| Net loss per share |
Note
10. Net loss per share
Basic
and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands except for share and per share
amounts:-
Schedule of Basic and Diluted Net Loss Per Share
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Three
months Ended September 30, | | |
Nine
months Ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Numerator: | |
| | |
| | |
| | |
| |
| Net loss per share
attributable to common stockholders | |
$ | (4,623 | ) | |
$ | (1,174 | ) | |
| (8,428 | ) | |
| (5,213 | ) |
| Denominator: | |
| | | |
| | | |
| | | |
| | |
| Weighted-average common shares
outstanding -(A) | |
| 30,073,740 | | |
| 7,672,654 | | |
| 29,330,107 | | |
| 7,406,332 | |
| Vested shares of Restricted
stock units-(B)-(Refer note below) | |
| 512,869 | | |
| - | | |
| 172,835 | | |
| - | |
| Weighted-average
common shares outstanding - Basic and Diluted-(A+B) | |
| 30,586,609 | | |
| 7,672,654 | | |
| 29,502,942 | | |
| 7,406,332 | |
| Net
loss per share attributable to Fusemachines Inc. common stockholders - Basic and Diluted | |
| (0.15 | ) | |
| (0.15 | ) | |
| (0.29 | ) | |
| (0.70 | ) |
Note:-
Vested shares of Restricted stock units (B) represent restricted stock units for which all vesting conditions have been satisfied during
the period, including vested RSUs for which the underlying common shares had not yet been issued as of September 30, 2026. As these shares
are issuable for no further consideration and are no longer subject to any service or other contingency, they are considered outstanding
common shares and have been included in the weighted-average number of common shares outstanding (basic and diluted) from the date on
which vesting was completed, in accordance with ASC 260-10-45-13. Unvested RSUs are excluded from the computation.
The
following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share for
the periods presented because including them would have been antidilutive:
Schedule of Outstanding Shares of Potentially Dilutive Securities
| | |
September
30, | | |
December
31, | |
| | |
2026 | | |
2025 | |
| Common Stock Warrants | |
| 92,211 | | |
| 92,211 | |
| Stock options (1) | |
| 546,342 | | |
| 686,880 | |
| SPAC public and private placement
warrants (2) (Refer
note 17) | |
| 13,458,750 | | |
| 13,458,750 | |
| Equity Share warrant (Refer
note 16) | |
| 2,108,070 | | |
| 2,108,070 | |
| Issuance of warrants pursuant
to conversion of convertible note (Refer note 6) | |
| 30,000 | | |
| 30,000 | |
| Restricted stock units (RSU)
(Refer note 9) | |
| 646,239 | | |
| - | |
| Detachable common stock purchase
warrants (the “Financing Warrants”) (Refer note 6) | |
| 2,050,000 | | |
| - | |
| Potentially Diluted
Securities | |
| 18,931,612 | | |
| 16,375,911 | |
| (1) | Includes 6,772
stock options as of December 31, 2025 that were early exercised in exchange for non-recourse promissory notes. (Refer to “Note
9 - Stock-based Compensation “). |
| (2) | The SPAC public
and private placement warrants were outstanding at CSLM Holding, Inc. prior to the business combination and were classified as equity
and included in APIC in CSLM’s historical financial statements. The warrants became exercisable for shares of Fusemachines, Inc.
common stock 30 days after the consummation of the business combination and were excluded from diluted net loss per share as their inclusion
would have been antidilutive. |
Fusemachines
Inc. and Subsidiaries Notes to the Condensed Consolidated Interim Financial Statements
|