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Net Loss per Share

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Net Loss per Share [Abstract]

Net Loss per Share

10. Net Loss per Share

Net loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period, excluding shares of Class B common stock as these shares do not participate in the earnings of the Company. For the three and six months ended June 30, 2024 and 2023, the Company’s basic and diluted net loss per share were the same because the Company generated a net loss for each period and potentially dilutive securities are excluded from diluted net loss per share as a result of their anti-dilutive impact.

The following table presents the calculation of basic and diluted net loss per share during the three and six months ended June 30, 2024 and 2023 (dollars in thousands, except per share data):

	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023			2024			2023
Numerator:
Net loss	$	(6,540	)	$	(14,734	)	$	(13,081	)	$	(26,904	)

Denominator:
Weighted-average shares of Class A common stock outstanding		11,930,986			243,103			9,548,922			184,300
Net loss per share, basic and diluted	$	(0.55	)	$	(60.61	)	$	(1.37	)	$	(145.98	)

9. Net Loss per Share

Net loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period, excluding shares of Class B common stock as these shares do not participate in the earnings of the Company. For the years ended December 31, 2023 and 2022, respectively, the Company’s basic and diluted net loss per share were the same because the Company generated a net loss for each period and potentially dilutive securities are excluded from diluted net loss per share as a result of their anti-dilutive impact.

The following table presents the calculation of basic and diluted net loss per share during the years ended December 31, 2023 and 2022 (dollars in thousands, except per share data):

	Years Ended December 31,
	2023			2022
Numerator:
Net loss	$	(40,178	)	$	(71,525	)

Denominator:
Weighted-average shares of Class A common stock outstanding		556,826			53,074
Net loss per share, basic and diluted	$	(72.16	)	$	(1,347.65	)

The Company had outstanding stock options and RSUs during the year ended December 31, 2023, as further discussed in Note 12 — Stock-Based Compensation and Common Stock. None of the options outstanding were potentially dilutive as the exercise prices were not in-the-money throughout the year. Weighted-average restricted stock units of

approximately 0.5 million were evaluated under the treasury stock method for potentially dilutive effects. Further, as discussed in Note 15 — Subsequent Event, on February 23, 2024, the Company authorized the RSU Exchange Program (as defined below), to provide for the cancellation and exchange of the Company’s unvested RSUs. Therefore, unvested RSUs were determined to be anti-dilutive.

Weighted-average warrants of approximately 0.1 million for the year ended December 31, 2023 were evaluated for potentially dilutive effects and they were determined to be anti-dilutive.

Weighted-average as-converted convertible notes of approximately 0.2 million were evaluated under the if-converted method for potentially dilutive effects and were determined to be anti-dilutive.

On February 6, 2024, Lynx converted its Series A Convertible Preferred Stock into 1.0 million shares of Class A common stock.

For the year ended December 31, 2022, approximately 0.3 million options and RSUs, approximately 0.1 million shares related to convertible notes, and a nominal amount of warrants were evaluated for potentially dilutive effects and were determined to be anti-dilutive.

Fair Value (Details) - Schedule of Fair Value Option - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Fair Value Option [Abstract]
Convertible Notes fair value	$ 10	$ 10	$ 10,911
Convertible Notes, contractual principal outstanding	10	10	10,000
Fair value less unpaid principal balance			$ 911

Accounting Policies, by Policy (Policies)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Abstract]

Use of Estimates

The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and accompanying notes. Due to uncertainties, actual results could differ from the estimates and assumptions used in preparation of the unaudited condensed consolidated financial statements.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Due to uncertainties, actual results could differ from the estimates and assumptions used in preparation of the consolidated financial statements.

Segment Reporting

The Company evaluated segment reporting in accordance with Accounting Standards Codification (“ASC”) 280 — Segment Reporting (“ASC 280”) and concluded that Nxu is comprised of one operating segment. The Company reports segment information based on the operating results regularly reviewed by the chief operating decision maker to make decisions about resource allocation and the performance of the business.

Cash and cash equivalents

Cash and cash equivalents include cash on hand, money market funds, and credit and debit card transactions. The cash balance at financial institutions may exceed the FDIC insurance coverage limit. The Company considers all investments with an original maturity of three months or less and money market funds to be cash equivalents.

Inventory

Inventory is stated at the lower of cost or net realizable value (“LCNRV”) and generally consists of raw materials and work in progress. The Company calculates inventory value on the first-in, first-out (“FIFO”) basis. NRV is the estimated selling price of inventory in the ordinary course of business, less estimated costs of completion, disposal, and transportation. The Company assesses the valuation of inventory and periodically adjusts its value for estimated excess and obsolete inventory based upon expectations of future demand and market conditions, as well as damaged or otherwise impaired goods.

The Company had $0.1 million in raw materials inventory related to a customer contract for battery systems and components as of December 31, 2022. During the first half of the year ended December 31, 2023, the Company continued development on its battery inventory for sale, but later determined it would no longer be able to complete the remaining work in process. As a result, the net realizable value of the inventory was $0, and the Company wrote-off approximately $0.9 million of inventory to cost of goods sold in the consolidated statements of operations during the year ended December 31, 2023.

Deferred Costs

Deferred costs are presented within prepaid expenses and other current assets in the Company’s consolidated balance sheets and represent legal, accounting, and other direct costs related to the Company’s efforts to raise capital through its ATM sales of common stock. Deferred costs are reclassified to additional paid-in-capital upon each sale as a reduction of proceeds on a pro rata basis over the total applicable availability under the ATM.

Property, Equipment, and Software

Property and equipment consists of charging station equipment, leasehold improvements, other tools and equipment, and vehicles, and is stated at cost, less accumulated depreciation and amortization.

The Company capitalizes direct costs of materials and services consumed in developing internal-use software in accordance with ASC 350-40. The Company also capitalizes payroll and payroll-related costs for employees who are directly associated with and who devote time to the development of software products for internal use, to the extent of the time spent directly on the project. Capitalization of costs begins during the application development stage

and ends when the software is available for general use. Capitalized costs for internal-use software are amortized on a straight-line basis over the useful lives once the software is ready for intended use and is included in general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations. Costs incurred during the preliminary project and post-implementation stages are charged to expense as incurred.

Depreciation begins when the asset is placed in service and is computed using the straight-line method over the lesser of the remaining lease term or the following estimated useful lives:

Charging station equipment		5 years
Leasehold improvements		5 years
Tools and plant equipment		5 years
Office equipment		5 years
Vehicles		5 years
Software		3 years

Maintenance and repairs are charged to expense as incurred. Significant renewals and betterments are capitalized according to their estimated useful lives or over the lease term for leasehold improvements.

In accordance with ASC 360-10, the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such facts and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. Depending on the asset, estimated fair market value may be determined either by use of the discounted cash flow model or by reference to estimated selling values of assets in similar condition. There were no impairment charges for the years ended December 31, 2023 or 2022.

Intangible Assets

The Company has issued patents for its developed technology. The Company amortizes its patents using the straight-line method over the estimated useful life of each patent of 10 years. The Company recorded nominal amounts of amortization expense on its patents during the years ended December 31, 2023 and 2022.

Investment in Lynx

Investment in Lynx represents the equity interest in the Company’s strategic partnership with Lynx Motor Corporation (“Lynx”). The Company accounts for its investment that represents less than 20% ownership, and for which the Company does not have the ability to exercise influence, using ASC 321 — Investments — Equity Securities (“ASC 321”). Lynx is a private company and therefore the fair value of the equity interest is not readily determinable. Therefore, the Company remeasures its investment at cost minus impairment, if any. See Note 12 — Stock-Based Compensation and Common Stock for further discussion of the Company’s investment in Lynx Motor Corporation.

Leases

The Company adopted ASC 842, Leases (“ASC 842”), on January 1, 2022. The Company chose to elect certain relief options offered in ASC 842 including the package of practical expedients, the option to account for separate lease and non-lease components as a single unit, and the option to exclude right-of-use assets and lease liabilities that arise from short term leases (i.e., leases with terms of twelve months or less). Under ASC 842, the Company determines if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date of the lease based on the present value of lease payments over the lease term. The Company’s lease evaluation may include options to terminate the

lease when it is reasonably certain that the Company will exercise such options. When readily determinable, the Company uses the implicit rate in determining the present value of lease payments. The ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for amortization of the ROU asset is recognized on a straight-line basis over the lease term. The Company’s lease agreements do not contain any material residual value guarantees, material restrictions, or covenants.

Contract Liability

The Company defers the recognition of revenue when cash payments are received or due in advance of satisfying its performance obligations, including amounts which are refundable. The Company had a contract liability of $0 and $0.5 million as of December 31, 2023 and 2022, respectively. Contract liabilities are presented within other current liabilities in the Company’s consolidated balance sheets.

Convertibles Notes and Warrant Liabilities

The Company accounts for its Convertible Notes under ASC 815, Derivatives and Hedging (“ASC 815”), and as such has elected to account for these instruments under the fair value option under ASC 825. Using the fair value option, the Convertible Notes are required to be recorded at initial fair value on the date of issuance and each balance sheet date thereafter. Changes in the estimated fair value of the notes are recognized as non-cash changes in the fair value of the Convertible Notes in other income (expense), net in the Company’s consolidated statements of operations. As a result of applying the fair value option, direct costs and fees related to the Convertible Notes are expensed as incurred and are not deferred. The Company calculates fair value using an appropriate method, which in the case of the currently outstanding Convertible Notes, is the Monte Carlo simulation model.

The Common Stock Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in the fair value of the Common Stock Warrants are recorded in other income (expense), net in the consolidated statements of operations each period. The Common Stock Warrants are valued using a Monte Carlo simulation model, except for Series B Warrants, which are valued using the Black Scholes simulation model. Changes in fair value of the liability resulting from the cumulative changes in instrument-specific credit risk are presented in accumulated other comprehensive income. As of December 31, 2023, there were no changes in the liability related to credit risk.

The Convertible Notes and the Common Stock Warrants are considered to be a Level 3 fair value measurements. Inherent in the pricing models used to value these instruments are assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its ordinary shares based on historical volatility that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero.

Revenue Recognition

The company accounts for revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”) following the five-step model: 1) identification of the contract, 2) identification of performance obligations, 3) determination of transaction price, 4) allocation of transaction price, and 5) recognition of revenue. The Company’s sources of revenue are primarily from retail charging services and battery systems and components sales.

Retail Charging Services

The Company provides electricity for its customers through the use of its megawatt charging station equipment. The transaction price of the charging services is set forth in the customer contracts. The Company satisfies its performance obligation at the point in time in which electricity is delivered to the customer’s vehicle, of over the course of a

month in the case of its subscription model. Revenue is recognized as the agreed upon purchase price, calculated as a dollar amount per kilowatt hour provided for point-in-time transactions, and a set monthly price for the subscription transactions.

Battery Systems and Components

The Company was contracted to provide certain battery systems and components to a customer. The transaction price of the contract was set forth in the customer contract and was allocated to the separate discrete performance obligations of the contract. The company satisfied certain performance obligations at the point in time in which it delivered components to the customer and the risks and rewards of the components passed to the customer.

Cost of Revenue

Cost of retail charging services revenue includes the energy usage fees, maintenance and repair expenses on charging equipment, and depreciation and amortization associated with the charging station equipment.

Cost of battery systems and components sales include costs to acquire the components for sale to the customer and adjustments to reflect inventory at the lower of cost or net realizable value.

Research and Development Expenses

Research and development costs are primarily related to development of our charging units and battery systems and components. Research and development costs are charged to operations when incurred and are included in operating expenses on the consolidated statements of operations. In the years ended December 31, 2023 and 2022, the Company recorded $11.3 million and $10.4 million, respectively, in research and development expenses, of which $6.2 million and $6.8 million, respectively, was related to employee compensation and $5.1 million and $3.6 million, respectively, was related to materials and equipment purchases.

Stock-based Compensation

The Company accounts for stock-based compensation in accordance with ASC Topic 718, Compensation-Stock Compensation (“ASC 718”). The Company classifies stock-based awards granted in exchange for services as either equity awards or liability awards. The classification of an award as either an equity award or a liability award is generally based upon cash settlement options. Equity awards are measured based on the fair value of the award at the grant date. Liability awards are granted at a fixed dollar amount settled in a variable number of shares and are measured at fair value at the grant date and remeasured at the end of each reporting period until fully vested. As such, the fair value of awards classified as liabilities at each reporting date approximates the fixed dollar amount at inception.

The Company generally recognizes stock-based compensation on a straight-line basis over the award’s requisite service period, which is generally the vesting period of the award, less actual forfeitures. No compensation expense is recognized for awards for which participants do not render the requisite services. For equity and liability awards earned based on performance or upon occurrence of a contingent event, when and if the awards will be earned is estimated. If an award is not considered probable of being earned, no amount of stock-based compensation is recognized. If the award is deemed probable of being earned, related compensation expense is recorded over the estimated service period. To the extent the estimate of awards considered probable of being earned changes, the amount of stock-based compensation recognized will also change.

The Company accounts for modification of stock-based compensation awards in accordance with ASC 718-20-35. Upon modification, the Company records any incremental fair value of the modified award as stock-based compensation on the date of modification for vested awards or over the remaining vesting period for unvested awards. The incremental compensation is the excess of the fair value of the modified award on the date of modification over the fair value of the original award immediately before the modification. In addition, the Company records any remaining unrecognized compensation cost for the original cost for the original award on the modification date over the remaining vesting period for unvested awards.

Stock-Based Compensation

Stock Issued for Services

The Company periodically grants common stock awards to non-employees in exchange for services. The fair value of the stock-based compensation awards granted is based on the fair value of the award on the grant date. Stock-based payments are recorded on the consolidated statements of operations in the same manner and to the same financial statement line item as it would have been had such settlement been made in cash.

Advertising

The Company advertises its business utilizing media networks, including, but not limited to online and social media presence to build awareness for the product and brand. Advertising costs for the years ended December 31, 2023 and 2022 were $0.3 million and $5.3 million, respectively.

Income Taxes

Income taxes are accounted for in accordance with the provisions of ASC 740. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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 income in the period that includes the enactment date. Valuation allowances are established, when necessary, but no less than quarterly, to reduce deferred tax assets to the amounts expected to be realized.

Fair Value of Financial Instruments.

Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 820 “Fair Value Measurements and Disclosures” (“ASC 820”) defines fair value, the methods used to measure fair value and the expanded disclosures about fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between the buyer and the seller at the measurement date. In determining fair value, the valuation techniques consistent with the market approach, income approach and cost approach shall be used to measure fair value. ASC 820 establishes a fair value hierarchy for inputs, which represent the assumptions used by the buyer and seller in pricing the asset or liability. These inputs are further defined as observable and unobservable inputs. Observable inputs are those that buyer and seller would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs that the buyer and seller would use in pricing the asset or liability developed based on the best information available in the circumstances.

The fair value hierarchy is categorized into three levels based on the inputs as follows:

		Level 1 —		Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of risk.
		Level 2 —		Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets and liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means.
		Level 3 —		Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, approximates the carrying amounts represented in the balance sheets as of December 31, 2023, and 2022. The fair values of cash and cash equivalents, prepaid assets, accounts payable and accrued expenses are estimated to approximate the carrying values as of December 31, 2023, and 2022, due to the short maturities of such instruments.

There were no transfers between Levels 1, 2 or 3 during the years ended December 31, 2023 or 2022.

Recent Accounting Pronouncements

The Company has reviewed all recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a material impact on its unaudited condensed consolidated financial statements.

Adoption of Recent Accounting Pronouncements

The Company has reviewed all recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a material impact on its consolidated financial statements.

Assets Held for Sale

The Company classifies long-lived assets, including property and equipment and right-of-use assets, and finite-lived intangible assets to be sold as held for sale in the period in which all of the required criteria under Accounting Standards Codification (“ASC”) 360, Impairment or Disposal of Long-lived Assets (“ASC 360”) are met. The Company initially measures a long-lived asset that is classified as held for sale at the lower of its carrying amount or fair value less any costs to sell. Fair value is determined based on discounted or undiscounted cash flows, appraised values, or management’s estimates, depending upon the nature of the assets and the information available to the Company. Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met. Conversely, gains are not recognized on the sale of a long-lived asset until the date of sale. Upon determining that a long-lived asset meets the criteria to be classified as held for sale, the Company ceases depreciation and reports long-lived assets as “Assets held for sale” on the condensed consolidated balance sheets.

Impairment of Long-lived Assets

In accordance with ASC 360, the Company evaluates long-lived assets, including property and equipment and right-of-use assets, and finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. When such facts and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. Depending on the asset, estimated fair market value may be determined either by use of the discounted cash flow model or by reference to estimated selling values of assets in similar condition.

See Note 4 — Assets Held for Sale, Note 5 — Property and Equipment, and Note 11 — Leases for additional information on impairment losses recognized as of June 30, 2024.

Leases (Details) - USD ($) $ in Thousands		6 Months Ended
Leases (Details) - USD ($) $ in Thousands	Jul. 03, 2024	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Leases [Line Items]
Weighted average remaining lease term			1 year 8 months 12 days	2 years 6 months
Weighted average discount rate			8.69%	3.25%
Impairment loss		$ 550
Total purchase price	$ 1,700
Percentage of sales commission		5.00%
Impairment loss on right-of-use assets		$ 540

Stock-Based Compensation and Common Stock (Details) - Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($)
Stock-Based Compensation and Common Stock (Details) - Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures [Line Items]
Unrecognized Stock-based Compensation Related to Outstanding Awards	$ 12,487
Stock options [Member]
Stock-Based Compensation and Common Stock (Details) - Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures [Line Items]
Unrecognized Stock-based Compensation Related to Outstanding Awards	$ 4,031
Remaining Weighted Average Amortization Period	10 months 24 days
Restricted stock units classified as equity awards [Member]
Stock-Based Compensation and Common Stock (Details) - Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures [Line Items]
Unrecognized Stock-based Compensation Related to Outstanding Awards	$ 197
Remaining Weighted Average Amortization Period	1 year 8 months 12 days
Restricted stock units classified as liability awards [Member]
Stock-Based Compensation and Common Stock (Details) - Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures [Line Items]
Unrecognized Stock-based Compensation Related to Outstanding Awards	$ 8,259
Remaining Weighted Average Amortization Period	1 year 3 months 18 days

Net Loss per Share (Details) - Schedule of Basic and Diluted Net Loss Per Share - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss	$ (6,540)	$ (14,734)	$ (13,081)	$ (26,904)	$ 40,178	$ 71,525
Denominator:
Weighted-average shares of Class A common stock outstanding	11,930,986	243,103	9,548,922	184,300	556,826	53,074
Weighted-average shares of Class A common stock outstanding dilued	11,930,986	243,103	9,548,922	184,300
Net loss per share, basic	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)
Net loss per share, diluted	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ 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 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: 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 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/exampleRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss	$ (13,081)	$ (26,904)	$ (40,178)	$ (71,525)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	524	301	689	348
Employee stock-based compensation	4,036	11,500	19,710	42,346
Non-employee stock-based compensation		106	106	768
Non-cash warrant expense		984	1,020
Paycheck Protection Loan Program				(397)
Net change in operating lease assets and liabilities	15	(15)	(59)	(22)
Loss on write-off of inventory			896
(Gain) loss on the sale or disposal of property and equipment	395	(110)	(18)	152
Loss on impairment of lease right-of-use assets and related improvements	1,128
Loss on impairment of assets held for sale	603
Gain on fair value of convertible debt and warrant liability	(49)	(2,104)	(8,265)	2,285
Changes in assets and liabilities:
Prepaid expenses and other current assets	12	(340)	(130)	(578)
Note receivable from related party			(250)
Inventory		(832)	(784)	(98)
Other assets	68	(895)	(650)	64
Accounts payable and accrued liabilities	(1,569)	(719)	212	2,731
Other current liabilities		64	(523)	476
Other long-term liabilities	(200)		233
Net cash used in operating activities	(8,118)	(18,964)	(27,991)	(23,450)
Cash flows from investing activities:
Purchases of property and equipment	(839)	(380)	(2,217)	(1,787)
Capitalized patent costs	(23)		(12)
Proceeds from sale of property and equipment	61	559	559	230
Net cash (used in) provided by investing activities	(801)	179	(1,670)	(1,557)
Cash flows from financing activities:
Proceeds from public offering, net of equity offering costs		12,020	21,209	15,302
Proceeds from ATM, net of offering costs	10,712		3,277
Proceeds from the issuance of convertible debt		9,000	7,330	9,000
Payments on convertible debt		(2,351)	(2,367)
Payments on financing liability	(40)	(77)	(158)
Proceeds from the exercise of stock options		547	547	260
Tax withholdings related to restricted stock units and awards			(32)
Net cash provided by financing activities	10,672	19,139	29,806	24,562
Net decrease in cash	1,753	354	145	(445)
Cash, beginning of period	2,846	2,701	2,701	3,146
Cash, end of period	4,599	3,055	2,846	2,701
Supplemental disclosure of cash flow information:
Cash paid for income taxes		1	1
Cash paid for interest		1	6	7
Supplemental disclosure of non-cash investing and financing activities:
Debt converted to equity		16,294	18,063
Issuance of Series A Convertible Preferred stock for investment in Lynx			3,000
Operating lease right-of-use asset obtained in exchange for operating lease liability	1,861		1,263
Capital expenditures included in accounts payable and other accrued liabilities			204	232
Stock-based compensation expense capitalized to property and equipment	$ 67		490
Incremental expense on Class C to Class A stock exchange				$ 572

Subsequent Events

12 Months Ended

Dec. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

15. Subsequent Events

At-The-Market (“ATM”) Offering

Subsequent to December 31, 2023, the Company issued and sold an additional 8.1 million shares of its Class A common stock for a total of 9.1 million shares issued and sold from its ATM pursuant to its October 2023 Shelf. The additional shares issued and sold resulted in $10.7 million of proceeds, net of commissions and offering costs, for a total of $14.0 million in proceeds, net of commissions and offering costs from the ATM.

Lynx Corporation Preferred Share Conversion

On January 29, 2024, the Company registered 1,000,000 shares of Class A common stock, par value $0.0001, pursuant to the terms of its Share Exchange Agreement with Lynx, under which Nxu sold to Lynx 1,000 shares of Series A convertible preferred stock, par value $0.0001, which are convertible into shares of Class A common stock. The Company did not sell any shares of its Class A common stock and received no proceeds from the offering.

On February 8, 2024, Lynx converted all the Series A Convertible Preferred Stock into 1.0 million shares of Class A common stock.

Stock-based Compensation Modification

On February 23, 2024 (the “Exchange Date”), the Compensation Committee of the Board of Directors authorized a mandatory Exchange Program (the “RSU Exchange Program”) to provide for the cancellation and exchange of $0.4 million of stock-based compensation related to unvested RSUs (“Exchanged RSUs”), previously recorded as liabilities within the consolidated balance sheets, for an option to purchase shares of Class A common stock of the Company (“Exchange Option”), which are expected to be classified as equity awards within the consolidated balance sheets. The Exchange Options have an equal value to the Exchanged RSUs at the Exchange Date.

Notice of Compliance from NASDAQ

On February 13, 2024, the Nasdaq Stock Market (“Nasdaq”) confirmed that the Company has sufficiently demonstrated compliance with the bid price requirement in Nasdaq Listing Rule 5550(a)(2) (“Bid Price Rule”) and regained compliance with the equity requirement in Nasdaq Listing Rule 5550(b)(1) (“Equity Rule”) pursuant to the Nasdaq Hearing Panel (“Panel”) decision dated December 18, 2023.

On February 14, 2024, the Nasdaq withdrew its January 9, 2024 letter that cited the Company’s apparent lack of a 2023 annual shareholder meeting, as required by Nasdaq Listing Rule 5815 (d)(4)(C) (“Annual Meeting Rule”), as an additional basis for delisting the Company’s securities from Nasdaq. Upon further review of the Company’s shareholder meeting held May 9, 2023, Nasdaq confirmed that the Company did in fact meet the requirements of the Annual Meeting Rule as of December 31, 2023. As a result, Nasdaq withdrew its January delisting letter and closed the matter. Nxu has fully regained compliance with all of Nasdaq’s continued listing requirements and has been removed from Nasdaq’s list of noncompliant companies.

Leases (Details) - Schedule of Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule of Consolidated Statements of Operations [Abstract]
Operating Lease Expense	$ 654	$ 335
Amortization of leased assets	66	23
Interest on lease liabilities	6	7
Total lease expense	$ 726	$ 365

Stock-Based Compensation and Common Stock (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Stock-Based Compensation and Common Stock [Abstract]

Schedule of Stock-Based Compensation

A summary of stock-based compensation expense recognized during the three and six months ended June 30, 2024 and 2023 is as follows (in thousands):

	Three Months Ended June 30,					Six Months Ended June 30,
	2024			2023		2024			2023
Restricted stock units (classified as liabilities)	$	342		$	1,291	$	787		$	1,291
Restricted stock units (classified as equity)		(35	)		226		(22	)		279
Stock options		1,072			4,159		3,338			9,930
Total stock-based compensation		1,379			5,676		4,103			11,500
Stock-based compensation capitalized to property and equipment		—			—		(67	)		—
Stock-based compensation, net of capitalized amount	$	1,379		$	5,676	$	4,036		$	11,500

A summary of stock-based compensation recognized during the years ended December 31, 2023 and 2022 is as follows (in thousands):

	For the Years Ended December 31,
	2023			2022
Restricted stock units (classified as liabilities)	$	4,667		$	—
Restricted stock units (classified as equity)		1,538			550
Stock options		13,995			41,796
Total stock-based compensation		20,200			42,346
Stock-based compensation capitalized to property and equipment		(490	)		—
Stock-based compensation, net of capitalized amount	$	19,710		$	42,346

Schedule of Unrecognized Stock-Based Compensation Will be Adjusted for Actual Forfeitures

As of December 31, 2023, unrecognized stock-based compensation related to outstanding awards and the related weighted-average period over which it is expected to be recognized subsequent to December 31, 2023 is presented in the table below.

	Unrecognized Stock-based Compensation Related to Outstanding Awards (in thousands)		Remaining Weighted Average Amortization Period (in years)
Stock options	$	4,031	0.9
Restricted stock units classified as equity awards		197	1.7
Restricted stock units classified as liability awards		8,259	1.3
Total unrecognized stock-based compensation	$	12,487

Schedule of Fair Value of Stock Options at the Grant Date

The fair value of stock options at the grant date was determined using the following assumptions for the years ended December 31, 2022:

		December 31, 2022
Expected average life (years)		7.0
Expected volatility		75.33%
Risk-free interest rate		1.65%
Expected dividend yield		—%

Schedule of Company’s Outstanding Stock Options

A summary of the Company’s outstanding stock options as of December 31, 2023 and 2022 and changes during the year is presented below:

	Shares		Weighted Average Exercise Price		Weighted Average Contractual Term (in Years)
Outstanding, December 31, 2021	304,443		$	1,050.00	7.0
Granted	6,868		$	1,158.23	6.8
Exercised	(248	)
Forfeited	(6,028	)	$	1,050.00	7.0
Unissued shares converted to options	523
Outstanding, December 31, 2022	305,558		$	1,050.00	7.0
Granted	—
Exercised	(520	)			7.0
Forfeited	(4,941	)	$	1,134.02	7.0
Outstanding, December 31, 2023	300,097		$	1,054.35	7.0
Exercisable, December 31, 2023	263,570		$	1,054.97	7.0

Schedule of Company’s Outstanding RSUs

A summary of the Company’s outstanding RSUs as of December 31, 2023 and 2022 and changes during the year is presented below:

	Shares		Weighted Average Grant Date Fair Value
Outstanding and unvested, December 31, 2021	8,965		$	1,050.00
Granted	734		$	1,050.00
Settled	(8,526	)	$	1,050.00
Forfeited	(50	)	$	1,050.00
Unvested shares converted to options	(523	)	$	1,050.00
Outstanding and unvested, December 31, 2022	600		$	1,050.00

Granted	338,332		$	9.72
Settled	(319,144	)	$	10.28
Forfeited	(16,887	)	$	0.50
Outstanding and unvested, December 31, 2023	2,901		$	0.49

Convertible Notes and Warrant Liability (Details) - Schedule of Warrants - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Warrants [Abstract]
Balance at the beginning of the year	$ 55	$ 374
Liability Warrants issued during the period		13,446	1,966
Liability Warrants exercised during the period		(3,519)
Liability Warrants modified to Equity Warrants		(222)
Change in fair value measurement	(49)	(10,024)	(1,592)
Warrant Liability at the end of the year	$ 6	$ 55	$ 374

Convertible Notes and Warrant Liability (Details) - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended		6 Months Ended		12 Months Ended
	Apr. 11, 2023	Jan. 05, 2023	Nov. 03, 2022	Nov. 03, 2022	Jan. 31, 2023	Jan. 27, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Convertible Debt and Warrant Liability [Line Items]
Net proceeds					$ 9,000			$ 9,000	$ 7,330	$ 9,000
Securities purchase agreement			the Company agreed to issue to the Investors Senior Secured Original Issue 10% Discount Convertible Promissory Notes (“Convertible Notes” or “Notes”) and common stock warrants to purchase a number of shares of the Company’s Class A common stock equal to 30% of the face value of the Notes divided by the volume weighted average price (“VWAP”), in three tranches
Convertible notes descripton									(a) $2,250 per share (“Fixed Conversion Price”) or (b) 92.5% of the average of the three lowest daily VWAP of the common stock during the ten-trading day period (“Variable Conversion Price”), whichever is lower.
Convertible Notes [Member]
Convertible Debt and Warrant Liability [Line Items]
Percentage of accruing interest rate	10.00%
Obligation to pay	$ 1,400
Accrued as interest payable									$ 80
Share-Based Payment Arrangement, Tranche One [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Aggregate principal amount			$ 10,000	$ 10,000
Net proceeds				9,000
Number of warrant purchased (in Shares)			1,543
Share-Based Payment Arrangement, Tranche Two [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Aggregate principal amount						$ 10,000
Net proceeds						$ 9,000
Number of warrant purchased (in Shares)						6,281
First Tranche [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Aggregate principal amount			$ 10,000	10,000
Net proceeds				$ 9,000
Second Tranche [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Aggregate principal amount						$ 10,000
Number of warrant purchased (in Shares)						6,281
Net proceeds						$ 9,000
Common Class A [Member] \| Purchase Agreement [Member]
Convertible Debt and Warrant Liability [Line Items]
Number of warrant purchased (in Shares)		3,587
Class A Ordinary Shares [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Exercise price (in Dollars per share)							$ 2,250
Class A Ordinary Shares [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Exercise price (in Dollars per share)									$ 2,250
Series B Warrants [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Number of warrant exercised (in Shares)							8,065
Series B Warrants [Member] \| Warrant Liability [Member]
Convertible Debt and Warrant Liability [Line Items]
Number of warrant exercised (in Shares)									8,065
Series B Warrants [Member] \| Warrant Liability [Member] \| August 2023 [Member]
Convertible Debt and Warrant Liability [Line Items]
Number of warrant purchased (in Shares)							12,865		12,865

Stock-Based Compensation and Common Stock

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Stock-Based Compensation and Common Stock [Abstract]

Stock-Based Compensation and Common Stock

13. Stock-based Compensation and Common Stock

Stock-based Compensation

A summary of stock-based compensation expense recognized during the three and six months ended June 30, 2024 and 2023 is as follows (in thousands):

	Three Months Ended June 30,					Six Months Ended June 30,
	2024			2023		2024			2023
Restricted stock units (classified as liabilities)	$	342		$	1,291	$	787		$	1,291
Restricted stock units (classified as equity)		(35	)		226		(22	)		279
Stock options		1,072			4,159		3,338			9,930
Total stock-based compensation		1,379			5,676		4,103			11,500
Stock-based compensation capitalized to property and equipment		—			—		(67	)		—
Stock-based compensation, net of capitalized amount	$	1,379		$	5,676	$	4,036		$	11,500

As of June 30, 2024, the total unrecognized compensation related to outstanding stock option awards and restricted stock units (“RSUs”) was $3.6 million, which the Company expects to recognize over a weighted-average period of approximately 0.8 years. Total unrecognized stock-based compensation will be adjusted for actual forfeitures.

During the three months ending March 31, 2023, the Company issued 573 shares of its Class A common stock to a vendor for services rendered and recognized $0.1 million of expense related to this issuance.

On October 31, 2023, the Company’s Board of Directors approved an amendment to certain existing Executive grant agreements to delay the vesting of service-based liability-classified Executive RSU awards that would have vested between October and December 2023 to vest on January 31, 2024. The Board of Directors subsequently approved additional amendments in January, March and June 2024 to further delay the vesting of the same RSUs, including vests between January 2024 and December 2024, until January 2025.

In March and May 2024, the Company’s Board of Directors approved amendments to certain existing Independent Director grant agreements to delay the vesting of service-based liability-classified Director RSU awards that would have vested between March 31, 2024 and December 31, 2024 until January 31, 2025 (collectively with the amendments to Executive grants agreements, the “Amendments”).

As of the dates of the Amendments, the Company determined there was no incremental value of the awards in connection with the Amendments. Additionally, as all Executives and Directors affected by the Amendments were still providing service as of the original vest dates, the Company determined it was probable they would meet the service requirements, and their awards would vest within the initial vesting period of the awards. Therefore, the Company recognized stock-based compensation expense at the fair value of the awards through the initial vesting dates. The amended awards will remain classified in liabilities in the consolidated balance sheets of the Company until they are settled in a variable number of shares.

On February 23, 2024 (the “Exchange Date”), the Compensation Committee of the Board of Directors authorized a mandatory Exchange Program (the “RSU Exchange Program”) to provide for the cancellation and exchange of approximately $0.4 million of stock-based compensation related to unvested RSUs (“Exchanged RSUs”), previously recorded as liabilities within the unaudited condensed consolidated balance sheets, for an option to purchase shares of Class A common stock of the Company (“Exchange Option”). The Company accounts for the effects of the RSU Exchange Program as a modification of liability-classified awards in accordance with ASC 718.

Pursuant to the RSU Exchange Program, the Company granted 1,117,457 Exchange Options to employees, which were scheduled to vest in equal amounts on March 31, 2024 and June 30, 2024. The Exchange Options had an initial fair value of $0.7 million, which is equal to the fair value of the Exchanged RSUs at the Exchange Date, and as such no additional compensation cost was recorded as a result of the modification on the Exchange Date. Concurrently with the grant of the Exchange Options, the Company granted 553,236 additional stock options with a fair value of $0.3 million to employees, which were scheduled to vest in equal amounts on June 30, 2024 and September 30, 2024. Both the Exchange Options and the additional options are classified as equity awards. As of June 30, 2024, 628,776 Exchange Options and 44,343 additional stock options were vested with a fair valuing totaling approximately $0.4 million. As of June 30, 2024, a total of 972,109 Exchange Options and additional stock options were forfeited.

2023 Omnibus Incentive Plan

On May 12, 2023, the Company adopted the 2023 Omnibus Incentive Plan (the “Plan”). The purposes of the Plan are to a) encourage the growth of the Company through short and long-term incentives that are consistent with the Company’s objectives; (b) give participants an incentive for excellence in individual performance; (c) promote teamwork among participants; and (d) give the Company a significant advantage in attracting and retaining key employees, directors and consultants. To accomplish such purposes, the Plan provides that the Company may grant (i) options, (ii) stock appreciation rights, (iii) restricted shares, (iv) RSUs, (v) performance-based awards (including performance-based restricted shares and RSUs), (vi) other share-based awards, (vii) other cash-based awards or (viii) any combination of the foregoing. The Plan was originally adopted in connection with the consummation of the Company’s Reorganization Merger as contemplated by that certain agreement and plan of merger, dated as of April 14, 2023, by and among the Company, Atlis, and such other parties to the agreement.

With respect to awards granted under the Plan and in accordance with the Plan, the Company’s Board of Directors (or the “Administrator”) is authorized to deliver an aggregate of 350 million shares of common stock to be reserved and available for issuance under the Plan (the “Initial Share Limit”), which includes (i) 250 million shares of common stock available for new issuances under the Plan and (ii) 100 million shares of common stock relating to a portion of outstanding stock options and RSUs assumed by the Company in connection with the Reorganization Merger; provided, that the total number of shares of common stock that will be reserved, and that may be issued, under the Plan will automatically increase on the first trading day of each calendar year, beginning with calendar year 2024, by a number of common shares equal to five percent (5%) of the total number of outstanding shares on the last day of the prior calendar year. Notwithstanding the foregoing, the Administrator may act prior to January 1 of a given year to provide that there will be no such increase in the share reserve for that year or that the increase in the share reserve for such year will be a lesser number of common shares than provided herein.

Common Stock

Organizational Structure

As described in Note 1 — Organization and Basis of Presentation, on May 12, 2023, Atlis completed its Reorganization Merger to Nxu. At the effective time of the Reorganization Merger, all of the issued and outstanding shares of Atlis’s Class A common stock, par value $0.0001 per share (“Atlis Class A Common Stock”) were converted automatically on a one-for-one basis into shares of Nxu’s Class A common stock, par value $0.0001 per share (“Nxu Class A Common Stock”) and all of the issued and outstanding shares of Atlis’s Class D common stock, par value $0.0001 per share (“Atlis Class D Common Stock” and, together with Atlis Class A Common Stock, “Atlis Common Stock”) were converted automatically on a one-for-one basis into shares of Nxu’s Class B common stock, par value $0.0001 per share (“Nxu Class B Common Stock” and, together with Nxu Class A Common Stock, “Nxu Common Stock”), and, as a result, the current stockholders of Atlis automatically became stockholders of Nxu, holding the same number and percentage of shares of Nxu Common Stock as they held of Atlis Common Stock as of immediately prior to the Reorganization Merger.

Issuance and conversion of shares of common stock pursuant to the Reorganization Merger are considered transactions between entities under common control. As a result, the unaudited condensed consolidated financial statements for periods prior to these transactions have been adjusted to combine the previously separate entities for presentation purposes.

Except as otherwise required by applicable law, and the voting rights described below, shares of Class A common stock and Class B common stock have the same rights, privileges and powers, rank equally, share ratably and be identical in all respects and as to all matters. The voting, dividend, liquidation and other rights, powers and preferences of the holders of Class A common stock and Class B common stock are subject to and qualified by the rights, powers and preferences of the holders of the preferred stock of any series as may be designated by the Board of Directors of the Corporation (the “Board”) upon any issuance of the preferred stock of any series.

In addition, at the effective time of the Reorganization Merger, (i) each outstanding option to purchase shares of Atlis Class A Common Stock (“Atlis Option”), whether vested or unvested, automatically converted into an option to purchase shares of Nxu Class A Common Stock (a “Nxu Option”) and (ii) each outstanding Atlis RSU (an “Atlis Restricted Share”), whether vested or unvested, automatically converted into a RSU of Nxu (a “Nxu RSU”). Each Nxu Option is subject to terms and conditions consistent with the Employee Stock Option Plan and the applicable Atlis Option award agreement as in effect immediately prior to the effective time. Each Nxu RSU is subject to terms and conditions consistent with the applicable Atlis RSU award agreement as in effect immediately prior to the effective time.

At the effective time of the Reorganization Merger, (i) each outstanding Senior Secured Original Issue 10% Discount Convertible Promissory Note (an “Atlis Note”) convertible into shares of Atlis Class A Common Stock automatically converted into a Senior Secured Original Issue 10% Discount Convertible Promissory Note convertible into shares of Nxu Class A Common Stock (a “Nxu Note”) and (ii) each outstanding warrant to purchase shares of Atlis Class A Common Stock (an “Atlis Warrant”) automatically converted into a warrant to purchase shares of Nxu Class A Common Stock (a “Nxu Warrant”). Each Nxu Note is subject to terms and conditions consistent with the applicable Atlis Note as in effect immediately prior to the effective time. Each Nxu Warrant is subject to terms and conditions consistent with the applicable Atlis Warrant as in effect immediately prior to the effective time.

In 2022, the Company began issuing Class B shares of common stock. These shares are not traded openly nor available for sale to the public. Class B shares are offered only to the (1) Chief Executive Officer and (2) President of the Company. At all meetings of stockholders and on all matters submitted to a vote of stockholders of the Corporation generally, each holder of Class A common stock, as such, shall have the right to one (1) vote per share of Class A common stock held of record by such holder and each holder of Class B common stock, as such, shall have the right to ten (10) votes per share of Class B common stock held of record by such holder. The shares of Class B common stock are not entitled to receive any dividends or any distribution upon voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company. Class B shares are not convertible, are deemed to have no economic value, and upon a holder’s cessation of service to the Company, such holder shall, on the one-year anniversary of such cessation, surrender to the Company for no consideration all shares of Class B shares owned by such holder.

Common Stock Offerings

On February 21, 2023, the Company completed a public offering of 0.1 million units at a public offering price of $234.00 per unit (the “February 2023 Offering”). Each unit consists of one share of Class A common stock, Series A warrants to purchase 0.65 shares of Class A common stock (the “Series A Warrants”), and Series B warrants to purchase 0.75 shares of Class A common stock (the “Series B Warrants”). See Note 14 — Convertible Notes and Warrant Liability for more information regarding the Series A and Series B warrants. Proceeds from the offering, net of offering costs, were approximately $12.0 million.

On August 11, 2023, the Company completed a public offering of 0.1 million units at an offering price of $45.00 per unit (the “August 2023 Offering”). Each unit consists of one share of Class A common stock (or a pre-funded warrant in lieu thereof) and one common warrant, with each warrant exercisable for two shares of Class A common stock at an exercise price of $45.00 per share (the “August 2023 Warrants). See Note 14 — Convertible Notes and Warrant Liability for more information regarding the August 2023 Warrants. Proceeds from the offering, net of offering costs, were approximately $4.5 million.

On September 27, 2022, a stock purchase agreement between the Company and GEM Global Yield LLC SCS and GEM Yield Bahamas Limited, respectively (together, “GEM Global”) became effective whereby GEM Global committed to purchase up to $300.0 million in shares of the Company’s Class A common stock for up to three years (the “GEM Stock Purchase Facility”). In connection with the GEM Stock Purchase Facility, GEM Global would earn a commitment fee proportionate to number of shares sold in the first year, or a $6.0 million commitment fee on September 27, 2023 if no shares were sold. As of September 27, 2023, the Company had not sold any shares under the GEM Stock Purchase Facility and, as such, registered 0.3 million Class A common shares, 0.2 million of which were immediately issuable to GEM Global for payment of the commitment fee. Additionally, in connection with the share registration, approximately 2 thousand warrants were issuable to GEM Global. On October 2, 2023, 0.2 million shares of Class A common stock and 2 thousand common stock warrants were issued to GEM Global.

On October 23, 2023, the Company completed a public offering of 0.6 million shares of its Class A common stock at an offering price of $5.25 per share. Proceeds from the offering, net of offering costs, were approximately $2.6 million.

In November 2023, the Company launched its ATM pursuant to its shelf registration on Form S-3 for sale from time to time of up to $75.0 million of Class A common stock. As of June 30, 2024, the Company has issued and sold approximately 9.1 million shares of its Class A common stock, resulting in $14.0 million of proceeds, net of commissions and offering costs.

Series A Convertible Preferred Stock

Share Exchange Agreement with Lynx Motor Corporation

On December 27, 2023, the Company entered into a share exchange agreement (the “Share Exchange Agreement”) with Lynx, pursuant to which Lynx sold to the Company, and the Company purchased from Lynx, a number of newly issued shares of Lynx representing 15% of the issued and outstanding equity interests in Lynx in exchange for 1,000 newly issued shares of series A convertible preferred stock, par value $0.0001 per share, of the Company (the “Series A Convertible Preferred Stock” or “Series A Convertible Preferred Shares”). Each Series A Convertible Preferred Share is convertible into 1,000 shares of Class A common stock, par value $0.0001 per share, of the Company for a conversion price of $3.00 per share. The Share Exchange Agreement contains customary representations and warranties by the Company. As a part of the transaction, the Company designated one person to serve on the board of directors of Lynx. The Company’s investment in Lynx is presented within investment in Lynx at the fair market value of the Series A Convertible Preferred Stock on the transaction date, with the corresponding issuance of Series A Convertible Preferred Stock presented within stockholders’ equity in the unaudited condensed consolidated balance sheets.

On January 29, 2024, the Company registered 1.0 million shares of Class A common stock, par value $0.0001, pursuant to the terms of its Share Exchange Agreement with Lynx, under which Nxu sold to Lynx 1,000 shares of Series A convertible preferred stock, par value $0.0001, which are convertible into shares of Class A common stock. The Company did not sell any shares of its Class A common stock and received no proceeds from the offering. On February 8, 2024, Lynx converted all the Series A Convertible Preferred Stock into 1.0 million shares of Class A common stock.

Concurrently with the Share Exchange Agreement, Lynx issued a non-interest bearing promissory note (“Note”) in the principal amount of $0.3 million to Lynx in exchange for $0.3 million in immediately available funds from the Company. The Note was due and payable by June 2024 and is presented in notes receivable from related party in the unaudited condensed consolidated balance sheets. Effective June 28, 2024, the Company and Lynx agreed to amend the terms of the Note, which was extended to be repaid over nine months at an annual interest rate of 8% (the “Amended Note”). Payments on the Amended Note included an upfront principal payment of $20,000, which was due and paid upon execution of the amendment, eight payments of $20,000 in principal and interest from July 2024 to February 2025, and a lump sum payment of the remaining principal and interest of approximately $0.08 million due no later than March 27, 2025. As of the date of this proxy statement/prospectus, the Company is engaged in further discussion with Lynx about the terms of the Amended Note. Ongoing discussions contemplate negotiations around the term date of the Amended Note, the monthly payment amount, and Lynx’s offer to make payment on the note in shares of Lynx, rather than in cash funds. While management of the Company is actively participating in negotiations, the Company currently intends to pursue recovery of the note in full and in cash and has not recognized an allowance for estimated losses as of June 30, 2024.

The total number of shares of all classes of capital stock which the Company has authority to issue is 5.0 billion shares, consisting of (1) 5.0 billion authorized shares of common stock, including (a) 4.0 billion authorized shares of Class A Common Stock, (b) 1.0 billion authorized shares of Class B common stock and (2) 10.0 million authorized shares of preferred stock, par value $0.0001 per share.

12. Stock-Based Compensation and Common Stock

Stock-Based Compensation

A summary of stock-based compensation recognized during the years ended December 31, 2023 and 2022 is as follows (in thousands):

	For the Years Ended December 31,
	2023			2022
Restricted stock units (classified as liabilities)	$	4,667		$	—
Restricted stock units (classified as equity)		1,538			550
Stock options		13,995			41,796
Total stock-based compensation		20,200			42,346
Stock-based compensation capitalized to property and equipment		(490	)		—
Stock-based compensation, net of capitalized amount	$	19,710		$	42,346

During the years ended December 31, 2023 and 2022, the Company capitalized $0.5 million and $0, respectively, of stock-based compensation to property and equipment related to software development and charging station units. All other stock-based compensation is included in the accompanying consolidated statements of operations.

During preparation of the Company’s consolidated financial statements for the year ended December 31, 2023, management identified an error in its previously reported stock-based compensation expense for the year ended December 31, 2022. The error resulted from the inadvertent omission of expense related to stock options granted to employees of the Company throughout 2022, the majority of which vested immediately. None of the omitted grants have been exercised. Stock-based compensation expense has been restated from amounts previously reported to include additional expense from the vesting of stock options of approximately $0.8 million for the year ended December 31, 2022. The restatement had no effect on stockholders’ deficit as of December 31, 2022 and had no other effect to the Company’s consolidated financial statements.

	Unrecognized Stock-based Compensation Related to Outstanding Awards (in thousands)		Remaining Weighted Average Amortization Period (in years)
Stock options	$	4,031	0.9
Restricted stock units classified as equity awards		197	1.7
Restricted stock units classified as liability awards		8,259	1.3
Total unrecognized stock-based compensation	$	12,487

Stock Options

The Company granted stock options during the year ended December 31, 2022. The Company uses the Black-Scholes option-pricing method for valuing stock option awards. Calculating the fair value of stock option awards requires the input of subjective assumptions. The fair value of stock options at the grant date was determined using the following assumptions for the years ended December 31, 2022:

		December 31, 2022
Expected average life (years)		7.0
Expected volatility		75.33%
Risk-free interest rate		1.65%
Expected dividend yield		—%

The Company did not grant options during the year ended December 31, 2023.

A summary of the Company’s outstanding stock options as of December 31, 2023 and 2022 and changes during the year is presented below:

	Shares		Weighted Average Exercise Price		Weighted Average Contractual Term (in Years)
Outstanding, December 31, 2021	304,443		$	1,050.00	7.0
Granted	6,868		$	1,158.23	6.8
Exercised	(248	)
Forfeited	(6,028	)	$	1,050.00	7.0
Unissued shares converted to options	523
Outstanding, December 31, 2022	305,558		$	1,050.00	7.0
Granted	—
Exercised	(520	)			7.0
Forfeited	(4,941	)	$	1,134.02	7.0
Outstanding, December 31, 2023	300,097		$	1,054.35	7.0
Exercisable, December 31, 2023	263,570		$	1,054.97	7.0

In 2022, the Company agreed with a third party who provided a rent guarantee to the Company’s landlord on the Company’s building in Mesa, Arizona to exchange 500 shares of Class A common stock for 66 shares of Class C common stock. The Company recorded general and administrative expenses of $0.6 million on the Company’s consolidated statements of operations for the year ended December 31, 2022, resulting from consideration provided for the loss of prerequisites afforded to the Class C shareholder.

Restricted Stock Units

Employees, non-employee directors and consultants of the Company participate in the 2023 Omnibus Incentive Plan (the “Plan”) and are granted Nxu stock-based awards, which include restricted stock units (“RSUs”).

For the years ended December 31, 2023 and 2022, the Company granted RSUs classified as equity awards, which generally vest over a three year period. RSUs granted and classified as equity awards are measured at fair value based on the closing price of the company’s common stock on the grant date. Compensation cost for these RSUs is recognized on a straight-line basis over the requisite service period, which is the vesting period. In accordance with ASC 718-10-35-8, the amount of compensation cost recognized will at least equal the portion of the grant-date value of the award that is vested at that date.

During the year ended December 31, 2023, the Company granted RSUs that vest over various periods, ranging from immediate to increments over a period of three years. The Company generally accounts for these RSUs as liability-classified awards; the awards are granted at a fixed dollar amount settled in a variable number of shares, and as such, the fair value approximates the fixed dollar amount at inception. As a result, the RSUs will be measured at fair value at the grant date and remeasured at the end of each reporting period until fully vested.

On October 31, 2023, the Company’s Board of Directors approved an amendment to certain existing Executive grant agreements to delay the vesting of service-based liability-classified Executive RSU awards that would have vested between October and December 2023 to vest on January 31, 2024. As of the date of the amendment, the Company determined there was no incremental value of the awards in connection with the amendment. Additionally, as all Executives affected by the amendment were still employees as of December 31, 2023, the Company determined it was probable they would meet the service requirements and their awards would vest within the initial vesting period of the

awards. Therefore, the Company recognized stock-based compensation expense at the fair value of the awards through the initial vesting dates. The amended awards will remain classified in liabilities in the consolidated balance sheets of the Company until they are settled in a variable number of shares.

The Board of Directors subsequently approved additional amendments in January and March 2024 to further delay the vesting of the same RSUs, including vests between January and May, until June 30, 2024.

A summary of the Company’s outstanding RSUs as of December 31, 2023 and 2022 and changes during the year is presented below:

	Shares		Weighted Average Grant Date Fair Value
Outstanding and unvested, December 31, 2021	8,965		$	1,050.00
Granted	734		$	1,050.00
Settled	(8,526	)	$	1,050.00
Forfeited	(50	)	$	1,050.00
Unvested shares converted to options	(523	)	$	1,050.00
Outstanding and unvested, December 31, 2022	600		$	1,050.00

Granted	338,332		$	9.72
Settled	(319,144	)	$	10.28
Forfeited	(16,887	)	$	0.50
Outstanding and unvested, December 31, 2023	2,901		$	0.49

2023 Omnibus Incentive Plan

On May 12, 2023, the Company adopted the 2023 Omnibus Incentive Plan. The purposes of the Plan are to a) encourage the growth of the Company through short and long-term incentives that are consistent with the Company’s objectives; (b) give participants an incentive for excellence in individual performance; (c) promote teamwork among participants; and (d) give the Company a significant advantage in attracting and retaining key employees, directors and consultants. To accomplish such purposes, the Plan provides that the Company may grant (i) Options, (ii) Stock Appreciation Rights, (iii) Restricted Shares, (iv) Restricted Stock Units, (v) Performance-Based Awards (including performance-based Restricted Shares and Restricted Stock Units), (vi) Other Share-Based Awards, (vii) Other Cash-Based Awards or (viii) any combination of the foregoing. The Plan was originally adopted in connection with the consummation of the Company’s Reorganization Merger as contemplated by that certain agreement and plan of merger, dated as of April 14, 2023, by and among the Company, Atlis Motor Vehicles Inc., and such other parties to the agreement.

With respect to awards granted under the Plan and in accordance with the Plan, the Company’s Board of Directors (or the “Administrator”) is authorized to deliver an aggregate of 350 million shares of Common Stock to be reserved and available for issuance under the Plan (the “Initial Share Limit”), which includes (i) 250 million shares of Common Stock available for new issuances under the Plan and (ii) 100 million shares of Common Stock relating to a portion of outstanding stock options and restricted stock units assumed by the Company in connection with the Reorganization Merger; provided, that the total number of shares of Common Stock that will be reserved, and that may be issued, under the Plan will automatically increase on the first trading day of each calendar year, beginning with calendar year 2024, by a number of Common Shares equal to five percent (5%) of the total number of Outstanding Shares on the last day of the prior calendar year. Notwithstanding the foregoing, the Administrator may act prior to January 1 of a given year to provide that there will be no such increase in the share reserve for that year or that the increase in the share reserve for such year will be a lesser number of Common Shares than provided herein.

Common Stock

Organizational Structure

As described in Note 1. Organization and Basis of Presentation, on May 12, 2023, the Company completed its Reorganization Merger to Nxu, Inc. At the effective time of the Reorganization Merger, all of the issued and outstanding shares of Atlis’s Class A common stock, par value $0.0001 per share (“Atlis Class A Common Stock”) were converted automatically on a one-for-one basis into shares of Nxu’s Class A common stock, par value $0.0001 per share (“Nxu Class A Common Stock”) and all of the issued and outstanding shares of Atlis’s Class D common stock, par value $0.0001 per share (“Atlis Class D Common Stock” and, together with Atlis Class A Common Stock, “Atlis Common Stock”) were converted automatically on a one-for-one basis into shares of Nxu’s Class B common stock, par value $0.0001 per share (“Nxu Class B Common Stock” and, together with Nxu Class A Common Stock, “Nxu Common Stock”), and, as a result, the current stockholders of Atlis automatically became stockholders of Nxu, holding the same number and percentage of shares of Nxu Common Stock as they held of Atlis Common Stock as of immediately prior to the Reorganization Merger.

Issuance and conversion of shares of common stock pursuant to the Reorganization Merger are considered transactions between entities under common control. As a result, the consolidated financial statements for periods prior to these transactions have been adjusted to combine the previously separate entities for presentation purposes.

Pursuant to the Company’s Reorganization Merger, each share of Atlis Motor Vehicles, Inc Class A common stock was converted into one validly issued, fully paid and nonassessable share of Nxu, Inc. Class A common stock and each share of Atlis Motor Vehicles, Inc Class D common stock was converted into one validly issued, fully paid and nonassessable share of Nxu, Inc. Class B common stock. Except as otherwise required by applicable law, and the voting rights described below, shares of Class A common stock and Class B common stock shall have the same rights, privileges and powers, rank equally, share ratably and be identical in all respects and as to all matters. The voting, dividend, liquidation and other rights, powers and preferences of the holders of Class A common stock and Class B common stock are subject to and qualified by the rights, powers and preferences of the holders of the preferred stock of any series as may be designated by the Board of Directors of the Corporation (the “Board”) upon any issuance of the preferred stock of any series.

In addition, at the effective time of the Reorganization Merger, (i) each outstanding option to purchase shares of Atlis Class A Common Stock (“Atlis Option”), whether vested or unvested, automatically converted into an option to purchase shares of Nxu Class A Common Stock (a “Nxu Option”) and (ii) each outstanding Atlis restricted share unit (an “Atlis Restricted Share”), whether vested or unvested, automatically converted into a restricted stock unit of Nxu (a “Nxu RSU”). Each Nxu Option is subject to terms and conditions consistent with the Employee Stock Option Plan and the applicable Atlis Option award agreement as in effect immediately prior to the effective time. Each Nxu RSU is subject to terms and conditions consistent with the applicable Atlis Restricted Share award agreement as in effect immediately prior to the effective time.

In 2023 and 2022, the Company issued Class B shares of common stock. These shares are not traded openly nor available for sale to the public. Class B shares are offered only to the (1) Chief Executive Officer and (2) President of the Company. At all meetings of stockholders and on all matters submitted to a vote of stockholders of the Corporation generally, each holder of Class A common stock, as such, shall have the right to one (1) vote per share of Class A

common stock held of record by such holder and each holder of Class B common stock, as such, shall have the right to ten (10) votes per share of Class B common stock held of record by such holder. The shares of Class B common stock are not entitled to receive any dividends or any distribution upon voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company. Class B shares are not convertible, are deemed to have no economic value, and upon a holder’s cessation of service to the Company, such holder shall, on the one-year anniversary of such cessation, surrender to the Company for no consideration all shares of Class B shares owned by such holder. Shares of Class B common stock were issued to the (1) Chief Executive Officer and (2) President in the amount of 0.2 million shares through December 31, 2023.

Reverse Stock Split

On December 26, 2023, the Company filed a Certificate of Amendment to the Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware to affect a reverse stock split (“the “Reverse Stock Split”) of the Class A Common Stock at a ratio of 1-for-150 (the “Reverse Stock Split Ratio”).

The Reverse Stock Split was previously approved by the Company’s board of directors and a majority of the Company’s stockholders. The Reverse Stock Split became effective immediately after the close of trading on Nasdaq on December 26, 2023 (the “Effective Time”), and the Class A common stock began trading on Nasdaq on a split-adjusted basis at the opening of trading on December 27, 2023. Accordingly, each holder of our common stock received one share of common stock for every 150 shares such stockholder held immediately prior to the effectiveness of the Reverse Stock Split.

In addition, equitable adjustments corresponding to the Reverse Stock Split Ratio were made to the number of shares of Class A Common Stock underlying the Company’s outstanding equity awards and the number of shares issuable under the Company’s equity incentive plan. Equitable adjustments corresponding to the Reverse Stock Split Ratio were also made to issued and outstanding shares of the Company’s Class B common stock, and to the number of shares of Class A Common Stock underlying the Company’s outstanding warrants, as well as the applicable exercise price.

Common Stock Offerings

On February 21, 2023, the Company completed a public offering of 0.1 million units at a public offering price of $234.00 per unit (the “February 2023 Offering”). Each unit consists of one share of Class A common stock, Series A warrants to purchase 0.65 shares of Class A common stock (the “Series A Warrants”), and Series B warrants to purchase 0.75 shares of Class A common stock (the “Series B Warrants”). See Note 13 — Convertible Notes and Warrant Liability for more information regarding the Series A and Series B warrants. Proceeds from the offering, net of offering costs, were approximately $12.0 million.

On August 11, 2023, the Company completed a public offering of 0.1 million units at an offering price of $45.00 per unit (the “August 2023 Offering”). Each unit consists of one share of Class A common stock (or a pre-funded warrant in lieu thereof) and one common warrant, with each warrant exercisable for two shares of Class A common stock at an exercise price of $45.00 per share (the “August 2023 Warrants). See Note 13 — Convertible Notes and Warrant Liability for more information regarding the August 2023 warrants. Proceeds from the offering, net of offering costs, were approximately $4.5 million.

In September 2022, a stock purchase agreement between the Company and GEM Global Yield LLC SCS and GEM Yield Bahamas Limited, respectively (together, “GEM Global”) became effective whereby GEM Global committed to purchase up to $300.0 million in shares of the Company’s Class A common stock for up to three years (the “GEM Stock Purchase Facility”). In connection with the GEM Stock Purchase Facility, GEM Global would earn a commitment fee

proportionate to number of shares sold in the first year, or a $6.0 million commitment fee on September 27, 2023 if no shares were sold. As of September 27, 2023, the Company had not sold any shares under the GEM Stock Purchase Facility and, as such, registered 0.3 million Class A common shares, 0.2 million of which were immediately issuable to GEM Global for payment of the commitment fee. Additionally, in connection with the share registration, approximately 2 thousand warrants were issuable to GEM Global. On October 2, 2023, the 0.2 million shares of Class A common stock and 2 thousand common stock warrants were issued to GEM Global.

On October 23, 2023, the Company completed a public offering of 0.6 million shares of its Class A common stock at an offering price of $5.25 per share (the “October 2023 Offering”). Proceeds from the offering, net of offering costs, were approximately $2.6 million.

In November 2023, the Company launched its ATM pursuant to its shelf registration on Form S-3 for sale from time to time of up to $75.0 million of Class A common stock. As of December 31, 2023, the Company has issued and sold approximately 1.0 million shares of its Class A common stock, resulting in $3.3 million of proceeds, net of commissions and offering costs.

Series A Convertible Preferred Stock

Share Exchange Agreement with Lynx Motor Corporation

On February 8, 2024, Lynx converted all the Series A Convertible Preferred Stock into 1.0 million shares of Class A common stock.

Concurrently with the Share Exchange Agreement, Lynx issued a non-interest bearing promissory note in the principal amount of $0.3 million to the Company in exchange for $0.3 million in immediately available funds from the Company. The note is due and payable by June 2024, and is presented in notes receivable from related party in the consolidated balance sheets.

Recent Accounting Pronouncements and Summary of Significant Accounting Policies (Details) - Schedule of Estimated Useful Lives	Dec. 31, 2023
Charging Station Equipment [Member]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	5 years
Leasehold improvements [Member]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	5 years
Tools and plant equipment [Member]]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	5 years
Office equipment [Member]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	5 years
Vehicles [Member]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	5 years
Software [Member]
Schedule of Estimated Useful Lives [Line Items]
Estimated useful lives	3 years

Convertible Notes and Warrant Liability (Details) - Schedule of Convertible Notes - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Schedule of Convertible Notes [Abstract]
Balance at the beginning of the year	$ 10	$ 10,911	$ 10,911
Convertible Debt issued during the period			7,330	7,034
Conversions			(17,623)
Payments		$ (2,351)	(2,367)
Change in fair value measurement			1,759	3,877
Balance at the ending of the year	$ 10		$ 10	$ 10,911

Income Taxes

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Income Taxes [Abstract]

Income Taxes

9. Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company recorded a full valuation allowance due to the uncertainty of future realization of federal and state net operating loss carryforwards.

As of June 30, 2024, total net operating loss carryforwards totaled approximately $64.3 million. The Company’s net operating loss carryforwards consist of approximately $16.6 million related to years prior to 2022, which will carryforward through 2037, and approximately $19.9 million and $17.8 million for fiscal years 2022 and 2023, respectively, which will carry forward indefinitely. The Company’s net operating loss carryforward of $10.0 million for the first six months of fiscal year 2024 will also carry forward indefinitely.

In December 2017, the U.S. Tax Cuts and Jobs Act of 2017 (“Tax Act”) was enacted into law which significantly revised the Internal Revenue Code of 1986, as amended. The enacted federal income tax law, among other things, contains significant changes to corporate taxation, including a flat corporate tax rate of 21%, limitation of the tax deduction for interest expense to 30% of adjusted taxable income, limitation of the deduction for newly generated net operating losses to 80% of current year taxable income and elimination of net operating loss carrybacks, future taxation of certain classes of offshore earnings regardless of whether they are repatriated, immediate deductions for certain new investments instead of deductions for depreciation expense over time, and modifying or repealing many business deductions and credits beginning in 2018.

The Company generated an income tax benefit of $1.6 million and $3.3 million for the three and six months ended June 30, 2024, respectively, resulting in a cumulative income tax benefit of $63.8 million. The Company has increased its valuation allowance for this deferred tax asset accordingly as the Company’s ability to generate sufficient taxable income to utilize its net operating loss carry forwards is uncertain. The Company’s deferred tax balances primarily consist of its operating loss carryforwards and stock-based compensation.

The Company recognizes interest and penalties related to uncertain tax positions in general and administrative expense. At June 30, 2024 and 2023, the Company did not have any unrecognized uncertain tax positions or any associated interest and penalties.

8. Income Taxes

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company recorded a valuation allowance due to the uncertainty of future realization of federal and state net operating loss carryforwards.

Deferred income tax assets are comprised of the following (in thousands):

	As of December 31,
	2023			2022
Deferred income tax assets:	$	60,537		$	51,919
Valuation allowance		(60,537	)		(51,919	)
Net total	$	—		$	—

As of December 31, 2023, total net operating loss carryforwards total approximately $54.3 million. The Company’s net operating loss carryforwards consist of approximately $16.5 million related to years prior to 2022, which will carryforward through 2037, and approximately $19.9 million and $17.8 million for fiscal years 2022 and 2023, respectively, which will carry forward indefinitely.

In December 2017, the U.S. Tax Cuts and Jobs Act of 2017 (“Tax Act”) was enacted into law which significantly revises the Internal Revenue Code of 1986, as amended. The newly enacted federal income tax law, among other things, contains significant changes to corporate taxation, including a flat corporate tax rate of 21%, limitation of the

tax deduction for interest expense to 30% of adjusted taxable income, limitation of the deduction for newly generated net operating losses to 80% of current year taxable income and elimination of net operating loss (“NOL”) carrybacks, future taxation of certain classes of offshore earnings regardless of whether they are repatriated, immediate deductions for certain new investments instead of deductions for depreciation expense over time, and modifying or repealing many business deductions and credits beginning in 2018.

The Company generated an income tax benefit of $10.0 million for the year ended December 31, 2023. The Company has increased its valuation allowance accordingly as the Company’s ability to generate sufficient taxable income to utilize its net operating loss carry forwards is uncertain. The Company’s deferred tax balances primarily consist of its operating loss carryforwards and stock-based compensation.

The reconciliation between the statutory rate and the effective tax rate is as follows:

	As of December 31,
	2023		2022
Effective Tax Rate Reconciliation:
Federal statutory tax rate	21	%	21	%
State taxes, net of federal benefit	—	%	—	%
Change in valuation allowance	(21	)%	(21	)%
Effective Tax Rate	—	%	—	%

The Company recognizes interest and penalties related to uncertain tax positions in general and administrative expense. At December 31, 2023 and 2022 the Company did not have any unrecognized uncertain tax positions or any associated interest and penalties.

The Company’s federal income tax returns for tax years ended December 31, 2019 and beyond remain subject to examination by the Internal Revenue Service. The returns for Arizona, the Company’s most significant state tax jurisdiction, remain subject to examination by the Arizona Department of Revenue for tax years ended December 31, 2017 and beyond.

- 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
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-Name Accounting Standards Codification
-Section 55
-Paragraph 231
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 12C
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Topic 740
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-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Net Loss per Share (Details) - Schedule of Basic and Diluted Net Loss per Share - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss	$ 6,540	$ 14,734	$ 13,081	$ 26,904	$ (40,178)	$ (71,525)
Denominator:
Weighted-average shares of Class A common stock outstanding	11,930,986	243,103	9,548,922	184,300	556,826	53,074
Net loss per share, basic	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)
Net loss per share, diluted	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

Accounts Payable and Accrued Liabilities (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Accounts Payable and Accrued Liabilities [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities consist of the following (in thousands):

	June 30, 2024		December 31, 2023
Accounts payable	$	803	$	2,501
Accrued contract settlement, current portion		400		—
Accrued compensation and benefits		16		153
Other accrued liabilities		528		717
Total accounts payable and accrued liabilities	$	1,747	$	3,371

Accounts payable and accrued liabilities consist of the following (in thousands):

	As of December 31,
	2023		2022
Accounts payable	$	2,501	$	1,523
Accrued compensation and benefits		153		234
Other accrued liabilities		717		1,462
Total accounts payable and accrued liabilities	$	3,371	$	3,219

Property and Equipment (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Property and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consist of the following (in thousands):

	June 30, 2024			December 31, 2023
Charging station equipment	$	1,206		$	649
Leasehold improvements		151			151
Tools and plant equipment		—			2,715
Office equipment		—			318
Software		1,059			860
Vehicles		—			70
Total property and equipment excluding construction in progress		2,416			4,763
Less: Impairment of property and equipment		(43	)		—
Less: Accumulated depreciation and amortization		(394	)		(898	)
Property and equipment excluding construction in progress, net		1,979			3,865
Charging station equipment and charging site construction in progress		99			—
Property and equipment, net	$	2,078		$	3,865

Property and equipment consist of the following (in thousands):

	As of December 31,
	2023			2022
Charging station equipment	$	649		$	—
Leasehold improvements		151			261
Tools and plant equipment		2,715			2,354
Office equipment		318			114
Software		860			—
Vehicles		70			70
Total property and equipment excluding construction in progress		4,763			2,799
Less: accumulated depreciation and amortization		(898	)		(358	)
Property and equipment excluding construction in progress, net		3,865			2,441
Charging station equipment construction in progress		—			—
Property and equipment, net	$	3,865		$	2,441

Revenue

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Revenue [Abstract]

Revenue

3. Revenue

In 2023, the Company began recognizing revenue from the delivery of electricity to customer electric vehicles using its NxuOne™ charging station. During the three and six months ended June 30, 2024, respectively, the Company recognized $7 thousand and $11 thousand of revenue related to retail charging services.

During the three and six months ended June 30, 2024, respectively, the Company recognized no revenue from the delivery of battery systems and components.

3. Revenue

Prior to the year ended December 31, 2023, the Company was in a pre-revenue development stage. During the year ended December 31, 2023, the Company recognized the following in disaggregated revenue (in thousands):

Battery systems and components sales	$	494
Retail charging services		2
Total revenue	$	496

During the year ended December 31, 2023, the Company recognized revenue for the delivery of battery systems and components, resulting in approximately $0.5 million in revenue. The Company had previously recorded a contract liability in connection with the revenue not yet recognized for the performance obligations under the contract. As of December 31, 2023 and December 31, 2022, the Company had a remaining contract liability under the contract of $0 million and $0.5 million, respectively, which is presented within other current liabilities in the consolidated balance sheets. The Company does not have any other contracts with customers for delivery of battery systems and components.

The Company also launched the NxuOne™, its first megawatt charging station, to deliver electricity to customer electric vehicles during the year ended December 31, 2023, and recognized a nominal amount of revenue.

- 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
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

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

+ Details

Convertible Notes and Warrant Liability (Details) - Schedule of Convertible Notes - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule of Convertible Notes [Abstract]
Balance at December 31, 2023	$ 10		$ 10	$ 10,911
Convertible Notes issued during the period			7,330	7,034
Conversions			17,623
Payments		$ 2,351	2,367
Change in fair value measurement			1,759	3,877
Convertible Notes liability at June 30, 2024	$ 10		$ 10	$ 10,911

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Property and Equipment (Details) [Line Items]
Depreciation and amortization expense	$ 250	$ 160	$ 520	$ 300	$ 600	$ 300
Capitalized internal use software costs					900
Impairment charges for leasehold improvements					$ 0	$ 0
Leasehold Improvements [Member]
Property and Equipment (Details) [Line Items]
Impairment charges for leasehold improvements	40		40
General and Administrative Expense [Member]
Property and Equipment (Details) [Line Items]
Depreciation and amortization expense	230		480
Cost of Sales [Member]
Property and Equipment (Details) [Line Items]
Depreciation and amortization expense	$ 20		$ 40

Stock-Based Compensation and Common Stock (Details) - Schedule of Fair Value of Stock Options at the Grant Date	12 Months Ended
	Dec. 31, 2022
Schedule of Fair Value of Stock Options at the Grant Date [Abstract]
Expected average life (years)	7 years
Expected volatility	75.33%
Risk-free interest rate	1.65%
Expected dividend yield	0.00%

Convertible Notes and Warrant Liability (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Convertible Notes and Warrant Liability [Abstract]

Schedule of Convertible Notes

Activity related to the Company’s Convertible Notes during the six-month period ended June 30, 2024 were as follows (in thousands):

	Six Months Ended June 30, 2024
Balance at December 31, 2023	$	10
Convertible Notes issued during the period		—
Conversions		—
Payments		—
Change in fair value measurement		—
Convertible Notes liability at June 30, 2024	$	10

Activity related to the Company’s Convertible Notes during the years ended December 31, 2023 and 2022 were as follows (in thousands):

	Years ended December 31,
	2023			2022
Balance at the beginning of the year	$	10,911		$	—
Convertible Debt issued during the period		7,330			7,034
Conversions		(17,623	)		—
Payments		(2,367	)		—
Change in fair value measurement		1,759			3,877
Convertible Notes Liability at the end of the year	$	10		$	10,911

Schedule of Warrants Outstanding

The following tables summarizes the Company’s warrants outstanding as of June 30, 2024 and December 31, 2023:

	First Tranche	Purchase Agreement Amendment	Second Tranche	Series B	August 2023	GEM Warrants
December 31, 2023	1,543	3,587	6,281	33,605	62,223	2,270
Issued	—	—	—	—	—	—
Exercised	—	—	—	—	—	—
June 30, 2024	1,543	3,587	6,281	33,605	62,223	2,270

The following tables summarize the Company’s warrants outstanding as of December 31, 2023 and 2022:

	First Tranche	Purchase Agreement Amendment	Second Tranche	Series A		Series B		August 2023		GEM Warrants
December 31, 2021	—	—	—	—		—		—		—
Issued	1,543	—	—	—		—		—		—
Exercised	—	—	—	—		—		—		—
December 31, 2022	1,543	—	—	—		—		—		—
Issued	—	3,587	6,281	36,114		41,670		222,223		2,270
Exercised	—	—	—	(36,114	)	(8,065	)	—		—
Modified(1)	—	—	—	—		—		(160,000	)	—
December 31, 2023	1,543	3,587	6,281	—		33,605		62,223		2,270

(1) During the year ended December 31, 2023, the Company and certain Investors of the August 2023 Warrants agreed to amend the terms of the original warrant agreements to remove the feature that precludes the warrants from being considered indexed to the Company’s own stock. As a result, these modified warrants were measured at fair value and reclassified to equity.

Schedule of Fair Value and Reclassified to Equity

Common Stock Warrants	Issue Date	Reset Date	Exercise Price at Issuance			Reset Exercise Price
First Tranche	11/3/2022	5/3/2023	$	2,250		$	88.65
Purchase Agreement Amendment	1/5/2023	6/5/2023	$	2,250		$	87.38
Second Tranche	1/27/2023	7/30/2023	$	2,250		$	103.68
Series A	2/21/2023	No Reset	$	—			N/A
Series B	2/21/2023	No Reset	$	234	(1)		N/A
August 2023	8/11/2023	No Reset	$	45	(2)		N/A
GEM Warrants	10/2/2023	No Reset	$	26.54			N/A

(1) Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.

(2) Excludes pre-funded warrants, as discussed below.

As a result, these modified warrants were measured at fair value and reclassified to equity.

Common Stock Warrants	Issue Date	Reset Date	Exercise Price at Issuance			Reset Exercise Price
First Tranche	11/3/2022	5/3/2023	$	2,250		$	88.65
Purchase Agreement Amendment	1/5/2023	6/5/2023	$	2,250		$	87.38
Second Tranche	1/27/2023	7/30/2023	$	2,250		$	103.68
Series A	2/21/2023	No Reset	$	0			N/A
Series B	2/21/2023	No Reset	$	234	(1)		N/A
August 2023	8/11/2023	No Reset	$	45	(2)		N/A
GEM Warrants	10/2/2023	No Reset	$	26.54			N/A

(1) Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.

(2) Excludes pre-funded warrants, as discussed below.

Schedule of Warrants

Activity related to the Company’s warrants during the six-month period ended June 30, 2024 were as follows (in thousands):

	June 30, 2024
Balance at December 31, 2023	$	55
Warrants issued during the period		—
Warrants exercised during the period		—
Change in fair value measurement		(49	)
Warrant liability at June 30, 2024	$	6

Activity related to the Company’s warrants during the years ended December 31, 2023 and 2022 were as follows (in thousands):

	Years Ended December 31,
	2023			2022
Balance at the beginning of the year	$	374		$	—
Liability Warrants issued during the period		13,446			1,966
Liability Warrants exercised during the period		(3,519	)		—
Liability Warrants modified to Equity Warrants		(222	)		—
Change in fair value measurement		(10,024	)		(1,592	)
Warrant Liability at the end of the year	$	55		$	374

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
Revenue (Details) - USD ($) $ in Thousands	Jun. 30, 2024	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue [Line Items]
Remaining contract liability			$ 0	$ 500
Revenue			496
Battery Systems And Components Sales [Member]
Revenue [Line Items]
Recognized revenue			500
Revenue			494
Retail Charging Services [Member]
Revenue [Line Items]
Revenue	$ 7	$ 11	$ 2

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 2: 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 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
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-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479941/924-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 5
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-Section 50
-Paragraph 30
-Subparagraph (a)
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-Subparagraph (b)
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-Paragraph 4
-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-4

+ Details

- Definition

Amount, including 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

+ Details

Prepaid Expenses and Other Current Assets (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Prepaid Expenses and Other Current Assets [Abstarct]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):

	June 30, 2024		December 31, 2023
Tax credit receivable	$	351	$	372
Prepaid insurance		309		302
Prepaid rent		43		98
Deferred offering costs		—		102
Other prepaid expenses		284		125
Total prepaid expenses and other current assets	$	987	$	999

Prepaid expenses and other current assets consist of the following (in thousands):

	As of December 31,
	2023		2022
Tax credit receivable	$	372	$	—
Prepaid insurance		302		765
Prepaid rent		98		3
Deferred offering costs		102		—
Other prepaid expenses		125		100
Total prepaid expenses and other current assets	$	999	$	868

Other Assets

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Other Assets [Abstract]

Other Assets

7. Other Assets

As of June 30, 2024 and December 31, 2023, the entire balance of other assets consisted of security deposits.

6. Other Assets

Other assets consist of the following (in thousands):

	As of December 31,
	2023		2022
Security deposits	$	772	$	101
Vendor deposits		—		21
Total prepaid expenses and other current assets	$	772	$	122

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Taxes [Abstract]

Schedule of Deferred Income Tax Assets

Deferred income tax assets are comprised of the following (in thousands):

	As of December 31,
	2023			2022
Deferred income tax assets:	$	60,537		$	51,919
Valuation allowance		(60,537	)		(51,919	)
Net total	$	—		$	—

Schedule of Reconciliation Between the Statutory Rate and the Effective Tax Rate

The reconciliation between the statutory rate and the effective tax rate is as follows:

	As of December 31,
	2023		2022
Effective Tax Rate Reconciliation:
Federal statutory tax rate	21	%	21	%
State taxes, net of federal benefit	—	%	—	%
Change in valuation allowance	(21	)%	(21	)%
Effective Tax Rate	—	%	—	%

Accounts Payable and Accrued Liabilities (Details) - Schedule of Accounts Payable and Accrued Liabilities - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Accounts Payable and Accrued Liabilities [Abstract]
Accounts payable	$ 803	$ 2,501	$ 1,523
Accrued compensation and benefits	16	153	234
Other accrued liabilities	528	717	1,462
Total accounts payable and accrued liabilities	$ 1,747	$ 3,371	$ 3,219

Stock-Based Compensation and Common Stock (Details) - Schedule of Stock-Based Compensation - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock units (classified as liabilities)					$ 20,200	$ 42,346
Restricted stock units (classified as equity)					20,200	42,346
Stock options					20,200	42,346
Total stock-based compensation					20,200	42,346
Stock-based compensation capitalized to property and equipment			$ (67)		(490)
Stock-based compensation, net of capitalized amount			$ 4,036	$ 11,500	19,710	42,346
Restricted Stock Units Classified As Liability [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock units (classified as liabilities)					4,667
Restricted stock units (classified as equity)					4,667
Stock options					4,667
Total stock-based compensation					4,667
Restricted Stock Units Classified As Equity [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock units (classified as liabilities)					1,538	550
Restricted stock units (classified as equity)					1,538	550
Stock options					1,538	550
Total stock-based compensation					1,538	550
Equity Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted stock units (classified as liabilities)					13,995	41,796
Restricted stock units (classified as equity)					13,995	41,796
Stock options					13,995	41,796
Total stock-based compensation					$ 13,995	$ 41,796

- 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
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 35
-Paragraph 1D
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480483/718-10-35-1D

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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-Section 50
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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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 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Assets Held for Sale

6 Months Ended

Jun. 30, 2024

Assets Held for Sale [Abstract]

Assets Held for Sale

4. Assets Held for Sale

On June 28, 2024, the Company entered into a contract with Silicon Valley Disposition (“SVD”) to sell battery manufacturing equipment and certain other assets located in its leased warehouse space in Mesa, Arizona. Pursuant to the contract, assets identified and held for sale would be sold in an online public auction (the “Auction”) to be held on or about August 13, 2024. In connection with the contract, and in preparation for the Auction, SVD physically observed and catalogued assets in the warehouse and provided an estimate of cash proceeds generated from the future sale, less 5% sales commission.

Assets held for sale will no longer be used in the Company’s continuing operations and thus management’s projections of future cash flows related to the assets changed as of June 30, 2024. As such, and in accordance with ASC 360, the Company compared the carrying amount of the assets to their fair value, less costs to sell, and recorded an impairment loss. The Company’s management used the mid-point of SVD’s estimate of Auction sales proceeds, less sales commission, for purposes of determining the fair value of assets held for sale, less costs to sell.

The carrying amount of assets held for sale consist of the following (in thousands):

	June 30, 2024
Tools and plant equipment	$	1,556
Office equipment		29
Vehicles		31
Total carrying amount of assets held for sale		1,616
Less: Carrying amount in excess of fair value (less selling costs)		(603	)
Assets held for sale, net of impairment	$	1,013

The Company ceased recording depreciation expense related to assets held for sale as of June 30, 2024.

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Class A Common Stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	4,000,000,000	4,000,000,000	4,000,000,000
Common stock, shares issued	11,930,986	2,563,288	65,093
Common stock, shares outstanding	11,930,986	2,563,288	65,093
Class B Common Stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000	1,000,000,000
Common stock, shares issued	261,503	243,503	0
Common stock, shares outstanding	261,503	243,503	0
Series A Convertible Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000	5,000	5,000
Preferred stock, shares issued	0	1,000	0
Preferred stock, shares outstanding	0	1,000	0

Income Taxes (Details) - Schedule of Reconciliation Between the Statutory Rate and the Effective Tax Rate	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule of Reconciliation Between the Statutory Rate and the Effective Tax Rate [Abstract]
Federal statutory tax rate	21.00%	21.00%
State taxes, net of federal benefit
Change in valuation allowance	(21.00%)	(21.00%)
Effective Tax Rate

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Revenue	$ 7		$ 11		$ 496
Cost of revenue	4		7		1,015
Depreciation	21		39		14
Total cost of revenue	25		46		1,029
Gross loss	(18)		(35)		(533)
Operating expenses:
Stock-based compensation			4,036	11,500	19,710	42,346
Research and development	562	5,060	957	9,022	11,310	10,375
General and administrative	4,011	9,437	10,162	18,925	15,529	11,626
Advertising	22	146	44	180	319	5,297
Total operating expenses	4,595	14,643	11,163	28,127	46,868	69,644
Operating loss	(4,613)	(14,643)	(11,198)	(28,127)	(47,401)	(69,644)
Other income (expense):
Interest expense					(73)	(7)
Paycheck protection program forgiveness						397
Interest income (expense)	72	(39)	72	(40)
Impairment of long-lived assets	(1,128)		(1,128)
Impairment of held for sale assets	(603)		(603)
Gain (loss) on sale or disposal of property and equipment	(316)	110	(316)	110	18	(152)
Warrant expense				(984)	(1,020)
Gain (loss) on convertible debt and warrant liability	5	(177)	49	2,104	8,265	(2,285)
Other income	43	15	43	33	33	166
Total other (loss) income, net	(1,927)	(91)	(1,883)	1,223	7,223	(1,881)
Net loss	$ (6,540)	$ (14,734)	$ (13,081)	$ (26,904)	$ (40,178)	$ (71,525)
Loss per share, basic (in Dollars per share)	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)
Loss per share, diluted (in Dollars per share)	$ (0.55)	$ (60.61)	$ (1.37)	$ (145.98)	$ (72.16)	$ (1,347.65)
Weighted average number of common shares outstanding used in computing loss per share: (in Shares)	11,930,986	243,103	9,548,922	184,300	556,826	53,074

Other Assets (Details) - Schedule of Other Assets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Other Assets [Abstract]
Security deposits		$ 772	$ 101
Vendor deposits			21
Total prepaid expenses and other current assets	$ 704	$ 772	$ 122

Net Loss per Share (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Net Loss per Share [Abstract]

Schedule of Basic and Diluted Net Loss per Share

The following table presents the calculation of basic and diluted net loss per share during the three and six months ended June 30, 2024 and 2023 (dollars in thousands, except per share data):

	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023			2024			2023
Numerator:
Net loss	$	(6,540	)	$	(14,734	)	$	(13,081	)	$	(26,904	)

Denominator:
Weighted-average shares of Class A common stock outstanding		11,930,986			243,103			9,548,922			184,300
Net loss per share, basic and diluted	$	(0.55	)	$	(60.61	)	$	(1.37	)	$	(145.98	)

The following table presents the calculation of basic and diluted net loss per share during the years ended December 31, 2023 and 2022 (dollars in thousands, except per share data):

	Years Ended December 31,
	2023			2022
Numerator:
Net loss	$	(40,178	)	$	(71,525	)

Denominator:
Weighted-average shares of Class A common stock outstanding		556,826			53,074
Net loss per share, basic and diluted	$	(72.16	)	$	(1,347.65	)

Stock-Based Compensation and Common Stock (Details) - Schedule of Company’s Outstanding RSUs - Restricted Stock Units (RSUs) [Member] - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Stock-Based Compensation and Common Stock (Details) - Schedule of Company’s Outstanding RSUs [Line Items]
Shares, Outstanding and unvested Balances	600	8,965
Weighted Average Grant Date Fair Value, Outstanding and unvested Balances	$ 1,050	$ 1,050
Shares, Granted	338,332	734
Weighted Average Grant Date Fair Value, Granted	$ 9.72	$ 1,050
Shares, Settled	(319,144)	(8,526)
Weighted Average Grant Date Fair Value, Settled	$ 10.28	$ 1,050
Shares, Forfeited	(16,887)	(50)
Weighted Average Grant Date Fair Value, Forfeited	$ 0.5	$ 1,050
Shares, Unvested shares converted to options		(523)
Weighted Average Grant Date Fair Value, Unvested shares converted to options		$ 1,050
Shares, Outstanding and unvested Balances	2,901	600
Weighted Average Grant Date Fair Value, Outstanding and unvested Balances	$ 0.49	$ 1,050

Assets Held for Sale (Tables)

6 Months Ended

Jun. 30, 2024

Assets Held for Sale [Abstract]

Schedule of Assets Held for Sale

The carrying amount of assets held for sale consist of the following (in thousands):

	June 30, 2024
Tools and plant equipment	$	1,556
Office equipment		29
Vehicles		31
Total carrying amount of assets held for sale		1,616
Less: Carrying amount in excess of fair value (less selling costs)		(603	)
Assets held for sale, net of impairment	$	1,013

Fair Value (Details) - Schedule of Fair Value Option - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Fair Value Option [Abstract]
Convertible Notes fair value	$ 10	$ 10	$ 10,911
Convertible Notes, contractual principal outstanding	10	10	10,000
Fair value less unpaid principal balance			$ 911

Assets Held for Sale (Details)	6 Months Ended
Assets Held for Sale (Details)	Jun. 30, 2024
Assets Held for Sale [Abstract]
Percentage of sales commission	5.00%

Income Taxes (Details) - Schedule of Deferred Income Tax Assets - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Schedule of Deferred Income Tax Assets [Abstract]
Deferred income tax assets	$ 60,537	$ 51,919
Valuation allowance	(60,537)	(51,919)
Net total

Document And Entity Information	6 Months Ended
Document And Entity Information	Jun. 30, 2024
Document Information Line Items
Entity Registrant Name	NXU, INC.
Document Type	S-4
Amendment Flag	false
Entity Central Index Key	0001722969
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, State or Country Code	DE

Fair Value

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Fair Value [Abstract]

Fair Value

15. Fair Value

The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at June 30, 2024 and December 31, 2023, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value (in thousands).

Description:	Level	June 30, 2024		December 31, 2023
Convertible Notes	3	$	10	$	10
Warrant liability	3		6		55
Convertible Notes and warrant liability, at fair value		$	16	$	65

Convertible Notes

The following table provides the fair value and contractual principal balance outstanding of the Convertible Notes accounted for under the fair value option as of June 30, 2024 and December 31, 2023:

	June 30, 2024		December 31, 2023
Convertible Notes fair value	$	10	$	10
Convertible Notes, contractual principal outstanding		10		10
Fair value less unpaid principal balance	$	—	$	—

As of June 30, 2024 and December 31, 2023, the Second Tranche of Convertible Notes was fully converted, and a nominal amount of the First Tranche was outstanding.

Warrant Liability

The following tables provide quantitative information regarding Level 3 fair value measurements for Common Stock Warrants as of June 30, 2024 and December 31, 2023.

	June 30, 2024
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants
Risk-free interest rate		4.33	%		4.33	%		4.33	%		4.46	%		4.33	%		4.33	%
Time to expiration (in years)		3.34			3.51			3.51			3.64			2.11			1.16
Expected volatility		85	%		85	%		85	%		85	%		85	%		85	%
Dividend yield		—			—			—			—			—			—
Stock price	$	0.37		$	0.37		$	0.37		$	0.37		$	0.37		$	0.37
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54

	December 31, 2023
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants
Risk-free interest rate		3.84	%		3.84	%		3.84	%		3.91	%		3.84	%		3.84	%
Time to expiration (in years)		3.84			4.01			4.01			4.14			2.61			1.66
Expected volatility		90	%		90	%		90	%		125	%		85	%		90	%
Dividend yield		—			—			—			—			—			—
Stock price	$	2.30		$	2.30		$	2.30		$	2.30		$	2.30		$	2.30
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54

14. Fair Value

The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at December 31, 2023 and 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value (in thousands):

	Level	As of December 31,
	Level	2023		2022
Convertible Notes	3	$	10	$	10,911
Warrant liability	3		55		374
Convertible Notes and warrant Liability, at fair value		$	65	$	11,285

Convertible Notes

As of December 31, 2023, the Second Tranche of Convertible Notes was fully converted, and a nominal amount of the First Tranche was outstanding. Therefore, no fair value estimate was calculated on the Convertible Notes as of December 31, 2023. The following table provides the fair value and contractual principal balance outstanding of the Convertible Notes accounted for under the fair value option as of December 31, 2023 and 2022 (in thousands):

	As of December 31,
	2023		2022
Convertible Notes fair value	$	10	$	10,911
Convertible Notes, contractual principal outstanding		10		10,000
Fair value less unpaid principal balance	$	—	$	911

The estimated fair value of the Convertible Notes as of December 31, 2022 was based on the following significant inputs:

	December 31, 2022
	First Tranche
Risk-free interest rate		4.46	%
Time to expiration (in years)		1.84
Expected volatility		85	%
Dividend yield		—
Stock price	$	3.25
Original face value	$	10,000,000
Fixed conversion rate	$	15.00
Roll-forward discount rate		5.11	%

Warrant Liability

The following table provides quantitative information regarding Level 3 fair value measurements for Common Stock Warrants as of December 31, 2023 and 2022:

	December 31, 2023																		December 31, 2022
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants			First Tranche
Risk-free interest rate		3.84	%		3.84	%		3.84	%		3.91	%		3.84	%		3.84	%		4.46	%
Time to expiration (in years)		3.84			4.01			4.01			4.14			2.61			1.66			1.84
Expected volatility		90	%		90	%		90	%		125	%		85	%		90	%		85	%
Dividend yield		—			—			—			—			—			—			—
Stock price	$	2.3		$	2.30		$	2.30		$	2.30		$	2.30		$	2.30		$	3.25
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54		$	15

- 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

Fair Value (Details) - Schedule of Fair Value of the Convertible Notes - First Tranche [Member] - Convertible Notes [Member] $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) $ / shares
Fair Value (Details) - Schedule of Fair Value of the Convertible Notes [Line Items]
Stock price (in Dollars per share)	$ 3.25
Original face value (in Dollars) \| $	$ 10,000,000
Fixed conversion rate (in Dollars per share)	$ 15
Roll-forward discount rate	5.11%
Measurement Input, Risk Free Interest Rate [Member]
Fair Value (Details) - Schedule of Fair Value of the Convertible Notes [Line Items]
Risk-free interest rate	4.46%
Expected volatility	4.46%
Dividend yield	4.46%
Measurement Input, Maturity [Member]
Fair Value (Details) - Schedule of Fair Value of the Convertible Notes [Line Items]
Time to expiration (in years)	1 year 10 months 2 days
Measurement Input, Price Volatility [Member]
Fair Value (Details) - Schedule of Fair Value of the Convertible Notes [Line Items]
Risk-free interest rate	85.00%
Expected volatility	85.00%
Dividend yield	85.00%
Measurement Input, Expected Dividend Rate [Member]
Fair Value (Details) - Schedule of Fair Value of the Convertible Notes [Line Items]
Risk-free interest rate
Expected volatility
Dividend yield

Leases

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Leases [Abstract]

Leases

11. Leases

Real Estate Leases

As of June 30, 2024, the Company had operating leases for office space in Tempe, Arizona and warehouse space in Mesa, Arizona, which had initial terms of two years and five years, respectively. Both lease terms expire in 2025. In June 2024, the Company listed and began to actively market both leased properties for sublease.

Right-of-use assets related to these real estate leases are not considered held for sale; however, they are no longer being fully utilized for purposes of the Company’s continuing operations. As the nature and extent of the Company’s use of these leases changed in the second quarter of 2024, management’s projections of future cash flows related to the underlying assets changed as of June 30, 2024. As such, and in accordance with ASC 360, the Company compared the carrying amount of the lease right-of-use assets to their respective estimate of future undiscounted cash flows and recorded an impairment loss totaling $0.55 million.

Equipment Lease

As of June 30, 2024, the Company had an operating lease for equipment used primarily for battery manufacturing in its leased warehouse space in Mesa, Arizona. The lease had initial terms of two years and expires in December 2025. On July 3, 2024, the Company executed an agreement to cancel its equipment lease contract and subsequently purchased all equipment held under the lease (“Equipment Purchase Agreement”) for a total purchase price of approximately $1.7 million.

Under the terms of the Equipment Purchase Agreement, title of all assets held under the equipment lease transfer to Nxu. The Company intends to sell all assets acquired pursuant to the Equipment Purchase Agreement in the Auction to be held on or about August 13, 2024. In preparation for the Auction, SVD physically observed and catalogued assets still held under the equipment lease as of June 30, 2024 and provided an estimate of cash proceeds generated from the future sale of these assets, less 5% sales commission. See Note 4 — Assets Held for Sale for additional information related to the Company’s Auction plans.

Right-of-use assets related to the equipment lease are not considered held for sale; however, they are no longer being fully utilized for purposes of the Company’s continuing operations. As the nature and extent of the Company’s use of this lease changed in the second quarter of 2024, management’s projections of future cash flows related to the underlying assets changed as of June 30, 2024. As such, and in accordance with ASC 360, the Company compared the carrying amount of the lease right-of-use assets to their fair value, less costs of sell, and recorded an impairment loss totaling $0.54 million. The Company’s management used the mid-point of SVD’s estimate of Auction sales proceeds, less sales commission, for purposes of determining the fair value of assets held for sale, less costs to sell.

10. Leases

As of December 31, 2023, the Company’s operating leases consist of an office space in Tempe, Arizona and warehouse space in Mesa, Arizona, which had initial terms of two years and five years, respectively. Both terms expire in 2025. The leases had a weighted average remaining lease term of 1.7 years and 2.5 years, and a weighted average discount rate of 8.69% and 3.25%, as of December 31, 2023 and 2022, respectively.

The Company also had a finance lease for equipment to be used in research and development. The lease had a term of 18 months at 7% interest payable in monthly installments of $14 thousand. As of December 31, 2023, the finance lease has terminated.

The following table provides information about the financial statement classification of our lease expenses reported within the consolidated statements of operations during the years ended December 31, 2023 and 2022 (in thousands):

		December 31,
		2023		2022
Lease Expense Category:	Classification

Operating Lease Expense	General and administrative expenses	$	654	$	335
Finance lease expense:
Amortization of leased assets	General and administrative expenses		66		23
Interest on lease liabilities	Interest expense		6		7
Total lease expense		$	726	$	365

The Company’s aggregate lease maturities as of December 31, 2023, are as follows (in thousands):

Year	Operating Leases			Finance Lease
2024	$	968		$	40
2025		716			—
Total minimum lease payments		1,684			40
Less imputed interest		(132	)		—
Total operating lease liabilities	$	1,552		$	40

Restructuring Costs

6 Months Ended

Jun. 30, 2024

Restructuring Costs [Abstract]

Restructuring Costs

16. Restructuring Costs

During the second quarter of 2024, management began considering necessary actions it may take due to its limited ability to raise additional capital or generate cash flows from operations to support future operations and growth. On May 10, 2024, the Company significantly reduced its headcount across Product, Engineering, Manufacturing, and General & Administrative functions as a cost saving and cash preserving measure. Additionally, other cost saving measures were implemented, including preparing assets for sale, negotiating lease terminations and accounts payables balances, and cleaning and vacating unneeded leased space.

Severance and other benefits were provided to employees terminated in this action during the three months ended June 30, 2024, totally $0.8 million, with no future amounts accrued or expected to be paid. Additionally, costs of $0.02 million for clean-up of the leased warehouse facility in Mesa, Arizona were incurred during the three months ended June 30, 2024. These costs are included in general and administrative expenses in the condensed consolidated statements of operations.

Management also assessed long-lived fixed assets and lease ROU assets held for use for indicators of impairment and recorded resulting losses during the three months ended June 30, 2024. See Note 4 — Assets Held for Sale, Note 5 — Fixed Assets and Note 11 — Leases for information about the above actions.

The following table presents the effects of the above actions on the condensed consolidated statements operations for the three and six months ended June 30, 2024 (in thousands):

	Severance			Warehouse Clean-Up			Impairment of Lease ROU Assets and Related Improvements (Note 5 and Note 11)			Impairment of held for sale assets (Note 4)			Total
General and administrative	$	799		$	21		$	—		$	—		$	820
Total operating expenses		799			21			—			—			820

Impairment of long-lived assets		—			—			(1,128	)		—			(1,128	)
Impairment of held for sale assets		—			—			—			(603	)		(603	)
Total other (loss) income, net		—			—			(1,128	)		(603	)		(1,731	)

Net loss	$	(799	)	$	(21	)	$	(1,128	)	$	(603	)	$	(2,551	)

Accounts Payable and Accrued Liabilities (Details) - Schedule of Accounts Payable and Accrued Liabilities - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Accounts Payable and Accrued Liabilities [Abstract]
Accounts payable	$ 803	$ 2,501	$ 1,523
Accrued contract settlement, current portion	400
Accrued compensation and benefits	16	153	234
Other accrued liabilities	528	717	$ 1,462
Total accounts payable and accrued liabilities	$ 1,747	$ 3,371

Leases (Details) - Schedule of Aggregate Lease Maturities $ in Thousands	Dec. 31, 2023 USD ($)
Schedule of Aggregate Lease Maturities [Abstract]
Operating Leases, 2024	$ 968
Finance Lease, 2024	40
Operating Leases, 2025	716
Finance Lease, 2025
Operating Leases, Total minimum lease payments	1,684
Finance Lease, Total minimum lease payments	40
Operating Leases, Less imputed interest	(132)
Finance Lease, Less imputed interest
Operating Leases, Total operating lease liabilities	1,552
Finance Lease, Total operating lease liabilities	$ 40

Convertible Notes and Warrant Liability (Details) - Schedule of Warrants Outstanding - Warrants Outstanding [Member] - shares

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Dec. 31, 2022

Purchase Agreement [Member]

Schedule of Warrants Outstanding [Line Items]

36,114

(36,114)

^[1]

3,587

First Tranche [Member]

Schedule of Warrants Outstanding [Line Items]

3,587

3,587

^[1]

3,587

Second Tranche [Member]

Schedule of Warrants Outstanding [Line Items]

62,223

222,223

^[1]

(160,000)

Balance

62,223

[1]

During the year ended December 31, 2023, the Company and certain Investors of the August 2023 Warrants agreed to amend the terms of the original warrant agreements to remove the feature that precludes the warrants from being considered indexed to the Company’s own stock. As a result, these modified warrants were measured at fair value and reclassified to equity.

Organization and Basis of Presentation

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Organization and Basis of Presentation [abstract]

Organization and Basis of Presentation

1. Organization and Basis of Presentation

Organization

Nxu, Inc. (the “Company” or “Nxu”) is a US-based technology company focused on leveraging its intellectual property and innovations to support energy storage and charging solutions for the infrastructure needed to power an electrified future. Nxu historically focused on building megawatt (“MW”) charging stations and developing innovative battery cells and battery packs for use in advanced energy storage systems, and mobility products.

Reorganization, Merger and Incorporation of Nxu, Inc.

On May 12, 2023, Atlis Motor Vehicles Inc. (“Atlis”) completed its previously announced reorganization merger pursuant to the Agreement and Plan of Merger, dated as of April 16, 2023 (the “Reorganization Agreement”), by and among Atlis, Nxu, Inc., a Delaware Corporation, and Atlis Merger Sub, Inc., a Delaware corporation and, as of immediately prior to the consummation of such merger, a wholly-owned subsidiary of Nxu (“Merger Sub”). The Reorganization Agreement provided for the merger of Atlis and Merger Sub, with Atlis surviving the merger as a wholly-owned subsidiary of Nxu (the “Reorganization Merger”). The Reorganization Agreement was approved and adopted by Atlis’s stockholders at Atlis’s Special Meeting of Stockholders, which was held on May 9, 2023. After the Reorganization Merger, Atlis was reclassified from a corporation to a limited liability company and renamed Nxu Technologies, LLC. Nxu Technologies, LLC is a wholly owned operating company and the sole subsidiary of Nxu. References to “Nxu” or the “Company” shall collectively mean Nxu, Inc. and its wholly owned subsidiary, Nxu Technologies, LLC.

The directors and executive officers of Nxu immediately following the completion of the Reorganization Merger were the same individuals who were directors and executive officers, respectively, of Atlis as of immediately prior to the Reorganization Merger.

Transactions that occurred in connection with the Reorganization Merger are considered transactions between entities under common control, and thus the financial statements for periods prior to the Reorganization Merger have been adjusted to combine the previously separate entities for presentation purpose. See more information regarding shares of common stock authorized, issued and outstanding in connection with the Reorganization Merger in Note 13 — Stock-based Compensation and Common Stock.

Evaluation of Strategic Alternatives

On May 10, 2024, Nxu announced its intention to evaluate strategic alternatives, with the Strategic Planning Committee of its Board of Directors (the “Strategic Planning Committee”) leading such evaluation with outside assistance from advisors. At the time of announcement, the Strategic Planning Committee had identified targets for a business combination intended to position the newly combined company for sustainable long-term value creation with a strengthened financial profile.

There can be no assurance that Nxu will be successful in effecting any such transactions or realizing any of the intended benefits, including obtaining a sufficient level of capital through this or other channels in the time frames needed to sustain or grow the business or on terms agreeable to it.

Basis of Consolidation

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules of the Securities and Exchange Commission, which require us to make estimates based on assumptions about current, and for some estimates, future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Although our estimates contemplate current and expected future conditions, it is reasonably possible that actual conditions could differ from our expectations, which could materially affect our results of operations, our financial position and cash flows. The results for any of the interim periods are not necessarily indicative of the results to be expected for the full year or any other period. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation with respect to interim financial statements, have been included. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations. The December 31, 2023 balance sheet was derived from audited financial statements. This proxy statement/prospectus should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (“2023 10-K”).
References to amounts in the consolidated financial statement sections are in thousands, except share and per share data, unless otherwise specified.

Reverse Stock Split

On December 26, 2023, the Company effected a 1-for-150 reverse stock split of the shares of common stock of the Company. All historical share and per share amounts reflected throughout the financial statements have been retroactively adjusted to give effect to the reverse stock split. See Note 13 — Stock-based Compensation and Common Stock for further discussion.

Correction of Immaterial Misclassification

Management identified an immaterial error in its previously reported stock-based compensation expense in the June 30, 2023 unaudited condensed consolidated financial statements. Correction of the error resulted in an increase to stock-based compensation expense of $0.02 million for the three months ended June 30, 2023 and a $0.12 million decrease for the six months ended June 30, 2023, respectively. The restatement had no effect on stockholders’ equity as of June 30, 2023 and had no other effect to the Company’s condensed consolidated financial statements.

Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

The Company has incurred recurring losses from operations and has not yet achieved profitability in its charging operations. During the six-month period ended June 30, 2024, the Company incurred a net loss of $13.1 million and had net cash used in operating activities of $8.1 million. As of June 30, 2024, the Company had $4.6 million in cash and an accumulated deficit of $272.7million. These conditions indicate that there is substantial doubt about the Company’s ability to continue as a going concern within one year after the condensed consolidated financial statement issuance date.

Unforeseen circumstances could occur at any time within the next twelve months or thereafter that could increase the need for the Company to raise additional capital on an immediate basis. The Company cannot provide any assurance that access to capital will be readily available when needed.

Company management is addressing this risk by pursuing all available options for funding, including further reducing expenses, selling assets and exploring strategic alternatives for its business. The Company cannot provide any assurance that it will be successful in implementing any strategic alternative, which may be subject to the satisfaction of conditions beyond the Company’s control.

1. Organization and Basis of Presentation

Reorganization, Merger and Incorporation of Nxu, Inc.

On May 12, 2023, Atlis Motor Vehicles Inc. (“Atlis”) completed its previously announced reorganization merger pursuant to the Agreement and Plan of Merger, dated as of April 16, 2023 (the “Reorganization Agreement”), by and among Atlis, Nxu, Inc., a Delaware Corporation (the “Company” or “Nxu”), and Atlis Merger Sub, Inc., a Delaware corporation and, as of immediately prior to the consummation of such merger, a wholly-owned subsidiary of Nxu (“Merger Sub”). The Reorganization Agreement provided for the merger of Atlis and Merger Sub, with Atlis surviving the merger as a wholly-owned subsidiary of Nxu (the “Reorganization Merger”). The Reorganization Agreement was approved and adopted by Atlis’s stockholders at Atlis’s Special Meeting of Stockholders, which was held on May 9, 2023. After the Reorganization Merger, Atlis was reclassified from a corporation to a limited liability company and renamed Nxu Technologies, LLC. Nxu Technologies, LLC is a wholly owned operating company and the sole subsidiary of Nxu, Inc. References to “Nxu” or the “Company” shall collectively mean Nxu, Inc and its wholly owned subsidiary, Nxu Technologies, LLC.

The directors and executive officers of Nxu immediately following the completion of the Reorganization Merger are the same individuals who were directors and executive officers, respectively, of Atlis as of immediately prior to the Reorganization Merger.

Upon completion of the Reorganization Merger, Nxu Class A Common Stock was deemed to be registered under Section 12(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 12g-3(a) promulgated thereunder and for purposes of Rule 12g-3(a), Nxu is the successor issuer to Atlis. Future filings by Nxu with the Securities and Exchange Commission (the “SEC”) will be filed by Nxu under Atlis’s existing CIK number: 0001722969.

Organization

Nxu is a US-based technology company building megawatt (“MW”) charging stations and developing innovative battery cells and battery packs for use in advanced energy storage systems, and mobility products. The Company believes that widespread adoption of EVs by the commercial and industrial markets requires high performing battery and pack solutions that can effectively compete with legacy diesel-based products. Nxu designs, engineers, and plans to build proprietary 1 megawatt plus charging stations, lithium-ion (“Li-ion”) battery cells and packs, energy storage solutions and a suite of software and services designed to allow an easy transition from diesel to electric for our target segment.

Basis of consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Basis of Presentation

The Company’s financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP), which requires us to make estimates based on assumptions about current, and for some estimates, future economic and market conditions which affect reported amounts and related disclosures in our financial statements. Although our estimates contemplate current and expected future conditions, it is reasonably possible that actual conditions could differ from our expectations, which could materially affect our results of operations, our financial position and cash flows.

References to amounts in the consolidated financial statement sections are in thousands, except share and per share data, unless otherwise specified.

Reverse Stock Split

On December 26, 2023, the Company effected a 1-for-150 reverse stock split of the shares of common stock of the Company. All historical share and per share amounts reflected throughout the financial statements have been retroactively adjusted to give effect to the reverse stock split. See Note 12 — Stock-Based Compensation and Common Stock for further discussion.

Correction of Immaterial Misclassification and Error

Management identified an immaterial classification error related to research and development costs previously reported as general and administrative expense in the December 31, 2022 consolidated financial statements. The correction resulted in an increase to research and development costs of $0.8 million for the year ended December 31, 2022 with a corresponding decrease to general and administrative expenses. The reclassification of costs allows for a more accurate presentation of research and development costs and had no impact on total operating expenses, net loss, total assets, total liabilities or shareholders’ deficit.

Management identified an immaterial error in its previously reported stock-based compensation expense in the December 31, 2022 consolidated financial statements. Correction of the error resulted in an increase to stock-based compensation expense of $0.8 million as of December 31, 2022. The restatement had no effect on stockholders’ deficit as of December 31, 2022 and had no other effect to the Company’s consolidated financial statements.

Going Concern

The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

During the year ended December 31, 2023, the Company incurred a net loss of $40.2 million and had net cash flows used in operating activities of $28.0 million. On December 31, 2023, the Company had $2.8 million in cash and an accumulated deficit of $259.6 million.

The Company cannot provide any assurance that unforeseen circumstances that could occur at any time within the next twelve months or thereafter will not increase the need for the Company to raise additional capital on an immediate basis. Additionally, Company cannot provide any assurance that access to capital will be readily available when needed.

These matters, among others, raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year after the date these financial statements are issued. Company management is addressing this risk by pursuing all available options for funding including accessing the public markets through public listing. As further discussed in Note 13 — Convertible Debt and Warrant Liability, in January 2023, the Company received the second tranche of funding related to its convertible debt agreement entered into on November 4, 2022 for net proceeds of $9.0 million. Additionally, as discussed in Note 12 — Stock-Based Compensation and Common Stock, throughout 2023, the Company consummated public offerings totaling 0.7 million units of Company stock for net proceeds of approximately $19.1 million. Further, as discussed in Note 12 — Stock-Based Compensation and Common Stock, in November 2023, the Company launched an at-the-market equity offering (“ATM”), which resulted in net proceeds of approximately $3.3 million as of December 31, 2023. The Company plans to continue considering all avenues available to it in order to obtain the necessary capital to be able to continue as a going concern and to execute on its business objectives including but not limited to debt financing, private placements, and equity lines of credit. The Company’s success is dependent upon achieving its strategic and financial objectives, including continuing to acquire capital through public markets.

Property and Equipment (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	$ 2,416	$ 4,763	$ 2,799
Less: Impairment of property and equipment	(43)
Less: Accumulated depreciation and amortization	(394)	(898)	(358)
Property and equipment excluding construction in progress, net	1,979	3,865	2,441
Charging station equipment and charging site construction in progress	99
Property and equipment, net	2,078	3,865	2,441
Charging Station Equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	1,206	649
Leasehold Improvements [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	151	151	261
Equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		2,715	2,354
Office Equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		318	114
Software Development [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	1,059	860
Vehicles [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		$ 70	$ 70

Income Taxes (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Jun. 30, 2024	Jun. 30, 2024	Dec. 31, 2023	Jun. 30, 2023	Dec. 31, 2022
Income Taxes (Details) [Line Items]
Net operating loss carryforwards		$ 64,300	$ 64,300	$ 54,300		$ 16,500
Percentage of flat corporate tax rate	21.00%			21.00%
Percenatge of tax deduction				30.00%
Percentage of current year taxable income				80.00%
Income tax benefit		1,600	3,300	$ 10,000
Unrecognized uncertain tax positions		$ 0	$ 0		$ 0
Operating loss carryforward expiration date			2037
Cumulative income tax benefit			$ 63,800
2037 [Member]
Income Taxes (Details) [Line Items]
Net operating loss carryforwards				$ 19,900		$ 17,800

Commitments and Contingencies (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies [Line Items]
Term of contract losses	5 years	5 years
Payment to termination fee	$ 700	$ 700
Term of legal liability payment	21 months	21 months
Accounts payable and accrued liabilities	$ 1,747	$ 3,371	$ 3,219
Other long-term liabilities	33	233
Accounts Payable and Accrued Liabilities [Member]
Commitments and Contingencies [Line Items]
Accounts payable and accrued liabilities	400	$ 400
Other Noncurrent Liabilities [Member]
Commitments and Contingencies [Line Items]
Other long-term liabilities	$ 30

Property and Equipment (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	$ 2,416	$ 4,763	$ 2,799
Less: accumulated depreciation and amortization	(394)	(898)	(358)
Property and equipment excluding construction in progress, net	1,979	3,865	2,441
Charging station equipment construction in progress	99
Property and equipment, net	2,078	3,865	2,441
Charging Station Equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	1,206	649
Leasehold improvements [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	151	151	261
Tools and plant equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		2,715	2,354
Office equipment [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		318	114
Software [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress	1,059	860
Vehicles [Member]
Schedule of Property and Equipment [Line Items]
Total property and equipment excluding construction in progress		$ 70	$ 70

Fair Value (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Fair Value [Abstract]

Schedule of Liabilities that are Measured at Fair Value

Description:	Level	June 30, 2024		December 31, 2023
Convertible Notes	3	$	10	$	10
Warrant liability	3		6		55
Convertible Notes and warrant liability, at fair value		$	16	$	65

	Level	As of December 31,
	Level	2023		2022
Convertible Notes	3	$	10	$	10,911
Warrant liability	3		55		374
Convertible Notes and warrant Liability, at fair value		$	65	$	11,285

Schedule of Fair Value Option

The following table provides the fair value and contractual principal balance outstanding of the Convertible Notes accounted for under the fair value option as of June 30, 2024 and December 31, 2023:

	June 30, 2024		December 31, 2023
Convertible Notes fair value	$	10	$	10
Convertible Notes, contractual principal outstanding		10		10
Fair value less unpaid principal balance	$	—	$	—

The following table provides the fair value and contractual principal balance outstanding of the Convertible Notes accounted for under the fair value option as of December 31, 2023 and 2022 (in thousands):

	As of December 31,
	2023		2022
Convertible Notes fair value	$	10	$	10,911
Convertible Notes, contractual principal outstanding		10		10,000
Fair value less unpaid principal balance	$	—	$	911

Schedule of Fair Value of the Convertible Notes

The following tables provide quantitative information regarding Level 3 fair value measurements for Common Stock Warrants as of June 30, 2024 and December 31, 2023.

	June 30, 2024
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants
Risk-free interest rate		4.33	%		4.33	%		4.33	%		4.46	%		4.33	%		4.33	%
Time to expiration (in years)		3.34			3.51			3.51			3.64			2.11			1.16
Expected volatility		85	%		85	%		85	%		85	%		85	%		85	%
Dividend yield		—			—			—			—			—			—
Stock price	$	0.37		$	0.37		$	0.37		$	0.37		$	0.37		$	0.37
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54

	December 31, 2023
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants
Risk-free interest rate		3.84	%		3.84	%		3.84	%		3.91	%		3.84	%		3.84	%
Time to expiration (in years)		3.84			4.01			4.01			4.14			2.61			1.66
Expected volatility		90	%		90	%		90	%		125	%		85	%		90	%
Dividend yield		—			—			—			—			—			—
Stock price	$	2.30		$	2.30		$	2.30		$	2.30		$	2.30		$	2.30
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54

The estimated fair value of the Convertible Notes as of December 31, 2022 was based on the following significant inputs:

	December 31, 2022
	First Tranche
Risk-free interest rate		4.46	%
Time to expiration (in years)		1.84
Expected volatility		85	%
Dividend yield		—
Stock price	$	3.25
Original face value	$	10,000,000
Fixed conversion rate	$	15.00
Roll-forward discount rate		5.11	%

Schedule of Fair Value Measurements for Common Stock Warrants

The following table provides quantitative information regarding Level 3 fair value measurements for Common Stock Warrants as of December 31, 2023 and 2022:

	December 31, 2023																		December 31, 2022
	First Tranche			Purchase Agreement Amendment			Second Tranche			Series B Warrants			August 2023			GEM Warrants			First Tranche
Risk-free interest rate		3.84	%		3.84	%		3.84	%		3.91	%		3.84	%		3.84	%		4.46	%
Time to expiration (in years)		3.84			4.01			4.01			4.14			2.61			1.66			1.84
Expected volatility		90	%		90	%		90	%		125	%		85	%		90	%		85	%
Dividend yield		—			—			—			—			—			—			—
Stock price	$	2.3		$	2.30		$	2.30		$	2.30		$	2.30		$	2.30		$	3.25
Exercise price	$	88.65		$	87.38		$	103.68		$	234.00		$	45.00		$	26.54		$	15

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Consolidated Statements of Operations

		December 31,
		2023		2022
Lease Expense Category:	Classification

Operating Lease Expense	General and administrative expenses	$	654	$	335
Finance lease expense:
Amortization of leased assets	General and administrative expenses		66		23
Interest on lease liabilities	Interest expense		6		7
Total lease expense		$	726	$	365

Schedule of Aggregate Lease Maturities

The Company’s aggregate lease maturities as of December 31, 2023, are as follows (in thousands):

Year	Operating Leases			Finance Lease
2024	$	968		$	40
2025		716			—
Total minimum lease payments		1,684			40
Less imputed interest		(132	)		—
Total operating lease liabilities	$	1,552		$	40

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Current Assets:
Cash	$ 4,599	$ 2,846	$ 2,701
Prepaid expenses and other current assets	987	999	868
Inventory			98
Notes receivable from related party	250	250
Total current assets	5,836	4,095	3,667
Property and equipment, net	2,078	3,865	2,441
Assets held for sale	1,013
Right-of-use assets, net	1,439	1,507	798
Investment in Lynx	3,000	3,000
Intangible assets, net	42	20	10
Other assets	704	772	122
Total assets	14,112	13,259	7,038
Current Liabilities:
Accounts payable and accrued liabilities	1,747	3,371	3,219
Variable share settled restricted stock units	2,080	1,334
Current portion of operating lease liability	1,874	864	344
Other current liabilities		40	680
Total current liabilities	5,701	5,609	4,243
Lease liability, net of current portion	710	688	558
Convertible debt and warrant liability, at fair value	16	65	11,285
Other long-term liabilities	33	233
Total liabilities	6,460	6,595	16,086
Commitments and contingencies (Note 12)
Stockholders’ Equity (Deficit):
Additional paid-in capital	280,370	266,302	210,412
Accumulated deficit	(272,719)	(259,638)	(219,460)
Total stockholders’ equity	7,652	6,664	(9,048)
Total liabilities and stockholders’ equity	14,112	13,259	7,038
Class A Common Stock
Stockholders’ Equity (Deficit):
Common stock value	1
Class B Common Stock
Stockholders’ Equity (Deficit):
Common stock value
Series A Convertible Preferred Stock
Stockholders’ Equity (Deficit):
Preferred stock par value

Revenue (Details) - Schedule of Disaggregated Revenue - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Dec. 31, 2023
Schedule of Disaggregated Revenue [Line Items]
Total revenue			$ 496
Battery systems and components sales [Member]
Schedule of Disaggregated Revenue [Line Items]
Total revenue			494
Retail charging services [Member]
Schedule of Disaggregated Revenue [Line Items]
Total revenue	$ 7	$ 11	$ 2

- 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

Restructuring Costs (Tables)

6 Months Ended

Jun. 30, 2024

Restructuring Costs [Abstract]

Schedule of Condensed Consolidated Statements Operations

The following table presents the effects of the above actions on the condensed consolidated statements operations for the three and six months ended June 30, 2024 (in thousands):

	Severance			Warehouse Clean-Up			Impairment of Lease ROU Assets and Related Improvements (Note 5 and Note 11)			Impairment of held for sale assets (Note 4)			Total
General and administrative	$	799		$	21		$	—		$	—		$	820
Total operating expenses		799			21			—			—			820

Impairment of long-lived assets		—			—			(1,128	)		—			(1,128	)
Impairment of held for sale assets		—			—			—			(603	)		(603	)
Total other (loss) income, net		—			—			(1,128	)		(603	)		(1,731	)

Net loss	$	(799	)	$	(21	)	$	(1,128	)	$	(603	)	$	(2,551	)

Stock-Based Compensation and Common Stock (Details) - Schedule of Stock-Based Compensation Expense - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation	$ 1,379	$ 5,676	$ 4,103	$ 11,500
Stock-based compensation capitalized to property and equipment			(67)		$ (490)
Stock-based compensation, net of capitalized amount	1,379	5,676	4,036	11,500
Restricted Stock Units Classified As Liability [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation	342	1,291	787	1,291
Restricted Stock Units Classified As Equity [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation	(35)	226	(22)	279
Equity Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total stock-based compensation	$ 1,072	$ 4,159	$ 3,338	$ 9,930

- 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

Convertible Notes and Warrant Liability (Details) - Schedule of Fair Value and Reclassified to Equity

12 Months Ended

Dec. 31, 2023

$ / shares

Purchase Agreement Amendment [Member] | Common Stock Warrants [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Jan. 05, 2023

Exercise Price at IssuanceDate

$ 2,250

Reset Date

6/5/2023

Reset Exercise Price

$ 87.38

First Tranche [Member] | Common Stock Warrants [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Nov. 03, 2022

Exercise Price at IssuanceDate

$ 2,250

Reset Date

5/3/2023

Reset Exercise Price

$ 88.65

Second Tranche [Member] | Common Stock Warrants [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Jan. 27, 2023

Exercise Price at IssuanceDate

$ 2,250

Reset Date

7/30/2023

Reset Exercise Price

$ 103.68

Common Stock Warrants [Member] | Series A [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Feb. 21, 2023

Exercise Price at IssuanceDate

$ 0

Reset Date

No Reset

Reset Exercise Price

Common Stock Warrants [Member] | Series B [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Feb. 21, 2023

Exercise Price at IssuanceDate

$ 234

^[1]

Reset Date

No Reset

Reset Exercise Price

Common Stock Warrants [Member] | August 2023 [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Aug. 11, 2023

Exercise Price at IssuanceDate

$ 45

^[2]

Reset Date

No Reset

Reset Exercise Price

Common Stock Warrants [Member] | GEM Warrants [Member]

Schedule of Fair Value and Reclassified to Equity [Line Items]

Issue Date

Oct. 02, 2023

Exercise Price at IssuanceDate

$ 26.54

Reset Date

No Reset

Reset Exercise Price

[1]	Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.
[2]	Excludes pre-funded warrants, as discussed below.

Restructuring Costs (Details) - Schedule of Condensed Consolidated Statements Operations $ in Thousands	6 Months Ended
	Jun. 30, 2024 USD ($)
Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
General and administrative	$ 799
Total operating expenses	799
Impairment of long-lived assets
Impairment of held for sale assets
Total other (loss) income, net
Net loss	(799)
Warehouse Clean Up [Member]
Restructuring Cost and Reserve [Line Items]
General and administrative	21
Total operating expenses	21
Impairment of long-lived assets
Impairment of held for sale assets
Total other (loss) income, net
Net loss	(21)
Impairment Of Lease R O U Assets And Related Improvements [Member]
Restructuring Cost and Reserve [Line Items]
General and administrative
Total operating expenses
Impairment of long-lived assets	(1,128)
Impairment of held for sale assets
Total other (loss) income, net	(1,128)
Net loss	(1,128)
Impairment Held For Sale Assets [Member]
Restructuring Cost and Reserve [Line Items]
General and administrative
Total operating expenses
Impairment of long-lived assets
Impairment of held for sale assets	(603)
Total other (loss) income, net	(603)
Net loss	(603)
Total [Member]
Restructuring Cost and Reserve [Line Items]
General and administrative	820
Total operating expenses	820
Impairment of long-lived assets	(1,128)
Impairment of held for sale assets	(603)
Total other (loss) income, net	(1,731)
Net loss	$ (2,551)

Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Current Assets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Prepaid Expenses and Other Current Assets [Abstract]
Tax credit receivable	$ 351	$ 372
Prepaid insurance	309	302	765
Prepaid rent	43	98	3
Deferred offering costs		102
Other prepaid expenses	284	125	100
Total prepaid expenses and other current assets	$ 987	$ 999	$ 868

Accounts Payable and Accrued Liabilities

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Accounts Payable and Accrued Liabilities [Abstract]

Accounts Payable and Accrued Liabilities

8. Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities consist of the following (in thousands):

	June 30, 2024		December 31, 2023
Accounts payable	$	803	$	2,501
Accrued contract settlement, current portion		400		—
Accrued compensation and benefits		16		153
Other accrued liabilities		528		717
Total accounts payable and accrued liabilities	$	1,747	$	3,371

7. Accounts Payable and Accrued Liabilities

Accounts payable and accrued liabilities consist of the following (in thousands):

	As of December 31,
	2023		2022
Accounts payable	$	2,501	$	1,523
Accrued compensation and benefits		153		234
Other accrued liabilities		717		1,462
Total accounts payable and accrued liabilities	$	3,371	$	3,219

Convertible Notes and Warrant Liability (Details) - Schedule of Warrant Liability - USD ($) shares in Thousands, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Schedule of Warrant Liability [Abstract]
Balance at December 31, 2023 (in Shares)	55
Warrants issued during the period		$ 13,446	$ 1,966
Warrants exercised during the period		(3,519)
Change in fair value measurement	(49)	(10,024)	(1,592)
Warrant liability at June 30, 2024	$ 6	$ 55	$ 374

Convertible Notes and Warrant Liability (Details) - Schedule of Warrant Activity - Common Stock Warrants [Member]

6 Months Ended

Jun. 30, 2024

$ / shares

Series A Warrants [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Feb. 21, 2023

Reset Date

No Reset

Exercise Price at Issuance

Reset Exercise Price

Series B Warrants [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Feb. 21, 2023

Reset Date

No Reset

Exercise Price at Issuance

$ 234

^[1]

Reset Exercise Price

Purchase Agreement [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Jan. 05, 2023

Reset Date

6/5/2023

Exercise Price at Issuance

$ 2,250

Reset Exercise Price

$ 87.38

August 2023 [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Aug. 11, 2023

Reset Date

No Reset

Exercise Price at Issuance

$ 45

^[2]

Reset Exercise Price

GEM Warrants [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Oct. 02, 2023

Reset Date

No Reset

Exercise Price at Issuance

$ 26.54

Reset Exercise Price

First Tranche [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Nov. 03, 2022

Reset Date

5/3/2023

Exercise Price at Issuance

$ 2,250

Reset Exercise Price

$ 88.65

Second Tranche [Member]

Schedule of Warrant Activity [Line Items]

Issue Date

Jan. 27, 2023

Reset Date

7/30/2023

Exercise Price at Issuance

$ 2,250

Reset Exercise Price

$ 103.68

[1]	Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.
[2]	Excludes pre-funded warrants, as discussed below.

Net Loss per Share (Details) - shares shares in Millions	12 Months Ended
Net Loss per Share (Details) - shares shares in Millions	Dec. 31, 2023	Dec. 31, 2022	Feb. 06, 2024
Net Loss per Share [Line Items]
Weighted-average restricted stock units	0.5
Weighted-average warrants	0.1
Weighted-average as-converted convertible notes	0.2
Restricted Stock Units (RSUs) [Member]
Net Loss per Share [Line Items]
Options and RSUs		0.3
Warrant [Member]
Net Loss per Share [Line Items]
Options and RSUs		0.1
Common Class A [Member] \| Lynx [Member]
Net Loss per Share [Line Items]
Converted shares			1.0

Stock-Based Compensation and Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands				1 Months Ended					3 Months Ended			6 Months Ended		12 Months Ended
	Feb. 08, 2024	Aug. 11, 2023	Sep. 30, 2022	Dec. 27, 2023	Oct. 23, 2023	Sep. 27, 2023	Feb. 21, 2023	Sep. 27, 2022	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Jan. 29, 2024
Stock-Based Compensation and Common Stock (Details) [Line Items]
Share-Based Payment Arrangement, Amount Capitalized (in Dollars)														$ 500	$ 0
Employee Benefits and Share-Based Compensation (in Dollars)															800
General and Administrative Expense (in Dollars)									$ 4,011		$ 9,437	$ 10,162	$ 18,925	$ 15,529	11,626
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in Shares)														350,000,000
Common Stock, Capital Shares Reserved for Future Issuance (in Shares)														250,000,000
Common Stock relating to a portion of outstanding stock options and restricted stock (in Shares)														100,000,000
Net of offering costs (in Dollars)													4,921	$ 8,784	15,302
Agreement term			3 years
Issuance of valuefor service (in Dollars)											$ 34		$ 106	$ 106
Description of RSU exchange program												the Company granted 1,117,457 Exchange Options to employees, which were scheduled to vest in equal amounts on March 31, 2024 and June 30, 2024. The Exchange Options had an initial fair value of $0.7 million, which is equal to the fair value of the Exchanged RSUs at the Exchange Date, and as such no additional compensation cost was recorded as a result of the modification on the Exchange Date. Concurrently with the grant of the Exchange Options, the Company granted 553,236 additional stock options with a fair value of $0.3 million to employees, which were scheduled to vest in equal amounts on June 30, 2024 and September 30, 2024. Both the Exchange Options and the additional options are classified as equity awards. As of June 30, 2024, 628,776 Exchange Options and 44,343 additional stock options were vested with a fair valuing totaling approximately $0.4 million. As of June 30, 2024, a total of 972,109 Exchange Options and additional stock options were forfeited.
Shareholder [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
General and Administrative Expense (in Dollars)															$ 600
GEM Global [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Payment of commitment fee in shares (in Shares)								200,000
Description of stock purchased agreement						On October 2, 2023, 0.2 million shares of Class A common stock and 2 thousand common stock warrants were issued to GEM Global.
Issuance of additional warrant (in Shares)								2,000
Vendor [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Issuance of shares for service (in Shares)										573
Issuance of valuefor service (in Dollars)										$ 100
Restricted Stock Units (RSUs) [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Unrecognized compensation (in Dollars)									$ 3,600			$ 3,600
Weighted-average period												9 months 18 days
Share Exchange Agreement [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Principal amount (in Dollars)	$ 300
Percentage of annual interest rate	8.00%
Description of payments term	Payments on the Amended Note included an upfront principal payment of $20,000, which was due and paid upon execution of the amendment, eight payments of $20,000 in principal and interest from July 2024 to February 2025, and a lump sum payment of the remaining principal and interest of approximately $0.08 million due no later than March 27, 2025.
Chief Executive Officer [Member] \| Common Stock Class B [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Number of share offering for IPO (in Shares)														200,000
Class A Common Stock [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Common stock, par value				$ 0.0001					$ 0.0001			$ 0.0001		$ 0.0001	$ 0.0001	$ 0.0001
Conversion of preferred shares (in Shares)				1,000
Conversion price per share				$ 3
Conversion of share (in Shares)																1,000,000
Class A Common Stock [Member] \| GEM Global [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Amount of commitment fee (in Dollars)						$ 6,000
Description of stock purchased agreement						On October 2, 2023, the 0.2 million shares of Class A common stock and 2 thousand common stock warrants were issued to GEM Global.
Class B Common Stock [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Common stock, par value									0.0001			0.0001		0.0001	0.0001
Series A Convertible Preferred Stock [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Conversion of preferred shares (in Shares)	1,000,000
Series A Preferred Stock [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Preferred stock, par value									$ 0.0001			$ 0.0001		$ 0.0001	$ 0.0001	$ 0.0001
Public Offering [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Number of share offering for IPO (in Shares)		100,000			600,000		100,000
Offering price per share		$ 45			$ 5.25		$ 234
Net of offering costs (in Dollars)		$ 4,500			$ 2,600		$ 12,000
Public Offering [Member] \| Series A Warrants [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Offering price per share							$ 0.65
Public Offering [Member] \| Series B Warrants [Member]
Stock-Based Compensation and Common Stock (Details) [Line Items]
Offering price per share							$ 0.75

Revenue (Tables)

12 Months Ended

Dec. 31, 2023

Revenue [Abstract]

Schedule of Disaggregated Revenue

During the year ended December 31, 2023, the Company recognized the following in disaggregated revenue (in thousands):

Battery systems and components sales	$	494
Retail charging services		2
Total revenue	$	496

Organization and Basis of Presentation (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended		6 Months Ended		12 Months Ended
	Dec. 26, 2023	Jan. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Organization and Basis of Presentation [Line Items]
Description of reverse stock split	1-for-150 reverse stock split
Research and development costs								$ 800
Increase in stock-based compensation expense					$ 20	$ 120		800
Net loss							$ 40,200
Net cash flows used in operating activities							28,000
cash			$ 4,600		4,600		2,800
Accumulated deficit							259,600
Net proceeds		$ 9,000				9,000	7,330	9,000
Net proceeds of IPO						12,020	21,209	15,302
Net proceeds of ATM							3,300
Net loss			(6,540)	$ (14,734)	(13,081)	(26,904)	(40,178)	(71,525)
Net cash used in operating activities					(8,118)	$ (18,964)	(27,991)	(23,450)
Accumulated deficit			$ (272,719)		$ (272,719)		(259,638)	$ (219,460)
Going Concern [Member]
Organization and Basis of Presentation [Line Items]
Net proceeds of IPO							19,100
IPO [Member]
Organization and Basis of Presentation [Line Items]
Net proceeds of IPO							$ 700

Recent Accounting Pronouncements and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Value inventory					$ 0
Wrote-off inventory					900
Impairment charges					0	$ 0
Contract liability					0	500
Research and development expenses	$ 562	$ 5,060	$ 957	$ 9,022	11,310	10,375
Advertising costs					$ 300	5,300
Patents [Member]
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Estimated useful life					10 years
Research and Development Expense [Member]
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Research and development expenses					$ 11,300	10,400
Employee Compensation [Member]
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Research and development expenses					6,200	6,800
Materials And Equipment Purchases [Member]
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Research and development expenses					$ 5,100	3,600
Customer [Member]
Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Line Items]
Raw materials inventory amount						$ 100

Recent Accounting Pronouncements and Summary of Significant Accounting Policies

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Abstract]

Recent Accounting Pronouncements and Summary of Significant Accounting Policies

2. Recent Accounting Pronouncements and Summary of Significant Accounting Policies

Recent Accounting Pronouncements

Use of Estimates

Assets Held for Sale

Impairment of Long-lived Assets

See Note 4 — Assets Held for Sale, Note 5 — Property and Equipment, and Note 11 — Leases for additional information on impairment losses recognized as of June 30, 2024.

Stock-based Compensation

2. Recent Accounting Pronouncements and Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Use of Estimates

Segment Reporting

Cash and cash equivalents

Inventory

Deferred Costs

Property, Equipment, and Software

Property and equipment consists of charging station equipment, leasehold improvements, other tools and equipment, and vehicles, and is stated at cost, less accumulated depreciation and amortization.

Depreciation begins when the asset is placed in service and is computed using the straight-line method over the lesser of the remaining lease term or the following estimated useful lives:

Charging station equipment		5 years
Leasehold improvements		5 years
Tools and plant equipment		5 years
Office equipment		5 years
Vehicles		5 years
Software		3 years

Intangible Assets

Investment in Lynx

Leases

Contract Liability

Convertibles Notes and Warrant Liabilities

Revenue Recognition

Retail Charging Services

Battery Systems and Components

Cost of Revenue

Cost of battery systems and components sales include costs to acquire the components for sale to the customer and adjustments to reflect inventory at the lower of cost or net realizable value.

Research and Development Expenses

Stock-Based Compensation

Stock Issued for Services

Advertising

Income Taxes

Fair Value of Financial Instruments.

The fair value hierarchy is categorized into three levels based on the inputs as follows:

		Level 1 —		Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of risk.
		Level 2 —		Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets and liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means.
		Level 3 —		Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

There were no transfers between Levels 1, 2 or 3 during the years ended December 31, 2023 or 2022.

Adoption of Recent Accounting Pronouncements

Stock-Based Compensation and Common Stock (Details) - Schedule of Company’s Outstanding Stock Options - Share-Based Payment Arrangement, Option [Member] - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Stock-Based Compensation and Common Stock (Details) - Schedule of Company’s Outstanding Stock Options [Line Items]
Shares, Outstanding and unvested Balances	305,558	304,443
Weighted Average Exercise Price , Outstanding and unvested Balances (in Dollars per share)	$ 1,050	$ 1,050
Weighted Average Contractual Term (in Years), Outstanding and unvested Balances	7 years	7 years
Shares, Granted		6,868
Weighted Average Exercise Price, Granted (in Dollars per share)		$ 1,158.23
Weighted Average Contractual Term (in Years), Granted		6 years 9 months 18 days
Shares, Exercised	(520)	(248)
Weighted Average Contractual Term (in Years), Exercised	7 years
Shares, Forfeited	(4,941)	(6,028)
Weighted Average Exercise Price, Forfeited (in Dollars per share)	$ 1,134.02	$ 1,050
Weighted Average Contractual Term (in Years), Forfeited	7 years	7 years
Shares, Unissued shares converted to options		523
Shares, Outstanding and unvested Balances	300,097	305,558
Weighted Average Exercise Price, Outstanding and unvested Balances (in Dollars per share)	$ 1,054.35	$ 1,050
Shares, Exercisable	263,570
Weighted Average Exercise Price, Exercisable (in Dollars per share)	$ 1,054.97
Weighted Average Contractual Term (in Years), Exercisable	7 years

Assets Held for Sale (Details) - Schedule of Assets Held for Sale - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023
Schedule of Assets Held for Sale [Line Items]
Total carrying amount of assets held for sale	$ 1,616
Less: Carrying amount in excess of fair value (less selling costs)	(603)
Assets held for sale, net of impairment	1,013
Equipment [Member]
Schedule of Assets Held for Sale [Line Items]
Total carrying amount of assets held for sale	1,556
Office Equipment [Member]
Schedule of Assets Held for Sale [Line Items]
Total carrying amount of assets held for sale	29
Vehicles [Member]
Schedule of Assets Held for Sale [Line Items]
Total carrying amount of assets held for sale	$ 31

Fair Value (Details) - Schedule of Liabilities that are Measured at Fair Value - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Liabilities that are Measured at Fair Value [Line Items]
Convertible Notes	$ 10	$ 10	$ 10,911
Warrant liability	6	55	374
Convertible Notes and warrant Liability, at fair value	16	65	11,285
Fair Value, Inputs, Level 3 [Member]
Schedule of Liabilities that are Measured at Fair Value [Line Items]
Convertible Notes	10	10	10,911
Warrant liability	$ 6	$ 55	$ 374

Fair Value (Details) - Schedule of Liabilities that are Measured at Fair Value - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Liabilities that are Measured at Fair Value [Line Items]
Convertible Notes	$ 10	$ 10	$ 10,911
Warrant liability	6	55	374
Convertible Notes and warrant liability, at fair value	16	65	11,285
Level 3 [Member]
Schedule of Liabilities that are Measured at Fair Value [Line Items]
Convertible Notes	10	10	10,911
Warrant liability	$ 6	$ 55	$ 374

Convertible Notes and Warrant Liability (Details) - Schedule of Warrants Outstanding - shares	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Class of Warrant or Right [Line Items]
December 31, 2023	55,000
June 30, 2024	55,000
August 2023 [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	62,223
Issued
Exercised
June 30, 2024	62,223
GEM Warrants [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	2,270
Issued
Exercised
June 30, 2024	2,270
First Tranche [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	1,543
Issued
Exercised
June 30, 2024	1,543
Second Tranche [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	6,281
Issued
Exercised
June 30, 2024	6,281
Series B Warrants [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	33,605
Issued
Exercised
June 30, 2024	33,605
Purchase Agreement [Member] \| Warrants Outstanding [Member]
Class of Warrant or Right [Line Items]
December 31, 2023	3,587
Issued		36,114
Exercised		(36,114)
June 30, 2024	3,587

Recent Accounting Pronouncements and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2023

Recent Accounting Pronouncements and Summary of Significant Accounting Policies [Abstract]

Schedule of Estimated Useful Lives

Depreciation begins when the asset is placed in service and is computed using the straight-line method over the lesser of the remaining lease term or the following estimated useful lives:

Charging station equipment		5 years
Leasehold improvements		5 years
Tools and plant equipment		5 years
Office equipment		5 years
Vehicles		5 years
Software		3 years

Subsequent Events (Details) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions		1 Months Ended	2 Months Ended	12 Months Ended
	Feb. 08, 2024	Jan. 29, 2024	Feb. 23, 2024	Dec. 31, 2023
R S U Exchange Program [Member]
Subsequent Events [Line Items]
Cancellation and exchange of stock-based compensation (in Dollars)			$ 0.4
Lynx [Member]
Subsequent Events [Line Items]
Shares of common stock	1,000,000
A T M Offering [Member]
Subsequent Events [Line Items]
Issued and sold an additional shares				9,100,000
Net of commissions and offering costs (in Dollars)				$ 14.0
Common Class A [Member] \| A T M Offering [Member]
Subsequent Events [Line Items]
Issued and sold an additional shares				8,100,000
Net of commissions and offering costs (in Dollars)				$ 10.7
Common Class A [Member] \| Lynx [Member]
Subsequent Events [Line Items]
Registered shares		1,000,000
Common stock, par value (in Dollars per share)		$ 0.0001
Series A Convertible Preferred Stock [Member] \| Lynx [Member]
Subsequent Events [Line Items]
Shares sold		1,000,000
Preferred stock, par value (in Dollars per share)		$ 0.0001

Prepaid Expenses and Other Current Assets (Details) - Schedule of Prepaid Expenses and Other Current Assets - USD ($) $ in Thousands	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Schedule of Prepaid Expenses and Other Current Assets [Abstract]
Tax credit receivable	$ 351	$ 372
Prepaid insurance	309	302	765
Prepaid rent	43	98	3
Deferred offering costs		102
Other prepaid expenses	284	125	100
Total prepaid expenses and other current assets	$ 987	$ 999	$ 868

Convertible Notes and Warrant Liability

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Convertible Notes and Warrant Liability [Abstract]

Convertible Notes and Warrant Liability

14. Convertible Notes and Warrant Liability

Convertible Notes

On November 3, 2022, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors (collectively, the “Investors”), pursuant to which the Company agreed to issue to the Investors Senior Secured Original Issue 10% Discount Convertible Promissory Notes (“Convertible Notes” or “Notes”) and common stock warrants to purchase a number of shares of the Company’s Class A common stock equal to 30% of the face value of the Notes divided by the volume weighted average price (“VWAP”), in three tranches.

The Convertible Notes are convertible solely into Class A common stock of the Company at a conversion price of (a) $2,250 per share (“Fixed Conversion Price”) or (b) 92.5% of the average of the three lowest daily VWAP of the common stock during the ten-trading day period (“Variable Conversion Price”), whichever is lower. The Fixed Conversion Price includes a one-time reset at the six-month anniversary of the Original Issuance Date (the “Reset Date”) to the lower of the conversion price (with the Variable Conversion Price determined as if the conversion notice was delivered on the Reset Date) and 130% of the daily VWAP of the common stock for the trading day immediately prior to the Reset Date.

All Convertible Notes and related common stock warrants, by written agreement, provide for a beneficial ownership limitation cap of 4.99% shares of the total issued and outstanding common stock of the Company, at any given time. Upon an event of default, the Convertible Notes earn interest at a rate of 10% per annum.

First Tranche

On November 3, 2022, the Company issued the first tranche of the Convertible Notes in the aggregate principal amount of $10.0 million and common stock warrants to purchase up to an aggregate of 1,543 shares of Class A common stock (the “First Tranche”) to the Investors pursuant to the Purchase Agreement for net proceeds of $9.0 million. These Convertible Notes have a maturity date of 24 months from the issuance date. Subsequently, upon reaching the Reset Date, the exercise price of the remaining balance was changed to $96.05 per share. These Convertible Notes are secured by a first priority security interest in all of the assets of the Company.

On January 5, 2023, the Company entered into an amendment to the Purchase Agreement (the “Purchase Agreement Amendment”), pursuant to which the Company and each Investor agreed, among other things, to amend the terms and conditions of the second tranche of funding and terminate the third tranche of funding contemplated under the Purchase Agreement. In connection with the Purchase Agreement Amendment, the Company also issued a warrant to the Investors to purchase up to an aggregate of 3,587 shares of the Company’s Class A common stock (the “Purchase Agreement Amendment Tranche”).

Second Tranche

On January 27, 2023, the Investors exercised their rights to purchase the allowable amounts under the Purchase Agreement Amendment and the Company issued the second tranche of the Convertible Notes in the aggregate principal amount of $10.0 million and common stock warrants to purchase up to an aggregate of 6,281 shares of Class A common stock (the “Second Tranche”) to the Investors pursuant to the Purchase Agreement for net proceeds of $9.0 million. These Convertible Notes have a maturity date of 24 months from the issuance date. Subsequently, upon reaching the Reset Date, the exercise price of the remaining balance was changed to $112.32 per share.

The Company elected the fair value option to account for the Convertible Notes, as further discussed in Note 15 — Fair Value. As such, the Company recorded the Convertible Notes at fair value and subsequently remeasures them at fair value at each reporting date. Changes in fair value are recognized as a component of other income (expense), net in the unaudited condensed consolidated statements of operations. Activity related to the Company’s Convertible Notes during the six-month period ended June 30, 2024 were as follows (in thousands):

	Six Months Ended June 30, 2024
Balance at December 31, 2023	$	10
Convertible Notes issued during the period		—
Conversions		—
Payments		—
Change in fair value measurement		—
Convertible Notes liability at June 30, 2024	$	10

Warrant Liability

As discussed in previous sections of this proxy statement/prospectus, the Company has issued warrants in connection with various capital raises. The following tables summarizes the Company’s warrants outstanding as of June 30, 2024 and December 31, 2023:

	First Tranche	Purchase Agreement Amendment	Second Tranche	Series B	August 2023	GEM Warrants
December 31, 2023	1,543	3,587	6,281	33,605	62,223	2,270
Issued	—	—	—	—	—	—
Exercised	—	—	—	—	—	—
June 30, 2024	1,543	3,587	6,281	33,605	62,223	2,270

Common Stock Warrants	Issue Date	Reset Date	Exercise Price at Issuance			Reset Exercise Price
First Tranche	11/3/2022	5/3/2023	$	2,250		$	88.65
Purchase Agreement Amendment	1/5/2023	6/5/2023	$	2,250		$	87.38
Second Tranche	1/27/2023	7/30/2023	$	2,250		$	103.68
Series A	2/21/2023	No Reset	$	—			N/A
Series B	2/21/2023	No Reset	$	234	(1)		N/A
August 2023	8/11/2023	No Reset	$	45	(2)		N/A
GEM Warrants	10/2/2023	No Reset	$	26.54			N/A

____________

(1) Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.

(2) Excludes pre-funded warrants, as discussed below.

In connection with the issuance of the Convertible Notes, the Investors received a number of common stock warrants equal to 30% of the face value of the Convertible Notes divided by the VWAP prior to the applicable closing date. The common stock warrants entitle the holder to purchase one share of the Company’s Class A common stock at the exercise price of a) $2,250 per share (“Exercise Price”) or (b) 92.5% of the average of the three lowest daily VWAP of the common stock during the ten-trading day period (“Variable Exercise Price”), whichever is lower. The Exercise Price included a one-time reset at the six-month anniversary of the initial exercise date (the “Reset Date”) to the lower of the initial Exercise Price and 120% of the daily VWAP on the trading day prior to the Reset Date. The common stock warrants issued in First Tranche, Purchase Agreement Amendment Tranche, and Second Tranche have a five-year exercise period from their respective issuance date. Subsequently to their issuance, upon reaching the Reset Date, the Exercise Price of these warrants was changed to $88.65, $87.38, and $103.68 per share for the First Tranche, Purchase Agreement Amendment Tranche, and Second Tranche, respectively.

As discussed in Note 13 — Stock-based Compensation and Common Stock, in connection with the February 2023 Offering, the purchasing shareholders received Series A and Series B Warrants with each Class A common share issued. All Series A warrants were exercised following issuance for no consideration. The Series B Warrants were exercisable upon completion of the Reorganization Merger and will expire five years from the merger date.

As discussed in Note 13 — Stock-based Compensation and Common Stock, in connection with the August 2023 Offering, the purchasing shareholders received August 2023 Warrants with each Class A common share issued. The Company also issued pre-funded warrants (the “Pre-Funded Warrants”) which were immediately exercisable for one share of Class A common stock at an Exercise Price of $0.0001 and do not expire until exercised. The August 2023 Warrants were immediately exercisable and expire three years from the date of issuance. All of these Pre-Funded Warrants were exercised in 2023.

In connection with the August 2023 Offering, the Company amended existing Series B warrant agreements to authorize certain Investors to purchase 12,865 shares of the Company’s Class A common stock for no consideration. As of June 30, 2024, 8,065 of these Series B warrants were exercised. Series B warrants are accounted for as liabilities and the fair market value of the warrants is remeasured at the end of every reporting period. As such, the change in the valuation of the liabilities related to the Series B warrant agreements are reflected in the Company’s unaudited condensed consolidated balance sheets as of June 30, 2024.

The First Tranche, Purchase Agreement Amendment tranche, Second Tranche, Series A, Series B, and August 2023 Warrants (together, the “Common Stock Warrants”) contain a feature that precludes them from being considered indexed to the Company’s own stock and therefore are accounted for as liabilities in the Company’s unaudited condensed consolidated balance sheets. The Company records the Common Stock Warrants at fair value and subsequently

remeasures unexercised warrants to fair value at the reporting date, and further discussed in Note 15 — Fair Value. Activity related to the Company’s warrants during the six-month period ended June 30, 2024 were as follows (in thousands):

	June 30, 2024
Balance at December 31, 2023	$	55
Warrants issued during the period		—
Warrants exercised during the period		—
Change in fair value measurement		(49	)
Warrant liability at June 30, 2024	$	6

13. Convertible Debt and Warrant Liability

Convertible Notes

Conversion Price includes a one-time reset at the 6-month anniversary of the Original Issuance Date (the “Reset Date”) to the lower of the conversion price (with the Variable Conversion Price determined as if the conversion notice was delivered on the Reset Date) and 130% of the daily VWAP of the common stock for the trading day immediately prior to the Reset Date.

First Tranche

Second Tranche

The Company elected the fair value option to account for the Convertible Notes, as further discussed in Note 14 — Fair Value. As such, the Company recorded the Convertible Notes at fair value and subsequently remeasures them at fair value at each reporting date. Changes in fair value are recognized as a component of other income (expense), net in the consolidated statements of operations. Activity related to the Company’s Convertible Notes during the years ended December 31, 2023 and 2022 were as follows (in thousands):

	Years ended December 31,
	2023			2022
Balance at the beginning of the year	$	10,911		$	—
Convertible Debt issued during the period		7,330			7,034
Conversions		(17,623	)		—
Payments		(2,367	)		—
Change in fair value measurement		1,759			3,877
Convertible Notes Liability at the end of the year	$	10		$	10,911

On April 11, 2023, the Company received a notice from Nasdaq indicating that the Company was not in compliance with the $1.00 minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) for continued listing on The Nasdaq Global Market. The Company acknowledges that receipt of the notice from Nasdaq constituted an event of default under its Convertible Notes agreements. As a result, unless waived by the holders, the Convertible Notes

began accruing default interest at a rate of 10% per annum and the Company was obligated to pay to the holders up to $1.4 million, which amount represented 100% of the sum of (x) the outstanding principal of the Convertible Notes as of April 11, 2023 and (y) accrued and unpaid interest thereon. As such, a total of $0.08 million was accrued as interest payable on the Convertible Notes as of December 31, 2023.

Warrant Liability

As discussed in previous sections of this proxy statement/prospectus, the Company has issued warrants in connection with various capital raises. The following tables summarize the Company’s warrants outstanding as of December 31, 2023 and 2022:

Warrants Outstanding:

	First Tranche	Purchase Agreement Amendment	Second Tranche	Series A		Series B		August 2023		GEM Warrants
December 31, 2021	—	—	—	—		—		—		—
Issued	1,543	—	—	—		—		—		—
Exercised	—	—	—	—		—		—		—
December 31, 2022	1,543	—	—	—		—		—		—
Issued	—	3,587	6,281	36,114		41,670		222,223		2,270
Exercised	—	—	—	(36,114	)	(8,065	)	—		—
Modified(1)	—	—	—	—		—		(160,000	)	—
December 31, 2023	1,543	3,587	6,281	—		33,605		62,223		2,270

Common Stock Warrants	Issue Date	Reset Date	Exercise Price at Issuance			Reset Exercise Price
First Tranche	11/3/2022	5/3/2023	$	2,250		$	88.65
Purchase Agreement Amendment	1/5/2023	6/5/2023	$	2,250		$	87.38
Second Tranche	1/27/2023	7/30/2023	$	2,250		$	103.68
Series A	2/21/2023	No Reset	$	0			N/A
Series B	2/21/2023	No Reset	$	234	(1)		N/A
August 2023	8/11/2023	No Reset	$	45	(2)		N/A
GEM Warrants	10/2/2023	No Reset	$	26.54			N/A

(1) Excludes 4,800 of remaining warrants authorized to exercise for no consideration, as discussed below.

(2) Excludes pre-funded warrants, as discussed below.

The common stock warrants issued in First Tranche, Purchase Agreement Amendment Tranche, and Second Tranche have a five-year exercise period from their respective issuance date. Subsequently to their issuance, upon reaching the Reset date, the Exercise Price of these warrants was changed to $88.65, $87.38, and $103.68 per share for the First Tranche, Purchase Agreement Amendment Tranche, and Second Tranche, respectively.

As discussed in Note 12 — Stock-based Compensation and Common Stock, in connection with the February 2023 Offering, the purchasing shareholders received Series A and Series B Warrants with each Class A common share issued. All Series A warrants were exercised following issuance for no consideration. The Series B Warrants were exercisable upon completion of the Reorganization Merger and will expire five years from the merger date.

As discussed in Note 12 — Stock-based Compensation and Common Stock, in connection with the August 2023 Offering, the purchasing shareholders received August 2023 Warrants with each Class A common share issued. The Company also issued pre-funded warrants (the “Pre-Funded Warrants”) which were immediately exercisable for one share of Class A common stock at an Exercise Price of $0.0001 and were fully exercised as of December 31, 2023. The August 2023 Warrants were immediately exercisable and expire three years from the date of issuance. As of December 31, 2023, 160,000 of the August 2023 Warrants were amended and reclassified as equity warrants.

The majority of the First Tranche, Purchase Agreement Amendment tranche, Second Tranche, Series A, Series B, August 2023 Warrants, and GEM warrants (together, the “Liability Warrants”) contain a feature that precludes them from being considered indexed to the Company’s own stock and therefore are accounted for as liabilities in the Company’s consolidated balance sheets. The Company records the Liability Warrants at fair value and subsequently remeasures unexercised warrants to fair value at the reporting date, as further discussed in Note 14 — Fair Value. Activity related to the Company’s warrants during the years ended December 31, 2023 and 2022 were as follows (in thousands):

	Years Ended December 31,
	2023			2022
Balance at the beginning of the year	$	374		$	—
Liability Warrants issued during the period		13,446			1,966
Liability Warrants exercised during the period		(3,519	)		—
Liability Warrants modified to Equity Warrants		(222	)		—
Change in fair value measurement		(10,024	)		(1,592	)
Warrant Liability at the end of the year	$	55		$	374

Other Assets (Tables)

12 Months Ended

Dec. 31, 2023

Other Assets [Abstract]

Schedule of Other Assets

Other assets consist of the following (in thousands):

	As of December 31,
	2023		2022
Security deposits	$	772	$	101
Vendor deposits		—		21
Total prepaid expenses and other current assets	$	772	$	122

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands	Common Stock Class A Previously Reported	Common Stock Class A	Common Stock Class C	Common Stock Class B Previously Reported	Common Stock Class B	Series A Convertible Preferred Stock	Additional Paid-in Capital Previously Reported	Additional Paid-in Capital	Accumulated (Deficit) Previously Reported	Accumulated (Deficit)	Accumulated (Deficit)	Previously Reported	Total
Balance at Dec. 31, 2021								$ 151,737		$ (147,935)			$ 3,802
Balance (in Shares) at Dec. 31, 2021		45,698	34		171,503
Class A common stock issued for cash								15,302					15,302
Class A common stock issued for cash (in Shares)		16,504
Class B common stock issued
Class B common stock issued (in Shares)					36,000
Stock-based compensation								42,452					42,452
Stock-based compensation (in Shares)		1,133
Shares issued for services and rent guarantees								89					89
Shares issued for services and rent guarantees (in Shares)		1,010	34
Exchange of Class C to Class A common stock								572					572
Exchange of Class C to Class A common stock (in Shares)		500	(68)
Exercise of stock options								260					260
Exercise of stock options (in Shares)		248
Net loss										(71,525)			(71,525)
Balance at Dec. 31, 2022							$ 210,412	210,412	$ (219,460)		$ (219,460)	$ (9,048)	(9,048)
Balance (in Shares) at Dec. 31, 2022	65,093	65,092		207,503	207,503
Class A common stock issued for cash								4,921					4,921
Class A common stock issued for cash (in Shares)		55,314
Shares issued for services								106					106
Shares issued for services (in Shares)		973
Exercise of warrants								3,330					3,330
Exercise of warrants (in Shares)		36,114
Conversion of long term debt to equity								16,296					16,296
Conversion of long term debt to equity (in Shares)		96,486
Class B common stock issued
Class B common stock issued (in Shares)					18,000
Stock-based compensation								11,295					11,295
Stock-based compensation (in Shares)
Exercise of stock options								547					547
Exercise of stock options (in Shares)		520
Net loss											(26,904)		(26,904)
Balance at Jun. 30, 2023								246,907			(246,364)		543
Balance (in Shares) at Jun. 30, 2023		254,499			225,503
Balance at Dec. 31, 2022							$ 210,412	210,412	$ (219,460)		(219,460)	$ (9,048)	(9,048)
Balance (in Shares) at Dec. 31, 2022	65,093	65,092		207,503	207,503
Class A common stock issued for cash								8,784					8,784
Class A common stock issued for cash (in Shares)		730,425
Class A common stock issued for cash under ATM								3,277					3,277
Class A common stock issued for cash under ATM (in Shares)		981,283
Shares adjustment after reverse stock split
Shares adjustment after reverse stock split (in Shares)		10,002
Issuance of Series A Convertible Preferred Stock								3,000					3,000
Issuance of Series A Convertible Preferred Stock (in Shares)						1,000
Common stock issued under stock compensation plans
Common stock issued under stock compensation plans (in Shares)		136,494
Shares issued for services								106					106
Shares issued for services (in Shares)		973
Forfeitures of restricted stock and restricted stock surrendered in lieu of withholding taxes								(32)					(32)
Forfeitures of restricted stock and restricted stock surrendered in lieu of withholding taxes (in Shares)		(1,081)
Exercise of warrants								3,519					3,519
Exercise of warrants (in Shares)		53,513
Warrant modification from liability to equity								222					222
Warrant modification from liability to equity (in Shares)
Conversion of long term debt to equity								17,623					17,623
Conversion of long term debt to equity (in Shares)		359,399
Stock-based commitment fee
Stock-based commitment fee (in Shares)		226,667
Class B common stock issued
Class B common stock issued (in Shares)					36,000
Stock-based compensation								18,844					18,844
Stock-based compensation (in Shares)
Exercise of stock options								547					547
Exercise of stock options (in Shares)		520
Net loss										(40,178)			(40,178)
Balance at Dec. 31, 2023								266,302		(259,638)			6,664
Balance (in Shares) at Dec. 31, 2023		2,563,288			243,503	1,000
Balance at Mar. 31, 2023								239,557			(231,630)		7,927
Balance (in Shares) at Mar. 31, 2023		219,043			216,503
Shares issued for services								34					34
Shares issued for services (in Shares)		400
Conversion of long term debt to equity								1,815					1,815
Conversion of long term debt to equity (in Shares)		35,056
Class B common stock issued
Class B common stock issued (in Shares)					9,000
Stock-based compensation								5,501					5,501
Net loss											(14,734)		(14,734)
Balance at Jun. 30, 2023								246,907			$ (246,364)		543
Balance (in Shares) at Jun. 30, 2023		254,499			225,503
Balance at Dec. 31, 2023								266,302		(259,638)			6,664
Balance (in Shares) at Dec. 31, 2023		2,563,288			243,503	1,000
Balance at Mar. 31, 2024		$ 1						279,332		(266,179)			13,154
Balance (in Shares) at Mar. 31, 2024		11,930,986			252,503
Balance at Dec. 31, 2023								266,302		(259,638)			6,664
Balance (in Shares) at Dec. 31, 2023		2,563,288			243,503	1,000
Class A common stock issued for cash under ATM		$ 1						10,711					10,712
Class A common stock issued for cash under ATM (in Shares)		8,153,574
Common stock issued under stock compensation plans
Common stock issued under stock compensation plans (in Shares)		214,124
Class B common stock issued
Class B common stock issued (in Shares)					18,000
Conversion of Series A Convertible Preferred Stock (in Shares)		1,000,000				(1,000)
Conversion of Series A Convertible Preferred Stock
Stock-based compensation								3,357					3,357
Stock-based compensation (in Shares)
Net loss										(13,081)			(13,081)
Balance at Jun. 30, 2024		$ 1						280,370		(272,719)			7,652
Balance (in Shares) at Jun. 30, 2024		11,930,986			261,503
Balance at Mar. 31, 2024		$ 1						279,332		(266,179)			13,154
Balance (in Shares) at Mar. 31, 2024		11,930,986			252,503
Class B common stock issued
Class B common stock issued (in Shares)					9,000
Stock-based compensation								1,038					1,038
Stock-based compensation (in Shares)
Net loss										(6,540)			(6,540)
Balance at Jun. 30, 2024		$ 1						$ 280,370		$ (272,719)			$ 7,652
Balance (in Shares) at Jun. 30, 2024		11,930,986			261,503

Property and Equipment

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Property and Equipment [Abstract]

Property and Equipment

5. Property and Equipment

Property and equipment consist of the following (in thousands):

	June 30, 2024			December 31, 2023
Charging station equipment	$	1,206		$	649
Leasehold improvements		151			151
Tools and plant equipment		—			2,715
Office equipment		—			318
Software		1,059			860
Vehicles		—			70
Total property and equipment excluding construction in progress		2,416			4,763
Less: Impairment of property and equipment		(43	)		—
Less: Accumulated depreciation and amortization		(394	)		(898	)
Property and equipment excluding construction in progress, net		1,979			3,865
Charging station equipment and charging site construction in progress		99			—
Property and equipment, net	$	2,078		$	3,865

Depreciation and amortization expense was $0.25 million and $0.52 million for the three and six months ended June 30, 2024, respectively of which $0.23 million and $0.48 million, respectively, was recorded to general and administrative expense, and $0.02 million and $0.04 million, respectively, was expensed to cost of revenue. Depreciation and amortization expense was $0.16 million and $0.30 million for the three and six months ended June 30, 2023, respectively, all of which was recorded to general and administrative expense.

The Company recorded impairment charges for leasehold improvements classified as property and equipment of $0.04 million for the three and six months ended June 30, 2024. See Note 11 — Leases for additional information.

4. Property and Equipment

Property and equipment consist of the following (in thousands):

	As of December 31,
	2023			2022
Charging station equipment	$	649		$	—
Leasehold improvements		151			261
Tools and plant equipment		2,715			2,354
Office equipment		318			114
Software		860			—
Vehicles		70			70
Total property and equipment excluding construction in progress		4,763			2,799
Less: accumulated depreciation and amortization		(898	)		(358	)
Property and equipment excluding construction in progress, net		3,865			2,441
Charging station equipment construction in progress		—			—
Property and equipment, net	$	3,865		$	2,441

Depreciation expense for the years ended December 31, 2023 and 2022 was $0.6 million and $0.3 million, respectively, of which a nominal amount was capitalized to cost of revenue during the year ended December 31, 2023. No depreciation was capitalized to cost of revenue during the year ended December 31, 2022.

The Company capitalized internal use software costs of approximately $0.9 million during the year ended December 31, 2023, which is included in software in the table above and is primarily related to payroll and payroll-related costs for employees who are directly devoted time to the development of software products for internal use. No internal use software costs were capitalized during the year ended December 31, 2022.

Commitments and Contingencies

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Commitments and Contingencies [Abstract]

Commitments and Contingencies

12. Commitments and Contingencies

Registration Rights

The holders of the Convertible Notes (as defined below) have registration rights that require the Company to register the sale of their debt securities held by them pursuant to a registration rights agreement, as amended, that was signed in conjunction with the Convertible Notes.

Contract Losses

In December 2021, the Company entered into an agreement (the “Agreement”) with QAD, Inc. (“QAD”), a cloud-based enterprise resource software provider. Under the Agreement, QAD would facilitate implementation services and access to the cloud-based software platform for a non-cancellable, 5-year term. Subsequent to executing the Agreement, the Company determined that the software did not fit the Company’s needs and the Company and QAD (collectively, the “Parties”) were unable to successfully implement the software platform. The Parties attempted to mutually terminate the Agreement but were unsuccessful, and in May 2023, the dispute moved to arbitration to determine whether the Company owed QAD a payment for cancellation of the contract. On October 27, 2023, the Parties agreed to a settlement whereby the Company has agreed to pay a termination fee of $0.70 million to QAD over a 21-month period, upon which the Company will be released from the contract. The Company accrued the portion of the fee due within the next twelve months of $0.4 million in accounts payable and accrued liabilities, and the remaining $0.03 million within other long-term liabilities in the Company’s unaudited condensed consolidated balance sheets as of June 30, 2024.

The Company is not currently subject to any other material legal proceedings, nor, to the Company’s knowledge, are any material legal proceedings threatened against the Company. From time to time, the Company may be a party to certain legal or regulatory proceedings in the ordinary course of business. While the outcome of any such future legal or regulatory proceedings cannot be predicted with certainty, management does not expect that any such future proceedings will have a material effect on the Company’s financial condition or results of operations.

11. Commitments and Contingencies

Registration Rights

The holders of the convertible notes that were issued will have registration rights to require the Company to register the sale of their debt securities held by them pursuant to a registration rights agreement to be signed in conjunction with the convertible notes.

Concurrently with the closing of the share exchange with Lynx, the Company also entered into a registration rights agreement (the “Registration Rights Agreement”) with Lynx, pursuant to which the Company agreed to file a registration statement (a “Registration Statement”) with the SEC registering the resale of the Class A Common Stock issuable upon conversion of the Series A Preferred Stock within forty-five (45) days after the closing of the share exchange, and to cause any such Registration Statement to become effective as promptly as practicable after filing.

Contract Losses

In December 2021, the Company entered into an agreement (“Agreement”) with QAD, Inc. (“QAD”), a cloud-based enterprise resource software provider. Under the Agreement, QAD would facilitate implementation services and access to the cloud-based software platform for a non-cancellable, 5-year term. Subsequent to executing the Agreement, the Company determined that the software did not fit the Company’s needs and the Company and QAD (collectively, the “Parties”) were unable to successfully implement the software platform. The Parties attempted to mutually terminate the Agreement but were unsuccessful, and in May 2023, the dispute moved to arbitration to determine whether the Company owed QAD a payment for cancellation of the contract. In October 2023, the Parties agreed to a settlement whereby the Company agreed to pay a termination fee of $0.7 million to QAD over a 21-month period, upon which the Company will be released from the contract. As of December 31, 2023, the Company’s remaining portion accrued for the fee due within the next twelve months is $0.4 million and is included in accounts payable and accrued liabilities, and the remaining portion is included in other long-term liabilities in the Company’s consolidated balance sheets.

Prepaid Expenses and Other Current Assets

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Prepaid Expenses and Other Current Assets [Abstarct]

Prepaid Expenses and Other Current Assets

6. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):

	June 30, 2024		December 31, 2023
Tax credit receivable	$	351	$	372
Prepaid insurance		309		302
Prepaid rent		43		98
Deferred offering costs		—		102
Other prepaid expenses		284		125
Total prepaid expenses and other current assets	$	987	$	999

5. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):

	As of December 31,
	2023		2022
Tax credit receivable	$	372	$	—
Prepaid insurance		302		765
Prepaid rent		98		3
Deferred offering costs		102		—
Other prepaid expenses		125		100
Total prepaid expenses and other current assets	$	999	$	868

Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants - Common Stock Warrants [Member]	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Risk-free interest rate [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Risk-free interest rate [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.46	3.91
Risk-free interest rate [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Risk-free interest rate [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84	4.46
Risk-free interest rate [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Time to expiration (in years) [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.51	4.01
Time to expiration (in years) [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.64	4.14
Time to expiration (in years) [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	2.11	2.61
Time to expiration (in years) [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.34	3.84	1.84
Time to expiration (in years) [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	1.16	1.66
Expected volatility [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Expected volatility [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	125
Expected volatility [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	85
Expected volatility [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90	85
Expected volatility [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Dividend yield [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Stock price [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3	3.25
Stock price [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Exercise price [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	103.68	103.68
Exercise price [Member] \| Series B Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	234	234
Exercise price [Member] \| August 2023 [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	45	45
Exercise price [Member] \| First Tranche [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	88.65	88.65	15
Exercise price [Member] \| GEM Warrants [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	26.54	26.54
Purchase Agreement Amendment [Member] \| Risk-free interest rate [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Purchase Agreement Amendment [Member] \| Time to expiration (in years) [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.51	4.01
Purchase Agreement Amendment [Member] \| Expected volatility [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Purchase Agreement Amendment [Member] \| Dividend yield [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Purchase Agreement Amendment [Member] \| Stock price [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Purchase Agreement Amendment [Member] \| Exercise price [Member]
Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	87.38	87.38

Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants - Common Stock Warrants [Member]	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Risk-free interest rate [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Risk-free interest rate [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.46	3.91
Risk-free interest rate [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Risk-free interest rate [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84	4.46
Risk-free interest rate [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Time to expiration (in years) [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.51	4.01
Time to expiration (in years) [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.64	4.14
Time to expiration (in years) [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	2.11	2.61
Time to expiration (in years) [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.34	3.84	1.84
Time to expiration (in years) [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	1.16	1.66
Expected volatility [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Expected volatility [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	125
Expected volatility [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	85
Expected volatility [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90	85
Expected volatility [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Dividend yield [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Dividend yield [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Stock price [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Stock price [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3	3.25
Stock price [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Exercise price [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	103.68	103.68
Exercise price [Member] \| Series B Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	234	234
Exercise price [Member] \| August 2023 [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	45	45
Exercise price [Member] \| First Tranche [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	88.65	88.65	15
Exercise price [Member] \| GEM Warrants [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	26.54	26.54
Purchase Agreement Amendment [Member] \| Risk-free interest rate [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	4.33	3.84
Purchase Agreement Amendment [Member] \| Time to expiration (in years) [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	3.51	4.01
Purchase Agreement Amendment [Member] \| Expected volatility [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	85	90
Purchase Agreement Amendment [Member] \| Dividend yield [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants
Purchase Agreement Amendment [Member] \| Stock price [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	0.37	2.3
Purchase Agreement Amendment [Member] \| Exercise price [Member]
Fair Value (Details) - Schedule of Fair Value Measurements for Common Stock Warrants [Line Items]
Fair value measurements for Common Stock Warrants	87.38	87.38