v3.25.4
Fair Value Measurements
12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance establishes a fair value hierarchy for financial instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances.
Fair value is defined as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy contains three levels of inputs that may be used to measure fair value, in accordance with ASC 820, Fair Value Measurement, of which the first two are considered observable and the last is considered unobservable. These levels are as follows:
Level 1 – Inputs at this level include unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.
Level 2 – Inputs at this level include observable inputs other than Level 1 inputs, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active,
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability.
Level 3 – Inputs at this level include unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the underlying asset or liability. Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies, or similar valuation techniques, as well as significant management judgment or estimation.
To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.
The recorded amounts of certain financial instruments, including cash, cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their relatively short maturities.
The fair value of marketable securities as of December 31, 2025 and 2024 are summarized below:
December 31, 2025
Level 1Level 2Level 3
Assets:
Cash Equivalents
Money market funds$11,799 $— $— 
Short-term marketable securities at fair value
U.S. treasury and government agencies76,678 — — 
Corporate and international bonds— 20,756 — 
Total assets $88,477 $20,756 $— 
December 31, 2024
Level 1Level 2Level 3
Assets:
Cash Equivalents
Money market funds$85 $— $— 
Short-term marketable securities at fair value
U.S. treasury and government agencies6,053 — — 
Corporate and international bonds— 2,868 — 
Total assets $6,138 $2,868 $— 
Liabilities:
Preferred stock warrant liability $970 
Warrants
Liabilities related to stock warrants are remeasured at fair value on a recurring basis using the Black-Scholes option pricing model. The following table presents the change in fair value of the stock warrants which are classified in Level 3 of the fair value hierarchy for the years ended December 31, 2025 and 2024:
December 31, 2025
Preferred Stock warrant liability
Series E purchase option
Balance January 1, 2025
$970 $— 
Additions
— 218 
Change in fair value
256 11,719 
Exercises
(589)(11,937)
Conversion to equity upon IPO
$(637)$— 
Balance December 31, 2025
$— $— 
The following table presents the change in fair value of the preferred stock warrants which are classified in Level 3 of the fair value hierarchy for the year ended December 31, 2024:
2024
Preferred Stock warrant liability
Balance January 1, 2024
$851 
Change in fair value
119 
Balance December 31, 2024
$970 
The stock warrants were valued under the option pricing model, which considers the estimated volatility of the Company’s common stock at the date of measurement based on selected metrics of applicable volatility calculations from guideline public companies. The remeasurement of the convertible preferred stock warrant liability resulted in $256 and $119 recognized as other (income) expense, net for the years ended December 31, 2025 and 2024, respectively.
The fair value of the warrants were estimated as of December 31, 2025 and 2024 using an option pricing model with the following weighted average assumptions:
December 31
Description2024
Weighted average volatility 55.0 %
Weighted average risk-free rate 4.26 %
Expected dividend yield 0.00 %
The Series E purchase option was valued under the option pricing model, which considers the estimated volatility of the Company’s equity at the date of measurement based on selected metrics of applicable volatility calculations from guideline public companies. The remeasurement of the Series E purchase option resulted in $11,719 recognized as an increase in fair value of Series E purchase option for the year ended December 31, 2025.
The convertible notes were valued using the fair value election per ASC 825 Financial Instruments. The convertible notes were valued using the expected stock price upon IPO and the probability of the IPO occurring. The Company weighted an IPO scenario at 97% and a liquidation event at 3% and an expected stock price within the floor and cap described in Note 9. The initial fair value measurement at issuance of the convertible notes was $49,815 and resulted in $9,952 recognized as a day one loss which is included in change in fair value of convertible notes, net for the year ended December 31, 2025 in the Company’s Statements of Operations and Comprehensive Loss. At completion of the Company’s IPO the convertible notes and accrued interest converted into 2,810,428 shares of common stock. The Company recognized a $7,739 gain upon settlement of the convertible notes which is recognized in change in fair value of convertible notes, net for the year ended December 31, 2025 in the Company’s Statements of Operations and Comprehensive Loss.