As of June 30, 2026, the Company maintains five equity incentive plans: its Amended and Restated 2015 Stock Plan (the “2015 Plan”), the Sense Photonics, Inc. 2017 Equity Incentive Plan (the “Sense Plan”), the Velodyne Lidar, Inc. 2020 Equity Incentive Plan (the “Velodyne Plan”), its 2021 Incentive Award Plan (the “2021 Plan”) and its Amended and Restated 2022 Employee Stock Purchase Plan (the “2022 ESPP” and, collectively with the 2015 Plan, the Sense Plan, the Velodyne Plan and the 2021 Plan, the “Plans”).

The Plans, other than the 2022 ESPP, provide for the grant of stock options, stock appreciation rights, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance stock unit awards and other forms of equity compensation (collectively, “equity awards”). In addition, the 2021 Plan provides for the grant of performance bonus awards. New equity awards may only be granted under the 2021 Plan and Velodyne Plan. Awards under the 2021 Plan and Velodyne Plan can be granted to employees, including officers, directors and consultants of the Company and its subsidiaries, in each case, within the limits provided in the 2021 Plan and Velodyne Plan, respectively.

The Company’s 2022 ESPP has been offered to all eligible employees since August 2022 and generally permits certain employees to purchase shares of our common stock at a discount through payroll deductions of up to 15% of their compensation during each offering period, subject to certain limitations.

The 2022 ESPP provides offering periods that have a duration of 24 months in length and are comprised of purchase periods of six months in length. The offering periods are scheduled to start on the first trading day on or after May 16 and November 16 of each year. Under the 2022 ESPP, the purchase price of a share equals 85% of the lesser of the fair market value of a share of common stock on either the first or last day of the applicable offering period or the last day of the applicable purchase period.

The stock-based compensation expense for the 2022 ESPP is based on the estimated grant date fair value utilizing the Black-Scholes option valuation model of the 2022 ESPP shares and the number of shares that can be purchased as of the grant date, which is recognized as expense on a straight line expense attribution method over the length of an offering period.


	Number of Shares Underlying Outstanding Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding—December 31, 2025	1,710,622	$	7.69	4.72	$	24,142
Options exercised	(443,815)	5.28

Outstanding—June 30, 2026	1,266,807	$	8.54	4.22	$	68,385
Vested —June 30, 2026	1,266,807	$	8.54	4.22	$	68,385
Exercisable—June 30, 2026	1,266,807	$	8.54	4.22	$	68,385


		Options Outstanding		Options Exercisable
Exercise Price		Options Outstanding	Weighted Average Remaining Contractual Life (Years)
$	1.85	159,294	4.04	159,294
$	2.13	461,616	4.25	461,616
$	14.22	636,688	4.25	636,688
$	52.40	9,209	3.25	9,209
		1,266,807		1,266,807


	Number of Shares	Weighted Average Grant Date Fair Value (per share)
Unvested—December 31, 2025	4,085,075	$	12.02
Granted	2,346,589	25.41
Canceled	(136,224)	14.21
Vested	(1,503,118)	12.13
Unvested—June 30, 2026	4,792,322	$	18.48

Stock-based compensation expense is recognized on a straight-line basis over the vesting period of each award of RSUs. As of June 30, 2026, total compensation expense related to unvested RSUs granted to employees, but not yet recognized, was $80.5 million, with a weighted-average remaining vesting period of 2.1 years. RSUs settle into shares of common stock upon vesting.

In connection with the acquisition of Stereolabs (Note 3), several Stereolabs key employees entered into agreements with the Company whereby these key employees are eligible to receive an aggregate of 660,005 shares of common stock subject to their continued employment with the Company. These shares are excluded from the above restricted stock units table. These shares are considered compensatory in the post-business combination periods due to the additional service requirement for these key employees. These shares are subject to a staggered lock-up arrangement lasting through a four-year period, whereby twenty-five (25%) percent will be released upon each anniversary of the completion date as long as the key employees are still employees of the Company. As of June 30, 2026, there were 660,005 unvested shares outstanding with a grant date fair value of $19.18 per share subject to future service periods. The Company recognized stock-based compensation expense of $0.8 million during the three months ended June 30, 2026, and stock-based compensation expense of $1.3 million during the six months

Additionally during the six months ended June 30, 2026, the Company recognized $0.2 million in stock-based compensation expense related to the impact of the acceleration of Stereolabs warrants that vested at the close of the Stereolabs acquisition.


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
Cost of revenue	$	1,395	$	1,799	$	2,221	$	2,935
Research and development	4,332		6,303		6,948		10,608
Sales and marketing	1,177		1,733		1,943		2,839
General and administrative	4,481		3,391		7,767		5,342
Total stock-based compensation	$	11,385	$	13,226	$	18,879	$	21,724


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
RSUs	$	10,219	$	11,971	$	16,668	$	19,304

Employee stock purchase plan	377		291		738		631
RSAs	—		964		—		1,789
Stereolabs post‑combination compensation expense	789		—		1,473		—
Total stock-based compensation	$	11,385	$	13,226	$	18,879	$	21,724