Shareholders’ Equity |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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| Share-Based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shareholders’ Equity | Shareholders’ Equity The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share. Each share of Class B common stock is entitled to ten votes per share and is convertible into one share of Class A common stock. During 2025 and 2024, Class B shareholders elected to convert their shares to Class A. Total conversions from Class B to Class A shares were 826,316 and 3,181,149 for the years ended December 31, 2025 and 2024, respectively. In October 2025, holders of our Class A common stock have the ability to tokenize their shares on the Solana blockchain through our co-transfer agent, Superstate. The tokenized common stock is recorded and maintained by the co-transfer agent and represents the same ownership interests as the corresponding shares of Class A common stock reflected in the company’s official share register. In December 2024, our Class A common stock was listed for quotation on the NYSE American under the symbol “EXOD”. In April 2024, our Class A common stock was listed for quotation on the OTCQX under the symbol “EXOD”. OTC Markets approval was received in April 2024. In January 2024, our Class A common stock was listed for quotation on the OTCQB under the symbol “EXOD”. OTC Markets approval was received in January 2024 and in January the initial qualifying deposit was made and initial trades have occurred. Share-Based Compensation Options and Equity Grants Issued The 2019 Equity Incentive Plan adopted in September 2019 (the “2019 Plan”) permitted the Company to grant non- statutory stock options, incentive stock options, and other equity awards to Exodus team members, directors, and consultants. The exercise price for options issued under the 2019 Plan is determined by the Board, but will be (i) in the case of an incentive stock option granted to an employee or consultant who owns stock representing more than 10% of the voting power of all classes of stock of Exodus, no less than 110% of the fair market value per share on the date of grant; or (ii) granted to any other team member or consultant, no less than 100% of the fair market value per share on the date of grant. The contractual life for all options issued under the 2019 Plan is 10 years. The 2019 Plan authorized grants to issue up to 3,000,000 options (prior to the 2021 Equity Incentive Plan) that are convertible into shares of authorized but unissued Class B common stock. As of December 31, 2025, there were 545,142 shares of Class B common stock options outstanding. In August 2021, the Company adopted the 2021 Equity Incentive Plan, as amended and restated (the "Plan"). The Plan permits the Company to grant non-statutory stock options, incentive stock options and other equity awards, such as restricted stock units, to Exodus team members, directors, and consultants. The exercise price for options issued under the 2021 Plan is determined by the board of directors, but will be (i) in the case of an incentive stock option granted to an team member who owns stock representing more than 10% of the voting power of all classes of stock of Exodus, no less than 110% of the fair market value per share on the date of grant; or (ii) granted to any other team member or consultant, no less than 100% of the fair market value per share on the date of grant. The contractual life for all options issued under the 2021 Plan is 10 years. The Plan initially authorized grants to issue up to 2,780,000 awards that are convertible into shares of authorized but unissued Class A common stock. Pursuant to the terms of the Plan, the Company may increase our share pool by 5% of our outstanding shares of capital stock each year. As of December 31, 2024, a total of 6,662,936 shares of Class A common stock were reserved for issuance under the Plan. In August 2025, the Company added 1,453,470 additional shares to the share pool in accordance with the Evergreen provision, bringing the total number of shares reserved for issuance under the Plan to 8,116,406 as of December 31, 2025. As of December 31, 2025, there were 2,543,468 restricted stock units that are authorized and outstanding with a fair value of $37.6 million. Upon the approval of the Amended Plan, the Company can no longer grant non-statutory stock options, incentive stock options, or other equity awards to Exodus team members, directors, or consultants under the 2019 Plan. The terms of our share-based compensation are governed by the plan pursuant to which such awards were issued. The following table summarizes stock option activities for 2025:
The following table summarizes RSU activities for 2025:
Share-based compensation for the years ended December 31, 2025 and 2024 is recorded on the Company’s consolidated statements of operations and comprehensive (loss) income as follows:
As of December 31, 2025, total unrecognized share-based compensation expense was $13.8 million. This compensation expense is expected to be recognized over a weighted-average period of 1.6 years. Warrants During the year ended December 31, 2025, the Company issued warrants to purchase 100,000 shares of its common stock to a third-party; no cash was received or paid in connection with the issuance. The fair value of the warrants was recorded to general and administrative expense on the consolidated statements of operations and comprehensive (loss) income and a corresponding increase to additional paid-in capital. For the year ended December 31, 2025, the expense related to the issuance of the warrants was $2.0 million using the Black-Scholes option-pricing model, based on the following weighted- average assumptions:
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