v3.26.1
Stockholders' Equity And Stock-Based Compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity And Stock-Based Compensation

NOTE 10 – STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION

Equity Incentive Plans

In October 2022, the Company adopted the Xperi Inc. 2022 Equity Incentive Plan (the “2022 EIP”), which allows the Company to grant equity-based awards to employees, non-employee directors, and consultants for services rendered to the Company. These awards are typically in the form of stock options, restricted stock units (“RSUs”), and performance-based awards.

As of June 30, 2026, there were 5.6 million shares reserved for future grants under the 2022 EIP.

Restricted Stock Units

RSUs are granted at fair market value on the date of grant and typically have a time-based service condition with a vesting period of three or four years. RSUs also include performance-based awards (“PSUs”), which consist of both service and performance conditions and vest typically over three years.

RSU activity for the six months ended June 30, 2026 is as follows (in thousands, except per share amounts):

 

 

 

Number of
Shares
Subject to
Time-
based Vesting

 

 

Number of
Shares
Subject to
Performance-
based Vesting

 

 

Total
Number of
Shares

 

 

Weighted
Average
Grant Date
Fair Value
Per Share

 

Balance at December 31, 2025

 

 

4,619

 

 

 

2,031

 

 

 

6,650

 

 

$

10.50

 

Granted

 

 

2,515

 

 

 

1,040

 

 

 

3,555

 

 

$

6.20

 

Vested / released

 

 

(2,101

)

 

 

(4

)

 

 

(2,105

)

 

$

10.67

 

Canceled / forfeited

 

 

(152

)

 

 

(678

)

 

 

(830

)

 

$

12.81

 

Balance at June 30, 2026

 

 

4,881

 

 

 

2,389

 

 

 

7,270

 

 

$

8.08

 

Performance-Based Awards

From time to time, the Company may grant PSUs to senior executives, certain employees, and consultants. PSUs usually have a service condition, combined with either a performance or market condition. The performance condition is generally linked to one or more performance metrics of the Company, while the market condition is usually based on the achievement of specific

stock price targets over a performance period determined by the Company, with the potential payout ranging from zero to 200% of the number of shares granted. For PSUs subject to a market condition, the fair value per award is fixed at the grant date and the amount of compensation expense is not adjusted during the performance period regardless of changes in the level of achievement of the market condition.

For PSUs granted during the period with a market condition, the Company determined the fair value on the date of grant by using a Monte Carlo simulation on the date of grant with the following assumptions:

 

 

Six Months Ended June 30,

 

 

 

2026

 

 

2025

 

Expected life (years)

 

 

3.0

 

 

 

3.0

 

Risk-free interest rate

 

 

3.4

%

 

 

3.9

%

Dividend yield

 

 

0.0

%

 

 

0.0

%

Expected volatility

 

 

44.5

%

 

 

46.2

%

Employee Stock Purchase Plans

In October 2022, the Company adopted the Xperi Inc. 2022 Employee Stock Purchase Plan (as amended in December 2023, the “2022 ESPP”). The 2022 ESPP provides an offering period of 12 months, commencing on each December 1 and June 1 during each period. Additionally, it includes a reset provision which is triggered if the fair market value per share of the Company’s common stock on any purchase date during an offering period is less than the fair market value per share on the start date of any 12-month offering period. Upon occurrence of the reset, the existing offering period will automatically terminate and a new 12-month offering period will begin on the next business day.

As of June 30, 2026, there were 1.1 million shares reserved for future issuance under the 2022 ESPP

The following table summarizes the valuation assumptions used in estimating the fair value of the 2022 ESPP for the offering periods in effect using the Black-Scholes option pricing model:

 

 

Six Months Ended June 30,

 

 

 

 

2026

 

 

2025

 

 

Expected life (years)

 

0.51.0

 

 

0.51.0

 

 

Risk-free interest rate

 

3.8%—4.1%

 

 

4.4%—5.1%

 

 

Dividend yield

 

 

0.0

%

 

 

0.0

%

 

Expected volatility

 

41.4%—42.4%

 

 

43.0%—44.1%

 

 

Stock-Based Compensation

Total stock-based compensation expense for the three and six months ended June 30, 2026 and 2025 is as follows (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets

 

$

332

 

 

$

676

 

 

$

842

 

 

$

1,514

 

Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets

 

 

129

 

 

 

168

 

 

 

275

 

 

 

374

 

Research and development

 

 

1,565

 

 

 

3,191

 

 

 

3,828

 

 

 

7,614

 

Selling, general and administrative

 

 

4,804

 

 

 

6,292

 

 

 

9,721

 

 

 

12,927

 

Total stock-based compensation expense

 

$

6,830

 

 

$

10,327

 

 

$

14,666

 

 

$

22,429

 

 

Stock-based compensation expense categorized by award type for the three and six months ended June 30, 2026 and 2025 is summarized in the table below (in thousands):

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

RSUs

 

$

4,845

 

 

$

8,266

 

 

$

10,944

 

 

$

18,138

 

PSUs

 

 

1,453

 

 

 

1,954

 

 

 

2,614

 

 

 

2,994

 

ESPP

 

 

532

 

 

 

107

 

 

 

1,108

 

 

 

1,297

 

Total stock-based compensation expense

 

$

6,830

 

 

$

10,327

 

 

$

14,666

 

 

$

22,429

 

As of June 30, 2026, unrecognized stock-based compensation expense related to unvested equity-based awards is as follows (amounts in thousands):

 

 

June 30, 2026

 

 

 

Unrecognized Stock-Based Compensation

 

 

Weighted-Average Period to Recognize Expense
(in years)

 

RSUs

 

$

25,959

 

 

 

2.1

 

PSUs

 

 

9,666

 

 

 

2.0

 

ESPP

 

 

807

 

 

 

0.5

 

Total unrecognized stock-based compensation expense

 

$

36,432