v3.26.1
Fair Value Measurements
 6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements

The carrying values of cash, prepaid expenses and other current assets, accounts payable, due to related party and accrued expenses and other current liabilities approximate their fair values due to their short-term nature. The carrying value of the Company’s term debt (refer to Note 9, Term Loan) approximates its fair value due to its time to maturity.

The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):

 

 

Fair Value Measurements as of
June 30, 2026:

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

1,075,747

 

 

$

—

 

 

$

—

 

 

$

1,075,747

 

U.S. Treasury bills

 

 

—

 

 

 

9,999

 

 

 

—

 

 

 

9,999

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury bills

 

 

—

 

 

 

33,637

 

 

 

—

 

 

 

33,637

 

Total assets

 

$

1,075,747

 

 

$

43,636

 

 

$

—

 

 

$

1,119,383

 

 

 

 

Fair Value Measurements as of
December 31, 2025:

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Money market funds

 

$

27,133

 

 

$

—

 

 

$

—

 

 

$

27,133

 

Total assets

 

$

27,133

 

 

$

—

 

 

$

—

 

 

$

27,133

 

During the six months ended June 30, 2026 and 2025, there were no transfers among the Level 1, Level 2 and Level 3 categories.

Money market funds are classified within Level 1 of the fair value hierarchy as they are highly liquid investments based on a quoted price with a net asset value of $1 per share.

The fair values of the Company’s marketable securities are based on prices obtained from independent pricing sources. Marketable securities with validated quotes from pricing services are reflected within Level 2 of the fair value hierarchy as they are primarily based on observable pricing for similar assets or other market observable inputs. Typical inputs used by these pricing services include, but are not limited to, reported trades, benchmark yields, issuer spreads, bids, offers or estimates of cash flow, prepayment spreads and default rates.

The following table summarizes the gross unrealized gains and losses of the Company’s marketable securities (in thousands):

 

June 30, 2026

 

Amortized Cost

 

 

Unrealized Gains

 

 

Unrealized Losses

 

 

Fair Value

 

Marketable securities:

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury bills

$

33,655

 

 

$

—

 

 

$

(18

)

 

$

33,637

 

As of June 30, 2026, all of the Company’s marketable securities had remaining contractual maturities of less than one year. As of June 30, 2026, the Company held three securities that were in an unrealized loss position for less than 12 months with an aggregate fair value of $33.6 million. The Company does not intend to sell such securities and it is not more likely than not that it will be required to sell them before recovery of their amortized cost basis. The Company held no marketable securities as of December 31, 2025.

As of June 30, 2026 and December 31, 2025, there was no allowance for credit losses recorded on the Company’s condensed consolidated balance sheets.

Valuation of Preferred Stock Tranche Right Liability

The preferred stock tranche right liability represented the fair value of an obligation to issue shares of Series E convertible preferred stock. The fair value of the preferred stock tranche right liability was determined based on significant inputs not observable in the market, which represented a Level 3 measurement within the fair value hierarchy.

The Company estimated the fair value of the preferred stock tranche right liability at the time of issuance and subsequently remeasured its fair value at each reporting period and prior to settlement.

As of December 31, 2024, in light of the near-term completion of the Series E convertible preferred stock second closing in January 2025, the fair value of the preferred stock tranche right liability was determined based on the difference between the estimated fair value of the Series E convertible preferred stock, or $6.43 per share, and its contractual purchase price, or $6.23 per share. The Company estimated the fair value per share of the underlying Series E convertible preferred stock by taking into consideration the results obtained from third-party valuations which included the most recent sales of its preferred stock, market conditions and trends since the last preferred stock issuance.

The following table presents changes in the aggregate fair value of the Company’s Series E preferred stock tranche right liability (in thousands):

 

 

Amount

 

Balance as of December 31, 2024

 

$

2,167

 

Settlement of Series E preferred stock tranche right liability

 

 

(2,167

)

Balance as of June 30, 2025

 

$

—

 

 

Valuation of Simple Agreement for Future Equity

On March 27, 2026, the Company issued a SAFE to an investor (refer to Note 10, Simple Agreement for Future Equity). The SAFE was accounted for as a liability and represented a Level 3 measurement within the fair value hierarchy.

The fair value of the SAFE upon issuance was determined to be equal to the proceeds received of $50.0 million. In connection with the IPO, the SAFE automatically converted into 2,777,777 shares of common stock based on the IPO Discount Price (see Note 10, Simple Agreement for Future Equity) of $18.00 per share. The fair value of the SAFE upon conversion was determined to be $55.6 million based on the fair value of the common stock issued upon conversion.

The following table presents changes in the aggregate fair value of the SAFE (in thousands):

 

 

Amount

 

Balance as of December 31, 2025

 

$

—

 

Fair value of SAFE at issuance

 

 

50,000

 

Change in fair value of SAFE

 

 

5,556

 

Conversion of SAFE into common stock

 

 

(55,556

)

Balance as of June 30, 2026

 

$

—