v3.26.3
Fair Value Measurements
9 Months Ended
Sep. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date in the principal or most advantageous market for the asset or liability. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.
The Company’s cash equivalents are carried at fair value (Level 1) as determined according to the fair value hierarchy described above. The money market funds, which are AAA-rated, are comprised of liquid, high-quality debt securities issued by the U.S. government. Shares in money market funds are purchased and redeemed at the net asset value (NAV) at the time of the purchase or sale, which may be purchased or redeemed on demand, as may be required by the Company, which represents Level 1 fair value. The Company's investments in available-for-sale debt securities and the foreign exchange contracts are carried at fair value, determined using Level 2 inputs in the fair value hierarchy as quoted prices are available to support the valuation. The carrying values of accounts receivable, funds receivable from payment partners, unbilled receivables, prepaid expenses, accounts payable, funds payable to clients, and accrued expenses and other current liabilities approximate their respective fair values due to the short-term nature of these assets and liabilities. The Company’s contingent consideration is carried at fair value, determined using Level 3 inputs in the fair value hierarchy.
The following tables present the Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2026 and December 31, 2025 (in thousands):
Measured at Fair Value as of September 30, 2026
Level 1Level 2Level 3Total
Financial Assets:
Cash equivalents
Money market funds$58,038 $— $— $58,038 
Short-term investments
U.S. Government obligations— 3,043 — 3,043 
Total short-term investments— 3,043 — 3,043 
Total financial assets$58,038 $3,043 $— $61,081 
Financial Liabilities:
Foreign exchange contracts$— $252 $— $252 
Contingent consideration— — 3,840 3,840 
Total financial liabilities$— $252 $3,840 $4,092 
Measured at Fair Value as of December 31, 2025
Level 1Level 2Level 3Total
Financial Assets:
Cash equivalents
Money market funds$34,857 $— $— $34,857 
Foreign exchange contracts— 342 — 342 
Short-term investments
Corporate bonds— 4,850 — 4,850 
U.S. Government obligations— 19,842 — 19,842 
Total short-term investments— 24,692 — 24,692 
Total financial assets$34,857 $25,034 $— $59,891 
Financial Liabilities:
Foreign exchange contracts$— $425 $— $425 
Contingent consideration— — 2,046 2,046 
Total financial liabilities$— $425 $2,046 $2,471 
During the nine months ended September 30, 2026, and the year ended December 31, 2025, there were no transfers between Level 1, Level 2, or Level 3.
Contingent consideration
Sertifi LLC (Sertifi)
The fair value of the contingent consideration related to the gross profit milestone from the Company’s acquisition of Sertifi in February 2025 was determined using an option pricing model and the fair value of the contingent consideration related to the technology and security integration milestones was determined using a scenario-based method. Refer to Note 10 - Business Combinations for additional details on the Sertifi acquisition. The following table presents the unobservable inputs incorporated into the fair value of the contingent consideration liability as of September 30, 2026.
September 30, 2026December 31, 2025
Discount rate6.6%6.6%
Probability of successful achievement (a)
37 %-42%15 %-37%
(a)Probability of successful achievement was set at different targets based on the Company’s estimates on achieving them. The weighted average probability of successful achievement was 38.4% as of September 30, 2026.
Increases or decreases in the discount rate would result in a lower or higher fair value measurement, respectively. Increases or decreases in any of the probabilities of success in which the gross profit and technology and security milestones are expected to be achieved would result in higher or lower fair value measurement, respectively.
Changes in the fair value of contingent consideration are included as a component of general and administrative expense within the condensed consolidated statements of operations and comprehensive (loss) income. At September 30, 2026 and December 31, 2025, $3.8 million and $2.0 million, respectively, of contingent consideration was reflected in the Company's balance sheet in accrued expenses and other current liabilities. The following table summarizes the changes in the carrying value of the contingent consideration for the periods presented (in thousands):
Nine Months Ended September 30,
20262025
Beginning balance$2,046 $5,094 
Additions— 3,107 
Change in fair value1,794 (1,223)
Contingent consideration paid (a)
— (4,213)
Foreign currency translation adjustment— (41)
Ending balance$3,840 $2,724 
(a)Contingent consideration when paid is bifurcated between the financing and operating sections of the condensed consolidated statement of cash flows. Amounts paid up to the fair value initially recorded in purchase accounting is reported in the financing section of the condensed consolidated statement of cash flows, while any excess is reported in the operating section of the condensed consolidated statement of cash flows.