-blinded, prospective observational cohort study which has enrolled more than 1,900 renal transplant patients who will receive AlloSure Kidney long-term surveillance.

In September 2018, the Company initiated the Surveillance HeartCare™ Outcomes Registry (“SHORE”). SHORE is a prospective, multi-center, observational registry of patients receiving HeartCare for surveillance. HeartCare combines the gene expression profiling technology of AlloMap Heart with the dd-cfDNA analysis of AlloSure® Heart in one surveillance solution.

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In September 2019, the Company announced the commencement of the Outcomes of KidneyCare on Renal Allografts (“OKRA”) study, which is an extension of K-OAR. OKRA is a prospective, multi-center, observational, registry of patients receiving KidneyCare for surveillance. KidneyCare combines the dd-cfDNA analysis of AlloSure Kidney with the gene expression profiling technology of AlloMap Kidney and the predictive artificial intelligence technology of iBox for a multimodality surveillance solution. The Company has not yet made any applications to private payers for reimbursement coverage of AlloMap Kidney or KidneyCare.

In December 2021, the Company initiated the ALAMO study. ALAMO is a multicenter observational study and focuses on surveillance in lung transplant recipients within the first post-transplant year. Beyond demonstrating the clinical validity of AlloSure in detecting Acute Lung Allograft Dysfunction, a composite outcome of acute rejection and clinically meaningful infections, the study explores its clinical utility by capturing clinician decision-making processes to further demonstrate the practical clinical application of AlloSure. In addition, the study will collect samples to enable development of AlloMap Lung.

Products

The Company’s suite of AlloSeq products are commercial next generation sequencing (“NGS”)-based kitted solutions. These products include: AlloSeq™ Tx, a high-resolution Human Leukocyte Antigen (“HLA”) typing solution, AlloSeq™ cfDNA, a surveillance solution designed to measure dd-cfDNA in blood to detect active rejection in transplant recipients, and AlloSeq™ HCT, a solution for chimerism testing for stem cell transplant recipients.

The Company’s other HLA typing products include: Olerup SSP®, based on the sequence specific primer (“SSP”) technology; and QTYPE®, which uses real-time polymerase chain reaction (“PCR”) methodology, to perform HLA typing.

In March 2021, the Company acquired certain assets of BFS Molecular S.R.L. (“BFS Molecular”), a software company focused on NGS-based patient testing solutions. BFS Molecular brings extensive software and algorithm development capabilities for NGS transplant surveillance products.

Patient and Digital Solutions

Following the acquisitions of both Ottr and XynManagement, the Company is a leading provider of transplant patient management software (“Ottr software”), as well as of transplant quality tracking and waitlist management solutions. Ottr software provides comprehensive solutions for transplant patient management and enables integration with electronic medical record (“EMR”) systems providing patient surveillance management tools and outcomes data to transplant centers. XynManagement provides two unique solutions, XynQAPI software (“XynQAPI”) and XynCare. XynQAPI simplifies transplant quality tracking and Scientific Registry of Transplant Recipients reporting. XynCare includes a team of transplant assistants who maintain regular contact with patients on the waitlist to help prepare for their transplant and maintain eligibility.

In September 2020, the Company launched AlloCare, a mobile app that provides a patient-centric resource for transplant recipients to manage medication adherence, coordinate with Patient Care Managers for AlloSure scheduling and measure health metrics.

In January 2021, the Company acquired TransChart. TransChart provides EMR software to hospitals throughout the U.S. to care for patients who have or may need an organ transplant. As part of the Company’s acquisition of TransChart in January 2021, the Company acquired TxAccess, a cloud-based service that allows nephrologists and dialysis centers to electronically submit referrals to transplant programs and closely follow and assist patients through the transplant waitlist process and, ultimately, through transplantation.

In June 2021, the Company acquired the Transplant Hero patient application. The application helps patients manage their medications through alarms and interactive logging of medication events.

Also in June 2021, the Company entered into a strategic agreement with OrganX, which was amended in April 2022, to develop clinical decision support tools across the transplant patient journey. Together, the Company and OrganX will develop advanced analytics that integrate AlloSure with large transplant databases to provide clinical data solutions. This partnership delivers the next level of innovation by incorporating a variety of clinical inputs to create a universal composite scoring system. The Company has agreed to potential future milestone payments.

In November 2021, the Company acquired MedActionPlan, a New Jersey-based provider of medication safety, medication adherence and patient education. MedActionPlan is a leader in patient medication management for transplant patients and beyond.

In December 2021, the Company acquired TTP, a transplant-focused pharmacy located in Mississippi. TTP provides individualized transplant pharmacy services for patients at multiple transplant centers located throughout the U.S.

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In January 2023, the Company acquired HLA Data Systems, a Texas-based company that provides software and interoperability solutions for the histocompatibility and immunogenetics community. HLA Data Systems is a leader in the laboratory information management industry for human leukocyte antigen laboratories.

In July 2023, the Company acquired MediGO, an organ transplant supply chain and logistics company. MediGO provides access to donated organs by digitally transforming donation and transplantation workflows to increase organ utilization.

Liquidity and Capital Resources

The Company has incurred significant losses and negative cash flows from operations since its inception and had an accumulated deficit of $695.5 million at March 31, 2024. As of March 31, 2024, the Company had cash, cash equivalents and marketable securities of $215.9 million and no debt outstanding.

Shelf Registration Statement

On May 10, 2023, the Company filed a universal shelf registration statement (File No. 333-271814) (the “Registration Statement”), and thereafter filed post-effective amendments thereto and expects to file another post-effective amendment thereto on or about May 9, 2024. Upon its effectiveness, the Company can sell from time to time up to $250.0 million of shares of its common stock, preferred stock, debt securities, warrants, units or rights comprised of any combination of these securities, for the Company’s own account in one or more offerings under the Registration Statement. The terms of any offering under the Registration Statement will be established at the time of such offering and will be described in a prospectus supplement to the Registration Statement filed with the Securities and Exchange Commission (the “SEC”) prior to the completion of any such offering.

Stock Repurchase Program

On December 3, 2022, the Company’s Board of Directors approved a stock repurchase program (the “Repurchase Program”), whereby the Company may purchase up to $50 million of shares of its common stock over a period of up to two years, commencing on December 8, 2022. The Repurchase Program may be carried out at the discretion of a committee of the Company’s Board of Directors through open market purchases, one or more Rule 10b5-1 trading plans and block trades and in privately negotiated transactions. During the three months ended March 31, 2024, the Company purchased an aggregate of 55,500 shares of its common stock, under the Repurchase Program for an aggregate purchase price of $0.5 million. As of March 31, 2024, $21.4 million remained available for future share repurchases under the Repurchase Program.

The significant accounting policies and estimates used in the preparation of the unaudited condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2023, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 28, 2024.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”), and follow the requirements of the SEC for interim reporting. As permitted under those rules, certain notes and other financial information that are normally required by U.S. GAAP can be condensed or omitted. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments that are necessary for a fair statement of the Company’s financial information. The condensed consolidated balance sheet as of December 31, 2023 has been derived from audited consolidated financial statements as of that date but does not include all of the financial information required by U.S. GAAP for complete financial statements. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.

Use of Estimates

The preparation of unaudited condensed 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 assets and liabilities and the reported amounts of revenues and expenses in the unaudited condensed consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to transaction price estimates used for testing services revenue; standalone fair value of patient and digital solutions revenue performance obligations; accrued expenses for clinical studies; inventory valuation; the fair value of assets and liabilities acquired in a business combination or an asset acquisition (including identifiable intangible assets acquired); the fair value of contingent

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consideration recorded in connection with a business combination or an asset acquisition; the grant date fair value assumptions used to estimate stock-based compensation expense; income taxes; impairment of long-lived assets and indefinite-lived assets (including goodwill); and legal contingencies. Actual results could differ from those estimates.

Concentrations of Credit Risk and Other Risks and Uncertainties

For the three months ended March 31, 2024 and 2023, approximately 33% and 42%, respectively, of total revenue was derived from Medicare.

As of March 31, 2024 and December 31, 2023, approximately 37% and 36%, respectively, of accounts receivable was due from Medicare. No other payer or customer represented more than 10% of accounts receivable at either March 31, 2024 or December 31, 2023.

Marketable Securities

The Company considers all highly liquid investments in securities with a maturity of greater than three months at the time of purchase to be marketable securities. As of March 31, 2024, the Company’s short-term marketable securities consisted of corporate debt securities with maturities of greater than three months but less than twelve months at the time of purchase, which were classified as current assets on the condensed consolidated balance sheet.

The Company classifies its short-term marketable securities as held-to-maturity at the time of purchase and reevaluates such designation at each balance sheet date. The Company has the positive intent and ability to hold these marketable securities to maturity. Short-term marketable securities are carried at amortized cost and are adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income, net, on the condensed consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on short-term marketable securities are included in interest income, net. The cost of securities sold is determined using specific identification.

The Company records its long-term marketable equity securities at fair market value. Unrealized gains and losses from the remeasurement of the long-term marketable equity securities to fair value are included in other expense, net, on the condensed consolidated statements of operations.

Leases

The Company determines if an arrangement is or contains a lease at contract inception. A right-of-use (“ROU”) asset, representing the underlying asset during the lease term, and a lease liability, representing the payment obligation arising from the lease, are recognized on the condensed consolidated balance sheet at lease commencement based on the present value of the payment obligation. For operating leases, expense is recognized on a straight-line basis over the lease term. For finance leases, interest expense on the lease liability is recognized using the effective interest method and amortization of the ROU asset is recognized on a straight-line basis over the shorter of the estimated useful life of the asset or the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with an initial term of 12 months or less.

The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its incremental borrowing rate. The incremental borrowing rate is determined by using the rate of interest that the Company would pay to borrow on a collateralized basis an amount equal to the lease payments for a similar term and in a similar economic environment.

As of March 31, 2024, the Company’s leases had remaining terms of 0.17 years to 8.84 years, some of which include options to extend the lease term.

Revenue

The Company recognizes revenue from testing services, product sales and patient and digital solutions revenue in the amount that reflects the consideration that it expects to be entitled in exchange for goods or services as it transfers control to its customers. Revenue is recorded considering a five-step revenue recognition model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations and recognizing revenue when, or as, an entity satisfies a performance obligation.

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Testing Services Revenue

AlloSure Kidney, AlloMap Heart, AlloSure Heart and AlloSure Lung patient tests are ordered by healthcare providers. The Company receives a test requisition form with payer information along with a collected patient blood sample. The Company considers the patient to be its customer and the test requisition form to be the contract. Testing services are performed in the Company’s laboratory. Testing services represent one performance obligation in a contract and which is satisfied at the point in time when results of the test are provided to the healthcare provider.

The healthcare providers that order the tests and on whose behalf the Company provides testing services are generally not responsible for the payment of these services. The first and second revenue recognition criteria are satisfied when the Company receives a test requisition form with payer information from the healthcare provider. Generally, the Company bills third-party payers upon delivery of an AlloSure Kidney, AlloMap Heart, AlloSure Heart or AlloSure Lung test result to the healthcare provider. Amounts received may vary amongst payers based on coverage practices and policies of the payer. The Company has used the portfolio approach under ASC Topic 606, Revenue from Contracts with Customers, to identify financial classes of payers. Revenue recognized for Medicare and other contracted payers is based on the agreed current reimbursement rate per test, adjusted for historical collection trends where applicable. The Company estimates revenue for non-contracted payers and self-payers using transaction prices determined for each financial class of payers using history of reimbursements. This includes analysis of an average reimbursement per test and a percentage of tests reimbursed. These estimates require significant judgment.

The Company monitors revenue estimates at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Changes in transaction price estimates are updated quarterly based on actual cash collected or changes made to contracted rates.

In March and May 2023, MolDX issued a new billing article related to the LCD entitled Molecular Testing for Solid Organ Allograft Rejection. The billing article issued in May 2023 (the “Revised Billing Article”) and together with the billing article issued in March 2023 (the “Billing Articles”) impacted Medicare coverage for AlloSure Kidney, AlloSure Heart, AlloMap Heart and AlloSure Lung, and required certain companies, including the Company, to implement new processes to address the requirements related to Medicare claim submissions. Noridian adopted the Revised Billing Article on August 17, 2023, with a retroactive effective date of March 31, 2023.

On August 10, 2023, MolDX and Noridian released a draft proposed revision to the LCD (DL38568, Palmetto; DL38629, Noridian) that, if adopted, would revise the existing foundational LCD, MolDX: Molecular Testing for Solid Organ Allograft Rejection (L38568 and L38629). On August 14, 2023, MolDX released a draft billing article (DA58019) to accompany the proposed draft LCD, which generally reflected the changes in coverage included in the Revised Billing Article. The comment period end date for this proposed LCD was September 23, 2023. The Company presented at public meetings regarding the proposed draft LCD held on September 18, 2023 and September 20, 2023, with MolDX and Noridian, respectively. The Company also submitted written comments on the proposed draft LCD.

On February 29, 2024, MolDX and Noridian released a revised version of the Revised Billing Article.

Product Revenue

Product revenue is recognized from the sale of products to end-users, distributors and strategic partners when all revenue recognition criteria are satisfied. The Company generally has a contract or a purchase order from a customer with the specified required terms of order, including the number of products ordered. Transaction prices are determinable and products are delivered and the risk of loss is passed to the customer upon either shipping or delivery, as per the terms of the agreement.

Patient and Digital Solutions Revenue

Patient and digital solutions revenue is mainly derived from a combination of software as a service (“SaaS”) and perpetual software license agreements entered into with various transplant centers, which are the Company’s customers for this class of revenue. The main performance obligations in connection with the Company’s SaaS and perpetual software license agreements are the following: (i) implementation services and delivery of the perpetual software license, which are considered a single performance obligation, and (ii) post contract support. The Company allocates the transaction price to each performance obligation based on relative stand-alone selling prices of each distinct performance obligation. Digital revenue in connection with perpetual software license agreements is recognized over time based on the Company’s satisfaction of each distinct performance obligation in each agreement.

Perpetual software license agreements typically require advance payments from customers upon the achievement of certain milestones. The Company records deferred revenue in relation to these agreements when cash payments are received or invoices are issued in advance of the Company’s performance, and generally recognizes revenue over the contractual term, as performance obligations are fulfilled.

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In addition, the Company derives patient and digital solutions revenue from software subscriptions and medication sales. The Company generally bills software subscription fees in advance. Revenue from software subscriptions is deferred and recognized ratably over the subscription term. The medication sales revenue is recognized based on the negotiated contract price with the governmental, commercial and non-commercial payers with any applicable patient co-pay. The Company recognizes revenue from medication sales when prescriptions are delivered.

Recent Accounting Pronouncements

There were no recently adopted accounting standards which would have a material effect on the Company’s condensed consolidated financial statements and accompanying disclosures, and no recently issued accounting standards that are expected to have a material impact on the Company’s condensed consolidated financial statements and accompanying disclosures.

Effective in Future Periods

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses. All current annual disclosures about a reportable segment’s profit or loss and assets will also be required in interim periods. The new guidance also requires disclosure of the title and position of the Chief Operating Decision Maker (“CODM”) and explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The amendments set forth in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The amendments should be applied retrospectively to all prior periods presented in the financial statements. This ASU will be effective for the Company’s annual disclosures in fiscal year 2024 and interim-period disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 340): Improvements to Income Tax Disclosures, which requires annual disclosures in the rate reconciliation table to be presented using both percentages and reporting currency amounts, and this table must include disclosure of specific categories. Additional information will also be required for reconciling items that meet a quantitative threshold. The new guidance also requires enhanced disclosures of income taxes paid, including the amount of income taxes paid disaggregated by federal, state and foreign taxes and the amount of income taxes paid disaggregated by individual jurisdictions that exceed a quantitative threshold. The amendments should be applied on a prospective basis, but retrospective application is permitted. The amendments set forth in this ASU are effective for annual periods beginning after December 15, 2024 for public entities. This guidance will be effective for the Company’s annual disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.

Basic and diluted net loss per share have been computed by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration of common share equivalents as their effect would have been antidilutive.

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The following tables set forth the computation of the Company’s basic and diluted net loss per share (in thousands, except shares and per share data):

			Three Months Ended March 31,
			2024						2023
Numerator:
Net loss used to compute basic and diluted net loss per share			$	(16,659)					$	(23,749)
Denominator:
Weighted-average shares used to compute basic and diluted net loss per share			51,692,358						53,643,216
Net loss per share:
Basic and diluted			$	(0.32)					$	(0.44)

The following potentially dilutive securities have been excluded from diluted net loss per share as of March 31, 2024 and 2023 because their effect would be antidilutive:

			Three Months Ended March 31,
			2024						2023
Shares of common stock subject to outstanding options			2,974,042						3,248,696
Shares of common stock subject to outstanding common stock warrants			—						3,132
Restricted stock units			7,244,901						4,096,014
Total common stock equivalents			10,218,943						7,347,842

The Company records its financial assets and liabilities at fair value. 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. 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 1: Inputs that include quoted prices in active markets for identical assets and liabilities.

•Level 2: Inputs other than Level 1 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.

•Level 3: 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 following table sets forth the Company’s financial assets and liabilities, measured at fair value on a recurring basis, as of March 31, 2024 and December 31, 2023 (in thousands):

			March 31, 2024
			Fair Value Measured Using
			(Level 1)						(Level 2)						(Level 3)						Total Balance
Assets
Cash equivalents:
Money market funds			$	73,155					$	—					$	—					$	73,155
Total			$	73,155					$	—					$	—					$	73,155
Liabilities
Short-term liabilities:
Contingent consideration			$	—					$	—					$	6,050					$	6,050
Long-term liabilities:
Contingent consideration			—						—						1,348						1,348
Total			$	—					$	—					$	7,398					$	7,398

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			December 31, 2023
			Fair Value Measured Using
			(Level 1)						(Level 2)						(Level 3)						Total Balance
Assets
Cash equivalents:
Money market funds			$	60,525					$	—					$	—					$	60,525
Total			$	60,525					$	—					$	—					$	60,525
Liabilities
Short-term liabilities:
Contingent consideration			$	—					$	—					$	5,469					$	5,469
Long-term liabilities:
Contingent consideration			—						—						2,461						2,461
Total			$	—					$	—					$	7,930					$	7,930

The following table presents the issuances, exercises, changes in fair value and reclassifications of the Company’s Level 3 financial instruments that are measured at fair value on a recurring basis (in thousands):

			(Level 3)
Contingent Consideration
Balance as of December 31, 2023			$	7,930
Change in estimated fair value of contingent consideration on business combination			319
Change in estimated fair value of contingent consideration on asset acquisition			(226)
Payments related to contingent consideration			(625)
Balance as of March 31, 2024			$	7,398

During March 2023, the Company wrote off $1.0 million of its investment in convertible preferred shares of Cibiltech SAS (“Cibiltech”), which was carried at cost. Cibiltech’s operations have been liquidated. The fair value of this investment was based on Level 3 inputs.

In July 2023, the Company entered into a Securities Holders’ Agreement (the “Agreement”) with a private entity based in France. The private entity was established to continue Cibiltech's activity, which consists of designing, developing, publishing, promoting, distributing, and marketing of software related to predictive solutions, monitoring and/or remote monitoring in the field of human organ allotransplantation, allografting, and chronic organ diseases. The private entity retained all assets of Cibiltech, including its licenses. Pursuant to the Agreement, the Company agreed to invest a certain amount in the private entity, in order to continue the commercialization of the iBox technology. The Company's investment is in the form of ordinary and Class B shares carried at cost. This investment is not considered material to the Company's condensed consolidated financial statements.

In December 2023, Miromatrix was acquired by United Therapeutics Corporation. The Company tendered and sold all of its shares of Miromatrix to United Therapeutics Corporation in the transaction for $2.5 million. The Company recognized a $1.5 million gain from the disposal in Miromatrix and recorded as other income (expense), net at December 31, 2023. There was no outstanding investment with Miromatrix as of March 31, 2024.

In determining fair value, the Company uses various valuation approaches within the fair value measurement framework. The valuation methodologies used for the Company’s instruments measured at fair value and their classification in the valuation hierarchy are summarized below:

•Money market funds – Investments in money market funds are classified within Level 1. Money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. At March 31, 2024 and December 31, 2023, money market funds were included as cash and cash equivalents in the condensed consolidated balance sheets.

•Contingent consideration – Contingent consideration is classified within Level 3. Contingent consideration relates to asset acquisitions and business combinations. The Company recorded the estimate of the fair value of the contingent consideration based on its evaluation of the probability of the achievement of the contractual conditions that would result in the payment of the contingent consideration. Contingent consideration was estimated using the fair value of the milestones to be paid if the contingency is met based on management’s

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Cash, Cash Equivalents and Restricted Cash

A reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amount reported within the condensed consolidated statements of cash flows is shown in the table below (in thousands):

			March 31, 2024						March 31, 2023
Cash and cash equivalents			$	93,299					$	74,660
Restricted cash			583						520
Total cash, cash equivalents and restricted cash at the end of the period			$	93,882					$	75,180

Marketable Securities

All short-term marketable securities were considered held-to-maturity at March 31, 2024. At March 31, 2024, some of the Company’s short-term marketable securities were in an unrealized loss position. The Company determined that it had the positive intent and ability to hold until maturity all short-term marketable securities that have been in a continuous loss position. The Company assesses whether the decline in value of short-term marketable securities is temporary or other-than-temporary. In making its assessment, the Company evaluates the current market and interest rate environment as well as specific issuer information. There was no recognition of any other-than-temporary impairment at March 31, 2024. All short-term marketable securities with unrealized losses as of the balance sheet date have been in a loss position for less than twelve months. Contractual maturities of the short-term marketable securities were within one year or less.

The long-term marketable equity securities were recorded at fair market value with changes in the fair value recognized in earnings at March 31, 2024 and December 31, 2023. The long-term marketable debt securities were considered available-for-sale at March 31, 2024 and December 31, 2023. The contractual maturity of the long-term marketable debt securities are less than three years.

The amortized cost, gross unrealized holding gains and fair value of the Company’s marketable securities by major security type at each balance sheet date are summarized in the tables below (in thousands):

			March 31, 2024
			Amortized Cost						Unrealized Holding Gains, Net						Fair Value
Short-term marketable securities:
U.S. agency securities			$	79,603					$	640					$	80,243
Corporate debt securities			43,019						587						43,606
Total short-term marketable securities			$	122,622					$	1,227					$	123,849

			December 31, 2023
			Amortized Cost						Unrealized Holding Gains, Net						Fair Value
Short-term marketable securities:
U.S. agency securities			$	80,468					$	2,038					$	82,506
Corporate debt securities			72,753						711						73,464
Total short-term marketable securities			$	153,221					$	2,749					$	155,970

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Business Combinations

HLA Data Systems

In January 2023, the Company acquired HLA Data Systems, a Texas-based company that provides software and interoperability solutions for the histocompatibility and immunogenetics community. The Company acquired HLA Data Systems with a combination of cash consideration paid upfront and contingent consideration with a fair value of $1.3 million.

The Company accounted for the transaction as a business combination using the acquisition method of accounting. Acquisition-related costs of $0.4 million associated with the acquisition were expensed as incurred, and classified as part of general and administrative expenses in the condensed consolidated statement of operations.

Goodwill of $2.1 million arising from the acquisition primarily consists of synergies from integrating HLA Data Systems’ technology with the current testing and digital solutions offered by the Company. The acquisition of HLA Data Systems will provide a robust and comprehensive Laboratory Information Management System and support the laboratory workflows. None of the goodwill is expected to be deductible for income tax purposes. All of the goodwill has been assigned to the Company’s existing operating segment.

The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands):

			Estimated Fair Value						Estimated Useful Lives (Years)
Customer relationships			$	3,010					13
Developed technology			770						11
Trademarks			320						17
Total			$	4,100

Customer relationships acquired by the Company represent the fair value of future projected revenue that is expected to be derived from sales of HLA Data Systems’ products to existing customers. The customer relationships’ fair value has been estimated utilizing a multi-period excess earnings method under the income approach, which reflects the present value of the projected cash flows that are expected to be generated by the customer relationships, less charges representing the contribution of other assets to those cash flows that use projected cash flows with and without the intangible asset in place. The economic useful life was determined based on the distribution of the present value of the cash flows attributable to the intangible asset.

The acquired developed technology represents the fair value of HLA Data Systems’ proprietary software. The trademark acquired consists primarily of the HLA Data Systems brand and markings. The fair value of both the developed technology and the trademark were determined using the relief-from-royalty method under the income approach. This method considers the value of the asset to be the value of the royalty payments from which the Company is relieved due to its ownership of the asset. The royalty rates of 10% and 2% were used to estimate the fair value of the developed technology and the trademark, respectively.

A discount rate of 24% was utilized in estimating the fair value of these three intangible assets.

The pro forma impact of the HLA Data Systems acquisition is not material, and the results of operations of the acquisition has been included in the Company’s condensed consolidated statements of operations from the acquisition date.

MediGO

In July 2023, the Company acquired MediGO, an organ transplant supply chain and logistics company. MediGO provides access to donated organs by digitally transforming donation and transplantation workflows to increase organ utilization. The Company acquired MediGO with a combination of cash consideration paid upfront and contingent consideration with a fair value of $0.3 million.

The Company accounted for the transaction as a business combination using the acquisition method of accounting. Acquisition-related costs of $0.3 million associated with the acquisition were expensed as incurred, and classified as part of general and administrative expenses in the condensed consolidated statement of operations.

Goodwill of $0.6 million arising from the acquisition primarily consists of synergies from integrating MediGO’s technology with the current testing and digital solutions offered by the Company. The acquisition of MediGO will provide a comprehensive software platform that optimizes complex logistics from referral to recovery and during the critical movement of organs and teams and gives organ procurement organizations and transplant centers the ability to unify decentralized stakeholders, coordinate resources and make vital decisions with the goal of increasing organ utilization and improving equity and access to

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transplantation. None of the goodwill is expected to be deductible for income tax purposes. All of the goodwill has been assigned to the Company’s existing operating segment.

The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands):

			Estimated Fair Value						Estimated Useful Lives (Years)
Customer relationships			$	810					17
Developed technology			850						12
Trademarks			360						17
Total			$	2,020

Customer relationships acquired by the Company represent the fair value of future projected revenue that is expected to be derived from sales of MediGO’s products to existing customers. The customer relationships’ fair value has been estimated utilizing a multi-period excess earnings method under the income approach, which reflects the present value of the projected cash flows that are expected to be generated by the customer relationships, less charges representing the contribution of other assets to those cash flows that use projected cash flows with and without the intangible asset in place. The economic useful life was determined based on the distribution of the present value of the cash flows attributable to the intangible asset.

The acquired developed technology represents the fair value of MediGO’s proprietary software. The trademark acquired consists primarily of the MediGO brand and markings. The fair value of both the developed technology and the trademark were determined using the relief-from-royalty method under the income approach. This method considers the value of the asset to be the value of the royalty payments from which the Company is relieved due to its ownership of the asset. The royalty rates of 10% and 2% were used to estimate the fair value of the developed technology and the trademark, respectively.

A discount rate of 25% was utilized in estimating the fair value of these three intangible assets.

The pro forma impact of the MediGO acquisition is not material, and the results of operations of the acquisition have been included in the Company’s condensed consolidated statements of operations from the respective acquisition date.

Combined Consideration Paid

The following table summarizes the consideration paid for HLA Data Systems (final amount) and MediGO (provisional amount) of the assets acquired and liabilities assumed recognized at their estimated fair value at the acquisition date (in thousands):

			Total
Consideration
Cash			$	6,682
Total consideration			$	6,682
Recognized amounts of identifiable assets acquired and liabilities assumed
Current assets			$	1,413
Identifiable intangible assets			6,120
Current liabilities			(1,060)
Other current liabilities			(810)
Contingent considerations			(1,620)
Other liabilities			(7)
Total identifiable net assets acquired			4,036
Goodwill			2,646
Total consideration			$	6,682

The allocation of the purchase price to assets acquired and liabilities assumed was based on the fair value of such assets and liabilities as of the acquisition date.

Asset Acquisition

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Effective as of August 9, 2023, the Company purchased an asset from a private entity. The asset consists of a licensing agreement with a university institution. See also Note 9.

The purchased asset did not meet the definition of a business under ASC Topic 805, Business Combinations, and therefore the Company accounted for the transaction as an asset acquisition. In an asset acquisition, goodwill is not recognized, but rather, any excess consideration transferred over the fair value of the net assets acquired is allocated on a relative fair value basis to the identifiable assets acquired.

Goodwill

Goodwill is recorded when the purchase price of an acquisition exceeds the fair value of the net tangible and identified intangible assets acquired.

Goodwill is tested annually for impairment at the reporting unit level during the fourth quarter or upon the occurrence of certain events or substantive changes in circumstances. There were no indicators of impairment in the three months ended March 31, 2024. The balance of the Company’s goodwill was $40.3 million as of March 31, 2024 and December 31, 2023.

Intangible Assets

The following table presents details of the Company’s intangible assets as of March 31, 2024 ($ in thousands):

			March 31, 2024
			Gross Carrying Amount						Accumulated Amortization						Foreign Currency Translation						Net Carrying Amount						Weighted Average Remaining Useful Life (In Years)
Intangible assets with finite lives:
Acquired and developed technology			$	37,367					$	(19,158)					$	(2,459)					$	15,750					7.1
Customer relationships			25,718						(9,518)						(2,213)						13,987						9.0
Commercialization rights			11,579						(4,812)						—						6,767						5.3
Trademarks and tradenames			5,220						(1,809)						(335)						3,076						9.2
Total intangible assets with finite lives			79,884						(35,297)						(5,007)						39,580
Intangible assets with indefinite lives:
Acquired in-process technology			1,250						—						—						1,250
Favorable license agreement			2,500						—						—						2,500
Total intangible assets with indefinite lives			3,750						—						—						3,750
Total intangible assets			$	83,634					$	(35,297)					$	(5,007)					$	43,330

The following table presents details of the Company’s intangible assets as of December 31, 2023 ($ in thousands):

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			December 31, 2023
			Gross Carrying Amount						Accumulated Amortization						Foreign Currency Translation						Net Carrying Amount						Weighted Average Remaining Useful Life (In Years)
Intangible assets with finite lives:
Acquired and developed technology			$	37,367					$	(18,340)					$	(2,269)					$	16,758					7.2
Customer relationships			25,718						(9,094)						(1,959)						14,665						9.2
Commercialization rights			11,579						(4,496)						—						7,083						5.6
Trademarks and tradenames			5,220						(1,713)						(288)						3,219						9.3
Total intangible assets with finite lives			79,884						(33,643)						(4,516)						41,725
Intangible assets with indefinite lives:
Acquired in-process technology			1,250						—						—						1,250
Favorable license agreement			2,726						—						—						2,726
Total intangible assets with indefinite lives			3,976						—						—						3,976
Total intangible assets			$	83,860					$	(33,643)					$	(4,516)					$	45,701

Acquisition of Intangible Assets

In January 2023 and July 2023, the Company acquired the intangible assets of HLA Data Systems and MediGO, respectively. The intangible assets are included in Acquired and developed technology, Customer relationships and Trademarks and tradenames as of March 31, 2024 and December 31, 2023.

Amortization of Intangible Assets

Intangible assets are carried at cost less accumulated amortization. Amortization expenses are recorded to cost of testing services, cost of product, cost of patient and digital solutions, and sales and marketing expenses in the condensed consolidated statements of operations.

The following table summarizes the Company’s amortization expense of intangible assets (in thousands):

			Three Months Ended March 31,
			2024						2023
Cost of testing services			$	329					$	329
Cost of product			420						418
Cost of patient and digital solutions			271						248
Sales and marketing			633						595
Total			$	1,653					$	1,590

The following table summarizes the Company’s estimated future amortization expense of intangible assets with finite lives as of March 31, 2024 (in thousands):

Years Ending December 31,						Cost of Testing Services						Cost of Product						Cost of Patient and Digital Solutions						Sales and Marketing						Total
Remainder of 2024						$	987					$	1,237					$	578					$	1,885					$	4,687
2025						1,316						1,649						681						2,513						6,159
2026						1,316						737						681						2,511						5,245
2027						1,316						737						681						2,497						5,231
2028						1,316						737						681						2,497						5,231
Thereafter						1,509						2,540						1,462						7,516						13,027
Total future amortization expense						$	7,760					$	7,637					$	4,764					$	19,419					$	39,580

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Inventory

Inventory consisted of the following (in thousands):

			March 31, 2024						December 31, 2023
Finished goods			$	4,376					$	3,658
Work in progress			5,282						5,191
Raw materials			10,472						10,622
Total inventory			$	20,130					$	19,471

Accrued and Other Liabilities

Accrued and other liabilities consisted of the following (in thousands):

			March 31, 2024						December 31, 2023
Clinical studies			$	15,133					$	15,744
Short-term lease liability			6,054						5,943
Contingent consideration			6,050						5,469
Professional fees			4,390						5,911
Deferred revenue			4,356						4,748
Laboratory processing fees and materials			2,933						2,890
Deferred payments for intangible assets			920						920
Travel and expenses			891						—
Accrued shipping expenses			510						335
Accrued royalty			197						348
License and other collaboration fees			88						250
Capital expenditures			—						151
Other accrued expenses			4,148						2,788
Total accrued and other liabilities			$	45,670					$	45,497

Leases

The Company leases its operating and office facilities for various terms under long-term, non-cancelable operating lease agreements in Brisbane, California; Columbus, Ohio; West Chester, Pennsylvania; Flowood, Mississippi; Gaithersburg, Maryland; Omaha, Nebraska; Fremantle, Australia; and Stockholm, Sweden. 

The Company’s facility leases expire at various dates through 2033. In the normal course of business, it is expected that these leases will be renewed or replaced by leases on other properties.

As of March 31, 2024, the carrying value of the ROU asset was $28.6 million. The related current and non-current liabilities as of March 31, 2024 were $6.1 million and $26.9 million, respectively. The current and non-current lease liabilities are included in accrued and other current liabilities and operating lease liability, less current portion, respectively, in the condensed consolidated balance sheets.

The following table summarizes the lease cost for the three months ended March 31, 2024 and 2023 (in thousands):

			Three Months Ended March 31,
			2024						2023
Operating lease cost			$	1,971					$	1,983
Total lease cost			$	1,971					$	1,983

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			March 31, 2024						December 31, 2023
Other information:
Weighted-average remaining lease term - Operating leases (in years)			5.21						5.43
Weighted-average discount rate - Operating leases (%)			7.1		%				7.1		%

Maturities of operating lease liabilities as of March 31, 2024 are as follows (in thousands):

Years Ending December 31,												Operating Leases
Remainder of 2024												$	6,065
2025												7,922
2026												7,163
2027												7,274
2028												6,599
Thereafter												4,116
Total lease payments												39,139
Less imputed interest												6,192
Present value of future minimum lease payments												32,947
Less operating lease liability, current portion												6,054
Operating lease liability, long-term portion												$	26,893

Effective March 2024, the Company entered into a sublease agreement with a sub-lessee (a third-party) for office space with a six-year term, commencing on May 1, 2024, for a total of $2.6 million base rent for the duration of the contract.

The following table summarizes the supplemental cash flow information related to leases for the three months ended March 31, 2024 and 2023 (in thousands):

			Three Months Ended March 31,
			2024						2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for operating leases			$	1,361					$	1,333

Royalty Commitments

The Board of Trustees of the Leland Stanford Junior University (“Stanford”)

In June 2014, the Company entered into a license agreement with Stanford (the “Stanford License”), which granted the Company an exclusive license to a patent relating to the diagnosis of rejection in organ transplant recipients using dd-cfDNA. Under the terms of the Stanford License, the Company is required to pay an annual license maintenance fee, six milestone payments and royalties in the low single digits of net sales of products incorporating the licensed technology. In March 2023, the Stanford License agreement was amended, which reduced the maximum royalty rate to a lower rate at which the Company may be liable to Stanford effective from April 2022 and also provided that the Company would seek a review from the U.S. Supreme Court (the “Review”). During the pendency of the Review, certain of the Company’s licensing payment and reporting obligations to Stanford with respect to licensed products sold in the U.S. were suspended. As a result, the Company reversed the excess liability in March 2023.

In May 2023, the Company submitted a petition of certiorari to the U.S. Supreme Court for consideration of the patent infringement suit and in October 2023, the U.S. Supreme Court declined to hear this patent infringement suit. As the Review is complete and the Company's petition for review was denied, the Stanford License automatically terminated, and in December 2023, the Company paid Stanford certain past royalties at a reduced rate that were previously suspended within 90 days of the termination. There was no outstanding obligation with Stanford as of March 31, 2024.

Illumina

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On May 4, 2018, the Company entered into a license agreement with Illumina, Inc. (the “Illumina Agreement”). The Illumina Agreement requires the Company to pay royalties in the mid-single to low-double digits on sales of products covered by the Illumina Agreement.

Other Royalty Commitment

Effective as of August 2023, the Company entered into a license agreement with a university institution (the "University Agreement"). The University Agreement requires the Company to pay royalties in the low single digits on sales of products covered by the University Agreement.

Other Commitments

Pursuant to the Illumina Agreement, the Company has agreed to minimum purchase commitments of finished products and raw materials from Illumina, Inc.

Effective as of July 2023, the Company entered into a license and collaboration agreement with a private entity pursuant to which the Company was granted an irrevocable, non-transferable right to commercialize its proprietary software, iBox, for the predictive analysis of post-transplantation kidney allograft loss in the field of transplantation for a period of four years with exclusive rights in the United States. The Company will share an agreed-upon percentage of revenue with the private entity, if and when revenues are generated from iBox.

Litigation and Indemnification Obligations

In response to the Company’s false advertising suit filed against Natera Inc. (“Natera”) on April 10, 2019, Natera filed a counterclaim against the Company on February 18, 2020, in the U.S. District Court for the District of Delaware (the “Court”) alleging the Company made false and misleading claims about the performance capabilities of AlloSure. The suit seeks injunctive relief and unspecified monetary relief. On September 30, 2020, Natera requested leave of Court to amend its counterclaims to include additional allegations regarding purportedly false claims the Company made with respect to AlloSure, and the Court granted Natera’s request. The trial commenced on March 7, 2022 and concluded on March 14, 2022, with the jury finding that Natera violated the Lanham Act by falsely advertising the scientific performance of its Prospera transplant test and awarding the Company $44.9 million in damages, comprised of $21.2 million in compensatory damages and $23.7 million in punitive damages. In July 2023, the Court upheld and reaffirmed the March 2022 jury verdict but did not uphold the monetary damages awarded by the jury, which the Company intends to appeal. In August 2023, the Court issued an injunction prohibiting Natera from making the claims the jury previously found to be false advertising. The case is now on appeal.

On July 19, 2022, the U.S. Court of Appeals for the Federal Circuit affirmed the Court’s judgment dismissing the Company’s patent infringement suit against Natera. In May 2023, the Company submitted a petition of certiorari to the U.S. Supreme Court for consideration of the patent infringement suit and in October 2023, the U.S. Supreme Court declined to hear the suit.

In addition, Natera filed suit against the Company on January 13, 2020, in the Court alleging, among other things, that AlloSure infringes Natera’s U.S. Patent 10,526,658. This case was consolidated with the Company’s patent infringement suit on February 4, 2020. On March 25, 2020, Natera filed an amendment to the suit alleging, among other things, that AlloSure also infringes Natera’s U.S. Patent 10,597,724. The suit seeks a judgment that the Company has infringed Natera’s patents, an order preliminarily and permanently enjoining the Company from any further infringement of such patents and unspecified damages. On May 13, 2022, Natera filed two new complaints alleging that AlloSure infringes Natera’s U.S. Patents 10,655,180 and 11,111,544. These two cases were consolidated with the patent infringement case on June 15, 2022. On May 17, 2022, Natera agreed to dismiss the case alleging infringement of Natera’s U.S. Patent 10,526,658. On July 6, 2022, the Company moved to dismiss the rest of Natera’s claims. On September 6, 2022, the Company withdrew its motion to dismiss. On December 11, 2023, the Court dismissed the case alleging infringement of Natera's U.S. Patent 10,597,724. Natera appealed that decision. On March 13, 2024, the Federal Circuit dismissed Natera's appeal after Natera failed to file its brief and other required papers. On January 26, 2024, following a five-day trial, a jury concluded that the Company did not infringe Natera's U.S. Patent 10,655,180 but did infringe Natera's U.S. Patent 11,111,544. The jury awarded Natera approximately $96.3 million in damages based on sales of AlloSure and AlloSeq between September 2021 and August 2023. Natera's U.S. Patent 11,111,544 expires in September 2026. The Company anticipates continued litigation as to whether its current AlloSure process infringes the patent. Natera may also move for injunctive relief. The Company is seeking judicial review of the verdict. The Company intends to contest any potential claims of ongoing infringement and any motion for injunctive relief. Natera is also seeking judicial review of the jury’s finding that CareDx did not infringe Natera's U.S. Patent 10,655,180. The Company intends to defend these matters vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suits, but there is no guarantee that the Company will prevail. The Company recognized the damages of $96.3 million as other liabilities on the consolidated balance sheets as of March 31, 2024 and December 31, 2023.

United States Department of Justice and United States Securities and Exchange Commission Investigations

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As previously disclosed, in 2021, the Company received a civil investigative demand (“CID”) from the United States Department of Justice (“DOJ”) requesting that the Company produce certain documents in connection with a False Claims Act investigation being conducted by the DOJ regarding certain business practices related to the Company’s kidney testing and phlebotomy services, and a subpoena from the United States Securities and Exchange Commission (the “SEC”) in relation to an investigation by the SEC in respect of matters similar to those identified in the CID, as well as certain of the Company’s accounting and public reporting practices. By letter dated September 19, 2023, the Company was notified by the staff of the SEC that the SEC has concluded its investigation as to the Company and does not intend to recommend an enforcement action by the SEC against the Company. The notice was provided under the guidelines set out in the final paragraph of Securities Act Release No. 5310.

The Company may receive additional requests for information from the DOJ, the SEC, or other regulatory and governmental agencies regarding similar or related subject matters. The Company does not believe that the CID raises any issues regarding the safety or efficacy of any of the Company’s products or services and is cooperating fully with the DOJ investigation. Although the Company remains committed to compliance with all applicable laws and regulations, it cannot predict the outcome of the DOJ investigation or any other requests or investigations that may arise in the future regarding these or other subject matters.

From time to time, the Company may become involved in litigation and other legal actions. The Company estimates the range of liability related to any pending litigation where the amount and range of loss can be estimated. The Company records its best estimate of a loss when the loss is considered probable. Where a liability is probable and there is a range of estimated loss with no best estimate in the range, the Company records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the condensed consolidated financial statements indicates that it is probable that a liability had been incurred at the date of the condensed consolidated financial statements, and (ii) the range of loss can be reasonably estimated.

Olymbios Matter

On April 15, 2022, a complaint was filed by Michael Olymbios against the Company in the Superior Court of the State of California for the County of San Mateo (the “San Mateo County Court”). The complaint alleged that the Company failed to pay certain fees and costs required to continue an arbitration proceeding against Dr. Olymbios, and that the Company has defamed Dr. Olymbios. Dr. Olymbios also sought to void restrictive covenants previously agreed to by him in favor of the Company and to recover damages purportedly incurred by Dr. Olymbios. The Company filed a motion to compel arbitration and dismiss the case. On April 25, 2022, the San Mateo County Court granted the Company’s ex parte application to stay the case and advance the hearing date to June 10, 2022 for the motion to compel arbitration and dismiss. At the June 10, 2022 hearing, the San Mateo County Court found that the decision should be made by the arbitrator, and stayed the case. On July 19, 2022, Dr. Olymbios filed a motion to withdraw from arbitration before Judicial Arbitration and Mediation Services, Inc., which was denied on August 18, 2022. Both the arbitration and the San Mateo County Court matter were settled in the fourth quarter of 2023 and have been resolved.

Securities Class Action

On May 23, 2022, Plumbers & Pipefitters Local Union #295 Pension Fund filed a federal securities class action in the U.S. District Court for the Northern District of California against the Company, Reginald Seeto, its former President, Chief Executive Officer and member of the Company’s Board of Directors, Ankur Dhingra, its former Chief Financial Officer, Marcel Konrad, its former interim Chief Financial Officer and former Senior Vice President of Finance & Accounting, and Peter Maag, its former President, former Chief Executive Officer, former Chairman of the Company’s Board of Directors and current member of the Company’s Board of Directors. The action alleges that the Company and the individual defendants made materially false and/or misleading statements and/or omissions and that such statements violated Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder. The action also alleges that the individual defendants are liable pursuant to Section 20(a) of the Exchange Act as controlling persons of the Company. The suit seeks to recover damages caused by the alleged violations of federal securities laws, along with the plaintiffs’ costs incurred in the lawsuit, including their reasonable attorneys’ and experts’ witness fees and other costs.

On August 25, 2022, the court appointed an investor group led by the Oklahoma Police Pension and Retirement System as lead plaintiffs and appointed Saxena White P.A. and Robbins Geller Rudman & Dowd LLP as lead counsels. Plaintiffs filed an amended complaint on November 28, 2022. On January 27, 2023, defendants moved to dismiss all claims and to strike certain allegations in the amended complaint.

On May 24, 2023, the court granted the Company’s motion to strike and motion to dismiss, dismissing all claims against defendants with leave to amend. On June 28, 2023, plaintiffs filed a second amended complaint against the Company, Reginald Seeto, Ankur Dhingra, and Peter Maag. Under a briefing schedule ordered by the court on June 12, 2023, defendants’ motion to dismiss and motion to strike the second amended complaint was filed on July 26, 2023, plaintiffs’ opposition was filed on

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August 30, 2023, and defendants’ reply was filed on September 22, 2023. The court held oral argument on October 31, 2023. The Company intends to defend itself vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suit, but there is no guarantee that the Company will prevail. The Company has not recorded any liabilities for this suit.

Derivative Actions

On September 21, 2022, Jeffrey Edelman brought a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Drs. Seeto and Maag and Mr. Dhingra, and other current and former members of the Company’s Board of Directors (the “Edelman Derivative Action”). The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, waste of corporate assets, unjust enrichment and violations of Sections 14(a) and 20(a) of the Exchange Act. The action alleges that the individual defendants are liable pursuant to Section 20(a) of the Exchange Act as controlling persons of the Company. The suit seeks a declaration that the individual defendants breached their fiduciary duties to the Company, violated Sections 14(a) and 20(a) of the Exchange Act and were unjustly enriched, and also seeks to recover damages sustained by the Company as a result of the alleged violations, along with the plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’ and experts’ fees, costs and expenses.

On December 8, 2022, the court stayed the Edelman Derivative Action until 20 days after the earlier of the following events: (a) the securities class action is dismissed in its entirety with prejudice; (b) the motion to dismiss in the securities class action is denied; (c) a joint request by plaintiff and defendants to lift the stay; (d) notification that a related derivative action that has been filed is not stayed or is no longer stayed; or (e) notification that there has been a settlement reached in the securities class action or any related derivative action.

On February 7, 2023, Jaysen Stevenson brought a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Drs. Seeto and Maag and Mr. Dhingra and other current and former members of the Company’s Board of Directors (the “Stevenson Derivative Action”). The claims and allegations in the Stevenson Derivative Action are substantially similar to those in the Edelman Derivative Action. The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, waste of corporate assets, unjust enrichment and violations of Sections 14(a) and 20(a) of the Exchange Act. The suit seeks declaratory relief and to recover alleged damages sustained by the Company as a result of the alleged violations, along with the plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’ and experts’ fees, costs and expenses.

On March 9, 2023, the court consolidated the Edelman Derivative Action and the Stevenson Derivative Action and stayed both actions pursuant to the terms of the stay order in the Edelman Derivative Action. On February 8, 2024, Christian Jacobsen filed a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Dr. Seeto, Mr. Dhingra, Dr. Maag, and other current and former members of the Company's Board of Directors (the “Jacobsen Derivative Action”). The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company, violated Section 14(a) of the Exchange Act, are liable for contribution under Sections 10(b) and 21(D) of the Exchange Act, engaged in unjust enrichment, waste of corporate assets, aiding and abetting, insider trading, and misappropriation of information, and/or are liable for indemnification. The suit seeks declaratory relief, disgorgement, and to recover alleged damages sustained by the Company as a result of the alleged violations, along with plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’, accountants’, and experts’ fees, costs, and expenses. On March 20, 2024, the court determined that the Jacobsen Derivative Action is related to the consolidated derivative action.

On March 19, 2024, the parties to the Jacobsen Derivative Action and the consolidated derivative action filed a stipulation and proposed order consolidating the Jacobsen Derivative Action with the consolidated derivative action and staying the Jacobsen Derivative action pursuant to the terms of the stay order in the Edelman Derivative Action. On April 23, 2024, the court entered an order consolidating the Jacobsen Derivative Action with the consolidated derivative action. The order provides that all previous orders in the consolidated derivative action shall apply to the Jacobsen Derivative Action.

On March 20, 2024, Edward W. Burns IRA filed a stockholder derivative action complaint in the Court of Chancery of the State of Delaware against us as nominal defendant and Dr. Seeto, Mr. Dhingra, Dr. Maag, and other current and former members of our Board of Directors (the “Burns Derivative Action”). Prior to filing the complaint, the Company produced documents to the plaintiff in response to a books and records inspection demand made pursuant to Section 220 of the Delaware General Corporation Law. The plaintiff purports to incorporate those documents in the complaint. The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, unjust enrichment, waste of corporate assets, and aiding and abetting breaches of fiduciary duty. The suit seeks declaratory relief, recovery of alleged damages sustained by the Company as a result of the alleged violations, equitable relief, restitution, and plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’, accountants’, and experts’ fees, costs, and expenses. On April 11, 2024, the court entered an order staying the Burns Derivative Action pursuant to a stipulation filed by the parties.

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On May 2, 2024, the court in the consolidated derivative action ordered that the stay of the consolidated derivative action will be lifted as of May 16, 2024.

The Company intends to defend itself vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suits, but there are no guarantees that the Company will prevail.

Insurance Matter

In December 2022, the Company filed a lawsuit against its directors and officers liability insurance carriers in San Mateo County Superior Court. The Company seeks a declaration that costs and fees incurred by the Company in responding to governmental investigatory requests are covered under its policies. The Company also asserts breach of contract against its primary insurer Great American Insurance Company for denying the claim. The policies provide up to $15 million in coverage limits. The Company intends to vigorously pursue its claims, and believes it has good and substantial support for its claims, but there is no guarantee that the Company will prevail in these claims. The parties have completed briefing on the Company’s entitlement to coverage under the policies and are awaiting a decision from the Court.

The Company issues common stock warrants in connection with debt or equity financings to lenders, placement agents and investors. Issued warrants are considered standalone financial instruments and the terms of each warrant are analyzed for equity or liability classification in accordance with U.S. GAAP. Warrants that are classified as liabilities usually have various features that would require net-cash settlement by the Company. Warrants that are not liabilities, derivatives and/or meet the exception criteria are classified as equity. Warrants liabilities are remeasured at fair value at each period end with changes in fair value recorded in the condensed consolidated statements of operations until expired or exercised. Warrants that are classified as equity are valued at their relative fair value on the date of issuance, recorded in additional paid-in capital and not remeasured.

As of March 31, 2024 and December 31, 2023, no warrants to purchase common stock were outstanding.

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Stock Options and Restricted Stock Units (“RSU”)

The following table summarizes option and RSU activity under the Company’s 2014 Equity Incentive Plan, 2016 Inducement Equity Incentive Plan and 2019 Inducement Equity Incentive Plan, and related information:

			Shares Available for Grant						Stock Options Outstanding						Weighted- Average Exercise Price						Number of RSU Shares						Weighted- Average Grant Date Fair Value
Balance—December 31, 2023			869,111						3,055,208						$	25.21					5,006,775						$	19.02
Additional shares authorized			2,060,135						—						—						—						—
Common stock awards for services			(6,813)						—						—						—						—
RSUs granted			(2,716,211)						—						—						2,716,211						9.36
RSUs vested			—						—						—						(319,737)						27.50
Options granted			—						—						—						—						—
Options exercised			—						(1,501)						5.63						—						—
Repurchase of common stock under employee incentive plans			65,601						—						—						—						—
RSUs forfeited			158,348						—						—						(158,348)						18.56
Options forfeited			13,190						(13,190)						28.32						—						—
Options expired			66,475						(66,475)						30.46						—						—
Balance—March 31, 2024			509,836						2,974,042						$	25.08					7,244,901						$	15.17

The total intrinsic value of options exercised was less than $0.1 million for each of the three months ended March 31, 2024 and 2023.

As of March 31, 2024, the total intrinsic value of outstanding RSUs was approximately $78.5 million and there were $63.9 million of unrecognized compensation costs related to RSUs, which are expected to be recognized over a weighted-average period of 2.28 years.

The Company granted performance restricted stock units ("PSUs"), included in RSUs, under the 2014 Plan. The PSUs granted to employees consist of financial and operational metrics to be met over a performance period of 2 years. The number of shares outstanding was 412,843 and 472,116 as of March 31, 2024 and 2023, respectively. The weighted-average remaining recognition period was 0.84 years and 1.74 years for the three months ended March 31, 2024 and 2023, respectively.

Options outstanding that have vested and are expected to vest at March 31, 2024 are as follows:

			Number of Shares Issued (In thousands)						Weighted-Average Exercise Price						Weighted-Average Remaining Contractual Life (Years)						Aggregate Intrinsic Value (In thousands)
Vested			1,982						$	25.24					6.53						$	1,483
Expected to vest			921						24.58						8.38						172
Total			2,903																		$	1,655

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the fair value of the Company’s common stock at March 31, 2024 for stock options that were in-the-money.

The total fair value of options that vested during the three months ended March 31, 2024 was $3.7 million. As of March 31, 2024, there were approximately $14.7 million of unrecognized compensation costs related to stock options, which are expected to be recognized over a weighted-average period of 2.11 years.

2014 Employee Stock Purchase Plan

The Company has an Employee Stock Purchase Plan (the “ESPP”), under which employees can purchase shares of its common stock based on a percentage of their compensation, but not greater than 15% of their respective earnings; provided, however, an eligible employee’s right to purchase shares of the Company’s common stock may not accrue at a rate which exceeds $25,000 of the fair market value of such shares for each calendar year in which such rights are outstanding. The ESPP has consecutive offering periods of approximately six months in length. The purchase price per share must be equal to the lower of 85% of the fair value of the common stock on the first day of the offering period or on the exercise date.

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During the offering period in 2023 that ended on December 31, 2023, 73,759 shares were purchased pursuant to the ESPP for aggregate proceeds of $0.5 million from the issuance of such shares, which occurred on January 2, 2024. 

Valuation Assumptions

The estimated fair values of employee stock options and ESPP shares were estimated using the Black-Scholes option pricing model based on the following weighted average assumptions:

						Three Months Ended March 31,
						2024						2023
Employee stock options
Expected term (in years)						N/A						6.0
Expected volatility						N/A						78.63%
Risk-free interest rate						N/A						3.46%
Expected dividend yield						N/A						—%
Employee stock purchase plan
Expected term (in years)						0.5						0.5
Expected volatility						75.91%						77.88%
Risk-free interest rate						5.38%						4.94%
Expected dividend yield						—%						—%

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

Volatility: The Company used an average historical stock price volatility of its own stock.

Expected Term: The expected term represents the period for which the Company’s stock-based compensation awards are expected to be outstanding and is based on analyzing the vesting and contractual terms of the awards and the holders’ historical exercise patterns and termination behavior.

Expected Dividends: The Company has not paid and does not anticipate paying any dividends in the near future.

Stock-Based Compensation Expense

The following table summarizes stock-based compensation expense relating to employee and non-employee stock-based awards for the three months ended March 31, 2024 and 2023, included in the condensed consolidated statements of operations as follows (in thousands):

			Three Months Ended March 31,
			2024						2023
Cost of testing services			$	457					$	479
Cost of product			317						360
Cost of patient and digital solutions			372						402
Research and development			1,760						1,962
Sales and marketing			3,044						3,737
General and administrative			7,394						6,814
Total			$	13,344					$	13,754

No tax benefit was recognized related to stock-based compensation expense since the Company has never reported taxable income and has established a full valuation allowance to offset all of the potential tax benefits associated with its deferred tax assets. In addition, no amounts of stock-based compensation expense were capitalized for the periods presented.

The Company's effective tax rate may vary from the U.S. federal statutory tax rate due to a change in valuation allowance, change in the mix of earnings in tax jurisdictions with different statutory rates, benefits related to tax credits, and the tax impact of non-deductible expenses and other permanent differences between income before income taxes and taxable income.

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Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Company’s Chief Operating Decision Maker (“CODM”), or decision making group, whose function is to allocate resources to and assess the performance of the operating segments. The Company has identified its Chief Executive Officer as the CODM. In determining its reportable segments, the Company considered the markets and types of customers served and the products or services provided in those markets. The Company operates in a single reportable segment.

Revenues by geographic regions are based upon the customers’ ship-to address for product revenue and the region of testing for testing services revenue. The following table summarizes reportable revenues by geographic regions (in thousands):

			Three Months Ended March 31,
			2024						2023
Testing services revenue
United States			$	53,650					$	61,647
Rest of World			187						137
			$	53,837					$	61,784
Product revenue
United States			$	5,276					$	3,727
Europe			2,282						2,461
Rest of World			1,036						673
			$	8,594					$	6,861
Patient and digital solutions revenue
United States			$	9,584					$	8,506
Europe			27						84
Rest of World			7						27
			$	9,618					$	8,617
Total United States			$	68,510					$	73,880
Total Europe			$	2,309					$	2,545
Total Rest of World			$	1,230					$	837
Total			$	72,049					$	77,262

The following table summarizes long-lived assets, consisting of property and equipment, net, by geographic regions (in thousands):

			March 31, 2024						December 31, 2023
Long-lived assets:
United States			$	33,944					$	34,714
Europe			416						476
Rest of World			51						56
Total			$	34,411					$	35,246

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In January 2023, the Company announced a restructuring plan that is intended to optimize costs and simplify its organizational and corporate structure. The restructuring plan includes the discontinuation of operations at one of its two locations in Fremantle, Australia. The Company expects to complete the closure of the affected location in June 2024. The Company incurred immaterial restructuring charges for the three months ended March 31, 2024.

In May and December 2023, the Company announced a reduction of its workforce to simplify and streamline its organization and strengthen the overall effectiveness of its operations. The restructuring charges are primarily related to employee severance pay and related costs. As a result of this plan, the Company incurred $2.2 million in restructuring charges for the year ended December 31, 2023. The Company did not incur any restructuring charges related to this plan in the three months ended March 31, 2024.

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v3.24.1.u1

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 07, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-36536
Entity Registrant Name	CAREDX, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	94-3316839
Entity Address, Address Line One	8000 Marina Boulevard, 4th Floor
Entity Address, City or Town	Brisbane
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94005
City Area Code	415
Local Phone Number	287-2300
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	CDNA
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		52,083,792
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001217234
Current Fiscal Year End Date	--12-31

v3.24.1.u1

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 93,299	$ 82,197
Marketable securities	122,622	153,221
Accounts receivable	60,149	51,061
Inventory	20,130	19,471
Prepaid and other current assets	6,895	7,763
Total current assets	303,095	313,713
Property and equipment, net	34,411	35,246
Operating leases right-of-use assets	28,591	29,891
Intangible assets, net	43,330	45,701
Goodwill	40,336	40,336
Restricted cash	583	586
Other assets	2,060	1,353
Total assets	452,406	466,826
Current liabilities:
Accounts payable	9,976	12,872
Accrued compensation	14,565	19,703
Accrued and other liabilities	45,670	45,497
Total current liabilities	70,211	78,072
Deferred tax liability	43	136
Deferred payments for intangible assets	1,348	2,461
Operating lease liability, less current portion	26,893	28,278
Other liabilities	97,686	96,551
Total liabilities	196,181	205,498
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock: $0.001 par value; 10,000,000 shares authorized at March 31, 2024 and December 31, 2023; no shares issued and outstanding at March 31, 2024 and December 31, 2023	0	0
Common stock: $0.001 par value; 100,000,000 shares authorized at March 31, 2024 and December 31, 2023; 51,782,612 and 51,503,377 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively	49	49
Additional paid-in capital	959,734	946,511
Accumulated other comprehensive loss	(8,108)	(6,963)
Accumulated deficit	(695,450)	(678,269)
Total stockholders’ equity	256,225	261,328
Total liabilities and stockholders’ equity	$ 452,406	$ 466,826

v3.24.1.u1

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 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)	10,000,000	10,000,000
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)	100,000,000	100,000,000
Common stock, shares issued (in shares)	51,782,612	51,503,377
Common stock, shares outstanding (in shares)	51,782,612	51,503,377

v3.24.1.u1

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue:
Total revenue	$ 72,049	$ 77,262
Operating expenses:
Research and development	18,711	24,357
Sales and marketing	19,830	23,231
General and administrative	26,911	28,032
Total operating expenses	91,386	101,586
Loss from operations	(19,337)	(24,324)
Other income:
Interest income, net	2,885	2,666
Change in estimated fair value of common stock warrant liability	0	7
Other expense, net	(290)	(1,974)
Total other income	2,595	699
Loss before income taxes	(16,742)	(23,625)
Income tax benefit (expense)	83	(124)
Net loss	$ (16,659)	$ (23,749)
Net loss per share
Basic (in dollars per share)	$ (0.32)	$ (0.44)
Diluted (in dollars per share)	$ (0.32)	$ (0.44)
Weighted-average shares used to compute net loss per share:
Basic (in shares)	51,692,358	53,643,216
Diluted (in shares)	51,692,358	53,643,216
Testing services revenue
Revenue:
Total revenue	$ 53,837	$ 61,784
Operating expenses:
Cost of testing services, product, digital, and other	13,632	15,296
Product revenue
Revenue:
Total revenue	8,594	6,861
Operating expenses:
Cost of testing services, product, digital, and other	5,344	4,066
Patient and digital solutions revenue
Revenue:
Total revenue	9,618	8,617
Operating expenses:
Cost of testing services, product, digital, and other	$ 6,958	$ 6,604

v3.24.1.u1

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (16,659)	$ (23,749)
Other comprehensive (loss) gain:
Foreign currency translation adjustment, net of tax	(1,145)	64
Comprehensive loss	$ (17,804)	$ (23,685)

v3.24.1.u1

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2022		53,533,250
Beginning balance at Dec. 31, 2022	$ 430,911	$ 52	$ 898,806	$ (7,503)	$ (460,444)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock under employee stock purchase plan (in shares)		47,025
Issuance of common stock under employee stock purchase plan	456		456
Repurchase and retirement of common stock (in shares)		(59,472)
Repurchase and retirement of common stock	(690)				(690)
RSU settlements, net of shares withheld (in shares)		123,910
RSU settlements, net of shares withheld	(785)		(785)
Issuance of common stock for services (in shares)		7,649
Issuance of common stock for services	93		93
Issuance of common stock for cash upon exercise of stock options (in shares)		820
Issuance of common stock for cash upon exercise of stock options	2		2
Employee stock-based compensation expense	13,719		13,719
Foreign currency translation adjustment, net of tax	64			64
Net loss	(23,749)				(23,749)
Ending balance (in shares) at Mar. 31, 2023		53,653,182
Ending balance at Mar. 31, 2023	$ 420,021	$ 52	912,291	(7,439)	(484,883)
Beginning balance (in shares) at Dec. 31, 2023	51,503,377	51,503,377
Beginning balance at Dec. 31, 2023	$ 261,328	$ 49	946,511	(6,963)	(678,269)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock under employee stock purchase plan (in shares)		73,759
Issuance of common stock under employee stock purchase plan	532		532
Repurchase and retirement of common stock (in shares)		(55,500)
Repurchase and retirement of common stock	(522)				(522)
RSU settlements, net of shares withheld (in shares)		252,662
RSU settlements, net of shares withheld	(668)		(668)
Issuance of common stock for services (in shares)		6,813
Issuance of common stock for services	$ 56		56
Issuance of common stock for cash upon exercise of stock options (in shares)	1,501	1,501
Issuance of common stock for cash upon exercise of stock options	$ 8		8
Employee stock-based compensation expense	13,295		13,295
Foreign currency translation adjustment, net of tax	(1,145)			(1,145)
Net loss	$ (16,659)				(16,659)
Ending balance (in shares) at Mar. 31, 2024	51,782,612	51,782,612
Ending balance at Mar. 31, 2024	$ 256,225	$ 49	$ 959,734	$ (8,108)	$ (695,450)

v3.24.1.u1

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating activities:
Net loss	$ (16,659)	$ (23,749)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	13,344	13,754
Revaluation of common stock warrant liability to estimated fair value	0	(7)
Depreciation and amortization	3,821	3,427
Asset impairments and write-downs	0	1,000
Amortization of right-of-use assets	1,402	1,337
Unrealized loss on long-term marketable equity securities	0	905
Revaluation of contingent consideration to estimated fair value	319	364
Amortization of premium and accretion of discount on short-term marketable securities, net	1,451	(773)
Changes in operating assets and liabilities:
Accounts receivable	(9,199)	7,664
Inventory	(1,274)	1,217
Prepaid and other assets	108	1,515
Operating leases liabilities, net	(1,372)	(1,333)
Accounts payable	(2,897)	2,590
Accrued compensation	(4,820)	(4,888)
Accrued and other liabilities	557	(2,352)
Change in deferred taxes	(93)	0
Net cash (used in) provided by operating activities	(15,312)	671
Investing activities:
Acquisitions of business, net of cash acquired	0	(4,562)
Purchases of short-term marketable securities	(57,746)	(86,310)
Maturities of short-term marketable securities	86,893	78,972
Purchase of corporate equity securities	0	(100)
Additions of capital expenditures	(1,487)	(2,771)
Net cash provided by (used in) investing activities	27,660	(14,771)
Financing activities:
Proceeds from issuance of common stock under employee stock purchase plan	532	456
Taxes paid related to net share settlement of restricted stock units	(668)	(656)
Proceeds from exercise of stock options	8	2
Payment of contingent consideration	(625)	(250)
Repurchase and retirement of common stock	(522)	(690)
Net cash used in financing activities	(1,275)	(1,138)
Effect of exchange rate changes on cash and cash equivalents	26	(25)
Net increase (decrease) in cash, cash equivalents and restricted cash	11,099	(15,263)
Cash, cash equivalents and restricted cash at beginning of period	82,783	90,443
Cash, cash equivalents and restricted cash at end of period	$ 93,882	$ 75,180

v3.24.1.u1

Organization and Description of Business	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	ORGANIZATION AND DESCRIPTION OF BUSINESS CareDx, Inc. (“CareDx” or the “Company”), together with its subsidiaries, is a leading precision medicine company focused on the discovery, development and commercialization of clinically differentiated, high-value diagnostic solutions for transplant patients and caregivers. The Company’s headquarters are in Brisbane, California. The primary operations are in Brisbane, California; Omaha, Nebraska; Fremantle, Australia; and Stockholm, Sweden. The Company’s commercially available testing services consist of AlloSure® Kidney, a donor-derived cell-free DNA (“dd-cfDNA”) solution for kidney transplant patients, AlloMap® Heart, a gene expression solution for heart transplant patients, AlloSure® Heart, a dd-cfDNA solution for heart transplant patients, and AlloSure® Lung, a dd-cfDNA solution for lung transplant patients. The Company has initiated several clinical studies to generate data on its existing and planned future testing services. In April 2020, the Company announced its first biopharma research partnership for AlloCell, a surveillance solution that monitors the level of engraftment and persistence of allogeneic cells for patients who have received cell therapy transplants. The Company also offers high-quality products that increase the chance of successful transplants by facilitating a better match between a donor and a recipient of stem cells and organs. The Company also provides digital solutions to transplant centers following the acquisitions of Ottr Complete Transplant Management (“Ottr”) and XynManagement, Inc. (“XynManagement”), as well as the acquisitions of TransChart LLC (“TransChart”), MedActionPlan.com, LLC (“MedActionPlan”) and The Transplant Pharmacy, LLC (“TTP”) in 2021, HLA Data Systems, LLC (“HLA Data Systems”) in January 2023 and MediGO, Inc. (“MediGO”) in July 2023. Testing Services AlloSure Kidney has been a covered service for Medicare beneficiaries since October 2017 through a Local Coverage Determination (“LCD”), first issued by Palmetto MolDX (“MolDX”), which was formed to identify and establish coverage and reimbursement for molecular diagnostics tests, and then adopted by Noridian Healthcare Solutions, the Company’s Medicare Administrative Contractor (“Noridian”). The Medicare reimbursement rate for AlloSure Kidney is currently $2,841. AlloMap Heart has been a covered service for Medicare beneficiaries since January 2006. The Medicare reimbursement rate for AlloMap Heart is currently $3,240. In October 2020, the Company received a final MolDX Medicare coverage decision for AlloSure Heart. In November 2020, Noridian issued a parallel coverage policy granting coverage for AlloSure Heart when used in conjunction with AlloMap Heart, which became effective in December 2020. In 2021, Palmetto and Noridian issued coverage policies written by MolDX to replace the former product-specific policies. The foundational LCD is titled “MolDX: Molecular Testing for Solid Organ Allograft Rejection” and the associated LCD numbers are L38568 (MolDX) and L38629 (Noridian). The Medicare reimbursement rate for AlloSure Heart is currently $2,753. Effective May 9, 2023, AlloSure Lung is covered for Medicare beneficiaries through the same MolDX LCD (Noridian L38629). The Medicare reimbursement rate for AlloSure Lung is $2,753. Effective April 1, 2023, HeartCare, a multimodality testing service that includes both AlloMap Heart and AlloSure Heart provided in a single patient encounter for heart transplant surveillance, is covered, subject to certain limitations, for Medicare beneficiaries through the same MolDX LCD (Noridian L38629). The Medicare reimbursement rate for HeartCare is $5,993. AlloSure Kidney has received positive coverage decisions from several commercial payers, and is reimbursed by other private payers on a case-by-case basis. AlloMap Heart has also received positive coverage decisions for reimbursement from many of the largest U.S. private payers. In May 2021 and March 2023, the Company purchased a minority investment of common stock in the biotechnology company Miromatrix Medical, Inc. (“Miromatrix”) for an aggregate amount of $5.1 million, and the investment is marked to market. Miromatrix works to eliminate the need for an organ transplant waiting list through the development of implantable engineered biological organs. In December 2023, Miromatrix was acquired by United Therapeutics Corporation. Clinical Studies In January 2018, the Company initiated the Kidney Allograft Outcomes AlloSure Kidney Registry study (“K-OAR”) to develop additional data on the clinical utility of AlloSure Kidney for surveillance of kidney transplant recipients. K-OAR is a multicenter, non-blinded, prospective observational cohort study which has enrolled more than 1,900 renal transplant patients who will receive AlloSure Kidney long-term surveillance. In September 2018, the Company initiated the Surveillance HeartCare™ Outcomes Registry (“SHORE”). SHORE is a prospective, multi-center, observational registry of patients receiving HeartCare for surveillance. HeartCare combines the gene expression profiling technology of AlloMap Heart with the dd-cfDNA analysis of AlloSure® Heart in one surveillance solution. In September 2019, the Company announced the commencement of the Outcomes of KidneyCare on Renal Allografts (“OKRA”) study, which is an extension of K-OAR. OKRA is a prospective, multi-center, observational, registry of patients receiving KidneyCare for surveillance. KidneyCare combines the dd-cfDNA analysis of AlloSure Kidney with the gene expression profiling technology of AlloMap Kidney and the predictive artificial intelligence technology of iBox for a multimodality surveillance solution. The Company has not yet made any applications to private payers for reimbursement coverage of AlloMap Kidney or KidneyCare. In December 2021, the Company initiated the ALAMO study. ALAMO is a multicenter observational study and focuses on surveillance in lung transplant recipients within the first post-transplant year. Beyond demonstrating the clinical validity of AlloSure in detecting Acute Lung Allograft Dysfunction, a composite outcome of acute rejection and clinically meaningful infections, the study explores its clinical utility by capturing clinician decision-making processes to further demonstrate the practical clinical application of AlloSure. In addition, the study will collect samples to enable development of AlloMap Lung. Products The Company’s suite of AlloSeq products are commercial next generation sequencing (“NGS”)-based kitted solutions. These products include: AlloSeq™ Tx, a high-resolution Human Leukocyte Antigen (“HLA”) typing solution, AlloSeq™ cfDNA, a surveillance solution designed to measure dd-cfDNA in blood to detect active rejection in transplant recipients, and AlloSeq™ HCT, a solution for chimerism testing for stem cell transplant recipients. The Company’s other HLA typing products include: Olerup SSP®, based on the sequence specific primer (“SSP”) technology; and QTYPE®, which uses real-time polymerase chain reaction (“PCR”) methodology, to perform HLA typing. In March 2021, the Company acquired certain assets of BFS Molecular S.R.L. (“BFS Molecular”), a software company focused on NGS-based patient testing solutions. BFS Molecular brings extensive software and algorithm development capabilities for NGS transplant surveillance products. Patient and Digital Solutions Following the acquisitions of both Ottr and XynManagement, the Company is a leading provider of transplant patient management software (“Ottr software”), as well as of transplant quality tracking and waitlist management solutions. Ottr software provides comprehensive solutions for transplant patient management and enables integration with electronic medical record (“EMR”) systems providing patient surveillance management tools and outcomes data to transplant centers. XynManagement provides two unique solutions, XynQAPI software (“XynQAPI”) and XynCare. XynQAPI simplifies transplant quality tracking and Scientific Registry of Transplant Recipients reporting. XynCare includes a team of transplant assistants who maintain regular contact with patients on the waitlist to help prepare for their transplant and maintain eligibility. In September 2020, the Company launched AlloCare, a mobile app that provides a patient-centric resource for transplant recipients to manage medication adherence, coordinate with Patient Care Managers for AlloSure scheduling and measure health metrics. In January 2021, the Company acquired TransChart. TransChart provides EMR software to hospitals throughout the U.S. to care for patients who have or may need an organ transplant. As part of the Company’s acquisition of TransChart in January 2021, the Company acquired TxAccess, a cloud-based service that allows nephrologists and dialysis centers to electronically submit referrals to transplant programs and closely follow and assist patients through the transplant waitlist process and, ultimately, through transplantation. In June 2021, the Company acquired the Transplant Hero patient application. The application helps patients manage their medications through alarms and interactive logging of medication events. Also in June 2021, the Company entered into a strategic agreement with OrganX, which was amended in April 2022, to develop clinical decision support tools across the transplant patient journey. Together, the Company and OrganX will develop advanced analytics that integrate AlloSure with large transplant databases to provide clinical data solutions. This partnership delivers the next level of innovation by incorporating a variety of clinical inputs to create a universal composite scoring system. The Company has agreed to potential future milestone payments. In November 2021, the Company acquired MedActionPlan, a New Jersey-based provider of medication safety, medication adherence and patient education. MedActionPlan is a leader in patient medication management for transplant patients and beyond. In December 2021, the Company acquired TTP, a transplant-focused pharmacy located in Mississippi. TTP provides individualized transplant pharmacy services for patients at multiple transplant centers located throughout the U.S. In January 2023, the Company acquired HLA Data Systems, a Texas-based company that provides software and interoperability solutions for the histocompatibility and immunogenetics community. HLA Data Systems is a leader in the laboratory information management industry for human leukocyte antigen laboratories. In July 2023, the Company acquired MediGO, an organ transplant supply chain and logistics company. MediGO provides access to donated organs by digitally transforming donation and transplantation workflows to increase organ utilization. Liquidity and Capital Resources The Company has incurred significant losses and negative cash flows from operations since its inception and had an accumulated deficit of $695.5 million at March 31, 2024. As of March 31, 2024, the Company had cash, cash equivalents and marketable securities of $215.9 million and no debt outstanding. Shelf Registration Statement On May 10, 2023, the Company filed a universal shelf registration statement (File No. 333-271814) (the “Registration Statement”), and thereafter filed post-effective amendments thereto and expects to file another post-effective amendment thereto on or about May 9, 2024. Upon its effectiveness, the Company can sell from time to time up to $250.0 million of shares of its common stock, preferred stock, debt securities, warrants, units or rights comprised of any combination of these securities, for the Company’s own account in one or more offerings under the Registration Statement. The terms of any offering under the Registration Statement will be established at the time of such offering and will be described in a prospectus supplement to the Registration Statement filed with the Securities and Exchange Commission (the “SEC”) prior to the completion of any such offering. Stock Repurchase Program On December 3, 2022, the Company’s Board of Directors approved a stock repurchase program (the “Repurchase Program”), whereby the Company may purchase up to $50 million of shares of its common stock over a period of up to two years, commencing on December 8, 2022. The Repurchase Program may be carried out at the discretion of a committee of the Company’s Board of Directors through open market purchases, one or more Rule 10b5-1 trading plans and block trades and in privately negotiated transactions. During the three months ended March 31, 2024, the Company purchased an aggregate of 55,500 shares of its common stock, under the Repurchase Program for an aggregate purchase price of $0.5 million. As of March 31, 2024, $21.4 million remained available for future share repurchases under the Repurchase Program.

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Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies and estimates used in the preparation of the unaudited condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2023, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 28, 2024. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”), and follow the requirements of the SEC for interim reporting. As permitted under those rules, certain notes and other financial information that are normally required by U.S. GAAP can be condensed or omitted. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments that are necessary for a fair statement of the Company’s financial information. The condensed consolidated balance sheet as of December 31, 2023 has been derived from audited consolidated financial statements as of that date but does not include all of the financial information required by U.S. GAAP for complete financial statements. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. Use of Estimates The preparation of unaudited condensed 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 assets and liabilities and the reported amounts of revenues and expenses in the unaudited condensed consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to transaction price estimates used for testing services revenue; standalone fair value of patient and digital solutions revenue performance obligations; accrued expenses for clinical studies; inventory valuation; the fair value of assets and liabilities acquired in a business combination or an asset acquisition (including identifiable intangible assets acquired); the fair value of contingent consideration recorded in connection with a business combination or an asset acquisition; the grant date fair value assumptions used to estimate stock-based compensation expense; income taxes; impairment of long-lived assets and indefinite-lived assets (including goodwill); and legal contingencies. Actual results could differ from those estimates. Concentrations of Credit Risk and Other Risks and Uncertainties For the three months ended March 31, 2024 and 2023, approximately 33% and 42%, respectively, of total revenue was derived from Medicare. As of March 31, 2024 and December 31, 2023, approximately 37% and 36%, respectively, of accounts receivable was due from Medicare. No other payer or customer represented more than 10% of accounts receivable at either March 31, 2024 or December 31, 2023. Marketable Securities The Company considers all highly liquid investments in securities with a maturity of greater than three months at the time of purchase to be marketable securities. As of March 31, 2024, the Company’s short-term marketable securities consisted of corporate debt securities with maturities of greater than three months but less than twelve months at the time of purchase, which were classified as current assets on the condensed consolidated balance sheet. The Company classifies its short-term marketable securities as held-to-maturity at the time of purchase and reevaluates such designation at each balance sheet date. The Company has the positive intent and ability to hold these marketable securities to maturity. Short-term marketable securities are carried at amortized cost and are adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income, net, on the condensed consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on short-term marketable securities are included in interest income, net. The cost of securities sold is determined using specific identification. The Company records its long-term marketable equity securities at fair market value. Unrealized gains and losses from the remeasurement of the long-term marketable equity securities to fair value are included in other expense, net, on the condensed consolidated statements of operations. Leases The Company determines if an arrangement is or contains a lease at contract inception. A right-of-use (“ROU”) asset, representing the underlying asset during the lease term, and a lease liability, representing the payment obligation arising from the lease, are recognized on the condensed consolidated balance sheet at lease commencement based on the present value of the payment obligation. For operating leases, expense is recognized on a straight-line basis over the lease term. For finance leases, interest expense on the lease liability is recognized using the effective interest method and amortization of the ROU asset is recognized on a straight-line basis over the shorter of the estimated useful life of the asset or the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with an initial term of 12 months or less. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its incremental borrowing rate. The incremental borrowing rate is determined by using the rate of interest that the Company would pay to borrow on a collateralized basis an amount equal to the lease payments for a similar term and in a similar economic environment. As of March 31, 2024, the Company’s leases had remaining terms of 0.17 years to 8.84 years, some of which include options to extend the lease term. Revenue The Company recognizes revenue from testing services, product sales and patient and digital solutions revenue in the amount that reflects the consideration that it expects to be entitled in exchange for goods or services as it transfers control to its customers. Revenue is recorded considering a five-step revenue recognition model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations and recognizing revenue when, or as, an entity satisfies a performance obligation. Testing Services Revenue AlloSure Kidney, AlloMap Heart, AlloSure Heart and AlloSure Lung patient tests are ordered by healthcare providers. The Company receives a test requisition form with payer information along with a collected patient blood sample. The Company considers the patient to be its customer and the test requisition form to be the contract. Testing services are performed in the Company’s laboratory. Testing services represent one performance obligation in a contract and which is satisfied at the point in time when results of the test are provided to the healthcare provider. The healthcare providers that order the tests and on whose behalf the Company provides testing services are generally not responsible for the payment of these services. The first and second revenue recognition criteria are satisfied when the Company receives a test requisition form with payer information from the healthcare provider. Generally, the Company bills third-party payers upon delivery of an AlloSure Kidney, AlloMap Heart, AlloSure Heart or AlloSure Lung test result to the healthcare provider. Amounts received may vary amongst payers based on coverage practices and policies of the payer. The Company has used the portfolio approach under ASC Topic 606, Revenue from Contracts with Customers, to identify financial classes of payers. Revenue recognized for Medicare and other contracted payers is based on the agreed current reimbursement rate per test, adjusted for historical collection trends where applicable. The Company estimates revenue for non-contracted payers and self-payers using transaction prices determined for each financial class of payers using history of reimbursements. This includes analysis of an average reimbursement per test and a percentage of tests reimbursed. These estimates require significant judgment. The Company monitors revenue estimates at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Changes in transaction price estimates are updated quarterly based on actual cash collected or changes made to contracted rates. In March and May 2023, MolDX issued a new billing article related to the LCD entitled Molecular Testing for Solid Organ Allograft Rejection. The billing article issued in May 2023 (the “Revised Billing Article”) and together with the billing article issued in March 2023 (the “Billing Articles”) impacted Medicare coverage for AlloSure Kidney, AlloSure Heart, AlloMap Heart and AlloSure Lung, and required certain companies, including the Company, to implement new processes to address the requirements related to Medicare claim submissions. Noridian adopted the Revised Billing Article on August 17, 2023, with a retroactive effective date of March 31, 2023. On August 10, 2023, MolDX and Noridian released a draft proposed revision to the LCD (DL38568, Palmetto; DL38629, Noridian) that, if adopted, would revise the existing foundational LCD, MolDX: Molecular Testing for Solid Organ Allograft Rejection (L38568 and L38629). On August 14, 2023, MolDX released a draft billing article (DA58019) to accompany the proposed draft LCD, which generally reflected the changes in coverage included in the Revised Billing Article. The comment period end date for this proposed LCD was September 23, 2023. The Company presented at public meetings regarding the proposed draft LCD held on September 18, 2023 and September 20, 2023, with MolDX and Noridian, respectively. The Company also submitted written comments on the proposed draft LCD. On February 29, 2024, MolDX and Noridian released a revised version of the Revised Billing Article. Product Revenue Product revenue is recognized from the sale of products to end-users, distributors and strategic partners when all revenue recognition criteria are satisfied. The Company generally has a contract or a purchase order from a customer with the specified required terms of order, including the number of products ordered. Transaction prices are determinable and products are delivered and the risk of loss is passed to the customer upon either shipping or delivery, as per the terms of the agreement. Patient and Digital Solutions Revenue Patient and digital solutions revenue is mainly derived from a combination of software as a service (“SaaS”) and perpetual software license agreements entered into with various transplant centers, which are the Company’s customers for this class of revenue. The main performance obligations in connection with the Company’s SaaS and perpetual software license agreements are the following: (i) implementation services and delivery of the perpetual software license, which are considered a single performance obligation, and (ii) post contract support. The Company allocates the transaction price to each performance obligation based on relative stand-alone selling prices of each distinct performance obligation. Digital revenue in connection with perpetual software license agreements is recognized over time based on the Company’s satisfaction of each distinct performance obligation in each agreement. Perpetual software license agreements typically require advance payments from customers upon the achievement of certain milestones. The Company records deferred revenue in relation to these agreements when cash payments are received or invoices are issued in advance of the Company’s performance, and generally recognizes revenue over the contractual term, as performance obligations are fulfilled. In addition, the Company derives patient and digital solutions revenue from software subscriptions and medication sales. The Company generally bills software subscription fees in advance. Revenue from software subscriptions is deferred and recognized ratably over the subscription term. The medication sales revenue is recognized based on the negotiated contract price with the governmental, commercial and non-commercial payers with any applicable patient co-pay. The Company recognizes revenue from medication sales when prescriptions are delivered. Recent Accounting Pronouncements There were no recently adopted accounting standards which would have a material effect on the Company’s condensed consolidated financial statements and accompanying disclosures, and no recently issued accounting standards that are expected to have a material impact on the Company’s condensed consolidated financial statements and accompanying disclosures. Effective in Future Periods In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses. All current annual disclosures about a reportable segment’s profit or loss and assets will also be required in interim periods. The new guidance also requires disclosure of the title and position of the Chief Operating Decision Maker (“CODM”) and explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The amendments set forth in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The amendments should be applied retrospectively to all prior periods presented in the financial statements. This ASU will be effective for the Company’s annual disclosures in fiscal year 2024 and interim-period disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 340): Improvements to Income Tax Disclosures, which requires annual disclosures in the rate reconciliation table to be presented using both percentages and reporting currency amounts, and this table must include disclosure of specific categories. Additional information will also be required for reconciling items that meet a quantitative threshold. The new guidance also requires enhanced disclosures of income taxes paid, including the amount of income taxes paid disaggregated by federal, state and foreign taxes and the amount of income taxes paid disaggregated by individual jurisdictions that exceed a quantitative threshold. The amendments should be applied on a prospective basis, but retrospective application is permitted. The amendments set forth in this ASU are effective for annual periods beginning after December 15, 2024 for public entities. This guidance will be effective for the Company’s annual disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.

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Net Loss Per Share	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Net Loss Per Share	NET LOSS PER SHARE Basic and diluted net loss per share have been computed by dividing the net loss by the weighted-average number of common shares outstanding during the period, without consideration of common share equivalents as their effect would have been antidilutive. The following tables set forth the computation of the Company’s basic and diluted net loss per share (in thousands, except shares and per share data): Three Months Ended March 31, 2024 2023 Numerator: Net loss used to compute basic and diluted net loss per share $ (16,659) $ (23,749) Denominator: Weighted-average shares used to compute basic and diluted net loss per share 51,692,358  53,643,216  Net loss per share: Basic and diluted $ (0.32) $ (0.44) The following potentially dilutive securities have been excluded from diluted net loss per share as of March 31, 2024 and 2023 because their effect would be antidilutive: Three Months Ended March 31, 2024 2023 Shares of common stock subject to outstanding options 2,974,042  3,248,696  Shares of common stock subject to outstanding common stock warrants —  3,132  Restricted stock units 7,244,901  4,096,014  Total common stock equivalents 10,218,943  7,347,842

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Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	FAIR VALUE MEASUREMENTS The Company records its financial assets and liabilities at fair value. 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. 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 1: Inputs that include quoted prices in active markets for identical assets and liabilities. •Level 2: Inputs other than Level 1 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. •Level 3: 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 following table sets forth the Company’s financial assets and liabilities, measured at fair value on a recurring basis, as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Fair Value Measured Using   (Level 1) (Level 2) (Level 3) Total Balance Assets         Cash equivalents: Money market funds $ 73,155  $ —  $ —  $ 73,155  Total $ 73,155  $ —  $ —  $ 73,155  Liabilities Short-term liabilities: Contingent consideration $ —  $ —  $ 6,050  $ 6,050  Long-term liabilities: Contingent consideration —  —  1,348  1,348  Total $ —  $ —  $ 7,398  $ 7,398  December 31, 2023   Fair Value Measured Using     (Level 1) (Level 2) (Level 3) Total Balance Assets         Cash equivalents: Money market funds $ 60,525  $ —  $ —  $ 60,525  Total $ 60,525  $ —  $ —  $ 60,525  Liabilities Short-term liabilities: Contingent consideration $ —  $ —  $ 5,469  $ 5,469  Long-term liabilities: Contingent consideration —  —  2,461  2,461  Total $ —  $ —  $ 7,930  $ 7,930  The following table presents the issuances, exercises, changes in fair value and reclassifications of the Company’s Level 3 financial instruments that are measured at fair value on a recurring basis (in thousands):   (Level 3) Contingent Consideration Balance as of December 31, 2023 $ 7,930  Change in estimated fair value of contingent consideration on business combination 319  Change in estimated fair value of contingent consideration on asset acquisition (226) Payments related to contingent consideration (625) Balance as of March 31, 2024 $ 7,398  During March 2023, the Company wrote off $1.0 million of its investment in convertible preferred shares of Cibiltech SAS (“Cibiltech”), which was carried at cost. Cibiltech’s operations have been liquidated. The fair value of this investment was based on Level 3 inputs. In July 2023, the Company entered into a Securities Holders’ Agreement (the “Agreement”) with a private entity based in France. The private entity was established to continue Cibiltech's activity, which consists of designing, developing, publishing, promoting, distributing, and marketing of software related to predictive solutions, monitoring and/or remote monitoring in the field of human organ allotransplantation, allografting, and chronic organ diseases. The private entity retained all assets of Cibiltech, including its licenses. Pursuant to the Agreement, the Company agreed to invest a certain amount in the private entity, in order to continue the commercialization of the iBox technology. The Company's investment is in the form of ordinary and Class B shares carried at cost. This investment is not considered material to the Company's condensed consolidated financial statements. In December 2023, Miromatrix was acquired by United Therapeutics Corporation. The Company tendered and sold all of its shares of Miromatrix to United Therapeutics Corporation in the transaction for $2.5 million. The Company recognized a $1.5 million gain from the disposal in Miromatrix and recorded as other income (expense), net at December 31, 2023. There was no outstanding investment with Miromatrix as of March 31, 2024. In determining fair value, the Company uses various valuation approaches within the fair value measurement framework. The valuation methodologies used for the Company’s instruments measured at fair value and their classification in the valuation hierarchy are summarized below: •Money market funds – Investments in money market funds are classified within Level 1. Money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. At March 31, 2024 and December 31, 2023, money market funds were included as cash and cash equivalents in the condensed consolidated balance sheets. •Contingent consideration – Contingent consideration is classified within Level 3. Contingent consideration relates to asset acquisitions and business combinations. The Company recorded the estimate of the fair value of the contingent consideration based on its evaluation of the probability of the achievement of the contractual conditions that would result in the payment of the contingent consideration. Contingent consideration was estimated using the fair value of the milestones to be paid if the contingency is met based on management’s estimate of the probability of success and projected revenues for revenue-based considerations at discounted rates ranging from 7% and 12% at March 31, 2024 and from 6% and 12% at December 31, 2023. The significant input in the Level 3 measurement that is not supported by market activity is the Company’s probability assessment of the achievement of the milestones. The value of the liability is subsequently remeasured to fair value at each reporting date, and the change in estimated fair value is recorded as income or expense within operating expenses in the condensed consolidated statements of operations until the milestones are paid, expire or are no longer achievable. Increases or decreases in the estimation of the probability percentage results in a directionally similar impact to the fair value measurement of the contingent consideration liability. The carrying amount of the contingent consideration liability represents its fair value.

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Cash and Marketable Securities	3 Months Ended
	Mar. 31, 2024
Cash and Cash Equivalents [Abstract]
Cash and Marketable Securities	CASH AND MARKETABLE SECURITIES Cash, Cash Equivalents and Restricted Cash A reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amount reported within the condensed consolidated statements of cash flows is shown in the table below (in thousands): March 31, 2024 March 31, 2023 Cash and cash equivalents $ 93,299  $ 74,660  Restricted cash 583  520  Total cash, cash equivalents and restricted cash at the end of the period $ 93,882  $ 75,180  Marketable Securities All short-term marketable securities were considered held-to-maturity at March 31, 2024. At March 31, 2024, some of the Company’s short-term marketable securities were in an unrealized loss position. The Company determined that it had the positive intent and ability to hold until maturity all short-term marketable securities that have been in a continuous loss position. The Company assesses whether the decline in value of short-term marketable securities is temporary or other-than-temporary. In making its assessment, the Company evaluates the current market and interest rate environment as well as specific issuer information. There was no recognition of any other-than-temporary impairment at March 31, 2024. All short-term marketable securities with unrealized losses as of the balance sheet date have been in a loss position for less than twelve months. Contractual maturities of the short-term marketable securities were within one year or less. The long-term marketable equity securities were recorded at fair market value with changes in the fair value recognized in earnings at March 31, 2024 and December 31, 2023. The long-term marketable debt securities were considered available-for-sale at March 31, 2024 and December 31, 2023. The contractual maturity of the long-term marketable debt securities are less than three years. The amortized cost, gross unrealized holding gains and fair value of the Company’s marketable securities by major security type at each balance sheet date are summarized in the tables below (in thousands): March 31, 2024 Amortized Cost Unrealized Holding Gains, Net Fair Value Short-term marketable securities: U.S. agency securities $ 79,603  $ 640  $ 80,243  Corporate debt securities 43,019  587  43,606  Total short-term marketable securities $ 122,622  $ 1,227  $ 123,849  December 31, 2023 Amortized Cost Unrealized Holding Gains, Net Fair Value Short-term marketable securities: U.S. agency securities $ 80,468  $ 2,038  $ 82,506  Corporate debt securities 72,753  711  73,464  Total short-term marketable securities $ 153,221  $ 2,749  $ 155,970

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Business Combinations And Asset Acquisition	3 Months Ended
	Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]
Business Combination And Asset Acquisitions	BUSINESS COMBINATIONS AND ASSET ACQUISITION Business Combinations HLA Data Systems In January 2023, the Company acquired HLA Data Systems, a Texas-based company that provides software and interoperability solutions for the histocompatibility and immunogenetics community. The Company acquired HLA Data Systems with a combination of cash consideration paid upfront and contingent consideration with a fair value of $1.3 million. The Company accounted for the transaction as a business combination using the acquisition method of accounting. Acquisition-related costs of $0.4 million associated with the acquisition were expensed as incurred, and classified as part of general and administrative expenses in the condensed consolidated statement of operations. Goodwill of $2.1 million arising from the acquisition primarily consists of synergies from integrating HLA Data Systems’ technology with the current testing and digital solutions offered by the Company. The acquisition of HLA Data Systems will provide a robust and comprehensive Laboratory Information Management System and support the laboratory workflows. None of the goodwill is expected to be deductible for income tax purposes. All of the goodwill has been assigned to the Company’s existing operating segment. The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands): Estimated Fair Value Estimated Useful Lives (Years) Customer relationships $ 3,010  13 Developed technology 770  11 Trademarks 320  17 Total $ 4,100  Customer relationships acquired by the Company represent the fair value of future projected revenue that is expected to be derived from sales of HLA Data Systems’ products to existing customers. The customer relationships’ fair value has been estimated utilizing a multi-period excess earnings method under the income approach, which reflects the present value of the projected cash flows that are expected to be generated by the customer relationships, less charges representing the contribution of other assets to those cash flows that use projected cash flows with and without the intangible asset in place. The economic useful life was determined based on the distribution of the present value of the cash flows attributable to the intangible asset. The acquired developed technology represents the fair value of HLA Data Systems’ proprietary software. The trademark acquired consists primarily of the HLA Data Systems brand and markings. The fair value of both the developed technology and the trademark were determined using the relief-from-royalty method under the income approach. This method considers the value of the asset to be the value of the royalty payments from which the Company is relieved due to its ownership of the asset. The royalty rates of 10% and 2% were used to estimate the fair value of the developed technology and the trademark, respectively. A discount rate of 24% was utilized in estimating the fair value of these three intangible assets. The pro forma impact of the HLA Data Systems acquisition is not material, and the results of operations of the acquisition has been included in the Company’s condensed consolidated statements of operations from the acquisition date. MediGO In July 2023, the Company acquired MediGO, an organ transplant supply chain and logistics company. MediGO provides access to donated organs by digitally transforming donation and transplantation workflows to increase organ utilization. The Company acquired MediGO with a combination of cash consideration paid upfront and contingent consideration with a fair value of $0.3 million. The Company accounted for the transaction as a business combination using the acquisition method of accounting. Acquisition-related costs of $0.3 million associated with the acquisition were expensed as incurred, and classified as part of general and administrative expenses in the condensed consolidated statement of operations. Goodwill of $0.6 million arising from the acquisition primarily consists of synergies from integrating MediGO’s technology with the current testing and digital solutions offered by the Company. The acquisition of MediGO will provide a comprehensive software platform that optimizes complex logistics from referral to recovery and during the critical movement of organs and teams and gives organ procurement organizations and transplant centers the ability to unify decentralized stakeholders, coordinate resources and make vital decisions with the goal of increasing organ utilization and improving equity and access to transplantation. None of the goodwill is expected to be deductible for income tax purposes. All of the goodwill has been assigned to the Company’s existing operating segment. The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands): Estimated Fair Value Estimated Useful Lives (Years) Customer relationships $ 810  17 Developed technology 850  12 Trademarks 360  17 Total $ 2,020  Customer relationships acquired by the Company represent the fair value of future projected revenue that is expected to be derived from sales of MediGO’s products to existing customers. The customer relationships’ fair value has been estimated utilizing a multi-period excess earnings method under the income approach, which reflects the present value of the projected cash flows that are expected to be generated by the customer relationships, less charges representing the contribution of other assets to those cash flows that use projected cash flows with and without the intangible asset in place. The economic useful life was determined based on the distribution of the present value of the cash flows attributable to the intangible asset. The acquired developed technology represents the fair value of MediGO’s proprietary software. The trademark acquired consists primarily of the MediGO brand and markings. The fair value of both the developed technology and the trademark were determined using the relief-from-royalty method under the income approach. This method considers the value of the asset to be the value of the royalty payments from which the Company is relieved due to its ownership of the asset. The royalty rates of 10% and 2% were used to estimate the fair value of the developed technology and the trademark, respectively. A discount rate of 25% was utilized in estimating the fair value of these three intangible assets. The pro forma impact of the MediGO acquisition is not material, and the results of operations of the acquisition have been included in the Company’s condensed consolidated statements of operations from the respective acquisition date. Combined Consideration Paid The following table summarizes the consideration paid for HLA Data Systems (final amount) and MediGO (provisional amount) of the assets acquired and liabilities assumed recognized at their estimated fair value at the acquisition date (in thousands): Total Consideration Cash $ 6,682  Total consideration $ 6,682  Recognized amounts of identifiable assets acquired and liabilities assumed Current assets $ 1,413  Identifiable intangible assets 6,120  Current liabilities (1,060) Other current liabilities (810) Contingent considerations (1,620) Other liabilities (7) Total identifiable net assets acquired 4,036  Goodwill 2,646  Total consideration $ 6,682  The allocation of the purchase price to assets acquired and liabilities assumed was based on the fair value of such assets and liabilities as of the acquisition date. Asset Acquisition Effective as of August 9, 2023, the Company purchased an asset from a private entity. The asset consists of a licensing agreement with a university institution. See also Note 9. The purchased asset did not meet the definition of a business under ASC Topic 805, Business Combinations, and therefore the Company accounted for the transaction as an asset acquisition. In an asset acquisition, goodwill is not recognized, but rather, any excess consideration transferred over the fair value of the net assets acquired is allocated on a relative fair value basis to the identifiable assets acquired. Acquisition costs relating to the asset acquired were $2.6 million, comprised of base consideration of $1.8 million, contingent consideration at fair value of $0.5 million and associated transaction costs of $0.3 million. There was only one asset acquired and the entire cost is assigned to the licensing agreement, which is recorded under Intangible assets, net, in the condensed consolidated balance sheets. The licensing agreement has an indefinite life and is presented in notes to the unaudited condensed consolidated financial statements under the intangible assets with indefinite lives category.

v3.24.1.u1

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	GOODWILL AND INTANGIBLE ASSETS Goodwill Goodwill is recorded when the purchase price of an acquisition exceeds the fair value of the net tangible and identified intangible assets acquired. Goodwill is tested annually for impairment at the reporting unit level during the fourth quarter or upon the occurrence of certain events or substantive changes in circumstances. There were no indicators of impairment in the three months ended March 31, 2024. The balance of the Company’s goodwill was $40.3 million as of March 31, 2024 and December 31, 2023. Intangible Assets The following table presents details of the Company’s intangible assets as of March 31, 2024 ($ in thousands): March 31, 2024 Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Carrying Amount Weighted Average Remaining Useful Life (In Years) Intangible assets with finite lives: Acquired and developed technology $ 37,367  $ (19,158) $ (2,459) $ 15,750  7.1 Customer relationships 25,718  (9,518) (2,213) 13,987  9.0 Commercialization rights 11,579  (4,812) —  6,767  5.3 Trademarks and tradenames 5,220  (1,809) (335) 3,076  9.2 Total intangible assets with finite lives 79,884  (35,297) (5,007) 39,580  Intangible assets with indefinite lives: Acquired in-process technology 1,250  —  —  1,250  Favorable license agreement 2,500  —  —  2,500  Total intangible assets with indefinite lives 3,750  —  —  3,750  Total intangible assets $ 83,634  $ (35,297) $ (5,007) $ 43,330  The following table presents details of the Company’s intangible assets as of December 31, 2023 ($ in thousands): December 31, 2023 Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Carrying Amount Weighted Average Remaining Useful Life (In Years) Intangible assets with finite lives: Acquired and developed technology $ 37,367  $ (18,340) $ (2,269) $ 16,758  7.2 Customer relationships 25,718  (9,094) (1,959) 14,665  9.2 Commercialization rights 11,579  (4,496) —  7,083  5.6 Trademarks and tradenames 5,220  (1,713) (288) 3,219  9.3 Total intangible assets with finite lives 79,884  (33,643) (4,516) 41,725  Intangible assets with indefinite lives: Acquired in-process technology 1,250  —  —  1,250  Favorable license agreement 2,726  —  —  2,726  Total intangible assets with indefinite lives 3,976  —  —  3,976  Total intangible assets $ 83,860  $ (33,643) $ (4,516) $ 45,701  Acquisition of Intangible Assets In January 2023 and July 2023, the Company acquired the intangible assets of HLA Data Systems and MediGO, respectively. The intangible assets are included in Acquired and developed technology, Customer relationships and Trademarks and tradenames as of March 31, 2024 and December 31, 2023. Amortization of Intangible Assets Intangible assets are carried at cost less accumulated amortization. Amortization expenses are recorded to cost of testing services, cost of product, cost of patient and digital solutions, and sales and marketing expenses in the condensed consolidated statements of operations. The following table summarizes the Company’s amortization expense of intangible assets (in thousands): Three Months Ended March 31, 2024 2023 Cost of testing services $ 329  $ 329  Cost of product 420  418  Cost of patient and digital solutions 271  248  Sales and marketing 633  595  Total $ 1,653  $ 1,590  The following table summarizes the Company’s estimated future amortization expense of intangible assets with finite lives as of March 31, 2024 (in thousands): Years Ending December 31, Cost of Testing Services Cost of Product Cost of Patient and Digital Solutions Sales and Marketing Total Remainder of 2024 $ 987  $ 1,237  $ 578  $ 1,885  $ 4,687  2025 1,316  1,649  681  2,513  6,159  2026 1,316  737  681  2,511  5,245  2027 1,316  737  681  2,497  5,231  2028 1,316  737  681  2,497  5,231  Thereafter 1,509  2,540  1,462  7,516  13,027  Total future amortization expense $ 7,760  $ 7,637  $ 4,764  $ 19,419  $ 39,580

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Balance Sheet Components	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Balance Sheet Components	BALANCE SHEET COMPONENTS Inventory Inventory consisted of the following (in thousands): March 31, 2024 December 31, 2023 Finished goods $ 4,376  $ 3,658  Work in progress 5,282  5,191  Raw materials 10,472  10,622  Total inventory $ 20,130  $ 19,471  Accrued and Other Liabilities Accrued and other liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Clinical studies $ 15,133  $ 15,744  Short-term lease liability 6,054  5,943  Contingent consideration 6,050  5,469  Professional fees 4,390  5,911  Deferred revenue 4,356  4,748  Laboratory processing fees and materials 2,933  2,890  Deferred payments for intangible assets 920  920  Travel and expenses 891  —  Accrued shipping expenses 510  335  Accrued royalty 197  348  License and other collaboration fees 88  250  Capital expenditures —  151  Other accrued expenses 4,148  2,788  Total accrued and other liabilities $ 45,670  $ 45,497

v3.24.1.u1

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Leases The Company leases its operating and office facilities for various terms under long-term, non-cancelable operating lease agreements in Brisbane, California; Columbus, Ohio; West Chester, Pennsylvania; Flowood, Mississippi; Gaithersburg, Maryland; Omaha, Nebraska; Fremantle, Australia; and Stockholm, Sweden.  The Company’s facility leases expire at various dates through 2033. In the normal course of business, it is expected that these leases will be renewed or replaced by leases on other properties. As of March 31, 2024, the carrying value of the ROU asset was $28.6 million. The related current and non-current liabilities as of March 31, 2024 were $6.1 million and $26.9 million, respectively. The current and non-current lease liabilities are included in accrued and other current liabilities and operating lease liability, less current portion, respectively, in the condensed consolidated balance sheets. The following table summarizes the lease cost for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Operating lease cost $ 1,971  $ 1,983  Total lease cost $ 1,971  $ 1,983  March 31, 2024 December 31, 2023 Other information: Weighted-average remaining lease term - Operating leases (in years) 5.21 5.43 Weighted-average discount rate - Operating leases (%) 7.1  % 7.1  % Maturities of operating lease liabilities as of March 31, 2024 are as follows (in thousands): Years Ending December 31, Operating Leases Remainder of 2024 $ 6,065  2025 7,922  2026 7,163  2027 7,274  2028 6,599  Thereafter 4,116  Total lease payments 39,139  Less imputed interest 6,192  Present value of future minimum lease payments 32,947  Less operating lease liability, current portion 6,054  Operating lease liability, long-term portion $ 26,893  Effective March 2024, the Company entered into a sublease agreement with a sub-lessee (a third-party) for office space with a six-year term, commencing on May 1, 2024, for a total of $2.6 million base rent for the duration of the contract. The following table summarizes the supplemental cash flow information related to leases for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 1,361  $ 1,333  Royalty Commitments The Board of Trustees of the Leland Stanford Junior University (“Stanford”) In June 2014, the Company entered into a license agreement with Stanford (the “Stanford License”), which granted the Company an exclusive license to a patent relating to the diagnosis of rejection in organ transplant recipients using dd-cfDNA. Under the terms of the Stanford License, the Company is required to pay an annual license maintenance fee, six milestone payments and royalties in the low single digits of net sales of products incorporating the licensed technology. In March 2023, the Stanford License agreement was amended, which reduced the maximum royalty rate to a lower rate at which the Company may be liable to Stanford effective from April 2022 and also provided that the Company would seek a review from the U.S. Supreme Court (the “Review”). During the pendency of the Review, certain of the Company’s licensing payment and reporting obligations to Stanford with respect to licensed products sold in the U.S. were suspended. As a result, the Company reversed the excess liability in March 2023. In May 2023, the Company submitted a petition of certiorari to the U.S. Supreme Court for consideration of the patent infringement suit and in October 2023, the U.S. Supreme Court declined to hear this patent infringement suit. As the Review is complete and the Company's petition for review was denied, the Stanford License automatically terminated, and in December 2023, the Company paid Stanford certain past royalties at a reduced rate that were previously suspended within 90 days of the termination. There was no outstanding obligation with Stanford as of March 31, 2024. Illumina On May 4, 2018, the Company entered into a license agreement with Illumina, Inc. (the “Illumina Agreement”). The Illumina Agreement requires the Company to pay royalties in the mid-single to low-double digits on sales of products covered by the Illumina Agreement. Other Royalty Commitment Effective as of August 2023, the Company entered into a license agreement with a university institution (the "University Agreement"). The University Agreement requires the Company to pay royalties in the low single digits on sales of products covered by the University Agreement. Other Commitments Pursuant to the Illumina Agreement, the Company has agreed to minimum purchase commitments of finished products and raw materials from Illumina, Inc. Effective as of July 2023, the Company entered into a license and collaboration agreement with a private entity pursuant to which the Company was granted an irrevocable, non-transferable right to commercialize its proprietary software, iBox, for the predictive analysis of post-transplantation kidney allograft loss in the field of transplantation for a period of four years with exclusive rights in the United States. The Company will share an agreed-upon percentage of revenue with the private entity, if and when revenues are generated from iBox. Litigation and Indemnification Obligations In response to the Company’s false advertising suit filed against Natera Inc. (“Natera”) on April 10, 2019, Natera filed a counterclaim against the Company on February 18, 2020, in the U.S. District Court for the District of Delaware (the “Court”) alleging the Company made false and misleading claims about the performance capabilities of AlloSure. The suit seeks injunctive relief and unspecified monetary relief. On September 30, 2020, Natera requested leave of Court to amend its counterclaims to include additional allegations regarding purportedly false claims the Company made with respect to AlloSure, and the Court granted Natera’s request. The trial commenced on March 7, 2022 and concluded on March 14, 2022, with the jury finding that Natera violated the Lanham Act by falsely advertising the scientific performance of its Prospera transplant test and awarding the Company $44.9 million in damages, comprised of $21.2 million in compensatory damages and $23.7 million in punitive damages. In July 2023, the Court upheld and reaffirmed the March 2022 jury verdict but did not uphold the monetary damages awarded by the jury, which the Company intends to appeal. In August 2023, the Court issued an injunction prohibiting Natera from making the claims the jury previously found to be false advertising. The case is now on appeal. On July 19, 2022, the U.S. Court of Appeals for the Federal Circuit affirmed the Court’s judgment dismissing the Company’s patent infringement suit against Natera. In May 2023, the Company submitted a petition of certiorari to the U.S. Supreme Court for consideration of the patent infringement suit and in October 2023, the U.S. Supreme Court declined to hear the suit. In addition, Natera filed suit against the Company on January 13, 2020, in the Court alleging, among other things, that AlloSure infringes Natera’s U.S. Patent 10,526,658. This case was consolidated with the Company’s patent infringement suit on February 4, 2020. On March 25, 2020, Natera filed an amendment to the suit alleging, among other things, that AlloSure also infringes Natera’s U.S. Patent 10,597,724. The suit seeks a judgment that the Company has infringed Natera’s patents, an order preliminarily and permanently enjoining the Company from any further infringement of such patents and unspecified damages. On May 13, 2022, Natera filed two new complaints alleging that AlloSure infringes Natera’s U.S. Patents 10,655,180 and 11,111,544. These two cases were consolidated with the patent infringement case on June 15, 2022. On May 17, 2022, Natera agreed to dismiss the case alleging infringement of Natera’s U.S. Patent 10,526,658. On July 6, 2022, the Company moved to dismiss the rest of Natera’s claims. On September 6, 2022, the Company withdrew its motion to dismiss. On December 11, 2023, the Court dismissed the case alleging infringement of Natera's U.S. Patent 10,597,724. Natera appealed that decision. On March 13, 2024, the Federal Circuit dismissed Natera's appeal after Natera failed to file its brief and other required papers. On January 26, 2024, following a five-day trial, a jury concluded that the Company did not infringe Natera's U.S. Patent 10,655,180 but did infringe Natera's U.S. Patent 11,111,544. The jury awarded Natera approximately $96.3 million in damages based on sales of AlloSure and AlloSeq between September 2021 and August 2023. Natera's U.S. Patent 11,111,544 expires in September 2026. The Company anticipates continued litigation as to whether its current AlloSure process infringes the patent. Natera may also move for injunctive relief. The Company is seeking judicial review of the verdict. The Company intends to contest any potential claims of ongoing infringement and any motion for injunctive relief. Natera is also seeking judicial review of the jury’s finding that CareDx did not infringe Natera's U.S. Patent 10,655,180. The Company intends to defend these matters vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suits, but there is no guarantee that the Company will prevail. The Company recognized the damages of $96.3 million as other liabilities on the consolidated balance sheets as of March 31, 2024 and December 31, 2023. United States Department of Justice and United States Securities and Exchange Commission Investigations As previously disclosed, in 2021, the Company received a civil investigative demand (“CID”) from the United States Department of Justice (“DOJ”) requesting that the Company produce certain documents in connection with a False Claims Act investigation being conducted by the DOJ regarding certain business practices related to the Company’s kidney testing and phlebotomy services, and a subpoena from the United States Securities and Exchange Commission (the “SEC”) in relation to an investigation by the SEC in respect of matters similar to those identified in the CID, as well as certain of the Company’s accounting and public reporting practices. By letter dated September 19, 2023, the Company was notified by the staff of the SEC that the SEC has concluded its investigation as to the Company and does not intend to recommend an enforcement action by the SEC against the Company. The notice was provided under the guidelines set out in the final paragraph of Securities Act Release No. 5310. The Company may receive additional requests for information from the DOJ, the SEC, or other regulatory and governmental agencies regarding similar or related subject matters. The Company does not believe that the CID raises any issues regarding the safety or efficacy of any of the Company’s products or services and is cooperating fully with the DOJ investigation. Although the Company remains committed to compliance with all applicable laws and regulations, it cannot predict the outcome of the DOJ investigation or any other requests or investigations that may arise in the future regarding these or other subject matters. From time to time, the Company may become involved in litigation and other legal actions. The Company estimates the range of liability related to any pending litigation where the amount and range of loss can be estimated. The Company records its best estimate of a loss when the loss is considered probable. Where a liability is probable and there is a range of estimated loss with no best estimate in the range, the Company records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the condensed consolidated financial statements indicates that it is probable that a liability had been incurred at the date of the condensed consolidated financial statements, and (ii) the range of loss can be reasonably estimated. Olymbios Matter On April 15, 2022, a complaint was filed by Michael Olymbios against the Company in the Superior Court of the State of California for the County of San Mateo (the “San Mateo County Court”). The complaint alleged that the Company failed to pay certain fees and costs required to continue an arbitration proceeding against Dr. Olymbios, and that the Company has defamed Dr. Olymbios. Dr. Olymbios also sought to void restrictive covenants previously agreed to by him in favor of the Company and to recover damages purportedly incurred by Dr. Olymbios. The Company filed a motion to compel arbitration and dismiss the case. On April 25, 2022, the San Mateo County Court granted the Company’s ex parte application to stay the case and advance the hearing date to June 10, 2022 for the motion to compel arbitration and dismiss. At the June 10, 2022 hearing, the San Mateo County Court found that the decision should be made by the arbitrator, and stayed the case. On July 19, 2022, Dr. Olymbios filed a motion to withdraw from arbitration before Judicial Arbitration and Mediation Services, Inc., which was denied on August 18, 2022. Both the arbitration and the San Mateo County Court matter were settled in the fourth quarter of 2023 and have been resolved. Securities Class Action On May 23, 2022, Plumbers & Pipefitters Local Union #295 Pension Fund filed a federal securities class action in the U.S. District Court for the Northern District of California against the Company, Reginald Seeto, its former President, Chief Executive Officer and member of the Company’s Board of Directors, Ankur Dhingra, its former Chief Financial Officer, Marcel Konrad, its former interim Chief Financial Officer and former Senior Vice President of Finance & Accounting, and Peter Maag, its former President, former Chief Executive Officer, former Chairman of the Company’s Board of Directors and current member of the Company’s Board of Directors. The action alleges that the Company and the individual defendants made materially false and/or misleading statements and/or omissions and that such statements violated Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 10b-5 promulgated thereunder. The action also alleges that the individual defendants are liable pursuant to Section 20(a) of the Exchange Act as controlling persons of the Company. The suit seeks to recover damages caused by the alleged violations of federal securities laws, along with the plaintiffs’ costs incurred in the lawsuit, including their reasonable attorneys’ and experts’ witness fees and other costs. On August 25, 2022, the court appointed an investor group led by the Oklahoma Police Pension and Retirement System as lead plaintiffs and appointed Saxena White P.A. and Robbins Geller Rudman & Dowd LLP as lead counsels. Plaintiffs filed an amended complaint on November 28, 2022. On January 27, 2023, defendants moved to dismiss all claims and to strike certain allegations in the amended complaint. On May 24, 2023, the court granted the Company’s motion to strike and motion to dismiss, dismissing all claims against defendants with leave to amend. On June 28, 2023, plaintiffs filed a second amended complaint against the Company, Reginald Seeto, Ankur Dhingra, and Peter Maag. Under a briefing schedule ordered by the court on June 12, 2023, defendants’ motion to dismiss and motion to strike the second amended complaint was filed on July 26, 2023, plaintiffs’ opposition was filed on August 30, 2023, and defendants’ reply was filed on September 22, 2023. The court held oral argument on October 31, 2023. The Company intends to defend itself vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suit, but there is no guarantee that the Company will prevail. The Company has not recorded any liabilities for this suit. Derivative Actions On September 21, 2022, Jeffrey Edelman brought a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Drs. Seeto and Maag and Mr. Dhingra, and other current and former members of the Company’s Board of Directors (the “Edelman Derivative Action”). The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, waste of corporate assets, unjust enrichment and violations of Sections 14(a) and 20(a) of the Exchange Act. The action alleges that the individual defendants are liable pursuant to Section 20(a) of the Exchange Act as controlling persons of the Company. The suit seeks a declaration that the individual defendants breached their fiduciary duties to the Company, violated Sections 14(a) and 20(a) of the Exchange Act and were unjustly enriched, and also seeks to recover damages sustained by the Company as a result of the alleged violations, along with the plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’ and experts’ fees, costs and expenses. On December 8, 2022, the court stayed the Edelman Derivative Action until 20 days after the earlier of the following events: (a) the securities class action is dismissed in its entirety with prejudice; (b) the motion to dismiss in the securities class action is denied; (c) a joint request by plaintiff and defendants to lift the stay; (d) notification that a related derivative action that has been filed is not stayed or is no longer stayed; or (e) notification that there has been a settlement reached in the securities class action or any related derivative action. On February 7, 2023, Jaysen Stevenson brought a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Drs. Seeto and Maag and Mr. Dhingra and other current and former members of the Company’s Board of Directors (the “Stevenson Derivative Action”). The claims and allegations in the Stevenson Derivative Action are substantially similar to those in the Edelman Derivative Action. The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, waste of corporate assets, unjust enrichment and violations of Sections 14(a) and 20(a) of the Exchange Act. The suit seeks declaratory relief and to recover alleged damages sustained by the Company as a result of the alleged violations, along with the plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’ and experts’ fees, costs and expenses. On March 9, 2023, the court consolidated the Edelman Derivative Action and the Stevenson Derivative Action and stayed both actions pursuant to the terms of the stay order in the Edelman Derivative Action. On February 8, 2024, Christian Jacobsen filed a stockholder derivative action complaint in the U.S. District Court for the Northern District of California against the Company as nominal defendant and Dr. Seeto, Mr. Dhingra, Dr. Maag, and other current and former members of the Company's Board of Directors (the “Jacobsen Derivative Action”). The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company, violated Section 14(a) of the Exchange Act, are liable for contribution under Sections 10(b) and 21(D) of the Exchange Act, engaged in unjust enrichment, waste of corporate assets, aiding and abetting, insider trading, and misappropriation of information, and/or are liable for indemnification. The suit seeks declaratory relief, disgorgement, and to recover alleged damages sustained by the Company as a result of the alleged violations, along with plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’, accountants’, and experts’ fees, costs, and expenses. On March 20, 2024, the court determined that the Jacobsen Derivative Action is related to the consolidated derivative action. On March 19, 2024, the parties to the Jacobsen Derivative Action and the consolidated derivative action filed a stipulation and proposed order consolidating the Jacobsen Derivative Action with the consolidated derivative action and staying the Jacobsen Derivative action pursuant to the terms of the stay order in the Edelman Derivative Action. On April 23, 2024, the court entered an order consolidating the Jacobsen Derivative Action with the consolidated derivative action. The order provides that all previous orders in the consolidated derivative action shall apply to the Jacobsen Derivative Action. On March 20, 2024, Edward W. Burns IRA filed a stockholder derivative action complaint in the Court of Chancery of the State of Delaware against us as nominal defendant and Dr. Seeto, Mr. Dhingra, Dr. Maag, and other current and former members of our Board of Directors (the “Burns Derivative Action”). Prior to filing the complaint, the Company produced documents to the plaintiff in response to a books and records inspection demand made pursuant to Section 220 of the Delaware General Corporation Law. The plaintiff purports to incorporate those documents in the complaint. The plaintiff alleges that the individual defendants breached their fiduciary duties as directors and/or officers of the Company and engaged in insider trading, unjust enrichment, waste of corporate assets, and aiding and abetting breaches of fiduciary duty. The suit seeks declaratory relief, recovery of alleged damages sustained by the Company as a result of the alleged violations, equitable relief, restitution, and plaintiff’s costs incurred in the lawsuit, including reasonable attorneys’, accountants’, and experts’ fees, costs, and expenses. On April 11, 2024, the court entered an order staying the Burns Derivative Action pursuant to a stipulation filed by the parties. On May 2, 2024, the court in the consolidated derivative action ordered that the stay of the consolidated derivative action will be lifted as of May 16, 2024. The Company intends to defend itself vigorously, and believes that the Company has good and substantial defenses to the claims alleged in the suits, but there are no guarantees that the Company will prevail. Insurance Matter In December 2022, the Company filed a lawsuit against its directors and officers liability insurance carriers in San Mateo County Superior Court. The Company seeks a declaration that costs and fees incurred by the Company in responding to governmental investigatory requests are covered under its policies. The Company also asserts breach of contract against its primary insurer Great American Insurance Company for denying the claim. The policies provide up to $15 million in coverage limits. The Company intends to vigorously pursue its claims, and believes it has good and substantial support for its claims, but there is no guarantee that the Company will prevail in these claims. The parties have completed briefing on the Company’s entitlement to coverage under the policies and are awaiting a decision from the Court.

v3.24.1.u1

401(K) Plan	3 Months Ended
	Mar. 31, 2024
Retirement Benefits [Abstract]
401(K) Plan	401(K) PLANThe Company sponsors a 401(k) defined contribution plan (the “401(k) Plan”) covering all U.S. employees under the Internal Revenue Code of 1986, as amended. Employee contributions to the 401(k) Plan are voluntary and are determined on an individual basis subject to the maximum allowable under federal tax regulations. The Company incurred expenses related to contributions to the 401(k) Plan of $1.6 million and $0.7 million for the three months ended March 31, 2024 and 2023, respectively.

v3.24.1.u1

Warrants	3 Months Ended
	Mar. 31, 2024
Warrants and Rights Note Disclosure [Abstract]
Warrants	WARRANTS The Company issues common stock warrants in connection with debt or equity financings to lenders, placement agents and investors. Issued warrants are considered standalone financial instruments and the terms of each warrant are analyzed for equity or liability classification in accordance with U.S. GAAP. Warrants that are classified as liabilities usually have various features that would require net-cash settlement by the Company. Warrants that are not liabilities, derivatives and/or meet the exception criteria are classified as equity. Warrants liabilities are remeasured at fair value at each period end with changes in fair value recorded in the condensed consolidated statements of operations until expired or exercised. Warrants that are classified as equity are valued at their relative fair value on the date of issuance, recorded in additional paid-in capital and not remeasured. As of March 31, 2024 and December 31, 2023, no warrants to purchase common stock were outstanding.

v3.24.1.u1

Stock Incentive Plans	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Stock Incentive Plans	STOCK INCENTIVE PLANS Stock Options and Restricted Stock Units (“RSU”) The following table summarizes option and RSU activity under the Company’s 2014 Equity Incentive Plan, 2016 Inducement Equity Incentive Plan and 2019 Inducement Equity Incentive Plan, and related information: Shares Available for Grant Stock Options Outstanding Weighted- Average Exercise Price Number of RSU Shares Weighted- Average Grant Date Fair Value Balance—December 31, 2023 869,111  3,055,208  $ 25.21  5,006,775  $ 19.02  Additional shares authorized 2,060,135  —  —  —  —  Common stock awards for services (6,813) —  —  —  —  RSUs granted (2,716,211) —  —  2,716,211  9.36  RSUs vested —  —  —  (319,737) 27.50  Options granted —  —  —  —  —  Options exercised —  (1,501) 5.63  —  —  Repurchase of common stock under employee incentive plans 65,601  —  —  —  —  RSUs forfeited 158,348  —  —  (158,348) 18.56  Options forfeited 13,190  (13,190) 28.32  —  —  Options expired 66,475  (66,475) 30.46  —  —  Balance—March 31, 2024 509,836  2,974,042  $ 25.08  7,244,901  $ 15.17  The total intrinsic value of options exercised was less than $0.1 million for each of the three months ended March 31, 2024 and 2023. As of March 31, 2024, the total intrinsic value of outstanding RSUs was approximately $78.5 million and there were $63.9 million of unrecognized compensation costs related to RSUs, which are expected to be recognized over a weighted-average period of 2.28 years. The Company granted performance restricted stock units ("PSUs"), included in RSUs, under the 2014 Plan. The PSUs granted to employees consist of financial and operational metrics to be met over a performance period of 2 years. The number of shares outstanding was 412,843 and 472,116 as of March 31, 2024 and 2023, respectively. The weighted-average remaining recognition period was 0.84 years and 1.74 years for the three months ended March 31, 2024 and 2023, respectively. Options outstanding that have vested and are expected to vest at March 31, 2024 are as follows: Number of Shares Issued (In thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In thousands) Vested 1,982  $ 25.24  6.53 $ 1,483  Expected to vest 921  24.58  8.38 172  Total 2,903  $ 1,655  The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the fair value of the Company’s common stock at March 31, 2024 for stock options that were in-the-money. The total fair value of options that vested during the three months ended March 31, 2024 was $3.7 million. As of March 31, 2024, there were approximately $14.7 million of unrecognized compensation costs related to stock options, which are expected to be recognized over a weighted-average period of 2.11 years. 2014 Employee Stock Purchase Plan The Company has an Employee Stock Purchase Plan (the “ESPP”), under which employees can purchase shares of its common stock based on a percentage of their compensation, but not greater than 15% of their respective earnings; provided, however, an eligible employee’s right to purchase shares of the Company’s common stock may not accrue at a rate which exceeds $25,000 of the fair market value of such shares for each calendar year in which such rights are outstanding. The ESPP has consecutive offering periods of approximately six months in length. The purchase price per share must be equal to the lower of 85% of the fair value of the common stock on the first day of the offering period or on the exercise date. During the offering period in 2023 that ended on December 31, 2023, 73,759 shares were purchased pursuant to the ESPP for aggregate proceeds of $0.5 million from the issuance of such shares, which occurred on January 2, 2024.  Valuation Assumptions The estimated fair values of employee stock options and ESPP shares were estimated using the Black-Scholes option pricing model based on the following weighted average assumptions: Three Months Ended March 31, 2024 2023 Employee stock options Expected term (in years) N/A 6.0 Expected volatility N/A 78.63% Risk-free interest rate N/A 3.46% Expected dividend yield N/A —% Employee stock purchase plan Expected term (in years) 0.5 0.5 Expected volatility 75.91% 77.88% Risk-free interest rate 5.38% 4.94% Expected dividend yield —% —% Risk-free Interest Rate: The Company based the risk-free interest rate over the expected term of the award based on the constant maturity rate of U.S. Treasury securities with similar maturities as of the date of grant. Volatility: The Company used an average historical stock price volatility of its own stock. Expected Term: The expected term represents the period for which the Company’s stock-based compensation awards are expected to be outstanding and is based on analyzing the vesting and contractual terms of the awards and the holders’ historical exercise patterns and termination behavior. Expected Dividends: The Company has not paid and does not anticipate paying any dividends in the near future. Stock-Based Compensation Expense The following table summarizes stock-based compensation expense relating to employee and non-employee stock-based awards for the three months ended March 31, 2024 and 2023, included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2024 2023 Cost of testing services $ 457  $ 479  Cost of product 317  360  Cost of patient and digital solutions 372  402  Research and development 1,760  1,962  Sales and marketing 3,044  3,737  General and administrative 7,394  6,814  Total $ 13,344  $ 13,754  No tax benefit was recognized related to stock-based compensation expense since the Company has never reported taxable income and has established a full valuation allowance to offset all of the potential tax benefits associated with its deferred tax assets. In addition, no amounts of stock-based compensation expense were capitalized for the periods presented.

v3.24.1.u1

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	INCOME TAXES The Company's effective tax rate may vary from the U.S. federal statutory tax rate due to a change in valuation allowance, change in the mix of earnings in tax jurisdictions with different statutory rates, benefits related to tax credits, and the tax impact of non-deductible expenses and other permanent differences between income before income taxes and taxable income. For the three months ended March 31, 2024 and 2023, the Company recorded an income tax benefit of $0.1 million and an income tax expense of $0.1 million, respectively. The Company assesses the realizability of its net deferred tax assets by evaluating all available evidence, both positive and negative, including (i) cumulative results of operations in recent years, (ii) sources of recent losses, (iii) estimates of future taxable income, and (iv) the length of net operating loss carryforward periods. The Company believes that based on the history of its U.S. losses and other factors, the weight of available evidence indicates that it is more likely than not that it will not be able to realize its U.S. consolidated net deferred tax assets. The Company has also placed a valuation allowance on the net deferred tax assets of its Sweden operations. Accordingly, the U.S. and Sweden net deferred tax assets have been offset by a full valuation allowance

v3.24.1.u1

Segment Reporting	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
Segment Reporting	SEGMENT REPORTING Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the Company’s Chief Operating Decision Maker (“CODM”), or decision making group, whose function is to allocate resources to and assess the performance of the operating segments. The Company has identified its Chief Executive Officer as the CODM. In determining its reportable segments, the Company considered the markets and types of customers served and the products or services provided in those markets. The Company operates in a single reportable segment. Revenues by geographic regions are based upon the customers’ ship-to address for product revenue and the region of testing for testing services revenue. The following table summarizes reportable revenues by geographic regions (in thousands): Three Months Ended March 31, 2024 2023 Testing services revenue United States $ 53,650  $ 61,647  Rest of World 187  137  $ 53,837  $ 61,784  Product revenue United States $ 5,276  $ 3,727  Europe 2,282  2,461  Rest of World 1,036  673  $ 8,594  $ 6,861  Patient and digital solutions revenue United States $ 9,584  $ 8,506  Europe 27  84  Rest of World 7  27  $ 9,618  $ 8,617  Total United States $ 68,510  $ 73,880  Total Europe $ 2,309  $ 2,545  Total Rest of World $ 1,230  $ 837  Total $ 72,049  $ 77,262  The following table summarizes long-lived assets, consisting of property and equipment, net, by geographic regions (in thousands): March 31, 2024 December 31, 2023 Long-lived assets: United States $ 33,944  $ 34,714  Europe 416  476  Rest of World 51  56  Total $ 34,411  $ 35,246

v3.24.1.u1

Restructuring	3 Months Ended
	Mar. 31, 2024
Restructuring and Related Activities [Abstract]
Restructuring	RESTRUCTURING In January 2023, the Company announced a restructuring plan that is intended to optimize costs and simplify its organizational and corporate structure. The restructuring plan includes the discontinuation of operations at one of its two locations in Fremantle, Australia. The Company expects to complete the closure of the affected location in June 2024. The Company incurred immaterial restructuring charges for the three months ended March 31, 2024. In May and December 2023, the Company announced a reduction of its workforce to simplify and streamline its organization and strengthen the overall effectiveness of its operations. The restructuring charges are primarily related to employee severance pay and related costs. As a result of this plan, the Company incurred $2.2 million in restructuring charges for the year ended December 31, 2023. The Company did not incur any restructuring charges related to this plan in the three months ended March 31, 2024.

v3.24.1.u1

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net loss	$ (16,659)	$ (23,749)

v3.24.1.u1

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

v3.24.1.u1

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Liquidity and Capital Resources	Liquidity and Capital Resources The Company has incurred significant losses and negative cash flows from operations since its inception and had an accumulated deficit of $695.5 million at March 31, 2024. As of March 31, 2024, the Company had cash, cash equivalents and marketable securities of $215.9 million and no debt outstanding.
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”), and follow the requirements of the SEC for interim reporting. As permitted under those rules, certain notes and other financial information that are normally required by U.S. GAAP can be condensed or omitted. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments that are necessary for a fair statement of the Company’s financial information. The condensed consolidated balance sheet as of December 31, 2023 has been derived from audited consolidated financial statements as of that date but does not include all of the financial information required by U.S. GAAP for complete financial statements. Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.
Use of Estimates	Use of Estimates The preparation of unaudited condensed 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 assets and liabilities and the reported amounts of revenues and expenses in the unaudited condensed consolidated financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates, including those related to transaction price estimates used for testing services revenue; standalone fair value of patient and digital solutions revenue performance obligations; accrued expenses for clinical studies; inventory valuation; the fair value of assets and liabilities acquired in a business combination or an asset acquisition (including identifiable intangible assets acquired); the fair value of contingent consideration recorded in connection with a business combination or an asset acquisition; the grant date fair value assumptions used to estimate stock-based compensation expense; income taxes; impairment of long-lived assets and indefinite-lived assets (including goodwill); and legal contingencies. Actual results could differ from those estimates.
Concentrations of Credit Risk and Other Risks and Uncertainties	Concentrations of Credit Risk and Other Risks and Uncertainties For the three months ended March 31, 2024 and 2023, approximately 33% and 42%, respectively, of total revenue was derived from Medicare. As of March 31, 2024 and December 31, 2023, approximately 37% and 36%, respectively, of accounts receivable was due from Medicare. No other payer or customer represented more than 10% of accounts receivable at either March 31, 2024 or December 31, 2023.
Marketable Securities	Marketable Securities The Company considers all highly liquid investments in securities with a maturity of greater than three months at the time of purchase to be marketable securities. As of March 31, 2024, the Company’s short-term marketable securities consisted of corporate debt securities with maturities of greater than three months but less than twelve months at the time of purchase, which were classified as current assets on the condensed consolidated balance sheet. The Company classifies its short-term marketable securities as held-to-maturity at the time of purchase and reevaluates such designation at each balance sheet date. The Company has the positive intent and ability to hold these marketable securities to maturity. Short-term marketable securities are carried at amortized cost and are adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income, net, on the condensed consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on short-term marketable securities are included in interest income, net. The cost of securities sold is determined using specific identification. The Company records its long-term marketable equity securities at fair market value. Unrealized gains and losses from the remeasurement of the long-term marketable equity securities to fair value are included in other expense, net, on the condensed consolidated statements of operations.
Leases	Leases The Company determines if an arrangement is or contains a lease at contract inception. A right-of-use (“ROU”) asset, representing the underlying asset during the lease term, and a lease liability, representing the payment obligation arising from the lease, are recognized on the condensed consolidated balance sheet at lease commencement based on the present value of the payment obligation. For operating leases, expense is recognized on a straight-line basis over the lease term. For finance leases, interest expense on the lease liability is recognized using the effective interest method and amortization of the ROU asset is recognized on a straight-line basis over the shorter of the estimated useful life of the asset or the lease term. The Company also has lease arrangements with lease and non-lease components. The Company elected the practical expedient not to separate non-lease components from lease components for the Company’s facility leases. The Company also elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for leases with an initial term of 12 months or less. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, the Company uses its incremental borrowing rate. The incremental borrowing rate is determined by using the rate of interest that the Company would pay to borrow on a collateralized basis an amount equal to the lease payments for a similar term and in a similar economic environment. As of March 31, 2024, the Company’s leases had remaining terms of 0.17 years to 8.84 years, some of which include options to extend the lease term.
Revenue	Revenue The Company recognizes revenue from testing services, product sales and patient and digital solutions revenue in the amount that reflects the consideration that it expects to be entitled in exchange for goods or services as it transfers control to its customers. Revenue is recorded considering a five-step revenue recognition model that includes identifying the contract with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations and recognizing revenue when, or as, an entity satisfies a performance obligation. Testing Services Revenue AlloSure Kidney, AlloMap Heart, AlloSure Heart and AlloSure Lung patient tests are ordered by healthcare providers. The Company receives a test requisition form with payer information along with a collected patient blood sample. The Company considers the patient to be its customer and the test requisition form to be the contract. Testing services are performed in the Company’s laboratory. Testing services represent one performance obligation in a contract and which is satisfied at the point in time when results of the test are provided to the healthcare provider. The healthcare providers that order the tests and on whose behalf the Company provides testing services are generally not responsible for the payment of these services. The first and second revenue recognition criteria are satisfied when the Company receives a test requisition form with payer information from the healthcare provider. Generally, the Company bills third-party payers upon delivery of an AlloSure Kidney, AlloMap Heart, AlloSure Heart or AlloSure Lung test result to the healthcare provider. Amounts received may vary amongst payers based on coverage practices and policies of the payer. The Company has used the portfolio approach under ASC Topic 606, Revenue from Contracts with Customers, to identify financial classes of payers. Revenue recognized for Medicare and other contracted payers is based on the agreed current reimbursement rate per test, adjusted for historical collection trends where applicable. The Company estimates revenue for non-contracted payers and self-payers using transaction prices determined for each financial class of payers using history of reimbursements. This includes analysis of an average reimbursement per test and a percentage of tests reimbursed. These estimates require significant judgment. The Company monitors revenue estimates at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Changes in transaction price estimates are updated quarterly based on actual cash collected or changes made to contracted rates. In March and May 2023, MolDX issued a new billing article related to the LCD entitled Molecular Testing for Solid Organ Allograft Rejection. The billing article issued in May 2023 (the “Revised Billing Article”) and together with the billing article issued in March 2023 (the “Billing Articles”) impacted Medicare coverage for AlloSure Kidney, AlloSure Heart, AlloMap Heart and AlloSure Lung, and required certain companies, including the Company, to implement new processes to address the requirements related to Medicare claim submissions. Noridian adopted the Revised Billing Article on August 17, 2023, with a retroactive effective date of March 31, 2023. On August 10, 2023, MolDX and Noridian released a draft proposed revision to the LCD (DL38568, Palmetto; DL38629, Noridian) that, if adopted, would revise the existing foundational LCD, MolDX: Molecular Testing for Solid Organ Allograft Rejection (L38568 and L38629). On August 14, 2023, MolDX released a draft billing article (DA58019) to accompany the proposed draft LCD, which generally reflected the changes in coverage included in the Revised Billing Article. The comment period end date for this proposed LCD was September 23, 2023. The Company presented at public meetings regarding the proposed draft LCD held on September 18, 2023 and September 20, 2023, with MolDX and Noridian, respectively. The Company also submitted written comments on the proposed draft LCD. On February 29, 2024, MolDX and Noridian released a revised version of the Revised Billing Article. Product Revenue Product revenue is recognized from the sale of products to end-users, distributors and strategic partners when all revenue recognition criteria are satisfied. The Company generally has a contract or a purchase order from a customer with the specified required terms of order, including the number of products ordered. Transaction prices are determinable and products are delivered and the risk of loss is passed to the customer upon either shipping or delivery, as per the terms of the agreement. Patient and Digital Solutions Revenue Patient and digital solutions revenue is mainly derived from a combination of software as a service (“SaaS”) and perpetual software license agreements entered into with various transplant centers, which are the Company’s customers for this class of revenue. The main performance obligations in connection with the Company’s SaaS and perpetual software license agreements are the following: (i) implementation services and delivery of the perpetual software license, which are considered a single performance obligation, and (ii) post contract support. The Company allocates the transaction price to each performance obligation based on relative stand-alone selling prices of each distinct performance obligation. Digital revenue in connection with perpetual software license agreements is recognized over time based on the Company’s satisfaction of each distinct performance obligation in each agreement. Perpetual software license agreements typically require advance payments from customers upon the achievement of certain milestones. The Company records deferred revenue in relation to these agreements when cash payments are received or invoices are issued in advance of the Company’s performance, and generally recognizes revenue over the contractual term, as performance obligations are fulfilled. In addition, the Company derives patient and digital solutions revenue from software subscriptions and medication sales. The Company generally bills software subscription fees in advance. Revenue from software subscriptions is deferred and recognized ratably over the subscription term. The medication sales revenue is recognized based on the negotiated contract price with the governmental, commercial and non-commercial payers with any applicable patient co-pay. The Company recognizes revenue from medication sales when prescriptions are delivered.
Recent Accounting Pronouncements	Recent Accounting Pronouncements There were no recently adopted accounting standards which would have a material effect on the Company’s condensed consolidated financial statements and accompanying disclosures, and no recently issued accounting standards that are expected to have a material impact on the Company’s condensed consolidated financial statements and accompanying disclosures. Effective in Future Periods In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosure of significant segment expenses. All current annual disclosures about a reportable segment’s profit or loss and assets will also be required in interim periods. The new guidance also requires disclosure of the title and position of the Chief Operating Decision Maker (“CODM”) and explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. The amendments set forth in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The amendments should be applied retrospectively to all prior periods presented in the financial statements. This ASU will be effective for the Company’s annual disclosures in fiscal year 2024 and interim-period disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 340): Improvements to Income Tax Disclosures, which requires annual disclosures in the rate reconciliation table to be presented using both percentages and reporting currency amounts, and this table must include disclosure of specific categories. Additional information will also be required for reconciling items that meet a quantitative threshold. The new guidance also requires enhanced disclosures of income taxes paid, including the amount of income taxes paid disaggregated by federal, state and foreign taxes and the amount of income taxes paid disaggregated by individual jurisdictions that exceed a quantitative threshold. The amendments should be applied on a prospective basis, but retrospective application is permitted. The amendments set forth in this ASU are effective for annual periods beginning after December 15, 2024 for public entities. This guidance will be effective for the Company’s annual disclosures in fiscal year 2025. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.

v3.24.1.u1

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2024
Earnings Per Share [Abstract]
Summary of Computation of Basic and Diluted Net Loss Per Share	The following tables set forth the computation of the Company’s basic and diluted net loss per share (in thousands, except shares and per share data): Three Months Ended March 31, 2024 2023 Numerator: Net loss used to compute basic and diluted net loss per share $ (16,659) $ (23,749) Denominator: Weighted-average shares used to compute basic and diluted net loss per share 51,692,358  53,643,216  Net loss per share: Basic and diluted $ (0.32) $ (0.44)
Summary of Potentially Dilutive Securities Excluded from Diluted Net Loss Per Share	The following potentially dilutive securities have been excluded from diluted net loss per share as of March 31, 2024 and 2023 because their effect would be antidilutive: Three Months Ended March 31, 2024 2023 Shares of common stock subject to outstanding options 2,974,042  3,248,696  Shares of common stock subject to outstanding common stock warrants —  3,132  Restricted stock units 7,244,901  4,096,014  Total common stock equivalents 10,218,943  7,347,842

v3.24.1.u1

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Summary of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis	The following table sets forth the Company’s financial assets and liabilities, measured at fair value on a recurring basis, as of March 31, 2024 and December 31, 2023 (in thousands): March 31, 2024 Fair Value Measured Using   (Level 1) (Level 2) (Level 3) Total Balance Assets         Cash equivalents: Money market funds $ 73,155  $ —  $ —  $ 73,155  Total $ 73,155  $ —  $ —  $ 73,155  Liabilities Short-term liabilities: Contingent consideration $ —  $ —  $ 6,050  $ 6,050  Long-term liabilities: Contingent consideration —  —  1,348  1,348  Total $ —  $ —  $ 7,398  $ 7,398  December 31, 2023   Fair Value Measured Using     (Level 1) (Level 2) (Level 3) Total Balance Assets         Cash equivalents: Money market funds $ 60,525  $ —  $ —  $ 60,525  Total $ 60,525  $ —  $ —  $ 60,525  Liabilities Short-term liabilities: Contingent consideration $ —  $ —  $ 5,469  $ 5,469  Long-term liabilities: Contingent consideration —  —  2,461  2,461  Total $ —  $ —  $ 7,930  $ 7,930
Summary of Issuances, Exercises, Changes in Fair Value and Reclassifications of Level 3 Financial Instruments	The following table presents the issuances, exercises, changes in fair value and reclassifications of the Company’s Level 3 financial instruments that are measured at fair value on a recurring basis (in thousands):   (Level 3) Contingent Consideration Balance as of December 31, 2023 $ 7,930  Change in estimated fair value of contingent consideration on business combination 319  Change in estimated fair value of contingent consideration on asset acquisition (226) Payments related to contingent consideration (625) Balance as of March 31, 2024 $ 7,398

v3.24.1.u1

Cash and Marketable Securities (Tables)	3 Months Ended
	Mar. 31, 2024
Cash and Cash Equivalents [Abstract]
Summary of Reconciliation of Cash and Cash Equivalents	A reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the amount reported within the condensed consolidated statements of cash flows is shown in the table below (in thousands): March 31, 2024 March 31, 2023 Cash and cash equivalents $ 93,299  $ 74,660  Restricted cash 583  520  Total cash, cash equivalents and restricted cash at the end of the period $ 93,882  $ 75,180
Summary of Marketable Securities	The amortized cost, gross unrealized holding gains and fair value of the Company’s marketable securities by major security type at each balance sheet date are summarized in the tables below (in thousands): March 31, 2024 Amortized Cost Unrealized Holding Gains, Net Fair Value Short-term marketable securities: U.S. agency securities $ 79,603  $ 640  $ 80,243  Corporate debt securities 43,019  587  43,606  Total short-term marketable securities $ 122,622  $ 1,227  $ 123,849  December 31, 2023 Amortized Cost Unrealized Holding Gains, Net Fair Value Short-term marketable securities: U.S. agency securities $ 80,468  $ 2,038  $ 82,506  Corporate debt securities 72,753  711  73,464  Total short-term marketable securities $ 153,221  $ 2,749  $ 155,970

v3.24.1.u1

Business Combinations And Asset Acquisition (Tables)	3 Months Ended
	Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]
Summary of Identified Intangible Assets Acquired at Acquisition Date	The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands): Estimated Fair Value Estimated Useful Lives (Years) Customer relationships $ 3,010  13 Developed technology 770  11 Trademarks 320  17 Total $ 4,100  The following table summarizes the fair values of the intangible assets acquired as of the acquisition date ($ in thousands): Estimated Fair Value Estimated Useful Lives (Years) Customer relationships $ 810  17 Developed technology 850  12 Trademarks 360  17 Total $ 2,020
Summary of Fair Values of Assets Acquired and Liabilities Assumed as of Acquisition Date	The following table summarizes the consideration paid for HLA Data Systems (final amount) and MediGO (provisional amount) of the assets acquired and liabilities assumed recognized at their estimated fair value at the acquisition date (in thousands): Total Consideration Cash $ 6,682  Total consideration $ 6,682  Recognized amounts of identifiable assets acquired and liabilities assumed Current assets $ 1,413  Identifiable intangible assets 6,120  Current liabilities (1,060) Other current liabilities (810) Contingent considerations (1,620) Other liabilities (7) Total identifiable net assets acquired 4,036  Goodwill 2,646  Total consideration $ 6,682

v3.24.1.u1

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Intangible Assets	The following table presents details of the Company’s intangible assets as of March 31, 2024 ($ in thousands): March 31, 2024 Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Carrying Amount Weighted Average Remaining Useful Life (In Years) Intangible assets with finite lives: Acquired and developed technology $ 37,367  $ (19,158) $ (2,459) $ 15,750  7.1 Customer relationships 25,718  (9,518) (2,213) 13,987  9.0 Commercialization rights 11,579  (4,812) —  6,767  5.3 Trademarks and tradenames 5,220  (1,809) (335) 3,076  9.2 Total intangible assets with finite lives 79,884  (35,297) (5,007) 39,580  Intangible assets with indefinite lives: Acquired in-process technology 1,250  —  —  1,250  Favorable license agreement 2,500  —  —  2,500  Total intangible assets with indefinite lives 3,750  —  —  3,750  Total intangible assets $ 83,634  $ (35,297) $ (5,007) $ 43,330  The following table presents details of the Company’s intangible assets as of December 31, 2023 ($ in thousands): December 31, 2023 Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Net Carrying Amount Weighted Average Remaining Useful Life (In Years) Intangible assets with finite lives: Acquired and developed technology $ 37,367  $ (18,340) $ (2,269) $ 16,758  7.2 Customer relationships 25,718  (9,094) (1,959) 14,665  9.2 Commercialization rights 11,579  (4,496) —  7,083  5.6 Trademarks and tradenames 5,220  (1,713) (288) 3,219  9.3 Total intangible assets with finite lives 79,884  (33,643) (4,516) 41,725  Intangible assets with indefinite lives: Acquired in-process technology 1,250  —  —  1,250  Favorable license agreement 2,726  —  —  2,726  Total intangible assets with indefinite lives 3,976  —  —  3,976  Total intangible assets $ 83,860  $ (33,643) $ (4,516) $ 45,701
Summary of Finite-Lived Intangible Assets Amortization Expense	The following table summarizes the Company’s amortization expense of intangible assets (in thousands): Three Months Ended March 31, 2024 2023 Cost of testing services $ 329  $ 329  Cost of product 420  418  Cost of patient and digital solutions 271  248  Sales and marketing 633  595  Total $ 1,653  $ 1,590
Summary of Estimated Future Amortization Expense of Intangible Assets	The following table summarizes the Company’s estimated future amortization expense of intangible assets with finite lives as of March 31, 2024 (in thousands): Years Ending December 31, Cost of Testing Services Cost of Product Cost of Patient and Digital Solutions Sales and Marketing Total Remainder of 2024 $ 987  $ 1,237  $ 578  $ 1,885  $ 4,687  2025 1,316  1,649  681  2,513  6,159  2026 1,316  737  681  2,511  5,245  2027 1,316  737  681  2,497  5,231  2028 1,316  737  681  2,497  5,231  Thereafter 1,509  2,540  1,462  7,516  13,027  Total future amortization expense $ 7,760  $ 7,637  $ 4,764  $ 19,419  $ 39,580

v3.24.1.u1

Balance Sheet Components (Tables)	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Inventory	Inventory consisted of the following (in thousands): March 31, 2024 December 31, 2023 Finished goods $ 4,376  $ 3,658  Work in progress 5,282  5,191  Raw materials 10,472  10,622  Total inventory $ 20,130  $ 19,471
Summary of Components of Accrued and Other Liabilities	Accrued and other liabilities consisted of the following (in thousands): March 31, 2024 December 31, 2023 Clinical studies $ 15,133  $ 15,744  Short-term lease liability 6,054  5,943  Contingent consideration 6,050  5,469  Professional fees 4,390  5,911  Deferred revenue 4,356  4,748  Laboratory processing fees and materials 2,933  2,890  Deferred payments for intangible assets 920  920  Travel and expenses 891  —  Accrued shipping expenses 510  335  Accrued royalty 197  348  License and other collaboration fees 88  250  Capital expenditures —  151  Other accrued expenses 4,148  2,788  Total accrued and other liabilities $ 45,670  $ 45,497

v3.24.1.u1

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Summary of Lease Cost	The following table summarizes the lease cost for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Operating lease cost $ 1,971  $ 1,983  Total lease cost $ 1,971  $ 1,983  March 31, 2024 December 31, 2023 Other information: Weighted-average remaining lease term - Operating leases (in years) 5.21 5.43 Weighted-average discount rate - Operating leases (%) 7.1  % 7.1  % The following table summarizes the supplemental cash flow information related to leases for the three months ended March 31, 2024 and 2023 (in thousands): Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used for operating leases $ 1,361  $ 1,333
Summary of Future Minimum Lease Commitments under Operating and Finance Leases	Maturities of operating lease liabilities as of March 31, 2024 are as follows (in thousands): Years Ending December 31, Operating Leases Remainder of 2024 $ 6,065  2025 7,922  2026 7,163  2027 7,274  2028 6,599  Thereafter 4,116  Total lease payments 39,139  Less imputed interest 6,192  Present value of future minimum lease payments 32,947  Less operating lease liability, current portion 6,054  Operating lease liability, long-term portion $ 26,893

v3.24.1.u1

Stock Incentive Plans (Tables)	3 Months Ended
	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Summary of Options, RSUs Activity under 2014 Equity Incentive Plan and 2016 Inducement Plan and Related Information	The following table summarizes option and RSU activity under the Company’s 2014 Equity Incentive Plan, 2016 Inducement Equity Incentive Plan and 2019 Inducement Equity Incentive Plan, and related information: Shares Available for Grant Stock Options Outstanding Weighted- Average Exercise Price Number of RSU Shares Weighted- Average Grant Date Fair Value Balance—December 31, 2023 869,111  3,055,208  $ 25.21  5,006,775  $ 19.02  Additional shares authorized 2,060,135  —  —  —  —  Common stock awards for services (6,813) —  —  —  —  RSUs granted (2,716,211) —  —  2,716,211  9.36  RSUs vested —  —  —  (319,737) 27.50  Options granted —  —  —  —  —  Options exercised —  (1,501) 5.63  —  —  Repurchase of common stock under employee incentive plans 65,601  —  —  —  —  RSUs forfeited 158,348  —  —  (158,348) 18.56  Options forfeited 13,190  (13,190) 28.32  —  —  Options expired 66,475  (66,475) 30.46  —  —  Balance—March 31, 2024 509,836  2,974,042  $ 25.08  7,244,901  $ 15.17
Summary of Options Outstanding and Exercisable Vested or Expected to Vest	Options outstanding that have vested and are expected to vest at March 31, 2024 are as follows: Number of Shares Issued (In thousands) Weighted-Average Exercise Price Weighted-Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (In thousands) Vested 1,982  $ 25.24  6.53 $ 1,483  Expected to vest 921  24.58  8.38 172  Total 2,903  $ 1,655
Summary of Weighted-Average Assumptions Used to Estimate Fair Values of Share-Based Awards	The estimated fair values of employee stock options and ESPP shares were estimated using the Black-Scholes option pricing model based on the following weighted average assumptions: Three Months Ended March 31, 2024 2023 Employee stock options Expected term (in years) N/A 6.0 Expected volatility N/A 78.63% Risk-free interest rate N/A 3.46% Expected dividend yield N/A —% Employee stock purchase plan Expected term (in years) 0.5 0.5 Expected volatility 75.91% 77.88% Risk-free interest rate 5.38% 4.94% Expected dividend yield —% —%
Summary of Expense Relating to Employee and Nonemployee Stock-Based Payment Awards from Stock Options and RSUs	The following table summarizes stock-based compensation expense relating to employee and non-employee stock-based awards for the three months ended March 31, 2024 and 2023, included in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended March 31, 2024 2023 Cost of testing services $ 457  $ 479  Cost of product 317  360  Cost of patient and digital solutions 372  402  Research and development 1,760  1,962  Sales and marketing 3,044  3,737  General and administrative 7,394  6,814  Total $ 13,344  $ 13,754

v3.24.1.u1

Segment Reporting (Tables)	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
Summary of Reportable Revenues by Geographic Regions	The following table summarizes reportable revenues by geographic regions (in thousands): Three Months Ended March 31, 2024 2023 Testing services revenue United States $ 53,650  $ 61,647  Rest of World 187  137  $ 53,837  $ 61,784  Product revenue United States $ 5,276  $ 3,727  Europe 2,282  2,461  Rest of World 1,036  673  $ 8,594  $ 6,861  Patient and digital solutions revenue United States $ 9,584  $ 8,506  Europe 27  84  Rest of World 7  27  $ 9,618  $ 8,617  Total United States $ 68,510  $ 73,880  Total Europe $ 2,309  $ 2,545  Total Rest of World $ 1,230  $ 837  Total $ 72,049  $ 77,262
Summary of Long-Lived Assets Consisting of Property and Equipment, Net by Geographic Regions	The following table summarizes long-lived assets, consisting of property and equipment, net, by geographic regions (in thousands): March 31, 2024 December 31, 2023 Long-lived assets: United States $ 33,944  $ 34,714  Europe 416  476  Rest of World 51  56  Total $ 34,411  $ 35,246

v3.24.1.u1

Organization and Description of Business (Details)				3 Months Ended		23 Months Ended
	May 09, 2023 USD ($)	Apr. 01, 2023 USD ($)	Dec. 08, 2022	Mar. 31, 2024 USD ($) solution shares	Mar. 31, 2023 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)	May 10, 2023 shares	Dec. 03, 2022 USD ($)	Jan. 31, 2018 patient
Schedule of Capitalization, Equity [Line Items]
Payments to acquire minority interest				$ 0	$ 100,000
Number of renal transplant patients (more than) | patient										1,900
Accumulated deficit				695,450,000			$ 678,269,000
Cash, cash equivalents, and short-term investments				$ 215,900,000
Shares reserved for future issuance of common stock (in shares) | shares								250,000,000
Stock repurchase program, authorized amount									$ 50,000,000
Stock repurchase program, period in force (in years)			2 years
Number of common stock purchased (in shares) | shares				55,500
Stock repurchased value				$ 500,000
Stock repurchase program, remaining authorized repurchase amount				$ 21,400,000
Miromatrix, Inc.
Schedule of Capitalization, Equity [Line Items]
Payments to acquire minority interest						$ 5,100,000
XynManagement, Inc.
Schedule of Capitalization, Equity [Line Items]
Number of unique solutions | solution				2
AlloSure Kidney
Schedule of Capitalization, Equity [Line Items]
Reimbursement rate				$ 2,841
AlloMap Heart
Schedule of Capitalization, Equity [Line Items]
Reimbursement rate				3,240
AlloSure Heart
Schedule of Capitalization, Equity [Line Items]
Reimbursement rate				$ 2,753
AlloSure lung Testing Services
Schedule of Capitalization, Equity [Line Items]
Reimbursement rate	$ 2,753
HeartCare
Schedule of Capitalization, Equity [Line Items]
Reimbursement rate		$ 5,993

v3.24.1.u1

Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - Medicare	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue Benchmark | Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk percentage	33.00%	42.00%
Accounts Receivable | Credit Concentration Risk
Concentration Risk [Line Items]
Concentration risk percentage	37.00%	36.00%

v3.24.1.u1

Summary of Significant Accounting Policies - Leases (Details)	3 Months Ended
	Mar. 31, 2024
Minimum
Summary Of Significant Accounting Policies [Line Items]
Remaining lease terms	2 months 1 day
Maximum
Summary Of Significant Accounting Policies [Line Items]
Remaining lease terms	8 years 10 months 2 days

v3.24.1.u1

Summary of Significant Accounting Policies - Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue from External Customer [Line Items]
Total revenue	$ 72,049	$ 77,262

v3.24.1.u1

Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Numerator:
Net loss used to compute basic net loss per share	$ (16,659)	$ (23,749)
Net loss used to compute diluted net loss per share	$ (16,659)	$ (23,749)
Denominator:
Weighted-average shares used to compute basic net loss per share (in shares)	51,692,358	53,643,216
Weighted-average shares used to compute diluted net loss per share (in shares)	51,692,358	53,643,216
Net loss per share:
Basic (in dollars per share)	$ (0.32)	$ (0.44)
Diluted (in dollars per share)	$ (0.32)	$ (0.44)

v3.24.1.u1

Net Loss Per Share - Summary of Potentially Dilutive Securities Excluded from Diluted Net Loss Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from diluted net loss per share attributable to common stockholders (in shares)	10,218,943	7,347,842
Shares of common stock subject to outstanding options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from diluted net loss per share attributable to common stockholders (in shares)	2,974,042	3,248,696
Shares of common stock subject to outstanding common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from diluted net loss per share attributable to common stockholders (in shares)	0	3,132
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from diluted net loss per share attributable to common stockholders (in shares)	7,244,901	4,096,014

v3.24.1.u1

Fair Value Measurements - Summary of Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Short-term liabilities:
Contingent consideration	$ 6,050	$ 5,469
Recurring
Assets
Total	73,155	60,525
Short-term liabilities:
Contingent consideration	6,050	5,469
Long-term liabilities:
Contingent consideration	1,348	2,461
Total	7,398	7,930
Recurring | Money market funds
Assets
Cash equivalents	73,155	60,525
Fair Value Measured Using - (Level 1) | Recurring
Assets
Total	73,155	60,525
Short-term liabilities:
Contingent consideration	0	0
Long-term liabilities:
Contingent consideration	0	0
Total	0	0
Fair Value Measured Using - (Level 1) | Recurring | Money market funds
Assets
Cash equivalents	73,155	60,525
Fair Value Measured Using - (Level 2) | Recurring
Assets
Total	0	0
Short-term liabilities:
Contingent consideration	0	0
Long-term liabilities:
Contingent consideration	0	0
Total	0	0
Fair Value Measured Using - (Level 2) | Recurring | Money market funds
Assets
Cash equivalents	0	0
Fair Value Measured Using - (Level 3) | Recurring
Assets
Total	0	0
Short-term liabilities:
Contingent consideration	6,050	5,469
Long-term liabilities:
Contingent consideration	1,348	2,461
Total	7,398	7,930
Fair Value Measured Using - (Level 3) | Recurring | Money market funds
Assets
Cash equivalents	$ 0	$ 0

v3.24.1.u1

Fair Value Measurements - Summary of Issuances, Exercises, Changes in Fair Value and Reclassifications of Level 3 Financial Instruments (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Contingent Consideration
Beginning balance	$ 7,930
Ending balance	7,398
Contingent Consideration on business combination
Contingent Consideration
Change in estimated fair value of common stock warrant liability and contingent consideration	319
Payments related to contingent consideration	(625)
Contingent Consideration on asset acquisition
Contingent Consideration
Change in estimated fair value of common stock warrant liability and contingent consideration	$ (226)

v3.24.1.u1

Fair Value Measurements - Additional Information (Details) $ in Thousands	1 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2023 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Write-off of investments in convertible preferred shares		$ 1,000
Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input, discount rate (percent)			0.07	0.06
Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration, measurement input, discount rate (percent)			0.12	0.12
Miromatrix, Inc.
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Proceeds from sale of equity securities	$ 2,500
Gain on disposal				$ 1,500
Investment			$ 0

v3.24.1.u1

Cash and Marketable Securities - Summary of Reconciliation of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 93,299	$ 82,197	$ 74,660
Restricted cash	583	586	520
Total cash, cash equivalents and restricted cash at the end of the period	$ 93,882	$ 82,783	$ 75,180	$ 90,443

v3.24.1.u1

Cash and Marketable Securities - Summary of Components of Marketable Securities (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Schedule of Held-to-maturity Securities [Line Items]
Other than temporary impairment	$ 0
Short-term marketable securities:
Amortized Cost	122,622	$ 153,221
Unrealized Holding Gains, Net	1,227	2,749
Fair Value	123,849	155,970
U.S. agency securities
Short-term marketable securities:
Debt securities, amortized cost	79,603	80,468
Unrealized holding gain	640	2,038
Debt securities, fair value	80,243	82,506
Corporate debt securities
Short-term marketable securities:
Debt securities, amortized cost	43,019	72,753
Unrealized holding gain	587	711
Debt securities, fair value	$ 43,606	$ 73,464

v3.24.1.u1

Business Combinations And Asset Acquisition - Additional Information (Details)		1 Months Ended
	Aug. 09, 2023 USD ($)	Jul. 31, 2023 USD ($)	Jan. 31, 2023 USD ($) intangibleAsset	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Business Acquisition [Line Items]
Goodwill				$ 40,336,000	$ 40,336,000
Asset acquisition, consideration transferred	$ 2,600,000
Payments to acquire productive assets	1,800,000
Contingent consideration	500,000
Transaction cost	$ 300,000
HLA Data Systems
Business Acquisition [Line Items]
Fair value of contingent consideration			$ 1,300,000
Acquisition related costs			400,000
Goodwill			$ 2,100,000
Number of intangible assets | intangibleAsset			3
Goodwill expected to be deductible for income tax purposes			$ 0
HLA Data Systems | Discount Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)			0.24
HLA Data Systems | Developed technology | Royalty Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)			0.10
HLA Data Systems | Trademarks | Royalty Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)			0.02
MediGO
Business Acquisition [Line Items]
Fair value of contingent consideration		$ 300,000
Acquisition related costs		300,000
Goodwill		600,000
Goodwill expected to be deductible for income tax purposes		$ 0
MediGO | Discount Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)		0.25
Number of intangible assets | intangibleAsset			3
MediGO | Developed technology | Royalty Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)		0.10
MediGO | Trademarks | Royalty Rate
Business Acquisition [Line Items]
Intangible asset, measurement input (percent)		0.02

v3.24.1.u1

Business Combinations And Asset Acquisition - Summary of Identified Intangible Assets Acquired at Acquisition Date (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jul. 31, 2023	Jan. 31, 2023
HLA Data Systems
Business Acquisition [Line Items]
Estimated Fair Value				$ 4,100
MediGO
Business Acquisition [Line Items]
Estimated Fair Value			$ 2,020
Customer relationships
Business Acquisition [Line Items]
Estimated Useful Lives (Years)	9 years	9 years 2 months 12 days
Customer relationships | HLA Data Systems
Business Acquisition [Line Items]
Estimated Fair Value				$ 3,010
Estimated Useful Lives (Years)				13 years
Customer relationships | MediGO
Business Acquisition [Line Items]
Estimated Fair Value			$ 810
Estimated Useful Lives (Years)			17 years
Developed technology | HLA Data Systems
Business Acquisition [Line Items]
Estimated Fair Value				$ 770
Estimated Useful Lives (Years)				11 years
Developed technology | MediGO
Business Acquisition [Line Items]
Estimated Fair Value			$ 850
Estimated Useful Lives (Years)			12 years
Trademarks | HLA Data Systems
Business Acquisition [Line Items]
Estimated Fair Value				$ 320
Estimated Useful Lives (Years)				17 years
Trademarks | MediGO
Business Acquisition [Line Items]
Estimated Fair Value			$ 360
Estimated Useful Lives (Years)			17 years

v3.24.1.u1

Business Combinations And Asset Acquisition - Summary of Consideration Paid and Provisional Amounts of Assets Acquired and Liabilities Assumed Recognized at Their Estimated Fair Value (Details) - USD ($) $ in Thousands	1 Months Ended
	Jul. 31, 2023	Mar. 31, 2024	Dec. 31, 2023
Business Acquisition [Line Items]
Goodwill		$ 40,336	$ 40,336
HLA Data Systems And MediGO
Business Acquisition [Line Items]
Cash	$ 6,682
Total consideration	6,682
Current assets	1,413
Identifiable intangible assets	6,120
Current liabilities	(1,060)
Other current liabilities	(810)
Contingent considerations	(1,620)
Other liabilities	(7)
Total identifiable net assets acquired	4,036
Goodwill	2,646
Total consideration	$ 6,682

v3.24.1.u1

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 40,336	$ 40,336

v3.24.1.u1

Goodwill and Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Intangible assets with finite lives:
Gross Carrying Amount	$ 79,884	$ 79,884
Accumulated Amortization	(35,297)	(33,643)
Foreign Currency Translation	(5,007)	(4,516)
Total future amortization expense	39,580	41,725
Intangible assets with indefinite lives
Net carrying amount	3,750	3,976
Intangible Assets, Net (Excluding Goodwill)
Total intangible assets - gross carrying amount	83,634	83,860
Total intangible assets, net	43,330	45,701
Acquired in-process technology
Intangible assets with indefinite lives
Net carrying amount	1,250	1,250
Favorable license agreement
Intangible assets with indefinite lives
Net carrying amount	2,500	2,726
Acquired and developed technology
Intangible assets with finite lives:
Gross Carrying Amount	37,367	37,367
Accumulated Amortization	(19,158)	(18,340)
Foreign Currency Translation	(2,459)	(2,269)
Total future amortization expense	$ 15,750	$ 16,758
Weighted Average Remaining Useful Life (In Years)	7 years 1 month 6 days	7 years 2 months 12 days
Customer relationships
Intangible assets with finite lives:
Gross Carrying Amount	$ 25,718	$ 25,718
Accumulated Amortization	(9,518)	(9,094)
Foreign Currency Translation	(2,213)	(1,959)
Total future amortization expense	$ 13,987	$ 14,665
Weighted Average Remaining Useful Life (In Years)	9 years	9 years 2 months 12 days
Commercialization rights
Intangible assets with finite lives:
Gross Carrying Amount	$ 11,579	$ 11,579
Accumulated Amortization	(4,812)	(4,496)
Foreign Currency Translation	0	0
Total future amortization expense	$ 6,767	$ 7,083
Weighted Average Remaining Useful Life (In Years)	5 years 3 months 18 days	5 years 7 months 6 days
Trademarks and tradenames
Intangible assets with finite lives:
Gross Carrying Amount	$ 5,220	$ 5,220
Accumulated Amortization	(1,809)	(1,713)
Foreign Currency Translation	(335)	(288)
Total future amortization expense	$ 3,076	$ 3,219
Weighted Average Remaining Useful Life (In Years)	9 years 2 months 12 days	9 years 3 months 18 days

v3.24.1.u1

Goodwill and Intangible Assets - Summary of Finite-Lived Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Indefinite-lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 1,653	$ 1,590
Cost of Testing Services
Indefinite-lived Intangible Assets [Line Items]
Amortization expense of intangible assets	329	329
Cost of Product
Indefinite-lived Intangible Assets [Line Items]
Amortization expense of intangible assets	420	418
Cost of Patient and Digital Solutions
Indefinite-lived Intangible Assets [Line Items]
Amortization expense of intangible assets	271	248
Sales and marketing
Indefinite-lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 633	$ 595

v3.24.1.u1

Goodwill and Intangible Assets - Summary of Estimated Future Amortization Expense of Intangible Assets with Finite Lives (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remainder of 2023	$ 4,687
2025	6,159
2026	5,245
2027	5,231
2028	5,231
Thereafter	13,027
Total future amortization expense	39,580	$ 41,725
Cost of Testing Services
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remainder of 2023	987
2025	1,316
2026	1,316
2027	1,316
2028	1,316
Thereafter	1,509
Total future amortization expense	7,760
Cost of Product
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remainder of 2023	1,237
2025	1,649
2026	737
2027	737
2028	737
Thereafter	2,540
Total future amortization expense	7,637
Cost of Patient and Digital Solutions
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remainder of 2023	578
2025	681
2026	681
2027	681
2028	681
Thereafter	1,462
Total future amortization expense	4,764
Sales and Marketing
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Remainder of 2023	1,885
2025	2,513
2026	2,511
2027	2,497
2028	2,497
Thereafter	7,516
Total future amortization expense	$ 19,419

v3.24.1.u1

Balance Sheet Components - Summary of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Finished goods	$ 4,376	$ 3,658
Work in progress	5,282	5,191
Raw materials	10,472	10,622
Total inventory	$ 20,130	$ 19,471

v3.24.1.u1

Balance Sheet Components - Summary Components of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Clinical studies	$ 15,133	$ 15,744
Short-term lease liability	6,054	5,943
Contingent consideration	6,050	5,469
Professional fees	4,390	5,911
Deferred revenue	4,356	4,748
Laboratory processing fees and materials	2,933	2,890
Deferred payments for intangible assets	920	920
Travel and expenses	891	0
Accrued shipping expenses	510	335
Accrued royalty	197	348
License and other collaboration fees	88	250
Capital expenditures	0	151
Other accrued expenses	4,148	2,788
Accrued and other liabilities	$ 45,670	$ 45,497

v3.24.1.u1

Commitments and Contingencies - Additional Information (Details)				1 Months Ended
	Jan. 26, 2024 USD ($)	May 13, 2022 complaint	Mar. 14, 2022 USD ($)	Dec. 31, 2023 USD ($)	Jul. 31, 2023	Dec. 31, 2022 USD ($)	Jun. 30, 2014 milestone_payment	Mar. 31, 2024 USD ($)
Loss Contingencies [Line Items]
Operating leases right-of-use assets				$ 29,891,000				$ 28,591,000
Short-term lease liability				5,943,000				6,054,000
Operating lease liability, less current portion				$ 28,278,000				$ 26,893,000
Operating lease, liability, current, statement of financial position [Extensible Enumeration]								Accrued and other liabilities
Sublease term arrangement								6 years
Sublease income								$ 2,600,000
Insurance matter						$ 15,000,000
Stanford License Royalty Commitment
Loss Contingencies [Line Items]
Number of milestone payments | milestone_payment							6
Period after termination				90 days
Outstanding obligation								0
iBox License and Collaboration Agreement
Loss Contingencies [Line Items]
License period					4 years
CAREDX, INC. vs Natera Inc.
Loss Contingencies [Line Items]
Damages awarded			$ 44,900,000
Number of claims field | complaint		2
Loss contingency, damages awarded, value	$ 96,300,000
Liability for damages awarded				$ 96,300,000				$ 96,300,000
CAREDX, INC. vs Natera Inc. | Compensatory Damages
Loss Contingencies [Line Items]
Damages awarded			21,200,000
CAREDX, INC. vs Natera Inc. | Punitive Damages
Loss Contingencies [Line Items]
Damages awarded			$ 23,700,000

v3.24.1.u1

Commitments and Contingencies - Summary of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 1,971	$ 1,983
Total lease cost	$ 1,971	$ 1,983

v3.24.1.u1

Commitments and Contingencies - Summary of Other Information Related to Lease (Details)	Mar. 31, 2024	Dec. 31, 2023
Other information:
Weighted-average remaining lease term - Operating leases (in years)	5 years 2 months 15 days	5 years 5 months 4 days
Weighted-average discount rate - Operating leases (%)	7.10%	7.10%

v3.24.1.u1

Commitments and Contingencies - Schedule of Future Minimum Lease Commitments under Operating and Finance Leases (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Operating Leases
Remainder of 2023	$ 6,065
2025	7,922
2026	7,163
2027	7,274
2028	6,599
Thereafter	4,116
Total lease payments	39,139
Less imputed interest	6,192
Present value of future minimum lease payments	32,947
Less operating lease liability, current portion	6,054	$ 5,943
Operating lease liability, long-term portion	$ 26,893	$ 28,278

v3.24.1.u1

Commitments and Contingencies - Summarizes the Noncash Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Operating cash flows used for operating leases	$ 1,361	$ 1,333

v3.24.1.u1

401(K) Plan (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Retirement Benefits [Abstract]
Defined benefit plan, type	Postemployment Retirement Benefits [Member]
Expense incurred related to plan	$ 1.6	$ 0.7

v3.24.1.u1

Warrants (Details) - shares	Mar. 31, 2024	Dec. 31, 2023
Warrants and Rights Note Disclosure [Abstract]
Number of warrants outstanding (in shares)	0	0

v3.24.1.u1

Stock Incentive Plans - Summary of Option, Unvested RSU Activity under 2014 Equity Incentive Plan and 2016 Inducement Equity Incentive Plan and Related Information (Details)	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Shares Available for Grant
Shares available for grant beginning balance (in shares)	869,111
Additional options authorized (in shares)	2,060,135
Common stock awards for services (in shares)	(6,813)
RSUs granted (in shares)	(2,716,211)
Options granted (in shares)	0
Repurchase of common stock under employee incentive plans (in shares)	65,601
RSUs forfeited (in shares)	158,348
Options forfeited (in shares)	13,190
Options expired (in shares)	66,475
Shares available for grant ending balance (in shares)	509,836
Stock Options Outstanding
Stock options outstanding beginning balance (in shares)	3,055,208
Stock options granted (in shares)	0
Stock options exercised (in shares)	(1,501)
Stock options forfeited (in shares)	(13,190)
Stock options expired (in shares)	(66,475)
Stock options outstanding ending balance (in shares)	2,974,042
Weighted- Average Exercise Price
Weighted average exercise price beginning balance (in dollars per share) | $ / shares	$ 25.21
Weighted average exercise price - options granted (in dollars per share) | $ / shares	0
Weighted average exercise price - options exercised (in dollars per share) | $ / shares	5.63
Weighted average exercise price - options forfeited (in dollars per share) | $ / shares	28.32
Weighted average exercise price - options expired (in dollars per share) | $ / shares	30.46
Weighted average exercise price ending balance (in dollars per share) | $ / shares	$ 25.08
Number of RSU Shares
RSUs granted (in shares)	2,716,211
RSUs forfeited (in shares)	(158,348)
Restricted Stock Units
Shares Available for Grant
RSUs granted (in shares)	(2,716,211)
RSUs forfeited (in shares)	158,348
Number of RSU Shares
Number of RSU shares beginning balance (in shares)	5,006,775
RSUs granted (in shares)	2,716,211
RSUs vested (in shares)	(319,737)
RSUs forfeited (in shares)	(158,348)
Number of RSU shares ending balance (in shares)	7,244,901
Weighted- Average Grant Date Fair Value
Weighted average grant date fair value beginning balance (in dollars per share) | $ / shares	$ 19.02
Weighted average grant date fair value - RSUs granted (in dollars per share) | $ / shares	9.36
Weighted average grant date fair value - RSUs vested (in dollars per share) | $ / shares	27.50
Weighted average grant date fair value - RSUs forfeited (in dollars per share) | $ / shares	18.56
Weighted average grant date fair value ending balance (in dollars per share) | $ / shares	$ 15.17

v3.24.1.u1

Stock Incentive Plans - Additional Information (Details) - USD ($)		3 Months Ended
	Jan. 02, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total intrinsic value of options exercised		$ 100,000	$ 100,000
Share-based compensation expense tax benefit recognized		0
Share-based compensation expense capitalized		$ 0
2014 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum portion of earning an employee may contribute to the ESPP Plan		15.00%
Maximum value of shares which an employee can purchase per calendar year		$ 25,000
Offering period for employee stock purchases		6 months
Applicable exercise date an offering period shall be equal to percentage of the lower of fair market value of common stock		85.00%
Shares issued under ESPP (in shares)	73,759
Aggregate proceeds from the issuance of shares	$ 500,000
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Intrinsic value of RSUs		$ 78,500,000
Total unrecognized compensation costs related to stock options and RSUs		$ 63,900,000
Stock options and RSUs expected weighted average period		2 years 3 months 10 days
Number of shares outstanding (in shares)		7,244,901		5,006,775
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation costs related to stock options and RSUs		$ 14,700,000
Stock options and RSUs expected weighted average period		2 years 1 month 9 days
Total fair value of options vested during period		$ 3,700,000
Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and RSUs expected weighted average period		10 months 2 days	1 year 8 months 26 days
Vesting period (in years)		2 years
Number of shares outstanding (in shares)		412,843	472,116

v3.24.1.u1

Stock Incentive Plans - Summary of Options Outstanding Vested and Expected to Vest (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($) $ / shares shares
Share-Based Payment Arrangement [Abstract]
Vested (in shares) | shares	1,982
Expected to vest (in shares) | shares	921
Total (in shares) | shares	2,903
Vested (in dollars per share) | $ / shares	$ 25.24
Expected to vest (in dollars per share) | $ / shares	$ 24.58
Vested, weighted-average remaining contractual life (years)	6 years 6 months 10 days
Expected to vest, weighted-average remaining contractual life (years)	8 years 4 months 17 days
Vested, aggregate intrinsic value | $	$ 1,483
Expected to vest, aggregate intrinsic value | $	172
Total, aggregate intrinsic value | $	$ 1,655

v3.24.1.u1

Stock Incentive Plans - Summary of Weighted-Average Assumptions Used to Estimated Fair Values of Share-Based Awards (Details)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)	6 months	6 months
Expected volatility	75.91%	77.88%
Risk-free interest rate	5.38%	4.94%
Expected dividend yield	0.00%	0.00%
Employee stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		6 years
Expected volatility		78.63%
Risk-free interest rate		3.46%
Expected dividend yield		0.00%

v3.24.1.u1

Stock Incentive Plans - Summary of Expense Relating to Employee and Nonemployee Stock-Based Payment Awards from Stock Options and RSUs (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	$ 13,344	$ 13,754
Cost of testing services
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	457	479
Cost of product
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	317	360
Cost of patient and digital solutions
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	372	402
Research and development
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	1,760	1,962
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	3,044	3,737
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	$ 7,394	$ 6,814

v3.24.1.u1

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income tax benefit (expense)	$ 83	$ (124)

v3.24.1.u1

Segment Reporting - Summary of Reportable Revenues by Geographic Regions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Segment Reporting Information [Line Items]
Total revenue	$ 72,049	$ 77,262
United States
Segment Reporting Information [Line Items]
Total revenue	68,510	73,880
Europe
Segment Reporting Information [Line Items]
Total revenue	2,309	2,545
Rest of World
Segment Reporting Information [Line Items]
Total revenue	1,230	837
Testing services revenue
Segment Reporting Information [Line Items]
Total revenue	53,837	61,784
Testing services revenue | United States
Segment Reporting Information [Line Items]
Total revenue	53,650	61,647
Testing services revenue | Rest of World
Segment Reporting Information [Line Items]
Total revenue	187	137
Product revenue
Segment Reporting Information [Line Items]
Total revenue	8,594	6,861
Product revenue | United States
Segment Reporting Information [Line Items]
Total revenue	5,276	3,727
Product revenue | Europe
Segment Reporting Information [Line Items]
Total revenue	2,282	2,461
Product revenue | Rest of World
Segment Reporting Information [Line Items]
Total revenue	1,036	673
Patient and digital solutions revenue
Segment Reporting Information [Line Items]
Total revenue	9,618	8,617
Patient and digital solutions revenue | United States
Segment Reporting Information [Line Items]
Total revenue	9,584	8,506
Patient and digital solutions revenue | Europe
Segment Reporting Information [Line Items]
Total revenue	27	84
Patient and digital solutions revenue | Rest of World
Segment Reporting Information [Line Items]
Total revenue	$ 7	$ 27

v3.24.1.u1

Segment Reporting - Summary of Long-Lived Assets Consisting of Property and Equipment, Net by Geographic Regions (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Long-lived assets	$ 34,411	$ 35,246
United States
Segment Reporting Information [Line Items]
Long-lived assets	33,944	34,714
Europe
Segment Reporting Information [Line Items]
Long-lived assets	416	476
Rest of World
Segment Reporting Information [Line Items]
Long-lived assets	$ 51	$ 56

v3.24.1.u1

Restructuring (Details)	1 Months Ended	3 Months Ended
	Jan. 31, 2023 location	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Fremantle, Australia
Restructuring Cost and Reserve [Line Items]
Number of locations expected to be discontinued under the restructuring plan	1
Number of locations in Fremantle, Australia	2
Employee Severance
Restructuring Cost and Reserve [Line Items]
Restructuring costs | $		$ 0	$ 2,200,000

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