EQUITY-BASED COMPENSATION EXPENSE

3 Months Ended

Mar. 31, 2026

Share-Based Payment Arrangement [Abstract]

Equity Incentive Plans

In July 2021, the Company adopted a stock incentive plan (the “2021 Plan”), pursuant to which 17,000 shares of Class A common stock are reserved for issuance thereunder, subject to certain adjustments and other terms. Following the adoption of the 2021 Plan, no additional awards are expected to be issued under the Company’s previous stock incentive plan, pursuant to which there are no remaining unvested awards. The 2021 Plan authorized the issuance of stock options, stock appreciation rights (“SAR Awards”), restricted stock awards (“RSAs”), restricted stock units (“RSUs”), and other stock-based awards (collectively the “2021 Plan Awards”). Any 2021 Plan Awards that expire or are forfeited may be re-issued. The estimated fair value of the 2021 Plan Awards at issuance is recognized as compensation expense over the related vesting, exercise, or service periods, as applicable.

On March 9, 2023, the Company’s board of directors unanimously approved, subject to stockholder approval, an amendment to the 2021 Plan (the “Amendment” and together with the 2021 Plan, the “Amended 2021 Plan”) to increase the maximum number of shares of Class A common stock available for issuance under the Amended 2021 Plan to an amount not to exceed 10% of the total number of issued and outstanding shares of Class A common stock, on a non-diluted basis, as constituted on the grant date of an award pursuant to the Amended 2021 Plan. On May 5, 2023, the stockholders of the Company voted to approve the Amendment, and on April 29, 2026, the stockholders of the Company voted to reapprove the Amended 2021 Plan in accordance with the policies of the CSE. As of March 31, 2026, there were 6,559 shares of Class A common stock available for grant for future equity-based compensation awards under the Amended 2021 Plan. Activity related to awards issued under the Amended 2021 Plan is further described below. As of March 31, 2026, no SAR Awards and no RSAs had been granted under the Amended 2021 Plan.

Stock Options

The following table summarizes stock option activity during the three months ended March 31, 2026:


	Options Outstanding
(in thousands, except per share amounts)	Number of Options	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Life (years)	Aggregate Intrinsic Value(1)
Outstanding, December 31, 2025	12,447	$	0.71	1.6	$	3,470

Granted	200	1.25
Exercised	(65)	0.35			$	18
Forfeited	(283)	0.38
Expired	(43)	2.17
Outstanding, March 31, 2026	12,256	$	0.72	1.4	$	1,160
Exercisable at March 31, 2026	6,237	$	1.05	1.5	$	419

(1)Based on the amount by which the closing market price of our Class A common stock exceeds the exercise price on each date indicated.

Total unrecognized stock-based compensation expense related to unvested options was $654 as of March 31, 2026, which is expected to be recognized over a weighted-average remaining period of 1.0 years.

We determine the fair value of stock options on the grant date using a Black-Scholes option pricing model. The weighted-average fair value of stock options granted during the three months ended March 31, 2026 was $0.24 per share and was calculated on the date of grant using weighted-average assumptions that included a risk-free interest rate of 3.6%, an expected term of 3.75 years, no dividend yield, and an expected volatility of 70.0%.

Restricted Stock Units

The following table summarizes the RSU activity during the three months ended March 31, 2026:


	Number of Shares (in thousands)	Weighted-Average Grant Date Fair Value per Share



Unvested, December 31, 2025	2,420	$	1.09

Vested(1)	(816)	1.16
Forfeited	(143)	1.16
Unvested, March 31, 2026	1,461	$	1.04

(1)Includes 273 vested shares that were withheld to cover tax obligations and were subsequently cancelled.

As of March 31, 2026, total unrecognized compensation cost related to the RSUs was $1,393, which is expected to be recognized over a weighted-average remaining period of 1.8 years.

Performance Based Awards

In August 2024, the Company’s Board approved an award of 3,000 RSUs pursuant to an employment agreement that were not granted as of March 31, 2026 or as of the date of filing of this Quarterly Report on Form 10-Q, and no shares have been issued in respect thereof. These awards, once granted, will be subject to certain vesting conditions, including the achievement of certain stock price targets and continued service to the Company.

Compensation Expense by Type of Award

The following table details the equity-based compensation expense by type of award for the periods presented:


	Three Months Ended March 31,
(in thousands)	2026		2025
RSUs	$	255	$	599
Stock Options	195		29

Total equity-based compensation expense	$	450	$	628

During the three months ended March 31, 2026 and 2025, the Company recognized $121 and $378, respectively, of expense within “General and administrative expenses” and $326 and $1,138, respectively, within “Cost of goods sold” and of the total equity-based compensation expense, $329 and $250 was capitalized to inventory, respectively. As of March 31, 2026 and December 31, 2025, $1,454 and $1,451, respectively, remained capitalized in inventory.

Employee Stock Purchase Plan

In July 2021, the Company also adopted an employee stock purchase plan (the “2021 ESPP”), pursuant to which 4,000 shares of Class A common stock are reserved for issuance thereunder, subject to certain adjustments and other terms. No shares have been issued under the 2021 ESPP as of March 31, 2026.