0001213900-24-038735 | S-1/A | XBRL Viewer

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Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Common stock, par value (in Dollars per share)		$ 0.00001	$ 0.00001
Common stock, shares authorized		57,400,000	57,400,000
Common stock, shares issued		16,692,175	11,868,397
Common stock, shares outstanding	23,544,492	16,692,175	11,868,397
Redeemable Convertible Preferred Stock
Convertible Preferred Stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001	$ 0.00001
Convertible Preferred Stock, shares authorized	0	600,000	600,000
Convertible Preferred Stock, shares issued	0	588,235	588,235
Convertible Preferred Stock, shares outstanding	0	588,235	588,235
Series A Convertible Preferred Stock
Convertible Preferred Stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001	$ 0.00001
Convertible Preferred Stock, shares authorized	0	2,000,000	2,000,000
Convertible Preferred Stock, shares issued	0	1,666,666	1,666,666
Convertible Preferred Stock, shares outstanding	0	1,666,666	1,666,666
Convertible Preferred Stock, liquidation preference (in Dollars)	$ 2,300	$ 2,300	$ 2,300
Legacy Mobix Common Stock
Common stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	0	57,400,000
Common stock, shares issued	0	16,692,175
Common stock, shares outstanding	0	16,692,175
Class A Common Stock
Common stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	285,000,000	285,000,000
Common stock, shares issued	23,544,492	0
Common stock, shares outstanding	23,544,492	0
Class B Common Stock
Common stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	5,000,000	5,000,000
Common stock, shares issued	2,254,901	0
Common stock, shares outstanding	2,254,901	0

Accrued Expenses and Other Current Liabilities

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Accrued Expenses and Other Current Liabilities [Abstract]

Accrued Expenses and Other Current Liabilities

Note 10 — Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	December 31, 2023		September 30, 2023
Accrued compensation and benefits	$	2,778	$	2,841
Liability for issuance of warrants		633		—
Accrued professional fees		1,008		273
Accrued interest		333		304
Deferred revenue		91		138
Unpaid Merger-related transaction costs		2,238		—
Other		1,464		963
Total accrued expenses and other current liabilities	$	8,545	$	4,519

Note 7 — Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	September 30,
	2023		2022
Accrued compensation and benefits	$	2,841	$	613
Deferred rent		—		634
Accrued professional fees		273		494
Accrued interest		304		59
Deferred revenue		138		35
Other		963		918
Total accrued expenses and other current liabilities	$	4,519	$	2,753

Net Loss Per Share (Details) - Schedule of Dilutive Securities Not Included in Net Loss Per Common Share - shares	12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities	9,070,467	19,322,676
Restricted Stock Units (RSUs) [Member]
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities	209,494	10,984,241
Share-Based Payment Arrangement, Option [Member]
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities	5,905,684	5,754,052
Convertible Preferred Stock [Member]
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities	2,254,901	2,254,901
Warrant [Member]
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities	700,388	200,000
Convertible Debt Securities [Member]
Schedule of Dilutive Securities Not Included in Net Loss Per Common Share [Line Items]
Antidilutive Securities		129,482

Net Income (Loss) Per Share (Details) - Schedule of Computation of the Diluted Net Income (Loss) Per Share - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Class A [Member]
Numerator:
Allocation of net income (loss)	$ 834
Denominator:
Weighted-average shares outstanding (in Shares)	18,617,656
Basic net income (loss) per share (in Dollars per share)	$ 0.04
Numerator:
Allocation of net income (loss)	$ 834
Reallocation of net income as a result of conversion of Class B to Class A Common Stock	101
Reallocation of net income
Allocation of net income (loss)	$ 935
Denominator:
Number of shares used in basic earnings per share calculation (in Shares)	18,617,656
Conversion of Class B to Class A Common Stock	$ 2,254,901
Dilutive effect of stock options, warrants and RSUs	$ 2,443,514
Number of shares used in per share computation (in Shares)	23,316,071
Diluted net income (loss) per share (in Dollars per share)	$ 0.04
Class B [Member]
Numerator:
Allocation of net income (loss)	$ 101
Denominator:
Weighted-average shares outstanding (in Shares)	2,254,901
Basic net income (loss) per share (in Dollars per share)	$ 0.04
Numerator:
Allocation of net income (loss)	$ 101
Reallocation of net income as a result of conversion of Class B to Class A Common Stock
Reallocation of net income	(11)
Allocation of net income (loss)	$ 90
Denominator:
Number of shares used in basic earnings per share calculation (in Shares)	2,254,901
Conversion of Class B to Class A Common Stock
Dilutive effect of stock options, warrants and RSUs
Number of shares used in per share computation (in Shares)	2,254,901
Diluted net income (loss) per share (in Dollars per share)	$ 0.04
Common Stock [Member]
Numerator:
Allocation of net income (loss)		$ (9,390)
Denominator:
Weighted-average shares outstanding (in Shares)		12,379,480
Basic net income (loss) per share (in Dollars per share)		$ (0.76)
Numerator:
Allocation of net income (loss)		$ (9,390)
Reallocation of net income as a result of conversion of Class B to Class A Common Stock
Reallocation of net income
Allocation of net income (loss)		$ (9,390)
Denominator:
Number of shares used in basic earnings per share calculation (in Shares)		12,379,480
Conversion of Class B to Class A Common Stock
Dilutive effect of stock options, warrants and RSUs
Number of shares used in per share computation (in Shares)		12,379,480
Diluted net income (loss) per share (in Dollars per share)		$ (0.76)

Commitments and Contingencies

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 14 — Commitments and Contingencies

Noncancelable Purchase Commitments

The Company has unconditional purchase commitments for services which extend to various dates through September 2024. Future minimum payments under these unconditional purchase commitments as of December 31, 2023 totaled $984.

Loss Contingency

In fiscal year 2021, the Company recognized a liability for a contingent loss related to a business acquisition. The Company estimated the amount of the liability at $8,434, which was accrued in the condensed consolidated balance sheet as of September 30, 2022. In January 2023, the Company issued 1,233,108 shares of its common stock in settlement of this liability.

Litigation

From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. The Company does not believe it is currently a party to any material legal proceedings, nor is the Company aware of any other pending or threatened litigation that the Company believes would have a material adverse effect on the Company’s business, operating results, cash flows or financial condition should such litigation be resolved unfavorably.

Indemnifications

In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with customers, suppliers and vendors. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with its service, breach of representations or covenants, intellectual property infringement or other claims made against such parties. These provisions may limit the time within which an indemnification claim can be made. The Company has not in the past incurred significant expense defending against third party claims, nor has it incurred significant expense under its standard service warranties or arrangements with its customers, suppliers and vendors. Accordingly, the Company has not recognized any liabilities for these indemnification provisions as of December 31, 2023 or September 30, 2023.

Note 12 — Commitments and Contingencies

Noncancelable Purchase Commitments

The Company has unconditional purchase commitments for services which extend to various dates through September 30, 2024. Future minimum payments under these unconditional purchase commitments as of September 30, 2023 totaled $1,353.

Loss Contingency

In fiscal year 2021, the Company recognized a liability for a contingent loss related to a business acquisition. The Company estimated the amount of the liability at $8,434, which is included in “Loss contingency” in the balance sheet as of September 30, 2022. In January 2023, the Company issued 1,233,108 shares of its common stock in settlement of this liability.

Litigation

Indemnifications

Fair Value Measurements (Details)	Dec. 31, 2023	Sep. 30, 2023
Promissory Notes-Related parties [Member]
Fair Value Measurements (Details) [Line Items]
Notes payable		7.00%
Promissory Notes [Member]
Fair Value Measurements (Details) [Line Items]
Percentage of promissory notes	7.00%

Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Accrued Expenses and Other Current Liabilities [Abstract]
Accrued compensation and benefits	$ 2,778	$ 2,841	$ 613
Deferred rent			634
Accrued professional fees	1,008	273	494
Accrued interest		304	59
Deferred revenue	91	138	35
Other	1,464	963	918
Total accrued expenses and other current liabilities	$ 8,545	$ 4,519	$ 2,753

Debt (Details) - 1 - USD ($)	1 Months Ended					3 Months Ended		12 Months Ended
Debt (Details) - 1 - USD ($)	Jun. 30, 2023	May 31, 2023	May 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Debt [Line Items]
Principal amount						$ 150,000
Warrant to purchase (in Shares)			500,000	400,000	200,000			605,000
Exercise price per share (in Dollars per share)			$ 0.01	$ 3	$ 3	$ 0.01	$ 3	$ 0.01	$ 3
Warrants contractual terms					1 year				1 year
Proceeds allocated to warrants	$ 3,000					$ 79		$ 6,000
Expected volatility rate						55.60%
Expected dividend yield						0.00%
Risk-free interest rate						5.30%
Fair value of additional warrants		$ 3,415,000		$ 1,598,000		$ 60,000
Remaining principal balance						1,503,000		1,286,000
Notes payable carrying amount						1,503,000		1,286,000
Net of unamortized discount						56,000		45,000
Principal payments						18,000		825,000
Cash proceeds								$ 730,000	$ 1,006,000
Repaid principal amount						$ 100,000
Common Stock [Member]
Debt [Line Items]
Warrant to purchase (in Shares)						78,000
Minimum [Member]
Debt [Line Items]
Exercise price per share (in Dollars per share)								$ 0.01
Expected dividend yield						0.00%	0.00%	0.00%	0.00%
Contractual term						4 years 6 months	5 years	4 years 7 months 6 days	4 years 1 month 6 days
Expected volatility						54.80%	52.40%	52.40%	50.50%
Maximum [Member]
Debt [Line Items]
Exercise price per share (in Dollars per share)								$ 6.84
Expected dividend yield						0.00%	0.00%	0.00%	0.00%
Contractual term						5 years 3 months 18 days	5 years 9 months 18 days	5 years 9 months 18 days	6 years 1 month 6 days
Expected volatility						55.60%	53.60%	54.40%	50.90%
Notes Payable, Other Payables [Member]
Debt [Line Items]
Notes payable carrying amount						$ 1,503,000
Promissory Notes [Member]
Debt [Line Items]
Remaining principal balance						$ 1,559,000
Notes Payable, Other Payables [Member]
Debt [Line Items]
Aggregate principal amount								$ 531,000
Warrant [Member]
Debt [Line Items]
Warrant to purchase (in Shares)						47,020
Exercise price per share (in Dollars per share)						$ 0.01
Warrant [Member] \| Additional Consideration [Member]
Debt [Line Items]
Warrant to purchase (in Shares)						28,000
Warrant [Member] \| Notes Payable, Other Payables [Member]
Debt [Line Items]
Warrant to purchase (in Shares)						25,000
Notes Payable [Member] \| Minimum [Member]
Debt [Line Items]
Bear interest								6.00%
Notes Payable [Member] \| Maximum [Member]
Debt [Line Items]
Bear interest								8.00%
7% Promissory notes [Member]
Debt [Line Items]
Bear interest						7.00%		7.00%
Promissory Notes-Related parties [Member]
Debt [Line Items]
Bear interest								7.00%
Promissory notes percentage						7.00%
Promissory Notes [Member]
Debt [Line Items]
Principal balance outstanding						$ 3,349,000
Director [Member]
Debt [Line Items]
Principal amount						4,000
Notes Payable, Other Payables [Member]
Debt [Line Items]
Principal amount						$ 250,000		$ 2,156,000
Warrant to purchase (in Shares)								239,464
Proceeds allocated to warrants								$ 790,000
Expected volatility rate								52.70%
Expected volatility rate maximum								54.10%
Expected dividend yield								0.00%
Remaining principal balance								$ 1,331,000
Notes payable carrying amount								$ 1,286,000
Warrants contractual terms						twelve
Notes Payable, Other Payables [Member] \| Minimum [Member]
Debt [Line Items]
Exercise price per share (in Dollars per share)								$ 0.01
Warrants contractual terms								1 month
Risk-free interest rate								3.60%
Contractual term								1 year
Percentage of interest at rates						6.00%
Notes Payable, Other Payables [Member] \| Maximum [Member]
Debt [Line Items]
Exercise price per share (in Dollars per share)								$ 3
Warrants contractual terms								12 months
Risk-free interest rate								5.50%
Contractual term						12 years		12 years
Percentage of interest at rates						76.00%
Notes Payable, Other Payables [Member] \| Additional Consideration on $825 [Member]
Debt [Line Items]
Expected volatility rate								52.70%
Expected volatility rate maximum								54.10%
Expected dividend yield								0.00%
Risk-free interest rate								3.60%
Risk-free interest rate								5.40%
Aggregate principal amount								$ 825,000
Fair value of additional warrants								$ 2,238,000
Notes Payable, Other Payables [Member] \| Additional Consideration on $531 [Member]
Debt [Line Items]
Warrant to purchase (in Shares)								78,000
Exercise price per share (in Dollars per share)								$ 0.01
Debt additional consideration, describtion								Another of the notes, having an aggregate principal amount of $531, also provides that in the event the Company fails to pay the principal amount by its October 5, 2023 maturity date, the Company must issue the purchaser as additional consideration a warrant to purchase 28,000 shares of its common stock for the first calendar month, and warrants to purchase an additional 25,000 shares for each successive calendar month, during which the note remains
Notes Payable, Other Payables [Member] \| Warrant [Member] \| Additional Consideration on $825 [Member]
Debt [Line Items]
Warrant to purchase (in Shares)								385,000
Promissory Notes-Related parties [Member]
Debt [Line Items]
Principal amount						$ 3,349,000
Repaid principal amount						$ 100,000
7% Promissory notes [Member]
Debt [Line Items]
Principal amount								$ 3,349,000
Principal payments								0	$ 332,000
notes payable carrying amount								3,349,000
Promissory Notes-Related parties [Member]
Debt [Line Items]
Principal amount								$ 100,000
Warrant to purchase (in Shares)								2,924
Exercise price per share (in Dollars per share)								$ 6.84
Expected dividend yield								0.00%
Risk-free interest rate								5.40%
Contractual term								12 months
notes payable carrying amount								$ 444,000
Expected volatility								54.10%
Promissory Notes-Related parties [Member] \| Working Capital Note [Member]
Debt [Line Items]
Principal amount					1,056,000				1,056,000
Net of unamortized discount					$ 50,000				50,000
Principal payments								$ 0	712,000
notes payable carrying amount								344,000
Cash proceeds									$ 1,006,000
Promissory Notes-Related parties [Member] \| Working Capital Note [Member] \| Minimum [Member]
Debt [Line Items]
Bear interest					2.00%				2.00%
Promissory Notes-Related parties [Member] \| Working Capital Note [Member] \| Maximum [Member]
Debt [Line Items]
Bear interest					18.00%				18.00%
Promissory Notes-Related parties [Member] \| Employee [Member]
Debt [Line Items]
Principal amount								106,000
Promissory Notes-Related parties [Member] \| Director [Member]
Debt [Line Items]
Principal amount								$ 100,000

Equity Incentive Plans (Details) - Schedule of Stock Option Activity - Stock option activity [Member] - $ / shares	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Options, Outstanding, Beginning balance	5,905,684	5,754,052
Weighted-Average Exercise Price per Share, Outstanding, Beginning balance	$ 4.28	$ 4.16
Number of Options, Outstanding - Ending	5,408,901	5,905,684
Weighted-Average Exercise Price per Share, Outstanding - Ending	$ 4.14	$ 4.28
Weighted-Average Remaining Contractual Term (Years), Outstanding - Ending	7 years 4 months 24 days	7 years 6 months
Number of Options, Exercisable - Ending	4,055,326	4,226,353
Weighted-Average Exercise Price per Share, Exercisable - Ending	$ 3.29	$ 3.39
Weighted-Average Remaining Contractual Term (Years), Exercisable - Ending	7 years	7 years 1 month 6 days
Number of Options, Granted	32,200	780,506
Weighted-Average Exercise Price per Share, Granted	$ 6.84	$ 6.84
Number of Options, Exercised	(390,440)
Weighted-Average Exercise Price per Share, Exercised	$ 5.8
Number of Options, Expired	(138,543)
Weighted-Average Exercise Price per Share, Expired	$ 5.99

Leases (Details)	3 Months Ended		12 Months Ended
Leases (Details)	Dec. 31, 2023 USD ($) m²	Dec. 31, 2022 USD ($)	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Aug. 31, 2027	Oct. 01, 2022 USD ($)	Sep. 30, 2008 USD ($)
Leases (Details) [Line Items]
Remaining terms			3 years 10 months 24 days
Lease covering (in Shares) \| shares			19,436
Lease security deposit	$ 400		$ 400,000
ROU assets	990,000		1,030,000			$ 1,169,000
Operating Lease, Liability			1,598,000	2,653,000		$ 1,862,000	$ 1,521,000
Deferred Rent Credit				693,000
Operating lease liabilities	$ 136	$ 132	$ 530,000
Weighted average discount rate	15.60%		15.60%
Lease cost	$ 102,000	$ 181,000	$ 662,000	$ 565,000
Lease covering (in Square Meters) \| m²	19,436
Remaining lease term	3 years 7 months 6 days
Forecast [Member]
Leases (Details) [Line Items]
Remaining terms					3 years 10 months 24 days
Forecast [Member] \| Lease Agreements [Member]
Leases (Details) [Line Items]
Remaining terms					3 years 8 months 12 days

Acquisition of EMI Solutions

3 Months Ended

Dec. 31, 2023

Acquisition of EMI Solutions [Abstract]

Acquisition of EMI Solutions

Note 5 — Acquisition of EMI

On December 18, 2023, the Company completed the acquisition of EMI when the Company acquired all of the issued and outstanding common shares of EMI, which is accounted for as a business combination. EMI is a manufacturer of electromagnetic interference filtering products for military and aerospace applications. The Company believes the acquisition of EMI will complement its existing product offerings, expand its customer base and allow it to deliver solutions that address a wider variety of applications and markets.

Consideration for the acquisition consisted of 964,912 shares of the Company’s common stock with an estimated fair value of $8,856 and $2,200 in cash. Of the cash portion of the consideration, $155 was paid at the time of the consummation of the acquisition and $1,000 is payable within thirty days following the Closing of the Merger, with the remainder payable in equal quarterly installments of $174 beginning March 31 2024.

The EMI merger agreement provided that, in the event that Legacy Mobix did not complete an initial public offering (including the Merger) within twenty-four months following the completion of the acquisition of EMI, the sellers could require the Company to pay all unpaid cash consideration and provided the sellers a “put right” wherein the sellers could require that the Company repurchase the 964,912 shares of common stock for a cash amount equal to $6.84 per share. The Company evaluated the terms of the related agreement and concluded that the shares of common stock issued as consideration were contingently redeemable common stock, and required recognition as temporary equity, because the events that determine whether the Company will be required to repurchase

the 964,912 shares of its common stock for cash are not within the Company’s control. At the time of completion of the acquisition, the Company estimated the fair value of the contingently redeemable common stock at $8,856, based upon the fair value of the Legacy Mobix common stock, adjusted to include the fair value of the put right. The Company estimated the fair value of the put right using the Black-Scholes option pricing model with the following assumptions: expected volatility of 55.0%; no expected dividend yield; risk-free interest rate of 4.5%; and a contractual term of two years. The Company included this amount as part of the value of the purchase consideration. After the closing of the Merger with Chavant on December 21, 2023, the common stock was no longer contingently redeemable, and the Company reclassified the value of the contingently redeemable common stock to permanent equity at its carrying value of $8,856, with no gain or loss recognized.

The following table summarizes the amount of the aggregate purchase consideration and the preliminary allocation to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values, of which the valuation of intangible assets is subject to finalization:

Purchase consideration:
Contingently redeemable common stock issued to seller	$	8,856
Cash consideration (at present value)		2,041
	$	10,897
Allocation:
Cash	$	45
Accounts receivable		387
Inventory		155
Other current assets		7
Property and equipment		107
Other assets		30
Intangible asset – customer relationships		6,100
Intangible asset – backlog		300
Intangible asset – trade name		100
Goodwill		5,542
Accounts payable		(227	)
Accrued expenses		(263	)
Deferred tax liability		(1,386	)
	$	10,897

The Company estimated the useful life of customer relationships is fifteen years, the useful life of the trade name is two years and the useful life of the backlog is one year. The goodwill is primarily attributed to expected synergies for the combined operations and is not deductible for income tax purposes.

The operating results of EMI are included in the Company’s condensed consolidated financial statements for periods subsequent to the acquisition date. The amounts of revenues and net income (loss) of EMI included in the Company’s condensed consolidated statement of operations and comprehensive income (loss) for the three months ended December 31, 2023 were not material. The following table shows unaudited pro forma revenues and net income (loss) of the Company, as if the acquisition of EMI had been completed as of October 1, 2022. The unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of future operations or results had the acquisition occurred on October 1, 2022.

	Three months ended December 31,
	2023		2022
Revenues	$	1,052	$	1,233
Net income (loss)		944		(9,732	)

Debt (Details) - 2 - USD ($) $ in Thousands	3 Months Ended
Debt (Details) - 2 - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Debt [Line Items]
Repaid principal amount	$ 100
Related Party [Member]
Debt [Line Items]
Repaid principal amount	344
Promissory Notes-Related parties [Member]
Debt [Line Items]
Repaid principal amount	$ 100
Promissory Notes-Related parties [Member]
Debt [Line Items]
notes payable carrying amount		$ 444

- 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 835
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482900/835-30-50-1

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(f))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69C
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 69E
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E

Reference 8: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
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+ Details

Accrued Expenses and Other Current Liabilities (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Accrued Expenses and Other Current Liabilities [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	December 31, 2023		September 30, 2023
Accrued compensation and benefits	$	2,778	$	2,841
Liability for issuance of warrants		633		—
Accrued professional fees		1,008		273
Accrued interest		333		304
Deferred revenue		91		138
Unpaid Merger-related transaction costs		2,238		—
Other		1,464		963
Total accrued expenses and other current liabilities	$	8,545	$	4,519

Accrued expenses and other current liabilities consist of the following:

	September 30,
	2023		2022
Accrued compensation and benefits	$	2,841	$	613
Deferred rent		—		634
Accrued professional fees		273		494
Accrued interest		304		59
Deferred revenue		138		35
Other		963		918
Total accrued expenses and other current liabilities	$	4,519	$	2,753

Fair Value Measurements (Details) - Schedule of Assumptions Used in Estimating the Fair Value - $ / shares	3 Months Ended
	Dec. 31, 2023	Dec. 21, 2023
Earnout Liability [Member]
Schedule of Assumptions Used in Estimating the Fair Value [Line Items]
Stock price (in Dollars per share)	$ 4.02	$ 10.66
Expected volatility	50.00%	50.00%
Risk-free rate	3.90%	3.90%
Contractual term	8 years	8 years
PIPE Make-Whole Liability [Member]
Schedule of Assumptions Used in Estimating the Fair Value [Line Items]
Stock price (in Dollars per share)	$ 6.18	$ 10.17
Expected volatility	49.00%	49.00%
Risk-free rate	5.40%	5.40%
Contractual term	4 years	4 years

Intangible Assets, Net (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Intangible Assets, Net [Abstract]

Schedule of Intangible Assets

Intangible assets, net consist of the following:

	Estimated Useful Life (years)	December 31, 2023							September 30, 2023
	Estimated Useful Life (years)	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Developed technology	7 – 10	$	7,289	$	(2,441	)	$	4,848	$	7,289	$	(2,238	)	$	5,051
Customer relationships	10 – 15		6,400		(85	)		6,315		300		(64	)		236
Trade names	2		100		(2	)		98		—		—			—
Backlog	1		300		(11	)		289		—		—			—
		$	14,089	$	(2,539	)	$	11,550	$	7,589	$	(2,302	)	$	5,287

Intangible assets, net consist of the following:

	Estimated Useful Life (years)	September 30, 2023							September 30, 2022
	Estimated Useful Life (years)	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization		Net
Developed technology	7 – 10	$	7,289	$	(2,238	)	$	5,051	$	7,289	(1,428	)	$	5,861
Customer relationships	10		300		(64	)		236		300	(33	)		267

Schedule of Estimated Future Amortization Expense for Intangible Assets

Estimated future amortization expense for intangible assets by fiscal year as of December 31, 2023 is as follows:

Years ending September 30,
2024 (remaining nine months)	$	1,198
2025		1,361
2026		1,257
2027		1,247
2028		1,213
Thereafter		5,274
Total	$	11,550

Estimated future amortization expense for intangible assets by fiscal year as of September 30, 2023 is as follows:

Years ending September 30,
2024	$	840
2025		840
2026		840
2027		840
2028		806
Thereafter		1,121
Total	$	5,287

Equity (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Equity [Abstract]

Schedule of Common Stock Available for Issuance

As of December 31, 2023, the number of shares of Class A Common Stock available for issuance under the Company’s amended and restated articles of incorporation were as follows:

Authorized number of shares of Class A Common Stock		285,000,000
Class A Common Stock outstanding		23,544,492
Reserve for conversion of Class B Common Stock		2,254,901
Reserve for exercise of the Public Warrants and Private Warrants		9,000,000
Reserve for exercise of other common stock warrants outstanding or issuable		3,295,020
Shares issuable under PIPE make-whole provision		1,052,030
Reserve for earnout shares		3,500,000
Stock options and RSUs outstanding		9,513,647
Awards available for grant under 2023 Equity Incentive Plan		2,290,183
Awards available for grant under 2023 Employee Stock Purchase Plan		858,935
Common stock available for issuance		229,690,792

As of September 30, 2023, the number of shares of common stock available for issuance under the Company’s amended and restated articles of incorporation were as follows:

Authorized number of shares of common stock		57,400,000
Common stock outstanding		16,692,175
Reserve for conversion of Founders Redeemable Convertible Preferred Stock		600,000
Reserve for conversion of Series A Redeemable Convertible Preferred Stock		2,000,000
Reserve for exercise of common stock warrants		700,388
Stock options and RSUs outstanding under equity incentive plans		6,115,178
Awards available for grant under equity incentive plans		12,068,156
Common stock available for issuance		19,224,103

Schedule of Company’s Redeemable Convertible Preferred Stock Outstanding

The numbers of shares of the Company’s redeemable convertible preferred stock outstanding and the related conversion prices and liquidation preferences as of September 30, 2023 are as follows:

	Shares Authorized	Shares Issued and Outstanding	Issuance Price Per Share		Per Share Conversion Price		Aggregate Liquidation Preference		Carrying Value
Founders Redeemable Convertible Preferred Stock	600,000	588,235	$	0.00001	$	0.00001	$	—	$	—
Series A Redeemable Convertible Preferred Stock	2,000,000	1,666,666	$	1.38	$	1.38		2,300		2,300
Total	2,600,000	2,254,901					$	2,300	$	2,300

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27))
-SubTopic 10
-Topic 210
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+ Details

Leases

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Leases [Abstract]

Leases

Note 13 — Leases

The Company has entered into operating leases for office space. The leases have remaining terms ranging from six months to 3.7 years and expire at various dates through August 2027. The leases do not contain residual value guarantees or restrictive covenants. The lease covering the Company’s 19,436 square foot headquarters in Irvine, California provides the Company an option to extend the lease for one additional five-year term, with rent at the then prevailing market rate. The lease requires a security deposit of $400, which is recorded in other assets in the condensed consolidated balance sheets. The following lease costs are included in the condensed consolidated statement of operations and comprehensive income (loss):

	Three months ended December 31,
	2023		2022
Operating lease cost	$	100	$	101
Short-term lease cost		2		80
Total lease cost	$	102	$	181

Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended December 31, 2023 and 2022 was $136 and $132, respectively. As of December 31, 2023, the weighted-average remaining lease term was 3.6 years, and the weighted-average discount rate was 15.6%. The Company did not obtain any right-of-use assets in exchange for new operating or financing lease liabilities during the three months ended December 31, 2023. There were no leases that had not yet commenced as of December 31, 2023 that will create significant additional rights and obligations for the Company.

The following table reconciles the undiscounted cash flows to the operating lease liabilities recorded on the condensed consolidated balance sheet as of December 31, 2023:

Years ending September 30,
2024 (remaining nine months)	$	401
2025		526
2026		545
2027		515
Total minimum lease payments		1,987
Less: imputed interest		(466	)
Present value of future minimum lease payments		1,521
Less: current obligations under leases		(325	)
Long-term lease obligations	$	1,196

Note 11 — Leases

The Company has entered into operating leases for office space. The leases have remaining terms ranging from nine months to 3.9 years and expire at various dates through August 2027. The leases do not contain residual value guarantees or restrictive covenants. The lease covering the Company’s 19,436 square foot headquarters in

Irvine, California provides the Company an option to extend the lease for one additional five-year term, with rent at the then prevailing market rate. The lease requires a security deposit of $400, which is recorded in other assets on the Company’s balance sheets.

ASC 842 Adoption

The Company adopted ASC 842 using the modified retrospective method on October 1, 2022. The Company determines if an arrangement is a lease at its inception. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company uses its estimated incremental borrowing rate in determining the present value of lease payments considering the term of the lease, which is derived from information available at the lease commencement date. The lease term includes renewal options when it is reasonably certain that the option will be exercised and excludes termination options. To the extent that the Company’s agreements have variable lease payments, the Company includes variable lease payments that depend on an index or a rate and excludes those that depend on facts or circumstances occurring after the commencement date, other than the passage of time. The Company’s office leases require the payment of common area maintenance charges, which are non-lease costs and are excluded from the measurement of the ROU assets and lease liabilities. Lease expense for these leases is recognized on a straight-line basis over the lease term.

The Company has elected the package of practical expedients permitted under the transition guidance, which does not require reassessment of prior conclusions related to contracts containing a lease, lease classification and initial direct lease costs. As an accounting policy election, the Company also excluded short-term leases (having a term of twelve months or less) from recognition as liabilities and accounted for non-lease and lease components in a contract as a single lease component for certain asset classes.

Effective October 1, 2022, the Company recorded the impact on its balance sheet from the recognition of ROU assets and lease liabilities of $1,169 and $1,862, respectively. Liabilities for unamortized tenant improvement allowances and deferred rent totaling $693, previously recognized on the Company’s balance sheet as of September 30, 2022, reduced the amount recognized as an ROU asset.

The following lease costs are included in the statement of operations and comprehensive loss for the year ended September 30, 2023:

	Year ended September 30, 2023
Operating lease cost	$	396
Short-term lease cost		266
Total lease cost	$	662

Cash paid for amounts included in the measurement of operating lease liabilities for the year ended September 30, 2023 was $530. As of September 30, 2023, the weighted-average remaining lease term was 3.9 years, and the weighted-average discount rate was 15.6%. The Company did not obtain any ROU assets in exchange for new operating or financing lease liabilities during the year ended September 30, 2023. There were no leases that had not yet commenced as of September 30, 2023 that will create significant additional rights and obligations for the Company.

The following table reconciles the undiscounted cash flows to the operating lease liabilities recorded on the balance sheet as of September 30, 2023:

Years ending September 30,
2024	$	537
2025		526
2026		545
2027		516
Total minimum lease payments		2,124
Less: imputed interest		(526	)
Present value of future minimum lease payments		1,598
Less: current obligations under leases		(318	)
Long-term lease obligations	$	1,280

Supplemental Information for Comparative Periods

Lease cost for the year ended September 30, 2022 was $565. As of September 30, 2022 (prior to the adoption of ASC 842) minimum lease payments under operating leases with non-cancelable terms in excess of one year were as follows:

Years ending September 30,
2023	$	530
2024		537
2025		526
2026		545
2027		515
Total	$	2,653

Leases (Details) - Schedule of Lease Costs Included in the Statement of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule Of Lease Costs Included In The Statement Of Operations And Comprehensive Loss Abstract
Operating lease cost	$ 100	$ 101	$ 396
Short-term lease cost	2	80	266
Total lease cost	$ 102	$ 181	$ 662	$ 565

Equity Incentive Plans (Details) - Schedule of Summary of Activity in the Company's RSUs - Restricted Stock Units (RSUs) [Member]	12 Months Ended
	Sep. 30, 2023 $ / shares shares
Equity Incentive Plans (Details) - Schedule of Summary of Activity in the Company's RSUs [Line Items]
Number of units outstanding, Beginning \| shares	10,984,241
Weighted-Average Grant Date Fair Value per Unit outstanding, Beginning \| $ / shares	$ 6.84
Number of units Cancelled \| shares	(10,774,747)
Weighted-Average Grant Date Fair Value per Unit, Cancelled \| $ / shares	$ 6.84
Number of units outstanding, Ending \| shares	209,494
Weighted-Average Grant Date Fair Value per Unit outstanding, Ending \| $ / shares	$ 6.84

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Net revenue
Total net revenue			$ 1,224	$ 3,309
Costs and expenses
Cost of revenue	$ 329	$ 694	1,620	2,852
Research and development	1,562	3,417	11,044	12,193
Selling, general and administrative	15,663	5,794	24,104	11,978
Loss from operations	(17,269)	(9,226)	(35,544)	(23,714)
Interest expense	857	83	3,355	343
Change in fair value of earnout liability	(24,764)
Change in fair value of PIPE make-whole liability	2,904
Change in fair value of private warrants	60
Change in fair value of SAFEs	10	50	655	83
Merger-related transaction costs expensed	4,009
Loss before income taxes	(345)	(9,359)	(39,554)	(24,140)
Provision (benefit) for income taxes	(1,280)	31	67	(273)
Net income (loss) and comprehensive income (loss)	$ 935	$ (9,390)	$ (39,621)	$ (23,867)
Net income (loss) per common share:
Diluted (in Dollars per share)	$ 0.04	$ (0.76)	$ (2.71)	$ (2.25)
Weighted-average common shares outstanding:
Diluted (in Shares)	23,316,071	12,379,480	14,612,600	10,620,614
Net loss per common share, basic (in Dollars per share)	$ 0.04	$ (0.76)	$ (2.71)	$ (2.25)
Weighted-average common shares outstanding, basic (in Shares)	18,617,656	12,379,480	14,612,600	10,620,614
Product sales
Net revenue
Total net revenue	$ 285	$ 679	$ 1,224	$ 2,859
License revenue
Net revenue
Total net revenue				$ 450

Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region - Revenue [Member] - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 285	$ 679	$ 1,224	$ 3,309
United States [Member]
Disaggregation of Revenue [Line Items]
Revenue	268	279	674	1,841
Czech Republic [Member]
Disaggregation of Revenue [Line Items]
Revenue	17	185	223	764
Thailand [Member]
Disaggregation of Revenue [Line Items]
Revenue		213	300	677
Other [Member]
Disaggregation of Revenue [Line Items]
Revenue		$ 2	$ 27	$ 27

- 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, 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
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-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: 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 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Leases (Details) - Schedule of Lease Costs are Included in the Statement of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule of Lease Costs are Included in the Statement of Operations and Comprehensive Loss [Abstract]
Operating lease cost	$ 100	$ 101	$ 396
Short-term lease cost	2	80	266
Total lease cost	$ 102	$ 181	$ 662	$ 565

Equity Incentive Plans (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Equity Incentive Plans [Abstract]

Schedule of Summary of Activity in the Company's RSUs

A summary of activity in the Company’s RSUs for the three months ended December 31, 2023 is as follows:

	Number of units		Weighted-Average Grant Date Fair Value per Unit
Outstanding at September 30, 2023	209,494		$	6.84
Performance-based RSUs	4,000,000		$	10.58
Vested	(104,748	)	$	6.84
Cancelled	—		$	—
Outstanding at December 31, 2023	4,104,746		$	10.48

A summary of activity in the Company’s RSUs for the year ended September 30, 2023 is as follows:

	Number of units		Weighted-Average Grant Date Fair Value per Unit
Outstanding at September 30, 2022	10,984,241		$	6.84
Cancelled	(10,774,747	)	$	6.84
Outstanding at September 30, 2023	209,494		$	6.84

Schedule of Stock Option Activity

Stock option activity for the three months ended December 31, 2023 is as follows:

	Number of Options		Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term (years)
Outstanding at September 30, 2023	5,905,684		$	4.28
Granted	32,200		$	6.84
Exercised	(390,440	)	$	5.80
Expired	(138,543	)	$	5.99
Outstanding at December 31, 2023	5,408,901		$	4.14	7.4
Exercisable at December 31, 2023	4,055,326		$	3.29	7.0

Stock option activity for the year ended September 30, 2023 is as follows:

	Number of Options		Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term (years)
Outstanding at September 30, 2022	5,754,052		$	4.16
Granted	780,506		$	6.84
Forfeited	(628,874	)	$	6.37
Outstanding at September 30, 2023	5,905,684		$	4.28	7.5
Exercisable at September 30, 2023	4,226,353		$	3.39	7.1

Schedule of Weighted-Average Grant Date Fair Value of Options Granted

The fair value of stock options granted was estimated with the following assumptions:

	Three months ended December 31,
	2023				2022
	Range				Range
	Low		High		Low		High
Expected volatility	54.8	%	55.6	%	52.4	%	53.6	%
Expected dividend yield	0	%	0	%	0	%	0	%
Risk-free interest rate	3.9	%	4.4	%	3.6	%	4.2	%
Expected term (years)	4.5		5.3		5.0		5.8

The fair value of stock options granted was estimated with the following assumptions:

	Years ended September 30,
	2023				2022
	Range				Range
	Low		High		Low		High
Expected volatility	52.4	%	54.4	%	50.5	%	50.9	%
Expected dividend yield	0	%	0	%	0	%	0	%
Risk-free interest rate	3.6	%	4.2	%	1.0	%	3.6	%
Expected term (years)	4.6		5.8		4.1		6.1

Schedule of Statements of Operations and Comprehensive Loss

The condensed consolidated statements of operations and comprehensive income (loss) include stock-based compensation expense as follows:

	Three months ended December 31,
	2023		2022
Cost of revenue	$	—	$	11
Research and development		501		542
Selling, general and administrative		12,204		3,303
Total stock-based compensation expense	$	12,705	$	3,856

The statements of operations and comprehensive loss include stock-based compensation expense as follows:

	Year ended September 30,
	2023		2022
Cost of revenues	$	31	$	14
Research and development		1,842		759
Selling, general and administrative		13,603		2,517
Total stock-based compensation expense	$	15,476	$	3,290

Accrued Expenses and Other Current Liabilities (Details) - Schedule of Accrued Expenses and Other Current Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Accrued Expenses and Other Current Liabilities [Abstract]
Accrued compensation and benefits	$ 2,778	$ 2,841	$ 613
Liability for issuance of warrants	633
Accrued professional fees	1,008	273	494
Accrued interest	333	304
Deferred revenue	91	138	35
Unpaid Merger-related transaction costs	2,238
Other	1,464	963	918
Total accrued expenses and other current liabilities	$ 8,545	$ 4,519	$ 2,753

Intangible Assets, Net (Details) - Schedule of Estimated Future Amortization Expense for Intangible Assets - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Schedule Of Estimated Future Amortization Expense For Intangible Assets [Abstract]
2024	$ 1,361	$ 840
2025	1,257	840
2026	1,247	840
2027	1,213	840
2028		806
Thereafter	5,274	1,121
Total	$ 11,550	$ 5,287

Net Loss Per Share

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Net Loss Per Share [Abstract]

Net Loss Per Share

Note 18 — Net Income (Loss) Per Share

The Company computes net income (loss) per share of Class A and Class B Common Stock using the two-class method. Basic net income (loss) per share is computed using the weighted-average number of shares outstanding during the period. Diluted net income (loss) per share is computed using the weighted-average number of shares and the effect of potentially dilutive securities outstanding during the period. Potentially dilutive securities consist of stock options, warrants, RSUs and other contingently issuable shares. The dilutive effect of outstanding stock options, warrants, RSUs and other contingently issuable shares is reflected in diluted earnings per share by application of the more dilutive of (a) the two-class method or (b) the if-converted method and treasury stock method, as applicable. The computation of the diluted net income (loss) per share of Class A Common Stock assumes the conversion of Class B Common Stock, while the diluted net income (loss) per share of Class B Common Stock does not assume the conversion of those shares. In periods where the Company has a net loss, the

weighted-average number of shares used in the computation of diluted net loss per share is the same as for basic net loss per share due to the fact that when a net loss exists, dilutive securities are not included in the computation as their impact is anti-dilutive.

	Three months ended December 31,
	2023					2022
	Class A		Class B			Common Stock
Basic net income (loss) per share:
Numerator:
Allocation of net income (loss)	$	834	$	101		$	(9,390	)
Denominator:
Weighted-average shares outstanding		18,617,656		2,254,901			12,379,480
Basic net income (loss) per share	$	0.04	$	0.04		$	(0.76	)

Diluted net income (loss) per share:
Numerator:
Allocation of net income (loss)	$	834	$	101		$	(9,390	)
Reallocation of net income as a result of conversion of Class B to Class A Common Stock		101		—			—
Reallocation of net income		—		(11	)		—
Allocation of net income (loss)		935		90			(9,390	)

Denominator:
Number of shares used in basic earnings per share calculation		18,617,656		2,254,901			12,379,480
Conversion of Class B to Class A Common Stock		2,254,901		—			—
Dilutive effect of stock options, warrants and RSUs		2,443,514		—			—
Number of shares used in per share computation		23,316,071		2,254,901			12,379,480
Diluted net income (loss) per share	$	0.04	$	0.04		$	(0.76	)

For the purposes of applying the if converted method or treasury stock method for calculating diluted earnings per share, the Public Warrants, Private Placement Warrants, the Make-Whole Shares, and stock options result in anti-dilution. Therefore, these securities are not included in the computation of diluted net income (loss) per share. The Earnout Shares were not included for purposes of calculating the number of diluted shares outstanding because the number of dilutive shares is based on a conversion contingency associated with the VWAP of the Class A Common Stock which had not been met, and the contingency was not resolved, during the periods presented herein. The potential shares of Class A Common Stock that were excluded from the computation of diluted net income (loss) per share attributable to stockholders for the periods presented because including them would have an antidilutive effect were as follows:

	Three months ended December 31,
	2023	2022
Public Warrants and Private Warrants	9,000,000	—
Make-whole shares	1,052,030	—
Earnout shares	3,500,000	—
RSUs	—	10,984,241
Stock options	1,690,476	6,400,758
Convertible preferred stock (on an as-converted basis)	—	2,254,901
Common stock warrants	—	400,000
Convertible notes	—	131,072
	15,242,506	20,170,972

Note 8 — Net Loss Per Share

For periods in which the Company reports a net loss, diluted net loss per common share is the same as basic net loss per common share, because all potentially dilutive securities are anti-dilutive. The following table shows the calculation of the Company’s net loss per common share — basic and diluted:

	Year ended September 30,
	2023			2022
Numerator:
Net loss	$	(39,621	)	$	(23,867	)

Denominator:
Weighted-average common shares outstanding – basic and diluted		14,612,600			10,620,614

Net loss per common share – basic and diluted	$	(2.71	)	$	(2.25	)

The following table shows potentially dilutive securities not included in the computation of the Company’s net loss per common share:

	Year ended September 30,
	2023	2022
Restricted stock units	209,494	10,984,241
Stock options	5,905,684	5,754,052
Convertible preferred stock (on an as-converted basis)	2,254,901	2,254,901
Common stock warrants	700,388	200,000
Convertible notes	—	129,482
	9,070,467	19,322,676

Fair Value Measurements (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Fair Value Measurements [Abstract]

Schedule of Financial Instruments Measured at Fair Value

The following table provides a reconciliation of the balance of financial instruments measured at fair value on a recurring basis using Level 3 inputs:

	Earnout Liability			PIPE Make-Whole Liability		Private Warrants and Other Warrants		SAFEs
Three months ended December 31, 2023:
Balance, September 30, 2023	$	—		$	—	$	—	$	1,512
Liabilities recognized		33,559			2,071		783		—
Conversion to Class A Common Stock in the Merger		—			—		—		(1,522	)
Change in fair value included in net income (loss)		(24,764	)		2,904		60		10
Balance, December 31, 2023	$	8,795		$	4,975	$	843	$	—

	SAFEs
Three months ended December 31, 2022:
Balance, September 30, 2022	$	1,983
Issuance of SAFEs		—
Change in fair value included in net income (loss)		50
Balance, December 31, 2022	$	2,033

The following table provides a reconciliation of the balance of financial instruments measured at fair value on a recurring basis using Level 3 inputs:

	Year ended September 30,
	2023			2022
Balance, beginning of period	$	1,983		$	—
Issuance of SAFEs		—			1,900
Change in fair value of SAFEs included in net loss		655			83
Conversion of SAFEs to common stock		(1,126	)		—
Balance, end of period	$	1,512		$	1,983

Schedule of Liabilities Measured at Fair Value on a Recurring Basis

Liabilities measured at fair value on a recurring basis as of December 31, 2023 are as follows:

	Level 1		Level 2		Level 3		Total
Earnout liability	$	—	$	—	$	8,795	$	8,795
PIPE make-whole liability		—		—		4,975		4,975
Private Warrants and other warrants		—		—		843		843
Total	$	—	$	—	$	14,613	$	14,613

Schedule of Assumptions Used in Estimating the Fair Value

The following table summarizes the assumptions used in estimating the fair value of the earnout liability at the respective dates:

	December 21, 2023 (Closing)			December 31, 2023
Stock price	$	10.66		$	4.02
Expected volatility		50	%		50	%
Risk-free rate		3.9	%		3.9	%
Contractual term		8 years			8 years

The following table summarizes the assumptions used in estimating the fair value of the PIPE make-whole liability at the respective dates:

	December 21, 2023 (Closing)			December 31, 2023
Stock price	$	10.17		$	6.18
Expected volatility		49	%		49	%
Risk-free rate		5.4	%		5.4	%
Contractual term		4 months			4 months

- Definition

Tabular disclosure of all significant concentrations of risk, including credit risk and market risk, arising from all financial instruments (as defined), whether from an individual counterparty or groups of counterparties. The disclosure concerning concentrations of risk may consist of the following information: (1) for concentrations of credit risk disclosure may include: (a) information about the (shared) activity, region, or economic characteristic that identifies the concentration, (b) the maximum amount of loss due to credit risk that, based on the gross fair value of the financial instrument, the entity would incur if parties to the financial instruments that make up the concentration failed completely to perform according to the terms of the contracts and the collateral or other security, if any, for the amount due proved to be of no value to the entity, (c) the policy of requiring collateral or other security to support financial instruments subject to credit risk, information about the entity's access to that collateral or other security, and the nature and a brief description of the collateral or other security supporting those financial instruments, and (d) the policy of entering into master netting arrangements to mitigate the credit risk of financial instruments, information about the arrangements for which the entity is a party, and a brief description of the terms of those arrangements, including the extent to which they would reduce the entity's maximum amount of loss due to credit risk and (2) for disclosure of quantitative information about the market risks of financial instruments that is consistent with the way the company manages or adjusts those risks, disclosure may include: (a) more details about current positions and perhaps activity during the period, (b) the hypothetical effects on comprehensive income (or net assets), or annual income, of several possible changes in market prices, (c) a gap analysis of interest rate re-pricing or maturity dates, (d) the duration of the financial instruments, (e) the entity's value at risk from derivatives and from other positions at the end of the reporting period and the average value at risk during the year, or (f) other ways of reporting quantitative information as internally developed.

+ References + Details

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Operating activities
Net income (loss)	$ 935	$ (9,390)	$ (39,621)	$ (23,867)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	113	113	449	528
Amortization of intangible assets	237	211	841	840
Loss on disposal of property and equipment			2	330
Issuance of warrants in connection with notes payable, charged to interest expense	729		2,983
Change in fair value of earnout liability	(24,764)
Change in fair value of PIPE make-whole liability	2,904
Change in fair value of private warrants	60
Change in fair value of SAFEs	10	50	655	83
Merger-related transaction costs expensed	4,009
Deferred income taxes	(1,280)		66	(274)
Other non-cash items	(21)	5	(119)	50
Stock-based compensation	12,705	3,856	15,476	3,290
Changes in operating assets and liabilities:
Accounts receivable	136	5	385	(44)
Inventory	52	191	251	(338)
Prepaid expenses and other current assets	27	105	298	(476)
Other assets				(200)
Accounts payable	525	(768)	1,390	2,010
Accrued expenses and other current liabilities	27	150	2,318	1,610
Net cash used in operating activities	(3,596)	(5,472)	(14,626)	(16,458)
Investing activities
Acquisition of EMI Solutions, Inc., net of cash acquired	(110)
Acquisition of property and equipment	(5)	(6)	(633)	(56)
Proceeds from sale of property and equipment				300
Net cash provided by (used in) investing activities	(115)	(6)	(633)	244
Financing activities
Proceeds from issuance of common stock	3,286	5,108	13,513	9,847
Proceeds from exercise of common stock warrants		900
Proceeds from exercise of common stock warrants			909	2,600
Proceeds from exercise of stock options				145
Proceeds from issuance of notes payable	246		2,156
Proceeds from issuance of notes payable – related parties			730	1,006
Proceeds from issuance of convertible notes	200		250	925
Proceeds from issuance of SAFEs				1,900
Principal payments on notes payable	(18)		(825)
Principal payments on notes payable – related parties	(344)		(630)	(1,044)
Proceeds from the merger and PIPE	21,014
Merger-related transaction costs paid	(5,966)	(65)	(933)
Net cash provided by financing activities	18,418	5,943	15,170	15,379
Net increase in cash	14,707	465	(89)	(835)
Cash, beginning of period	89	178	178	1,013
Cash, end of period	14,796	643	89	178
Supplemental cash flow information
Cash paid for interest	80		58	187
Cash paid for income taxes
Non-cash investing and financing activities:
Deferred merger-related transaction costs			3,192
Conversion of notes to common stock			943	312
Unpaid Merger-related transaction costs	2,504	1,013
Contingently redeemable convertible stock issued for acquisition of EMI Solutions, Inc.	8,856
Deferred purchase consideration for acquisition of EMI Solutions, Inc.	1,886
Conversion of SAFEs to common stock	1,522		1,126
Issuance of warrants in connection with notes payable, recorded as debt discount	$ 107		790
Issuance of common stock and warrants to service providers			387
Issuance of common stock for receivable				$ 117

Inventory (Details) - Schedule of Inventory - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Inventory [Abstract]
Raw materials	$ 370	$ 265	$ 404
Finished goods	52	54	166
Total inventory	$ 422	$ 319	$ 570

Equity Incentive Plans

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Equity Incentive Plans [Abstract]

Equity Incentive Plans

Note 17 — Equity Incentive Plans

In connection with the Merger, the Company adopted of 2023 Equity Incentive Plan, which provides for the issuance of stock options, restricted stock awards, RSUs and other stock-based compensation awards to employees, directors, officers, consultants or others who provide services to the Company. The specific terms of such awards are to be established by the board of directors or a committee thereof. The Company has reserved 2,290,183 shares of its Class A Common Stock for issuance under the terms of the 2023 Equity Incentive Plan. As of December 31, 2023, the Company had not issued any awards under this plan.

Also in connection with the Merger, the Company adopted the 2023 Employee Stock Purchase Plan to assist eligible employees in acquiring stock ownership in the Company. Under the 2023 Employee Stock Purchase Plan, eligible employees may elect to enroll in the plan, designate a portion of eligible compensation to be withheld by the Company during an offering period, and purchase shares of the Company’s Class A Common Stock at the end of such offering period. The price of the shares purchased shall not be less than 85% of the fair market value of a share on the enrollment date or on the purchase date, whichever is lower. The Company has reserved 858,935 shares of its Class A Common Stock for issuance under the terms of the 2023 Employee Stock Purchase Plan. As of December 31, 2023, the Company had not commenced any offering period nor sold any shares under this plan.

Prior to the Merger, Legacy Mobix had three equity incentive plans which provided for the issuance of stock-based compensation awards and immediately prior to the Merger, Legacy Mobix RSUs and stock options were outstanding under these plans. Under the terms of the 2023 Equity Incentive Plan, no further awards may be made under the Legacy Mobix equity incentive plans.

Restricted Stock Units

In connection with the Merger, all of Legacy Mobix’s RSUs were assumed by the Company and converted into an RSU covering the same number of shares of the Company’s Class A Common Stock.

In November 2022, Legacy Mobix and certain of its officers and key employees agreed to enter into amended RSU agreements relating to an aggregate of 10,000,000 RSUs and in March 2023 and May 2023, Legacy Mobix and certain of its officers and key employees agreed to forfeit the 10,000,000 RSUs. The RSUs to these officers and key employees were replaced with a commitment from the Company, contingent upon closing of the Merger, to issue an aggregate of 5,000,000 RSUs (of which 1,000,000 were modified to common stock warrants upon the holder’s termination of employment) over three years, beginning on the first anniversary of the Closing of the Merger. Because the vesting of these awards is subject to both a service condition and a performance condition (completion of the Merger), the Company determined that vesting of the awards was not probable and did not recognize any stock-based compensation expense for these awards prior to the Closing.

Upon Closing, the performance condition was satisfied, and vesting of the awards is subject only to a service condition. As a result, the Company is required to recognize the value of these awards over the requisite service period. During the three months ended December 31, 2023, the Company recognized stock-based compensation expense of $10,858 relating to these RSUs and warrants, which includes a catch-up for the portion of the service period completed prior to the performance condition being satisfied.

A summary of activity in the Company’s RSUs for the three months ended December 31, 2023 is as follows:

	Number of units		Weighted-Average Grant Date Fair Value per Unit
Outstanding at September 30, 2023	209,494		$	6.84
Performance-based RSUs	4,000,000		$	10.58
Vested	(104,748	)	$	6.84
Cancelled	—		$	—
Outstanding at December 31, 2023	4,104,746		$	10.48

No RSUs vested during the three months years ended December 31, 2022. Unrecognized compensation expense related to RSUs was $33,628 as of December 31, 2023 and is expected to be recognized over a weighted-average period of 3.9 years.

Stock Options

In connection with the Merger, all Legacy Mobix stock options were assumed by the Company and converted into the same number of stock options of the Company, with no change to their exercise prices, vesting conditions or other terms. Stock option activity for the three months ended December 31, 2023 is as follows:

	Number of Options		Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term (years)
Outstanding at September 30, 2023	5,905,684		$	4.28
Granted	32,200		$	6.84
Exercised	(390,440	)	$	5.80
Expired	(138,543	)	$	5.99
Outstanding at December 31, 2023	5,408,901		$	4.14	7.4
Exercisable at December 31, 2023	4,055,326		$	3.29	7.0

The terms of stock option awards permit a “net share settlement” for exercises of stock options, at the Company’s discretion. Stock options exercised during the three months ended December 31, 2023 include options to purchase an aggregate of 390,440 shares which were exercised and settled for 168,235 shares of Class A Common Stock, with no cash proceeds to the Company.

Unrecognized stock-based compensation expense related to stock options, totaling $4,963 as of December 31, 2023, is expected to be recognized over a weighted-average period of 2.3 years. The aggregate intrinsic value of stock options outstanding and stock options exercisable as of December 31, 2023 was $7,587 and $7,587, respectively. The total intrinsic value of options exercised during the three months ended December 31, 2023 and 2022, was $1,639 and $0, respectively. The total fair value of options that vested during the three months ended December 31, 2023 and 2022 was $903 and $785, respectively.

The weighted-average grant date fair value of options granted during the three months ended December 31, 2023 and 2022 was $3.50 and $3.60, respectively. The fair value of stock options granted was estimated with the following assumptions:

	Three months ended December 31,
	2023				2022
	Range				Range
	Low		High		Low		High
Expected volatility	54.8	%	55.6	%	52.4	%	53.6	%
Expected dividend yield	0	%	0	%	0	%	0	%
Risk-free interest rate	3.9	%	4.4	%	3.6	%	4.2	%
Expected term (years)	4.5		5.3		5.0		5.8

The condensed consolidated statements of operations and comprehensive income (loss) include stock-based compensation expense as follows:

	Three months ended December 31,
	2023		2022
Cost of revenue	$	—	$	11
Research and development		501		542
Selling, general and administrative		12,204		3,303
Total stock-based compensation expense	$	12,705	$	3,856

Note 15 — Equity Incentive Plans

The Company has three stock-based compensation plans, the 2020 Key Employee Equity Incentive Plan and the 2020 Equity Incentive Plan (each adopted in fiscal year 2020) and the 2022 Incentive Compensation Plan (adopted in fiscal year 2022). The plans provide for the issuance of awards covering an aggregate of up to 18,350,000 shares of common stock subject, in the case of the 2022 Incentive Compensation Plan, to an annual increase as defined in the plan. As of September 30, 2023, the Company had two types of stock-based compensation awards outstanding under these plans — RSUs and stock options.

Restricted Stock Units

The Company granted RSUs under two different RSU agreements (“Agreement I” and “Agreement II”).

RSUs granted under Agreement I include two vesting schedules where 50% of the awards vest upon the closing of two acquisitions where the Company acquires at least a majority of the voting power or purchases substantially all of the assets of the target and 50% vest upon the satisfaction of revenue performance conditions. All shares granted under Agreement I vest upon a change in control. Through September 30, 2023, the Company had not recognized any stock-based compensation expense for these awards, as achievement of the performance conditions was determined not to be probable. In the period in which the achievement of performance conditions becomes probable, the Company would recognize stock-based compensation expense for those RSUs. All outstanding awards granted under Agreement I were cancelled during the year ended September 30, 2023.

RSUs granted under Agreement II vest at the earlier of (i) a service-based component beginning after a change of control, or (ii) service-based vesting subject to a 50% cliff after 10 to 14.5 months. Because the qualifying change of control had not occurred and, therefore, cannot be considered probable, for the years ended September 30, 2023 and 2022, the Company recognized $4,833 and $372, respectively, of stock-based compensation expense related to the service-based vesting. RSUs granted under Agreement II are recognized as expense following the vesting schedule with the achievement of a change in control re-assessed and updated on a quarterly basis, or more frequently as changes in facts and circumstances warrant. Each of the RSUs outstanding as of September 30, 2023 were granted under Agreement II.

A summary of activity in the Company’s RSUs for the year ended September 30, 2023 is as follows:

	Number of units		Weighted-Average Grant Date Fair Value per Unit
Outstanding at September 30, 2022	10,984,241		$	6.84
Cancelled	(10,774,747	)	$	6.84
Outstanding at September 30, 2023	209,494		$	6.84

No RSUs vested during the years ended September 30, 2023 or 2022. Unrecognized compensation expense related to RSUs was $847 as of September 30, 2023 and is expected to be recognized over a weighted-average period of 1.3 years.

In November 2022, the Company and certain of its officers and key employees agreed to enter into amended RSU agreements relating to an aggregate of 10,000,000 RSUs. Under the amended RSU agreements, one-third of the RSUs will vest on each of the first, second and third anniversaries of the closing of the merger with Chavant. The RSUs will also be subject to acceleration upon the occurrence of certain events, including a change in control of the Company or a termination of employment either by the Company without cause, or by the holder of the RSUs for good reason, as defined in the agreements. The modification of awards did not result in stock-based compensation expense as the vesting conditions of the awards were not yet probable.

In March 2023, the Company and certain of its officers and key employees agreed to forfeit the 10,000,000 RSUs in Mobix Labs. The RSUs to these officers and key employees were replaced with a commitment from Mobix Labs and Chavant, contingent upon closing of the merger, to issue 5,000,000 RSUs of Chavant (or its successor) over three years, beginning on the first anniversary of the closing of the merger with Chavant. This modification to the RSUs did not result in stock-based compensation expense as the vesting conditions of the awards are not yet probable. In addition, certain other employees agreed to forfeit 670,000 RSUs with no current replacement award. As a result, the Company recognized $3,203 of stock-based compensation expense in the year ended September 30, 2023.

Stock Options

Stocks options granted under the Company’s stock-based compensation plans may be Incentive Stock Options (“ISOs”) or Non-Statutory Stock Options (“NSOs”). ISOs may be granted only to employees and NSOs may be granted to employees and consultants. The types of awards granted to consultants do not vary in characteristics from those granted to employees. The term of each option which is stated in the grant recipient’s option agreement cannot exceed ten years from the date of grant. The exercise price is determined by the Company’s board of directors. If granted to an employee (other than employee who owns stock representing more than 10% of the voting power of all classes of stock), the option exercise price cannot be less than the fair market value of the stock on the date of grant as determined by the Company’s board of directors. Vesting requirements for options granted under the plans are determined by the board of directors. Options granted generally vest over periods of one to four years. Certain awards require the performance of one year of service before vesting commences, with a specified percentage of the award vesting after one year of service, and the remainder vesting ratably over the remaining vesting period. Stock option activity for the year ended September 30, 2023 is as follows:

	Number of Options		Weighted-Average Exercise Price per Share		Weighted-Average Remaining Contractual Term (years)
Outstanding at September 30, 2022	5,754,052		$	4.16
Granted	780,506		$	6.84
Forfeited	(628,874	)	$	6.37
Outstanding at September 30, 2023	5,905,684		$	4.28	7.5
Exercisable at September 30, 2023	4,226,353		$	3.39	7.1

Unrecognized stock-based compensation expense related to stock options, totaling $5,401 as of September 30, 2023, is expected to be recognized over a weighted-average period of 2.3 years. The aggregate intrinsic value of stock options outstanding and stock options exercisable as of September 30, 2023 was $22,661 and $19,981, respectively. The total intrinsic value of options exercised during the years ended September 30, 2023 and 2022, was $0 and $998, respectively. The total fair value of options that vested within the years ended September 30, 2023 and 2022 was $4,880 and $2,253, respectively.

The weighted-average grant date fair value of options granted during the years ended September 30, 2023 and 2022 was $3.61 and $3.40, respectively. The fair value of stock options granted was estimated with the following assumptions:

	Years ended September 30,
	2023				2022
	Range				Range
	Low		High		Low		High
Expected volatility	52.4	%	54.4	%	50.5	%	50.9	%
Expected dividend yield	0	%	0	%	0	%	0	%
Risk-free interest rate	3.6	%	4.2	%	1.0	%	3.6	%
Expected term (years)	4.6		5.8		4.1		6.1

The statements of operations and comprehensive loss include stock-based compensation expense as follows:

	Year ended September 30,
	2023		2022
Cost of revenues	$	31	$	14
Research and development		1,842		759
Selling, general and administrative		13,603		2,517
Total stock-based compensation expense	$	15,476	$	3,290

Inventory (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Inventory [Abstract]

Schedule of Inventory

Inventory consists of the following:

	December 31, 2023		September 30, 2023
Raw materials	$	370	$	265
Finished goods		52		54
Total inventory	$	422	$	319

Inventory consists of the following:

	September 30,
	2023		2022
Raw materials	$	265	$	404
Finished goods		54		166
Total inventory	$	319	$	570

Equity (Details) - Schedule of Common Stock Available for Issuance - shares	3 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Common Stock Available for Issuance [Line Items]
Authorized number of shares of Class A Common Stock		57,400,000	57,400,000
Class A Common Stock outstanding	23,544,492	16,692,175	11,868,397
Reserve for conversion of Class B Common Stock	2,254,901
Reserve for exercise of the Public Warrants and Private Warrants	9,000,000
Reserve for exercise of other common stock warrants outstanding or issuable	3,295,020
Shares issuable under PIPE make-whole provision	1,052,030
Reserve for earnout shares	3,500,000
Stock options and RSUs outstanding	9,513,647	6,115,178
Awards available for grant under 2023 Equity Incentive Plan	2,290,183	12,068,156
Common stock available for issuance	229,690,792	19,224,103
Employee Stock Purchase Plan [Member]
Schedule of Common Stock Available for Issuance [Line Items]
Awards available for grant under 2023 Employee Stock Purchase Plan	858,935
Class A Common Stock [Member]
Schedule of Common Stock Available for Issuance [Line Items]
Authorized number of shares of Class A Common Stock	285,000,000	285,000,000
Class A Common Stock outstanding	23,544,492	0

Income Taxes (Details) - Schedule of Provision for Income Taxes - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Current
Federal
State			1	1
Total current			1	1
Deferred
Federal			66	(274)
State
Total deferred	$ (1,280)		66	(274)
Provision (benefit) for income taxes	$ (1,280)	$ 31	$ 67	$ (273)

- Definition

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

+ References + Details

Reverse Recapitalization (Details) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended		12 Months Ended
	Dec. 21, 2023	Dec. 20, 2023	Dec. 19, 2023	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Reverse Recapitalization [Line Items]
Shares of common stock						16,692,175	11,868,397
Common stock shares outstanding				23,544,492		16,692,175	11,868,397
Converted into common stock		202,489	272,182
Public warrants				6,000,000
Private placement warrants				3,400,000
Aggregate shares purchase				390,440
Price per share (in Dollars per share)		$ 0.01	$ 0.01
Weighted average price of the shares purchased (in Dollars per share)				$ 10
Warrants to purchase shares exercisable				200,000
Purchase price of certain obligations (in Dollars)			$ 1,997
VWAP price (in Dollars per share)				$ 7
Shares issued		199,737
Aggregate outstanding obligations (in Dollars)		$ 1,997
Redemption of ordinary shares		73,706
Purchase of shares		202,692				1,958,312
Additional shares of common stock						18,134,258
Liability to its estimated fair value (in Dollars)							$ 5,000
Transaction costs (in Dollars)				$ 6,363
Equity-classified instruments costs (in Dollars)				2,354
Liability-classified instruments to expense (in Dollars)				$ 4,009
Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				23,544,492		0
Common stock shares outstanding				23,544,492		0
Converted into common stock		202,489		150,953
Aggregate shares purchase				1,975,000
Price per share (in Dollars per share)				$ 10
Aggregate amount in cash (in Dollars)				$ 19,750
Aggregate shares	280,000
Per share value (in Dollars per share)	$ 10
Class B Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				2,254,901		0
Common stock shares outstanding				2,254,901		0
PIPE Subscription Agreements [Member]
Reverse Recapitalization [Line Items]
Price per share (in Dollars per share)				$ 0.01
Warrants to purchase shares exercisable				1,750,000
PIPE Subscription Agreements [Member] \| Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				1,950,000
Sponsor PIPE Subscription Agreement [Member]
Reverse Recapitalization [Line Items]
Warrants to purchase shares exercisable			272,454
VWAP price (in Dollars per share)			$ 10
Sponsor PIPE Subscription Agreement [Member] \| Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock			199,737
Converted into common stock			272,182
Price per share (in Dollars per share)			$ 10
Founder Shares [Member[
Reverse Recapitalization [Line Items]
Forfeiture of shares		658,631
Private Warrants [Member]
Reverse Recapitalization [Line Items]
Forfeiture of shares		400,000
Earnout Shares [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				1,750,000
Price per share (in Dollars per share)				$ 12.5
Aggregate shares				3,500,000
Liability in connection with the merger (in Dollars)				$ 33,559
Liability to its estimated fair value (in Dollars)				8,795
Gain (loss) on fair value of the liability (in Dollars)				$ 24,764
Earnout Shares [Member] \| Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Price per share (in Dollars per share)				$ 15
Additional shares of common stock				1,750,000
Make-Whole Shares [Member]
Reverse Recapitalization [Line Items]
VWAP price (in Dollars per share)				$ 7
Per share value (in Dollars per share)				$ 10
Liability in connection with the merger (in Dollars)				$ 2,071
Liability to its estimated fair value (in Dollars)				4,975
Gain (loss) on fair value of the liability (in Dollars)				$ 2,904
Make-Whole Shares [Member] \| Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				2,454,737
Price per share (in Dollars per share)				$ 10
Legacy Mobix [Member]
Reverse Recapitalization [Line Items]
Purchase of shares					773,889
Legacy Mobix [Member] \| Class A Common Stock [Member]
Reverse Recapitalization [Line Items]
Shares of common stock				18,134,258
Common stock shares outstanding				18,134,258
Conversion of notes into shares				30,045
Chavant [Member]
Reverse Recapitalization [Line Items]
Unpaid transaction costs (in Dollars)				$ 3,090

Income Taxes

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Income Taxes [Abstract]

Income Taxes

Note 15 — Income Taxes

The Company recorded a provision (benefit) for income taxes of $(1,280) and $31 for the three months ended December 31, 2023 and 2022, respectively. The provision (benefit) for income taxes for the three months ended December 31, 2023 and 2022 was calculated using the discrete year-to-date method. In connection with the acquisition of EMI, the Company recognized an additional deferred tax liability of $1,386 associated with acquired intangible assets. Based on the availability of these tax attributes, the Company determined that it expects to realize a greater portion of its existing deferred tax assets and for the three months ended December 31, 2023 the Company recognized an income tax benefit of $1,280 for the resulting reduction in the valuation allowance on its deferred tax assets. For the three months ended December 31, 2022, the Company’s provision for income taxes differs from an amount calculated based on statutory tax rates principally due to the Company recording a valuation allowance against the net operating losses it generated during the period. The Company establishes a valuation allowance when necessary to reduce the carrying amount of its deferred tax assets when it is more likely than not that the deferred tax assets will not be realized. In evaluating the Company’s ability to realize deferred tax assets, the Company considers all available positive and negative evidence, including historical operating results, potential limitations on the Company’s ability to carry forward net operating losses, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. Based on these factors, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized.

Note 13 — Income Taxes

Substantially all of the Company’s pretax income was generated in the United States. The provision for income taxes consists of the following:

	Year ended September 30,
	2023		2022
Current
Federal	$	—	$	—
State		1		1
Total current		1		1

Deferred
Federal		66		(274	)
State		—		—
Total deferred		66		(274	)
Provision (benefit) for income taxes	$	67	$	(273	)

The provision for income taxes differs from the amount computed by applying the U.S. federal statutory rate of 21% to the Company’s loss before income taxes as follows:

	Year ended September 30,
	2023			2022
Income tax benefit computed at the U.S. federal statutory rate	$	(8,306	)	$	(5,070	)
State and local income tax benefits, net of federal benefit		(1,498	)		(481	)
Change in valuation allowance		7,936			4,856
Non-deductible transaction costs		635			351
Fair value of warrants issued to lenders		470			—
Research and development credits		58			(58	)
State tax rate change		(22	)		(148	)
Other		794			277
Provision (benefit) for income taxes	$	67		$	(273	)

Deferred tax liabilities, net consist of the following:

	September 30,
	2023			2022
Deferred tax assets:
Net operating losses	$	8,268		$	4,953
Section 174 capitalized costs		2,832			1,548
Stock-based compensation		3,632			620
Research and development credits		—			398
Lease liabilities		376			—
Interest limitation		—			134
Accrued liabilities		581			135
Other		137			24
Total gross deferred tax assets		15,826			7,812
Valuation allowance		(14,287	)		(6,351	)
Net deferred tax assets		1,539			1,461

Deferred tax liabilities:
Intangible asset amortization		(1,245	)		(1,399	)
Fixed asset depreciation		(137	)		(44	)
Operating lease ROU assets		(243	)		—
Other		—			(38	)
Total gross deferred tax liabilities		(1,625	)		(1,481	)
Deferred tax liabilities, net	$	(86	)	$	(20	)

During the years ended September 30, 2023 and 2022, the Company increased the valuation allowance by $7,936 and $4,856, respectively, which primarily related to increases in net deferred tax assets from current year activity that the Company expects will not be realized in the future. As of September 30, 2023, the Company has accumulated federal and state net operating losses (“NOLs”) of $29,979 and $31,574, respectively. The federal NOLs may be carried forward indefinitely and the state NOLs begin to expire in 2035.

The Company’s ability to carry forward its NOLs and research credits may be subject to significant limitations under Section 382 of the Internal Revenue Code of 1986, as amended (“Section 382”). The federal net operating losses have an indefinite carryforward period but are available to offset only 80% of future taxable income. The Company’s ability to use its federal NOL carryforwards may be further limited if it experiences an “ownership change” as defined in Section 382.

The Company has unrecognized tax benefits of $2,080 as of September 30, 2023 and 2022. There were no changes in the Company’s unrecognized tax benefits during the fiscal years ended September 30, 2023 and 2022. The Company records interest and penalties related to unrecognized tax benefits in the provision (benefit) for income taxes in the statements of operations and comprehensive loss. As of September 30, 2023 and 2022, no accrued interest or penalties are recorded on the balance sheets, and the Company has not recorded any related expenses. The Company does not expect a significant change in its uncertain tax positions within the next twelve months.

The Company files U.S. federal and California state income tax returns. The Company has historically filed returns on a calendar year basis and has changed its tax year to match its fiscal year. As of September 30, 2023, the U.S. federal and state tax returns are open to examination for calendar years 2020 through 2022.

The Tax Cuts and Jobs Act (“TCJA”) requires that, starting in 2022, taxpayers capitalize expenditures that qualify as Section 174 costs and recover them over five years for domestic expenditures, and fifteen years for expenditures attributed for foreign research. As of September 30, 2023, the Company has capitalized $13,486 of costs under this provision.

In 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted. The CARES Act has not had any significant impact on the Company’s provision (benefit) for income taxes for any of the periods presented.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

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

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
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-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
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-Paragraph 1
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-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
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-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Summary of Significant Accounting Policies

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2 — Summary of Significant Accounting Policies

Basis of Presentation

The Merger was accounted for as a reverse recapitalization of the Company because Legacy Mobix has been determined to be the accounting acquirer under ASC Topic 805 — Business Combinations. Under this method of accounting, Chavant is treated as the “acquired” company for financial reporting purposes. This determination was primarily based on holders of Legacy Mobix capital stock comprising a relative majority of the voting power of the Company upon consummation of the Merger and having the ability to nominate the majority of the governing body of the Company, Legacy Mobix senior management comprising the senior management of the Company, and Legacy Mobix operations comprising the ongoing operations of the Company. Accordingly, for accounting purposes, the financial statements of the Company represent a continuation of the financial statements of Legacy Mobix with the Merger being treated as the equivalent of Legacy Mobix issuing shares for the net assets of Chavant, accompanied by a recapitalization. The net assets of Chavant were recognized as of the Closing at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are presented as those of Legacy Mobix and the accumulated deficit of Legacy Mobix has been carried forward after Closing. All issued and outstanding securities of Chavant upon Closing were treated as issuances of securities of the Company upon the consummation of the Merger.

The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and include the accounts of Mobix Labs, Inc. and its subsidiaries. The Company’s fiscal year ends on September 30. Certain information and disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements as of and for the year ended September 30, 2023 and the related notes which provide a more complete discussion of the Company’s accounting policies and certain other information. The September 30, 2023 condensed consolidated balance sheet was derived from the Company’s audited financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the Company’s condensed financial position as of December 31, 2023 and its results of operations and cash flows for the three months ended December 31, 2023 and 2022. The results of operations for the three months ended December 31, 2023 are not necessarily indicative of the results to be expected for the fiscal year ending September 30, 2024 or for any other future annual or interim period.

Principles of Consolidation

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

Use of Estimates

The preparation of the Company’s condensed consolidated financial statements requires the Company to make estimates and assumptions that affect the reported amounts of certain assets and liabilities; the reported amounts of revenues and expenses for the periods covered and certain amounts disclosed in the notes to the condensed consolidated financial statements. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. Areas requiring significant estimates and assumptions by the Company include, but are not limited to:

• valuation of stock-based compensation and equity-based awards;

• valuation of common stock for periods prior to the Merger;

• impairment assessments of goodwill and long-lived assets;

• measurement of the earnout liability, the PIPE make-whole liability and other liabilities carried at fair value;

• purchase price allocation and valuations of net assets acquired in business combinations; and,

• provisions for income taxes and related valuation allowances and tax uncertainties.

Cash

As of December 31, 2023 and September 30, 2023, the Company’s cash balance consisted of demand deposits held at large financial institutions. The Company considers all highly liquid investments with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of December 31, 2023 or September 30, 2023. The amount of deposits maintained at any financial institution may exceed federally insured limits. The Company places its cash with high credit quality financial institutions and has not experienced any losses on its deposits of cash.

Accounts Receivable, net

Accounts receivable are recorded at the invoiced amount and do not bear interest. For trade accounts receivable from customers, the Company performs ongoing credit evaluations of its customers and maintains an allowance for expected credit losses. The allowance for expected credit losses represents the Company’s best estimate based on current and historical information, and reasonable and supportable forecasts of future events and circumstances. Accounts receivable deemed uncollectible are charged against the allowance for expected credit losses when identified. The allowance for expected credit losses as of December 31, 2023 and September 30, 2023 and bad debt expense for the three months ended December 31, 2023 and 2022 were not material.

Inventory

Inventory is stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value. Inventory costs consist of materials purchase costs, outside manufacturing costs, inbound freight and receiving costs, and capitalized overhead. The Company records an inventory reserve for losses associated with excess and obsolete items, based on available information and the Company’s current expectations of future demand, product obsolescence and market conditions. Any provision for excess and obsolete inventory is charged to cost of sales and is a permanent reduction of the carrying value of inventory.

Intangible Assets, net

The Company’s intangible assets principally consist of acquired developed technology and customer relationships and have finite lives ranging from one to fifteen years. The Company amortizes intangible assets over their useful lives on a straight-line basis, which the Company believes approximates the pattern in which the economic benefits of the intangible assets are expected to be utilized. To the extent that an acquired developed technology is incorporated in, or used to produce, a product the Company currently produces and sells, the related amortization expense is included in cost of revenue in the statements of operations and comprehensive loss. Amortization expense on other acquisition-related intangible assets is included in operating expenses.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets, consisting of property and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company did not record any impairment losses on long-lived assets for the three months ended December 31, 2023 and 2022.

Goodwill

Goodwill represents the excess of the fair value of purchase consideration of an acquired business over the fair value of the identifiable net assets acquired. Goodwill is not amortized but is tested for impairment at a reporting unit level on an annual basis on July 31, or more frequently if circumstances change or an event occurs that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company did not record any goodwill impairment losses for the three months ended December 31, 2023 and 2022.

Business Combinations

The Company allocates the purchase price of an acquisition to the tangible assets acquired, liabilities assumed, and intangible assets acquired, based on their estimated fair values. The excess of the purchase price over the fair values of the net assets acquired is recorded as goodwill.

Accounting for business combinations requires that management make significant estimates and assumptions to determine the fair value of assets acquired and liabilities assumed at the acquisition date. Although management believes the assumptions and estimates to be reasonable and appropriate, they are inherently uncertain. Critical estimates in valuing certain acquired assets may include, but are not limited to, expected future cash flows including revenue growth rate assumptions from product sales, customer contracts and acquired technologies, expected costs to develop acquired technology into commercially viable products, estimated cash flows from the projects when completed, including assumptions associated with the technology migration curve and expected selling, general and administrative costs. The discount rates used to discount expected future cash flows to present value are typically derived from a weighted-average cost of capital analysis and are adjusted to reflect inherent risks. Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results.

Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The Company uses a three-tiered hierarchy for inputs used in measuring fair value that emphasizes the use of observable inputs over the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are market participant assumptions based on market data obtained from sources independent of the Company. Unobservable inputs are the Company’s own assumptions of what market participants would use in pricing an asset or liability based on the best information available in the circumstances. The financial and nonfinancial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.

As a basis for considering such assumptions, a three-tier hierarchy is used in management’s determination of fair value based on the reliability and observability of inputs as follows:

Level 1	—	Observable inputs that include quoted prices in active markets for identical assets or liabilities.
Level 2	—	Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3	—	Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

Net Income (Loss) Per Share

Basic and diluted net income (loss) per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Under the two-class method, net income (loss) is attributed to the Class A and Class B common stock and other participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed using the weighted-average number of shares and the effect of potentially dilutive securities outstanding during the period. For a period in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share because potentially dilutive common shares are not assumed to have been issued if their effect is antidilutive. See Note 18, Net Income (Loss) Per Share.

Comprehensive Income (Loss)

Comprehensive income (loss) includes the Company’s net income (loss) as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. There were no differences between the Company’s net income (loss) and comprehensive income (loss) for the three months ended December 31, 2023 and 2022.

Accounting Pronouncements Recently Adopted

The Company is an “emerging growth company,” as defined in the Securities Act. Under the Jumpstart Our Business Startups Act of 2012, an emerging growth company has the option to adopt new or revised accounting guidance either (i) within the same periods as otherwise applicable to public business entities, or (ii) within the same time periods as non-public business entities, including early adoption when permissible. With the exception of accounting guidance the Company elected to early adopt, when permissible, the Company has elected to adopt new or revised accounting guidance within the same time periods as non-public business entities.

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments — Credit Losses (Topic 326) (“ASU 2016-13”), which provides guidance on measurement of credit losses on financial instruments. This ASU adds a current expected credit loss impairment model to GAAP that is based on expected losses rather than incurred losses whereby a broader range of reasonable and supportable information is required to be utilized in order to derive credit loss estimates. The Company adopted this guidance on a modified retrospective basis on October 1, 2023, with no material impact to the condensed consolidated financial statements.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606 as if the acquiring entity had originated the contracts. The Company adopted this guidance on a prospective basis to business combinations occurring on or after October 1, 2023, with no material impact on its financial position or results of operations.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company’s fiscal year beginning October 1, 2024 and for interim periods within the Company’s fiscal year beginning October 1, 2025, with early adoption permitted. The Company does not expect adoption of ASU 2023-07 will have a material impact on its financial position or results of operations.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The ASU is effective for the Company’s fiscal year beginning October 1, 2025. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company does not expect adoption of ASU 2023-09 will have a material impact on its financial position or results of operations.

Note 2 — Summary of Significant Accounting Policies

Use of Estimates

The preparation of the Company’s financial statements requires the Company to make estimates and assumptions that affect the reported amounts of certain assets and liabilities; the reported amounts of revenues and expenses for the periods covered and certain amounts disclosed in the notes to the financial statements. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. The Company adjusts such estimates and assumptions when facts and circumstances dictate. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. Areas that could require significant estimates and assumptions by the Company include, but are not limited to:

• valuation of stock-based compensation and equity-based awards;

• valuation of common stock;

• impairments of goodwill and long-lived assets;

• the fair value of the Simple Agreements for Future Equity;

• purchase price allocation and valuations of net assets acquired in business combinations; and,

• provisions for income taxes and related valuation allowances and tax uncertainties.

Cash

As of September 30, 2023 and 2022, the Company’s cash balance consisted of demand deposits held at large financial institutions. The Company considers all highly liquid investments with a maturity of three months or less to be cash equivalents. The Company had no cash equivalents as of September 30, 2023 and 2022. The amount of deposits maintained at any financial institution may exceed federally insured limits. The Company places its cash with high credit quality financial institutions and has not experienced any losses on its deposits of cash.

Accounts Receivable, net

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts, which is based on the Company’s assessment of the collectability of accounts. The Company regularly reviews the adequacy of the allowance for doubtful accounts by considering the age of each outstanding invoice and the collection history of each customer and other relevant factors to determine the appropriate amount of allowance for doubtful accounts. Accounts receivable deemed uncollectible are charged against the allowance for doubtful accounts when identified. The allowance for doubtful accounts as of September 30, 2023 and 2022 and bad debt expense for the years ended September 30, 2023 and 2022 were not material.

Inventory

Inventory is stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value. Inventory costs consist of materials purchase costs, outside manufacturing costs, inbound freight and receiving costs, and capitalized overhead. The Company records an inventory reserve for losses associated with excess and obsolete items, based on available information and the Company’s current expectations of future demand, product obsolescence and market conditions. Any provision for excess and obsolete inventory is charged to cost of revenue and is a permanent reduction of the carrying value of inventory.

Property and Equipment, net

The Company’s property and equipment primarily consists of laboratory equipment, computer hardware, equipment, furniture and fixtures and leasehold improvements. Property and equipment are recorded at cost less accumulated depreciation and any accumulated impairment losses. Depreciation and amortization are computed using the straight-line method over the assets’ estimated useful lives. Major improvements are capitalized, while routine maintenance and repairs which do not significantly improve or extend the useful life of an asset are expensed when incurred. Upon the sale or retirement of assets, costs and the related accumulated depreciation and amortization are removed from the accounts and any gain or loss is included in the statements of operations and comprehensive loss.

Deferred Transaction Costs

The Company capitalizes certain legal, accounting, and other third-party fees that are directly related to a planned equity financing, including the Merger, until such financing is consummated. After consummation of an equity financing, these costs are recorded as a reduction of the proceeds received as a result of the financing. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred transaction costs would be immediately written off to operating expenses.

Intangible Assets, net

The Company’s intangible assets consist of acquired developed technology and customer relationships having finite lives ranging from seven to ten years. The Company amortizes intangible assets over their useful lives on a straight-line basis, which the Company believes approximates the pattern in which the economic benefits of the intangible assets are expected to be utilized. To the extent that an acquired developed technology is incorporated in, or used to produce, a product the Company currently produces and sells, the related amortization expense is included in cost of revenue in the statements of operations and comprehensive loss. Amortization expense on other acquisition-related intangible assets is included in operating expenses.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets, consisting of property and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company regularly reviews its operating performance for indicators of impairment. Factors considered important that could trigger an impairment review include a significant underperformance relative to expected historical or projected future operating results, or a significant change in the manner of the use of the assets. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is determined by comparing the forecasted undiscounted cash flows attributable to such assets including any cash flows upon their eventual disposition to their carrying value. If the carrying value of the assets exceeds the forecasted undiscounted cash flows, then the assets are written down to their fair value. The Company did not record any impairment losses on long-lived assets for the years ended September 30, 2023 and 2022.

Goodwill

Significant judgment may be required when goodwill is assessed for impairment. Qualitative factors may be assessed to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If the assessment of all relevant qualitative factors indicates that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, a quantitative goodwill impairment test is not necessary. If the assessment of all relevant qualitative factors indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company will perform a quantitative goodwill impairment test. The quantitative impairment test for goodwill consists of a comparison of the fair value of a reporting unit with its carrying value, including the goodwill allocated to that reporting unit. If the carrying value of a reporting unit exceeds its fair value, the Company will recognize an impairment loss equal to the amount of the excess, limited to the amount of goodwill allocated to that reporting unit. Application of the impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units and the determination of fair value of each reporting unit. The Company performed its annual qualitative impairment test and determined it was not more likely than not that the fair value of its reporting unit was less than its carrying amount. The Company did not record any goodwill impairment losses for the years ended September 30, 2023 and 2022.

Business Combinations

Accounting for business combinations requires that management make significant estimates and assumptions to determine the fair value of assets acquired and liabilities assumed at the acquisition date. Although management believes the assumptions and estimates to be reasonable and appropriate, they are inherently uncertain. Critical estimates in valuing certain acquired assets include, but are not limited to, expected future cash flows including revenue growth rate assumptions from product sales, customer contracts and acquired technologies, expected costs to develop acquired technology into commercially viable products, and estimated cash flows from the projects when completed, including assumptions associated with the technology migration curve. The discount rates used to discount expected future cash flows to present value are typically derived from a weighted-average cost of capital analysis and are adjusted to reflect inherent risks. Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results.

Fair Value Measurements

As a basis for considering such assumptions, a three-tier hierarchy is used in management’s determination of fair value based on the reliability and observability of inputs as follows:

Level 1	—	Observable inputs that include quoted prices in active markets for identical assets or liabilities.
Level 2	—	Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3	—	Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

The Company’s non-financial assets, including property and equipment, intangible assets and goodwill, are measured at estimated fair value on a nonrecurring basis. These assets are adjusted to fair value only when an impairment is recognized, or in the event an asset is held for sale.

Simple Agreements for Future Equity (SAFEs)

The Company has issued SAFEs to certain investors. The SAFEs provide for automatic conversion into shares of the Company’s common stock or preferred stock upon the occurrence of certain events. The number of shares issuable upon conversion is dependent upon a number of factors, including the prices at which the Company may sell its equity securities in the future, the Company’s capitalization and the occurrence of certain events. The SAFEs also require cash settlement by the Company in certain circumstances, such as in the event of a liquidation or dissolution of the Company. The Company performs an assessment of the specific terms of the SAFEs under the applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, Distinguishing Liabilities from Equity (“ASC 480”). The Company evaluated the SAFEs and concluded that the SAFEs are classified as liabilities in the balance sheets. The Company initially records the SAFEs at their fair value and remeasures the SAFEs to fair value at each reporting date.

The Company estimates the fair value of the SAFEs using a probability weighted expected return method (“PWERM”). The PWERM is a scenario-based analysis that estimates the value of the SAFEs based on the probability weighted present value of expected future investment returns, considering each of the possible outcomes available to the Company. The Company classifies the SAFEs as Level 3 financial instruments due to the judgment required to develop the assumptions used and the significance of those assumptions to the fair value measurement.

Fair Value of Common Stock

As there was no public market for the Company’s common stock prior to the Closing, the Company determined the fair value of shares of its common stock considering a number of objective and subjective factors, including: third-party valuations of its common stock, the valuation of comparable companies, sales of the Company’s common stock to outside investors in arms-length transactions, the Company’s forecasted financial performance, operational developments and milestones, the lack of marketability of the underlying common stock, the likelihood of achieving a liquidity event, and the general and industry specific economic outlook, among other factors. The fair value of the Company’s common stock was determined in accordance with applicable elements of the American Institute of Certified Public Accountants guide, Valuation of Privately Held Company Equity Securities Issued as Compensation.

Fair Value of Warrants

The Company accounts for warrants to purchase its common stock as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480 and ASC Topic 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the liability classification requirements pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own stock, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent period end date while the warrants are outstanding.

Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Under the two-class method, net loss is attributed to common stockholders and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The Company considers both series of redeemable convertible preferred stock to be participating securities.

Under the two-class method, the net loss attributable to common stockholders is not allocated to the Founders or Series A Redeemable Convertible Preferred Stock as the holders of those securities do not have a contractual obligation to share in the Company’s losses. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. For a period in which the Company reports a net loss, diluted net loss per common share attributable to common stockholders is the same as basic net loss per common share attributable to common stockholders because potentially dilutive common shares are not assumed to have been issued if their effect is antidilutive.

Stock-Based Compensation

The Company estimates the fair value of stock option awards using the Black-Scholes-Merton (“Black- Scholes”) option-pricing model. The fair value of each stock option award is recognized as compensation expense on a straight-line basis over the requisite service period, which is typically four years. The Company has elected to account for forfeitures

as they occur and initially records stock-based compensation expense assuming all option holders will complete the requisite service period. If an employee forfeits an award because they fail to complete the requisite service period, the Company will reverse previously recognized stock-based compensation expense in the period the award is forfeited.

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include:

• the per share fair value of the underlying common stock;

• the exercise price;

• the risk-free interest rate;

• the expected term;

• expected stock price volatility over the expected term; and,

• the expected annual dividend yield.

The expected term represents the period over which the stock-based award is expected to remain outstanding and is estimated based on historical experience of similar awards, vesting schedules and expectations of future employee behavior. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the stock-based award. Because the Company’s common stock is not publicly traded, the Company estimates expected stock price volatility based on the historical volatility of the stock prices of similar publicly traded peer companies. The Company estimates the expected annual dividend yield will be zero because the Company does not currently expect to declare dividends on its common stock.

Stock-based compensation awards also include restricted stock units (“RSUs”). RSUs entitle the holder to receive a number of shares of the Company’s common stock, generally subject to service-based vesting conditions and, in some cases, other conditions. The Company establishes the fair value of each RSU based on the grant date fair value of the underlying shares of its common stock. The Company recognizes stock-based compensation expense for RSUs over the requisite service period, as applicable, or upon determination that the satisfaction of performance-based criteria is probable.

Segment Information

Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer, who makes resource allocation decisions and assesses performance based on financial information presented on an aggregate basis. Accordingly, the Company has determined that it operates in a single operating segment and, therefore, one reportable segment.

Comprehensive Loss

Comprehensive loss includes the Company’s net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. There were no differences between the Company’s net loss and comprehensive loss for the years ended September 30, 2023 and 2022.

Income Taxes

The Company accounts for income taxes using the asset and liability method whereby 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. The effect on deferred tax assets

and liabilities of a change in tax laws is recognized in the results of operations in the period the new laws are enacted. The Company establishes a valuation allowance when necessary to reduce the carrying amount of its deferred tax assets when it is more likely than not that the deferred tax assets will not be realized. In evaluating the Company’s ability to realize deferred tax assets, the Company considers all available positive and negative evidence, including historical operating results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. Based on the level of historical losses, the Company has established a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized.

The Company recognizes liabilities for uncertain tax positions based on a two-step process regarding recognition and measurement. The Company recognizes a tax benefit only if it is more likely than not the tax position will be sustained on examination by the local taxing authorities based on the technical merits of the position. Then the Company measures the tax benefits recognized in the financial statements from such positions based on the largest amount that is greater than 50% likely to be realized upon ultimate settlement with the related tax authority. The changes in recognition or measurement are reflected in the period in which the change in judgment occurs based on new information not previously available.

Revenue Recognition

The Company accounts for revenue from contracts with customers in accordance with ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). The Company derives its revenues primarily from product sales to equipment manufacturers. The Company recognizes product revenue when it satisfies performance obligations under the terms of its contracts and upon transfer of control when title transfers (either upon shipment to or receipt by the customer, as determined by the contractual shipping terms of the contract) net of accruals for estimated sales returns and allowances. Such sales returns and allowances were not material for the years ended September 30, 2023 and 2022. Sales and other taxes the Company collects, if any, are excluded from revenue. The Company does not have material variable consideration, and the Company’s revenue arrangements do not contain significant financing components. Payment terms are principally net 30 days to net 45 days.

The Company generally offers a limited warranty to customers covering a period of twelve months which obligates the Company to repair or replace defective products. The warranty is not sold separately and does not represent a separate performance obligation. Therefore, the Company accounts for such warranties under ASC Topic 460, Guarantees, and the estimated costs of warranty claims are accrued as cost of revenue in the period the related revenue is recorded. The Company accrues for warranty and indemnification issues if a loss is probable and can be reasonably estimated. Warranty and indemnification expenses have historically been insignificant.

The Company has agreements with certain distributors which include certain rights of return and pricing programs, including stock rotation and price protection which could affect the transaction price. Sales returns, stock rotation and price protection have historically been insignificant.

The Company includes shipping and handling fees billed to customers as part of net sales. The Company includes shipping and handling costs associated with outbound freight in cost of revenue.

There were no material contract assets or contract liabilities recorded on the balance sheet in any of the periods presented. All incremental customer contract acquisition costs are expensed as incurred as the amortization period of the asset that the Company otherwise would have recognized is one year or less in duration.

In October 2021, the Company entered into a license agreement with a customer, wherein the Company granted the customer a perpetual, non-exclusive license to use certain of its patents and developed technology. As consideration for the license, the customer paid the Company a license fee of $450. The Company does not have any ongoing development, support or other performance obligations under the license agreement. Consequently, the Company concluded that its performance obligation under the license agreement was satisfied and recognized the $450 consideration as license revenue during the year ended September 30, 2022.

Cost of Revenue

Cost of revenue includes costs of materials, contract manufacturing services, including costs associated with the assembly, testing, packaging and shipping of products, inbound freight, amortization of acquired developed technology, inventory obsolescence charges and other product-related costs. Cost of revenue also includes employee compensation and benefits (including stock-based compensation) of employees engaged in the sourcing of products, facility-related expenses, depreciation, and an allocation of corporate costs.

Advertising Expense

Advertising costs include spending for items such as marketing and promotional items, trade shows, sponsorships, and other programs. The Company expenses advertising costs as incurred. Advertising expenses were $175 and $281 for the years ended September 30, 2023 and 2022, respectively.

Research and Development Expense

Research and development expenses consist of costs incurred to perform product design and development activities including employee compensation and benefits (including stock-based compensation), design tools, supplies, facility-related expenses, depreciation, amortization of acquired developed technology, allocation of corporate costs and costs of outside contractors. The Company expenses all research and development costs as incurred.

Selling, General and Administrative Expense

Selling, general and administrative expenses consist of employee compensation and benefits (including stock-based compensation) of sales, marketing, executive and administrative staff including human resources, accounting, information technology and executive management, outside audit and tax fees, insurance costs, patent costs, outside legal fees, business consulting fees, advertising and promotion programs, travel and entertainment, outside service costs and facility-related costs.

Accounting Pronouncements Recently Adopted

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”) and has since issued several updates, amendments and technical improvements to ASU 2016-02, to provide guidance on the accounting for leasing transactions. The standard requires that the lessee recognize a lease liability along with a right-of-use (“ROU”) asset for all leases with a term longer than one year. ASU 2016-02 requires a modified retrospective transition approach to each lease that existed at the date of initial application as well as leases entered into after that date. The standard also requires additional disclosures about leasing arrangements related to discount rates, lease terms, and the amount, timing, and uncertainty of cash flows arising from leases. The Company adopted this new guidance effective October 1, 2022, using the modified retrospective method, and recognized ROU assets and lease liabilities of $1,169 and $1,862, respectively, on its balance sheet. See Note 11 — Leases for additional information and disclosures related to the adoption of this standard.

In November 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and also improves consistent application of and simplification of GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The Company adopted ASU 2019-12 as of October 1, 2022, with no impact on its financial position or results of operations.

Recently Issued Accounting Pronouncements Not Yet Adopted

In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326) (“ASU 2016-13”), which provides guidance on measurement of credit losses on financial instruments. This ASU adds a current expected credit loss impairment model to GAAP that is based on expected losses rather than incurred losses whereby a broader range of reasonable and supportable information is required to be utilized in order to derive credit loss estimates. The Company is required to adopt this guidance for its fiscal year beginning October 1, 2023, including interim periods within that fiscal year. The Company does not expect adoption of ASU 2016-13 will have a significant impact on its financial position or results of operations.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606 as if the acquiring entity had originated the contracts. The Company is required to adopt this guidance for its fiscal year beginning October 1, 2024, including interim periods within that fiscal year. The Company is currently evaluating the impact of this new standard on its financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company’s fiscal year beginning October 1, 2024 and for interim periods within the Company’s fiscal year beginning October 1, 2025, with early adoption permitted. The Company does not expect adoption of ASU 2023-07 will have a significant impact on its financial position or results of operations.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The ASU is effective for the Company’s fiscal year beginning October 1, 2025. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company does not expect adoption of ASU 2023-09 will have a significant impact on its financial position or results of operations.

Net Income (Loss) Per Share (Details) - Schedule of Computation of Diluted Net Income (Loss) Per Share Attributable to Stockholders - USD ($)	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule of Computation of Diluted Net Income (Loss) Per Share Attributable to Stockholders [Line Items]
Public Warrants and Private Warrants	9,000,000
Make-whole shares	1,052,030
Earnout shares	3,500,000
RSUs		10,984,241
Stock options	1,690,476	6,400,758
Convertible preferred stock (on an as-converted basis)		2,254,901
Common stock warrants		400,000
Convertible notes (in Dollars)		$ 131,072
Total	15,242,506	20,170,972

Reverse Recapitalization (Details) - Schedule of Condensed Consolidated Financial Statements - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Closing proceeds:
Proceeds from Chavant trust fund	$ 1,264
Proceeds from PIPE investment	19,750
Closing disbursements:
Mobix Merger-related transaction costs paid prior to closing	(983)
Net cash proceeds	14,065
Non-cash activity:
Conversion of Legacy Mobix convertible notes to Class A Common Stock	206
Conversion of Legacy Mobix SAFEs to Class A Common Stock	1,522
Conversion of Legacy Mobix redeemable convertible preferred stock to Class B Common Stock	2,300
Unpaid Merger-related transaction costs assumed from Chavant	(871)
Unpaid Merger-related transaction costs of Legacy Mobix	(1,633)
Merger-related transaction costs expensed	4,009
Liability-classified instruments:
Net equity impact of the Merger	(16,182)
Fair Value of Earnout Liability [Member]
Liability-classified instruments:
Fair value, Liability-classified instruments	(33,559)
Fair Value of PIPE Make-Whole Liability [Member]
Liability-classified instruments:
Fair value, Liability-classified instruments	(2,071)
Fair Value of Private Warrants [Member]
Liability-classified instruments:
Fair value, Liability-classified instruments	$ (150)
Class A Common Stock [Member] \| Common Stock [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	22,901,838
Legacy Mobix [Member]
Closing disbursements:
Transaction costs	$ (3,747)
Chavant [Member]
Closing disbursements:
Transaction costs	(2,219)
Net cash proceeds from the Merger at Closing	$ 15,048
Chavant Public Shares, Net of Redemptions [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	111,005
Chavant Founder Shares, Net of Shares Forfeited [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	1,341,369
PIPE Investors’ Shares [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	1,975,000
Settlement of PIPE Warrant [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	199,800
Sponsor PIPE Subscription [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	199,737
Settlement of Sponsor Warrant [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	272,182
Settlement of Warrant to Non-Redeeming Shareholder [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	202,489
Amendment to Business Combination Marketing Agreement [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	280,000
Total Chavant Shares Outstanding Immediately Prior to the Merger [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	4,581,582
Legacy Mobix Rollover Shares [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	18,139,258
Conversion of Legacy Mobix Convertible Notes [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	30,045
Conversion of Legacy Mobix SAFEs [Member]
Schedule of Condensed Consolidated Financial Statements [Line Items]
Total number of Class A common shares issued in the Merger (in Shares)	150,953

Acquisition of EMI Solutions (Details) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)
Acquisition of EMI Solutions [Line Items]
Consideration acquisition shares (in Shares) \| shares	964,912
Cash	$ 2,200	$ 450
Consideration paid	155
Remainder payable quarterly installment	$ 174
Price per share (in Dollars per share) \| $ / shares	$ 6.84
Common stock value
Permanent equity, carrying value	$ 8,856
Measurement Input, Price Volatility [Member]
Acquisition of EMI Solutions [Line Items]
Measurement inputs	55
Measurement Input, Expected Dividend Rate [Member]
Acquisition of EMI Solutions [Line Items]
Measurement inputs	0
Measurement Input, Risk Free Interest Rate [Member]
Acquisition of EMI Solutions [Line Items]
Measurement inputs	4.5
Measurement Input, Expected Term [Member]
Acquisition of EMI Solutions [Line Items]
Measurement inputs	2
Common Stock [Member]
Acquisition of EMI Solutions [Line Items]
Consideration acquisition shares (in Shares) \| shares	964,912
Repurchase shares of common stock (in Shares) \| shares	964,912
Legacy Mobix [Member]
Acquisition of EMI Solutions [Line Items]
Common stock value	$ 8,856
Series of Individually Immaterial Business Acquisitions [Member]
Acquisition of EMI Solutions [Line Items]
Estimated fair value	8,856
Acquisition payable	$ 1,000

Goodwill (Details) - Schedule of Changes in the Carrying Amount of Goodwill $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Schedule of Changes in the Carrying Amount of Goodwill [Line Items]
Balance at September 30, 2023	$ 5,217
Acquisition of EMI	5,542
Balance at December 31, 2023	$ 10,759

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

- 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 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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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 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 350
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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
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Debt

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Debt [Abstract]

Debt

Note 11 — Debt

Debt consists of the following:

	December 31, 2023			September 30, 2023
Notes payable	$	1,503		$	1,286
7% promissory notes – related parties		3,349			3,349
Notes payable – related parties		100			444
SAFEs		—			1,512
Total debt		4,952			6,591
Less: Amounts classified as current		(4,952	)		(6,591	)
Noncurrent portion	$	—		$	—

Notes Payable

During the three months ended December 31, 2023, the Company entered into two promissory notes payable having an aggregate principal amount of $250 with unrelated investors to meet its working capital needs. The notes bear interest at rates ranging from 6% to 76% per annum. One note having an original principal amount of $150 matures in November 2024, requires weekly principal payments of $4 and is guaranteed by an officer and director of the Company. The other note, having a principal amount of $100, is unsecured, matured in January 2024 and was repaid by the Company in February 2024.

In connection with the issuance of one of the notes, the Company issued the purchaser a warrant to purchase an aggregate of 47,020 shares of its common stock at $0.01. The warrant has a contractual term of twelve months and is immediately exercisable. The Company evaluated the warrant and determined that it met all the requirements for equity classification under ASC 815. The Company accounted for the warrant as a detachable warrant at its fair value, using the relative fair value method. The portion of the proceeds allocated to the warrant of $79 was recorded

as an increase to additional paid-in capital and as a discount to notes payable on the condensed consolidated balance sheet. The Company is amortizing the discount over the term of the related note using the effective interest method. The Company valued the warrant at the time of issuance using the Black-Scholes option pricing model with the following assumptions: expected volatility of 55.6%; no expected dividend yield; risk-free interest rate of 5.3%; and a contractual term of twelve months.

One outstanding note, issued in September 2023 and having a principal amount of $531, provides that in the event the Company fails to pay the principal amount by its October 5, 2023 maturity date, the Company must issue the purchaser as additional consideration a warrant to purchase 28,000 shares of its common stock for the first calendar month, and warrants to purchase an additional 25,000 shares for each successive calendar month, during which the note remains unpaid. The Company did not repay the note by its maturity date and the Company is currently obligated to issue the purchaser warrants to purchase an aggregate of 78,000 shares of its common stock. The warrants are immediately exercisable and have an exercise price of $0.01 per share. In January 2024, the Company repaid this note in full.

As of December 31, 2023, promissory notes payable having a remaining principal balance of $1,559 were outstanding and are included in “Notes payable” at a carrying amount of $1,503 (net of unamortized discount of $56) in the condensed consolidated balance sheet.

7% Promissory Notes — Related Parties

The Company has two outstanding promissory notes with related parties having an aggregate remaining principal amount of $3,349, which the Company assumed in 2020 as part of an asset acquisition. The promissory notes bear interest at 7% per annum, are unsecured and do not require principal payments prior to the maturity date. The notes had an initial maturity date of August 2022, but were amended in May 2022 to extend their maturity to July 2023. The 7% promissory notes are included in “Notes payable — related parties” in the condensed consolidated balance sheet. Subsequent to December 31, 2023, the Company has not made any principal payments on these notes, and the $3,349 principal remains outstanding.

Notes Payable — Related Parties

During the three months ended December 31, 2023, the Company repaid one note having a principal balance of $344. As of December 31, 2023, one note having an aggregate principal balance of $100 remained outstanding and is included in “Notes payable — related parties” in the condensed consolidated balance sheet.

SAFEs

In connection with the Merger, all of the outstanding SAFEs, representing an original purchase amount of $1,000, were converted into 150,953 shares of the Company’s Class A Common Stock and the $1,512 carrying amount of these SAFEs was credited to equity, with no gain or loss recognized. As of December 31, 2023, no SAFEs remain outstanding.

The Company remeasures the SAFEs to fair value at each reporting date. For the three months ended December 31, 2023 and 2022, the Company recorded increases in the fair value of the SAFEs of $10 and $50, respectively. The change in fair value of the SAFEs is reported in “Change in fair value of SAFEs” in the condensed consolidated statements of operations and comprehensive income (loss).

Convertible Notes

During the three months ended December 31, 2023, the Company issued convertible notes having an aggregate principal amount of $200 to unaffiliated investors. The convertible notes matured in February 2024, bore interest at 16% per annum, were unsecured and had a conversion price of $6.84 per share. The principal amount of the convertible notes and any accrued interest thereon was convertible into shares of the Company’s common stock, at the election of each holder, at any time prior to maturity. In connection with the issuance of the convertible notes,

the Company issued the investors warrants to purchase an aggregate of 4,000 shares of Legacy Mobix common stock at an exercise price of $0.01 per share. The warrants are immediately exercisable and have a one-year term. In connection with the Merger, all outstanding convertible notes were converted into 30,045 shares of the Company’s Class A Common Stock and the $206 carrying amount of the notes and accrued interest thereon was credited to equity, with no gain or loss recognized. As of December 31, 2023, no convertible notes remain outstanding.

Note 9 — Debt

Debt consists of the following:

	September 30,
	2023			2022
Notes payable	$	1,286		$	—
7% promissory notes – related parties		3,349			3,349
Notes payable – related parties		444			344
SAFEs		1,512			1,983
Convertible notes		—			625
Total debt		6,591			6,301
Less: Amounts classified as current		(6,591	)		(5,676	)
Noncurrent portion	$	—		$	625

Notes Payable

During the year ended September 30, 2023, the Company entered into eight promissory notes payable having an aggregate principal amount of $2,156 with unrelated investors to meet its working capital needs. Four notes bear interest at rates ranging from 6.0% to 8.0% per annum, while the remaining notes bear no interest. The notes mature at various dates from January 2023 to March 2024, are unsecured and do not require any principal payments prior to maturity.

In connection with the issuance of each of the notes, the Company issued the purchasers warrants to purchase an aggregate of 239,464 shares of its common stock at exercise prices ranging from $0.01 to $3.00 per share. The warrants have contractual terms of one to twelve months and are immediately exercisable. The Company evaluated the additional warrants and determined that they met all the requirements for equity classification under ASC 815. The Company accounted for each of the warrants as a detachable warrant at its fair value, using the relative fair value method. The portion of the proceeds allocated to the warrants of $790 was recorded as an increase to additional paid-in capital and as a discount to notes payable on the balance sheet. The Company is amortizing the discount over the term of the related notes using the effective interest method. The Company valued each of the warrants at the time of issuance using the Black-Scholes option pricing model with the following ranges of assumptions: expected volatility of 52.7% to 54.1%; no expected dividend yield; risk-free interest rate of 3.6% to 5.5%; and a contractual term of one to twelve months.

Two of the notes, having an aggregate principal amount of $825, also provide that in the event the Company fails to pay the principal amount on the respective maturity dates, the Company must issue the purchasers as additional consideration warrants to purchase additional shares of its common stock for each seven-day period thereafter until such time as the principal is repaid in full. Because the Company repaid the principal of both notes in full after their respective maturity dates, the Company was required to issue the purchasers additional warrants to purchase an aggregate of 385,000 shares of its common stock. The Company evaluated the additional warrants and determined that they met all the requirements for equity classification under ASC 815. The aggregate fair value of the additional warrants of $2,238 is included in interest expense in the statement of operations and comprehensive loss. The Company valued each of the warrants at the time of issuance using the Black-Scholes option pricing model with the following ranges of assumptions: expected volatility of 52.7% to 54.1%; no expected dividend yield; risk-free interest rate of 3.6% to 5.4%; and a contractual term of six to twelve months.

Another of the notes, having an aggregate principal amount of $531, also provides that in the event the Company fails to pay the principal amount by its October 5, 2023 maturity date, the Company must issue the purchaser as additional consideration a warrant to purchase 28,000 shares of its common stock for the first calendar month, and warrants to purchase an additional 25,000 shares for each successive calendar month, during which the note remains unpaid. The Company did not repay the note by its maturity date and the Company is currently

obligated to issue the purchaser warrants to purchase an aggregate of 78,000 shares of its common stock. The warrants are immediately exercisable, have an exercise price of $0.01 per share, and expire at such time as the related note is repaid in full.

As of September 30, 2023, promissory notes payable having a remaining principal balance of $1,331 were outstanding and are included in “Notes payable” at a carrying amount of $1,286 (net of unamortized discount of $45) in the balance sheet.

7% Promissory Notes — Related Parties

The Company has two outstanding promissory notes with related parties having an aggregate remaining principal amount of $3,349, which the Company assumed in 2020 as part of an asset acquisition. The promissory notes bear interest at 7% per annum, are unsecured and do not require principal payments prior to the maturity date. The notes had an initial maturity date of August 2022, but were amended in May 2022 to extend their maturity to July 2023. The Company made principal payments of $0 and $332 on these notes during the years ended September 30, 2023 and 2022. The 7% promissory notes are included in “Notes payable — related parties” in the balance sheets. Subsequent to September 30, 2023, the Company has not made any principal payments on these notes, and the $3,349 principal remains outstanding.

Notes Payable — Related Parties

During the year ended September 30, 2022, the Company entered into six short-term notes payable with related parties to meet its working capital needs. The aggregate original principal amount of the notes was $1,056, and cash proceeds to the Company were $1,006 after discounts of $50. The notes have varying maturity dates and bear interest at rates from 2% to 18%. The Company made principal payments of $0 and $712 on these notes during the years ended September 30, 2023 and 2022 and as of September 30, 2023, one note having a principal balance of $344 remains outstanding.

During the year ended September 30, 2023, the Company issued and repaid a promissory note having a principal amount of $100 to an officer and director of the Company. Also during the year ended September 30, 2023, the Company issued and repaid five promissory notes, each having a principal amount of $106, to an employee. The Company also issued a promissory note having a principal amount of $100 to a director of the Company. The note matured on August 22, 2023 and remains outstanding. The note does not bear interest and is unsecured. In connection with the note, the Company issued the purchaser a warrant to purchase 2,924 shares of the Company’s common stock at a price of $6.84 per share. The warrant is immediately exercisable and has a one-year term. The Company evaluated the warrant and determined that it met all the requirements for equity classification under ASC 815. The Company accounted for the warrant as a detachable warrant at its fair value, using the relative fair value method. The portion of the proceeds allocated to the warrant was recorded as an increase to additional paid-in capital and as a discount to notes payable — related parties on the balance sheet. The Company amortized the discount over the term of the note using the effective interest method. The Company valued the warrant using the Black-Scholes option pricing model with the following assumptions: expected volatility of 54.1%; no expected dividend yield; risk-free interest rate of 5.4%; and a contractual term of twelve months.

As of September 30, 2023, two notes having an aggregate principal balance of $444 remain outstanding and are included in “Notes payable — related parties” in the balance sheet.

SAFEs

During the year ended September 30, 2022, the Company entered into simple agreements for future equity with certain investors in exchange for cash proceeds of $1,900. Certain SAFEs, representing a purchase amount of $900, are automatically convertible into shares of the Company’s common stock upon the occurrence of the

Company’s next equity financing of not less than $5,000. These SAFEs are convertible at prices per share equal to discounts of 20% to 25% from the lowest per share purchase price of the Company’s equity securities in the financing. In the event of a dissolution prior to conversion, the Company must pay the holder of these SAFEs an amount equal to the purchase amount. In this case, the rights of the SAFE holders are senior to the Company’s capital stock and pari passu with any convertible debt of the Company.

The remainder of the SAFEs, representing a purchase amount of $1,000, are automatically convertible into shares of the Company’s preferred stock upon the occurrence of the Company’s next round of preferred stock financing. The conversion price of the preferred stock to be issued in exchange for the SAFEs would be equal to the greater of (i) the lowest price per share for preferred stock sold to investors in the initial closing of the equity financing, or (ii) the number of shares equal to the value of the SAFE, subject to a post money valuation cap of $175,000. If there is a liquidity event, including a change in control, a direct listing or an initial public offering, these SAFEs will be entitled to receive a portion of the proceeds equal to the greater of (i) the purchase amount or (ii) the amount payable on the number of shares of common stock equal to the purchase amount divided by the quotient obtained by dividing $175,000 by the Company’s total capitalization, including all shares and convertible securities (on an as-converted to common stock basis). In the event of a dissolution or liquidation of the Company, the holders of these SAFEs will be entitled to receive a cash-out amount equal to their original purchase price, which right is junior to the payment of the Company’s outstanding indebtedness and on par with the rights of other SAFEs and preferred stock.

In each case, the SAFEs do not bear interest and have no maturity date. Holders of the SAFEs have no voting rights.

The Company initially recorded the SAFEs at their fair value of $1,900 and remeasures the SAFEs to fair value at each reporting date. For the years ended September 30, 2023 and 2022, the Company recorded increases in the fair value of the SAFEs of $655 and $83, respectively. The change in fair value of the SAFEs is reported in “Change in fair value of SAFEs” in the statements of operations and comprehensive loss.

As of September 30, 2022, none of the SAFEs had been converted into shares of the Company’s common stock or preferred stock. During the year ended September 30, 2023, SAFEs having an original purchase amount of $900 were converted into 170,835 shares of the Company’s common stock, in accordance with the original terms of the agreements. These SAFEs were remeasured to fair value immediately prior to conversion, with the change in fair value reported in “Change in fair value of SAFEs” in the statement of operations and comprehensive loss. Upon conversion, the $1,126 carrying amount of these SAFEs was credited to equity, with no gain or loss recognized. As of September 30, 2023, $1,000 original purchase amount of SAFEs remain outstanding and are carried at their estimated fair value of $1,512 in the balance sheet.

Convertible Notes

During the year ended September 30, 2022, the Company issued an aggregate principal amount of $925 of convertible notes to several unaffiliated investors. The convertible notes mature five years from the date of issuance, bear interest at 5% per annum and are unsecured. The principal amount of each convertible note and any accrued interest thereon may be converted into the Company’s common stock, at prices of $5.02 to $6.84 per share, at the election of the holder at any time prior to maturity. The notes are mandatorily convertible into common stock in the event the Company consummates a private placement for an aggregate offering amount of at least $20,000 or upon the change in control of the Company. The Company determined that the convertible notes do not contain any embedded derivatives.

During the year ended September 30, 2023, the Company issued a convertible note having a principal amount of $250 to an unaffiliated investor. The convertible note matures one year from the date of issuance, bears interest at 9% per annum and is unsecured. The principal amount of the convertible note and any accrued interest thereon may be converted into common stock, at a price of $5.00 per share, at the election of the holder at any time prior to maturity. The convertible note is mandatorily convertible into common stock immediately prior to the closing of a

business combination (as defined in the note) including the proposed merger with Chavant. The convertible note is also mandatorily convertible into common stock in the event the Company consummates a private placement, in a single transaction or series of related transactions, for an aggregate offering amount of at least $5,000.

During the year ended September 30, 2022, the holder of one convertible note elected to convert the note having a $300 principal amount, together with accrued interest thereon, into 45,548 shares of the Company’s common stock based on the conversion price of $6.84 per share. During the year ended September 30, 2023, all $875 principal amount of outstanding convertible notes, together with accrued interest thereon, were converted into 187,971 shares of the Company’s common stock, representing conversion prices of $5.00 to $5.02 per share. As each conversion was pursuant to the original terms of the note, the Company reclassified the carrying value of the notes and accrued interest into equity, with no gain or loss recognized.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

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

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
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-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Paragraph 1C
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+ Details

Concentrations

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Concentrations [Abstract]

Concentrations

Note 19 — Concentrations

For the three months ended December 31, 2023, two customers accounted for 67% of the Company’s revenues. For the three months ended December 31, 2022, one customer accounted for 86% of the Company’s revenues. No other customer accounted for more than 10% of revenues in the respective periods. As of December 31, 2023, one customer had a balance due that represented 17% of the Company’s total accounts receivable. As of September 30, 2023, two customers had balances due that represented 97% of the Company’s total accounts receivable.

Note 16 — Concentrations

Concentration of Credit Risk

The Company maintains its cash in accounts with major financial institutions within the United States, generally in the form of demand deposits. Deposits in these institutions may exceed federally insured limits. The Company places its cash with high credit quality financial institutions and has not experienced any losses on its deposits of cash.

Significant Customers

For the year ended September 30, 2023, two customers accounted for 93% of the Company’s revenues. For the year ended September 30, 2022, two customers accounted for 86% of the Company’s revenues. As of September 30, 2023, two customers had balances due that represented 97% of the Company’s total accounts receivable. As of September 30, 2022, two customers had balances due that represented 76% of the Company’s total accounts receivable.

Net Loss Per Share (Details) - Schedule of Net Loss Per Common Share of Basic and Diluted - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule of Net Loss Per Common Share of Basic and Diluted [Line Items]
Net loss	$ 935	$ (9,390)	$ (39,621)	$ (23,867)
Weighted-average common shares outstanding – basic	18,617,656	12,379,480	14,612,600	10,620,614
Net loss per common share – basic	$ 0.04	$ (0.76)	$ (2.71)	$ (2.25)

- Definition

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

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+ Details

- Definition

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

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+ Details

Leases (Details) - Schedule of Maturity of Operating Lease Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Oct. 01, 2022	Sep. 30, 2022	Sep. 30, 2008
Schedule Of Maturity Of Operating Lease Liabilities Abstract
2024		$ 537		$ 530	$ 526
2025		526		537	545
2026		545		526	515
2027		516		545
Total minimum lease payments		2,124			1,987
Less: imputed interest		(526)			(466)
Total		1,598	$ 1,862	2,653	1,521
Less: current obligations under leases	$ (325)	(318)			(325)
Long-term lease obligations	$ 1,196	1,280			1,196
2023		537		530	526
2024		526		537	545
2025		545		526	515
2026		516		545
2027				515
Total		$ 1,598	$ 1,862	$ 2,653	$ 1,521

Equity Incentive Plans (Details) - Schedule of Weighted-Average Grant Date Fair Value of Options Granted	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Low [Member]
Equity Incentive Plans (Details) - Schedule of Weighted-Average Grant Date Fair Value of Options Granted [Line Items]
Expected volatility	54.80%	52.40%	52.40%	50.50%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Risk-free interest rate	3.90%	3.60%	3.60%	1.00%
Expected term (years)	4 years 6 months	5 years	4 years 7 months 6 days	4 years 1 month 6 days
High [Member]
Equity Incentive Plans (Details) - Schedule of Weighted-Average Grant Date Fair Value of Options Granted [Line Items]
Expected volatility	55.60%	53.60%	54.40%	50.90%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Risk-free interest rate	4.40%	4.20%	4.20%	3.60%
Expected term (years)	5 years 3 months 18 days	5 years 9 months 18 days	5 years 9 months 18 days	6 years 1 month 6 days

Intangible Assets, Net

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Intangible Assets, Net [Abstract]

Intangible Assets, net

Note 8 — Intangible Assets, net

Intangible assets, net consist of the following:

	Estimated Useful Life (years)	December 31, 2023							September 30, 2023
	Estimated Useful Life (years)	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Developed technology	7 – 10	$	7,289	$	(2,441	)	$	4,848	$	7,289	$	(2,238	)	$	5,051
Customer relationships	10 – 15		6,400		(85	)		6,315		300		(64	)		236
Trade names	2		100		(2	)		98		—		—			—
Backlog	1		300		(11	)		289		—		—			—
		$	14,089	$	(2,539	)	$	11,550	$	7,589	$	(2,302	)	$	5,287

The Company recorded amortization expense related to intangible assets of $237 and $211 during the three months ended December 31, 2023 and 2022, respectively. The weighted-average remaining lives of intangible assets as of December 31, 2023 were developed technology 6.1 years; customer relationships 14.7 years; trade names 2.0 years; and backlog 1.0 years.

Estimated future amortization expense for intangible assets by fiscal year as of December 31, 2023 is as follows:

Years ending September 30,
2024 (remaining nine months)	$	1,198
2025		1,361
2026		1,257
2027		1,247
2028		1,213
Thereafter		5,274
Total	$	11,550

Note 5 — Intangible Assets, net

Intangible assets, net consist of the following:

	Estimated Useful Life (years)	September 30, 2023							September 30, 2022
	Estimated Useful Life (years)	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization		Net
Developed technology	7 – 10	$	7,289	$	(2,238	)	$	5,051	$	7,289	(1,428	)	$	5,861
Customer relationships	10		300		(64	)		236		300	(33	)		267

The Company recorded amortization expense related to intangible assets of $841 and $840 during the years ended September 30, 2023 and 2022, respectively. The weighted-average remaining lives of developed technology and customer relationships as of September 30, 2023 were 6.4 years and 7.9 years, respectively.

Estimated future amortization expense for intangible assets by fiscal year as of September 30, 2023 is as follows:

Years ending September 30,
2024	$	840
2025		840
2026		840
2027		840
2028		806
Thereafter		1,121
Total	$	5,287

Acquisition of EMI Solutions (Tables)

3 Months Ended

Dec. 31, 2023

Acquisition of EMI Solutions [Abstract]

Schedule of Purchase Consideration and Allocation

Purchase consideration:
Contingently redeemable common stock issued to seller	$	8,856
Cash consideration (at present value)		2,041
	$	10,897
Allocation:
Cash	$	45
Accounts receivable		387
Inventory		155
Other current assets		7
Property and equipment		107
Other assets		30
Intangible asset – customer relationships		6,100
Intangible asset – backlog		300
Intangible asset – trade name		100
Goodwill		5,542
Accounts payable		(227	)
Accrued expenses		(263	)
Deferred tax liability		(1,386	)
	$	10,897

Schedule of Unaudited Pro Forma Revenues and Net Income (Loss)

The unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of future operations or results had the acquisition occurred on October 1, 2022.

	Three months ended December 31,
	2023		2022
Revenues	$	1,052	$	1,233
Net income (loss)		944		(9,732	)

Net Loss Per Share (Details) - Schedule of Net Loss Per Common Share of Basic and Diluted (Parentheticals) - $ / shares	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule of Net Loss Per Common Share of Basic and Diluted [Line Items]
Weighted-average common shares outstanding – diluted	23,316,071	12,379,480	14,612,600	10,620,614
Net loss per common share – diluted	$ 0.04	$ (0.76)	$ (2.71)	$ (2.25)

- 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

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

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

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482662/260-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 15: http://www.xbrl.org/2003/role/exampleRef
-Topic 260
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-Section 55
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-52

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-7

+ Details

Commitments and Contingencies (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jan. 31, 2023	Sep. 30, 2023	Dec. 31, 2023	Sep. 30, 2022
Commitments and Contingencies (Details) [Line Items]
Future minimum payments		$ 1,353	$ 984
Estimated liability				$ 8,434
Shares of common stock (in Shares)	1,233,108
Estimated amount of liability				$ 8,434
Common Stock [Member]
Commitments and Contingencies (Details) [Line Items]
Shares of common stock (in Shares)	1,233,108	1,233,108

Subsequent Events (Details) - USD ($)				1 Months Ended					3 Months Ended		12 Months Ended
Subsequent Events (Details) - USD ($)	Dec. 21, 2023	Dec. 20, 2023	Dec. 19, 2023	Jan. 31, 2024	Oct. 31, 2023	May 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 18, 2024
Subsequent Events (Details) [Line Items]
shares of common stock		202,692									1,958,312
Warrant to purchase						500,000	400,000	200,000			605,000
Exercise price						$ 0.01	$ 3	$ 3	$ 0.01	$ 3	$ 0.01	$ 3
Loan agreement									$ 150,000
Exercise price per share		$ 0.01	$ 0.01
Price per share								$ 0.00001			$ 0.00001	$ 0.00001
Redeem shares		199,737
Warrant issued									9,000,000
Exceeds per share									$ 6.84
Common stock shares issued								11,868,397			16,692,175	11,868,397
Commitment fee									$ 1,500
Aggregate purchase price percentage									30.00%
Legal fees									$ 75
Purchase agreement amount									$ 5
Common Stock [Member]
Subsequent Events (Details) [Line Items]
shares of common stock											1,958,312	1,460,644
Warrant to purchase									78,000
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Net proceeds											$ 3,285,000
Warrant to purchase											3,500,000
Exercise price											$ 0.01
Granted stock options											12,200
Weighted-average exercise price											$ 6.84
Redeem shares											73,706
Warrant issued											202,672
Common stock par value											$ 0.00001
Warrants converted											202,489
Percentage of reduced workforce on employees temporary furlough				35.00%
Subsequent Event [Member] \| Common Stock [Member]
Subsequent Events (Details) [Line Items]
shares of common stock											480,271
EMI Solutions Inc [Member]
Subsequent Events (Details) [Line Items]
Common stock in cash									$ 10,897,000
Cash portion									$ 2,041,000
EMI Solutions Inc [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Acquisition consisted of shares			964,912
Cash portion			$ 155,000
Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Warrant to purchase											1,750,000
Common stock in cash	$ 21,063,000
Cash portion	19,750,000
Cash [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Cash portion	$ 1,263,000
Convertible Debt [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Warrant to purchase					4,000
Notes Payable [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Loan agreement					$ 150,000
Finance charge					66,000
Notes Payable [Member] \| Subsequent Event [Member] \| Prepayment Fee [Member]
Subsequent Events (Details) [Line Items]
Finance charge					49,000
Convertible Debt [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Loan agreement					$ 200,000
Bear interest					16.00%
Conversion price					$ 6.84
Class A Common Stock [Member]
Subsequent Events (Details) [Line Items]
Exercise price									$ 18
Exercise price per share									10
Price per share									$ 0.00001		$ 0.00001
Common stock par value	$ 10
Warrants converted									78,000
Common stock shares issued									23,544,492		0
Class A Common Stock [Member] \| Common Stock [Member]
Subsequent Events (Details) [Line Items]
shares of common stock
Class A Common Stock [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Warrant to purchase											27,413
Common stock par value											$ 12.5
Additional shares											1,750,000
Exceeds per share											$ 15
Common stock shares issued													9,500,000
Class A Common Stock [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Exercise price per share	10
Price per share	$ 0.00001
Class A Common Stock [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member] \| Subscription Agreements, Equity [Member]
Subsequent Events (Details) [Line Items]
shares of common stock	475,000
Net proceeds	$ 4,750,000
Exercise price per share	$ 10
Class B Common Stock [Member]
Subsequent Events (Details) [Line Items]
Price per share									$ 0.00001		$ 0.00001
Common stock shares issued									2,254,901		0
Class B Common Stock [Member] \| Common Stock [Member]
Subsequent Events (Details) [Line Items]
shares of common stock
Class B Common Stock [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Price per share	$ 0.00001
Convertible Debt [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Exercise price					$ 0.01
Investor [Member]
Subsequent Events (Details) [Line Items]
Exercise price									$ 0.01
Investor [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member] \| Subscription Agreements, Equity [Member]
Subsequent Events (Details) [Line Items]
Net proceeds	$ 15,000,000
Investor [Member] \| Class A Common Stock [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member] \| Subscription Agreements, Equity [Member]
Subsequent Events (Details) [Line Items]
shares of common stock	1,500,000
Price per share	$ 10
Sponsor [Member] \| Class A Common Stock [Member] \| Chavant Capital Acquisition Corp. [Member] \| Subsequent Event [Member] \| Subscription Agreements, Equity [Member]
Subsequent Events (Details) [Line Items]
shares of common stock	199,737
Net proceeds	$ 2,000,000
Price per share	$ 10
EMI Solutions Inc [Member] \| EMI Solutions Inc [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Common stock in cash			$ 2,200,000
Purchase Agreement [Member] \| Class A Common Stock [Member]
Subsequent Events (Details) [Line Items]
Common stock shares issued									9,500,000

Equity Incentive Plans (Details) - Schedule of Weighted-Average Grant Date Fair Value of Options Granted	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Low [Member]
Schedule of Weighted-Average Grant Date Fair Value of Options Granted [Line Items]
Expected volatility	54.80%	52.40%	52.40%	50.50%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Risk-free interest rate	3.90%	3.60%	3.60%	1.00%
Expected term (years)	4 years 6 months	5 years	4 years 7 months 6 days	4 years 1 month 6 days
High [Member]
Schedule of Weighted-Average Grant Date Fair Value of Options Granted [Line Items]
Expected volatility	55.60%	53.60%	54.40%	50.90%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Risk-free interest rate	4.40%	4.20%	4.20%	3.60%
Expected term (years)	5 years 3 months 18 days	5 years 9 months 18 days	5 years 9 months 18 days	6 years 1 month 6 days

- 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
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Leases (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Leases [Abstract]

Schedule of Lease Costs are Included in the Statement of Operations and Comprehensive Loss

The following lease costs are included in the condensed consolidated statement of operations and comprehensive income (loss):

	Three months ended December 31,
	2023		2022
Operating lease cost	$	100	$	101
Short-term lease cost		2		80
Total lease cost	$	102	$	181

The following lease costs are included in the statement of operations and comprehensive loss for the year ended September 30, 2023:

	Year ended September 30, 2023
Operating lease cost	$	396
Short-term lease cost		266
Total lease cost	$	662

Schedule of Minimum Lease Payments

The following table reconciles the undiscounted cash flows to the operating lease liabilities recorded on the condensed consolidated balance sheet as of December 31, 2023:

Years ending September 30,
2024 (remaining nine months)	$	401
2025		526
2026		545
2027		515
Total minimum lease payments		1,987
Less: imputed interest		(466	)
Present value of future minimum lease payments		1,521
Less: current obligations under leases		(325	)
Long-term lease obligations	$	1,196

The following table reconciles the undiscounted cash flows to the operating lease liabilities recorded on the balance sheet as of September 30, 2023:

Years ending September 30,
2024	$	537
2025		526
2026		545
2027		516
Total minimum lease payments		2,124
Less: imputed interest		(526	)
Present value of future minimum lease payments		1,598
Less: current obligations under leases		(318	)
Long-term lease obligations	$	1,280

Years ending September 30,
2023	$	530
2024		537
2025		526
2026		545
2027		515
Total	$	2,653

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Oct. 01, 2022	Sep. 30, 2008
Significant Accounting Policies [Line Items]
License fee		$ 450
Consideration amount	$ 2,200	450
Advertising expense		175	$ 281
ROU assets	$ 990	1,030		$ 1,169
Lease liabilities		$ 1,598	$ 2,653	$ 1,862	$ 1,521
Minimum [Member]
Significant Accounting Policies [Line Items]
Finite live intangible assets term	1 year	7 years
Maximum [Member]
Significant Accounting Policies [Line Items]
Finite live intangible assets term	15 years	10 years

Accounting Policies, by Policy (Policies)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Summary of Significant Accounting Policies [Abstract]

Use of Estimates

• valuation of stock-based compensation and equity-based awards;

• valuation of common stock for periods prior to the Merger;

• impairment assessments of goodwill and long-lived assets;

• measurement of the earnout liability, the PIPE make-whole liability and other liabilities carried at fair value;

• purchase price allocation and valuations of net assets acquired in business combinations; and,

• provisions for income taxes and related valuation allowances and tax uncertainties.

Use of Estimates

• valuation of stock-based compensation and equity-based awards;

• valuation of common stock;

• impairments of goodwill and long-lived assets;

• the fair value of the Simple Agreements for Future Equity;

• purchase price allocation and valuations of net assets acquired in business combinations; and,

• provisions for income taxes and related valuation allowances and tax uncertainties.

Cash

Accounts Receivable, net

Inventory

Inventory is stated at the lower of cost, determined on a first-in, first-out basis, or net realizable value. Inventory costs consist of materials purchase costs, outside manufacturing costs, inbound freight and receiving costs, and capitalized overhead. The Company records an inventory reserve for losses associated with excess and obsolete items, based on available information and the Company’s current expectations of future demand, product obsolescence and market conditions. Any provision for excess and obsolete inventory is charged to cost of revenue and is a permanent reduction of the carrying value of inventory.

Property and Equipment, net

Deferred Transaction Costs

Intangible Assets, net

Impairment of Long-Lived Assets

The Company reviews its long-lived assets, consisting of property and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company did not record any impairment losses on long-lived assets for the three months ended December 31, 2023 and 2022.

Impairment of Long-Lived Assets

The Company reviews its long-lived assets, consisting of property and equipment and intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company regularly reviews its operating performance for indicators of impairment. Factors considered important that could trigger an impairment review include a significant underperformance relative to expected historical or projected future operating results, or a significant change in the manner of the use of the assets. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is determined by comparing the forecasted undiscounted cash flows attributable to such assets including any cash flows upon their eventual disposition to their carrying value. If the carrying value of the assets exceeds the forecasted undiscounted cash flows, then the assets are written down to their fair value. The Company did not record any impairment losses on long-lived assets for the years ended September 30, 2023 and 2022.

Goodwill

Business Combinations

Accounting for business combinations requires that management make significant estimates and assumptions to determine the fair value of assets acquired and liabilities assumed at the acquisition date. Although management believes the assumptions and estimates to be reasonable and appropriate, they are inherently uncertain. Critical estimates in valuing certain acquired assets include, but are not limited to, expected future cash flows including revenue growth rate assumptions from product sales, customer contracts and acquired technologies, expected costs to develop acquired technology into commercially viable products, and estimated cash flows from the projects when completed, including assumptions associated with the technology migration curve. The discount rates used to discount expected future cash flows to present value are typically derived from a weighted-average cost of capital analysis and are adjusted to reflect inherent risks. Unanticipated events and circumstances may occur that could affect either the accuracy or validity of such assumptions, estimates or actual results.

Fair Value Measurements

As a basis for considering such assumptions, a three-tier hierarchy is used in management’s determination of fair value based on the reliability and observability of inputs as follows:

Level 1	—	Observable inputs that include quoted prices in active markets for identical assets or liabilities.
Level 2	—	Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3	—	Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

Fair Value Measurements

As a basis for considering such assumptions, a three-tier hierarchy is used in management’s determination of fair value based on the reliability and observability of inputs as follows:

Level 1	—	Observable inputs that include quoted prices in active markets for identical assets or liabilities.
Level 2	—	Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3	—	Unobservable pricing inputs that are generally less observable from objective sources, such as discounted cash flow models or valuations.

Simple Agreements for Future Equity (SAFEs)

Fair Value of Common Stock

Fair Value of Warrants

Net Income (Loss) Per Share

Net Loss Per Share

Stock-Based Compensation

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include:

• the per share fair value of the underlying common stock;

• the exercise price;

• the risk-free interest rate;

• the expected term;

• expected stock price volatility over the expected term; and,

• the expected annual dividend yield.

Segment Information

Comprehensive Income (Loss)

Comprehensive Loss

Income Taxes

Revenue Recognition

The Company includes shipping and handling fees billed to customers as part of net sales. The Company includes shipping and handling costs associated with outbound freight in cost of revenue.

Cost of Revenue

Advertising Expense

Research and Development Expense

Selling, General and Administrative Expense

Accounting Pronouncements Recently Adopted

Recently Issued Accounting Pronouncements Not Yet Adopted

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”). ASU 2021-08 requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606 as if the acquiring entity had originated the contracts. The Company is required to adopt this guidance for its fiscal year beginning October 1, 2024, including interim periods within that fiscal year. The Company is currently evaluating the impact of this new standard on its financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 expands segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items, and interim disclosures of a reportable segment’s profit or loss and assets. The disclosures required under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company’s fiscal year beginning October 1, 2024 and for interim periods within the Company’s fiscal year beginning October 1, 2025, with early adoption permitted. The Company does not expect adoption of ASU 2023-07 will have a significant impact on its financial position or results of operations.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The ASU is effective for the Company’s fiscal year beginning October 1, 2025. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company does not expect adoption of ASU 2023-09 will have a significant impact on its financial position or results of operations.

Basis of Presentation

Principles of Consolidation

Property and Equipment, Net (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Property and Equipment [Line Items]
Property and equipment gross	$ 3,005	$ 2,893	$ 2,390
Less: Accumulated depreciation	(1,146)	(1,034)	(627)
Property and equipment, net	1,858	1,859	1,763
Equipment and furniture [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment gross	$ 929	$ 858
Equipment and furniture [Member] \| Minimum [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	5
Equipment and furniture [Member] \| Maximum [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	7
Laboratory Equipment [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	5	5
Property and equipment gross	$ 601	$ 601	601
Leasehold Improvements [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	Shorter of estimated useful life or remaining lease term	Shorter of estimated useful life or remaining lease term
Property and equipment gross	$ 891	$ 850	894
Construction in Progress [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment gross	$ 584	$ 584

Geographical Information

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Geographical Information [Abstract]

Geographical Information

Note 20 — Geographical Information

Revenues by Geographic Region

The Company’s revenues by geographic region, based on ship-to location, are summarized as follows:

	Three months ended December 31,
	2023		2022
United States	$	268	$	279
Czech Republic		17		185
Thailand		—		213
Other		—		2
Total net revenue	$	285	$	679

Long-Lived Assets

Substantially all of the Company’s long-lived assets are located in the United States.

Note 17 — Geographical Information

Revenues by Geographic Region

The Company’s revenue by geographic region, based on ship-to location for product sales or the invoiced address of license revenue, are summarized as follows:

	Year ended September 30,
	2023		2022
United States	$	674	$	1,841
Czech Republic		223		764
Thailand		300		677
Other		27		27
Total net revenue	$	1,224	$	3,309

Long-Lived Assets

Substantially all of the Company’s long-lived assets are located in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Equity

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Equity [Abstract]

Equity

Note 16 — Equity

In connection with the Merger, the Company adopted its amended and restated certificate of incorporation and amended and restated bylaws. The amended and restated certificate of incorporation authorizes the issuance of preferred stock, Class A Common Stock and Class B Common Stock.

Common Stock

The Company is authorized to issue 285,000,000 shares of Class A Common Stock and 5,000,000 shares of Class B Common Stock. Holders of Class A and Class B common stock are each entitled to receive ratably any dividends or distributions as may be declared from time to time by the board of directors. Each class of common stock is subordinate to the Company’s preferred stock with respect to rights upon liquidation of the Company. Neither class of common stock is redeemable at the option of the holders. The holders of Class A and Class B common stock are entitled to vote together as a single class, with each holder of outstanding shares of Class A Common Stock entitled to one vote for each share of Class A Common Stock and each holder of outstanding shares of Class B Common Stock entitled to ten votes for each share of Class B Common Stock. Holders of shares of Class B Common Stock may elect at any time to convert each outstanding share of Class B Common Stock into one share of Class A Common Stock. Shares of Class B Common Stock are also subject to automatic conversion into shares of Class A Common Stock upon the occurrence of certain events or, if not previously converted, upon the seventh anniversary of the Closing.

During the three months ended December 31, 2023, Legacy Mobix sold 482,171 shares of its common stock at various dates in private placements for net proceeds of $3,286. In connection with the issuance of these shares, Legacy Mobix also granted one investor a warrant to purchase 27,413 shares of common stock at a price of $0.01 per share. The warrant is immediately exercisable and has a term of one year. The Company determined the warrant to be a freestanding equity instrument with no subsequent remeasurement. The Company determined the amount recognized within additional paid-in capital by allocating the proceeds received among the shares of common stock and the warrant issued based on their relative fair values.

During the three months ended December 31, 2022, the Company sold 773,889 shares of its common stock at various dates in private placements for net proceeds of $5,295.

As of December 31, 2023, the number of shares of Class A Common Stock available for issuance under the Company’s amended and restated articles of incorporation were as follows:

Authorized number of shares of Class A Common Stock		285,000,000
Class A Common Stock outstanding		23,544,492
Reserve for conversion of Class B Common Stock		2,254,901
Reserve for exercise of the Public Warrants and Private Warrants		9,000,000
Reserve for exercise of other common stock warrants outstanding or issuable		3,295,020
Shares issuable under PIPE make-whole provision		1,052,030
Reserve for earnout shares		3,500,000
Stock options and RSUs outstanding		9,513,647
Awards available for grant under 2023 Equity Incentive Plan		2,290,183
Awards available for grant under 2023 Employee Stock Purchase Plan		858,935
Common stock available for issuance		229,690,792

Preferred Stock

In connection with the Merger, all outstanding shares of Legacy Mobix Founders Redeemable Convertible Preferred Stock and Series A Redeemable Convertible Preferred Stock were cancelled and converted into 2,254,901 shares of the Company’s Class B Common Stock.

The amended and restated certificate of incorporation authorizes the Company to issue 10,000,000 shares of preferred stock, par value $0.00001, and the Company’s board of directors is authorized to designate one or more series of preferred stock, to fix the number of shares constituting any such series of preferred stock, and the powers, preferences and rights of any such series of preferred stock. Through December 31, 2023, the board of directors had not designated any such series of preferred stock and the Company had not issued any shares of preferred stock. As of December 31, 2023 no shares of preferred stock were outstanding.

The Company has never declared or paid any dividends on any class of its equity securities, and does not expect to do so in the near future.

Note 14 — Equity

Common Stock

The Company is authorized to issue 57,400,000 shares of common stock. The common stock is entitled to one vote per share. Holders of common stock are entitled to receive any dividends as may be declared from time to time by the board of directors. Common stock is subordinate to the Series A Redeemable Convertible Preferred Stock and pari passu with Founders Redeemable Convertible Preferred Stock with respect to rights upon liquidation of the Company. The common stock is not redeemable at the option of the holders.

During the year ended September 30, 2023, the Company sold 1,958,312 shares of its common stock at various dates in private placements for net proceeds of $13,396. In connection with the issuance of these shares, the Company also granted two investors warrants to purchase an aggregate of 605,000 shares of the Company’s common stock at a price of $0.01 per share. The warrants are immediately exercisable and have terms ranging from one to two years. The Company determined the warrants to be free-standing equity instruments with no subsequent remeasurement. The Company determined the amount recognized within additional paid-in capital by allocating the proceeds received among the shares of common stock and the warrant issued based on their relative fair values. During the year ended September 30, 2023, one of these investors exercised a warrant to purchase 560,000 shares of the Company’s common stock, for proceeds of $6.

During the year ended September 30, 2022, the Company sold 1,460,644 shares of its common stock at various dates in private placements for net proceeds of $9,764. Also during the year ended September 30, 2022, the Company issued 1,266,892 shares of its common stock as consideration for the fiscal 2021 acquisition of certain assets of Cosemi Technologies, Inc. (“Cosemi”).

The Company typically sells shares of its common stock to investors pursuant to a subscription agreement. In some cases, shares of common stock are issued before the cash investment is received. In such cases, the Company recognizes a receivable for issuance of common stock in the balance sheets. As of September 30, 2023 and 2022, the Company had receivables of $0 and $117, respectively, for the issuance of common stock to unaffiliated investors. The receivables for issuance of common stock as of September 30, 2022 were collected in October and November 2022, in each case prior to the issuance of the financial statements.

As of September 30, 2023, the number of shares of common stock available for issuance under the Company’s amended and restated articles of incorporation were as follows:

Authorized number of shares of common stock		57,400,000
Common stock outstanding		16,692,175
Reserve for conversion of Founders Redeemable Convertible Preferred Stock		600,000
Reserve for conversion of Series A Redeemable Convertible Preferred Stock		2,000,000
Reserve for exercise of common stock warrants		700,388
Stock options and RSUs outstanding under equity incentive plans		6,115,178
Awards available for grant under equity incentive plans		12,068,156
Common stock available for issuance		19,224,103

Redeemable Convertible Preferred Stock

The Company is authorized to issue an aggregate of 2,600,000 shares of redeemable convertible preferred stock, of which 600,000 shares are designated as Founders Redeemable Convertible Preferred Stock and 2,000,000 shares are designated as Series A Redeemable Convertible Preferred Stock.

Significant rights and preferences of the redeemable convertible preferred stock are as follows:

Dividends — The holders of redeemable convertible preferred stock are entitled to receive, on a pari passu and pro rata basis with the common stock, such dividends as may be declared by the board of directors, out of any assets of the Company legally available.

Liquidation rights — In the event of the voluntary or involuntary liquidation, dissolution or winding up of the Company, the holders of Series A Redeemable Convertible Preferred Stock shall be entitled to be paid out of the assets and funds of the Company available for distribution to stockholders, before any payment shall be made to the holders of common stock and Founders Redeemable Convertible Preferred Stock, an amount equal to the greater of the Series A original issue price of $1.38 per share, or such amount as would have been payable had all shares of redeemable convertible preferred stock been converted into common stock immediately prior to such liquidation, dissolution or winding up. After the payment of all preferential amounts required to be paid to the holders of Series A Redeemable Convertible Preferred Stock, the remaining assets and funds of the Company available for distribution to stockholders shall be distributed to the holders of the Founders Redeemable Convertible Preferred Stock and common stock on a pari passu and pro rata basis based on the number of shares held by each holder as if all such shares had been converted to common stock.

Conversion — Each share of redeemable convertible preferred stock is convertible at any time, at the option of the holder, into such number of common stock shares as determined by dividing the original issuance price for a share by the conversion price then in effect. Each share of Founders Redeemable Convertible Preferred Stock and Series A Redeemable Convertible Preferred Stock would convert into common stock on a one-for-one basis.

Each share of Series A Redeemable Convertible Preferred Stock shall automatically be converted into shares of common stock at the then effective conversion rate upon (i) the closing of the sale of the Company’s common stock in an underwritten public offering registered under the Securities Act of 1933 other than a registration relating solely to a transaction under Rule 145 under such Act; (ii) election by a majority of the then-outstanding shares of Series A Redeemable Convertible Preferred Stock; or (iii) certain transfer of shares of Series A Redeemable Convertible Preferred Stock, but only with respect to such transferred shares.

Voting — Each holder of shares of redeemable convertible preferred stock is entitled to ten votes and shall have voting rights and powers equal to the voting rights and powers of the common stock. The Company’s board of directors is comprised of seven directors, of which four shall be elected by the holders of the Founders Redeemable Convertible Preferred Stock and three of which shall be elected by the holders of the redeemable convertible preferred stock and common stock voting together as a single class.

Redemption — In the event any subsequent class or series of capital stock of the Company is redeemable, the Series A Redeemable Convertible Preferred Stock and Founders Redeemable Convertible Preferred Stock shall be redeemable at the same time, upon the same terms and conditions and on a pari passu basis along with such subsequent class or series. The Company determined such potential redemption is not solely within the Company’s control. As a result, all shares of Series A Redeemable Convertible Preferred Stock and Founders Redeemable Convertible Preferred Stock have been classified outside of stockholders’ deficit on the balance sheets. The carrying values of the Company’s Series A Redeemable Convertible Preferred Stock and Founders

Redeemable Convertible Preferred Stock have not been accreted to their redemption values as these events are not considered probable of occurring. Subsequent adjustments of the carrying values to redemption values will be made only if and when it becomes probable the preferred shares will become redeemable.

The numbers of shares of the Company’s redeemable convertible preferred stock outstanding and the related conversion prices and liquidation preferences as of September 30, 2023 are as follows:

	Shares Authorized	Shares Issued and Outstanding	Issuance Price Per Share		Per Share Conversion Price		Aggregate Liquidation Preference		Carrying Value
Founders Redeemable Convertible Preferred Stock	600,000	588,235	$	0.00001	$	0.00001	$	—	$	—
Series A Redeemable Convertible Preferred Stock	2,000,000	1,666,666	$	1.38	$	1.38		2,300		2,300
Total	2,600,000	2,254,901					$	2,300	$	2,300

Warrants

In September 2022, the Company issued a warrant to purchase 200,000 shares of its common stock at $3.00 per share in connection with a sale of shares of the Company’s common stock to an outside investor. The warrant is immediately exercisable and expires one year from the issuance date. The Company determined the warrant to be a free-standing equity instrument with no subsequent remeasurement. The Company determined the amount recognized within additional paid-in capital by allocating the proceeds received among the shares of common stock and the warrant issued based on their relative fair values. The Company valued the warrant using the Black-Scholes option pricing model with the following assumptions: expected volatility of 51.9%; no expected dividend yield; risk-free interest rate of 3.3%; and a contractual term of one year. The warrant was cancelled in October 2022.

In October and December 2022, the Company issued warrants to purchase an aggregate of 300,000 shares of its common stock at $3.00 per share to non-service providers. In December 2022, the holders exercised these warrants and purchased 300,000 shares of the Company’s common stock for cash proceeds of $900.

In December 2022, the Company issued a warrant to purchase 400,000 shares of its common stock at $3.00 per share to a service provider. The Company valued the warrant using the Black-Scholes option pricing model with the following assumptions: expected volatility of 52.7%; no expected dividend yield; risk-free interest rate of 3.6%; and a contractual term of one year. The $1,598 fair value of the warrant was recognized in selling, general and administrative expenses in the statements of operations and comprehensive loss. Effective March 2023, the warrant was cancelled.

In May 2023, the Company issued a service provider a warrant to purchase 500,000 shares of its common stock at $0.01 per share. The warrant is immediately exercisable and has a two-year term. The Company valued the warrant using the Black-Scholes option pricing model with the following assumptions: expected volatility of 53.8%; no expected dividend yield; risk-free interest rate of 4.1%; and a contractual term of two years. The $3,415 fair value of the warrant was recognized in selling, general and administrative expenses in the statements of operations and comprehensive loss. In June 2023, the service provider partially exercised the warrant and purchased 260,000 shares of the Company’s common stock for proceeds to the Company of $3.

In September 2023, the Company issued a service provider a warrant to purchase 50,000 shares of its common stock at $0.01 per share. The warrant is immediately exercisable and has a one-year term. The Company valued the warrant using the Black-Scholes option pricing model with the following assumptions: expected volatility of 54.1%;

no expected dividend yield; risk-free interest rate of 5.4%; and a contractual term of one year. The $406 fair value of the warrant was recognized in selling, general and administrative expenses in the statements of operations and comprehensive loss.

As of September 30, 2023, warrants to purchase an aggregate of 700,388 shares of the Company’s common stock at prices per share ranging from $0.01 to $6.84 were outstanding. The warrants expire at various dates through May 2025.

- Definition

The entire disclosure for equity.

+ References

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

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

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

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

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

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

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

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

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

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

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

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

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

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

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

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

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

+ Details

Fair Value Measurements (Details) - Schedule of Financial Instruments Measured at Fair Value - SAFE [Member] - USD ($) $ in Thousands	12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Schedule of Financial Instruments Measured at Fair Value [Line Items]
Beginning, balance	$ 1,983
Issuance of SAFEs		1,900
Change in fair value of SAFEs included in net loss	655	83
Conversion of SAFEs to common stock	(1,126)
Ending, balance	$ 1,512	$ 1,983

Goodwill

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Goodwill [Abstract]

Goodwill

Note 9 — Goodwill

The following table summarizes changes in the carrying amount of goodwill during the three months ended December 31, 2023. There were no changes in the carrying amount of goodwill during the three months ended December 31, 2022.

Balance at September 30, 2023	$	5,217
Acquisition of EMI		5,542
Balance at December 31, 2023	$	10,759

Note 6 — Goodwill

As of September 30, 2023 and 2022, the total carrying amount of goodwill was $5,217. The Company performed its annual goodwill assessment as of July 31, 2023 and 2022. The Company assessed all relevant qualitative factors to determine whether it was more likely than not that the fair value of the reporting unit was less than its carrying amount. Based on this assessment, the Company concluded that it was more likely than not that the fair value of the reporting unit was greater than its carrying amount, and that a quantitative goodwill impairment test was not necessary. The Company recorded no impairment charges on goodwill for the years ended September 30, 2023 and 2022.

There were no changes in the carrying amount of goodwill during the years ended September 30, 2023 and 2022.

Equity (Details) - Schedule of Company’s Redeemable Convertible Preferred Stock Outstanding - USD ($)	Dec. 20, 2023	Dec. 19, 2023	Sep. 30, 2023
Schedule of Company’s Redeemable Convertible Preferred Stock Outstanding [Line Items]
Shares Authorized			2,600,000
Shares Issued and Outstanding			2,254,901
Issuance Price Per Share	$ 0.01	$ 0.01
Aggregate Liquidation Preference			$ 2,300,000
Carrying Value			$ 2,300
Founders Redeemable Convertible Preferred Stock [Member]
Schedule of Company’s Redeemable Convertible Preferred Stock Outstanding [Line Items]
Shares Authorized			600,000
Shares Issued and Outstanding			588,235
Issuance Price Per Share			$ 0.00001
Per Share Conversion Price			$ 0.00001
Aggregate Liquidation Preference
Carrying Value
Series A Redeemable Convertible Preferred Stock [Member]
Schedule of Company’s Redeemable Convertible Preferred Stock Outstanding [Line Items]
Shares Authorized			2,000,000
Shares Issued and Outstanding			1,666,666
Issuance Price Per Share			$ 1.38
Per Share Conversion Price			$ 1.38
Aggregate Liquidation Preference			$ 2,300,000
Carrying Value			$ 2,300

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Taxes (Details) [Line Items]
Federal statutory income tax rate			21.00%
Increased of valuation allowance			$ 7,936	$ 4,856
Accumulated federal and state net operating losses			31,574
Unrecognized tax benefits			2,080	2,080
Capitalized of costs			13,486
Provision (benefit) for income taxes	$ 1,280	$ 31
Deferred tax liability	1,386		86	20
Income tax benefit	$ (1,280)	$ 31	67	$ (273)
Income Taxes [Member]
Income Taxes (Details) [Line Items]
Accumulated federal and state net operating losses			$ 29,979

Income Taxes (Details) - Schedule of Deferred Tax Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Deferred tax assets:
Net operating losses		$ 8,268	$ 4,953
Section 174 capitalized costs		2,832	1,548
Stock-based compensation		3,632	620
Research and development credits			398
Lease liabilities		376
Interest limitation			134
Accrued liabilities		581	135
Other		137	24
Total gross deferred tax assets		15,826	7,812
Valuation allowance		(14,287)	(6,351)
Net deferred tax assets		1,539	1,461
Deferred tax liabilities:
Intangible asset amortization		(1,245)	(1,399)
Fixed asset depreciation		(137)	(44)
Operating lease ROU assets		(243)
Other			(38)
Total gross deferred tax liabilities		(1,625)	(1,481)
Deferred tax liabilities, net	$ (1,386)	$ (86)	$ (20)

Geographical Information (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Geographical Information [Abstract]

Schedule of Company’s Revenue by Geographic Region

The Company’s revenues by geographic region, based on ship-to location, are summarized as follows:

	Three months ended December 31,
	2023		2022
United States	$	268	$	279
Czech Republic		17		185
Thailand		—		213
Other		—		2
Total net revenue	$	285	$	679

The Company’s revenue by geographic region, based on ship-to location for product sales or the invoiced address of license revenue, are summarized as follows:

	Year ended September 30,
	2023		2022
United States	$	674	$	1,841
Czech Republic		223		764
Thailand		300		677
Other		27		27
Total net revenue	$	1,224	$	3,309

Leases (Details) - Schedule of Undiscounted Cash Flows to the Operating Lease Liabilities - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Oct. 01, 2022	Sep. 30, 2022	Sep. 30, 2008
Schedule of Undiscounted Cash Flows to the Operating Lease Liabilities [Abstract]
2024 (remaining nine months)					$ 401
2025		$ 537		$ 530	526
2026		526		537	545
2027		545		526	515
Total minimum lease payments		2,124			1,987
Less: imputed interest		(526)			(466)
Present value of future minimum lease payments		1,598	$ 1,862	2,653	1,521
Less: current obligations under leases	$ (325)	(318)			(325)
Long-term lease obligations	$ 1,196	$ 1,280			$ 1,196

Goodwill (Tables)

3 Months Ended

Dec. 31, 2023

Goodwill [Abstract]

Schedule of Changes in the Carrying Amount of Goodwill

Balance at September 30, 2023	$	5,217
Acquisition of EMI		5,542
Balance at December 31, 2023	$	10,759

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Equity Incentive Plans (Details) - Schedule of Stock Option Activity - Stock option activity [Member] - $ / shares	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Equity Incentive Plans (Details) - Schedule of Stock Option Activity [Line Items]
Number of Options, Outstanding, Beginning balance	5,905,684	5,754,052
Weighted-Average Exercise Price per Share, Outstanding, Beginning balance	$ 4.28	$ 4.16
Number of Options, Outstanding - Ending	5,408,901	5,905,684
Weighted-Average Exercise Price per Share, Outstanding - Ending	$ 4.14	$ 4.28
Weighted-Average Remaining Contractual Term (Years), Outstanding - Ending	7 years 4 months 24 days	7 years 6 months
Number of Options, Exercisable - Ending	4,055,326	4,226,353
Weighted-Average Exercise Price per Share, Exercisable - Ending	$ 3.29	$ 3.39
Weighted-Average Remaining Contractual Term (Years), Exercisable - Ending	7 years	7 years 1 month 6 days
Number of Options, Granted	32,200	780,506
Weighted-Average Exercise Price per Share, Granted	$ 6.84	$ 6.84
Number of Options, Forfeited		(628,874)
Weighted-Average Exercise Price per Share, Forfeited		$ 6.37

Nature of the Business and Basis of Presentation

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Nature of the Business and Basis of Presentation [Abstract]

Nature of the Business and Basis of Presentation

Note 1 — Company Information

Mobix Labs, Inc. (“Mobix Labs” or the “Company”), a Delaware corporation based in Irvine, California, is a fabless semiconductor company delivering mmWave 5G and C-Band wireless solutions and delivering connectivity and filtering products for next generation communication systems supporting the aerospace, military, and high reliability markets. The Company’s integrated circuits currently in development are designed to deliver advantages in performance, efficiency, size, and cost. The Company’s True Xero active optical cables are designed to meet customer needs for high-quality active optical cable solutions at an affordable price. The Company’s electromagnetic filtering products, which were acquired in the EMI Solutions, Inc. (“EMI”) acquisition, are designed for, and are currently used in military and aerospace applications. These technologies are designed for large and rapidly growing markets where there are increasing demands for higher performance communication and filtering systems which utilize an expanding mix of both wireless and connectivity technologies.

On December 21, 2023, (the “Closing Date”), Chavant Capital Acquisition Corp. (“Chavant”) consummated the merger pursuant to the Business Combination Agreement, dated November 15, 2022 (as amended, supplemented or otherwise modified, the “Business Combination Agreement”), by and among Chavant, CLAY Merger Sub II, Inc., a Delaware corporation and newly formed, wholly-owned direct subsidiary of Chavant (“Merger Sub”), and Mobix Labs, Inc. (“Legacy Mobix”), a Delaware corporation, pursuant to which, among other things, Merger Sub merged with and into Legacy Mobix, with Legacy Mobix surviving the merger as a wholly-owned direct subsidiary of Chavant (together with the other transactions related thereto, the “Merger”). In connection with the consummation of the Merger (the “Closing”), Chavant changed its name from “Chavant Capital Acquisition Corp.” to “Mobix Labs, Inc.” and Legacy Mobix changed its name from “Mobix Labs, Inc.” to “Mobix Labs Operations, Inc.” As a result of the Merger, the Company raised gross proceeds of $21,014, including the contribution of $1,264 of cash held in Chavant’s trust account and the $19,750 private investment in public equity (“PIPE”) at $10.00 per share of Chavant’s Class A Common Stock. The common stock and public warrants of the combined company began trading on The Nasdaq Stock Market LLC under the symbols “MOBX” and “MOBXW”, respectively, on December 22, 2023.

Throughout the notes to the condensed consolidated financial statements, unless otherwise noted or otherwise suggested by context, the “Company” refers to Legacy Mobix prior to the consummation of the Merger, and to the Company after the consummation of the Merger.

Going Concern

The condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. Since inception, the Company has incurred operating losses and negative cash flows from operations, primarily as a result of its ongoing investment in product development. For the three months ended December 31, 2023 and 2022, the Company incurred losses from operations of $17,269 and $9,226, respectively, and as of December 31, 2023 the Company had an accumulated deficit of $82,827. The Company has historically financed its operations through the issuance and sale of equity securities and the issuance of debt. The Company expects to continue to incur operating losses and negative cash flows from operations for the foreseeable future and will need to raise additional debt or equity financing to fund its operations and satisfy its obligations. Management believes that there is substantial doubt concerning the Company’s ability to continue as a going concern as the Company currently does not have adequate liquidity to meet its operating needs and satisfy its obligations for at least twelve months from the date of issuance of these condensed consolidated financial statements.

Company’s operations. The capital markets have in the past, and may in the future, experience periods of volatility that could impact the availability and cost of equity and debt financing. In addition, recent and potential future increases in federal fund rates set by the Federal Reserve, which serve as a benchmark for rates on borrowing, could adversely impact the cost or availability of debt financing.

If the Company is unable to obtain additional financing, or if such transactions are successfully completed but do not provide adequate financing, the Company may be required to reduce its operating expenditures, which could adversely affect its business prospects, or the Company may be unable to continue operations. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties. Accordingly, the condensed consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business.

Note 1 — Nature of the Business and Basis of Presentation

Mobix Labs Operations, Inc. (formerly known as Mobix Labs, Inc.) (“Mobix Labs” or the “Company”) was incorporated in the state of Delaware on July 31, 2020. Based in Irvine, California, Mobix Labs is a fabless semiconductor company delivering disruptive wireless and connectivity solutions for next generation communication systems, including C-Band and mmWave 5G and high bandwidth cable applications. The Company’s True5G integrated circuits currently in development are designed to deliver significant advantages in performance, efficiency, size and cost. The Company’s True Xero active optical cables (“AOCs”), which have been in production for several years, are designed to meet customer needs for high-quality AOC solutions at an affordable price. These innovative technologies are designed for large and rapidly growing markets where there are increasing demands for higher performance communication systems which utilize an expanding mix of both wireless and connectivity technologies.

The Merger was accounted for as a reverse recapitalization of the Company because Legacy Mobix has been determined to be the accounting acquirer under ASC Topic 805 — Business Combinations. Under this method of accounting, Chavant is treated as the “acquired” company for financial reporting purposes. This determination was primarily based on holders of Legacy Mobix capital stock comprising a relative majority of the voting power of the Company upon consummation of the Merger and having the ability to nominate the majority of the governing body of the Company, Legacy Mobix senior management comprising the senior management of the Company, and Legacy Mobix operations comprising the ongoing operations of the Company. Accordingly, for accounting purposes, the financial statements of the Company represent a continuation of the financial statements of Legacy Mobix with the Merger being treated as the equivalent of Legacy Mobix issuing shares for the net assets of Chavant, accompanied by a recapitalization. All issued and outstanding securities of Chavant upon Closing were treated as issuances of securities of the Company upon the consummation of the Merger. All of Legacy Mobix’s 18,134,258 issued and outstanding shares of common stock were cancelled and converted into the same number of shares of the Company’s Class A Common Stock. See Note 18 — Subsequent Events for additional information about the Merger and related transactions.

Basis of Presentation

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of Mobix Labs. The Company’s fiscal year ends on September 30.

Going Concern

The financial statements have been prepared assuming the Company will continue as a going concern. Since inception, the Company has incurred operating losses and negative cash flows, primarily as a result of its ongoing investment in product development. For the fiscal years ended September 30, 2023 and 2022, the Company incurred net losses of $39,621 and $23,867, respectively, and as of September 30, 2023 the Company had an accumulated

deficit of $83,762. The Company has historically financed its operations through the sale of shares of its common stock or redeemable convertible preferred stock and the issuance of debt. After considering the effects of debt and equity transactions completed from October 1, 2023 through December 28, 2023, as well as proceeds associated with the merger transaction with Chavant (all as discussed in Note 18), the Company expects to continue to incur operating losses and negative cash flows from operations for the foreseeable future and will need to raise additional debt or equity financing to fund its operations and satisfy its obligations. Management believes that there is substantial doubt concerning the Company’s ability to continue as a going concern as the Company currently does not have adequate liquidity to meet its operating needs and satisfy its obligations for at least twelve months from the date of issuance of these financial statements.

While the Company will seek to raise additional capital, there can be no assurance the necessary financing will be available on terms acceptable to the Company, or at all. If the Company raises funds by issuing equity securities, dilution to existing stockholders may result. Any equity securities issued may also provide for rights, preferences or privileges senior to those of holders of common stock. If the Company raises funds by issuing debt securities, such debt securities would have rights, preferences and privileges senior to those of preferred and common stockholders. The terms of debt securities or borrowings may impose significant restrictions on the Company’s operations. The capital markets have in the past, and may in the future, experience periods of volatility that could impact the availability and cost of equity and debt financing. In addition, recent and potential future increases in federal fund rates set by the Federal Reserve, which serve as a benchmark for rates on borrowing, could adversely impact the cost or availability of debt financing.

If the Company is unable to obtain additional financing, or if such transactions are successfully completed but do not provide adequate financing, the Company may be required to reduce its operating expenditures, which could adversely affect its business prospects, or the Company may be unable to continue operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. Accordingly, the financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business.

Property and Equipment, Net

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Property and Equipment, Net [Absract]

Property and Equipment, net

Note 7 — Property and Equipment, net

Property and equipment, net consists of the following:

	Estimated Useful Life (years)	December 31, 2023			September 30, 2023
Equipment and furniture	5 – 7	$	929		$	858
Laboratory equipment	5		601			601
Leasehold improvements	Shorter of estimated useful life or remaining lease term		891			850
Construction in progress			584			584
Property and equipment, gross			3,005			2,893
Less: Accumulated depreciation			(1,146	)		(1,034	)
Property and equipment, net		$	1,858		$	1,859

Depreciation expense for the three months ended December 31, 2023 and 2022 was $113 and $113, respectively.

Note 4 — Property and Equipment, net

Property and equipment, net consists of the following:

	Estimated Useful Life (years)	September 30,
	Estimated Useful Life (years)	2023			2022
Equipment and furniture	5 – 7	$	858		$	895
Laboratory equipment	5		601			601
Leasehold improvements	Shorter of estimated useful life or remaining lease term		850			894
Construction in progress			584			—
Property and equipment, gross			2,893			2,390
Less: Accumulated depreciation			(1,034	)		(627	)
Property and equipment, net		$	1,859		$	1,763

Depreciation expense for the years ended September 30, 2023 and 2022 was $449 and $528, respectively.

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Founders Redeemable Convertible Preferred Stock	Series A Redeemable Convertible Preferred Stock	Class A Common Stock	Class B Common Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Contingently Redeemable Common Stock	Legacy Common Stock	Total
Balance at Sep. 30, 2021		$ 2,300				$ 20,211	$ (20,274)			$ (63)
Balance (in Shares) at Sep. 30, 2021	588,235	1,666,666			8,689,413
Common stock issued for acquisition of business
Common stock issued for acquisition of business (in Shares)					1,266,892
Issuance of common stock						9,764				9,764
Issuance of common stock (in Shares)					1,460,644
Conversion of notes to common stock						312				312
Conversion of notes to common stock (in Shares)					45,548
Exercise of stock options						145				145
Exercise of stock options (in Shares)					166,666
Issuance of common stock upon exercise of warrants						1,000				1,000
Issuance of common stock upon exercise of warrants (in Shares)					239,234
Stock-based compensation						3,290				3,290
Net income (loss)							(23,867)			(23,867)
Balance at Sep. 30, 2022		$ 2,300				34,722	(44,141)			(9,419)
Balance (in Shares) at Sep. 30, 2022	588,235	1,666,666			11,868,397				11,868,397
Issuance of common stock						5,295				5,295
Issuance of common stock (in Shares)									773,889
Issuance of common stock upon exercise of warrants						900				900
Issuance of common stock upon exercise of warrants (in Shares)									300,000
Stock-based compensation						3,856				3,856
Net income (loss)							(9,390)			(9,390)
Balance at Dec. 31, 2022		$ 2,300				44,773	(53,531)			(8,758)
Balance (in Shares) at Dec. 31, 2022	588,235	1,666,666							12,942,286
Balance at Sep. 30, 2022		$ 2,300				34,722	(44,141)			(9,419)
Balance (in Shares) at Sep. 30, 2022	588,235	1,666,666			11,868,397				11,868,397
Issuance of common stock						13,396				$ 13,396
Issuance of common stock (in Shares)					1,958,312					1,958,312
Issuance of common stock in settlement of loss contingency						8,434				$ 8,434
Issuance of common stock in settlement of loss contingency (in Shares)					1,233,108
Issuance of common stock to service providers						377				377
Issuance of common stock to service providers (in Shares)					55,091
Conversion of SAFEs to common stock						1,126				1,126
Conversion of SAFEs to common stock (in Shares)					170,835
Issuance of warrants to service providers						10				10
Issuance of warrants in connection with notes payable						3,028				3,028
Conversion of notes to common stock						943				943
Conversion of notes to common stock (in Shares)					187,971
Issuance of common stock upon exercise of warrants						909				909
Issuance of common stock upon exercise of warrants (in Shares)					1,218,461
Stock-based compensation						15,476				15,476
Net income (loss)							(39,621)			(39,621)
Balance at Sep. 30, 2023		$ 2,300				78,421	(83,762)			$ (5,341)
Balance (in Shares) at Sep. 30, 2023	588,235	1,666,666			16,692,175				16,692,175
Common stock issued for acquisition of business (in Shares)										964,912
Issuance of common stock						3,286				$ 3,286
Issuance of common stock (in Shares)									482,171
Issuance of warrants in connection with notes payable						107				107
Issuance of contingently redeemable common stock for acquisition of EMI Solutions, Inc.								$ 8,856
Issuance of contingently redeemable common stock for acquisition of EMI Solutions, Inc. (in Shares)								964,912
Lapse of redemption feature on common stock						8,856		$ (8,856)		8,856
Lapse of redemption feature on common stock (in Shares)								(964,912)	964,912
Issuance of common stock upon exercise of warrants
Issuance of common stock upon exercise of warrants (in Shares)			369,671
Issuance of common stock upon vesting of RSUs
Issuance of common stock upon vesting of RSUs (in Shares)			104,748
Stock-based compensation						12,705				12,705
Reverse recapitalization transactions, net (Note 3)		$ (2,300)				(16,182)				(16,182)
Reverse recapitalization transactions, net (Note 3) (in Shares)	(588,235)	(1,666,666)	22,901,838	2,254,901					(18,139,258)
Issuance of common stock upon exercise of stock options
Issuance of common stock upon exercise of stock options (in Shares)			168,235
Net income (loss)							935			935
Balance at Dec. 31, 2023						$ 87,193	$ (82,827)			$ 4,366
Balance (in Shares) at Dec. 31, 2023			23,544,492	2,254,901

Fair Value Measurements (Details) - Schedule of Fair Value on a Recurring Basis - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023
Earnout Liability [Member]
Schedule of Fair Value on a Recurring Basis [Line Items]
Beginning, balance
Liabilities recognized	33,559
Conversion to Class A Common Stock in the Merger
Change in fair value included in net income (loss)	(24,764)
Ending, balance	8,795
PIPE Make-Whole Liability [Member]
Schedule of Fair Value on a Recurring Basis [Line Items]
Beginning, balance
Liabilities recognized	2,071
Conversion to Class A Common Stock in the Merger
Change in fair value included in net income (loss)	2,904
Ending, balance	4,975
Private Warrants and Other Warrants [Member]
Schedule of Fair Value on a Recurring Basis [Line Items]
Beginning, balance
Liabilities recognized	783
Conversion to Class A Common Stock in the Merger
Change in fair value included in net income (loss)	60
Ending, balance	843
SAFEs [Member]
Schedule of Fair Value on a Recurring Basis [Line Items]
Beginning, balance	1,512
Liabilities recognized
Conversion to Class A Common Stock in the Merger	(1,522)
Change in fair value included in net income (loss)	10
Ending, balance			1,512
SAFEs One [Member]
Schedule of Fair Value on a Recurring Basis [Line Items]
Beginning, balance		$ 1,983	$ 1,983
Issuance of SAFEs
Change in fair value included in net income (loss)		50
Ending, balance		$ 2,033

Intangible Assets, Net (Details) - Schedule of Estimated Future Amortization Expense for Intangible Assets - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023
Schedule Of Estimated Future Amortization Expense For Intangible Assets [Abstract]
2024	$ 1,198
2025	1,361	$ 840
2026	1,257	840
2027	1,247	840
2028	1,213	840
Thereafter	5,274	1,121
Total	$ 11,550	$ 5,287

Reverse Recapitalization

3 Months Ended

Dec. 31, 2023

Reverse Recapitalization [Abstract]

Reverse Recapitalization

Note 3 — Reverse Recapitalization

As discussed in Note 1, Company Information, the Closing of the Merger occurred on December 21, 2023. In the Merger, as provided for in the Business Combination Agreement:

• All of Legacy Mobix’s 18,134,258 issued and outstanding shares of common stock were cancelled and converted into the same number of shares of the Company’s Class A Common Stock;

• All of Legacy Mobix’s Founders Redeemable Convertible Preferred Stock and Series A Redeemable Convertible Preferred Stock, totaling 2,254,901 shares, was converted into the same number of shares of the Company’s Class B Common Stock;

• All of Legacy Mobix’s convertible notes were converted into shares of Legacy Mobix common stock immediately prior to Closing and pursuant to their terms, totaling 30,045 shares, which were then cancelled and converted into the same number of shares of the Company’s Class A Common Stock;

• All of Legacy Mobix’s SAFEs were converted into 150,953 shares of the Company’s Class A Common Stock;

• All of Legacy Mobix’s stock options and warrants were assumed by the Company and converted into the same number of stock options or warrants to purchase shares of the Company’s Class A Common Stock, with no change to their exercise prices, vesting conditions or other terms; and

• All of Legacy Mobix’s restricted stock units (“RSUs”) were assumed by the Company and converted into an RSU covering the same number of shares of the Company’s Class A Common Stock.

The other related events that occurred in connection with the Closing include the following:

• The Company entered into the PIPE Subscription Agreements, as described below;

• The Company entered into the Sponsor PIPE Subscription Agreement, Sponsor Warrant and Sponsor Letter Agreement, as described below;

• The Company entered into a non-redemption agreement with a shareholder, as described below;

• The Company entered into an amendment to its Business Combination Marketing Agreement, as described below;

• The Company assumed the 6,000,000 public warrants (“Public Warrants”) and 3,400,000 private placement warrants (“Private Warrants”) originally issued by Chavant in 2021 in connection with its initial public offering, as described in Note 4, Warrants;

• The Company adopted the 2023 Employee Stock Purchase Plan and the 2023 Equity Incentive Plan, as described in Note 17, Equity Incentive Plans;

• The Company adopted an amended and restated certificate of incorporation and amended and restated bylaws; and

• The Company entered into indemnification agreements with each of its directors and officers.

PIPE Subscription Agreements

In connection with the Merger, Chavant entered into the PIPE Subscription Agreements with certain accredited investors and pursuant to which the investors agreed to purchase an aggregate of 1,975,000 shares of Class A Common Stock of Chavant at a price of $10.00 per share for an aggregate amount of $19,750 in cash. The number of shares purchased by the PIPE investors is subject to adjustment through the issuance of additional shares of Class A Common Stock in the event that the volume weighted average price (“VWAP”) of the Class A Common Stock is less than $10.00 over a specified period. See “Make-Whole Shares,” below.

The PIPE investors also received warrants to purchase 1,950,000 shares of Class A Common Stock at an exercise price of $0.01 per share, of which warrants to purchase 200,000 shares are immediately exercisable and warrants to purchase 1,750,000 shares are exercisable upon obtaining stockholder approval, which is expected to be obtained in 2024.

Sponsor PIPE Subscription Agreements, Sponsor Warrant and Sponsor Letter Agreement

On December 19, 2023, Chavant entered into the Sponsor PIPE Subscription Agreement with the Sponsor pursuant to which the Sponsor agreed to purchase, in a private placement that closed substantially concurrently with the Closing, 199,737 shares of Class A Common Stock at a price of $10.00 per share. The aggregate purchase price

of $1,997 was paid through the forgiveness of certain obligations of Chavant. The number of shares purchased by the Sponsor is subject to adjustment through the issuance of additional shares of Class A Common Stock in the event that the VWAP of the Class A Common Stock is less than $10.00 over a specified period. See “Make-Whole Shares,” below.

In connection with the execution of the Sponsor PIPE Subscription Agreement, Legacy Mobix Labs issued to the Sponsor a warrant to purchase 272,454 shares of Legacy Mobix Labs Stock at an exercise price of $0.01 per share, exercisable upon the closing of the Sponsor PIPE Subscription Agreement (the “Sponsor Warrant”). The Sponsor Warrant was exercised at the closing of the Sponsor PIPE Subscription Agreement and, following net settlement into 272,182 shares of Legacy Mobix Labs Stock, converted into 272,182 shares of Class A Common Stock of the Company in connection with the Closing.

On December 20, 2023, Chavant also entered into a Sponsor Letter Agreement with the Sponsor pursuant to which, as consideration for the 199,737 shares issued pursuant to the Sponsor PIPE Subscription Agreement described above, the Sponsor agreed to forgive approximately $1,997 of aggregate outstanding obligations of Chavant. In addition, the Sponsor agreed to forfeit 658,631 Founder Shares and 400,000 Private Warrants that it held, in each case upon the Closing.

Non-Redemption Agreement

On December 20, 2023, Chavant and Mobix Labs entered into a non-redemption agreement with a shareholder of Chavant, pursuant to which the shareholder agreed to withdraw its redemption of 73,706 ordinary shares of Chavant (“Ordinary Shares”) prior to the Merger. In consideration therefor, Mobix Labs issued the shareholder a warrant to purchase 202,692 shares of Legacy Mobix common stock at an exercise price of $0.01 per share, exercisable upon the Closing. The warrant was exercised at the Closing and, following net settlement into 202,489 shares of Legacy Mobix Common Stock, converted into 202,489 shares of Class A Common Stock of the Company in connection with the Closing.

Amendment to Business Combination Marketing Agreement

On December 21, 2023, Chavant entered into an amendment to the Business Combination Marketing Agreement, dated as of July 19, 2021 between Chavant and certain advisors wherein the parties agreed to resolve their differences with respect to marketing fees contemplated by the agreement and the advisors agreed to receive, in lieu of any cash payment of fees or reimbursement of expenses, an aggregate of 280,000 shares of Class A Common Stock. The number of shares is subject to adjustment through the issuance of additional shares of Class A Common Stock in the event that the VWAP of the Class A Common Stock is less than $10.00 over a specified period. See “Make-Whole Shares,” below.

Earnout Shares

In addition to the consideration paid at Closing, certain Legacy Mobix stockholders and certain holders of Legacy Mobix stock options (the “Earnout Recipients”) will be entitled to receive an additional aggregate 3,500,000 shares of Class A Common Stock issuable as earnout shares (the “Earnout Shares”) based on the achievement of trading price targets following the Closing and subject to the terms provided in the Business Combination Agreement. The Earnout Shares have a seven-year “Earnout Period,” commencing on the date that is the one year anniversary of the Closing, pursuant to which up to 1,750,000 shares of Class A Common Stock will be distributed to the Earnout Recipients if the VWAP of the Class A Common Stock exceeds $12.50 for any twenty trading days within a period of thirty consecutive trading days during the Earnout Period and an additional 1,750,000 shares of Class A Common Stock will be distributed to the Earnout Recipients if the VWAP of the Class A Common Stock exceeds $15.00 for any twenty trading days within a period of thirty consecutive trading days during the Earnout Period.

The Earnout Shares are accounted for as liability classified instruments because the events that determine the number of Earnout Shares to which the Earnout Recipients will be entitled include events that are not solely indexed to the Company’s common stock. At the time of Closing, the Company estimated the aggregate fair value of its liability for the Earnout Shares using a Monte Carlo simulation model and recorded a liability of $33,559. As of December 31, 2023, none of the conditions for the issuance of any Earnout Shares had been achieved and the Company adjusted the carrying amount of the liability to its estimated fair value of $8,795. The gain resulting from the $24,764 decrease in the fair value of the liability, which is primarily the result of a decrease in the Company’s stock price between the Closing and December 31, 2023, is included in “Change in fair value of earnout liability” in the condensed consolidated statements of operations and comprehensive income (loss).

Make-Whole Shares

Pursuant to the PIPE Subscription Agreements, the Sponsor PIPE Subscription Agreement and the Amendment to Business Combination Marketing Agreement described above, Chavant agreed to issue additional shares of its Class A Common Stock (the “Make-Whole Shares”) to the PIPE Investors, the Sponsor and certain advisors with respect to 2,454,737 shares of the Company’s Class A Common Stock in the event that the VWAP per share of the Class A Common Stock during the thirty-day period (the “Adjustment Period”) commencing on the date that is thirty days after the date on which the PIPE resale registration statement is declared effective (the “Adjustment Period VWAP”) is less than $10.00 per share. In such case, the PIPE Investors will be entitled to receive a number of Make-Whole Shares equal to the number of shares of Class A Common Stock issued to the PIPE Investor multiplied by a fraction, the numerator of which is $10.00 minus the Adjustment Period VWAP and the denominator of which is the Adjustment Period VWAP. In the event that the Adjustment Period VWAP is less than $7.00, the Adjustment Period VWAP will be deemed to be $7.00.

The Make-Whole Shares are accounted for as liability classified instruments because the events that determine the number of Make-Whole Shares issuable include events that are not solely indexed to the Company’s common stock. At the time of Closing, the Company estimated the aggregate fair value of its liability for the Make-Whole Shares using a Monte Carlo simulation model and recorded a liability of $2,071. As of December 31, 2023, the Make-Whole Shares had not been issued and the Company adjusted the carrying amount of the liability to its estimated fair value of $4,975. The loss resulting from the $2,904 increase in the fair value of the liability is included in “Change in fair value of PIPE make-whole liability” in the condensed consolidated statements of operations and comprehensive income (loss).

See Note 12, Fair Value Measurements, for additional information on the Company’s measurements with respect to the financial instruments issued in connection with the foregoing agreements.

Legacy Mobix incurred $6,363 of transaction costs in connection with the Merger, which was determined to be a capital-raising transaction for Legacy Mobix. At the time of the Closing, the Company allocated this amount between the equity-classified instruments and liability-classified instruments, based on their relative fair values, and recorded the $2,354 of costs associated with equity-classified instruments as a reduction of additional paid-in capital and charged the remaining $4,009 of costs associated with liability-classified instruments to expense. The Company also recognized a liability for unpaid transaction costs of Chavant totaling $3,090, which the Company recorded as a reduction of the proceeds of the Merger at the time of the Closing.

The following tables reconcile elements of the Merger to the Company’s condensed consolidated financial statements, and should be read in conjunction with the footnotes referenced above:

	Shares
Chavant public shares, net of redemptions		111,005
Chavant founder shares, net of shares forfeited		1,341,369
PIPE investors’ shares		1,975,000
Settlement of PIPE warrant		199,800
Sponsor PIPE subscription		199,737
Settlement of Sponsor Warrant		272,182
Settlement of warrant to non-redeeming shareholder		202,489
Amendment to Business Combination Marketing Agreement		280,000
Total Chavant shares outstanding immediately prior to the Merger		4,581,582

Legacy Mobix rollover shares		18,139,258
Conversion of Legacy Mobix convertible notes		30,045
Conversion of Legacy Mobix SAFEs		150,953
Total number of Class A common shares issued in the Merger		22,901,838

Closing proceeds:
Proceeds from Chavant trust fund	$	1,264
Proceeds from PIPE investment		19,750

Closing disbursements:
Legacy Mobix Merger-related transaction costs		(3,747	)
Chavant Merger-related transaction costs		(2,219	)
Net cash proceeds from the Merger at Closing		15,048

Mobix Merger-related transaction costs paid prior to closing		(983	)
Net cash proceeds		14,065

Non-cash activity:
Conversion of Legacy Mobix convertible notes to Class A Common Stock		206
Conversion of Legacy Mobix SAFEs to Class A Common Stock		1,522
Conversion of Legacy Mobix redeemable convertible preferred stock to Class B Common Stock		2,300
Unpaid Merger-related transaction costs assumed from Chavant		(871	)
Unpaid Merger-related transaction costs of Legacy Mobix		(1,633	)
Merger-related transaction costs expensed		4,009

Liability-classified instruments:
Fair value of earnout liability		(33,559	)
Fair value of PIPE make-whole liability		(2,071	)
Fair value of Private Warrants		(150	)
Net equity impact of the Merger	$	(16,182	)

Debt (Details) - Schedule of Debt - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Debt [Line Items]
Notes payable	$ 1,503	$ 1,286
SAFEs		1,512	$ 1,983
Total debt	4,952	6,591	6,301
Less: Amounts classified as current	(4,952)	(6,591)	(5,676)
Noncurrent portion			$ 625
Related Party [Member] \| 7% Promissory notes [Member]
Debt [Line Items]
Notes payable – related parties	3,349	3,349
Related Party [Member] \| Promissory Notes-Related parties [Member]
Debt [Line Items]
Notes payable – related parties	$ 100	$ 444

Warrants

3 Months Ended

Dec. 31, 2023

Warrants [Abstract]

Warrants

Note 4 — Warrants

Public and Private Warrants

In connection with its initial public offering, Chavant issued 6,000,000 Public Warrants and 3,400,000 Private Warrants (of which 400,000 Private Warrants were subsequently forfeited by the Sponsor), each of which entitles the holder to purchase one share of the Company’s Class A Common Stock at a price of $11.50 per share, subject to adjustments. The Public Warrants and Private Warrants are exercisable at any time commencing thirty days after the completion of the Merger and terminating five years after the completion of the Merger. The Company may redeem the Public Warrants at a price of $0.01 per warrant if the last reported sale of the Company’s Class A Common Stock equals or exceeds $18.00 per share for any twenty trading days within a thirty-day period after the Public Warrants become exercisable.

The Private Warrants are identical to the Public Warrants, except that the Private Warrants and shares of Class A Common Stock issuable upon the exercise of the Private Warrants are not transferable, assignable or salable until thirty days after the completion of the Merger, subject to certain limited exceptions. Additionally, the Private Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

Both the Public Warrants and Private Warrants are subject to adjustment if the Company issues additional equity securities for capital raising purposes at price (the “Newly Issued Price”) below specified levels; if the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds available for funding Merger at the Closing; and, if the VWAP of the Company’s Class A Common Stock during a specified period (“Market Value”) is below $9.20 per share. In such event, the exercise price of the warrants will be adjusted to be equal to 115% of the Market Value and the $18.00 per share redemption trigger price will be adjusted to be equal to 180% of the Newly Issued Price.

As a result of the issuances of shares under the PIPE Subscription Agreement and other agreements in connection with the Merger, the Company adjusted the exercise price of the warrants from $11.50 to $5.79 per share and adjusted the redemption trigger price from $18.00 to $9.06 per share.

Upon the Closing, the Company concluded that the Public Warrants meet the derivative scope exception for contracts in the Company’s own stock and recorded the Public Warrants in stockholders’ equity. The Company concluded that the Private Warrants do not meet the derivative scope exception and are accounted for as liabilities. Specifically, the Private Warrants contain provisions that affect the settlement amounts dependent upon the characteristics of the holder of the warrant, which is not an input into the pricing of a fixed-for-fixed option on equity shares. Therefore, the Private Warrants are not considered indexed to the Company’s stock and must be classified as a liability. At the time of Closing, the Company estimated the aggregate fair value of the Private Warrants using the Black-Scholes option-pricing model and recognized a liability of $150. As of December 31, 2023, the warrants remained outstanding and the Company adjusted the carrying amount of the liability to its estimated fair value of $210. The loss resulting from the $60 increase in the fair value of the liability is included in “Change in fair value of private warrants” in the condensed consolidated statements of operations and comprehensive income (loss).

PIPE Warrants

In connection with the PIPE Subscription Agreements, the Company issued the investors warrants to purchase shares of common stock at an exercise price of $0.01 per share. The Company evaluated these warrants and concluded that they meet the derivative scope exception for contracts in the Company’s own stock. Consequently, the PIPE warrants were recorded in stockholders’ equity.

Legacy Mobix Warrants

In connection with the Merger, all of Legacy Mobix’s outstanding warrants were assumed by the Company and converted into the same number of warrants to purchase shares of the Company’s Class A Common Stock, with no change to their exercise prices or other terms. Subsequent to the Merger, warrants to purchase an aggregate of 373,031 shares were exercised and converted into 369,671 shares of Class A Common Stock, with no cash proceeds to the Company.

During the three months ended December 31, 2023, Legacy Mobix issued warrants to purchase an aggregate of 51,020 shares of its common stock at $0.01 in connection with borrowings. See Note 11, Debt.

Also during the three months ended December 31, 2023, Legacy Mobix granted warrants to purchase an aggregate of 27,413 shares of common stock at a price of $0.01 per share to investors in connection with the sale of shares of its common stock. See Note 16, Equity.

As of December 31, 2023, the Company is obligated to issue warrants to purchase 130,000 shares of its Class A Common Stock at $0.01 per share to a service provider, in respect of services rendered to Legacy Mobix prior to the Merger. In addition, as described in Note 11, Debt, during the three months ended December 31, 2023 Legacy Mobix failed to repay the principal amount of a note payable by its maturity date and is obligated to issue warrants to purchase 78,000 shares of its Class A Common Stock at $0.01 per share to the lender as additional consideration. As of December 31, 2023, the Company has recorded a liability of $633 in the condensed consolidated balance sheet for the estimated fair value of these warrants. The Company valued the warrants using a probability-weighted expected return model.

In December 2022, the Company issued a warrant to purchase 400,000 shares of its common stock at $3.00 per share to a service provider. The Company recognized the $1,598 fair value of the warrant in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income (loss) for the three months ended December 31, 2022. Effective March 2023, the warrant was cancelled.

See Note 12, Fair Value Measurements, for additional information on the Company’s measurements with respect to the warrants issued in connection with the foregoing transactions.

Intangible Assets, Net (Details) - Schedule of Intangible Assets - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Gross	$ 14,089	$ 7,589
Accumulated Amortization	(2,539)	(2,302)
Net	11,550	5,287
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Gross	7,289	7,289	$ 7,289
Accumulated Amortization	(2,441)	(2,238)	(1,428)
Net	$ 4,848	5,051	5,861
Developed technology [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	7 years
Developed technology [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	10 years
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross	$ 6,400	300	300
Accumulated Amortization	(85)	(64)	(33)
Net	$ 6,315	236	$ 267
Customer Relationships [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	10 years
Customer Relationships [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	15 years
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	2 years
Gross	$ 100
Accumulated Amortization	(2)
Net	$ 98
Backlog [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)	1 year
Gross	$ 300
Accumulated Amortization	(11)
Net	$ 289

Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	May 30, 2023	Oct. 31, 2022
Warrants (Details) [Line Items]
Warrants			400,000	700,388
Price per share	$ 0.01	$ 0.01	$ 3	$ 0.01	$ 3	$ 0.01
Percentage of gross proceeds		60.00%
Volume weighted average price		$ 9.2
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)		180.00%
Redemption trigger price		$ 18
Recognized liability	$ 150	$ 150
Estimated fair value	$ 210	210
Increase in fair value of liability		60
Cash proceeds		$ 3,286	$ 5,108	$ 13,513	$ 9,847
Fair value of selling and administrative expenses			$ 1,598
Maximum [Member]
Warrants (Details) [Line Items]
Price per share				$ 6.84
Minimum [Member]
Warrants (Details) [Line Items]
Price per share				$ 0.01
Public Warrants [Member]
Warrants (Details) [Line Items]
Warrants	6,000,000	6,000,000
Price per share	$ 0.01	$ 0.01
Private Warrant [Member]
Warrants (Details) [Line Items]
Warrants	3,400,000	3,400,000
Sponsor [Member]
Warrants (Details) [Line Items]
Warrants	400,000	400,000
Warrants [Member]
Warrants (Details) [Line Items]
Warrants			300,000				3
Price per share	$ 0.01	$ 0.01
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)		115.00%
Cash proceeds			$ 900
Legacy Mobix Warrants [Member]
Warrants (Details) [Line Items]
Warrants	373,031	373,031
Class A Common Stock [Member]
Warrants (Details) [Line Items]
Warrants	130,000	130,000					300,000
Price per share	$ 18	$ 18
Issue warrants		78,000
Class A Common Stock [Member] \| Public Warrants [Member]
Warrants (Details) [Line Items]
Price per share	11.5	$ 11.5
Class A Common Stock [Member] \| Warrants [Member]
Warrants (Details) [Line Items]
Price per share	$ 0.01	$ 0.01
Class A Common Stock [Member] \| Legacy Mobix Warrants [Member]
Warrants (Details) [Line Items]
Warrants	369,671	369,671
Common Stock [Member] \| Public Warrants [Member]
Warrants (Details) [Line Items]
Warrants			3
Common Stock [Member] \| Warrants [Member]
Warrants (Details) [Line Items]
Warrants			300,000
Legacy Mobix [Member]
Warrants (Details) [Line Items]
Warrants	51,020	51,020
Price per share	$ 0.01	$ 0.01
PIPE Subscription Agreement [Member]
Warrants (Details) [Line Items]
Price per share	0.01	0.01
PIPE Subscription Agreement [Member] \| Maximum [Member]
Warrants (Details) [Line Items]
Price per share	11.5	11.5
Redemption trigger price		18
PIPE Subscription Agreement [Member] \| Minimum [Member]
Warrants (Details) [Line Items]
Price per share	$ 5.79	5.79
Redemption trigger price		$ 9.06
Investor [Member]
Warrants (Details) [Line Items]
Warrants	27,413	27,413
Price per share	$ 0.01	$ 0.01
Legacy Mobix [Member]
Warrants (Details) [Line Items]
Price per share	$ 0.01	$ 0.01
Liability fair value of warrants	$ 633

Debt (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Debt [Abstract]

Schedule of Debt

Debt consists of the following:

	December 31, 2023			September 30, 2023
Notes payable	$	1,503		$	1,286
7% promissory notes – related parties		3,349			3,349
Notes payable – related parties		100			444
SAFEs		—			1,512
Total debt		4,952			6,591
Less: Amounts classified as current		(4,952	)		(6,591	)
Noncurrent portion	$	—		$	—

Debt consists of the following:

	September 30,
	2023			2022
Notes payable	$	1,286		$	—
7% promissory notes – related parties		3,349			3,349
Notes payable – related parties		444			344
SAFEs		1,512			1,983
Convertible notes		—			625
Total debt		6,591			6,301
Less: Amounts classified as current		(6,591	)		(5,676	)
Noncurrent portion	$	—		$	625

Income Taxes (Tables)

12 Months Ended

Sep. 30, 2023

Income Taxes [Abstract]

Schedule of Provision for Income Taxes

Substantially all of the Company’s pretax income was generated in the United States. The provision for income taxes consists of the following:

	Year ended September 30,
	2023		2022
Current
Federal	$	—	$	—
State		1		1
Total current		1		1

Deferred
Federal		66		(274	)
State		—		—
Total deferred		66		(274	)
Provision (benefit) for income taxes	$	67	$	(273	)

Schedule of Loss before Income Taxes Rate

The provision for income taxes differs from the amount computed by applying the U.S. federal statutory rate of 21% to the Company’s loss before income taxes as follows:

	Year ended September 30,
	2023			2022
Income tax benefit computed at the U.S. federal statutory rate	$	(8,306	)	$	(5,070	)
State and local income tax benefits, net of federal benefit		(1,498	)		(481	)
Change in valuation allowance		7,936			4,856
Non-deductible transaction costs		635			351
Fair value of warrants issued to lenders		470			—
Research and development credits		58			(58	)
State tax rate change		(22	)		(148	)
Other		794			277
Provision (benefit) for income taxes	$	67		$	(273	)

Schedule of Deferred Tax Liabilities

Deferred tax liabilities, net consist of the following:

	September 30,
	2023			2022
Deferred tax assets:
Net operating losses	$	8,268		$	4,953
Section 174 capitalized costs		2,832			1,548
Stock-based compensation		3,632			620
Research and development credits		—			398
Lease liabilities		376			—
Interest limitation		—			134
Accrued liabilities		581			135
Other		137			24
Total gross deferred tax assets		15,826			7,812
Valuation allowance		(14,287	)		(6,351	)
Net deferred tax assets		1,539			1,461

Deferred tax liabilities:
Intangible asset amortization		(1,245	)		(1,399	)
Fixed asset depreciation		(137	)		(44	)
Operating lease ROU assets		(243	)		—
Other		—			(38	)
Total gross deferred tax liabilities		(1,625	)		(1,481	)
Deferred tax liabilities, net	$	(86	)	$	(20	)

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) (Parentheticals) - $ / shares	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Net loss per common share, diluted	$ 0.04	$ (0.76)	$ (2.71)	$ (2.25)
Weighted-average common shares outstanding, diluted	23,316,071	12,379,480	14,612,600	10,620,614

- Definition

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

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

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-2

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-4

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482662/260-10-50-1

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(27))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(23))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1

Reference 15: http://www.xbrl.org/2003/role/exampleRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 52
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482635/260-10-55-52

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482689/260-10-45-7

+ Details

Property and Equipment, Net (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Property and Equipment, Net [Absract]

Schedule of Property and Equipment

Property and equipment, net consists of the following:

	Estimated Useful Life (years)	December 31, 2023			September 30, 2023
Equipment and furniture	5 – 7	$	929		$	858
Laboratory equipment	5		601			601
Leasehold improvements	Shorter of estimated useful life or remaining lease term		891			850
Construction in progress			584			584
Property and equipment, gross			3,005			2,893
Less: Accumulated depreciation			(1,146	)		(1,034	)
Property and equipment, net		$	1,858		$	1,859

Property and equipment, net consists of the following:

	Estimated Useful Life (years)	September 30,
	Estimated Useful Life (years)	2023			2022
Equipment and furniture	5 – 7	$	858		$	895
Laboratory equipment	5		601			601
Leasehold improvements	Shorter of estimated useful life or remaining lease term		850			894
Construction in progress			584			—
Property and equipment, gross			2,893			2,390
Less: Accumulated depreciation			(1,034	)		(627	)
Property and equipment, net		$	1,859		$	1,763

Fair Value Measurements

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Fair Value Measurements [Abstract]

Fair Value Measurements

Note 12 — Fair Value Measurements

The carrying amounts of the Company’s cash, accounts receivable and accounts payable approximate their fair value due to the short-term nature of these instruments. The Company believes the aggregate carrying value of debt approximates its fair value as of December 31, 2023 and September 30, 2023 because the notes payable, the 7% promissory notes — related parties, the notes payable — related parties and the convertible notes each mature or converted within one year of the respective balance sheet dates.

Fair Value Hierarchy

Liabilities measured at fair value on a recurring basis as of December 31, 2023 are as follows:

	Level 1		Level 2		Level 3		Total
Earnout liability	$	—	$	—	$	8,795	$	8,795
PIPE make-whole liability		—		—		4,975		4,975
Private Warrants and other warrants		—		—		843		843
Total	$	—	$	—	$	14,613	$	14,613

The Company classifies the earnout liability, the PIPE make-whole liability, the Private Warrants and other warrants and the SAFEs as Level 3 financial instruments due to the judgment required to develop the assumptions used and the significance of those assumptions to the fair value measurement. No financial instruments were transferred between levels of the fair value hierarchy during the three months ended December 31, 2023 or December 31, 2022. The following table provides a reconciliation of the balance of financial instruments measured at fair value on a recurring basis using Level 3 inputs:

	Earnout Liability			PIPE Make-Whole Liability		Private Warrants and Other Warrants		SAFEs
Three months ended December 31, 2023:
Balance, September 30, 2023	$	—		$	—	$	—	$	1,512
Liabilities recognized		33,559			2,071		783		—
Conversion to Class A Common Stock in the Merger		—			—		—		(1,522	)
Change in fair value included in net income (loss)		(24,764	)		2,904		60		10
Balance, December 31, 2023	$	8,795		$	4,975	$	843	$	—

	SAFEs
Three months ended December 31, 2022:
Balance, September 30, 2022	$	1,983
Issuance of SAFEs		—
Change in fair value included in net income (loss)		50
Balance, December 31, 2022	$	2,033

Earnout Liability

The Company estimates the fair value of the earn-out liability using a Monte Carlo simulation model that utilizes significant assumptions, including volatility, expected term and risk-free rate that determine the probability of achieving the earnout conditions. The following table summarizes the assumptions used in estimating the fair value of the earnout liability at the respective dates:

	December 21, 2023 (Closing)			December 31, 2023
Stock price	$	10.66		$	4.02
Expected volatility		50	%		50	%
Risk-free rate		3.9	%		3.9	%
Contractual term		8 years			8 years

PIPE Make-Whole Liability

The Company uses a Monte Carlo simulation model that utilizes significant assumptions, including volatility, expected term and risk-free rate, to estimate the fair value of the PIPE make-whole liability. The following table summarizes the assumptions used in estimating the fair value of the PIPE make-whole liability at the respective dates:

	December 21, 2023 (Closing)			December 31, 2023
Stock price	$	10.17		$	6.18
Expected volatility		49	%		49	%
Risk-free rate		5.4	%		5.4	%
Contractual term		4 months			4 months

Note 10 — Fair Value Measurements

The Company’s financial instruments consist mainly of cash, accounts receivable, accounts payable and debt. The carrying amounts of the Company’s cash, accounts receivable and accounts payable approximate their fair value due to the short-term nature of these instruments.

The Company believes the carrying value of the notes payable, the 7% promissory notes — related parties and the notes payable — related parties — each of which mature within one year — approximates fair value due to the short duration of these notes. The Company estimated the fair value of its convertible notes based on a discounted cash flow approach using market interest rates of instruments with similar terms and maturities and an estimate for the Company’s standalone credit risk. The Company classifies its convertible notes as Level 3 financial instruments due to the judgment required to develop assumptions of the Company’s standalone credit risk and the significance of those assumptions to the fair value measurement. The aggregate carrying value of debt approximates its fair value as of September 30, 2023 and 2022.

During the years ended September 30, 2023 and 2022, the Company measured the SAFEs at fair value on a recurring basis. The Company classified the SAFEs as Level 3 financial instruments due to the judgment required to develop the assumptions used and the significance of those assumptions to the fair value measurement. No financial instruments were classified as Level 1 or Level 2 and measured at fair value on a recurring basis during the years ended September 30, 2023 and 2022, and no financial instruments were transferred into or out of Level 3.

The following table provides a reconciliation of the balance of financial instruments measured at fair value on a recurring basis using Level 3 inputs:

	Year ended September 30,
	2023			2022
Balance, beginning of period	$	1,983		$	—
Issuance of SAFEs		—			1,900
Change in fair value of SAFEs included in net loss		655			83
Conversion of SAFEs to common stock		(1,126	)		—
Balance, end of period	$	1,512		$	1,983

- 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 + Details

Equity Incentive Plans (Details) - Summary of Activity in the Company's RSUs - Restricted Stock Units (RSUs) [Member] - $ / shares	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of units, Outstanding	209,494
Weighted-Average Grant Date Fair Value per Unit, Outstanding	$ 6.84
Number of units, Performance-based RSUs	4,000,000
Weighted-Average Grant Date Fair Value per Unit, Performance-based RSUs	$ 10.58
Number of units, Vested	(104,748)
Weighted-Average Grant Date Fair Value per Unit, Vested	$ 6.84
Number of units, Cancelled		670,000
Weighted-Average Grant Date Fair Value per Unit, Cancelled
Number of units, Outstanding	4,104,746	209,494
Weighted-Average Grant Date Fair Value per Unit, Outstanding	$ 10.48	$ 6.84

Debt (Details) - Schedule of Debt - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Debt [Line Items]
Notes payable	$ 1,503	$ 1,286
SAFEs		1,512	1,983
Convertible notes			625
Total debt	4,952	6,591	6,301
Less: Amounts classified as current	(4,952)	(6,591)	(5,676)
Noncurrent portion			625
Related Party [Member]
Schedule of Debt [Line Items]
Notes payable – related parties	$ 3,449	3,793	3,693
Related Party [Member] \| 7% Promissory notes [Member]
Schedule of Debt [Line Items]
Notes payable – related parties		3,349	3,349
Related Party [Member] \| Promissory Notes-Related parties [Member]
Schedule of Debt [Line Items]
Notes payable – related parties		$ 444	$ 344

Debt (Details) - 3 - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended			3 Months Ended		12 Months Ended
	May 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Debt [Line Items]
Exchange for cash proceeds							$ 1,900
Purchase amount			$ 5,000				5,000
Fair value of SAFEs				$ (10)	$ (50)	(655)	(83)
Principal amount				150
Carrying amount of SAFE			$ 1,983			$ 1,512	1,983
Warrant to purchase (in Shares)	500,000	400,000	200,000			605,000
Common stock at exercise prices (in Dollars per share)				$ 0.01
Warrant [Member]
Debt [Line Items]
Warrant to purchase (in Shares)				47,020
SAFEs [Member]
Debt [Line Items]
Exchange for cash proceeds							1,900
Fair value of SAFEs						$ 655	83
Original purchase amount						900
Carrying amount of SAFEs						1,126
Original purchase amount				$ 1,000
Carrying amount of SAFE				1,512
Fair value		$ 50		$ 10	$ 50
SAFEs [Member] \| SAFE $900 [Member]
Debt [Line Items]
Purchase amount			$ 900				$ 900
Convertible shares, description							automatically convertible into shares of the Company’s common stock upon the occurrence of the Company’s next equity financing of not less than $5,000. These SAFEs are convertible at prices per share equal to discounts of 20% to 25% from the lowest per share purchase price of the Company’s equity securities in the financing. In the event of a dissolution prior to conversion, the Company must pay the holder of these SAFEs an amount equal to the purchase amount. In this case, the rights of the SAFE holders are senior to the Company’s capital stock and pari passu with any convertible debt of the Company.
SAFEs [Member] \| SAFE $1,000 [Member]
Debt [Line Items]
Purchase amount			1,000				$ 1,000
Convertible shares, description							The conversion price of the preferred stock to be issued in exchange for the SAFEs would be equal to the greater of (i) the lowest price per share for preferred stock sold to investors in the initial closing of the equity financing, or (ii) the number of shares equal to the value of the SAFE, subject to a post money valuation cap of $175,000. If there is a liquidity event, including a change in control, a direct listing or an initial public offering, these SAFEs will be entitled to receive a portion of the proceeds equal to the greater of (i) the purchase amount or (ii) the amount payable on the number of shares of common stock equal to the purchase amount divided by the quotient obtained by dividing $175,000 by the Company’s total capitalization, including all shares and convertible securities (on an as-converted to common stock basis). In the event of a dissolution or liquidation of the Company, the holders of these SAFEs will be entitled to receive a cash-out amount equal to their original purchase price, which right is junior to the payment of the Company’s outstanding indebtedness and on par with the rights of other SAFEs and preferred stock.
$925 Convertible Note [Member] \| Convertible Debt [Member]
Debt [Line Items]
Convertible shares, description							The notes are mandatorily convertible into common stock in the event the Company consummates a private placement for an aggregate offering amount of at least $20,000 or upon the change in control of the Company.
Principal amount			$ 925				$ 925
Bear interest			5.00%				5.00%
$925 Convertible Note [Member] \| Convertible Debt [Member] \| Minimum [Member]
Debt [Line Items]
Conversion price per share (in Dollars per share)			$ 5.02				$ 5.02
$925 Convertible Note [Member] \| Convertible Debt [Member] \| Maximum [Member]
Debt [Line Items]
Conversion price per share (in Dollars per share)			$ 6.84				$ 6.84
$250 Convertible Note [Member] \| Convertible Debt [Member]
Debt [Line Items]
Convertible shares, description							The convertible note is also mandatorily convertible into common stock in the event the Company consummates a private placement, in a single transaction or series of related transactions, for an aggregate offering amount of at least $5,000.
Principal amount						$ 250
Bear interest						9.00%
Conversion price per share (in Dollars per share)						$ 5
$300 Convertible Note [Member] \| Convertible Debt [Member]
Debt [Line Items]
Converted shares (in Shares)						187,971
Principal amount			$ 300				$ 300
Conversion price per share (in Dollars per share)			$ 6.84				$ 6.84
Original purchase amount						$ 875
$300 Convertible Note [Member] \| Convertible Debt [Member] \| Minimum [Member]
Debt [Line Items]
Conversion price per share (in Dollars per share)						$ 5
$300 Convertible Note [Member] \| Convertible Debt [Member] \| Maximum [Member]
Debt [Line Items]
Conversion price per share (in Dollars per share)						$ 5.02
Convertible Notes [Member]
Debt [Line Items]
Conversion price per share (in Dollars per share)				$ 6.84
Bore interest percentage				16.00%
Carrying amount of equity				$ 206
Class A Common Stock [Member] \| SAFEs [Member]
Debt [Line Items]
Converted shares (in Shares)				150,953,000
Convertible Notes Payable [Member] \| $300 Convertible Note [Member] \| Convertible Debt [Member]
Debt [Line Items]
Converted shares (in Shares)							45,548
Convertible Notes Payable [Member] \| Class A Common Stock [Member]
Debt [Line Items]
Converted shares (in Shares)				30,045
Investor [Member] \| Warrant [Member]
Debt [Line Items]
Warrant to purchase (in Shares)				4,000
Investor [Member] \| Convertible Notes Payable [Member] \| Convertible Notes [Member]
Debt [Line Items]
Principal amount				$ 200
SAFEs [Member] \| SAFEs [Member]
Debt [Line Items]
Purchase amount						$ 1,512
Converted shares (in Shares)						170,835
SAFEs [Member] \| Debt [Member] \| SAFEs [Member]
Debt [Line Items]
Purchase amount			$ 1,900				$ 1,900

Equity Incentive Plans (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended				3 Months Ended		12 Months Ended
	Nov. 30, 2022	May 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Nov. 01, 2022	Oct. 31, 2022
Equity Incentive Plans (Details) [Line Items]
Aggregate shares of common stock (in Shares)								18,350,000
Stock based compensation expense						$ 12,705	$ 3,856	$ 15,476	$ 3,290
Weighted-average period						2 years 109 days		2 years 109 days
Issued of aggregate shares (in Shares)		500,000		400,000	200,000			605,000
Unrecognized compensation expense						$ 4,963		$ 5,401
Stock options outstanding						7,587		22,661
Stock options exercisable						7,587		19,981
Total intrinsic value						1,639	0	0	998
Fair value of options vested						$ 903	$ 785	$ 4,880	$ 2,253
Weighted-average grant date fair value of options (in Dollars per share)						$ 3.5	$ 3.6	$ 3.61	$ 3.4
Reserved shares of common stock (in Shares)						229,690,792		19,224,103
Fair market value percentage						85.00%
Common stock warrants (in Shares)				400,000			400,000	700,388
Purchased shares (in Shares)						390,440
2023 Equity Incentive Plan [Member]
Equity Incentive Plans (Details) [Line Items]
Reserved shares of common stock (in Shares)						2,290,183
2023 Employee Stock Purchase Plan [Member]
Equity Incentive Plans (Details) [Line Items]
Reserved shares of common stock (in Shares)						858,935
Class A Common Stock [Member]
Equity Incentive Plans (Details) [Line Items]
Common stock warrants (in Shares)						130,000					300,000
Purchased shares (in Shares)						1,975,000
Restricted Stock Units (RSUs) [Member]
Equity Incentive Plans (Details) [Line Items]
Stock based compensation expense								$ 3,203
Unrecognized compensation expense								$ 847
Weighted-average period						3 years 328 days		1 year 109 days
Aggregate of RSUs shares (in Shares)						4,104,746		209,494
Agreed to forfeit shares (in Shares)								670,000
Issued of aggregate shares (in Shares)						5,000,000
Employees shares (in Shares)	10,000,000
Forfeited shares (in Shares)	10,000,000
Common stock warrants (in Shares)						1,000,000
Stock based compensation expense						$ 10,858
Unrecognized compensation expense related				$ 33,628			$ 33,628
Restricted Stock Units (RSUs) [Member] \| Agreement I [Member]
Equity Incentive Plans (Details) [Line Items]
RSUs granted, description								RSUs granted under Agreement I include two vesting schedules where 50% of the awards vest upon the closing of two acquisitions where the Company acquires at least a majority of the voting power or purchases substantially all of the assets of the target and 50% vest upon the satisfaction of revenue performance conditions.
Restricted Stock Units (RSUs) [Member] \| Agreement II [Member]
Equity Incentive Plans (Details) [Line Items]
RSUs granted, description								RSUs granted under Agreement II vest at the earlier of (i) a service-based component beginning after a change of control, or (ii) service-based vesting subject to a 50% cliff after 10 to 14.5 months.
Restricted Stock Units (RSUs) [Member] \| Service-based Vesting [Member]
Equity Incentive Plans (Details) [Line Items]
Stock based compensation expense								$ 4,833	$ 372
Restricted Stock Units (RSUs) [Member] \| Officers and Key Employees [Member]
Equity Incentive Plans (Details) [Line Items]
Aggregate of RSUs shares (in Shares)										10,000,000
Agreed to forfeit shares (in Shares)			10,000,000
Issued of aggregate shares (in Shares)								5,000,000
Stock Options [Member] \| Class A Common Stock [Member]
Equity Incentive Plans (Details) [Line Items]
Settled shares (in Shares)						168,235

Equity (Details) - Schedule of Common Stock Available for Issuance - shares	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022
Schedule of Common Stock Available for Issuance [Line Items]
Authorized number of shares of common stock		57,400,000		57,400,000
Common stock outstanding	23,544,492	16,692,175		11,868,397
Reserve for conversion of Redeemable Convertible Preferred Stock	2,254,901
Reserve for exercise of common stock warrants		700,388	400,000
Stock options and RSUs outstanding under equity incentive plans	9,513,647	6,115,178
Awards available for grant under equity incentive plans	2,290,183	12,068,156
Common stock available for issuance	229,690,792	19,224,103
Redeemable Convertible Preferred Stock [Member]
Schedule of Common Stock Available for Issuance [Line Items]
Reserve for conversion of Redeemable Convertible Preferred Stock		600,000
Series A Preferred Stock [Member]
Schedule of Common Stock Available for Issuance [Line Items]
Reserve for conversion of Redeemable Convertible Preferred Stock		2,000,000

Reverse Recapitalization (Tables)

3 Months Ended

Dec. 31, 2023

Reverse Recapitalization [Abstract]

Schedule of Condensed Consolidated Financial Statements

The following tables reconcile elements of the Merger to the Company’s condensed consolidated financial statements, and should be read in conjunction with the footnotes referenced above:

	Shares
Chavant public shares, net of redemptions		111,005
Chavant founder shares, net of shares forfeited		1,341,369
PIPE investors’ shares		1,975,000
Settlement of PIPE warrant		199,800
Sponsor PIPE subscription		199,737
Settlement of Sponsor Warrant		272,182
Settlement of warrant to non-redeeming shareholder		202,489
Amendment to Business Combination Marketing Agreement		280,000
Total Chavant shares outstanding immediately prior to the Merger		4,581,582

Legacy Mobix rollover shares		18,139,258
Conversion of Legacy Mobix convertible notes		30,045
Conversion of Legacy Mobix SAFEs		150,953
Total number of Class A common shares issued in the Merger		22,901,838

Closing proceeds:
Proceeds from Chavant trust fund	$	1,264
Proceeds from PIPE investment		19,750

Closing disbursements:
Legacy Mobix Merger-related transaction costs		(3,747	)
Chavant Merger-related transaction costs		(2,219	)
Net cash proceeds from the Merger at Closing		15,048

Mobix Merger-related transaction costs paid prior to closing		(983	)
Net cash proceeds		14,065

Non-cash activity:
Conversion of Legacy Mobix convertible notes to Class A Common Stock		206
Conversion of Legacy Mobix SAFEs to Class A Common Stock		1,522
Conversion of Legacy Mobix redeemable convertible preferred stock to Class B Common Stock		2,300
Unpaid Merger-related transaction costs assumed from Chavant		(871	)
Unpaid Merger-related transaction costs of Legacy Mobix		(1,633	)
Merger-related transaction costs expensed		4,009

Liability-classified instruments:
Fair value of earnout liability		(33,559	)
Fair value of PIPE make-whole liability		(2,071	)
Fair value of Private Warrants		(150	)
Net equity impact of the Merger	$	(16,182	)

Inventory

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Inventory [Abstract]

Inventory

Note 6 — Inventory

Inventory consists of the following:

	December 31, 2023		September 30, 2023
Raw materials	$	370	$	265
Finished goods		52		54
Total inventory	$	422	$	319

Note 3 — Inventory

Inventory consists of the following:

	September 30,
	2023		2022
Raw materials	$	265	$	404
Finished goods		54		166
Total inventory	$	319	$	570

Equity Incentive Plans (Details) - Schedule of Statements of Operations and Comprehensive Income (Loss) Stock-based Compensation Expense - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule of Statements of Operations and Comprehensive Income (Loss) [Line Items]
Total stock-based compensation expense	$ 12,705	$ 3,856	$ 15,476	$ 3,290
Cost of Revenue [Member]
Schedule of Statements of Operations and Comprehensive Income (Loss) [Line Items]
Total stock-based compensation expense		11	31	14
Research and Development [Member]
Schedule of Statements of Operations and Comprehensive Income (Loss) [Line Items]
Total stock-based compensation expense	501	542	1,842	759
Selling,General and Administrative [Member]
Schedule of Statements of Operations and Comprehensive Income (Loss) [Line Items]
Total stock-based compensation expense	$ 12,204	$ 3,303	$ 13,603	$ 2,517

Subsequent Events

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Subsequent Event [Abstract]

Subsequent Events

Note 21 — Subsequent Events

Workforce reduction

In January 2024, the Company reduced its workforce by approximately 35%, consisting of employees previously placed on temporary furlough during the fourth quarter of fiscal year 2023.

Committed Equity Facility

On March 18, 2024, the Company entered into a Purchase Agreement (“Purchase Agreement”) and a related Registration Rights Agreement with B. Riley Principal Capital II (“B. Riley”) which provides the Company the right, in its sole discretion, and subject to the satisfaction of the conditions set forth therein, to sell to B. Riley up to 9,500,000 newly issued shares of its Class A Common Stock (subject to certain limitations) from time to time. Any sales of Class A Common Stock pursuant to the Purchase Agreement, and the timing of any sales, are solely at the Company’s option, and the Company is under no obligation to sell any securities to B. Riley. The per share purchase price that B. Riley will pay for shares of Class A Common Stock will be determined by reference to the volume weighted average price of the Class A Common Stock measured over the regular trading session or intraday period of the trading session on Nasdaq on the date of each purchase, in each case as defined in the Purchase Agreement.

As consideration for B. Riley’s commitment to purchase shares of the Company’s Class A Common Stock, the Company agreed to pay a cash commitment fee in the amount of $1,500. B. Riley will withhold 30% in cash from the total aggregate purchase price until B. Riley has received the entire cash commitment fee. If any portion of the commitment fee remains unpaid on the earlier of the termination of the agreement or December 15, 2024, then the Company must pay B. Riley the remainder of commitment fee in cash. The Company also agreed to reimburse B. Riley for reasonable legal fees and disbursements in an amount not to exceed $75 upon the execution of the Purchase Agreement and Registration Rights Agreement and $5 per fiscal quarter. The Company

is also obligated to file a registration statement with the Securities and Exchange Commission to register under the Securities Act, the offer and resale by B. Riley of up to 9,500,000 shares of Class A Common Stock that the Company may elect to sell to B. Riley pursuant to the Purchase Agreement.

The amount and timing of the proceeds the Company receives from the sale of sales of Class A Common Stock pursuant to the Purchase Agreement, if any, will depend on a number of factors, including the numbers of shares the Company may elect to sell, the timing of such sales, the future market price of the Company’s Class A Common stock and the payment of the cash commitment fee.

Note 18 — Subsequent Events

The Company evaluated subsequent events through December 28, 2023, the date at which the financial statements were available to be issued.

Issuances of Common Stock and Warrants

Subsequent to September 30, 2023, the Company sold 480,271 shares of its common stock at various dates in private placements for net proceeds of $3,285. In connection therewith, the Company also issued one investor a warrant to purchase an aggregate of 27,413 shares of its common stock at an exercise price of $0.01 per share. The warrants are immediately exercisable and have a one-year term.

Issuances of Notes Payable

In October 2023, the Company entered into a $150 loan agreement with an unrelated financing company. The loan matures in November 2024, with principal and interest payable in weekly installments. The Company is obligated to pay a finance charge of $66 over the term of the loan. The Company may prepay the loan at any time, including a finance charge of at least $49. The Company’s obligation under the loan is secured by substantially all of the Company’s assets and is guaranteed by an officer and director of the Company.

Issuance of Convertible Notes

In October 2023, the Company issued convertible notes having an aggregate principal amount of $200 to unaffiliated investors. The convertible notes mature in February 2024, bear interest at 16% per annum, are unsecured and have a conversion price of $6.84 per share. The principal amount of the convertible notes and any accrued interest thereon may be converted into shares of the Company’s common stock, at the election of each holder, at any time prior to maturity. At the maturity date, each holder may require the Company to repay the outstanding principal and interest under the note in cash. Absent such a demand by the holders, all principal and interest under the notes will automatically convert into common stock. In connection with the issuance of the convertible notes, the Company issued the investors warrants to purchase an aggregate of 4,000 shares of its common stock at an exercise price of $0.01 per share. The warrants are immediately exercisable and have a one-year term.

Issuance of Stock-Based Compensation Awards

Subsequent to September 30, 2023, the Company granted 12,200 stock options to an employee and an advisor with a weighted-average exercise price of $6.84 per share.

Acquisition of EMI Solutions, Inc.

On December 19, 2023, the Company completed the acquisition of EMI Solutions, Inc. (“EMI”) when the Company acquired all of the issued and outstanding common shares of EMI. EMI is a manufacturer of electromagnetic interference filtering products for military and aerospace applications. Consideration for the acquisition consisted of 964,912 shares of the Company’s common stock and $2,200 in cash. Of the cash portion of the consideration, $155 was paid at closing, with the remainder payable at specified dates following the merger with Chavant, or on the twenty-four month anniversary of the closing. The acquisition will be accounted for as a business combination under ASC 805, Business Combinations, with the primary assets acquired consisting of customer relationships and acquired technology. The preliminary purchase price assessment remains an ongoing process and is subject to change for up to one year after the closing date of the acquisition.

Merger with Chavant Capital Acquisition Corp.

On December 21, 2023, Chavant consummated the previously announced Merger pursuant to the Business Combination Agreement pursuant to which, among other things, Merger Sub merged with and into Mobix Labs, with Mobix Labs surviving the merger as a wholly-owned direct subsidiary of Chavant. In connection with the consummation of the Merger Chavant changed its name from “Chavant Capital Acquisition Corp.” to “Mobix Labs, Inc.” and Mobix Labs changed its name from “Mobix Labs, Inc.” to “Mobix Labs Operations, Inc.” As a result of the Merger, the Company raised gross proceeds of $21,063, including the contribution of $1,263 of cash held in Chavant’s trust account and the $19,750 PIPE at $10.00 per share of Chavant’s Class A Common Stock.

In connection with the Closing, and pursuant to the terms of the Business Combination Agreement, (i) each outstanding share of common stock of Mobix Labs converted into the right to receive shares of Class A Common Stock, par value $0.00001 per share (“Class A Common Stock”); (ii) each share of preferred stock of Mobix Labs, which included Series A Redeemable Convertible Preferred Stock and Founders Redeemable Convertible Preferred Stock issued and outstanding immediately prior to the Closing, converted into the right to receive shares of Class B Common Stock, par value $0.00001 per share (“Class B Common Stock”); (iii) each outstanding stock option and warrant of Mobix Labs was assumed by Chavant and converted into an option or warrant to purchase shares of Class A Common Stock; (iv) each outstanding unvested RSU of Mobix Labs was assumed by Chavant and converted into an RSU covering shares of Class A Common Stock; and (v) each outstanding convertible instrument of Mobix Labs, including SAFEs and promissory notes that were convertible into Mobix Labs common stock or preferred stock, converted into the right to receive shares of Class A Common Stock.

In addition, in connection with the Closing, the Company entered into subscription agreements with certain accredited investors and Chavant Capital Partners LLC (“Sponsor”), the Sponsor, pursuant to which, substantially concurrently with the closing of the merger and on the terms and subject to the conditions of each such subscription agreement: (i) an investor agreed to purchase 1,500,000 shares of Class A Common Stock at a price of $10.00 per share for an aggregate amount of $15,000 in cash, (ii) the Sponsor agreed to purchase 199,737 shares of Class A Common Stock at a price of $10.00 per share for an aggregate amount of approximately $2,000, paid through the forgiveness of certain outstanding indebtedness and reimbursement obligations owed by the Company to the Sponsor and its members, and (iii) other investors agreed to purchase a total of 475,000 shares of Class A Common Stock at a price of $10.00 per share for an aggregate amount of $4,750 in cash (the “PIPE Investments”). The terms of the PIPE Investments also includes the issuance of additional shares of Class A Common Stock in the event the volume weighted average price (“VWAP”) per share of the Class A Common Stock during the 30-day period as defined within the relevant agreements is less than $10.00.

Moreover, pursuant to a non-redemption agreement dated December 20, 2023 a shareholder agreed with Chavant to withdraw its election to redeem 73,706 Ordinary Shares of Chavant. In consideration of the non-redemption of such shares, Mobix Labs issued to the shareholder 202,672 warrants, each warrant exercisable to the purchase one share of common stock, $0.00001 par value per share, of Mobix Labs, and such warrants converted into 202,489 shares of Class A Common Stock upon the closing of the merger.

In addition to the consideration paid at Closing, certain Mobix Labs stockholders and certain holders of Mobix Labs in-the-money vested options and Mobix Labs options that are not Mobix Labs in-the-money vested options (the “Earnout Recipients”) will be entitled to receive an additional aggregate 3,500,000 shares of Class A Common Stock issuable as earnout shares (the “Earnout Shares”) based on the achievement of trading price targets following the Closing and subject to the terms provided in the Business Combination Agreement. The Earnout Shares have a seven-year “Earnout Period,” commencing on the date that is the one year anniversary of the Closing, pursuant to which up to 1,750,000 shares of Class A Common Stock will be distributed to the Earnout Recipients if the VWAP of the Class A Common Stock exceeds $12.50 for any twenty trading days within a period of thirty consecutive trading days during the Earnout Period and an additional 1,750,000 shares of Class A Common Stock will be distributed to the Earnout Recipients if the VWAP of the Class A Common Stock exceeds $15.00 for any twenty trading days within a period of thirty consecutive trading days during the Earnout Period.

Document And Entity Information	3 Months Ended
Document And Entity Information	Dec. 31, 2023
Document Information Line Items
Entity Registrant Name	MOBIX LABS, INC.
Document Type	S-1/A
Amendment Flag	true
Amendment Description	On December 21, 2023 (the “Closing Date”), Mobix Labs, Inc., a Delaware corporation (f/k/a Chavant Capital Acquisition Corp., a Cayman Islands exempted company incorporated with limited liability) (“Mobix Labs,” the “Company,” “we,” “us” or “our”), consummated the previously announced merger pursuant to the Business Combination Agreement, dated November 15, 2022 (as amended, the “Business Combination Agreement”), by and among the Company, CLAY Merger Sub II, Inc., a Delaware corporation and newly-formed, wholly-owned direct subsidiary of Chavant (“Merger Sub”), and Mobix Labs Operations, Inc., a Delaware corporation (f/k/a Mobix Labs, Inc.) (“Legacy Mobix”), following the approval at an extraordinary general meeting of the Company’s shareholders held on December 18, 2023 (the “Special Meeting”).Pursuant to the terms of the Business Combination Agreement, the Company changed its jurisdiction of incorporation by deregistering as an exempted company incorporated with limited liability in the Cayman Islands and continuing and domesticating as a corporation incorporated under the laws of the State of Delaware (the “Domestication”), upon which the Company changed its name to “Mobix Labs, Inc.,” and a business combination between the Company and Legacy Mobix was effected through the merger of Merger Sub with and into Legacy Mobix, with Legacy Mobix surviving as a wholly owned subsidiary of Mobix Labs (together with the other transactions related thereto, the “Merger”).In connection with the closing of the Merger (the “Closing”), and pursuant to the terms of the Business Combination Agreement, (i) each outstanding share of Legacy Mobix common stock converted into the right to receive shares of Class A Common Stock; (ii) each share of preferred stock of Legacy Mobix, which included Series A Preferred Stock and Founders Preferred Stock issued and outstanding immediately prior to the Closing, converted into the right to receive shares of Class B common stock (“Class B Common Stock”); (iii) each outstanding stock option and warrant of Legacy Mobix was assumed by the Company and converted into an option to purchase shares of Class A Common Stock; (iv) each outstanding unvested restricted stock unit (“RSU”) of Legacy Mobix was assumed by the Company and converted into an RSU covering shares of Class A Common Stock; and (v) each outstanding convertible instrument of Legacy Mobix, including Simple Agreement for Further Equity Notes (“SAFEs”) and promissory notes that were convertible into Legacy Mobix common stock or preferred stock, converted into the right to receive shares of Class A Common Stock.As of the open of trading on December 22, 2023, the Class A Common Stock and warrants that were issued in Chavant’s initial public offering (the “Public Warrants”) began trading on Nasdaq under the symbols “MOBX” and “MOBXW,” respectively.Unless the context otherwise requires, references in this prospectus to:• “Chavant” refers to Chavant Capital Acquisition Corp., a Cayman Islands exempted company incorporated with limited liability, prior to the Closing;• “Mobix Labs” refers to Mobix Labs, Inc., a Delaware corporation (f/k/a Chavant Capital Acquisition Corp.), and its consolidated subsidiaries following the Closing;• “Legacy Mobix” refers to Mobix Labs, Inc., a Delaware corporation, and its consolidated subsidiaries prior to the Closing (n/k/a Mobix Labs Operations, Inc.); and• “we,” “us,” and “our” or the “Company” refer to Mobix Labs following the Closing and to Legacy Mobix prior to the Closing.
Entity Central Index Key	0001855467
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

Property and Equipment, Net (Details) - Schedule of Property and Equipment - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Property and Equipment [Line Items]
Property and equipment gross	$ 3,005	$ 2,893	$ 2,390
Less: Accumulated depreciation	(1,146)	(1,034)	(627)
Property and equipment, net	$ 1,858	1,859	1,763
Equipment and furniture [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment gross		$ 858	895
Equipment and furniture [Member] \| Minimum [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life		5
Equipment and furniture [Member] \| Maximum [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life		7
Laboratory Equipment [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	5	5
Property and equipment gross	$ 601	$ 601	601
Leasehold Improvements [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment estimated useful life	Shorter of estimated useful life or remaining lease term	Shorter of estimated useful life or remaining lease term
Property and equipment gross	$ 891	$ 850	894
Construction in Progress [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment gross	$ 584	$ 584

Acquisition of EMI Solutions (Details) - Schedule of Unaudited Pro Forma Revenues and Net Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Schedule Of Unaudited Pro Forma Revenues and Net Income (Loss) [Abstract]
Revenues	$ 1,052	$ 1,233
Net income (loss)	$ 944	$ (9,732)

Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region - Revenue [Member] - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region [Line Items]
Total net revenue	$ 285	$ 679	$ 1,224	$ 3,309
United States [Member]
Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region [Line Items]
Total net revenue	268	279	674	1,841
Czech Republic [Member]
Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region [Line Items]
Total net revenue	17	185	223	764
Thailand [Member]
Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region [Line Items]
Total net revenue		213	300	677
Other [Member]
Geographical Information (Details) - Schedule of Company’s Revenue by Geographic Region [Line Items]
Total net revenue		$ 2	$ 27	$ 27

- Definition

+ References

+ Details

Equity (Details) - USD ($)		1 Months Ended					3 Months Ended		12 Months Ended
Equity (Details) - USD ($)	Dec. 20, 2023	Jun. 30, 2023	May 31, 2023	May 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Equity (Details) [Line Items]
Shares authorized						57,400,000			57,400,000	57,400,000
Common stock vote									The common stock is entitled to one vote per share.
Issuance of common stock	202,692								1,958,312
Private placement net proceeds (in Dollars)							$ 3,286		$ 13,396,000	$ 9,764,000
Shares of common stock				500,000	400,000	200,000			605,000
Price per share (in Dollars per share)				$ 0.01	$ 3	$ 3	$ 0.01	$ 3	$ 0.01	$ 3
Exercised warrant to purchase		260,000							560,000
Common stock proceeds (in Dollars)		$ 3,000					$ 79		$ 6,000
Issued shares							964,912
Receivables (in Dollars)						$ 117,000				$ 117,000
Authorized to issue									2,600,000
Original issue price (in Dollars per share)									$ 1.38
Voting									Each holder of shares of redeemable convertible preferred stock is entitled to ten votes and shall have voting rights and powers equal to the voting rights and powers of the common stock. The Company’s board of directors is comprised of seven directors, of which four shall be elected by the holders of the Founders Redeemable Convertible Preferred Stock and three of which shall be elected by the holders of the redeemable convertible preferred stock and common stock voting together as a single class.
Contractual term						1 year				1 year
Expected dividend yield							0.00%
Fair value of warrant (in Dollars)			$ 3,415,000		$ 1,598,000		$ 60,000
Interest rate									5.40%
Convert outstanding share							Class B Common Stock into one share of Class A Common Stock
Common stock Issued						11,868,397			16,692,175	11,868,397
Measurement Input, Price Volatility [Member]
Equity (Details) [Line Items]
Expected volatility			53.80%		52.70%					51.90%
Measurement Input, Expected Dividend Rate [Member]
Equity (Details) [Line Items]
Expected dividend yield
Measurement Input, Risk Free Interest Rate [Member]
Equity (Details) [Line Items]
Risk-free interest rate			4.10%		3.60%					3.30%
Measurement Input, Expected Term [Member]
Equity (Details) [Line Items]
Contractual term			2 years		1 year					1 year
Common Stock [Member]
Equity (Details) [Line Items]
Issuance of common stock									1,958,312	1,460,644
Shares of common stock							78,000
Issued shares										1,266,892
Warrants to purchase									700,388
Minimum [Member]
Equity (Details) [Line Items]
Price per share (in Dollars per share)									$ 0.01
Expected volatility							54.80%	52.40%	52.40%	50.50%
Expected dividend yield							0.00%	0.00%	0.00%	0.00%
Risk-free interest rate							3.90%	3.60%	3.60%	1.00%
Contractual term							4 years 6 months	5 years	4 years 7 months 6 days	4 years 1 month 6 days
Maximum [Member]
Equity (Details) [Line Items]
Price per share (in Dollars per share)									$ 6.84
Expected volatility							55.60%	53.60%	54.40%	50.90%
Expected dividend yield							0.00%	0.00%	0.00%	0.00%
Risk-free interest rate							4.40%	4.20%	4.20%	3.60%
Contractual term							5 years 3 months 18 days	5 years 9 months 18 days	5 years 9 months 18 days	6 years 1 month 6 days
Warrants Issused to non-service providers [Member]
Equity (Details) [Line Items]
Shares of common stock								300,000
Price per share (in Dollars per share)					$ 3			$ 3
Exercised warrant to purchase					300,000
Common stock proceeds (in Dollars)					$ 900,000
Warrants Issued to Service PRovider [Member]
Equity (Details) [Line Items]
Shares of common stock									50,000
Price per share (in Dollars per share)									$ 0.01
Fair value of warrant (in Dollars)									$ 406,000
Warrants Issued to Service PRovider [Member] \| Measurement Input, Price Volatility [Member]
Equity (Details) [Line Items]
Expected volatility									54.10%
Warrants Issued to Service PRovider [Member] \| Measurement Input, Expected Dividend Rate [Member]
Equity (Details) [Line Items]
Expected dividend yield
Cosemi Technologies Inc [Member]
Equity (Details) [Line Items]
Issued shares										1,266,892
Founders Redeemable Convertible Preferred Stock [Member]
Equity (Details) [Line Items]
Authorized to issue									600,000
Series A Preferred Stock [Member]
Equity (Details) [Line Items]
Authorized to issue									2,000,000
Class A Common Stock [Member]
Equity (Details) [Line Items]
Shares authorized							285,000,000		285,000,000
Common stock vote							one
Price per share (in Dollars per share)							$ 18
Common stock Issued							23,544,492		0
Class A Common Stock [Member] \| Common Stock [Member]
Equity (Details) [Line Items]
Issuance of common stock
Class B Common Stock [Member]
Equity (Details) [Line Items]
Shares authorized							5,000,000		5,000,000
Common stock vote							ten
Common stock Issued							2,254,901		0
Class B Common Stock [Member] \| Common Stock [Member]
Equity (Details) [Line Items]
Issuance of common stock
Common Stock [Member]
Equity (Details) [Line Items]
Issuance of common stock							482,171
Issued shares							964,912
Legacy Mobix [Member]
Equity (Details) [Line Items]
Issuance of common stock								773,889
Private placement net proceeds (in Dollars)								$ 5,295
Shares of common stock							27,413
Price per share (in Dollars per share)							$ 0.01
Legacy Mobix [Member] \| Class A Common Stock [Member]
Equity (Details) [Line Items]
Common stock Issued							18,134,258
Legacy Mobix [Member] \| Series A Redeemable Convertible Preferred Stock [Member]
Equity (Details) [Line Items]
Shares of preferred stock							10,000,000
Preferred stock par share (in Dollars per share)							$ 0.00001

Equity Incentive Plans (Details) - Schedule of Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 12,705	$ 3,856	$ 15,476	$ 3,290
Cost of Sales [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense		11	31	14
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	501	542	1,842	759
Selling, General and Administrative Expenses [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 12,204	$ 3,303	$ 13,603	$ 2,517

Intangible Assets, Net (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
Intangible Assets, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Intangible Assets, Net [Line Items]
Related to intangible assets (in Dollars)	$ 237	$ 211	$ 841	$ 840
Intangible assets (in Dollars)	$ 237	$ 211
Minimum [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives			6 years 146 days
Maximum [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives			7 years 328 days
Developed Technology Rights [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives	6 years 36 days
Customer Relationships [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives	14 years 255 days
Trade Names [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives	2 years
Backlog [Member]
Intangible Assets, Net [Line Items]
Weighted-average remaining lives	1 year

Concentrations (Details) - Customer Concentration Risk [Member]	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Revenue Benchmark [Member] \| Two Customer [Member]
Concentrations (Details) [Line Items]
Risk percentage	67.00%		93.00%	86.00%
Revenue Benchmark [Member] \| One Customer [Member]
Concentrations (Details) [Line Items]
Risk percentage	17.00%	86.00%
Accounts Receivable [Member] \| Two Customer [Member]
Concentrations (Details) [Line Items]
Risk percentage			97.00%	76.00%

Acquisition of EMI Solutions (Details) - Schedule of Purchase Consideration and Allocation - EMI [Member] $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Purchase consideration:
Contingently redeemable common stock issued to seller	$ 8,856
Cash consideration (at present value)	2,041
Total purchase consideration	10,897
Allocation:
Cash	45
Accounts receivable	387
Inventory	155
Other current assets	7
Property and equipment	107
Other assets	30
Goodwill	5,542
Accounts payable	(227)
Accrued expenses	(263)
Deferred tax liability	(1,386)
Total allocation	10,897
Customer Relationships [Member]
Allocation:
Intangible asset	6,100
Backlog [Member]
Allocation:
Intangible asset	300
Trade Name [Member]
Allocation:
Intangible asset	$ 100

Goodwill (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Goodwill [Abstract]
Goodwill	$ 10,759	$ 5,217	$ 5,217

- Definition

+ References + Details

Property and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Property and Equipment, Net [Absract]
Depreciation expense	$ 113	$ 113	$ 449	$ 528

Inventory (Details) - Schedule of Inventory - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Schedule of Inventory [Abstract]
Raw materials	$ 370	$ 265	$ 404
Finished goods	52	54	166
Total inventory	$ 422	$ 319	$ 570

Income Taxes (Details) - Schedule of Loss Before Income Taxes Rate - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Schedule of Loss Before Income Taxes Rate [Abstract]
Income tax benefit computed at the U.S. federal statutory rate			$ (8,306)	$ (5,070)
State and local income tax benefits, net of federal benefit			(1,498)	(481)
Change in valuation allowance			7,936	4,856
Non-deductible transaction costs			635	351
Fair value of warrants issued to lenders			470
Research and development credits			58	(58)
State tax rate change			(22)	(148)
Other			794	277
Provision (benefit) for income taxes	$ (1,280)	$ 31	$ 67	$ (273)

Nature of the Business and Basis of Presentation (Details) - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended		12 Months Ended
	Dec. 31, 2023	Dec. 21, 2023	Dec. 31, 2023	Dec. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 20, 2023	Dec. 19, 2023
Company Information [Line Items]
Gross proceeds		$ 21,014
Cash held in trust account		1,264
Private investment		$ 19,750
Common stock, shares issued (in Shares)					18,134,258
Common stock, shares outstanding (in Shares)					18,134,258
Net loss			$ 935	$ (9,390)	$ (39,621)	$ (23,867)
Accumulated deficit					83,762
Gross proceeds	$ 21,014		21,014
Cash held in trust account	1,264		1,264
Private investment in public equity			19,750
Common stock price per share (in Dollars per share)							$ 0.01	$ 0.01
Incurred losses from operations			(17,269)	$ (9,226)	(35,544)	(23,714)
Accumulated deficit	$ (82,827)		$ (82,827)		$ (83,762)	$ (44,141)
Class A Common Stock [Member]
Company Information [Line Items]
Per share (in Dollars per share)		$ 10
Common stock price per share (in Dollars per share)	$ 10		$ 10

Net Loss Per Share (Tables)

3 Months Ended

12 Months Ended

Dec. 31, 2023

Sep. 30, 2023

Net Loss Per Share [Abstract]

Schedule of Net Loss Per Common Share of Basic and Diluted

	Three months ended December 31,
	2023					2022
	Class A		Class B			Common Stock
Basic net income (loss) per share:
Numerator:
Allocation of net income (loss)	$	834	$	101		$	(9,390	)
Denominator:
Weighted-average shares outstanding		18,617,656		2,254,901			12,379,480
Basic net income (loss) per share	$	0.04	$	0.04		$	(0.76	)

Diluted net income (loss) per share:
Numerator:
Allocation of net income (loss)	$	834	$	101		$	(9,390	)
Reallocation of net income as a result of conversion of Class B to Class A Common Stock		101		—			—
Reallocation of net income		—		(11	)		—
Allocation of net income (loss)		935		90			(9,390	)

Denominator:
Number of shares used in basic earnings per share calculation		18,617,656		2,254,901			12,379,480
Conversion of Class B to Class A Common Stock		2,254,901		—			—
Dilutive effect of stock options, warrants and RSUs		2,443,514		—			—
Number of shares used in per share computation		23,316,071		2,254,901			12,379,480
Diluted net income (loss) per share	$	0.04	$	0.04		$	(0.76	)

	Year ended September 30,
	2023			2022
Numerator:
Net loss	$	(39,621	)	$	(23,867	)

Denominator:
Weighted-average common shares outstanding – basic and diluted		14,612,600			10,620,614

Net loss per common share – basic and diluted	$	(2.71	)	$	(2.25	)

Schedule of Dilutive Securities Not Included in Net Loss Per Common Share

The potential shares of Class A Common Stock that were excluded from the computation of diluted net income (loss) per share attributable to stockholders for the periods presented because including them would have an antidilutive effect were as follows:

	Three months ended December 31,
	2023	2022
Public Warrants and Private Warrants	9,000,000	—
Make-whole shares	1,052,030	—
Earnout shares	3,500,000	—
RSUs	—	10,984,241
Stock options	1,690,476	6,400,758
Convertible preferred stock (on an as-converted basis)	—	2,254,901
Common stock warrants	—	400,000
Convertible notes	—	131,072
	15,242,506	20,170,972

The following table shows potentially dilutive securities not included in the computation of the Company’s net loss per common share:

	Year ended September 30,
	2023	2022
Restricted stock units	209,494	10,984,241
Stock options	5,905,684	5,754,052
Convertible preferred stock (on an as-converted basis)	2,254,901	2,254,901
Common stock warrants	700,388	200,000
Convertible notes	—	129,482
	9,070,467	19,322,676

Intangible Assets, Net (Details) - Schedule of Intangible Assets - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Developed technology [Member]
Finite-Lived Intangible Assets [Line Items]
Gross	$ 7,289	$ 7,289	$ 7,289
Accumulated Amortization	(2,441)	(2,238)	(1,428)
Net	4,848	$ 5,051	5,861
Developed technology [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)		7 years
Developed technology [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)		10 years
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (years)		10 years
Gross	6,400	$ 300	300
Accumulated Amortization	(85)	(64)	(33)
Net	$ 6,315	$ 236	$ 267

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Dec. 31, 2023	Sep. 30, 2023	Sep. 30, 2022
Current assets
Cash	$ 14,796	$ 89	$ 178
Accounts receivable, net	302	53	444
Receivable for issuance of common stock			117
Inventory	422	319	570
Prepaid expenses and other current assets	349	369	667
Total current assets	15,869	830	1,976
Property and equipment, net	1,858	1,859	1,763
Intangible assets, net	11,550	5,287	6,128
Goodwill	10,759	5,217	5,217
Operating lease right-of-use assets	990	1,030
Deferred transaction costs		4,125
Other assets	430	400	400
Total assets	41,456	18,748	15,484
Current liabilities
Accounts payable	6,000	8,995	5,095
Accrued expenses and other current liabilities	8,545	4,519	2,753
Deferred purchase consideration	1,622
Loss contingency			8,434
Notes payable	1,503	1,286
Simple agreements for future equity (“SAFEs”)		1,512	1,983
Operating lease liabilities, current	325	318
Total current liabilities	21,444	20,423	21,958
Earnout liability	8,795
PIPE make-whole liability	4,975
Convertible notes, noncurrent			625
Deferred tax liability	192	86	20
Operating lease liabilities, noncurrent	1,196	1,280
Total liabilities	37,090	21,789	22,603
Other noncurrent liabilities	488
Commitments and contingencies
Stockholders’ deficit
Common stock, value
Additional paid-in capital	87,193	78,421	34,722
Accumulated deficit	(82,827)	(83,762)	(44,141)
Total stockholders’ equity (deficit)	4,366	(5,341)	(9,419)
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit)	41,456	18,748	15,484
Redeemable Convertible Preferred Stock
Redeemable convertible preferred stock
Convertible Preferred Stock
Series A Convertible Preferred Stock
Redeemable convertible preferred stock
Convertible Preferred Stock		2,300	2,300
Legacy Mobix Common Stock
Stockholders’ deficit
Common stock, value
Class A Common Stock
Stockholders’ deficit
Common stock, value
Class B Common Stock
Stockholders’ deficit
Common stock, value
Related Party
Current liabilities
Notes payable – related parties	$ 3,449	$ 3,793	$ 3,693

Fair Value Measurements (Details) - Schedule of Liabilities Measured at Fair Value on a Recurring Basis - Fair Value, Recurring [Member] $ in Thousands	3 Months Ended
	Dec. 31, 2023 USD ($)
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	$ 14,613
Earnout liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	8,795
PIPE make-whole liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	4,975
Private Warrants and other warrants [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	843
Fair Value, Inputs, Level 1 [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 1 [Member] \| Earnout liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 1 [Member] \| PIPE make-whole liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 1 [Member] \| Private Warrants and other warrants [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 2 [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 2 [Member] \| Earnout liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 2 [Member] \| PIPE make-whole liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 2 [Member] \| Private Warrants and other warrants [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total
Fair Value, Inputs, Level 3 [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	14,613
Fair Value, Inputs, Level 3 [Member] \| Earnout liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	8,795
Fair Value, Inputs, Level 3 [Member] \| PIPE make-whole liability [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	4,975
Fair Value, Inputs, Level 3 [Member] \| Private Warrants and other warrants [Member]
Schedule of Liabilities Measured at Fair Value on a Recurring Basis [Line Items]
Total	$ 843