Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) |
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| Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) | Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) In connection with the Company's IPO on February 9, 2026, all outstanding shares of the Company’s redeemable convertible preferred stock automatically converted into shares of common stock at the applicable conversion ratio then in effect. The Company's outstanding shares of preferred stock were converted into 20,341,968 shares of common stock. As a result of the conversion, as of June 30, 2026, there were no authorized, issued or outstanding shares of redeemable convertible preferred stock. Common Stock As of June 30, 2026, the Company had authorized 1,000,000,000 shares of common stock with a par value of $0.00001, and as of December 31, 2025, the Company had authorized 154,383,336 shares of common stock with a par value of $0.00001. As of June 30, 2026 and December 31, 2025, 33,446,315 and 2,203,620 shares of common stock were issued and outstanding, respectively. The Company repurchased 174,432 shares of its common stock at $8.31 per share in June 2025. The repurchased common stock was retired and returned to the status of authorized and unissued shares. Redeemable Convertible Series A Preferred Stock As of December 31, 2025, the Company had authorized 5,483,956 shares of Series A redeemable convertible preferred stock (Series A) with a par value of $0.00001. 956,575 shares of Series A were issued and outstanding as of December 31, 2025. Prior to 2024, the Company entered into a Series A Preferred Stock Purchase Agreement which provided for the sale and issuance of the Company’s Series A to investors. The financing provided for multiple closings and was completed in May 2019 whereby an aggregate amount of 956,575 shares of Series A were sold and issued at a purchase price of $6.31 per share for an aggregate purchase price of $6.0 million in cash. Related issuance costs for the Series A aggregated to $0.1 million. Redeemable Convertible Series B Preferred Stock As of December 31, 2025, the Company had authorized 21,317,825 shares of Series B redeemable convertible preferred stock (Series B) with a par value of $0.00001. Prior to 2024, the Company entered into a Series B Preferred Stock Purchase Agreement which provided for the sale and issuance of the Company’s Series B to investors at a purchase price of $7.40 per share. As of December 31, 2025, 3,718,503 shares of Series B were issued and outstanding. Gross cash proceeds raised from Series B totaled $27.5 million. Related issuance costs for the Series B aggregated to $0.2 million. Redeemable Convertible Series C Preferred Stock In July 2023, the Company entered into a Series C Preferred Stock Purchase Agreement which provided for the sale and issuance of the Company’s Series C redeemable convertible preferred stock in two tranches, Series C-1 and Series C-2, to investors at a purchase price of $8.11 per share and $10.14 per share, respectively. As of December 31, 2025, 4,933,836 shares of Series C-1 were issued and outstanding. Gross cash proceeds raised from Series C-1 totaled $40.0 million and were issued contemporaneously with the execution of the Series C Preferred Stock Purchase Agreement. The Company completed the issuance of the Series C-2 in March 2025. Gross cash proceeds raised from the issuance of 4,933,589 Series C-2 shares totaled $50.0 million. Related issuance costs for the Series C totaled $0.3 million from the original issuance in 2023 and an additional $20,772 in 2025 in conjunction with the Series C-2 issuance aggregating to $0.3 million. Redeemable Convertible Preferred Stock Tranche Liability The Company determined the right of the investors to purchase shares of Series C-2 redeemable convertible preferred stock at a fixed cash issuance price per share at a future date met the definition of a freestanding financial instrument as the instrument is legally detachable and separately exercisable (the Redeemable Convertible Preferred Stock Tranche Liability) from the shares of Series C-1 Preferred Stock. The Redeemable Convertible Preferred Stock Tranche Liability was recognized at fair value upon the issuance of the Series C-1 redeemable convertible preferred stock in July 2023. The Redeemable Convertible Preferred Stock Tranche Liability was subject to remeasurement at each balance sheet date, with changes in fair value recognized within other income (expense) in the condensed statement of operations and comprehensive loss. The Redeemable Convertible Preferred Stock Tranche Liability was measured at level 3 of the fair value hierarchy in accordance with ASC 820. Upon closing of the Series C-2 preferred stock tranche in March 2025, the Redeemable Convertible Preferred Stock Tranche Liability was settled. Redeemable Convertible Series D Preferred Stock In May 2025, the Company entered into a Series D Preferred Stock Purchase Agreement which provides for the sale and issuance of the Company’s Series D redeemable convertible preferred stock (Series D) to investors at a purchase price of $13.34. As of December 31, 2025, 5,799,465 shares of Series D were issued and outstanding. Gross cash proceeds raised from Series D in the initial closing in May 2025 totaled $75.0 million and were issued contemporaneously with the execution of the Series D Preferred Stock Purchase Agreement. Gross proceeds raised from the Series D in the subsequent closing in June 2025 totaled $2.3 million. Related issuance costs for the Series D totaled $0.3 million from the original issuance and an additional $5,254 in the subsequent issuance aggregating to $0.3 million. Redeemable convertible preferred stock consisted of the following at December 31, 2025:
The Company completed its IPO on February 9, 2026. In connection with the IPO, all outstanding shares of redeemable convertible preferred stock converted into an aggregate of 20,341,968 shares of common stock. As a result, no shares of redeemable convertible preferred stock remain outstanding as of June 30, 2026. For a description of the rights, preferences and privileges of the redeemable convertible preferred stock prior to its conversion, refer to Note 4 to the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
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