0001819395-25-000088 | 10-K | XBRL Viewer

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Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In the year ended December 31, 2024, Francis Davidson, the Company’s former CEO and a former member of the Board participated in the August 2024 Preferred Financing with commitments of approximately $1.5 million. Mr. Davidson’s participation in the August 2024 Preferred Financing was approved by the Company’s Audit Committee pursuant to its Related Person Transaction Policy. The Company did not have any material related party transactions in the year ended December 31, 2023.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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+ Details

Net Loss per Common Share

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Net Loss per Common Share

The Company applies the two-class method when computing net loss per share attributable to common stockholders when shares are issued that meet the definition of a participating security. The two-class method determines net loss per share for each class of common stock and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires earnings available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all earnings for the period had been distributed.

Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less weighted-average shares subject to repurchase. The diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, because potentially dilutive common shares are anti-dilutive.

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


	Year ended December 31,
	2024		2023
Numerator:
Net loss	$	(224,087)	$	(295,668)
Less: Accretion to redeemable value of preferred stock	4,833		—
Less: Paid-in-kind dividend on preferred stock	5,051		—
Net loss attributable to common stockholders	$	(233,971)	$	(295,668)
Denominator:


Weighted average basic and diluted common shares outstanding	11,308,232		10,933,126
Net loss per common share:
Basic and diluted net loss per share	$	(20.69)	$	(27.04)

The following potential common shares outstanding were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive:


	Year ended December 31,
	2024	2023
Convertible preferred stock	43,300,000	—
Options to purchase common stock	2,129,040	2,685,923
Common stock subject to repurchase or forfeiture	74,964	75,901
Outstanding RSUs	236,985	359,175
Outstanding MSUs	531,996	567,500
Exchangeable shares	551,072	712,982
Total common stock equivalents	46,824,057	4,401,481

Property and equipment, net

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Property and equipment, net

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


	December 31,
	2024		2023
Furniture and fixtures	$	68,944	$	80,029
Computers and software	12,050		12,026
Internal-use software	16,210		15,988
Office equipment and other	719		716
Leasehold improvements	4,810		5,054
Construction-in-progress (1)	920		777
Property and equipment	103,653		114,590
Less: accumulated depreciation	(97,720)		(91,815)
Property and equipment, net	$	5,933	$	22,775

(1) Primarily includes costs for internal-use software.

Depreciation and amortization expense for the years ended December 31, 2024 and 2023 was $17.0 million and $22.1 million, respectively.

For the years ended December 31, 2024 and 2023, the Company recognized $23 thousand and $0.7 million of impairment on various property and equipment which was recorded in impairment losses on the Company’s consolidated statements of operations and comprehensive loss.

For the years ended December 31, 2024 and 2023, the Company disposed of $14.4 million and $1.3 million in property and equipment and wrote off previously recognized accumulated depreciation of $11.3 million and $0.3 million, respectively.

For the year ended December 31, 2024, the Company recognized losses on disposal of $1.4 million. For the year ended December 31, 2023, the Company recognized immaterial losses on disposal. Loss on disposal was recorded in operations and support on the Company's consolidated statements of operations and comprehensive loss.

Revenue - Schedule of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 6,196	$ 972
Additions	9,170	8,788
Write-offs, net of recoveries	(779)	(3,564)
Ending balance	$ 14,587	$ 6,196

Property and equipment, net - Schedule of Property and Equipment, net (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment	$ 103,653	$ 114,590
Less: accumulated depreciation	(97,720)	(91,815)
Property and equipment, net	5,933	22,775
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment	68,944	80,029
Computers and software
Property, Plant and Equipment [Line Items]
Property and equipment	12,050	12,026
Internal-use software
Property, Plant and Equipment [Line Items]
Property and equipment	16,210	15,988
Office equipment and other
Property, Plant and Equipment [Line Items]
Property and equipment	719	716
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment	4,810	5,054
Construction-in-progress
Property, Plant and Equipment [Line Items]
Property and equipment	$ 920	$ 777

Basis of Presentation (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Supplemental Cash Flow Information

The following table shows supplemental cash flow information (in thousands):


	2024		2023
Supplemental disclosure of cash flow information:
Cash paid for income taxes during the year	$	679	$	905
Cash paid for interest during the year	$	2,183	$	2,464
Supplemental disclosure of non-cash investing and financing activities:
Operating ROU assets obtained in exchange for operating lease liabilities, net of adjustments(1)	$	(119,464)	$	205,285
Reconciliation of cash and restricted cash:
Cash	$	20,786	$	95,763
Restricted cash	51,268		40,734
Cash and restricted cash at end of period	$	72,054	$	136,497

(1) Operating ROU assets declines are primarily due to the impact of lease terminations related to the portfolio optimization program. These lease terminations primarily occurred during the first half of 2024.

Schedule of Useful Lives of Property and Equipment

Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives of the Company’s assets are as follows:


Classification:						Estimated Useful Life
Furniture and fixtures						3 years
Computers, software, and office equipment						3 years
Internal-use software						2 years
Leasehold improvements						Shorter of remaining lease term or the estimated useful life of 3 years

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


	December 31,
	2024		2023
Furniture and fixtures	$	68,944	$	80,029
Computers and software	12,050		12,026
Internal-use software	16,210		15,988
Office equipment and other	719		716
Leasehold improvements	4,810		5,054
Construction-in-progress (1)	920		777
Property and equipment	103,653		114,590
Less: accumulated depreciation	(97,720)		(91,815)
Property and equipment, net	$	5,933	$	22,775

(1) Primarily includes costs for internal-use software.

Balance Sheet Details - Schedule of Other Non-current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Marriott key money liability	$ 7,344	$ 0
Other	769	652
Total other non-current liabilities	$ 8,113	$ 652

Income Taxes - Schedule of Domestic and Foreign Components of Loss before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Domestic	$ (235,388)	$ (214,936)
Foreign	9,295	(81,665)
Loss before income taxes	$ (226,093)	$ (296,601)

- Definition

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

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+ Details

Debt (Tables)

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt, Net

Long term debt, net consisted of the following (in thousands):


	December 31, 2024		December 31, 2023
Note Purchase Agreement, including capitalized PIK interest	$	229,996	$	180,199
EFA	1,500		2,500
Less: debt discount related to NPA Waiver Obligation, net of amortization	(1,272)		—
Less: debt discount related to Delayed Draw Warrants, net of amortization	(4,263)		(3,908)
Less: unamortized deferred issuance costs	(7,725)		(8,581)
Total debt, net	$	218,236	$	170,210
Less: current portion of long-term debt	(1,000)		(168,710)
Total long-term debt, net	$	217,236	$	1,500

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Restructuring Activities (Details) $ in Thousands	1 Months Ended			3 Months Ended	12 Months Ended
Restructuring Activities (Details) $ in Thousands	Apr. 30, 2025 USD ($)	Feb. 29, 2024 USD ($) corporateRole	Mar. 31, 2023	Mar. 31, 2024 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Restructuring Cost and Reserve [Line Items]
Restructuring costs					$ 3,913	$ 2,119
Employee Severance \| March 2023 Restructuring
Restructuring Cost and Reserve [Line Items]
Restructuring costs						$ 2,100
Reduction in Force
Restructuring Cost and Reserve [Line Items]
Reduction of existing roles		17.00%
Restructuring costs				$ 3,000
Reduction in force (employees) \| corporateRole		106
Estimated annualized cost savings		$ 11,000
Payments for restructuring				$ 3,000
Reduction in Force \| Subsequent Event
Restructuring Cost and Reserve [Line Items]
One-time restructuring costs	$ 2,800
Corporate Employees \| Employee Severance \| March 2023 Restructuring
Restructuring Cost and Reserve [Line Items]
Reduction of existing roles			14.00%

Revenue - Narrative (Details) - Customer Concentration Risk	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Revenue Benchmark \| First Travel Agency
Product Information [Line Items]
Percentage of total revenues	22.00%	23.00%
Revenue Benchmark \| Second Travel Agency
Product Information [Line Items]
Percentage of total revenues	17.00%	14.00%
Revenue Benchmark \| Third Travel Agency
Product Information [Line Items]
Percentage of total revenues	12.00%	12.00%
Accounts Receivable \| First Travel Agency
Product Information [Line Items]
Percentage of total revenues		17.00%

Commitments and Contingencies (Details) $ in Thousands				1 Months Ended			12 Months Ended
Commitments and Contingencies (Details) $ in Thousands	Oct. 21, 2024 USD ($)	Jul. 24, 2024 USD ($) lawsuit paymentTranche	Jul. 30, 2020 USD ($)	Jan. 31, 2025 USD ($)	Nov. 30, 2024 USD ($)	Jul. 31, 2024 USD ($)	Dec. 31, 2024 USD ($) surety_provider	Dec. 31, 2023 USD ($)
Loss Contingencies [Line Items]
Number of surety providers \| surety_provider							6
Amount outstanding							$ 218,236	$ 170,210
Estimate of probable losses							15,300	6,800
Settled
Loss Contingencies [Line Items]
Settled lawsuits \| lawsuit		2
Settlement amount		$ 7,500
Number of payment tranches \| paymentTranche		3
Settlement received					$ 2,300	$ 2,500
Settled \| Subsequent Event
Loss Contingencies [Line Items]
Settlement received				$ 2,700
Broad Street Investigation
Loss Contingencies [Line Items]
Estimated accrual for potential losses							23,500	$ 17,300
Damages sought by other parties	$ 37,000		$ 3,900
Surety Bond
Loss Contingencies [Line Items]
Aggregate principal amount							38,300
Amount outstanding							$ 16,900

Fair Value Measurement and Financial Instruments - Narrative (Details) $ / shares in Units, $ in Thousands				1 Months Ended	2 Months Ended	3 Months Ended	12 Months Ended
	Nov. 06, 2024 shares	Sep. 20, 2023	Jan. 18, 2022 USD ($) $ / shares shares	Nov. 30, 2024 shares	Sep. 30, 2024 USD ($)	Nov. 06, 2024 USD ($)	Dec. 31, 2024 USD ($) $ / shares	Dec. 31, 2023 USD ($)	Dec. 30, 2024 USD ($) $ / shares shares	Oct. 28, 2024 USD ($)	Aug. 13, 2024 USD ($)	Jun. 10, 2024 $ / shares shares
Class of Warrant or Right [Line Items]
Change in fair value of the forward contract							$ 30	$ 2,372
Preferred stock participation right							$ 1,300
Conversion ratio (in shares)		0.05
Exercise price (in dollars per share) \| $ / shares												$ 0.01
Dividend yield							0.00%
Issuance of delayed draw warrants							$ 1,488
Number of warrants issued (in shares) \| shares												475,264
Recurring
Class of Warrant or Right [Line Items]
Preferred stock participation right							$ 1,284				$ 1,300
Common Stock
Class of Warrant or Right [Line Items]
Aggregate number of contingently issuable shares (in shares) \| shares			725,000
Earn Out Liability
Class of Warrant or Right [Line Items]
Expected volatility							87.50%
Expected term (in years)							2 years 6 months 14 days
Risk-free interest rate							4.30%
Dividend yield							0.00%
Series A Convertible Preferred Stock \| Private Placement, Tranche two
Class of Warrant or Right [Line Items]
Number of shares issued (in shares) \| shares	28,600,000			28,600,000
Public Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) \| $ / shares			$ 230.00
Warrants fair value			$ 23,700					300
Public Warrants \| Recurring
Class of Warrant or Right [Line Items]
Warrants fair value							$ 203	$ 290
Public Warrants \| Gores Metropoulos Sponsor II, LLC
Class of Warrant or Right [Line Items]
Number outstanding (in shares) \| shares			9,000,000
Private Placement Warrants
Class of Warrant or Right [Line Items]
Number outstanding (in shares) \| shares			5,500,000
Exercise price (in dollars per share) \| $ / shares			$ 230.00
SPAC Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) \| $ / shares							$ 0.01
Warrants fair value							$ 200
NPA Waiver Warrants
Class of Warrant or Right [Line Items]
Exercise price (in dollars per share) \| $ / shares									$ 0.01
Warrants fair value									$ 1,600	$ 1,300
Number of warrants issued (in shares) \| shares									500,000
NPA Waiver Warrants \| Recurring
Class of Warrant or Right [Line Items]
Warrants fair value							$ 1,585
Forward Contract Liability
Class of Warrant or Right [Line Items]
Change in fair value of the forward contract					$ 28,700	$ 28,700
Delayed Draw Warrants
Class of Warrant or Right [Line Items]
Issuance of delayed draw warrants			$ 5,600

Basis of Presentation (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”, “U.S. GAAP”, or “generally accepted accounting principles”). The consolidated financial statements present the results of operations, financial position, and cash flows of Sonder Holdings Inc., its wholly owned subsidiaries, and one variable interest entity (“VIE”) for which it is the primary beneficiary in accordance with consolidation accounting guidance. All intercompany balances and transactions have been eliminated in consolidation.

Principles of Consolidation

The Company accounts for its VIE in accordance with ASC 810, Consolidation and evaluates its ownership, contractual, and other interests in entities to assess whether it has a variable interest in entities in which it has a financial relationship and, if so, whether or not those entities are VIEs. For an entity to qualify as a VIE, ASC 810 requires the Company to determine if it is the primary beneficiary of the VIE, and, if so, to consolidate such entity into its consolidated financial statements. If the Company determines that it is not the primary beneficiary of the VIE, the ASC 810 requires the Company to account for the investment or other variable interest in a VIE in accordance with applicable U.S. GAAP. The Company consolidates its VIE in which it holds a controlling financial interest, and is therefore deemed the primary beneficiary. Periodically, the Company reevaluates its ownership, contractual, and other interests in entities to determine whether any changes in its interest or relationship with an entity impacts the determination of whether it is still the primary beneficiary of such entity. As of December 31, 2024 and 2023, the Company’s consolidated VIE was not material to the consolidated financial statements.

Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company manages the credit risk associated with cash and cash equivalents by investing in lower risk money market funds and by maintaining operating accounts that are diversified among various institutions with good credit quality. The Company maintains cash accounts that, at times, exceed federally insured limits. The Company has not experienced any losses from maintaining cash accounts in excess of such limits. Management believes that it is not exposed to any significant risks on its cash and cash equivalent accounts.

Use of Estimates

The preparation of consolidated financial statements in accordance 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 at the date of the consolidated financial statements, and the reported amounts of revenue and expense during the reporting periods. Examples of management’s estimates and assumptions include, but are not limited to, the fair value of share-based awards, estimated useful life of long-lived assets, bad-debt allowances, valuation of intellectual property and intangible assets, contingent liabilities, valuation allowance for deferred tax assets, ROU asset impairment valuation of the preferred stock issuance and valuation of non-routine complex transactions, such as recognition of the Earn Out Liability, SPAC Warrants (each as defined below) and forward contracts, among others. These estimates are based on information available as of the date of the consolidated financial statements; therefore, actual results could differ from those estimates.

Segment Information

An operating segment is defined as a component of an entity that: (i) engages in business activities from which it may earn revenues and incur expenses, (ii) is regularly reviewed by the Chief Operating Decision Maker (“CODM”) for performance assessment and resource allocation decisions, and (iii) has discrete financial information available. The Company’s CODM is its Chief Executive Officer.

The Company has one operating and reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of performance assessment and resource allocation.

The key measure of segment profit or loss utilized by the CODM to assess performance of and allocate resources to the Company’s operating segment is consolidated net loss. Net loss is used in monitoring budget versus actual results. This measure is presented on the consolidated statements of operations and comprehensive loss.

Significant segment expenses included in net loss include cost of revenue, operations and support, general and administrative, research and development, sales and marketing and interest expense, net, which are presented on the consolidated statements of operations and comprehensive loss. The measure of segment assets is reported on the consolidated balance sheet as total consolidated assets.

Impairment of Long-Lived Assets

Long-lived assets that are held and used by the Company are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Determination of recoverability of long-lived assets is based on an estimate of the undiscounted cash flows resulting from the use of the asset and its eventual disposition. If the carrying value of the long-lived asset is not recoverable on an undiscounted cash flow basis, impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, as well as other methods and approaches, as necessary.

Any impairments to ROU assets, leasehold improvements, or other assets as a result of a sublease, abandonment, or other similar factor are recorded as an operating expense. Similar to other long-lived assets, the Company tests ROU assets for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. For ROU assets, such circumstances may include subleases that do not fully recover the costs of the associated leases or a decision to abandon the use of all or part of an asset.

Revenue Recognition and Deferred Revenue

The Company generates revenues primarily by providing short-term or month-to-month accommodations to its guests. As a result, the Company’s performance obligation is to facilitate a stay, which is satisfied over time as the stay occurs. Revenues are recognized over time for guest stays, commencing upon guest check-in and ending at guest check-out, net of discounts and refunds. For short-term accommodations, the Company's guests agree to its Terms of Service (“ToS”) and make payments for their accommodations at the time of reservation. For month-to-month accommodations, the Company’s guests agree to its ToS and make payments for their accommodations in accordance with the related contracts. For accommodations booked through OTAs, payments for accommodations are made by OTAs to the Company based on the ToS that the Company has with OTAs.

Guests generally have the right to cancel a stay prior to check-in, and are entitled to refunds in accordance with the agreed-upon ToS. Payments received from guests prior to check-in are recognized as deferred revenue, a contract liability, on the consolidated balance sheet. Deferred revenue is reduced over the period in which a guest completes a stay and is recognized as revenue. Substantially all of the deferred revenue balances at the end of each fiscal year are expected to be recognized as revenue in the subsequent year. Payments received after guest check-in are primarily from OTAs that guests use to book accommodations and are recognized as accounts receivable, net of allowance, after guest check-out. The Company is required to collect certain taxes and fees from guests on behalf of governmental agencies and remit these to the applicable governmental agencies on a periodic basis. The Company recognizes revenues net of such taxes and fees collected.

Leases

The Company determines whether an arrangement is or contains a lease at inception. The lease term is also determined at lease inception and generally begins on the date the Company takes possession of the full or partial portions of leased premises. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Operating lease liabilities represent the present value of lease payments not yet paid. Operating lease ROU assets represent the Company’s right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The determination of our incremental borrowing rate requires estimates surrounding our credit rating, credit spread, and the impact of collateral. The Company has certain lease agreements that contain lease and non-lease components, which are accounted for as a single lease component.

The Company’s leases often contain rent escalations over the lease term. The Company recognizes expense for fixed, scheduled escalations on a straight-line basis over the lease term. The Company recognizes variable expense, accounted for as discussed below, for escalations associated with a change in an index or rate. Additionally, tenant incentives, primarily used to fund leasehold improvements, are recognized when earned and reduce the Company’s ROU asset related to the lease. These are amortized through the ROU asset as reductions of expense over the lease term.

Certain leases contain variable costs such as real estate taxes, insurance, utilities, and certain common area maintenance costs in addition to minimum rent payments. These amounts are expensed as incurred and are included within cost of revenue if paid directly to the lessor or in operations and support if paid to the authority assessing the cost for the properties used for guests and within general and administrative for warehouses in the accompanying consolidated statements of operations and comprehensive loss.

For leases with an initial non-cancelable lease term of 12 months or less and no option to purchase, the Company elected not to recognize the lease on its consolidated balance sheets and instead recognize rent payments on a straight-line basis over the lease term within operations and support on its consolidated statements of operations.

Cash and Restricted Cash

The Company considers all highly liquid investments with an original maturity of 90 days or less when purchased to be cash. Cash is held in checking and interest-bearing accounts, and is recorded at cost, which approximates fair value. Restricted cash consists of cash collateral for standby letters of credit with a bank that were issued to the Company’s real estate owners and for collateral required by the bank to support the Company's corporate credit card programs.

Fair Value Measurements

The Company applies fair value accounting for certain financial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Refer to Note 5, Fair Value Measurement and Financial Instruments, for additional information.

Accounts Receivable, Net of Allowance for Expected Credit Losses

Trade accounts receivable are recorded for guest stays primarily from bookings made through OTAs or through the Company’s sales personnel where payments are made to the Company after guest check-outs. Trade accounts receivable are recorded at the invoiced amount and are non-interest bearing.

The Company maintains an allowance which reflects its best estimate of its exposure to balances deemed to be uncollectible. Accounts receivable are written off as a decrease to the allowance when all collection efforts have been exhausted and an account is deemed uncollectible. Recoveries of receivables previously written off are recorded as a reduction of bad debt expense when received.

Property and Equipment, Net

Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives of the Company’s assets are as follows:


Classification:						Estimated Useful Life
Furniture and fixtures						3 years
Computers, software, and office equipment						3 years
Internal-use software						2 years
Leasehold improvements						Shorter of remaining lease term or the estimated useful life of 3 years

Depreciation and amortization expense are generally classified within the corresponding operating expenses line items on the Company’s consolidated statements of operations and comprehensive loss. The cost of maintenance and repairs is expensed as incurred. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation and

amortization are removed from their respective accounts, and any gain or loss on such sale or disposal is reflected on the consolidated statement of operations and comprehensive loss.

The Company capitalizes certain costs associated with software developed or obtained for internal use, which includes its booking and pricing platform, mobile apps, and website development. The Company capitalizes costs when preliminary software development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. Such costs are amortized on a straight-line basis over the estimated useful life of the related asset. Costs incurred prior to meeting these criteria, together with costs incurred for training and maintenance, are expensed as incurred. Costs incurred for software enhancements that are expected to result in additional material functionality are capitalized and amortized over the estimated useful life of the enhancements.

Foreign Currency

The Company’s reporting currency is the U.S. dollar. Functional currency is determined for each of the Company's foreign subsidiaries by reviewing its operations and currencies used in its primary economic environments. Assets and liabilities for foreign subsidiaries with functional currency other than the U.S. dollar are translated into U.S. dollars at the rate of exchange existing at the balance sheet date. Statements of operations and comprehensive loss amounts are translated at average exchange rates for the period. Translation gains and losses are recorded in cumulative translation adjustment as a component of stockholders’ deficit in the consolidated balance sheets.

Remeasurement gains and losses are included in other expense (income), net in the consolidated statements of operations and comprehensive loss. Monetary assets and liabilities are remeasured at the exchange rate on the balance sheet date, and nonmonetary assets and liabilities are measured at historical exchange rates.

Cost of Revenue

The Company’s cost of revenue (excluding depreciation and amortization) primarily consists of fixed and variable lease costs to real estate owners for Live Units, cleaning costs, and payment processing charges.

Operations and Support

Operations and support expenses are related to guest-facing functions and variable expenses associated with property-level operations, such as customer service agents and hospitality agents, depreciation of property and equipment, utilities, costs to open new properties, and the cost of guest-room consumable items and low-cost furnishings. These costs are expensed as incurred.

General and Administrative

General and administrative expenses primarily consist of personnel-related expenses for administrative functions, such as legal, finance, accounting, public policy, and human resources. It also includes certain professional services fees, technology expenses, bad debt expense, general corporate and director and officer insurance, and other corporate-level expenses the Company incurs to manage and support its operations. These costs are expensed as incurred.

Research and Development

Research and development expenses primarily consist of personnel-related expenses and an allocation of facility expenses incurred in connection with the development of the Company’s existing and new services. These costs are expensed as incurred.

Sales and Marketing

Sales and marketing expenses primarily consist of advertising expenses, personnel-related expenses for sales, marketing, and branding, as well as service charges for bookings made through OTAs. These costs are expensed as incurred.

Advertising Expenses

Advertising expenses, a majority of which consist of internet and social media marketing, were $18.8 million and $15.4 million for the years ended December 31, 2024 and 2023, respectively. These costs are expensed as incurred.

Stock-Based Compensation Related to Stock Options and Restricted Stock Units (“RSUs”)

The Company recognizes stock-based compensation expense related to stock options and RSUs in the consolidated statements of operations and comprehensive loss on a straight-line basis over the requisite service period, which is generally four years. The compensation expense related to stock options is based on the fair value of stock options using the Black-Scholes option-pricing model on the grant date, which requires the use of highly subjective and complex assumptions, including the value of the underlying stock on the date of grant for options granted before the Company was publicly traded, the expected term of the option, the price volatility of the underlying stock, expected dividend yield, and risk-free interest rate. The compensation expense related to RSUs is based on the closing fair market value of our common stock.

The Company estimates the expected term for options based on its historical pattern of option exercise behavior and the period of time options are expected to be outstanding. The contractual term of the Company's stock options is generally ten years. The Company estimates the volatility of its common stock on the date of grant based on the average historical stock price volatility of comparable publicly traded companies. Dividend yields have been, and are expected to be, zero given the Company's dividend payment history and plans. The risk-free interest rate is based on the yield curve of a zero-coupon U.S. Treasury bond on the grant date with a maturity equal to the expected term of the stock option award. The Company has elected to account for forfeitures of stock-based compensation awards as they occur.

Stock-Based Compensation Related to Performance and Market-Based Awards

The Company recognizes the compensation expense related to performance and market-based awards based on its estimate of the fair value of the award using a Monte-Carlo simulation on the grant date. The Monte-Carlo simulation utilizes multiple input variables to estimate the probability that performance conditions will be achieved. These variables include the Company’s expected stock price volatility over the expected term of the award, actual and projected employee stock option exercise behaviors, and the risk-free interest rate for the expected term of the award. The Company recognizes compensation expense for its performance awards using an accelerated attribution method from the time it is deemed probable that the vesting condition will be met through the time the service-based vesting condition has been achieved. The Company recognizes compensation expense for its market-based awards over the requisite service period using the accelerated attribution method.

Restructuring Charges

Costs and liabilities associated with management-approved restructuring activities are recognized when they are incurred. One-time employee termination costs are recognized at the time of communication to employees, unless future service is required, in which case the costs are recognized ratably over the future service period. Ongoing employee termination benefits are recognized as a liability when it is probable that a liability exists and the amount is reasonably estimable. Restructuring charges are recognized in the restructuring and other charges line item of the consolidated statements of operations and comprehensive loss, and related liabilities are recorded within accrued liabilities and other liabilities on the consolidated balance sheets. The Company periodically evaluates and, if necessary, adjusts its estimates based on currently available information.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of operations and comprehensive loss as of the enactment date. A valuation allowance is recorded for deferred tax assets if it is more likely than not that some portion or all of the deferred tax assets will not be realized. As of December 31, 2024, with the exception of Europe and Middle East and Canada, and in December 31, 2023, with the exception of Canada, the Company has recorded a full valuation allowance against its deferred tax assets due to its history of losses.

The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Company recognizes interest and penalties, if any, related to income tax matters as a component of income tax expense.

Taxes payable on the Company’s consolidated balances sheets at December 31, 2024 and 2023 includes both income taxes payable and indirect taxes payable.

Net Loss Per Share

The Company applies the two-class method when computing net loss per share when shares are issued that meet the definition of a participating security. The two-class method determines net loss per share for each class of common stock and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires earnings available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all earnings for the period had been distributed.

Basic net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period, less weighted-average shares subject to repurchase. The diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, because potentially dilutive common shares are anti-dilutive.

Comprehensive Loss

Comprehensive loss consists of net loss and other comprehensive income (loss). Other comprehensive income (loss) primarily consists of foreign currency translation adjustments related to consolidation of foreign entities. Other comprehensive loss is recorded as a component of stockholders’ deficit and is excluded from net loss.

Contingencies

The Company is subject to legal proceedings and claims that arise in the ordinary course of business. The Company accrues for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Related legal fees are expensed as incurred.

Recently Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted

Recently Adopted Accounting Standards

In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the CODM. ASU 2023-07 is effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025. ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements. The Company adopted this guidance for the year ended December 31, 2024 on a retrospective basis and included enhanced disclosures in Note 1, Basis of Presentation, under the subheading “Segment Information”.

Recently Issued Accounting Standards Not Yet Adopted

In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires companies to disclose, on an annual basis, specific categories in the effective tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires companies to disclose additional information about income taxes paid. ASU 2023-09 will be effective for annual periods beginning January 1, 2025 and will be applied on a prospective basis with the option to apply the standard retrospectively. The Company is evaluating the disclosure impact of ASU 2023-09 and its impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). ASU 2024-03 requires companies to disclose additional information about specific expense categories in the notes to the financial statements. ASU 2024-03 will be effective for annual periods beginning January 1, 2026 and will be applied either prospectively to financial statements issued for reporting periods after the effective date of this update or retrospectively to any or all prior periods presented in the financial statements. Early adoption is permitted. The Company is evaluating the disclosure impact of ASU 2024-03 and its impact on the Company’s consolidated financial statements.

Basis of Presentation - Schedule of Useful Lives of Property and Equipment, Net (Details)	Dec. 31, 2024
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years
Computers, software, and office equipment
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years
Internal-use software
Property, Plant and Equipment [Line Items]
Estimated Useful Life	2 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Estimated Useful Life	3 years

Balance Sheet Details - Schedule of Other Non-current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Long-term deposits due from landlords	$ 12,813	$ 12,667
Deferred tax assets	4,171	1,738
Debt issuance costs on undrawn credit facilities	259	518
Other non-current assets	301	227
Total non-current assets	$ 17,544	$ 15,150

Debt - Schedule of Long-Term Debt, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: unamortized deferred issuance costs	$ (7,725)	$ (8,581)
Total debt, net	218,236	170,210
Less: current portion of long-term debt	(1,000)	(168,710)
Long-term debt, net	217,236	1,500
Delayed Draw Notes
Debt Instrument [Line Items]
Long-term debt, gross	229,996	180,199
Less: current portion of long-term debt	(1,000)	(167,700)
EFA
Debt Instrument [Line Items]
Long-term debt, gross	1,500	2,500
NPA Waiver Obligation
Debt Instrument [Line Items]
Less: debt discount, net of amortization	(1,272)	0
Delayed Draw Warrants
Debt Instrument [Line Items]
Less: debt discount, net of amortization	$ (4,263)	$ (3,908)

Net Loss per Common Share - Schedule of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Numerator:
Net loss	$ (224,087)	$ (295,668)
Less: Accretion to redeemable value of preferred stock	4,833	0
Less: Paid-in-kind dividend on preferred stock	5,051	0
Net loss attributable to common stockholders	$ (233,971)	$ (295,668)
Weighted Average Number of Shares Outstanding, Diluted [Abstract]
Weighted average basic common shares outstanding (in shares)	11,308,232	10,933,126
Weighted average diluted common shares outstanding (in shares)	11,308,232	10,933,126
Net loss per common share:
Basic net loss per common share (in dollars per share)	$ (20.69)	$ (27.04)
Diluted net loss per common share (in dollars per share)	$ (20.69)	$ (27.04)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 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

Debt - Narrative (Details)				1 Months Ended
Debt - Narrative (Details)	Nov. 06, 2023 USD ($)	Jul. 25, 2023 USD ($)	Dec. 10, 2021 USD ($) $ / shares shares	Nov. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)	Jan. 31, 2022 USD ($) shares	Dec. 31, 2020 CAD ($)	Apr. 11, 2025 USD ($)	Apr. 10, 2025 USD ($)	Dec. 31, 2024 USD ($) quarterly_payment	Oct. 28, 2024 USD ($) $ / shares shares	Aug. 13, 2024 USD ($)	Jul. 12, 2024 USD ($)	Jun. 10, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($)	Nov. 05, 2023 USD ($)
Debt Instrument [Line Items]
Number outstanding (in shares) \| shares														475,264
Exercise price (in dollars per share) \| $ / shares														$ 0.01
Term of warrants														5 years
Current portion of long-term debt										$ 1,000,000					$ 168,710,000
Restricted cash										$ 51,268,000					40,734,000
EFA
Debt Instrument [Line Items]
Proceeds from delayed draw notes		$ 3,000,000.0
Quarterly payments \| quarterly_payment										12
Interest rate payable annually										12.80%
Current portion of long-term debt															$ 1,000,000.0
Delayed Draw Warrants
Debt Instrument [Line Items]
Number outstanding (in shares) \| shares			123,750			123,750
Exercise price (in dollars per share) \| $ / shares			$ 250.00
Warrant One
Debt Instrument [Line Items]
Number outstanding (in shares) \| shares											500,000
Exercise price (in dollars per share) \| $ / shares											$ 0.01
Warrant Two
Debt Instrument [Line Items]
Number outstanding (in shares) \| shares											625,000
Exercise price (in dollars per share) \| $ / shares											$ 1.00
Delayed Draw Notes
Debt Instrument [Line Items]
Proceeds from delayed draw notes			$ 165,000,000.0			$ 165,000,000.0
Debt term						5 years
Variable interest rate						9.00%
Initial term of debt attributable to payment in kind						2 years
Repayments	$ 30,000,000.0
Early termination fees				$ 4,300,000
Additional commitments												$ 4,000,000	$ 6,000,000	$ 10,000,000
Aggregate principal amount												4,000,000	6,000,000	$ 10,000,000
Waiver, contingent payment											$ 3,000,000
Effective interest rate										16.70%					17.40%
Current portion of long-term debt										$ 1,000,000.0					$ 167,700,000
2022 Loan and Security Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Additional commitments												$ 4,000,000	$ 6,000,000
Maximum borrowing capacity	$ 45,000,000.0				$ 60,000,000.0											$ 60,000,000.0
Letter of credit fee percentage					1.50%
Fronting fee percentage					0.25%
Non-use fee percentage					0.25%
Amount outstanding under line of credit										0
2022 Loan and Security Agreement \| Revolving Credit Facility \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity								$ 35,000,000.0	$ 60,000,000.0
2022 Loan and Security Agreement \| Letter of Credit
Debt Instrument [Line Items]
Amount outstanding under line of credit										$ 48,300,000					$ 37,600,000
2022 Loan and Security Agreement \| Letter of Credit \| Subsequent Event
Debt Instrument [Line Items]
Maximum borrowing capacity								$ 35,000,000.0	$ 45,000,000.0
2020 Québec Credit Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt term							10 years
Interest rate payable annually							6.00%
Maximum borrowing capacity							$ 25,000,000.0
Conditional-Refund Financial Contribution Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt term							10 years
Maximum borrowing capacity							$ 5,000,000.0

Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

The components of provision (benefit) for income taxes are as follows (in thousands):


	Year ended December 31,
Current:	2024		2023

U.S. States	$	272	$	217
Foreign	276		588
Total current provision for income taxes	$	548	$	805

Deferred:


Foreign	$	(2,554)	$	(1,738)
Total deferred benefit for income taxes	$	(2,554)	$	(1,738)
Total benefit for income taxes	$	(2,006)	$	(933)

The domestic and foreign components of loss before income taxes are as follows (in thousands):


	Year ended December 31,
	2024		2023
Domestic	$	(235,388)	$	(214,936)
Foreign	9,295		(81,665)
Loss before income taxes	$	(226,093)	$	(296,601)

A reconciliation of provision (benefit) for income tax on loss before income taxes at the U.S. federal statutory rate of 21.0% compared with the Company’s actual provision (benefit) for income taxes is as follows:


	Year ended December 31,
	2024		2023
Income tax provision at U.S. statutory rate	$	(47,480)	$	(62,286)
Foreign tax rate differential	(1,473)		(674)
State income taxes, net of federal benefit	215		172
Tax credits	(886)		(827)
Stock-based compensation	972		3,196
Convertible debt instruments	—		(552)
Capital loss	23,668		—
Non-deductible expenses	647		189
Other, net	21,084		(7,698)
Change in valuation allowance	11,084		60,146
Lease adjustment (gain) loss	(9,837)		7,401
Total benefit for income taxes	$	(2,006)	$	(933)

The components of the Company’s net deferred tax assets and liabilities are as follows (in thousands):


	Year ended December 31,
	2024		2023
Deferred tax assets:
Net operating loss and capital loss carryforwards	$	236,569	$	205,706
Credit carryforwards	8,089		7,232
Fixed and intangible assets	18,643		20,339
Other assets	7,800		5,120
Capitalized research and development	6,150		9,777
Deferred revenue	13,681		13,531
Interest expense carryforward	22,764		15,823
Stock-based compensation	11,005		10,354
Operating lease liabilities	261,789		358,266
Other	10,637		6,127
Gross deferred tax assets	597,127		652,275
Valuation allowance	(370,485)		(361,038)
Total deferred tax assets, net of valuation allowance	$	226,642	$	291,237

Deferred tax liabilities:
ROU assets	$	222,471	$	289,499
Net deferred tax assets	$	4,171	$	1,738

Realization of the deferred tax assets is dependent upon future taxable income, the amount and timing of which is uncertain. Accordingly, the U.S. federal and state deferred tax assets have been fully offset by a valuation allowance. With the exception of operations in Canada and some countries in Europe and the Middle East, the Company’s foreign deferred tax assets are fully offset by a valuation allowance. The valuation allowance increased by approximately $9.4 million and $77.9 million during the years ended December 31, 2024, and 2023, respectively.

As of December 31, 2024, the Company had tax net operating loss carryforwards for U.S. federal, state, and foreign purposes of approximately $715.4 million, $561.6 million, and $226.5 million, respectively. As of December 31, 2023, the Company had tax net operating loss carryforwards for U.S. federal, state, and foreign purposes, and capital loss carryforwards for foreign purposes of approximately $612.4 million, $507.5 million, and $203.3 million, respectively.

Of the federal net operating loss carryforwards, $11.0 million will begin to expire in 2035, and $704.4 million will carry forward indefinitely. The state and foreign net operating loss carryforwards will begin to expire in 2027.

Utilization of the U.S. federal and state net operating loss, tax credits, and disallowed business interest expense carryforwards is subject to an annual limitation due to the ownership change limitations provided by the U.S. Tax Code and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization.

Uncertain Tax Positions

The Company has adopted authoritative guidance, which prescribes a recognition threshold and measurement attribute for the consolidated financial statement recognition and measurement of uncertain tax positions taken, or expected to be taken, in its income tax return, and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.

The following is a reconciliation of the total amounts of unrecognized tax benefits (in thousands):


	Year ended December 31,
	2024		2023
Beginning balance	$	1,796	$	1,520
Addition: tax positions related to prior years	—		1
Addition: tax positions related to current year	83		275
Subtraction: tax positions related to prior years	(191)		—
Ending balance	$	1,688	$	1,796

The Company files income tax returns in U.S. federal, various states, and international jurisdictions. All periods since inception are subject to examination by U.S. federal, state, and foreign authorities, where applicable. The Company is under examination by the Canada Revenue Agency (“CRA”) for the income tax returns filed for tax years ended December 31, 2018, 2019, 2021 and 2022. As of December 31, 2024, the examination is on-going, and no proposed adjustments have been provided by the CRA. The Company is also under examination by France for the income tax returns filed for the tax years ended December 31, 2022 and 2023. As of December 31, 2024, no tax assessments were made by the tax jurisdictions. There are currently no other pending income tax examinations. The Company’s 2021 through 2023 tax years remains subject to examination in the United States.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We are currently assessing its impact on our consolidated financial statements.

- Definition

The entire disclosure for income tax.

+ References

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

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

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

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

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

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

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

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

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

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

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

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

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

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

+ Details

Revenue (Tables)

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregated Revenue

Revenue disaggregated between direct and indirect revenue is as follows (in thousands):


	Year ended December 31,
	2024		2023
Direct revenue	$	284,709	$	282,923
Indirect revenue	336,563		319,143
Total revenue	$	621,272	$	602,066

Schedule of Revenue by Geographical Area

Revenue by geographic area is determined based on the location where the guest stays and is as follows (in thousands):


	Year ended December 31,
	2024		2023
Americas:
United States	$	367,759	$	370,825
Other Americas(1)	68,139		60,161
Total Americas	435,898		430,986
Europe and Middle East:
Great Britain	41,928		38,664
United Arab Emirates	64,581		68,019
Mainland Europe	78,865		64,397
Total Europe and Middle East	185,374		171,080
Total revenue	$	621,272	$	602,066

(1) As of December 31, 2024 and 2023, Other Americas is comprised of Canada and Mexico.

Schedule of Allowance for Doubtful Accounts

The following table summarizes the activity in the Company’s allowance for expected credit losses balance (in thousands):


	Year ended December 31,
	2024		2023
Beginning balance	$	6,196	$	972
Additions	9,170		8,788
Write-offs, net of recoveries	(779)		(3,564)
Ending balance	$	14,587	$	6,196

Fair Value Measurement and Financial Instruments - Schedule of Financial Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 30, 2024	Oct. 28, 2024	Aug. 13, 2024	Dec. 31, 2023	Jan. 18, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Preferred Stock Participation Right	$ 1,300
NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants		$ 1,600	$ 1,300
Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants					$ 300	$ 23,700
Recurring
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Preferred Stock Participation Right	1,284			$ 1,300
Total liabilities measured at fair value	3,087				335
Recurring \| Earn Out Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Earn Out Liability	15				45
Recurring \| NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	1,585
Recurring \| Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	203				290
Recurring \| Level 1
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Preferred Stock Participation Right	0
Total liabilities measured at fair value	1,788				290
Recurring \| Level 1 \| Earn Out Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Earn Out Liability	0				0
Recurring \| Level 1 \| NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	1,585
Recurring \| Level 1 \| Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	203				290
Recurring \| Level 2
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Preferred Stock Participation Right	0
Total liabilities measured at fair value	0				0
Recurring \| Level 2 \| Earn Out Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Earn Out Liability	0				0
Recurring \| Level 2 \| NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	0
Recurring \| Level 2 \| Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	0				0
Recurring \| Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Preferred Stock Participation Right	1,284
Total liabilities measured at fair value	1,299				45
Recurring \| Level 3 \| Earn Out Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Earn Out Liability	15				45
Recurring \| Level 3 \| NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	0
Recurring \| Level 3 \| Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
NPA Waiver Warrants	$ 0				$ 0

Net Loss per Common Share - Schedule of Anti-dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	46,824,057	4,401,481
Convertible preferred stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	43,300,000	0
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	2,129,040	2,685,923
Common stock subject to repurchase or forfeiture
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	74,964	75,901
Outstanding RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	236,985	359,175
Outstanding MSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	531,996	567,500
Exchangeable shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total common stock equivalents (in shares)	551,072	712,982

Equity Incentive Plans and Stock-Based Compensation - Schedule of Fair Value Inputs for Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%
Weighted-average grant-date fair value per share (in dollars per share)	$ 0	$ 6.13
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility, minimum		50.40%
Expected volatility, maximum		51.20%
Dividend yield		0.00%
Risk-free interest rate, minimum		3.50%
Risk-free interest rate, maximum		4.40%
Stock Options \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		6 years 1 month 2 days
Weighted-average grant-date fair value per share (in dollars per share)		$ 1.35
Stock Options \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)		6 years 2 months 19 days
Weighted-average grant-date fair value per share (in dollars per share)		$ 13.69

Warrants and Stockholders' Deficit - Narrative (Details) $ / shares in Units, $ in Thousands		12 Months Ended
	Jan. 18, 2022 USD ($) $ / shares shares	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2022 USD ($)	Jun. 10, 2024 $ / shares shares	Jan. 31, 2022 shares	Dec. 10, 2021 $ / shares shares
Class of Stock [Line Items]
Exchange rate	1.4686
Reclassification of warrants from liability to equity \| $				$ 2,100
Number outstanding (in shares) \| shares					475,264
Issuance of delayed draw warrants \| $		$ 1,488
Exercise price (in dollars per share) \| $ / shares					$ 0.01
Term of warrants					5 years
Change in fair value of SPAC Warrants \| $		$ 87	$ 615
Shares authorized (in shares) \| shares	409,309,144
Preferred stock, shares authorized (in shares) \| shares	250,000,000
Preferred stock par value (in dollars per share) \| $ / shares	$ 0.0001
Delayed Draw Warrants
Class of Stock [Line Items]
Number outstanding (in shares) \| shares						123,750	123,750
Exercise price (in dollars per share) \| $ / shares							$ 250.00
SPAC Warrants
Class of Stock [Line Items]
Exercise price (in dollars per share) \| $ / shares		$ 0.01
Warrants fair value \| $		$ 200
Public Warrants
Class of Stock [Line Items]
Exercise price (in dollars per share) \| $ / shares	$ 230.00
Warrants fair value \| $	$ 23,700		300
Adjustment to initial fair value \| $			12,200
Change in fair value of SPAC Warrants \| $			11,100
Additional Paid-in Capital
Class of Stock [Line Items]
Issuance of delayed draw warrants \| $		$ 1,488
Additional Paid-in Capital \| Sonder Legacy Warrants
Class of Stock [Line Items]
Issuance of common stock upon exercise of common stock warrants \| $	$ 1,200
Additional Paid-in Capital \| Delayed Draw Warrants
Class of Stock [Line Items]
Issuance of delayed draw warrants \| $			$ 5,600
Former Series C And D Preferred Stock Warrants
Class of Stock [Line Items]
Number outstanding (in shares) \| shares		21,281	21,281
Post-Combination Exchangeable Common Stock
Class of Stock [Line Items]
Number of shares converted (in shares) \| shares	7,761
Common stock, shares authorized (in shares) \| shares		2,000,000	2,000,000
Post-Combination Exchangeable Common Stock \| Common Stock
Class of Stock [Line Items]
Issuance of common stock upon exercise of common stock warrants \| $	$ 49,700
Shares issued upon conversion (in shares) \| shares	1,616,767
Common Stock
Class of Stock [Line Items]
Issuance of common stock upon exercise of common stock warrants \| $	$ 518,800
Common stock, shares authorized (in shares) \| shares	157,309,144
Common Stock \| Common Stock
Class of Stock [Line Items]
Number of shares converted (in shares) \| shares		473,458
General Common Stock
Class of Stock [Line Items]
Common stock, shares authorized (in shares) \| shares	159,309,144
Special Voting Stock
Class of Stock [Line Items]
Common stock, shares authorized (in shares) \| shares	2,000,000
Common stock par value (in dollars per share) \| $ / shares	$ 0.001

Balance Sheet Details

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Details

Other current assets

Other current assets consists of the following (in thousands):


	December 31,
	2024		2023
Non-income-related tax assets	$	8,150	$	10,030
Deposits due from landlords	539		844
Other current assets	1,044		471
Total other current assets	$	9,733	$	11,345

Other non-current assets

Other non-current assets consists of the following (in thousands):


	December 31,
	2024		2023
Long-term deposits due from landlords	$	12,813	$	12,667
Deferred tax assets	4,171		1,738
Debt issuance costs on undrawn credit facilities	259		518
Other non-current assets	301		227
Total non-current assets	$	17,544	$	15,150

Accrued liabilities

Accrued liabilities consists of the following (in thousands):


	December 31,
	2024		2023
Accrued legal expenses	$	18,540	$	15,219
Accrued compensation	1,703		4,395
Accrued direct costs(1)	3,454		3,754
Accrued other liabilities	8,924		12,672
Total accrued liabilities	$	32,621	$	36,040

(1) Direct costs include utilities, maintenance, insurance, cleaning, and other expenses related to the Company’s properties.

Other non-current liabilities

Other non-current liabilities consists of the following (in thousands):


	December 31,
	2024		2023
Marriott key money liability	$	7,344	$	—
Other	769		652
Total other non-current liabilities	$	8,113	$	652

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2024
Audit Information [Abstract]
Auditor Firm ID	34
Auditor Name	DELOITTE & TOUCHE LLP
Auditor Location	San Francisco, California

Fair Value Measurement and Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Financial Liabilities Measured on Recurring Basis

The following table presents fair value information for liabilities measured at fair value on a recurring basis as of December 31, 2024 (in thousands):


	Level 1		Level 2		Level 3		Total
Preferred Stock Participation Right(1)	$	—	$	—	$	1,284	$	1,284
NPA Waiver Warrants(2)	1,585		—		—		1,585
Earn Out Liability	—		—		15		15
Public Warrants	203		—		—		203
Total liabilities measured at fair value	$	1,788	$	—	$	1,299	$	3,087

(1)At inception, on August 13, 2024, the fair value of the Preferred Stock Participation Right was $1.3 million.

(2)At inception, on December 30, 2024 when NPA Waiver Obligation was recharacterized as NPA Waiver Warrants, the fair value of the NPA Waiver Warrants were $1.6 million.

At December 31, 2023, the Earn Out Liability and Public Warrants liability were included in other non-current liabilities in the consolidated balance sheets. The following table presents fair value information for liabilities measured at fair value on a recurring basis as of December 31, 2023 (in thousands):


	Level 1		Level 2		Level 3		Total
Earn Out Liability	$	—	$	—	$	45	$	45
Public Warrants	290		—		—		290

Total liabilities measured at fair value	$	290	$	—	$	45	$	335

Schedule of Financial Liabilities Measured at Fair Value

The following table represents changes in the Company’s Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2024 (in thousands):


	Level 3
Beginning balance, at January 1, 2024	$	45
Issuance of Forward Contract Liability	53,690
Issuance of Preferred Stock Participation Right	1,291
Issuance of NPA Waiver Obligation	1,343
Change in fair value of Forward Contract Liability	28,652
Change in fair value of Earn Out Liability	(30)
Change in fair value of Preferred Stock Participation Right	(7)
Change in fair value of NPA Waiver Obligation	237
Settlement of Forward Contract Liability	(82,342)
Settlement of NPA Waiver Obligation	(1,580)
Ending balance, at December 31, 2024	$	1,299

The following table presents changes in the Company’s Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2023 (in thousands):


	Level 3
Beginning balance, at January 1, 2023	$	2,417
Recognition of Earn Out Liability	(2,372)
Ending balance, at December 31, 2023	$	45

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Operating leases See Note 9, Leases, for commitments related to our operating leases. Surety Bonds A portion of the Company’s leases are supported by surety bonds provided by affiliates of certain insurance companies. At December 31, 2024, the Company had commitments from six surety providers in the amount of $38.3 million, of which $16.9 million was outstanding. The availability, terms and conditions, and pricing of bonding capacity are dependent on, among other things, continued financial strength and stability of the insurance company affiliates providing the bonding capacity, general availability of such capacity, and the Company’s corporate credit rating. Legal and Regulatory Matters The Company has been and expects to continue to become involved in litigation or other legal proceedings from time to time, including the matter described below. Except as described below, the Company is not currently a party to any litigation or legal proceedings that, in the opinion of management, is likely to have a material adverse effect on the Company’s business. Regardless of outcome, litigation and other legal proceedings can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources, possible restrictions on the business as a result of settlement or adverse outcomes, and other factors. The Company establishes an accrued liability for loss contingencies related to legal matters when a loss is both probable and reasonably estimable. These accruals represent management’s best estimate of probable losses. The Company recorded an estimated accrual of $23.5 million and $17.3 million in the consolidated balance sheets as of December 31, 2024 and 2023, respectively. Management’s views and estimates related to these matters may change in the future, as new events and circumstances arise and the matters continue to develop. Until the final resolution of legal matters, there may be an exposure to losses in excess of the amounts accrued. With respect to outstanding legal matters, based on management’s current knowledge, the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, results of operations, financial condition, and cash flows. New York City Litigation In February 2020, the Company was informed about an investigation underway by the New York City Department of Health and Mental Hygiene relating to possible Legionella bacteria contamination in the water supply at the Company’s property located at 20 Broad Street, New York, NY (the “Broad Street Property”). Due to the failure of the owner of the Broad Street Property (the “Broad Street Landlord”) to address the Legionella bacteria contamination and the associated health risks posed to guests, the Company withheld payment of rent to the Broad Street Landlord on grounds of, among other reasons, constructive eviction. On July 30, 2020, the Broad Street Landlord sued Sonder USA Inc., Sonder Canada Inc., and Sonder Holdings Inc. (the “Sonder Parties”) for breach of the lease, seeking no less than $3.9 million in damages. The Sonder Parties filed counterclaims against the Broad Street Landlord and the property management company for breach of contract, seeking significant damages. The Broad Street Landlord filed a motion for summary judgment. The hearing and oral argument for the summary judgment motion occurred on December 21, 2021. On October 13, 2023, the court issued an order granting the summary judgment motion with respect to liability for the claim for breach of guaranty against Sonder Canada Inc., the claim for breach of contract against Sonder USA Inc., and reasonable attorney’s fees; dismissing the Sonder Parties’ counterclaims; and ordering a trial for the amount of damages. On November 13, 2023, the Sonder Parties filed a notice of appeal of the October 13, 2023 court order on liability. On May 9, 2024, the appellate court affirmed the trial court’s order as to liability, but directed the trial court to allow the Sonder Parties the right to conduct discovery concerning the amount of the Broad Street Landlord’s alleged damages. Discovery has commenced in the trial court regarding the Broad Street Landlord’s alleged damages. A trial date to determine damages has not yet been set. On June 12, 2024, the Sonder Parties filed a motion in the appellate court seeking leave to reargue aspects of the appellate court’s order, or alternatively, for leave to appeal the order. On September 26, 2024, the appellate court granted the Sonder Parties’ motion to reargue and issued an order reversing the portion of the trial court’s decision dismissing the Sonder Parties’ breach of contract claim related to the Broad Street Landlord’s failure to maintain the plumbing systems in good repair for the period prior to when the Sonder Parties began withholding payment of rent. On October 21, 2024, the Broad Street Landlord filed a motion seeking leave to amend its complaint in order to assert $37 million in damages. Oral argument on that motion occurred in the trial court on March 5, 2025, and discovery is stayed pending the court’s determination of the motion. Sonder Stockholder Litigation On April 11, 2024, a putative securities class action lawsuit titled Duffaydar v. Sonder Holdings Inc., et al., Case No. 24-cv-2952 was filed in the U.S. District Court for the Central District of California (the “Central District Court”) naming the Company and certain of its current and former officers and directors as defendants. A lead plaintiff and lead counsel were appointed, and an amended complaint was filed on December 23, 2024. The amended complaint purports to bring suit on behalf of stockholders who purchased or otherwise acquired the Company’s securities between March 16, 2023 and March 15, 2024, and alleges that the defendants made false and misleading statements about the Company’s financial results and condition, including the Company’s valuation of operating lease right of use assets, in violation of Sections 10(b) and 20(a) of the Exchange Act. The amended complaint seeks unspecified compensatory damages, fees and costs. The defendants filed a motion to dismiss on February 21, 2025 and the Central District Court took the defendant’s motion to dismiss under submission. The Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter. The Company believes the plaintiffs’ allegations are without merit and intends to defend the action vigorously. On January 28, 2025, a putative stockholder derivative lawsuit titled Versen v. Davidson, et al., Case No. 25-cv-761 was filed in the Central District Court naming certain of the Company’s current and former officers and directors as defendants and naming the Company as a nominal defendant. The derivative complaint is based on allegations similar to those in the Duffaydar class action and purports to assert claims against the individual defendants for making false and misleading statements about the Company’s financial results and condition in violation of Section 14(a) of the Exchange Act and for breach of their fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, waste of corporate assets and contribution under Sections 10(b) and 21D of the Exchange Act. The plaintiff seeks corporate reforms, unspecified damages and restitution, and fees and costs. On May 1, 2025, the Central District Court stayed this matter. The Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter. On March 7, 2025, a putative stockholder derivative lawsuit titled Akcayli v. Davidson, et al., Case No. 25-cv-2060 was filed in the Central District Court naming certain of the Company’s current and former officers and directors as defendants and naming the Company as a nominal defendant. The derivative complaint is based on allegations similar to those described in the Duffaydar class action and purports to assert similar claims against the same individual defendants as those in the Versen derivative action. The plaintiff seeks corporate reforms, unspecified damages and restitution, and fees and costs. On May 27, 2025, the Central District Court stayed this matter. The Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter. On March 17, 2025, a putative stockholder derivative lawsuit titled Hunter v. Aggarwal, et al., Case No. 25-cv-2352 was filed in the Central District Court naming certain of the Company’s current and former officers and directors as defendants and naming the Company as a nominal defendant. The derivative complaint is based on allegations similar to those described in the Duffaydar class action and purports to assert similar claims against the same individual defendants as the Versen derivative action. The plaintiff seeks corporate reforms, unspecified damages and restitution, and fees and costs. On June 27, 2025, the Central District Court entered an order continuing the defendants’ deadline to respond to the derivative complaint until after the Central District Court issues an order regarding the motion to dismiss in the Duffaydar class action. The Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter. GMII Litigation On December 23, 2024, a putative stockholder of GMII filed a purported class action lawsuit titled Porter v. Metropoulos, et al., Case No. 2024-1336 in the Court of Chancery of the State of Delaware against Gores Metropoulos Sponsor II, the directors and officers of GMII, and two of the Company’s officers. The complaint purports to assert claims for breach of fiduciary duty, aiding and abetting breach of fiduciary duty and unjust enrichment in connection with the merger between GMII and Legacy Sonder and seeks unspecified damages and disgorgement. An amended complaint was filed on May 9, 2025, which dismissed one of the Company’s officers. The defendants filed a motion to dismiss on May 23, 2025. The Company cannot reasonably estimate the amount of any possible financial loss that could result from this matter. Lawsuit Settlements On July 24, 2024, the Company favorably settled two lawsuits related to certain property leases for a total of $7.5 million payable in three tranches. The Company received the first tranche of $2.5 million in July 2024, the second tranche of $2.3 million in November 2024, and the third tranche of $2.7 million in January 2025. The Company recognized the settlement income when it was realized and earned accordingly in the periods of payment receipt. Tax Contingencies The Company is subject to audit or examination by various domestic and foreign tax authorities with regards to tax matters. Income tax examinations may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes or net operating losses with respect to years under examination as well as subsequent periods. Indirect tax examinations may lead to ordinary course adjustments or proposed adjustments to transaction taxes which may increase operating expenses. The Company establishes an accrued liability for loss contingencies related to tax matters when a loss is both probable and reasonably estimable. These accruals represent management’s best estimate of probable losses. In June 2019, His Majesty’s Revenue and Customs (“HMRC”) issued notices of determination and decisions that stated that, for the period October 2017 to April 2018, Sonder Europe Limited (“Sonder Europe”) incorrectly accounted for value added taxes (“VAT”) under the Tour Operators’ Margin Scheme (“TOMS”) for Sonder Europe’s leasing of residential apartments in the United Kingdom on long-term contracts and the subsequent short-term rental to travelers. In January 2023, Sonder Europe appealed to the First-Tier Tribunal Tax Chamber (the “FTT”) against HMRC’s notices. On July 5, 2023, the FTT delivered a ruling holding that supplies of accommodation made by Sonder Europe fell within the scope of the TOMS under the relevant VAT regulations. HMRC appealed the FTT’s ruling and on December 3, 2024, the appeal was heard in the Upper Tribunal. On January 14, 2025, the Upper Tribunal ruled that the FTT’s decision was wrong, and Sonder Europe was required to account for VAT on the full value of its supplies to travelers, rather than on the margin between the cost to Sonder Europe and the amount paid by travelers. The Company filed an appeal in March 2025. The Company recorded estimated accruals of $15.3 million and $6.8 million in the taxes payable line item of the consolidated balance sheets as of December 31, 2024 and 2023, respectively, for such matters. Changes in tax laws, regulations, administrative practices, principles, and interpretations may impact the Company’s tax contingencies. Due to various factors, including the inherent complexities and uncertainties of the judicial, administrative, and regulatory processes in certain jurisdictions, the timing of the resolution of income tax controversies is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ from the amounts accrued. It is reasonably possible that within the next twelve months the Company will receive additional assessments by various tax authorities or possibly reach resolution of tax controversies in one or more jurisdictions. These assessments or settlements could result in changes to the Company’s contingencies related to positions on prior years’ tax filings. The actual amount of any change could vary significantly depending on the ultimate timing and nature of any settlements, and the range of possible outcomes is not currently estimable. Indemnifications The Company has entered into indemnification agreements with all of its directors and executive officers. The indemnification agreements and the Company’s Amended and Restated Bylaws (the “Bylaws”) require the Company to indemnify these individuals to the fullest extent not prohibited by Delaware law. Subject to certain limitations, the indemnification agreements and Bylaws also require the Company to advance expenses incurred. In addition, the Company entered into indemnification agreements with directors and officers of GMII in connection with the consummation of the Business Combination. These indemnification agreements provide these directors and officers with contractual rights to indemnification and advancement of certain expenses arising out of their service as directors and officers of GMII. The Company may be required to provide indemnification under the indemnification agreements or the Bylaws in relation to the legal proceedings described above in Note 13, Commitments and Contingencies. There are no claims that management is aware of that could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. In the ordinary course of business, the Company has included limited indemnification provisions under certain agreements with parties with whom it has commercial relations of varying scope and terms with respect to certain matters, including losses arising out of its breach of such agreements or out of intellectual property infringement claims made by third parties. It is not possible to determine the maximum potential loss under these indemnification provisions due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, no material costs have been incurred, either individually or collectively, in connection with the Company’s indemnification provisions.

Debt

12 Months Ended

Dec. 31, 2024

Debt Disclosure [Abstract]

Debt

Note Purchase Agreement

On December 10, 2021, the Company entered into the Note Purchase Agreement with NPA Purchasers for the sale of delayed draw notes in the aggregate principal amount of $165.0 million to be available to the Company following the consummation of the Business Combination (the “Delayed Draw Notes”). The Note Purchase Agreement also provided for the issuance of warrants to purchase an aggregate of 123,750 shares of the Company’s common stock with an exercise price of $250.00 per share (the “Delayed Draw Warrants”).

In January 2022, upon consummation of the Business Combination, the Company drew $165.0 million in Delayed Draw Notes and issued Delayed Draw Warrants to purchase 123,750 shares of common stock from the NPA Purchasers. The Delayed Draw Notes have a maturity of five years from the date of issuance and are subject to interest on the unpaid principal amount at a rate per annum equal to the three-month secured overnight financing rate plus 9.0% payable in cash. For the first two years, the Company elected payment-in-kind (“PIK”) interest, quarterly in arrears. The Delayed Draw Notes are secured by substantially all of the assets of the Company. The Delayed Draw Warrants expire five years after issuance.

On December 21, 2022, the Company entered into an amendment to the Note Purchase Agreement (the “First Notes Amendment”), between various obligors, guarantors, investors, and the collateral agent. Among other things, the First Notes Amendment provided additional flexibility to the Company under certain of the negative covenants in the Note Purchase Agreement, including to permit certain transactions contemplated by the 2022 Loan and Security Agreement and related cash collateral.

On November 6, 2023, the Company entered into an amendment to the Note Purchase Agreement (the “Second Notes Amendment”), which (i) extended the ability to pay interest in kind on the Delayed Draw Notes through July 19, 2024, (ii)

provided for the repayment by the Company of $30.0 million of the outstanding principal amount of the Delayed Draw Notes, plus a prepayment premium of approximately $4.3 million, and (iii) added a minimum liquidity covenant and a minimum free cash flow covenant, each as more fully detailed in the Second Notes Amendment.

On June 10, 2024, the Company entered into a waiver and amendment to the Note Purchase Agreement (the “Third Notes Amendment”), which provided for (i) a permanent waiver of certain non-compliance relating to financial reporting, (ii) the limited forbearance of certain rights and remedies available under the transaction documents, (iii) the amendment of certain financial covenants, and (iv) additional commitments with an aggregate principal amount of $10.0 million. In addition, the NPA Purchasers also received detachable warrants (the “New Delayed Draw Warrants”) to purchase an aggregate of 475,264 shares of the Company’s common stock, each with an exercise price of $0.01 per share and an expiration date five years after the issuance date, and the previously issued Delayed Draw Warrants to the NPA Purchasers were canceled. The NPA Purchasers were also provided with customary registration rights for shares issuable upon exercise of the New Delayed Draw Warrants. Subsequently on June 10, 2024, the Company issued the $10.0 million of Delayed Draw Notes, together with the New Delayed Draw Warrants. In August 2024, all New Delayed Draw Warrants were exercised for cash. The Company used the proceeds from this issuance of Delayed Draw Notes and the exercise of the New Delayed Draw Warrants for general corporate purposes.

On July 12, 2024, the Company entered into an amendment to the Note Purchase Agreement (the “Fourth Notes Amendment”), which provided for additional commitments with an aggregate principal amount of up to $6.0 million issuable at the Company’s election. Subsequently, on July 12, 2024, the Company issued the $6.0 million of Delayed Draw Notes. The Company used the proceeds for general corporate purposes.

On August 13, 2024, the Company entered into an amendment to the Note Purchase Agreement (the “Fifth Notes Amendment”), which (i) extended the maturity date of all outstanding Delayed Draw Notes to December 10, 2027, (ii) extended the PIK interest payments through March 31, 2025, and at the option of the Delayed Draw Notes obligors further extends the PIK interest payments through December 31, 2026, and (iii) provided for additional commitments with an aggregate principal amount of up to $4.0 million. On August 13, 2024, the Company issued the full $4.0 million of Delayed Draw Notes. The Company used the proceeds for general corporate purposes.

On October 28, 2024, the Company entered into a limited waiver and consent agreement to the Note Purchase Agreement (the “NPA Waiver”) to provide for (i) a permanent waiver of any non-compliance resulting from (x) the Company entering into certain lease modification agreements to that certain Lease with respect to certain premises located in the building known as and located at 23-20 Jackson Avenue, Long Island City, New York 11101, as amended, and (y) the Company’s failure to deliver the audited financial statements for each of the Company’s fiscal years ending December 31, 2023 and December 31, 2024 without a “going concern” or like qualification (the “NPA Waived Matters”), and (ii) the Company’s commitment to, on the date that the Company files its Current Report on Form 8-K disclosing the voting results of the Company’s 2024 Annual Meeting, (1) if the Share Increase Proposal (as defined in the NPA Waiver) is approved at the 2024 Annual Meeting, issue warrants to the NPA Purchasers to purchase an aggregate of (A) 500,000 shares of the Company’s common stock, if the Company elects to issue warrants with an exercise price of $0.01 or (B) 625,000 shares of the Company’s common stock, if the Company elects to issue warrants with an exercise price of $1.00, or (2) if the Share Increase Proposal is not approved at the 2024 Annual Meeting, make a payment to the NPA Purchasers in the aggregate amount of $3.0 million. As a result of the NPA Waiver, the debt balances associated with the Delayed Draw Notes have been reclassified from current portion of long-term debt to long-term debt, net as of December 31, 2024. Following approval of the Share Increase Proposal at the 2024 Annual Meeting, the Company issued warrants to the NPA Purchasers.

At December 31, 2024 and 2023, the effective interest rate of the Delayed Draw Notes was 16.7% and 17.4%, respectively.

Equipment Financing Agreement

On July 25, 2023, the Company entered into a master equipment financing agreement (the “EFA”), which is accounted for as debt. In accordance with the EFA, the Company received approximately $3.0 million in exchange for conveying an interest in certain furniture, fixtures, and equipment (“FF&E”). The EFA contains customary terms and events of default and provides for 12 quarterly payments with an effective interest rate of approximately 12.8% as of December 31, 2024, which includes a balloon payment at the end of the term. The EFA terminates in July 2026.

Long term debt, net consisted of the following (in thousands):


	December 31, 2024		December 31, 2023
Note Purchase Agreement, including capitalized PIK interest	$	229,996	$	180,199
EFA	1,500		2,500
Less: debt discount related to NPA Waiver Obligation, net of amortization	(1,272)		—
Less: debt discount related to Delayed Draw Warrants, net of amortization	(4,263)		(3,908)
Less: unamortized deferred issuance costs	(7,725)		(8,581)
Total debt, net	$	218,236	$	170,210
Less: current portion of long-term debt	(1,000)		(168,710)
Total long-term debt, net	$	217,236	$	1,500

At December 31, 2024 the current portion of long-term debt consisted of $1.0 million in principal on the EFA. At December 31, 2023, the current portion of long-term debt consisted of $167.7 million in principal on the Note Purchase Agreement and $1.0 million in principal on the EFA. As a result of a potential event of default at that time, the indebtedness related to our Delayed Draw Notes as of December 31, 2023 was classified from long-term debt, net to current portion of long term-debt, net.

2022 Loan and Security Agreement

In December 2022, the Company entered into the 2022 Loan and Security Agreement for a revolving line of credit in an aggregate principal balance of $60.0 million with a maturity date of December 21, 2025. The facility may be utilized for revolving loans or letter of credit issuances subject to terms of the agreement. As of December 31, 2024, all letters of credit under this facility are fully cash collateralized, and as a result, the Company may not draw against the facility pursuant to the terms of the agreement. The 2022 Loan and Security Agreement includes: (i) (x) a letter of credit fee for each letter of credit equal to 1.5% per annum of the dollar equivalent of the face amount of each letter of credit issued and (y) a letter of credit fronting fee equal to 0.25% per annum of the dollar equivalent of the face amount of each letter of credit issued, and (ii) an unused revolving line fee equal to 0.25% per annum of the average unused portion of the revolving line of credit.

On April 28, 2023, the Company amended the 2022 Loan and Security Agreement (the “First LSA Amendment”). Among other things, the First LSA Amendment (i) reduced the required cash holdings account balances in the Company’s operating accounts, securities accounts, and depository accounts at or through SVB or its affiliates, (ii) amended the minimum consolidated adjusted EBITDA financial covenant, and (iii) provided additional flexibility to the Company under certain of the negative covenants in the agreement.

On November 6, 2023, the Company amended the 2022 Loan and Security Agreement (the “Second LSA Amendment”). The Second LSA Amendment (i) removed the adjusted quick ratio financial covenant to which the Company was previously subject, (ii) updated certain financial reporting requirements, (iii) reduced the letter of credit sublimit from $60.0 million to $45.0 million, and (iv) permitted a prepayment of the Delayed Draw Notes.

On June 10, 2024, the Company amended the 2022 Loan and Security Agreement (the “Third LSA Amendment”). The Third LSA Amendment included (i) the waiver of certain matters and (ii) consent by SVB to allow the Company to enter into the Third Notes Amendment.

On July 12, 2024, the Company amended the 2022 Loan and Security Agreement (the “Fourth LSA Amendment”). The Fourth LSA Amendment included (i) consent by SVB to enter into the Fourth Notes Amendment and (ii) consent to the incurrence by the Company of up to $6.0 million of additional Delayed Draw Notes.

On August 13, 2024, the Company amended the 2022 Loan and Security Agreement (the “Fifth LSA Amendment”). The Fifth LSA Amendment included consent by SVB to allow the Company to incur up to $4.0 million of additional Delayed Draw Notes and to enter into the August 2024 Securities Purchase Agreements.

2022 Loan and Security Agreement Waiver related to Going Concern

At December 31, 2023, because the Company’s management concluded that there is substantial doubt, which was not alleviated, about our ability to continue as a going concern for at least one year from the date of issuance of the 2023

audited financial statements, the associated financial statement opinion included a going concern explanatory paragraph. The Company entered into a Waiver Agreement on September 26, 2024 with SVB (the “First Waiver”), in which SVB waived any Default or Event of Default (each as defined in the 2022 Loan and Security Agreement) related to the covenant non-compliance resulting from the going concern explanatory paragraph.

On October 28, 2024, the Company entered into a Waiver Agreement with SVB (the “Second Waiver”), pursuant to which SVB waived any Default or Event of Default (i) as a result of the Company entering into and performing its obligations under the Lease Modification Agreement (as defined in the Second Waiver), and (ii) as a result of the NPA Waived Matters. On June 27, 2025, SVB waived certain non-compliance relating to financial reporting.

At December 31, 2024, and as of the date the consolidated financial statements were issued, the Company is in compliance with all financial covenants related to the 2022 Loan and Security Agreement. Additionally, at December 31, 2024, there were no revolving borrowings outstanding under the 2022 Loan and Security Agreement. Outstanding letters of credit as of December 31, 2024 and December 31, 2023 were permitted under the 2022 Loan and Security Agreement and totaled $48.3 million and $37.6 million, respectively.

As discussed in Note 17, Subsequent Events, on April 11, 2025, the Company entered into the SVB Amendment, by and among the Company, certain of its domestic subsidiaries party thereto, as co-borrowers (together with the Company, the “Borrowers”), and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company (“SVB”), as lender, which amends the 2022 Loan and Security Agreement. Among other things, the SVB Amendment provides for (i) certain waivers in connection with the consummation of the transactions contemplated by the April 2025 Securities Purchase Agreements, (ii) the reduction of the revolving line of credit from $60.0 million to $35.0 million and the reduction of the letter of credit sublimit from $45.0 million to $35.0 million, and (iii) amendments to certain of the covenants under the 2022 Loan and Security Agreement.

Credit Facility

2020 Québec Credit Facility: In December 2020, a Canadian subsidiary of the Company entered into an agreement with Investissement Québec, a Quebecois public investment entity, that provides a loan facility of CAD $25.0 million and an additional loan, referred to as a conditional-refund financial contribution (“CRFC”), of CAD $5.0 million (the “2020 Québec Credit Facility”). The loan and the CRFC bear interest at a fixed rate of 6.0% per annum for a period of 10 years starting from the first date of the loan disbursement. At December 31, 2023 the Company was in compliance with all financial covenants related to the 2020 Québec Credit Facility, but had not yet met the drawdown requirements, and as such, there have been no borrowings against the 2020 Québec Credit Facility. On July 29, 2024, the Company received formal notification from Investissement Québec that, at the Company’s request, the 2020 Québec Credit Facility had been terminated. The Company was in compliance with all financial covenants related to the 2020 Québec Credit Facility during fiscal year 2024 until its termination on July 29, 2024.

Restricted Cash

Throughout 2024 and 2023, the Company entered into multiple cash collateral agreements in connection with the issuance of letters of credit and corporate credit card programs. At December 31, 2024 and 2023, the Company had $51.3 million and $40.7 million, respectively, of cash collateral which is reported as restricted cash on the consolidated balance sheets.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Balance Sheet Details (Tables)

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Other Current Assets

Other current assets consists of the following (in thousands):


	December 31,
	2024		2023
Non-income-related tax assets	$	8,150	$	10,030
Deposits due from landlords	539		844
Other current assets	1,044		471
Total other current assets	$	9,733	$	11,345

Schedule of Other Non-Current Assets

Other non-current assets consists of the following (in thousands):


	December 31,
	2024		2023
Long-term deposits due from landlords	$	12,813	$	12,667
Deferred tax assets	4,171		1,738
Debt issuance costs on undrawn credit facilities	259		518
Other non-current assets	301		227
Total non-current assets	$	17,544	$	15,150

Schedule of Accrued Liabilities

Accrued liabilities consists of the following (in thousands):


	December 31,
	2024		2023
Accrued legal expenses	$	18,540	$	15,219
Accrued compensation	1,703		4,395
Accrued direct costs(1)	3,454		3,754
Accrued other liabilities	8,924		12,672
Total accrued liabilities	$	32,621	$	36,040

(1) Direct costs include utilities, maintenance, insurance, cleaning, and other expenses related to the Company’s properties.

Schedule of Other Non-current Liabilities

Other non-current liabilities consists of the following (in thousands):


	December 31,
	2024		2023
Marriott key money liability	$	7,344	$	—
Other	769		652
Total other non-current liabilities	$	8,113	$	652

Net Loss per Common Share (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Loss per Share

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


	Year ended December 31,
	2024		2023
Numerator:
Net loss	$	(224,087)	$	(295,668)
Less: Accretion to redeemable value of preferred stock	4,833		—
Less: Paid-in-kind dividend on preferred stock	5,051		—
Net loss attributable to common stockholders	$	(233,971)	$	(295,668)
Denominator:


Weighted average basic and diluted common shares outstanding	11,308,232		10,933,126
Net loss per common share:
Basic and diluted net loss per share	$	(20.69)	$	(27.04)

Schedule of Antidilutive Securities

The following potential common shares outstanding were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive:


	Year ended December 31,
	2024	2023
Convertible preferred stock	43,300,000	—
Options to purchase common stock	2,129,040	2,685,923
Common stock subject to repurchase or forfeiture	74,964	75,901
Outstanding RSUs	236,985	359,175
Outstanding MSUs	531,996	567,500
Exchangeable shares	551,072	712,982
Total common stock equivalents	46,824,057	4,401,481

Equity Incentive Plans and Stock-Based Compensation - Schedule of RSU activity (Details) - Outstanding RSUs - $ / shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Number of RSUs
Unvested beginning balance (in shares)	359,175	583,707
Granted (in shares)		141,987
Vested (in shares)	(28,422)	(154,062)
Forfeited (in shares)	(93,768)	(212,457)
Unvested ending balance (in shares)	236,985	359,175
Weighted-Average Grant Date Fair Value
Unvested beginning balance (in dollars per share)	$ 34.94	$ 44.27
Granted (in dollars per share)		12.19
Vested (in dollars per share)	40.70	43.74
Forfeited (in dollars per share)	37.68	39.04
Unvested ending balance (in dollars per share)	$ 32.52	$ 34.94

Property and equipment, net - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 17,000	$ 22,100
Impairment loss	$ 23	$ 700
Impairment, long-lived asset, held-for-use, statement of income or comprehensive income [extensible enumeration]	Impairment losses	Impairment losses
Disposals of property and equipment	$ 14,400	$ 1,300
Accumulated depreciation write off	11,300	300
Loss from disposal of property and equipment	$ 1,400	$ 0

Property and equipment, net (Tables)

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, net

Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives of the Company’s assets are as follows:


Classification:						Estimated Useful Life
Furniture and fixtures						3 years
Computers, software, and office equipment						3 years
Internal-use software						2 years
Leasehold improvements						Shorter of remaining lease term or the estimated useful life of 3 years

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


	December 31,
	2024		2023
Furniture and fixtures	$	68,944	$	80,029
Computers and software	12,050		12,026
Internal-use software	16,210		15,988
Office equipment and other	719		716
Leasehold improvements	4,810		5,054
Construction-in-progress (1)	920		777
Property and equipment	103,653		114,590
Less: accumulated depreciation	(97,720)		(91,815)
Property and equipment, net	$	5,933	$	22,775

(1) Primarily includes costs for internal-use software.

Restructuring Activities	12 Months Ended
Restructuring Activities	Dec. 31, 2024
Restructuring and Related Activities [Abstract]
Restructuring Activities	Restructuring Activities In March 2023, the Company announced a restructuring plan affecting approximately 14.0% of the corporate workforce. As part of this restructuring, the Company incurred $2.1 million in one-time restructuring costs, all of which were paid out in the year ended December 31, 2023. In February 2024, the Company announced a reduction in force plan affecting 106 corporate roles, or 17% of the corporate workforce, which is estimated to lead to approximately $11 million in annualized cost savings. We substantially completed these efforts during the first quarter of 2024. Total costs and cash expenditures were approximately $3.0 million, primarily related to employee severance and benefits costs, and were recognized and paid in the first quarter of 2024 In April 2025, the Company completed a reduction in force with approximately $2.8 million in associated one-time restructuring costs, all of which are expected to be paid out in the year ended December 31, 2025. These restructuring costs are included in restructuring and other charges in the consolidated statements of operations and comprehensive loss.

Basis of Presentation - Narrative (Details) $ in Millions	12 Months Ended
Basis of Presentation - Narrative (Details) $ in Millions	Dec. 31, 2024 USD ($) entity segment	Dec. 31, 2023 USD ($)
Property, Plant and Equipment [Line Items]
Number of variable interest entities \| entity	1
Number of reportable segments	1
Number of operating segments	1
Advertising expenses \| $	$ 18.8	$ 15.4
Requisite service period	4 years
Dividend yield	0.00%
Stock Options
Property, Plant and Equipment [Line Items]
Requisite service period	10 years
Dividend yield		0.00%

Fair Value Measurement and Financial Instruments

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurement and Financial Instruments

Fair Value Hierarchy

Accounting standards require the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1: Quoted prices in active markets. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets.

Level 2: Quoted prices for similar instruments in active markets. These are typically quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs are observable in active markets.

Level 3: Unobservable inputs in which there is little or no market data that are significant to the fair value of the assets or liabilities.

A financial instrument’s classification within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Forward Contract Liability

As part of the August 2024 Securities Purchase Agreements, as described further in Note 8, Redeemable Preferred Stock, the transaction included a liability-classified forward contract for commitments of investors to purchase, and commitments of the Company to sell, additional Series A Preferred Stock. This commitment ended upon the issuance of approximately 28.6 million shares of Series A Preferred Stock in November 2024. The Company recognized a change in fair value of the forward contract of $28.7 million as the remeasurement reflecting fluctuations in the underlying variables and assumptions from inception on August 13, 2024 through the final closing of the August 2024 Preferred Financing on November 6, 2024.

Preferred Stock Participation Right

As part of the August 2024 Securities Purchase Agreements, as described further in Note 8, Redeemable Preferred Stock, the Company recognized a liability for preferred stock participation right (the “Preferred Stock Participation Right”) (as described below) of $1.3 million within other current liabilities in the consolidated balance sheets as of December 31, 2024. The change in fair value of the Preferred Stock Participation Right recognized from inception on August 13, 2024 through the year ended on December 31, 2024 was not significant.

SPAC Warrants

As part of the GMII initial public offering (“GMII IPO”), GMII issued 9,000,000 public warrants (the “Public Warrants”) and 5,500,000 private placement warrants (the “Private Placement Warrants”), of which every 20 warrants are exercisable for one share of common stock at a price of $230.00 per common share (collectively, the “SPAC Warrants”).

Management has determined that the SPAC Warrants issued in the GMII IPO, which remained outstanding at consummation of the Business Combination and became exercisable for shares of the Company’s common stock, are subject to accounting treatment as a liability. At the consummation of the Business Combination and at December 31, 2024, the Company used the Public Warrants stock price to value the Public Warrants.

At consummation of the Business Combination, the Company used a Monte Carlo simulation methodology to value the Private Placement Warrants using Level 3 inputs since the Company did not have observable inputs for the valuation. At December 31, 2022, the Company used the Black-Scholes option-pricing model to estimate the fair value of the Private Placement Warrants using Level 3 inputs. During the three months ended March 31, 2022, the Private Placement Warrants were transferred by the original holders and, in accordance with the contractual terms of the Private Placement Warrants, became Public Warrants upon transfer. As such, at December 31, 2024 and December 31, 2023 the Company used the Public Warrants stock price to value all SPAC Warrants.

At December 31, 2024, the SPAC Warrants were valued at $0.01 per warrant.

Refer to Note 10, Warrants and Stockholders' Deficit, for additional information about the SPAC Warrants.

Earn Out Liability

In addition to the consideration paid at consummation of the Business Combination, certain investors may receive their pro rata share of up to an aggregate of 725,000 additional shares of the Company’s common stock as consideration upon the common stock achieving certain benchmark share prices, as set forth in the merger agreement (the “Earn Out”). Management has determined that the Earn Out is subject to treatment as a liability (the “Earn Out Liability”).

At December 31, 2024, the Company used a Monte Carlo simulation methodology to value the Earn Out Liability using Level 3 inputs. The key assumptions used in the Monte Carlo simulation are related to expected share-price volatility of 87.5%, expected term of 2.54 years, risk-free interest rate of 4.3%, and dividend yield of 0%. The expected volatility at December 31, 2024 was derived from the volatility of comparable public companies.

Delayed Draw Warrants

The fair value of the Delayed Draw Warrants (as defined in Note 7, Debt) was estimated by separating the Delayed Draw Notes into the debt and warrants components and assigning a fair value to each component. The value assigned to the debt component was the estimated fair value as of the issuance date of similar debt without the warrants. The value assigned to the Delayed Draw Warrants component was estimated using the Black-Scholes option-pricing model using Level 3 inputs and was considered to be non-recurring in nature, in accordance with ASC 820, Fair Value Measurement. The warrants component was recorded as a debt discount, which is amortized using the effective interest method over the period from the date of issuance through the maturity date. Upon consummation of the Business Combination, the fair value of the Delayed Draw Warrants was $5.6 million and was recorded within additional paid in capital in the consolidated balance sheets. As described in Note 7, Debt, in connection with the Third Notes Amendment to the Note Purchase Agreement, the Purchasers received New Delayed Draw Warrants and the previously issued Delayed Draw Warrants to the NPA Purchasers were canceled. In August 2024, all New Delayed Draw Warrants were exercised for cash.

NPA Waiver Obligation and NPA Waiver Warrants

In connection with the NPA Waiver (as defined in Note 7, Debt), the Company promised to issue shares or to deliver cash to the NPA Purchasers (as defined in Note 7, Debt) (the “NPA Waiver Obligation”). The Company accounted for the NPA Waiver Obligation as a liability classified instrument. Upon issuing the NPA Waiver Obligation, the fair value was $1.3 million.

Following approval of the Share Increase Proposal (as defined in the NPA Waiver) at the Company’s annual meeting of stockholders held on December 23, 2024 (the “2024 Annual Meeting”), on December 30, 2024, the Company issued warrants to the NPA Purchasers (as defined in the NPA Waiver) to purchase an aggregate of 500,000 shares of the Company’s common stock, each with an exercise of $0.01 (the “NPA Waiver Warrants”). The NPA Waiver Obligation was marked to fair value of $1.6 million immediately prior to the settlement of the obligation. Upon settlement of the obligation, the NPA Waiver Obligation was recharacterized as NPA Waiver Warrants, which are accounted for as liabilities. As of the effective date of December 30, 2024, the NPA Waiver Warrants can be exercised with no restrictions. As such, at December 31, 2024, the Company’s stock price was used to value all NPA Waiver Warrants.

Recurring Fair Value Measurements

At December 31, 2024, the Preferred Stock Participation Right and NPA Waiver Warrants were included in other current liabilities in the consolidated balance sheets. At December 31, 2024, the Earn Out Liability and Public Warrants liability were included in other non-current liabilities in the consolidated balance sheets. The following table presents fair value information for liabilities measured at fair value on a recurring basis as of December 31, 2024 (in thousands):


	Level 1		Level 2		Level 3		Total
Preferred Stock Participation Right(1)	$	—	$	—	$	1,284	$	1,284
NPA Waiver Warrants(2)	1,585		—		—		1,585
Earn Out Liability	—		—		15		15
Public Warrants	203		—		—		203
Total liabilities measured at fair value	$	1,788	$	—	$	1,299	$	3,087

(1)At inception, on August 13, 2024, the fair value of the Preferred Stock Participation Right was $1.3 million.

(2)At inception, on December 30, 2024 when NPA Waiver Obligation was recharacterized as NPA Waiver Warrants, the fair value of the NPA Waiver Warrants were $1.6 million.


	Level 1		Level 2		Level 3		Total
Earn Out Liability	$	—	$	—	$	45	$	45
Public Warrants	290		—		—		290

Total liabilities measured at fair value	$	290	$	—	$	45	$	335

The following table represents changes in the Company’s Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2024 (in thousands):


	Level 3
Beginning balance, at January 1, 2024	$	45
Issuance of Forward Contract Liability	53,690
Issuance of Preferred Stock Participation Right	1,291
Issuance of NPA Waiver Obligation	1,343
Change in fair value of Forward Contract Liability	28,652
Change in fair value of Earn Out Liability	(30)
Change in fair value of Preferred Stock Participation Right	(7)
Change in fair value of NPA Waiver Obligation	237
Settlement of Forward Contract Liability	(82,342)
Settlement of NPA Waiver Obligation	(1,580)
Ending balance, at December 31, 2024	$	1,299

The following table presents changes in the Company’s Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2023 (in thousands):


	Level 3
Beginning balance, at January 1, 2023	$	2,417
Recognition of Earn Out Liability	(2,372)
Ending balance, at December 31, 2023	$	45

As discussed above, other than the transfer of the Private Placement Warrants when they became Public Warrants in 2023, there were no other transfers of financial instruments between valuation levels during the years ended December 31, 2024 and 2023.

Management estimates that the fair values of its cash equivalents, restricted cash, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued liabilities, sales tax payable, deferred revenue, and other current liabilities approximates their carrying values due to the relatively short maturity of the instruments. The carrying value of the Company’s long-term debt approximates its fair value because it bears interest at a market rate and all other terms are also reflective of current market terms.

These assumptions are inherently subjective and involve significant management judgment. Any change in fair value is recognized as a component of other expense (income), net, on the consolidated statements of operations and comprehensive loss.

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 100
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-100

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2E
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6A
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
-SubTopic 820
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Deferred tax assets:
Net operating loss and capital loss carryforwards	$ 236,569	$ 205,706
Credit carryforwards	8,089	7,232
Fixed and intangible assets	18,643	20,339
Other assets	7,800	5,120
Capitalized research and development	6,150	9,777
Deferred revenue	13,681	13,531
Interest expense carryforward	22,764	15,823
Stock-based compensation	11,005	10,354
Operating lease liabilities	261,789	358,266
Other	10,637	6,127
Gross deferred tax assets	597,127	652,275
Valuation allowance	(370,485)	(361,038)
Total deferred tax assets, net of valuation allowance	226,642	291,237
Deferred tax liabilities:
ROU assets	222,471	289,499
Net deferred tax assets	$ 4,171	$ 1,738

Leases - Schedule of Components of Lease Expense and Supplemental Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Lease, Cost [Abstract]
Operating lease cost	$ 292,621	$ 317,495
Short-term lease cost	449	889
Variable lease cost	6,579	5,248
Total operating lease cost	299,649	323,632
Cash payments for operating leases	300,247	285,080
New operating lease ROU assets obtained in exchange for operating lease liabilities	(119,464)	205,285
Early lease terminations gain	$ 93,175	$ 10,145

Basis of Presentation

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Nature of Operations

Sonder Holdings Inc., together with its wholly owned subsidiaries (collectively, the “Company,” “we,” “us,” or “our”), provides short and long-term accommodations to travelers in various cities across North America, Europe, and the Middle East. We are a leading global brand of premium, design-forward apartments and intimate boutique hotels serving the modern traveler. Launched in 2014, Sonder offers inspiring, thoughtfully designed accommodations and innovative, tech-enabled service combined into one seamless experience.

On January 18, 2022, the Company consummated the previously announced business combination by and among Gores Metropoulos II, Inc. (“GMII”), two subsidiaries of GMII, and Sonder Operating Inc., a Delaware corporation formerly known as Sonder Holdings Inc. (“Legacy Sonder”) (the “Business Combination”).

Basis of Financial Statement Presentation and Principles of Consolidation

The Company qualifies as an emerging growth company as defined in the JOBS Act, and as a “smaller reporting company” as defined in Rule 12b-2 under the Exchange Act, and, as such, may take advantage of specified reduced reporting requirements and deferred accounting standards adoption dates, and is relieved of other significant requirements that are otherwise generally applicable to other public companies.

Notice of Delisting

On April 24, 2025, the Company received a notice (the “10-K Notice”) from Nasdaq notifying the Company that, because the Company is delinquent in filing the 2024 Form 10-K, the Company no longer complies with Nasdaq Listing Rule 5250(c)(1) (the “Listing Rule”), which requires companies with securities listed on Nasdaq to timely file all required periodic reports with the SEC. On May 23, 2025, the Company received a notice (the “Q1 10-Q Notice” and together with the 10-K Notice, the “Notices”) from Nasdaq notifying the Company that, because the Company is delinquent in filing the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, the Company continues to not comply with the Listing Rule. The Notices have no immediate effect on the listing or trading of the Company’s common stock or Public Warrants on the Nasdaq Global Select Market.

In accordance with Nasdaq’s listing rules, the Company has 60 calendar days after the 10-K Notice to submit a plan of compliance (the “Plan”) to Nasdaq demonstrating the Company’s ability to regain compliance with the Listing Rule and Nasdaq has the discretion to grant the Company up to 180 calendar days from the due date of the 2024 Form 10-K, or October 13, 2025, to regain compliance. The filing of this Annual Report on Form 10-K cures the filing deficiency described in the 10-K Notice and the Company submitted the Plan on June 23, 2025.

Going Concern

The accompanying consolidated financial statements are prepared in accordance with general accepted accounting principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has a history of net losses and negative operating cash flows and expects to continue to incur additional losses in the future. Although the Company continues to pursue a strategy to realize improved operations, including anticipated improvements from integration through the Marriott Agreement, the timing of realization cannot be guaranteed to ensure liquidity is available when needed to meet the Company’s obligations. As a result of these considerations, the Company’s liquidity may be insufficient to meet its obligations for at least one year from the date of issuance of these financial statements, which raises substantial doubt about the Company’s ability to continue as a going concern.

Management’s plans to address the substantial doubt about the Company’s ability to continue as a going concern, as described above, include the following actions:

•engaging a financial advisor to assist in identifying and securing strategic alternatives and financing arrangements,

•continuing to focus on identifying and executing cost optimization initiatives;

•continuing to execute our portfolio optimization program to mitigate losses related to certain underperforming properties and to assess the Company’s portfolio of rents relative to current operations and existing market rents; and

•improving its financial performance through the potential to increase revenue by integrating with Marriott’s commercial engine and deliver costs savings.

There can be no assurances of the Company’s ability to realize these plans. As a result, these conditions raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date of issuance of these financial statements.

Credit Risk

Use of Estimates

Segment Information

The Company has one operating and reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of performance assessment and resource allocation.

Impairment of Long-Lived Assets

Revenue Recognition and Deferred Revenue

Leases

Cash and Restricted Cash

Supplemental Cash Flow Information

The following table shows supplemental cash flow information (in thousands):


	2024		2023
Supplemental disclosure of cash flow information:
Cash paid for income taxes during the year	$	679	$	905
Cash paid for interest during the year	$	2,183	$	2,464
Supplemental disclosure of non-cash investing and financing activities:
Operating ROU assets obtained in exchange for operating lease liabilities, net of adjustments(1)	$	(119,464)	$	205,285
Reconciliation of cash and restricted cash:
Cash	$	20,786	$	95,763
Restricted cash	51,268		40,734
Cash and restricted cash at end of period	$	72,054	$	136,497

Fair Value Measurements

Accounts Receivable, Net of Allowance for Expected Credit Losses

Property and Equipment, Net


Classification:						Estimated Useful Life
Furniture and fixtures						3 years
Computers, software, and office equipment						3 years
Internal-use software						2 years
Leasehold improvements						Shorter of remaining lease term or the estimated useful life of 3 years

amortization are removed from their respective accounts, and any gain or loss on such sale or disposal is reflected on the consolidated statement of operations and comprehensive loss.

Foreign Currency

Cost of Revenue

Operations and Support

General and Administrative

Research and Development

Sales and Marketing

Advertising Expenses

Stock-Based Compensation Related to Stock Options and Restricted Stock Units (“RSUs”)

Stock-Based Compensation Related to Performance and Market-Based Awards

Restructuring Charges

Income Taxes

The Company recognizes interest and penalties, if any, related to income tax matters as a component of income tax expense.

Taxes payable on the Company’s consolidated balances sheets at December 31, 2024 and 2023 includes both income taxes payable and indirect taxes payable.

Net Loss Per Share

Comprehensive Loss

Contingencies

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Statement [Abstract]
Revenue	$ 621,272	$ 602,066
Costs and operating expenses:
Cost of revenue (excluding depreciation and amortization)	377,243	392,898
Operations and support	184,343	212,913
General and administrative	123,390	112,082
Research and development	16,522	22,365
Sales and marketing	84,248	78,566
Impairment losses	13,164	59,165
Integration costs	1,066	0
Restructuring and other charges	3,913	2,119
Total costs and operating expenses	803,889	880,108
Loss from operations	(182,617)	(278,042)
Interest expense, net	34,213	25,409
Change in fair value of SPAC Warrants	(87)	(615)
Change in fair value of Earn Out Liability	(30)	(2,372)
Lease adjustment (gains), net	(93,175)	(10,145)
Loss on preferred stock issuance	83,812	0
Change in fair value of forward contract	28,652	0
Other expense (income), net	(9,909)	6,282
Total non-operating expense, net	43,476	18,559
Loss before income taxes	(226,093)	(296,601)
Benefit for income taxes	(2,006)	(933)
Net loss	$ (224,087)	$ (295,668)
Basic net loss per common share (in dollars per share)	$ (20.69)	$ (27.04)
Diluted net loss per common share (in dollars per share)	$ (20.69)	$ (27.04)
Other comprehensive loss:
Net loss	$ (224,087)	$ (295,668)
Change in foreign currency translation adjustment	2,384	(8,050)
Comprehensive loss	$ (221,703)	$ (303,718)

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Cash flows from operating activities:
Net loss	$ (224,087)	$ (295,668)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	16,989	22,147
Stock-based compensation	8,005	28,494
Amortization of operating lease ROU assets	171,078	194,863
Impairment losses	13,164	59,165
Lease adjustment gains, net	(93,175)	(10,145)
Credit loss expense	9,170	1,083
(Gain) loss on foreign exchange	(1,947)	(5,691)
Capitalization of paid-in-kind interest on long-term debt	29,383	26,934
Amortization of debt issuance costs	129	12
Amortization of debt discounts	3,345	2,557
Change in fair value of SPAC Warrants	(87)	(615)
Change in fair value of Earn Out Liability	(30)	(2,372)
Change in fair value of forward contracts	28,652	0
Loss on preferred stock issuance	83,812	0
Other operating activities	1,658	40
Changes in:
Accounts receivable	(15,340)	(2,591)
Prepaid expenses	1,161	3,657
Other current and non-current assets	(2,453)	(636)
Accounts payable	11,558	6,810
Accrued liabilities	(4,646)	3,839
Taxes payable	8,907	(727)
Deferred revenue	10,227	20,068
Operating lease ROU assets and operating lease liabilities, net	(186,750)	(162,327)
Other current and non-current liabilities	2,055	199
Net cash used in operating activities	(129,222)	(110,904)
Cash flows from investing activities:
Purchase of property and equipment	(3,107)	(10,637)
Proceeds on the disposition of property and equipment	1,558	71
Proceeds of Key Money Investment	7,500	0
Capitalization of internal-use software	(222)	(1,796)
Net cash provided by (used in) investing activities	5,729	(12,362)
Cash flows from financing activities:
Repayment of debt and related fees	(1,011)	(35,240)
Proceeds from issuance of debt	20,000	3,000
Payment of issuance costs	(2,438)	0
Proceeds from preferred stock issuance	43,300	0
Proceeds from exercise of stock options and common stock warrants	0	8
Net cash provided by (used in) financing activities	59,851	(32,232)
Effects of foreign exchange on cash	(801)	2,809
Net change in cash, cash equivalents, and restricted cash	(64,443)	(152,689)
Cash, cash equivalents, and restricted cash at beginning of year	136,497	289,186
Cash, cash equivalents, and restricted cash at end of year	$ 72,054	$ 136,497

Warrants and Stockholders' Deficit - Schedule of Post-Combination Exchangeable Common Shares (Details) - Post-Combination Exchangeable Common Stock - USD ($) $ / shares in Units, $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Shares authorized (in shares)	2,000,000	2,000,000
Shares issued (in shares)	551,072	712,982
Shares outstanding (in shares)	551,072	712,982
Issuance price per share (in dollars per share)	$ 30.80	$ 30.80
Net Carrying Value	$ 16,973	$ 21,960
Aggregate Liquidation Preference	$ 16,973	$ 21,960

- Definition

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

+ References

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

Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
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+ Details

Income Taxes - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Income Tax Expense (Benefit) [Line Items]
Increase in valuation allowance	$ 9.4	$ 77.9
Net operating loss carryforwards set to expire	11.0
Net operating loss carryforwards with no expiration	704.4
Federal
Income Tax Expense (Benefit) [Line Items]
Net operating loss carryforwards	715.4	612.4
State
Income Tax Expense (Benefit) [Line Items]
Net operating loss carryforwards	561.6	507.5
Foreign
Income Tax Expense (Benefit) [Line Items]
Net operating loss carryforwards	$ 226.5	$ 203.3

Equity Incentive Plans and Stock-Based Compensation - Schedule of Stock-Based Compensation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 8,005	$ 28,498
Operations and support
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	2,270	7,456
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	4,648	17,439
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	912	3,265
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 175	$ 338

- Definition

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

+ References

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

Balance Sheet Details - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Non-income-related tax assets	$ 8,150	$ 10,030
Deposits due from landlords	539	844
Other current assets	1,044	471
Total other current assets	$ 9,733	$ 11,345

Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Dec. 31, 2024	Jul. 07, 2025	Jun. 30, 2024
Entity Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-39907
Entity Registrant Name	SONDER HOLDINGS INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-2097088
Entity Address, Address Line One	447 Sutter St.
Entity Address, Address Line Two	Suite 405
Entity Address, Address Line Three	#542
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94108
City Area Code	(617)
Local Phone Number	300-0956
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Interactive Data Current	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction Flag	true
Document Financial Statement Restatement Recovery Analysis Flag	false
Entity Shell Company	false
Entity Public Float			$ 48.5
Entity Common Stock, Shares Outstanding		13,308,481
Documents Incorporated by Reference	None.
Entity Central Index Key	0001819395
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false
Common Stock
Entity Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	SOND
Security Exchange Name	NASDAQ
Preferred Stock Warrants
Entity Information [Line Items]
Title of 12(b) Security	Warrants, each 20 warrants exercisable for one share of Common Stock at an exercise price of $230.00 per share
Trading Symbol	SONDW
Security Exchange Name	NASDAQ

Basis of Presentation - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Supplemental disclosure of cash flow information:
Cash paid for income taxes during the year	$ 679	$ 905
Cash paid for interest during the year	2,183	2,464
Supplemental disclosure of non-cash investing and financing activities:
Operating ROU assets obtained in exchange for operating lease liabilities, net of adjustments	(119,464)	205,285
Reconciliation of cash and restricted cash:
Cash	20,786	95,763
Restricted cash	51,268	40,734
Total cash, cash equivalents and restricted cash	$ 72,054	$ 136,497	$ 289,186

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 20,786	$ 95,763
Restricted cash	51,268	40,734
Total cash, cash equivalents and restricted cash	72,054	136,497
Accounts receivable, net of allowance of $14,587 and $6,196 at December 31, 2024 and 2023, respectively	13,918	7,999
Prepaid expenses	4,141	5,366
Other current assets	9,733	11,345
Total current assets	99,846	161,207
Property and equipment, net	5,933	22,775
Operating lease ROU assets	1,013,854	1,322,135
Other non-current assets	17,544	15,150
Total assets	1,137,177	1,521,267
Current liabilities:
Accounts payable	33,724	23,560
Accrued liabilities	32,621	36,040
Taxes payable	22,224	14,005
Other current liabilities	5,513	2,586
Deferred revenue	71,729	61,971
Current portion of long-term debt, net	1,000	168,710
Current operating lease liabilities	171,736	199,364
Total current liabilities	338,547	506,236
Non-current operating lease liabilities	1,009,169	1,389,580
Long-term debt, net	217,236	1,500
Other non-current liabilities	8,113	652
Total liabilities	1,573,065	1,897,968
Commitments and contingencies (Note 13)
Mezzanine equity:
Series A redeemable convertible preferred stock: $0.0001 par value; 250,000,000 shares authorized, 43,300,000 shares issued and outstanding	162,907
Stockholders’ deficit:
Common stock	1	1
Additional paid-in capital	977,112	977,503
Cumulative translation adjustment	7,360	4,976
Accumulated deficit	(1,583,268)	(1,359,181)
Total stockholders’ deficit	(598,795)	(376,701)
Total liabilities and stockholders’ deficit	$ 1,137,177	$ 1,521,267

Redeemable Preferred Stock (Details) $ / shares in Units, $ in Thousands, shares in Millions			1 Months Ended	2 Months Ended	3 Months Ended	12 Months Ended
	Nov. 06, 2024 USD ($) shares	Aug. 13, 2024 USD ($) vote tranche tradingDay $ / shares shares	Nov. 30, 2024 shares	Sep. 30, 2024 USD ($)	Nov. 06, 2024 USD ($)	Dec. 31, 2024 USD ($) instrument	Dec. 31, 2023 USD ($)
Subsidiary or Equity Method Investee [Line Items]
Special meeting required duration		30 days
Loss on preferred stock issuance						$ 83,812	$ 0
Preferred stock participation right						1,300
Change in fair value of the forward contract						30	2,372
Preferred stock dividend paid-in-kind						5,051	$ 0
Forward Contract Liability
Subsidiary or Equity Method Investee [Line Items]
Change in fair value of the forward contract				$ 28,700	$ 28,700
Series A Convertible Preferred Stock
Subsidiary or Equity Method Investee [Line Items]
Liquidation preference per share (in dollars per share) \| $ / shares		$ 1.00
Shareholder approval percent		70.00%
Preferred stock dividends, free cash flow		$ 87,000
Preferred stock dividend paid-in-kind						5,100
Undiscounted conversion price (in dollars per share) \| $ / shares		$ 1.00
Conversion price discount		10.00%
Trading days prior to conversion \| tradingDay		7
Number of votes per share \| vote		0.7
Series A Convertible Preferred Stock \| Minimum
Subsidiary or Equity Method Investee [Line Items]
Conversion price (in dollars per share) \| $ / shares		$ 0.50
Series A Convertible Preferred Stock \| August 13, 2024 through August 13, 2025
Subsidiary or Equity Method Investee [Line Items]
Cumulative dividend rate		15.00%
Series A Convertible Preferred Stock \| August 14, 2025 through August 13, 2027
Subsidiary or Equity Method Investee [Line Items]
Cumulative dividend rate		10.00%
Series A Convertible Preferred Stock \| August 14, 2027 through August 13, 2028
Subsidiary or Equity Method Investee [Line Items]
Cumulative dividend rate		5.00%
Private Placement
Subsidiary or Equity Method Investee [Line Items]
Right to purchase percentage (up to)		25.00%
Purchase price percent		75.00%
Private Placement \| Series A Convertible Preferred Stock
Subsidiary or Equity Method Investee [Line Items]
Number of shares issued (in shares) \| shares		43.3
Conversion of preferred stock (in shares)		$ 43,300
Number of tranches \| tranche		2
Loss on preferred stock issuance						83,800
Aggregate fair value		$ 98,500
Private Placement, Tranche one \| Series A Convertible Preferred Stock
Subsidiary or Equity Method Investee [Line Items]
Number of shares issued (in shares) \| shares		14.7
Conversion of preferred stock (in shares)		$ 14,700
Loss on preferred stock issuance						$ 82,500
Number of freestanding financial instruments \| instrument						2
Private Placement, Tranche two \| Series A Convertible Preferred Stock
Subsidiary or Equity Method Investee [Line Items]
Number of shares issued (in shares) \| shares	28.6		28.6
Conversion of preferred stock (in shares)	$ 28,600
Chief Executive Officer \| Private Placement
Subsidiary or Equity Method Investee [Line Items]
Conversion of preferred stock (in shares)		1,500
Chief Executive Officer \| Private Placement \| Series A Convertible Preferred Stock
Subsidiary or Equity Method Investee [Line Items]
Conversion of preferred stock (in shares)		1,500
Director \| Private Placement
Subsidiary or Equity Method Investee [Line Items]
Conversion of preferred stock (in shares)		$ 100

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Provision (Benefit) for Income Taxes

The components of provision (benefit) for income taxes are as follows (in thousands):


	Year ended December 31,
Current:	2024		2023

U.S. States	$	272	$	217
Foreign	276		588
Total current provision for income taxes	$	548	$	805

Deferred:


Foreign	$	(2,554)	$	(1,738)
Total deferred benefit for income taxes	$	(2,554)	$	(1,738)
Total benefit for income taxes	$	(2,006)	$	(933)

Schedule of Domestic and Foreign Components of Loss before Income Taxes

The domestic and foreign components of loss before income taxes are as follows (in thousands):


	Year ended December 31,
	2024		2023
Domestic	$	(235,388)	$	(214,936)
Foreign	9,295		(81,665)
Loss before income taxes	$	(226,093)	$	(296,601)

Schedule of Effective Income Tax Rate Reconciliation


	Year ended December 31,
	2024		2023
Income tax provision at U.S. statutory rate	$	(47,480)	$	(62,286)
Foreign tax rate differential	(1,473)		(674)
State income taxes, net of federal benefit	215		172
Tax credits	(886)		(827)
Stock-based compensation	972		3,196
Convertible debt instruments	—		(552)
Capital loss	23,668		—
Non-deductible expenses	647		189
Other, net	21,084		(7,698)
Change in valuation allowance	11,084		60,146
Lease adjustment (gain) loss	(9,837)		7,401
Total benefit for income taxes	$	(2,006)	$	(933)

Schedule of Deferred Tax Assets

The components of the Company’s net deferred tax assets and liabilities are as follows (in thousands):


	Year ended December 31,
	2024		2023
Deferred tax assets:
Net operating loss and capital loss carryforwards	$	236,569	$	205,706
Credit carryforwards	8,089		7,232
Fixed and intangible assets	18,643		20,339
Other assets	7,800		5,120
Capitalized research and development	6,150		9,777
Deferred revenue	13,681		13,531
Interest expense carryforward	22,764		15,823
Stock-based compensation	11,005		10,354
Operating lease liabilities	261,789		358,266
Other	10,637		6,127
Gross deferred tax assets	597,127		652,275
Valuation allowance	(370,485)		(361,038)
Total deferred tax assets, net of valuation allowance	$	226,642	$	291,237

Deferred tax liabilities:
ROU assets	$	222,471	$	289,499
Net deferred tax assets	$	4,171	$	1,738

Schedule of Unrecognized Tax Benefits

The following is a reconciliation of the total amounts of unrecognized tax benefits (in thousands):


	Year ended December 31,
	2024		2023
Beginning balance	$	1,796	$	1,520
Addition: tax positions related to prior years	—		1
Addition: tax positions related to current year	83		275
Subtraction: tax positions related to prior years	(191)		—
Ending balance	$	1,688	$	1,796

Income Taxes - Schedule of Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Income tax provision at U.S. statutory rate	$ (47,480)	$ (62,286)
Foreign tax rate differential	(1,473)	(674)
State income taxes, net of federal benefit	215	172
Tax credits	(886)	(827)
Stock-based compensation	972	3,196
Convertible debt instruments	0	(552)
Capital loss	23,668	0
Non-deductible expenses	647	189
Other, net	21,084	(7,698)
Change in valuation allowance	11,084	60,146
Lease adjustment (gain) loss	(9,837)	7,401
Total benefit for income taxes	$ (2,006)	$ (933)

Equity Incentive Plans and Stock-Based Compensation

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Equity Incentive Plans and Stock-Based Compensation

Equity Incentive Plans

2013 and 2019 Equity Incentive Plans: Prior to consummation of the Business Combination, Legacy Sonder provided for the grant of stock-based awards to purchase or directly issue shares of common stock to employees, directors, and consultants through its 2013 and 2019 Equity Incentive Plans (the “Legacy Equity Incentive Plans”). Options were granted at a price per share equal to the fair value of the underlying common stock at the date of grant. Stock options generally had a 10-year contractual term and vest over a four-year period starting from the date specified in each agreement.

Each Legacy Sonder stock option from the Legacy Equity Incentive Plans that was outstanding immediately prior to consummation of the Business Combination, whether vested or unvested, was converted into an option to acquire a number of shares of common stock (the “Exchanged Options”) equal to the product of: (i) the number of shares of Legacy Sonder common stock subject to such Legacy Sonder option immediately prior to consummation of the Business Combination; and (ii) the recapitalization option exchange ratio. The Exchanged Options are exercisable at an exercise price per share equal to: (i) the exercise price per share of such Legacy Sonder option immediately prior to consummation of the Business Combination; divided by (ii) the recapitalization exchange ratio. Except as specifically provided in the Agreement and Plan of Merger, dated April 29, 2021 (as amended by the Amendment No. 1 to the Agreement and Plan of Merger dated as of October 17, 2021), (collectively, the “Merger Agreement”), following the Business Combination, each Exchanged Option will continue to be governed by the same terms and conditions as were applicable to the corresponding former Legacy Sonder option immediately prior to the Business Combination. All stock option activity was retroactively restated to reflect the Exchanged Options.

Sonder Holdings Inc. 2021 Management Equity Incentive Plan: In connection with the Business Combination, GMII’s stockholders approved the 2021 Management Equity Incentive Plan (the “2021 Management Equity Incentive Plan”). Employees, including directors and officers, and consultants who receive awards under the 2021 Management Equity Incentive Plan may receive their pro-rata share of awards up to an aggregate of 725,000 shares of common stock that will vest upon the common stock achieving certain benchmark share prices as contemplated by the Merger Agreement. If these benchmark share prices are not achieved within the period specified in the Merger Agreement, the unvested awards will not be issued.

Sonder Holdings Inc. 2021 Equity Incentive Plan: In connection with the Business Combination, GMII’s stockholders approved the 2021 Equity Incentive Plan (the “2021 Equity Incentive Plan”). The 2021 Equity Incentive Plan became effective upon consummation of the Business Combination and succeeds the Legacy Equity Incentive Plans. Under the 2021 Equity Incentive Plan, the Company may grant options, stock appreciation rights, restricted stock, RSUs, and performance awards to employees, directors, and consultants. Options are granted at a price per share equal to the fair value of the underlying common stock at the date of grant. Options granted are exercisable over a maximum term of 10 years from the date of grant. RSUs typically have a cliff vesting period of one year and continue to vest quarterly thereafter. The Company is authorized to issue up to 9,957,029 shares under this plan, of which 8,092,529 shares remain available for future grants at December 31, 2024.

The total number of shares that may be issued under the 2021 Equity Incentive Plan will automatically increase on the first trading day of each calendar year, which began in calendar year 2022, by a number of shares equal to the lesser of: (i) 1,641,008 shares; (ii) 12.5% of the total number of shares outstanding as of immediately following consummation of the Business Combination (including the number of shares of common stock reserved for issuance upon the exchange of Canadian Exchangeable Shares (as defined in the Merger Agreement) issued in the Sonder Canada Share Capital Reorganization (as defined in the Merger Agreement) corresponding to shares of company special voting stock to be issued immediately following consummation of the Business Combination); (iii) five percent (5.0%) of the total number of shares outstanding on the last day of the immediately preceding fiscal year; and (iv) a lesser number of shares determined by the administrator.

Sonder Holdings Inc. 2021 Employee Stock Purchase Plan: In connection with the Business Combination, GMII’s stockholders approved the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP allows eligible employees to purchase shares of the Company’s common stock at 85.0% of stock price on the first trading day of the offering period or on the last day of the offering period, whichever is lower. Employees can contribute up to 15.0% of their eligible compensation to purchase shares. The ESPP provides for either (i) 27-month offering period, or (ii) such shorter period as may be established by the administrator from time to time. The Company is authorized to issue up to 463,930 shares under the ESPP, all of which remain available for future issuance as of December 31, 2024.

The number of shares of common stock available for issuance under the ESPP will automatically be increased on the first day of each fiscal year, which began in calendar year 2022 and ends in the 2041 fiscal year, equal to the least of: (i) 328,202 shares of common stock; (ii) 2.5% of the total number of shares of common stock outstanding immediately following consummation of the Business Combination (including the number of shares of common stock reserved for issuance upon the exchange of Canadian Exchangeable Shares (as defined in the Merger Agreement) issued in the Sonder Canada Share Capital Reorganization (as defined in the Merger Agreement) corresponding to shares of Company special voting stock to be issued immediately following consummation of the Business Combination); (iii) one percent (0.1%) of the outstanding shares of Common Stock on the last day of the immediately preceding fiscal year; or (iv) a lesser number of shares determined by the administrator. On December 31, 2024, the Company determined to not automatically increase the number of shares of common stock available for issuance under the ESPP for the fiscal year ending December 31, 2025.

Stock Option Repricing

On December 1, 2022 (the “Repricing Date”), the Company closed an offer to reprice certain eligible stock options, whether vested or unvested, with modified vesting terms such that all previously vested options became unvested on the Repricing Date. As a result of the repricing, the exercise price for a total of 1,014,631 options was reduced to $34.80 per share, or the closing price of the Company’s common stock on the Repricing Date. As a result of the repricing, total incremental expense to be recognized over the remaining requisite service period of the repriced options, beginning at the Repricing Date, was determined to be $8.4 million.

Stock-Based Compensation Expense

Total stock-based compensation expense is as follows (in thousands):


	Year ended December 31,
	2024		2023
Operations and support	$	2,270	$	7,456
General and administrative	4,648		17,439
Research and development	912		3,265
Sales and marketing	175		338
Total stock-based compensation expense	$	8,005	$	28,498

Stock Options: The Company measures stock-based compensation expense for stock options at the grant date fair value of the award and recognizes the expense on a straight-line basis over the requisite service period, which is generally the vesting period. The fair value of stock options is estimated using the Black-Scholes option-pricing model. During the years ended December 31, 2024 and 2023 the Company recorded stock-based compensation expense from stock options of approximately $2.5 million and $19.7 million, respectively.

The Company recognizes only the portion of the option award granted that is ultimately expected to vest as compensation expense and elects to recognize gross share-based compensation expense with actual forfeitures as they occur.

Fair Value of Stock Options: The fair value of each stock option award is estimated using the Black-Scholes option-pricing model, which uses the fair value of the Company’s common stock and requires the input of the following subjective assumptions:

Expected term. The expected term for options granted to employees, officers, and directors is based on the historical pattern of option exercise behavior and the period of time they are expected to be outstanding.

Expected volatility. The expected volatility is based on the average volatility of similar public entities within the Company’s peer group as the Company’s stock has not been publicly trading for a long enough period to rely on its own expected volatility.

Expected Dividends. The dividend assumption is based on the Company’s historical experience. To date, Company has not paid any dividends on its common stock.

Risk-Free Interest Rate. The risk-free interest rate used in the valuation is the implied yield currently available on the United States Treasury zero-coupon issues, with a remaining term equal to the expected life term of the Company’s options.

The following table summarizes the key assumptions used to determine the fair value of the Company’s stock options granted to employees, non-employees, officers, and directors:


	Year ended December 31,
	2024	2023
Expected term (in years)	n/a	6.09 - 6.22
Expected volatility	n/a	50.4% - 51.2%
Dividend yield	n/a	—	%
Risk-free interest rate	n/a	3.50% - 4.40%
Weighted-average grant-date fair value per share	n/a	$1.35 - $13.69

Option activity under the Company’s equity incentive plans is as follows (in thousands, except share data, and term in years):


	Options Outstanding
	Number of Options	Weighted- Average Exercise Price per Option		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Balance as of December 31, 2022	1,833,950	$	39.80	7.63	$	88
Granted	1,301,035	$	11.47
Exercised	(469)	$	17.71
Forfeited	(305,787)	$	31.94
Canceled	(142,806)	$	74.32
Balance as of December 31, 2023	2,685,923	$	25.28	7.85	$	88
Forfeited	(526,985)	$	18.48
Canceled	(29,898)	$	51.38
Balance as of December 31, 2024	2,129,040	$	26.60	5.00	$	67
As of December 31, 2024
Options vested and exercisable	1,382,501	$	29.48	4.17
Options vested and expected to vest	2,129,040	$	26.60	5.00	$	—

The weighted-average grant-date fair value of options granted during the year ended December 31, 2024 was zero, as no grants were made during the year ended December 31, 2024. The weighted-average grant-date fair value of options granted

during the year ended December 31, 2023 was $6.13. The total intrinsic value of options exercised during the years ended December 31, 2024 and 2023 were de minimis.

Performance and Market-Based Equity Awards:

The 2019 CEO Option Award. On November 15, 2023, the Legacy Sonder Board of Directors (the “Legacy Sonder Board”) granted an award to Francis Davidson, the Company’s former CEO, for a total of 280,664 options (the “2019 CEO Option Award”), which Mr. Davidson exercised in full in December 2020, with a promissory note payable to the Company in the amount of $24.6 million (the “Promissory Note”). 102,059 of these options vest in 72 equal monthly installments starting as of October 1, 2017 (the “Service-Based Options”), subject to Mr. Davidson’s continuous employment with the Company, and 178,604 options are performance-based and vest upon completion of certain performance milestones, subject to Mr. Davidson’s continuous employment with the Company. 127,573 of the performance-based options were modified during the year ended December 31, 2021 and, as a result, vested in full, while the remaining 51,029 performance-based awards vest upon the Company achieving a certain market capitalization milestone (the “Market Capitalization Condition”).

The Promissory Note. The Promissory Note bore interest at the rate of 2.0% per annum, compounding semiannually. The principal amounts and accrued interest were due upon the consummation of the Business Combination. On January 14, 2022, the aggregate outstanding principal amount and interest under the Promissory Note was repaid in full as a result of Mr. Davidson selling 92,797 shares of Legacy Sonder common stock to the Company at a repurchase price of $277 per Legacy Sonder common share (number of shares and amount per share is not adjusted for the application of the recapitalization exchange ratio discussed above), which was equal to the fair value of a share of Legacy Sonder common stock as of the repurchase date, for a total aggregate repurchase price of $25.7 million.

The Service-Based Options. The fair value of the Service-Based Options was estimated using the Black-Scholes option pricing model. The grant date fair value of these awards was $3.2 million and was recognized on a straight-line basis over the term of the award.

2021 Modification of the 2019 CEO Option Award. During the three months ended March 31, 2021, the CEO Performance Awards were modified to accelerate the vesting of the IPO Condition and the Qualified Financing Condition because the Legacy Sonder Board desired to reward Mr. Davidson in leading the Company to perform above expectations given the economic impact of the COVID-19 pandemic, especially in the hospitality sector, and additionally, engaging the Company in potential strategic transactions which resulted in increased company valuations. While the vesting of the options under the Market Capitalization Condition were not accelerated by the Legacy Sonder Board, the Legacy Sonder Board approved a resolution clarifying that the Market Capitalization Condition would be eligible to vest in connection with a business combination with a special purpose acquisition company that otherwise achieves the applicable Market Capitalization Condition using an equivalent share price rather than the market capitalization. The modification-date fair values of the CEO Performance Awards was estimated using a Monte Carlo simulation. The Monte Carlo simulation utilizes multiple input variables to estimate the probability that performance conditions will be achieved. These variables include the Company’s expected stock price volatility over the expected term of the award, historical and projected employee stock option exercise behaviors, and the risk-free interest rate for the expected term of the award. The Company recognizes compensation expense for its performance awards using an accelerated attribution method from the time it is deemed probable that the vesting condition will be met through the time the service-based vesting condition has been achieved.

The Company recognized $11.6 million in expense related to the acceleration of the IPO Condition and the Qualified Financing Condition during the year ended December 31, 2021, and did not recognize expense related to the IPO Condition or Qualified Financing Condition during the year ended December 31, 2024 and 2023. Additionally, during the years ended December 31, 2024 and 2023, the Company recognized $0.1 million and $1.0 million in stock-based compensation expense related to the vesting of the Market Capitalization Condition, respectively.

The 2021 CEO Option Award. On February 18, 2021, the Legacy Sonder Board granted a total of 3,061,794 options to Mr. Davidson (the “2021 CEO Option Award”). The options vest upon the successful consummation of the Business Combination and upon certain share price milestones, subject to Mr. Davidson’s continuous employment at the Company during each such event. The Company recognized $0.1 million and $0.9 million in expense related to the 2021 CEO Option Award during the years ended December 31, 2024 and 2023, respectively. The grant-date fair value of the 2021 CEO Option Award was estimated using the Monte Carlo simulation. The grant-date fair value of the 2021 CEO Option Award on the grant date was $3.0 million.

2022 Modification of the 2019 CEO Option Award and the 2021 CEO Option Award. On December 28, 2022, the 2019 CEO Option Award shares subject to the Market Capitalization Condition and the 2021 CEO Option Award were amended. The amendments modified the vesting terms of the awards to align more closely with macroeconomic trends and the Company's performance. Prior to the amendments, the 2019 CEO Option Award included that the estimated price per share of the Company’s common stock that would be required to meet the market capitalization goal of $5.0 billion by November 19, 2026 was approximately $361.00. Pursuant to the amendments, adjustments were made to the performance goal required to be achieved by November 19, 2026 from a market capitalization goal of $5.0 billion to a stock price target of $105.40. Prior to the amendments, the 2021 CEO Option Award market value targets required to be achieved by December 31, 2023, December 31, 2024, and December 31, 2025 were approximately $304.00, $422.00, and $481.00. Pursuant to the amendment, the adjusted dates for the market value targets to be achieved, and the market value targets required to be achieved were changed to December 31, 2025 December 31, 2026 and December 31, 2027, and to $90.60, $127.80, and $142.80, respectively. The amendment represented a modification of the awards. The impact of the modification was immaterial to the consolidated financial statements for the year ended December 31, 2022 and resulted in approximately $1.5 million of incremental expense to be recognized in future years, over the remaining life of the awards.

RSUs: The fair value of the Company’s RSUs is expensed ratably over the vesting period. The Company’s RSUs generally vest over four years, with a cliff equal to one-fourth of the award after the first year, and then quarterly thereafter over the remaining service period. For the years ended December 31, 2024 and 2023, the Company recorded stock-based compensation expense from RSUs of approximately $3.8 million and $6.1 million, respectively.

RSU activity under the Company’s equity incentive plans is as follows:


	RSUs Outstanding
	Number of RSUs	Weighted-Average Grant Date Fair Value
Unvested as of December 31, 2022	583,707	$	44.27
Granted	141,987	12.19
Vested	(154,062)	43.74
Forfeited	(212,457)	39.04
Unvested as of December 31, 2023	359,175	$	34.94
Vested	(28,422)	40.70
Forfeited	(93,768)	37.68
Unvested as of December 31, 2024	236,985	$	32.52

MSUs: In May 2022, the Company issued MSUs to certain key executives in accordance with the Company’s 2021 Management Equity Incentive Plan. One-sixth of the MSUs vest upon (including prior to but contingent on) the occurrence of each of six distinct triggering events, including if certain share price targets are met, within the five-year period ending July 17, 2027.

The Company determined the grant-date fair value of the MSUs using a Monte Carlo simulation. The Company recognizes stock-based compensation for the MSUs over the requisite service period, which is approximately four years, using the accelerated attribution method. During the years ended December 31, 2024 and 2023, the Company did not grant MSUs. During the year ended December 31, 2024 and 2023, the Company recognized approximately $0.7 million and $0.8 million, respectively, in stock-based compensation expense from MSUs.

Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]
Beginning balance	$ 1,796	$ 1,520
Addition: tax positions related to prior years	0	1
Addition: tax positions related to current year	83	275
Subtraction: tax positions related to prior years	(191)	0
Ending balance	$ 1,688	$ 1,796

Warrants and Stockholders' Deficit - Schedule of Shares of Common Stock Reserved for Future Issuance (Details) - shares	Dec. 31, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	13,803,507	6,985,146
2021 Equity Incentive Plan
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	8,092,529	569,715
2023 Inducement Equity Incentive Plan
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	326,677	141,800
Warrants
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	724,997	724,997
Earn Out Liability
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	725,000	725,000
Delayed Draw Note Warrant Liability
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	0	123,750
Stock Options
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	2,129,040	2,685,922
Stock Options \| 2021 Equity Incentive Plan
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	8,092,529
Outstanding RSUs
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	236,985	359,175
Market Stock Units
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	531,996	567,500
ESPP
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	463,930	353,024
Exchangeable Shares
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	551,072	712,982
Seies C and D Preferred Stock \| Warrants
Class of Stock [Line Items]
Total common stock reserved for future issuance (in shares)	21,281	21,281

Leases - Schedule of Future Minimum Lease Payments Under Non-Cancellable Leases After Adoption (Details) $ in Thousands	Dec. 31, 2024 USD ($)
Operating Leases
2025	$ 272,692
2026	264,745
2027	235,715
2028	209,200
2029	163,500
Thereafter	462,277
Gross lease payments	1,608,129
Less: imputed interest	(427,224)
Total operating lease liabilities, net	$ 1,180,905

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net loss	$ (224,087)	$ (295,668)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

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

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+ Details

Leases

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Leases

The Company leases buildings or portions of buildings for guest usage and warehouses to store furniture under noncancellable operating lease agreements which expire through 2045. The Company is required to pay property taxes, insurance, and maintenance costs for certain of these facilities.

The Company has lease agreements with lease and non-lease components and has elected to utilize the practical expedient to account for lease and non-lease components together in the consolidated statements of operations and comprehensive loss for all classes of underlying assets.

Operating lease ROU assets are included within operating lease ROU assets in the consolidated balance sheets. The corresponding operating lease liabilities are included within current operating lease liabilities and non-current operating lease liabilities in the consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease.

Lease expense for fixed operating lease payments is recognized on a straight-line basis over the lease term. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise that option.

Components of lease expense are as follows (in thousands):


	Year ended December 31,
	2024		2023
Operating lease cost	$	292,621	$	317,495
Short-term lease cost	449		889
Variable lease cost	6,579		5,248
Total operating lease cost	$	299,649	$	323,632

Supplemental information related to operating leases is as follows (in thousands):


	Year ended December 31,
	2024		2023
Cash payments for operating leases	$	300,247	$	285,080
New operating lease ROU assets obtained in exchange for operating lease liabilities(1)	$	(119,464)	$	205,285
Early lease terminations gain(1)	$	93,175	$	10,145

(1) Operating ROU assets declines and early lease termination gains are primarily due to the impact of lease terminations related to the portfolio optimization program. These lease terminations primarily occurred during the first half of 2024.

At December 31, 2024 and 2023, the weighted-average remaining lease term was 6.8 years and 7.3 years, respectively, and the weighted-average discount rate used to determine the net present value of the lease liabilities was 9.4% and 9.6%, respectively.

At December 31, 2024, remaining maturities for operating lease liabilities are as follows (in thousands):


For the year ended December 31,
2025	$	272,692
2026	264,745
2027	235,715
2028	209,200
2029	163,500
Thereafter	462,277
Gross lease payments	1,608,129
Less: imputed interest	(427,224)
Total operating lease liabilities, net	$	1,180,905

In addition to the operating lease liabilities noted above, at December 31, 2024, the Company entered into leases that have not yet commenced with future lease payments totaling $625.2 million, excluding purchase options, that are not yet recorded on the consolidated balance sheets. These leases will commence between 2025 and 2026 with non-cancelable lease terms of five to 20 years. Certain leases do not have a scheduled commencement date, as they are currently subject to renegotiation.

During the year ended December 31, 2024, the Company identified an impairment of its operating lease ROU asset and recorded a non-cash impairment charge in the amount of $13.2 million and $58.5 million for the years ended December 31, 2024 and 2023, respectively. The impairment charge relates to certain underperforming properties and is included within impairment losses in the consolidated statements of operations and comprehensive loss.

Leases - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2024	Dec. 31, 2023
Lessee, Lease, Description [Line Items]
Weighted average remaining lease term	6 years 9 months 18 days	7 years 3 months 18 days
Weighted average discount rate	9.40%	9.60%
Future lease payments for leases not yet commenced	$ 625.2
Impairment losses	$ 13.2	$ 58.5
Minimum
Lessee, Lease, Description [Line Items]
Lease term for leases not yet commenced	5 years
Maximum
Lessee, Lease, Description [Line Items]
Lease term for leases not yet commenced	20 years

Revenue - Schedule of Disaggregated Revenue by Channel (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 621,272	$ 602,066
Direct revenue
Disaggregation of Revenue [Line Items]
Total revenue	284,709	282,923
Indirect revenue
Disaggregation of Revenue [Line Items]
Total revenue	$ 336,563	$ 319,143

- Definition

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

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

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+ Details

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

Equity Incentive Plans and Stock-Based Compensation - Narrative (Details)								1 Months Ended	12 Months Ended
	Nov. 15, 2023 USD ($) installment shares	Dec. 28, 2022 USD ($) $ / shares	Dec. 01, 2022 USD ($) $ / shares shares	Jan. 18, 2022 shares	Jan. 17, 2022	Jan. 14, 2022 USD ($) $ / shares shares	Feb. 18, 2021 USD ($) shares	May 31, 2022 triggering_event	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) shares	Dec. 31, 2022 USD ($)	Nov. 15, 2019 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period									4 years
Total common stock reserved for future issuance (in shares)									13,803,507	6,985,146
Total stock-based compensation expense \| $									$ 8,005,000	$ 28,498,000
Weighted-average grant-date fair value of options granted (in dollars per share) \| $ / shares									$ 0	$ 6.13
Number of shares granted and available for purchase (in shares)										1,301,035
Common stock, capital shares market capitalization, estimated price \| $		$ 5,000,000,000.0
Common stock, capital shares market capitalization, estimated per share (in dollars per share) \| $ / shares		$ 361.00
Common stock, capital shares market capitalization, adjustments per share (in dollars per share) \| $ / shares		105.40
2023 (in dollars per share) \| $ / shares		304.00
2024 (in dollars per share) \| $ / shares		422.00
2025 (in dollars per share) \| $ / shares		481.00
Adjusted 2025 (in dollars per share) \| $ / shares		90.60
Adjusted 2026 (in dollars per share) \| $ / shares		127.80
Adjusted 2027 (in dollars per share) \| $ / shares		$ 142.80
Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted and available for purchase (in shares)	280,664
Chief Executive Officer \| The Promissory Note
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares repurchased in debt settlement (in shares)						92,797
Shares repurchased in debt settlement (in dollars per shares) \| $ / shares						$ 277
Shares repurchased in debt settlement \| $						$ 25,700,000
Chief Executive Officer \| Promissory Note
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Notes payable \| $	$ 24,600,000
Interest rate payable annually	2.00%
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate number of contingently issuable shares (in shares)				725,000
Sonder Holdings Inc. 2021 Management Equity Incentive Plan \| Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate number of contingently issuable shares (in shares)				725,000
Sonder Holdings Inc. 2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)									1,641,008
Total common stock reserved for future issuance (in shares)									8,092,529	569,715
Percentage of outstanding common stock authorized for issuance									12.50%
Percentage of shares outstanding as of last day of preceding year									5.00%
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period									10 years
Total common stock reserved for future issuance (in shares)									2,129,040	2,685,922
Exercise price options (in shares)			1,014,631
Exercise price reduction (in dollars per share) \| $ / shares			$ 34.80
Total incremental expense to be recognized over the remaining requisite service period \| $			$ 8,400,000
Total stock-based compensation expense \| $									$ 2,500,000	$ 19,700,000
Stock Options \| 2013 Stock Option and Grant Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term					10 years
Requisite service period					4 years
Stock Options \| Sonder Holdings Inc. 2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term				10 years
Number of shares authorized for issuance (in shares)				9,957,029
Total common stock reserved for future issuance (in shares)									8,092,529
Outstanding RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period									4 years
Total common stock reserved for future issuance (in shares)									236,985	359,175
Total stock-based compensation expense \| $									$ 3,800,000	$ 6,100,000
Outstanding RSUs \| First vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages									25.00%
Outstanding RSUs \| Sonder Holdings Inc. 2021 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term				1 year
Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total common stock reserved for future issuance (in shares)									463,930	353,024
Employee Stock \| Sonder Holdings Inc. 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized for issuance (in shares)									328,202
Percentage of outstanding common stock authorized for issuance									2.50%
Percentage of shares outstanding as of last day of preceding year									0.10%
Purchase price of common stock, percentage of fair market value									85.00%
Percentage of employee compensation eligible for contribution									15.00%
Offering period									27 months
Shares authorized for issuance (in shares)									463,930
Service-Based Awards \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense \| $									$ 0	$ 0	$ 11,600,000
Number of shares granted and available for purchase (in shares)	102,059
Equal monthly installments \| installment	72
Grant date fair value of options \| $							$ 3,000,000.0						$ 3,200,000
CEO Performance Awards \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted and available for purchase (in shares)	178,604										51,029
Performance-based options modified (in shares)											127,573
Market Capitalization Units \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense \| $									100,000	1,000,000.0
Grant date fair value of options \| $												$ 1,500,000
2021 CEO Option Award \| Chief Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense \| $									$ 100,000	$ 900,000
Number of shares granted and available for purchase (in shares)							3,061,794
Market Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Contractual term								5 years
Total common stock reserved for future issuance (in shares)									531,996	567,500
Total stock-based compensation expense \| $									$ 700,000	$ 800,000
Number of triggering events \| triggering_event								6
Requisite service period									4 years
Market Stock Units \| Third vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%
Market Stock Units \| Fourth vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%
Market Stock Units \| First vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%
Market Stock Units \| Fifth vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%
Market Stock Units \| Second vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%
Market Stock Units \| Sixth vesting
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentages								16.67%

CONSOLIDATED STATEMENTS OF MEZZANINE EQUITY AND STOCKHOLDERS’ DEFICIT - USD ($) $ in Thousands	Total	Post-Combination Exchangeable Common Stock	Common Stock Common Stock	Common Stock Post-Combination Exchangeable Common Stock	Additional Paid-in Capital	Accumulated Translation Adjustment	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2022			9,919,716	1,019,460
Beginning balance at Dec. 31, 2022	$ (101,485)		$ 1	$ 0	$ 949,001	$ 13,026	$ (1,063,513)
Increase (Decrease) in Stockholders' Deficit
Exercise of common stock options (in shares)	469		469
Exercise of common stock options	$ 8				8
Vesting of restricted stock units (in shares)			154,062
Conversion of exchangeable stock (in shares)			306,478	(306,478)
Stock-based compensation	28,494				28,494
Components of comprehensive loss:
Net loss	(295,668)						(295,668)
Change in cumulative translation adjustment	(8,050)					(8,050)
Ending balance (in shares) at Dec. 31, 2023		712,982	10,380,725	712,982
Ending balance at Dec. 31, 2023	(376,701)		$ 1	$ 0	977,503	4,976	(1,359,181)
Increase (Decrease) in Stockholders' Deficit
Vesting of restricted stock units, net of shares withheld for taxes (in shares)			25,906
Conversion of exchangeable stock (in shares)			161,910	(161,910)
Issuance of delayed draw warrants	1,488				1,488
Preferred stock accretion to redemption value	(4,833)				(4,833)
Paid-in-kind dividend on preferred stock	(5,051)				(5,051)
Common stock issuance for exercise of warrants (in shares)			473,458
Stock-based compensation	8,005				8,005
Components of comprehensive loss:
Net loss	(224,087)						(224,087)
Change in cumulative translation adjustment	2,384					2,384
Ending balance (in shares) at Dec. 31, 2024		551,072	11,041,999	551,072
Ending balance at Dec. 31, 2024	$ (598,795)		$ 1	$ 0	$ 977,112	$ 7,360	$ (1,583,268)

Redeemable Preferred Stock	12 Months Ended
Redeemable Preferred Stock	Dec. 31, 2024
Equity [Abstract]
Redeemable Preferred Stock	Redeemable Preferred Stock On August 13, 2024, the Company entered into the August 2024 Preferred Financing of an aggregate of 43.3 million newly issued shares of Series A Preferred Stock, in exchange for cash consideration in an aggregate amount of approximately $43.3 million. The sale of the Series A Preferred Stock pursuant to the August 2024 Preferred Financing took place in two tranches. The first tranche, comprised of approximately 14.7 million shares of Series A Preferred Stock for an aggregate purchase price of approximately $14.7 million, closed on August 13, 2024. The second tranche, comprised of approximately 28.6 million shares of Series A Preferred Stock in total for an aggregate purchase price of approximately $28.6 million, closed on November 6, 2024, following the satisfaction of certain closing conditions set forth in the August 2024 Securities Purchase Agreements, including the filing of the Annual Report and the Company’s Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31, 2024 and June 30, 2024 (collectively, the “SEC Documents”). The August 2024 Securities Purchase Agreements required the Company to hold a special meeting of stockholders within 30 calendar days of the filing of the SEC Documents for the purpose of obtaining stockholder approval of proposals to issue shares of common stock to the August 2024 Purchasers in connection with the conversion of the Series A Preferred Stock into common stock that would, absent such approval, violate Nasdaq Rules 5635(b), (c) and (d) (the “2024 Stockholder Approval”). The August 2024 Securities Purchase Agreements also require the Company to file a registration statement under the Securities Act within 30 calendar days of the filing of the SEC Documents with respect to the resale of shares of common stock receivable upon conversion of the Preferred Stock. Following receipt of 2024 Stockholder Approval, all 43.3 million shares of the Series A Preferred Stock are convertible into shares of common stock. At the Special Meeting of Stockholders held on September 30, 2024 (the “2024 Special Meeting”), the Company obtained the 2024 Stockholder Approval. The Company recognized a loss on preferred stock issuance of $83.8 million for the year ended December 31, 2024, attributable to the August 2024 Securities Purchase Agreements. The Company identified the following two freestanding financial instruments issued in connection with the transaction, (a) Mezzanine equity-classified Series A Preferred Stock and (b) Liability-classified forward contract for commitments of investors to purchase, and commitments of the Company to sell, additional Series A Preferred Stock. As of the transaction inception, these instruments had an aggregate fair value of $98.5 million and the Company received $14.7 million from the first tranche closing, resulting in a $83.8 million loss on preferred stock issuance. The loss on preferred stock issuance for the year ended December 31, 2024 consists of $82.5 million related to the two freestanding financial instruments discussed above, as well as $1.3 million associated with the recognition of the Preferred Stock Participation Right, as discussed below. As part of the August 2024 Securities Purchase Agreements, the transaction included a Liability-classified forward contract for commitments of investors to purchase, and commitments of the Company to sell, additional Series A Preferred Stock. This commitment ended upon the issuance of the Second Tranche of Series A Preferred Stock in November 2024. The Company recognized a change in fair value of the forward contract of $28.7 million as the remeasurement reflecting fluctuations in the underlying variables and assumptions from inception on August 13, 2024 through the final closing of the Second Tranche on November 6, 2024. Francis Davidson, the Company’s former Chief Executive Officer (“CEO”) and a former member of the Board, and Sanjay Banker, a member of the Board, are parties to the August 2024 Securities Purchase Agreements, with commitments of approximately $1.5 million, and $0.1 million, respectively, in the August 2024 Preferred Financing. The August 2024 Securities Purchase Agreements grant the August 2024 Purchasers the right to purchase up to 25% of any equity offering within a Subsequent Financing. The August 2024 Purchasers are entitled to participate on a pro-rata basis (determined by their proportionate participation in the August 2024 Preferred Financing) at a purchase price equal to 75% of the purchase price of any other investor in such Subsequent Financing. The Company recognized a liability for the Preferred Stock Participation Right of $1.3 million within other current liabilities in the consolidated balance sheets as of December 31, 2024. The change in fair value of the participation right recognized from inception on August 13, 2024 through the year ended on December 31, 2024 was not significant. The August 2024 Securities Purchase Agreements contain other representations, warranties and covenants of the Company and the August 2024 Purchasers. As discussed in Note 17, Subsequent Events, on April 11, 2025, the Company entered into the April 2025 Security Purchase Agreements with certain qualified institutional buyers or accredited investors. Certificate of Designation; Other Terms of Preferred Stock In connection with the August 2024 Preferred Financing, the Company filed the Certificate of Designation (the “Certificate of Designation”) creating the Series A Preferred Stock and establishing the rights, preferences and other terms of the Series A Preferred Stock. The Series A Preferred Stock ranks senior to the common stock with respect to the payment of dividends and distribution of assets upon liquidation, dissolution and winding up, and has a liquidation preference equal to the original issue price of $1.00 per share of Series A Preferred Stock, as adjusted for any stock dividends, splits, combinations and similar events on the Series A Preferred Stock. Holders of the Series A Preferred Stock are entitled to receive, when, as and if declared by the Board, cumulative dividends in cash (subject to conditions that a cash payment (i) may not violate the Company’s debt agreements and (ii) may not be made without the prior written consent of holders of at least 70% of the outstanding Series A Preferred Stock) or, if not declared and paid in cash, receive an accrual of cumulative dividends as PIK on the Liquidation Preference, at a rate of (a) fifteen percent (15.00%) from August 13, 2024 through August 13, 2025, (b) ten percent (10.00%) from August 14, 2025 through August 13, 2027, and (c) five percent (5.00%) from August 14, 2027 through August 13, 2028 on the sum of (i) the liquidation preference per share of Series A Preferred Stock and (ii) all accumulated and unpaid dividends (if any), payable quarterly, in arrears. Dividends accumulate on a daily basis from the most recent date as to which dividends have been paid, or, if no dividends have been paid, from the date of issuance of such shares of Series A Preferred Stock (whether or not (i) any of the Company’s agreements prohibit the current payment of dividends, (ii) there shall be earnings or funds of the Company legally available for the payment of such dividends, or (iii) the Company declares the payment of dividends), until the earlier of: (x) the date that the Company publicly reports that it has realized at least $87 million of FCF (representing cash used in operating activities plus cash used in investing activities) over a twelve month period; or (y) August 13, 2028. The Company paid-in-kind its dividend on the Series A Preferred Stock of $5.1 million for the year ended December 31, 2024. PIK dividends are recognized using the fair value of the Series A Preferred Stock at the commitment date, which is the issuance date of each tranche for non-discretionary PIK dividends. The Series A Preferred Stock has no stated maturity and will remain outstanding indefinitely unless converted into common stock. The Series A Preferred Stock will be convertible at the holders’ option into common stock at an initial conversion price of the lower of (i) $1.00 and (ii) a ten percent (10%) discount to the lowest daily VWAP of the common stock on the principal trading market therefor in the seven (7) trading days prior to the date of delivery of an Optional Conversion Notice (as defined in the Certificate of Designation); provided that the conversion price will not be less than $0.50, as adjusted for any stock dividends, splits, combinations or other similar events on the common stock or Series A Preferred Stock. In the event of a Fundamental Change (as defined in the Certificate of Designation), any holder of Series A Preferred Stock may require the Company to redeem all or any portion of its Series A Preferred Stock at a price per share equal to the greater of (i) the liquidation preference, plus an amount equal to all accumulated and unpaid dividends on such shares (including dividends accrued and unpaid on previously unpaid dividends), or (ii) the amount that such holder would have received in the Fundamental Change on an as-converted basis. Following the Company obtaining the 2024 Stockholder Approval, holders of the Series A Preferred Stock are entitled to vote on an as-converted-to-common-stock basis as provided in the Certificate of Designation, are entitled to 0.7 vote for each share of Series A Preferred Stock they hold, and powers of the holders of the common stock, and are entitled to vote together with the common stock with respect to any question upon which holders of common stock have the right to vote. In addition, approval of holders of 70% of the shares of Series A Preferred Stock is required to among other things (i) alter or change the terms of the Series A Preferred Stock or of any other capital stock of the Company so as to affect adversely the Series A Preferred Stock, (ii) create, authorize the creation of, or issue any Senior Securities or Parity Securities (as such terms are defined in the Certificate of Designation) to the Series A Preferred Stock as to dividend, redemption or distribution of assets upon a Fundamental Change, (iii) increase or decrease the authorized number of shares of Series A Preferred Stock, (iv) other than in connection with the 2024 Stockholder Approval, prior to July 1, 2025 increase the number of authorized shares of common stock, (v) issue more than a number of shares of common stock set forth in the Certificate of Designation prior to July 1, 2025, or (vi) issue any Series A Preferred Stock except pursuant to the terms of the August 2024 Securities Purchase Agreements.

Subsequent Events (Details) - USD ($)		1 Months Ended	12 Months Ended
Subsequent Events (Details) - USD ($)	Apr. 11, 2025	Apr. 30, 2025	Dec. 31, 2024	Dec. 31, 2023	Apr. 10, 2025	Jun. 10, 2024	Nov. 06, 2023	Nov. 05, 2023	Dec. 31, 2022	Jan. 18, 2022
Subsequent Event [Line Items]
Number outstanding (in shares)						475,264
Exercise price (in dollars per share)						$ 0.01
Preferred stock, shares authorized (in shares)										250,000,000
Proceeds from license agreement			$ 7,500,000	$ 0
2022 Loan and Security Agreement \| Revolving Credit Facility
Subsequent Event [Line Items]
Maximum borrowing capacity							$ 45,000,000.0	$ 60,000,000.0	$ 60,000,000.0
Subsequent Event
Subsequent Event [Line Items]
Effective prior notice to company (in days)	61 days
Subsequent Event \| NPA Warrants
Subsequent Event [Line Items]
Number outstanding (in shares)	5,000,000
Exercise price (in dollars per share)	$ 1.00
Beneficially owned shares of common stock (in percent)	4.99%
Beneficially ownership limitation (in percent)	9.99%
Subsequent Event \| NPA Waiver Obligation
Subsequent Event [Line Items]
Cancellation of principal notes (in percent)	15.00%
Subsequent Event \| 2022 Loan and Security Agreement \| Revolving Credit Facility
Subsequent Event [Line Items]
Maximum borrowing capacity	$ 35,000,000.0				$ 60,000,000.0
Subsequent Event \| 2022 Loan and Security Agreement \| Letter of Credit
Subsequent Event [Line Items]
Maximum borrowing capacity	$ 35,000,000.0				$ 45,000,000.0
Subsequent Event \| Voting Support Agreement
Subsequent Event [Line Items]
Voting (in percent)	58.00%
Subsequent Event \| Marriott License Agreement
Subsequent Event [Line Items]
Proceeds from license agreement	$ 7,500,000
License agreement amount	$ 15,000,000
Subsequent Event \| Series A Convertible Preferred Stock
Subsequent Event [Line Items]
Preferred stock, shares authorized (in shares)	61,280,000				43,300,000
Subsequent Event \| Series A Convertible Preferred Stock \| Voting Support Agreement
Subsequent Event [Line Items]
Voting (in percent)	70.00%
Subsequent Event \| April 2025 Securities Purchase Agreements
Subsequent Event [Line Items]
Common stock par value (in dollars per share)	$ 0.0001
Proposed shares authorized (in shares)	210,921,255
Purchase limit (in percent)	25.00%
Subsequent Event \| April 2025 Securities Purchase Agreements \| Series A Convertible Preferred Stock
Subsequent Event [Line Items]
Number of shares issued (in shares)	17,980,000
Purchase price of stock (in dollars per share)	$ 1.00
Aggregate purchase price	$ 17,980,000
Preferred stock convertible into shares (in percent)	19.99%
Investor purchase price (in percent)	75.00%
Subsequent Event \| April 2025 Securities Purchase Agreements \| Series A Convertible Preferred Stock \| Chief Executive Officer
Subsequent Event [Line Items]
Aggregate purchase price		$ 595,000

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events Securities Purchase Agreements On April 11, 2025, the Company entered into the April 2025 Securities Purchase Agreements, with certain qualified institutional buyers or accredited investors (each a “April 2025 Purchaser” and, collectively, the “April 2025 Purchasers”) whereby the Company issued and sold an aggregate of 17.98 million shares (the “Preferred Shares”) of Series A Preferred Stock, at a purchase price of $1.00 per share, resulting in aggregate gross proceeds to the Company of $17.98 million (such offering, the “April 2025 Preferred Financing”). The terms of the Preferred Shares are identical to the outstanding shares of Series A Preferred Stock. Under the April 2025 Securities Purchase Agreements, the April 2025 Purchasers each agreed that the Preferred Shares collectively will be immediately convertible into up to 19.99% of the outstanding shares of the Company’s common stock, par value $0.0001 per share, on April 11, 2025. The April 2025 Securities Purchase Agreements require the Company to hold a special meeting of stockholders within 30 calendar days after the Company has filed this Annual Report on Form 10-K for the purpose of obtaining stockholder approval of a proposal to approve the issuance of the shares of common stock issuable upon conversion of the Preferred Shares in accordance with Rule 5635 of Nasdaq and, such proposal, the (“Nasdaq Proposal”) and a proposal to increase the number of authorized shares of common stock to 210,921,255 shares (the “Authorized Share Proposal” and, such approvals for the Nasdaq Proposal and the Authorized Share Proposal collectively, the “2025 Stockholder Approval”). Following receipt of 2025 Stockholder Approval, the Preferred Shares are fully convertible into shares of Common Stock and will vote on all applicable matters in accordance with the Certificate of Designation. The Company obtained the 2025 Stockholder Approval at the Special Meeting of Stockholders held on June 6, 2025 (the “2025 Special Meeting”). The April 2025 Securities Purchase Agreements also require the Company to file a registration statement under the Securities Act, within 30 calendar days of the filing this Annual Report on Form 10-K with respect to the resale of shares of common stock receivable upon conversion of the Preferred Shares. Francis Davidson, the Company’s former CEO and a former member on the Board, entered into an April 2025 Securities Purchase Agreement with the Company as part of the April 2025 Preferred Financing, pursuant to which Mr. Davidson purchased $595,000 in the April 2025 Preferred Financing. Mr. Davidson has agreed that he may not convert any of his Preferred Shares to common stock prior to the Company’s receipt of the 2025 Stockholder Approval. To the extent the April 2025 Purchasers do not already have such right, the April 2025 Securities Purchase Agreements grant the April 2025 Purchasers the right to purchase up to 25% of any Subsequent Financing until August 13, 2029. The April 2025 Purchasers are entitled to participate on a pro-rata basis (determined by their proportionate ownership of the common stock assuming conversion of their shares of Series A Preferred Stock) at a purchase price equal to 75% of the purchase price of any other investor in such Subsequent Financing. Voting Support Agreement In connection with the April 2025 Preferred Financing, on April 11, 2025, the Company entered into an agreement with stockholders representing approximately 58% of the Company’s outstanding voting power prior to the April 2025 Preferred Financing (the “Voting Support Agreement”), pursuant to which the stockholder parties thereto agreed to, among other things, vote in favor of the Nasdaq Proposal, and the Authorized Share Proposal. The Voting Support Agreement terminated in accordance with its terms following the completion of the 2025 Special Meeting. Consent, Waiver and Sixth Amendment to Note and Warrant Purchase Agreement On April 11, 2025, the Company entered into the Waiver, Consent and Sixth Amendment (the “NPA Amendment”), by and among the Company, the subsidiary note obligors party thereto (together with the Company, the “Note Obligors”), the subsidiary guarantors party thereto (the “Guarantors”), the investors party thereto (the “Investors”) and Alter Domus (US) LLC, as collateral agent (“Agent”), which modifies the Note Purchase Agreement, and the subordinated secured notes issued pursuant to the Note Purchase Agreement (the “Notes”). Among other things, the NPA Amendment provides for (i) certain waivers in connection with the consummation of the transactions contemplated by the April 2025 Securities Purchase Agreements, (ii) the cancellation of an amount equal to 15% of the sum of the aggregate principal amount of the Notes and accrued but unpaid interest on the Notes as of the amendment date, (iii) a reduction in the interest rate applicable to the Notes, (iv) an extension of the option to pay interest in kind, and (v) amendments to certain covenants under the Note Purchase Agreement. In connection with the Company’s entrance into the NPA Amendment, the Company issued warrants to the Investors to purchase an aggregate of up to 5 million shares of the Common Stock at $1.00 per share (collectively, the “NPA Warrants”). Each NPA Warrant will become exercisable after the Company obtains the 2025 Stockholder Approval and will be exercisable thereafter until April 11, 2030. The exercise price of the NPA Warrants is subject to adjustment in the event of stock dividends, stock splits, stock combinations, reorganizations or similar events affecting the Common Stock. Subject to limited exceptions, a holder of the NPA Warrants will not have the right to exercise any portion of its NPA Warrant if the holder (together with such holder’s affiliates, and any persons acting as a group together with such holder or any of such holder’s affiliates) would beneficially own a number of shares of Common Stock in excess of 4.99% of the shares of Common Stock then outstanding. At the holder’s option, upon notice to the Company, the holder may increase or decrease this beneficial ownership limitation not to exceed 9.99% of the shares of Common Stock then outstanding, with any such increase becoming effective upon 61 days’ prior notice to the Company. Consent, Waiver and Sixth Amendment to 2022 Loan and Security Agreement On April 11, 2025, the Company entered into the SVB Amendment. Among other things, the SVB Amendment provides for (i) certain waivers in connection with the consummation of the transactions contemplated by the April 2025 Securities Purchase Agreements, (ii) the reduction of the revolving line of credit from $60.0 million to $35.0 million and the reduction of the letter of credit sublimit from $45.0 million to $35.0 million, and (iii) amendments to certain of the covenants under the 2022 Loan and Security Agreement. Amendments to Articles of Incorporation or Bylaws Prior to the consummation of the April 2025 Preferred Financing, on April 11, 2025, the holders of 70% of the shares of Series A Preferred Stock approved an amendment to the Certificate of Designation to increase the number of authorized shares of Series A Preferred Stock from 43.30 million to 61.28 million, consented to the transactions contemplated by the April 2025 Securities Purchase Agreements and approved matters related to the April 2025 Preferred Financing and the issuance of the New Delayed Draw Warrants that were subject to certain provisions in the Certificate of Designation. After obtaining such approval, the Company filed a Certificate of Amendment to the Certificate of Designation to increase the number of authorized shares of Series A Preferred Stock from 43.3 million to 61.28 million. Marriott License Agreement On April 11, 2025, the Company received the remaining $7.5 million of Key Money under the Marriott Agreement, completing the $15.0 million investment.

Equity Incentive Plans and Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation

Total stock-based compensation expense is as follows (in thousands):


	Year ended December 31,
	2024		2023
Operations and support	$	2,270	$	7,456
General and administrative	4,648		17,439
Research and development	912		3,265
Sales and marketing	175		338
Total stock-based compensation expense	$	8,005	$	28,498

Schedule of Key Assumptions used to Determine Fair Value of Stock Options

The following table summarizes the key assumptions used to determine the fair value of the Company’s stock options granted to employees, non-employees, officers, and directors:


	Year ended December 31,
	2024	2023
Expected term (in years)	n/a	6.09 - 6.22
Expected volatility	n/a	50.4% - 51.2%
Dividend yield	n/a	—	%
Risk-free interest rate	n/a	3.50% - 4.40%
Weighted-average grant-date fair value per share	n/a	$1.35 - $13.69

Schedule of Option Activity

Option activity under the Company’s equity incentive plans is as follows (in thousands, except share data, and term in years):


	Options Outstanding
	Number of Options	Weighted- Average Exercise Price per Option		Weighted- Average Remaining Contractual Term	Aggregate Intrinsic Value
Balance as of December 31, 2022	1,833,950	$	39.80	7.63	$	88
Granted	1,301,035	$	11.47
Exercised	(469)	$	17.71
Forfeited	(305,787)	$	31.94
Canceled	(142,806)	$	74.32
Balance as of December 31, 2023	2,685,923	$	25.28	7.85	$	88
Forfeited	(526,985)	$	18.48
Canceled	(29,898)	$	51.38
Balance as of December 31, 2024	2,129,040	$	26.60	5.00	$	67
As of December 31, 2024
Options vested and exercisable	1,382,501	$	29.48	4.17
Options vested and expected to vest	2,129,040	$	26.60	5.00	$	—

Schedule of RSU activity

RSU activity under the Company’s equity incentive plans is as follows:


	RSUs Outstanding
	Number of RSUs	Weighted-Average Grant Date Fair Value
Unvested as of December 31, 2022	583,707	$	44.27
Granted	141,987	12.19
Vested	(154,062)	43.74
Forfeited	(212,457)	39.04
Unvested as of December 31, 2023	359,175	$	34.94
Vested	(28,422)	40.70
Forfeited	(93,768)	37.68
Unvested as of December 31, 2024	236,985	$	32.52

Income Taxes - Schedule of Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Current:
U.S. States	$ 272	$ 217
Foreign	276	588
Total current provision for income taxes	548	805
Deferred:
Foreign	(2,554)	(1,738)
Total deferred benefit for income taxes	(2,554)	(1,738)
Total benefit for income taxes	$ (2,006)	$ (933)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

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

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

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

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (a)
-SubTopic 20
-Topic 740
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h))
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

Recently Issued Accounting Standards	12 Months Ended
Recently Issued Accounting Standards	Dec. 31, 2024
Accounting Policies [Abstract]
Recently Issued Accounting Standards	Recently Issued Accounting Standards The following reflect recent accounting standards that have been adopted or are pending adoption by the Company. As discussed in Note 1, Basis of Presentation, the Company qualifies as an emerging growth company, and as such, has elected to use the extended transition period for complying with new or revised accounting standards and is not subject to the new or revised accounting standards applicable to public companies during the extended transition period. The accounting standards discussed below indicate effective dates for the Company as an emerging growth company with the extended transition period. Recently Adopted Accounting Standards In November 2023, the FASB issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. Among other new disclosure requirements, ASU 2023-07 requires companies to disclose significant segment expenses that are regularly provided to the CODM. ASU 2023-07 is effective for annual periods beginning on January 1, 2024 and interim periods beginning on January 1, 2025. ASU 2023-07 must be applied retrospectively to all prior periods presented in the financial statements. The Company adopted this guidance for the year ended December 31, 2024 on a retrospective basis and included enhanced disclosures in Note 1, Basis of Presentation, under the subheading “Segment Information”. Recently Issued Accounting Standards Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires companies to disclose, on an annual basis, specific categories in the effective tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. In addition, ASU 2023-09 requires companies to disclose additional information about income taxes paid. ASU 2023-09 will be effective for annual periods beginning January 1, 2025 and will be applied on a prospective basis with the option to apply the standard retrospectively. The Company is evaluating the disclosure impact of ASU 2023-09 and its impact on the Company’s consolidated financial statements. In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). ASU 2024-03 requires companies to disclose additional information about specific expense categories in the notes to the financial statements. ASU 2024-03 will be effective for annual periods beginning January 1, 2026 and will be applied either prospectively to financial statements issued for reporting periods after the effective date of this update or retrospectively to any or all prior periods presented in the financial statements. Early adoption is permitted. The Company is evaluating the disclosure impact of ASU 2024-03 and its impact on the Company’s consolidated financial statements.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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+ Details

Revenue - Schedule of Disaggregated Revenues by Geographical Area (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 621,272	$ 602,066
Americas:
Disaggregation of Revenue [Line Items]
Total revenue	435,898	430,986
United States
Disaggregation of Revenue [Line Items]
Total revenue	367,759	370,825
Other Americas
Disaggregation of Revenue [Line Items]
Total revenue	68,139	60,161
Europe and Middle East:
Disaggregation of Revenue [Line Items]
Total revenue	185,374	171,080
Great Britain
Disaggregation of Revenue [Line Items]
Total revenue	41,928	38,664
United Arab Emirates
Disaggregation of Revenue [Line Items]
Total revenue	64,581	68,019
Mainland Europe
Disaggregation of Revenue [Line Items]
Total revenue	$ 78,865	$ 64,397

- Definition

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

+ References + Details

- Definition

+ References

+ Details

Leases (Tables)

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Schedule of Components of Lease Expense

Components of lease expense are as follows (in thousands):


	Year ended December 31,
	2024		2023
Operating lease cost	$	292,621	$	317,495
Short-term lease cost	449		889
Variable lease cost	6,579		5,248
Total operating lease cost	$	299,649	$	323,632

Supplemental information related to operating leases is as follows (in thousands):


	Year ended December 31,
	2024		2023
Cash payments for operating leases	$	300,247	$	285,080
New operating lease ROU assets obtained in exchange for operating lease liabilities(1)	$	(119,464)	$	205,285
Early lease terminations gain(1)	$	93,175	$	10,145

Schedule of Remaining Maturities of Operating Lease Liabilities

At December 31, 2024, remaining maturities for operating lease liabilities are as follows (in thousands):


For the year ended December 31,
2025	$	272,692
2026	264,745
2027	235,715
2028	209,200
2029	163,500
Thereafter	462,277
Gross lease payments	1,608,129
Less: imputed interest	(427,224)
Total operating lease liabilities, net	$	1,180,905

Balance Sheet Details - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued legal expenses	$ 18,540	$ 15,219
Accrued compensation	1,703	4,395
Accrued direct costs	3,454	3,754
Accrued other liabilities	8,924	12,672
Total accrued liabilities	$ 32,621	$ 36,040

Revenue

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Revenue

The Company generates revenues primarily by providing accommodations to its guests. Direct revenue is generated from stays booked through Sonder.com, the Sonder app, or directly through the Company's sales personnel. Indirect revenue is generated from stays booked through OTAs.

Revenue disaggregated between direct and indirect revenue is as follows (in thousands):


	Year ended December 31,
	2024		2023
Direct revenue	$	284,709	$	282,923
Indirect revenue	336,563		319,143
Total revenue	$	621,272	$	602,066

Revenue by geographic area is determined based on the location where the guest stays and is as follows (in thousands):


	Year ended December 31,
	2024		2023
Americas:
United States	$	367,759	$	370,825
Other Americas(1)	68,139		60,161
Total Americas	435,898		430,986
Europe and Middle East:
Great Britain	41,928		38,664
United Arab Emirates	64,581		68,019
Mainland Europe	78,865		64,397
Total Europe and Middle East	185,374		171,080
Total revenue	$	621,272	$	602,066

(1) As of December 31, 2024 and 2023, Other Americas is comprised of Canada and Mexico.

No individual guest represented over 10% of revenues for the years ended December 31, 2024 and 2023.

Three OTAs each represented approximately 22%, 17% and 12% of the Company’s revenue for the year ended December 31, 2024 and three OTAs each represented approximately 23%, 14% 12% of the Company’s revenue for the year ended December 31, 2023.

No OTAs represented over 10% of the gross accounts receivable balance at December 31, 2024 and one OTA represented approximately 17%, of the gross accounts receivable balance at December 31, 2023.

The following table summarizes the activity in the Company’s allowance for expected credit losses balance (in thousands):


	Year ended December 31,
	2024		2023
Beginning balance	$	6,196	$	972
Additions	9,170		8,788
Write-offs, net of recoveries	(779)		(3,564)
Ending balance	$	14,587	$	6,196

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/606/tableOfContent

+ Details

Warrants and Stockholders' Deficit (Tables)

12 Months Ended

Dec. 31, 2024

Warrants and Rights Note Disclosure [Abstract]

Schedule of Post-Combination Exchangeable Shares

The Company had the following authorized and outstanding Post-Combination Exchangeable Common Stock (in thousands except per share amounts):


	December 31, 2024		December 31, 2023
Shares Authorized	2,000,000		2,000,000
Shares Issued and Outstanding	551,072		712,982
Issuance Price Per Share	$	30.80	$	30.80
Net Carrying Value	$	16,973	$	21,960
Aggregate Liquidation Preference	$	16,973	$	21,960

Schedule of Shares of Common Stock Reserved for Future Issuance

The Company had reserved the following shares of common stock for future issuance:


	December 31, 2024	December 31, 2023
Post-Combination Exchangeable Common Shares	551,072	712,982
Outstanding stock options	2,129,040	2,685,922
Outstanding restricted stock units (“RSUs”)	236,985	359,175
Outstanding market stock units (“MSUs”)	531,996	567,500
Outstanding Public Warrants liability	724,997	724,997
Shares issuable pursuant to Earn Out Liability	725,000	725,000
Outstanding Delayed Draw Notes warrants liability	—	123,750
Outstanding former Series C and D preferred stock warrants liability	21,281	21,281
Shares available for grant under the Employee Stock Purchase Plan	463,930	353,024
Shares available for grant under the 2021 Equity Incentive Plan	8,092,529	569,715
Shares available for grant under the 2023 Inducement Equity Incentive Plan	326,677	141,800
Total common stock reserved for future issuance	13,803,507	6,985,146

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable allowance	$ 14,587	$ 6,196
Series A redeemable convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Series A redeemable convertible preferred stock, shares authorized (in shares)	250,000,000	250,000,000
Series A redeemable convertible preferred stock, shares issued (in shares)	43,300,000	43,300,000
Series A redeemable convertible preferred stock, shares outstanding (in shares)	43,300,000	43,300,000
Series A redeemable convertible preferred stock: $0.0001 par value; 250,000,000 shares authorized, 43,300,000 shares issued and outstanding	$ 162,907

Warrants and Stockholders' Deficit

12 Months Ended

Dec. 31, 2024

Warrants and Rights Note Disclosure [Abstract]

Warrants and Stockholders' Deficit

The consolidated statements of stockholders’ deficit reflect the consummation of the Business Combination on January 18, 2022. As Legacy Sonder was deemed the accounting acquirer in the Business Combination with GMII, all periods prior to the closing date reflect the balances and activity of Legacy Sonder. The balances at December 31, 2021 from the consolidated financial statements of Legacy Sonder as of that date, share activity (redeemable convertible preferred stock, exchangeable shares, and common stock), and per share amounts were retroactively adjusted, where applicable, using the recapitalization exchange ratio of 1.4686. All redeemable convertible preferred stock classified as mezzanine equity was converted into common stock and reclassified into permanent equity as a result of the Business Combination.

Preferred Stock Warrants

Upon consummation of the Business Combination, (i) the Company’s Series A and Series B preferred stock warrants were converted into 7,761 post-combination shares of the Company’s common stock for a value of $1.2 million, and (ii) the former Series C and Series D preferred stock warrants automatically converted into warrants to purchase shares of the Company’s common stock.

The Series C and Series D preferred stock warrants are accounted for as equity in accordance with ASC 815-40, Derivatives and Hedging – Contracts on an Entity’s Own Equity (“ASC 815-40”). Upon consummation of the Business Combination, the Company reclassified $2.1 million related to such warrants from other non-current liabilities to equity in the consolidated balance sheet.

Common Stock Warrants

Former Series C and D Preferred Stock Warrants: In connection with the Business Combination as indicated above, the Company had outstanding warrants to purchase 21,281 shares of common stock as of December 31, 2024 and December 31, 2023.

Delayed Draw Warrants: The Delayed Draw Warrants which were outstanding as of December 31, 2023 were issued to the NPA Purchasers and were accounted for as equity-classified warrants in accordance with ASC 815-40. Upon consummation of the Business Combination, the value of the Delayed Draw Warrants was $5.6 million and was recorded within additional paid-in capital in the consolidated balance sheets. The NPA Purchasers were also provided with customary registration rights for the shares issuable upon exercise of the Delayed Draw Warrants. In connection with the Third Notes Amendment to the Note Purchase Agreement, the NPA Purchasers received New Delayed Draw Warrants to purchase an aggregate of 475,264 shares of the Company’s common stock, each with an exercise price of $0.01 per share and an expiration date five years after the issuance date, and the previously issued Delayed Draw Warrants to the NPA Purchasers were canceled. In August 2024, all New Delayed Draw Warrants were exercised for cash.

SPAC Warrants: The Public Warrants remained outstanding upon consummation of the Business Combination and became exercisable for whole shares of common stock. The Public Warrants will expire on January 18, 2027, or earlier upon redemption or liquidation. The Private Placement Warrants had terms and provisions that were identical to those of the Public Warrants, except that the Private Placement Warrants could be physical (cash) or net share (cashless) settled and were not redeemable, so long as they were held by Gores Metropoulos Sponsor II, LLC (the “Sponsor”) or its permitted transferees, and are entitled to certain registration rights. As discussed in Note 5, Fair Value Measurement and Financial Instruments, during the three months ended March 31, 2022, the Private Placement Warrants were transferred by the warrant holders in accordance with the terms of the Private Placement Warrant agreement and became Public Warrants.

The SPAC Warrants are accounted for as liabilities, as there are certain terms and features of the warrants that do not qualify for equity classification in accordance with ASC 815-40. The fair value of the SPAC Warrants at December 31, 2024 was a liability of $0.2 million and was recorded in other non-current liabilities in the consolidated balance sheet. At December 31, 2023, the fair value of the Public Warrants was a liability of $0.3 million and was recorded in other non-current liabilities in the consolidated balance sheets. During 2023, the Company recorded $12.2 million as an adjustment to the initial recorded fair value of $23.7 million for the Public Warrants upon consummation of the Business Combination. This adjustment was made as a $12.2 million reduction to the originally recorded additional paid in capital and a corresponding reduction to other expense in the consolidated statements of operations and comprehensive loss. The change in fair value of $11.1 million for the year ended December 31, 2023 is reflected as non-operating income in the consolidated statements of operations and comprehensive loss.

Exchangeable Stock

Upon consummation of the Business Combination on January 18, 2022, each share of Sonder Canada Inc. (“Legacy Sonder Canada”) exchangeable common stock (“Legacy Sonder Canada Exchangeable Stock” and collectively, “Legacy Sonder Canada Exchangeable Shares”) was exchanged into a new series of the same class of virtually identical Legacy Sonder Canada Exchangeable Common Stock (“Post-Combination Exchangeable Common Stock” and collectively, “Post-Combination Exchangeable Shares”) exchangeable for the Company’s common stock. On that date, all the Legacy Sonder Canada Exchangeable Shares were automatically converted into 1,616,767 Post-Combination Exchangeable Shares for a value of $49.7 million.

The Company had the following authorized and outstanding Post-Combination Exchangeable Common Stock (in thousands except per share amounts):


	December 31, 2024		December 31, 2023
Shares Authorized	2,000,000		2,000,000
Shares Issued and Outstanding	551,072		712,982
Issuance Price Per Share	$	30.80	$	30.80
Net Carrying Value	$	16,973	$	21,960
Aggregate Liquidation Preference	$	16,973	$	21,960

The net carrying value of the Post-Combination Exchangeable Shares is included in additional paid-in capital in the consolidated balance sheets.

Redeemable Convertible Preferred Stock

Upon consummation of the Business Combination, all the Company’s shares of redeemable convertible preferred stock were automatically converted into shares of post-combination common stock for a value of $518.8 million.

Common and Preferred Stock

The Company’s certificate of amendment of amended and restated certificate of incorporation authorized shares of all classes of capital stock were increased to 409,309,144 shares, consisting of: (a) 159,309,144 shares of general common stock, including: (i) 157,309,144 shares of common stock, and (ii) 2,000,000 shares of special voting common stock, par value $0.001 per share, and (b) 250,000,000 shares of Preferred Stock, par value $0.0001 per share.

The Company had reserved the following shares of common stock for future issuance:


	December 31, 2024	December 31, 2023
Post-Combination Exchangeable Common Shares	551,072	712,982
Outstanding stock options	2,129,040	2,685,922
Outstanding restricted stock units (“RSUs”)	236,985	359,175
Outstanding market stock units (“MSUs”)	531,996	567,500
Outstanding Public Warrants liability	724,997	724,997
Shares issuable pursuant to Earn Out Liability	725,000	725,000
Outstanding Delayed Draw Notes warrants liability	—	123,750
Outstanding former Series C and D preferred stock warrants liability	21,281	21,281
Shares available for grant under the Employee Stock Purchase Plan	463,930	353,024
Shares available for grant under the 2021 Equity Incentive Plan	8,092,529	569,715
Shares available for grant under the 2023 Inducement Equity Incentive Plan	326,677	141,800
Total common stock reserved for future issuance	13,803,507	6,985,146

- Definition

The entire disclosure for equity.

+ References

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

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

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

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

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

+ Details

Fair Value Measurement and Financial Instruments - Schedule of Financial Liabilities Measured at Fair Value (Details) - Level 3 - Recurring - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 45	$ 2,417
Ending balance	1,299	45
Forward Contract Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Issuances	53,690
Change in fair value	28,652
Settlement	(82,342)
Preferred Stock Participation Right
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Issuances	1,291
Change in fair value	(7)
NPA Waiver Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Issuances	1,343
Change in fair value	237
Settlement	$ (1,580)
Earn Out Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, liability, recurring basis, unobservable input reconciliation gain (loss), statement of income or comprehensive income [extensible enumeration]	Change in fair value of the forward contract
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value	$ (30)
Share-Settled Redemption Feature
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Settlement		$ (2,372)

Equity Incentive Plans and Stock-Based Compensation - Schedule of Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Number of Options
Beginning balance (in shares)	2,685,923	1,833,950
Granted (in shares)		1,301,035
Exercised (in shares)		(469)
Forfeited (in shares)	(526,985)	(305,787)
Canceled (in shares)	(29,898)	(142,806)
Ending balance (in shares)	2,129,040	2,685,923	1,833,950
Options vested and exercisable (in shares)	1,382,501
Options vested and expected to vest (in shares)	2,129,040
Weighted- Average Exercise Price per Option
Beginning balance (in dollars per share)	$ 25.28	$ 39.80
Granted (in dollars per share)		11.47
Exercised (in dollars per share)		17.71
Forfeited (in dollars per share)	18.48	31.94
Canceled (in dollars per share)	51.38	74.32
Ending balance (in dollars per share)	26.60	$ 25.28	$ 39.80
Options vested and exercisable, weighted-average exercise price per option (in dollars per share)	29.48
Options vested and expected to vest, weighted-average exercise price per option (in dollars per share)	$ 26.60
Stock Options Additional Disclosures
Weighted-average remaining contractual term, outstanding	5 years	7 years 10 months 6 days	7 years 7 months 17 days
Options vested and exercisable, weighted-average remaining contractual term	4 years 2 months 1 day
Options vested and expected to vest, weighted-average remaining contractual term	5 years
Aggregate intrinsic value, outstanding	$ 67	$ 88	$ 88
Options vested and expected to vest, aggregate intrinsic value	$ 0