Stockholders’ Equity |
6 Months Ended |
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Jun. 30, 2026 | |
| Equity [Abstract] | |
| Stockholders’ Equity | Stockholders' Equity Common Stock As of June 30, 2026, the Company had 48,066,674 shares of common stock issued, and 47,926,928 outstanding. No shares of preferred stock were issued or outstanding as of June 30, 2026. No dividends on common stock were declared or paid during the three months ended June 30, 2026. Treasury Stock On February 12, 2026, the Company’s Board of Directors approved a Share Repurchase Program authorizing the repurchase of up to $50.0 million of the Company’s outstanding common stock. During the three months ended June 30, 2026, the Company repurchased 142,686 shares of its common stock for an aggregate purchase price of $2.8 million, including commissions and excluding the Stock Repurchase Excise Tax (the “Excise Tax”). The average purchase price per share repurchased, including commissions and excluding the Excise Tax, was $19.87. The Company recorded an estimated Excise Tax of $28 thousand related to its 2026 share repurchase activity under IRC Section 4501, Repurchase of Corporate Stock. The estimated Excise Tax reflects the applicable statutory netting of qualifying stock issuances, including the 2,940 Treasury Shares reissued upon settlement of the Director restricted stock units, as further described in Note 16, Share-based Compensation. The Excise Tax was recorded as an additional cost of Treasury Stock within stockholders’ equity, with an offsetting accrued liability. Including the estimated Excise Tax, Treasury Stock acquired under the share repurchase program was $2.9 million, as reflected in the condensed consolidated statements of changes in stockholders’ equity and non-controlling interest. As of June 30, 2026, $47.2 million remained available for future repurchases under the program. Repurchased shares are held as Treasury Shares and are reported in the condensed consolidated balance sheets as Treasury Stock, at cost, as a reduction of stockholders’ equity. The Treasury Shares may subsequently be reissued for general corporate purposes, including the settlement of employee and director equity awards. During the three months ended June 30, 2026, the Company reissued 2,940 Treasury Shares upon the vesting and settlement of restricted stock units granted to three members of its Board of Directors. The reissuance reduced Treasury Stock and increased outstanding shares by 2,940 shares. No gain or loss was recognized in connection with the reissuance. Other Capital Transactions In January 2025, the Company issued 2,010,442 additional common shares to ZFSG, in exchange for U.S. Treasury bills of $20.0 million. During the three months ended June 30, 2025, ZFSG made a cash contribution of $2.7 million and received 257,088 shares in connection with the repurchase of 257,088 shares from certain shareholders for an aggregate purchase price of $2.7 million. The net effect of this transaction was zero on the condensed consolidated statement of changes in stockholders’ equity and non-controlling interests. Warrants The Company has outstanding warrants to purchase shares of its common stock (the “Warrants”), which are classified within stockholders’ equity. As of June 30, 2026, the Warrants remained outstanding and unexercised. The Warrants are exercisable beginning on October 21, 2024 and have a contractual term of ten years from the issue date. The Warrants consist of the following tranches: •Tranche 1: 1,079,605 warrants with an exercise price of $31.99 per share •Tranche 2: 375,147 warrants with an exercise price of $21.32 per share In aggregate, the Warrants represent the right to purchase 1,454,752 shares of common stock, subject to customary anti-dilution adjustments. The Warrants may be exercised for cash or on a cashless basis, at the option of the holder. The Company determined that the Warrants are freestanding instruments indexed to its own common stock and meet the criteria for equity classification. Accordingly, the Warrants are recorded within additional paid-in capital and are not remeasured subsequent to issuance. Pursuant to the waiver executed on August 5, 2025, the Warrants are not participating securities during the waiver period ending December 31, 2027 and are considered under the treasury stock method for diluted earnings per share when dilutive.
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