v3.26.3
Share-Based Compensation
9 Months Ended
Sep. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Share-Based Compensation
Incentive Plan
The Company adopted the Rush Street Interactive, Inc. 2020 Omnibus Equity Incentive Plan, as amended from time to time (the “2020 Plan”), to attract, retain and incentivize employees, certain consultants and directors who will contribute to the success of the Company. Awards that may be granted under the 2020 Plan include incentive stock options, non-qualified stock options, stock appreciation rights, restricted awards, performance share awards, cash awards and other equity-based awards. There is an aggregate of approximately 35.8 million shares of Class A Common Stock reserved under the 2020 Plan. The 2020 Plan will terminate on December 29, 2030.
Restricted Stock Units (“RSUs”)
The Company grants RSUs with service-based (“time-based”), performance-based (e.g., financial performance targets), and market-based (e.g., total shareholder return) vesting conditions. RSUs with service-based conditions generally vest over three to four years, with each tranche vesting annually. RSUs with performance-based and market-based conditions vest over a three-year period, subject to continued employment and the achievement of specified performance criteria. The grant-date fair value of RSUs with service-based and performance-based conditions is determined based on the quoted market price of the Company’s Class A Common Stock, while RSUs with market-based conditions are valued using a Monte Carlo simulation. Share-based compensation expense is recognized over the requisite service period; for RSUs with performance-based conditions, share-based compensation expense is recognized only when it is probable that the performance conditions will be achieved and is adjusted as necessary to reflect changes in that assessment.
The following table summarizes RSUs granted and their aggregate grant-date fair values during the nine months ended September 30, 2026 and 2025 (amounts in thousands, except for unit amounts):
Nine Months Ended September 30, 2026Nine Months Ended September 30, 2025
Number of Units
Fair Value
Number of Units
Fair Value
Time-based RSUs
865,283 $17,589 866,796 $9,675 
Performance-based RSUs
342,253 6,931 — — 
Market-based RSUs
171,116 5,279 423,269 6,040 
Total
1,378,652 $29,799 1,290,065 $15,715 
The following assumptions were used in estimating the grant-date fair value of RSUs with market conditions based on a Monte Carlo simulation model:
Nine Months Ended
September 30,
20262025
Volatility rate56.00 %62.75 %
Risk-free interest rate3.69 %4.00 %
Average expected life (in years)2.82.8
Dividend yieldNoneNone
Stock price at grant date$20.19$10.70
RSU activity for the nine months ended September 30, 2026 was as follows:
Number of unitsWeighted-average
grant price
Unvested balance at December 31, 2025
5,059,700 $8.94 
Granted1,378,652 21.61 
Vested(1)
(1,607,153)7.08 
Forfeited(17,473)8.12 
Unvested balance at September 30, 2026
4,813,726 $13.19 
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(1)Includes 56,728 RSUs that vested during the nine months ended September 30, 2026 but the resulting shares of Class A Common Stock have not yet been issued. As of September 30, 2026, there were 122,558 RSUs that vested for which the resulting shares of Class A Common Stock were not issued.
The weighted-average grant-date fair value of RSUs granted during the nine months ended September 30, 2026 and 2025 was $21.61 and $12.18, respectively. The aggregate grant date fair value of RSUs vested during the three and nine months ended September 30, 2026 was approximately $0.2 million and $11.4 million, respectively, compared to $1.0 million and $21.0 million for the same respective periods in 2025.
As of September 30, 2026, the Company had unrecognized share-based compensation expense related to RSUs of $44.1 million. The outstanding RSUs had a remaining weighted-average vesting period of 1.11 years as of September 30, 2026.
Stock Options
The Company granted nil and 344,391 stock options during the nine months ended September 30, 2026 and 2025, respectively. The estimated grant date fair value of stock options for the nine months ended September 30, 2025 was determined using a Black-Scholes valuation model using the following weighted-average assumptions:
Nine Months Ended
September 30, 2025
Volatility rate65.00 %
Risk-free interest rate4.10 %
Expected term(1) (in years)
6.0
Dividend yieldNone
Stock price at grant date$10.70
Exercise price$10.70
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(1)Calculated using the simplified method (the midpoint between the requisite service period and the contractual term of the option) due to the Company’s insufficient historical exercise information to provide a basis for an estimate.
Stock option activity for the nine months ended September 30, 2026 was as follows:
Number of optionsWeighted-average
exercise price
Outstanding balance at December 31, 2025
2,804,841 $5.33 
Granted— — 
Exercised
(220,647)4.45 
Forfeited— — 
Outstanding balance at September 30, 2026
2,584,194 $5.40 
Exercisable balance at September 30, 2026
2,165,061 $4.80 
The weighted-average grant-date fair value and aggregate fair value of stock options granted during the nine months ended September 30, 2025 were $6.70 and $2.3 million, respectively. The aggregate grant date fair value of stock options vested during the three and nine months ended September 30, 2026 was nil and $2.2 million, respectively, compared to $0.6 million and $2.2 million for the same respective periods in 2025. The outstanding stock options and exercisable stock options as of September 30, 2026 had an intrinsic value of $38.6 million and $33.6 million, respectively. During the nine months ended September 30, 2026, the total intrinsic value of stock options exercised was $3.5 million. No stock options were exercised during the nine months ended September 30, 2025.
As of September 30, 2026, the Company had unrecognized share-based compensation expense related to stock options of $1.4 million. The outstanding options had a remaining weighted-average vesting period of 0.66 years as of September 30, 2026.
Share-based Compensation Expense
Share-based compensation expense for the three and nine months ended September 30, 2026 and 2025 was as follows:
Three Months Ended September 30,Nine Months Ended September 30,
($ in thousands)2026202520262025
Costs of revenue$87 $81 $239 $223 
Sales and marketing
1,318 969 3,785 5,248 
General and administrative
6,009 5,329 17,399 15,819 
Total share-based compensation expense$7,414 $6,379 $21,423 $21,290