v3.26.1
Stock-Based Compensation
6 Months Ended
Jun. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
11.
STOCK-BASED COMPENSATION

For the three months ended June 30, 2026 and 2025, the Company recognized stock-based compensation of approximately $2.5 million and $1.1 million which was recognized in selling, general and administrative expenses in the statements of operations and comprehensive loss. For the six months ended June 30, 2026 and 2025, the Company recognized stock-based compensation of approximately $9.0 million and $1.9 million, which was recognized in selling, general and administrative expenses in the statements of operations and comprehensive loss.

Stock Options

On February 5, 2026, the board of directors of the Company (“Board of Directors”) adopted, and the Company’s stockholders approved, the omnibus equity incentive plan (the “2026 Omnibus Plan”), which became effective on the same date. The 2026 Omnibus Plan replaced the existing omnibus equity incentive plan (“2021 Plan”), as the Board of Directors determined to not make additional grants under the 2021 Plan following the closing of the IPO. However, the 2021 Plan continues to govern outstanding stock option awards granted under the 2021 Plan. The 2026 Omnibus Plan allows the Company to grant incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance awards and other awards. The number of shares initially available for issuance under awards granted pursuant to the 2026 Omnibus Plan is 4,023,181.

The following table summarizes the stock option activity for the six months ended June 30, 2026:

 

 

Stock Options

 

 

Number of
Options
Outstanding

 

 

Weighted-
Average
Exercise
Price

 

 

Weighted-
Average
Remaining
Contractual
Life
(Years)

 

 

Aggregate
Intrinsic
Value (In
Thousands)

 

Balances as of December 31, 2025

 

 

5,477,425

 

 

$

3.96

 

 

 

6.8

 

 

$

71,837

 

Options granted

 

 

512,979

 

 

 

17.94

 

 

 

 

 

 

 

Options exercised

 

 

(98,416

)

 

 

2.50

 

 

 

 

 

 

1,297

 

Options forfeited and expired

 

 

(56,148

)

 

 

15.98

 

 

 

 

 

 

 

Balances as of June 30, 2026

 

 

5,835,840

 

 

$

5.09

 

 

 

6.6

 

 

$

89,846

 

Vested and expected to vest as of June 30, 2026

 

 

5,835,840

 

 

$

5.09

 

 

 

6.6

 

 

$

89,846

 

Options exercisable as of June 30, 2026

 

 

4,619,047

 

 

$

3.50

 

 

 

6.1

 

 

$

78,440

 

 

The intrinsic value of options exercised during the three months ended June 30, 2026 and 2025 was $1.2 million and $0.7 million. The intrinsic value of options exercised during the six months ended June 30, 2026 and 2025 was $1.3 million and $1.4 million. This intrinsic value represents the difference between the fair value of the Company’s common stock on the date of exercise and the exercise price of each option.

During the three months ended June 30, 2026, the weighted average grant date fair value of options granted, was $10.26 per share. There were no options granted during the three months ended June 30, 2025. During the six months ended June 30, 2026 and 2025, the weighted average grant date fair value of options granted, was $12.66 and $10.30 per share.

During the three months ended June 30, 2026 and 2025, the Company recognized $1.1 million and $1.1 million of stock-based compensation related to stock options. During the six months ended June 30, 2026, the Company recognized $4.6 million of stock-based compensation related to stock options including $2.6 million of stock-based compensation associated with accelerated vesting of the Spokesperson's (defined in Note 12, Related Party Transactions) stock options upon the closing of the IPO in February 2026. During the six months ended June 30, 2025, the Company recognized $1.9 million of stock-based compensation related to stock options.

As of June 30, 2026, the unrecognized compensation related to the service-based vesting options is approximately $10.7 million, which will be recognized over a weighted-average remaining requisite service period of 3.0 years. The Company recorded no income tax benefit related to these options for the three and six months ended June 30, 2026, since the Company currently maintains a full valuation allowance against its net deferred tax assets.

The fair value of each service-based vesting stock option granted during the year was estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions:

 

 

Six Months Ended June 30,

 

2026

 

2025

Risk-free interest rate

 

3.76% - 4.17%

 

4.09%

Expected term (in years)

 

6.04 - 6.25

 

6.02

Expected volatility

 

77.16% - 77.51%

 

76.97%

Dividend yield

 

%

 

%

 

Stock Appreciation Rights granted to employees and executives

During the three and six months ended June 30, 2025, the Company granted 365,715 and 694,835 stock appreciation rights under the 2021 Plan (the “SARs”) to certain employees and executives with weighted-average exercise prices of $14.64 and $15.77 per share.

During the three and six months ended June 30, 2025, 57,970 and 69,190 of SARs issued to employees were forfeited. As of June 30, 2025 there were 1,157,584 of SARs issued to employees outstanding, with a weighted-average exercise price of $13.33.

On February 5, 2026, the Company approved the cash settlement of vested SARs and the conversion of each outstanding unvested SAR held by participants as of the closing of the IPO into a number of restricted stock units (“Replacement RSUs”) to be issued under the 2026 Omnibus Plan. Accordingly, the Company paid $2.2 million of cash consideration to settle 271,760 vested SARs upon consummation of the IPO, and recognized related stock-based compensation of $2.2 million within selling, general and administrative expenses on the condensed consolidated statement of operations. A total of 992,414 outstanding unvested SARs were converted into 169,366 Replacement RSUs, of which a certain portion vests on the six month anniversary of the IPO date, with the remaining portion vesting in equal quarterly installments across the remaining service period of the original SARs. The aggregate grant date fair value of the Replacement RSUs is $3.0 million, which will be recognized on a straight-line basis over their respective service periods.

Restricted Stock Units

During the three and six months ended June 30, 2026, the Company granted 68,027 and 666,236 shares of restricted stock units under the 2026 Omnibus Plan (“RSUs”) to certain employees, executives and directors, including the Replacement RSUs, with a weighted-average grant date fair value of $14.70 and $17.84 per share. RSUs granted to employees and executives, other than the SAR Replacement RSUs, generally vest in quarterly installments on each of the first four anniversaries of the date of grant, subject to the grantee's continued service with the Company. RSUs granted to directors generally vest in full on the earlier of the first anniversary of the date of grant or the next annual stockholder meeting following the date of grant, subject to the grantee's continued service with the Company. 42,442 RSUs were forfeited during three and six months ended June 30, 2026.

During the three and six months ended June 30, 2026, the Company recognized stock-based compensation of $1.4 million and $2.2 million related to RSUs.

As of June 30, 2026, no RSUs have vested and the total unrecognized stock-based compensation related to the Company’s unvested RSUs was $8.9 million, which is expected to be recognized over a weighted-average period of 2.4 years.

Stock Appreciation Rights issued to a customer

On March 27, 2025, the Company granted 187,000 SARs to a customer at an exercise price of $19.58 per share. The SARs issued to a customer vest based on the customer achieving specified milestones of sales of the Company’s products over a three year period beginning April 1, 2025 (the “Vesting Period”). Following the Vesting Period, any vested SARs issued to the customer may be exercised by the holder at any time while any unvested SARs issued to the customer will be forfeited. Any vested SARs issued to the customer will be automatically exercised on the earlier of March 27, 2035 or upon the occurrence of a change of control after the end of the Vesting Period. The SARs issued to a customer are liability-classified instruments. Such SARs are recognized as the corresponding revenue is earned, provided it is probable that the performance conditions will be satisfied, and reduce the transaction price of revenue earned under the customer contract based on the grant date fair value of the awards. Vested SARs will be remeasured each period with changes in the fair value of vested SARs recognized in other income (expense), net in the Company's condensed consolidated statement of operations. During the three months ended June 30, 2026 and 2025, 5,741 and 2,169 SARs issued to a customer vested. During the six months ended June 30, 2026 and 2025, 9,444 and 2,169 SARs issued to a customer vested. As of June 30, 2026, the total of 18,345 SARs issued to a customer were vested. The assumptions used to determine the fair value of the SARs using the Black-Scholes option-pricing model are as follows:

 

 

 

June 30, 2026

 

December 31, 2025

 

Grant Date

Risk-free interest rate

 

4.38%

 

4.18%

 

4.23%

Expected term (in years)

 

8.75

 

9.25

 

10.00

Volatility

 

77.38%

 

77.24%

 

75.57%

Expected dividend yield

 

%

 

%

 

%

 

The aggregate grant date fair value of the SARs issued to a customer is $2.1 million. For the three and six months ended June 30, 2026 and 2025, the Company recorded $0.1 million and an immaterial amount as a reduction of revenue related to the SARs issued to a customer. As of June 30, 2026, the liability related to the vested SARs issued to a customer was $0.3 million and was recorded within other non-current liabilities on the Company’s balance sheets. For the three months ended June 30, 2026 and 2025, the Company recorded $0.1 million and an immaterial amount for the changes in the fair value of vested SARs. For the six months ended June 30, 2026 and 2025, the Company recorded $0.1 million and an immaterial amount for the changes in the fair value of vested SARs.

Warrants issued to a customer

During 2018, 2020 and 2024, the Company granted an aggregate 33,046 warrants to a customer to purchase Series B-1 convertible preferred stock, which vested based on the customer achieving defined performance conditions. These warrants issued to a customer were equity-classified instruments and recognized over the applicable vesting period, provided it was probable that the performance conditions would be satisfied, reducing the transaction price of revenue earned under the customer contract. No warrants were issued to customers in the six months ended June 30, 2026 and 2025.

As of December 31, 2025, 27,536 outstanding warrants issued to a customer were outstanding, all of which were vested. Upon closing of the IPO in February 2026, all of the outstanding convertible preferred stock warrants issued to a customer were net exercised into 438,983 shares of common stock.