v3.26.1
Acquisition
 6 Months Ended
Jun. 30, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Acquisition Acquisitions
TrojAI, Inc.

On June 15, 2026, we completed the acquisition of TrojAI for $34.7 million in cash and $5.0 million in stock. This acquisition has been accounted for as a business combination. The preliminary purchase price allocation is as follows: $8.8 million to identified intangible assets, $0.8 million to accounts payable and accrued liabilities, $0.2 million to deferred revenue assumed, $2.3 million to deferred tax and $1.4 million to net assets acquired, with the excess $32.8 million of the preliminary purchase price over the fair value of net assets acquired recorded as goodwill, allocated to our single operating segment. Goodwill is primarily attributable to assembled workforce, future synergies, and other intangible assets that do not qualify for separate recognition. Goodwill is not deductible for tax purposes.

The results of operations of the acquired business, which are not material, have been included in our condensed consolidated financial statements from the date of the acquisition. Pro forma results of operations have not been presented because the effect of the acquisition was not material to the condensed consolidated statements of operations.

The Company incurred approximately $1.3 million of acquisition-related costs, including legal, accounting, and advisory fees. These costs were expensed as incurred and included in general and administrative expenses in the condensed consolidated statements of operations. The cash outflows for these costs are classified as operating activities in the condensed consolidated statements of cash flows.

Acquired Intangible Assets

The following table sets forth the components of acquired intangible assets and their estimated useful lives as of the date of acquisition (in thousands, except years):
Fair ValueUseful Life (Years)
Developed technology$7,100 5
Customer relationships1,400 5
Trademark / trade name300 5
Total$8,800 

Acquired intangible assets subject to amortization as of June 30, 2026 are as follows (in thousands, except years):
GrossAccumulated AmortizationNetWeighted-Average Remaining Useful Life
(in years)
Developed technology$7,100 $(59)$7,041 5.0
Customer relationships1,400 (12)1,388 5.0
Trademark / trade name300 (3)298 5.0
$8,800 $(74)$8,727 

Amortization expense from acquired intangible assets was $0.1 million for the three months ended June 30, 2026.

The expected future amortization expense for acquired intangible assets as of June 30, 2026 is as follows (in thousands):

Remainder of 2026$880 
20271,760 
20281,760 
20291,760 
20301,760 
Thereafter807 
Total amortization expense$8,727 

Goodwill

The Company recorded goodwill in the amount of $32.8 million for the acquisition of TrojAI.

ThreatX Protect Business

On February 12, 2025, we completed the acquisition of the ThreatX Protect business of ThreatX, Inc. for $19.1 million in cash. This acquisition has been accounted for as a business combination. The preliminary purchase price allocation is as follows: $7.6 million to identified intangible assets, $2.5 million to deferred revenue assumed and $0.2 million to net assets acquired, with the excess $13.8 million of the preliminary purchase price over the fair value of net assets acquired recorded as goodwill, allocated to our single operating segment. Goodwill is primarily attributable to assembled workforce, future synergies, and other intangible assets that do not qualify for separate recognition. Goodwill is not deductible for tax purposes.

The results of operations of the acquired business, which are not material, have been included in our condensed consolidated financial statements from the date of the acquisition. Pro forma results of operations have not been presented because the effect of the acquisition was not material to the condensed consolidated statements of operations.

The Company incurred approximately $0.3 million of acquisition-related costs, including legal, accounting, and advisory fees. These costs were expensed as incurred and included in general and administrative expenses in the condensed consolidated statements of operations. The cash outflows for these costs are classified as operating activities in the condensed consolidated statements of cash flows.

Acquired Intangible Assets

The following table sets forth the components of acquired intangible assets and their estimated useful lives as of the date of acquisition (in thousands, except years):
Fair ValueUseful Life (Years)
Developed technology$5,700 5
Customer relationships1,500 5
Trademark / trade name400 4
Total$7,600 

Acquired intangible assets subject to amortization as of June 30, 2026 are as follows (in thousands, except years):

GrossAccumulated AmortizationNetWeighted-Average Remaining Useful Life
(in years)
Developed technology$5,700 $(1,555)$4,145 3.6
Customer relationships1,500 (409)1,091 3.6
Trademark / trade name400 (137)263 2.6
$7,600 $(2,101)$5,499 


Amortization expense from acquired intangible assets was $0.4 million for each of the three months ended June 30, 2026 and 2025, respectively, and was $0.8 million and $0.6 million for the six months ended June 30, 2026 and 2025, respectively.

The expected future amortization expense for acquired intangible assets as of June 30, 2026 is as follows (in thousands):

Remainder of 2026$759 
20271,519 
20281,519 
20291,437 
2030265 
Total amortization expense$5,499 

Goodwill

The Company recorded goodwill in the amount of $13.8 million for the acquisition of ThreatX Protect. There were no events or changes in circumstances that triggered an impairment review during the three and six months ended June 30, 2026.