Fair Value Measurements and Derivative Instruments (Tables)

6 Months Ended

Jun. 30, 2026

Schedule of Financial Assets and Liabilities at Fair Value

The following table sets forth information about the Company’s financial assets and liabilities measured at fair value as of June 30, 2026 and December 31, 2025:


	As of June 30, 2026
(Amounts in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	17,289	$	—	$	—	$	17,289
Total assets, measured at fair value	$	17,289	$	—	$	—	$	17,289

Liabilities:
Polar warrants (1)	$	—	$	—	$	7,969	$	7,969
Earnout shares (2)	—		—		6,827		6,827
Unissued shares of common stock - related party (3)	—		2,760		—		2,760
Total liabilities, measured at fair value	$	—	$	2,760	$	14,796	$	17,556

(1) On May 5, 2026, the Polar warrant exercise price was reduced from $5.00 per warrant to $3.00 per warrant, as described in Note 6 — Common Stock and Contingently Issuable Common Stock and Preferred Stock. The effect of the price reduction is described below in the table that sets forth information regarding the Company’s significant Level 3 inputs.

(2) Includes $1.7 million in earnout shares - related party.

(3) During the quarter ended and as of June 30, 2026, the Company’s disinterested directors resolved to issue 2,000,000 shares of the Company’s common stock to Bess Ventures and Advisory LLC, an entity whose owner-manager is Lane M. Bess, chair of the Company’s Board of Directors, in order to resolve a potential disagreement with Mr. Bess by means of a future settlement agreement. The liability represents the fair value of 2,000,000 shares of the Company’s common stock expected to be issued but not yet issued as of June 30, 2026. The fair value of this obligation was determined using the closing price of the Company’s common stock as of June 30, 2026, as quoted on the Nasdaq, an active market. The obligation is classified as a Level 2 measurement within the fair value hierarchy, as the liability is not itself quoted in an active market, but its fair value is derived directly from the observable quoted price of an identical instrument — the Company’s common stock — traded on Nasdaq. The shares were subsequently issued on July 7, 2026, and this liability settled in full.


	As of December 31, 2025
(Amounts in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	19,103	$	—	$	—	$	19,103

Total assets, measured at fair value	$	19,103	$	—	$	—	$	19,103

Liabilities:
Polar warrants	$	—	$	—	$	8,813	$	8,813
Earnout shares (1)	—		—		8,929		8,929
Total liabilities, measured at fair value	$	—	$	—	$	17,742	$	17,742

(1) Includes $2.2 million in earnout shares - related party.

Schedule of Level 3 Liabilities Measured at Fair Value on a Recurring Basis

The following table presents additional information as of and for the prior year and as of and for the six months ended June 30, 2026 about the Company’s Level 3 liabilities measured at fair value on a recurring basis:


(Amounts in thousands)
Balance as of January 1, 2025	$	163,340
Change in fair value - Legacy Blaize convertible notes	165,703
Change in fair value - Legacy Blaize warrants	60,345
Conversion of Legacy Blaize convertible notes and exercise of Legacy Blaize warrants	(389,387)
Fair value on date of issuance - other earnout shares	126,042
Change in fair value - other earnout shares	(117,113)
Fair value on date of issuance - Polar warrants	12,937
Change in fair value - Polar warrants	(4,125)
Balance as of December 31, 2025	$	17,742
Reclassification of equity-based shares to liabilities (1)	29
Change in fair value - earnout shares	(2,131)
Change in fair value - Polar warrants	(2,813)
Financing charge - Polar warrants	1,969

Balance as of June 30, 2026	$	14,796

(1) Due to employee forfeitures.

Schedule of Valuation Assumptions

The following table sets forth information regarding the Company’s significant Level 3 inputs as of June 30, 2026 and December 31, 2025:


Instrument valued using Level 3 methods			As of June 30,			As of December 31,
	Valuation Method	Input	2026			2025
Polar warrants	Black-Scholes	Stock price	$	1.38		$	1.95
		Exercise price	$	3.00		$	5.00
		Dividend yield	—			—
		Volatility	100.90		%	81.30		%
		Risk-free rate	4.13		%	3.68		%
		Term	4.37 years			4.87 years

Earnout shares	Monte Carlo Simulation	Stock price	$	1.38		$	1.95
		Dividend yield (continuous)	—			—
		Volatility (interpolated)	100.40		%	81.60		%
		Risk-free rate (continuous)	4.12		%	3.61		%
		Term	3.54 years			4.04 years