v3.26.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Stock-Based Award Plans
As of September 30, 2026, 11,366,563 shares of the Company’s Class A common stock were available for future issuance under the 2025 Incentive Award Plan.
Stock-Based Compensation Expense
Total stock-based compensation costs recognized in the condensed consolidated statements of operations were as follows (in thousands):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2026202520262025
Cost of revenues$49 $140 $101 $470 
Technology and development1,043 1,090 3,291 2,739 
Sales and marketing2,824 819 7,642 2,683 
General and administrative2,390 3,509 7,899 21,350 
Total stock-based compensation$6,306 $5,558 $18,933 $27,242 
In addition, $0.2 million and $0.6 million of stock-based compensation costs were capitalized as internal use software during the three and nine months ended September 30, 2026, respectively.
Stock Options Granted
For the nine months ended September 30, 2026, the Company has granted options to employees to purchase an aggregate 2,537,500 shares of the Company’s Class A common stock. The options have a weighted average exercise price of $10.17 per share, and generally vest over four years subject to continued service requirements.
During the nine months ended September 30, 2026, the Company granted options to a contractor to purchase an aggregate 182,150 shares of the Company’s Class A common stock. The options have an exercise price of $10.00, vested immediately and have a term of up to 10 years.
The fair values of stock option awards are estimated on the grant date using the Black-Scholes option pricing model, which requires the Company to make certain assumptions including the fair value of the underlying common stock, expected term, expected volatility, risk-free interest rate, dividend yield, and derived service period, summarized as follows:
•Fair Value of the Underlying Common Stock – The fair value of common stock is based on the closing price of the Company’s Class A common stock on grant date.
•Risk-Free Interest Rate – The risk-free interest rate used is based on the implied yield in effect at the time of grant of U.S. Treasury securities with maturities similar to the expected term of the options.
•Expected Term – The Company calculates the expected term of its employee options based upon the simplified method, which estimates the expected term as the average of the contractual life of the option and its vesting period.
•Volatility – The expected volatility is based on the historical volatility of comparable companies from a representative peer group selected based on industry, financial, and market-capitalization data as the Company does not have sufficient trading history for its Class A common stock.
•Dividend Yield – The dividend yield is zero as the Company has not declared or paid any dividends to date and does not currently expect to do so in the future.
The range of assumptions that were used to calculate the grant date fair value of the Company’s stock option grants for the nine months ended September 30, 2026 were as follows:
Expected dividend yield0%
Expected stock price volatility
65.3% - 69.6%
Risk-free interest rate
3.7% - 5.1%
Expected term (years)
6.0 – 6.1
Performance Stock Options Granted
During the nine months ended September 30, 2026, the Company granted performance-based stock options to purchase an aggregate of 200,000 shares of the Company’s stock at an exercise price of $9.22. The options vest in two different tranches upon the Company achieving certain internal performance metrics during the period of July 1, 2026, through December 27, 2027. If the threshold performance target is achieved, earned portions of the options vest over the 30 months following the date of achievement, and the options have a 10 year term. Compensation expense for performance-based stock options is recognized over the requisite service period based on an assessment of the performance metrics are probable of being achieved during the performance period.
Restricted Stock Units
During the nine months ended September 30, 2026, the Company granted 174,351 restricted stock units (“RSU”) to its non-employee board members. RSU’s granted to new board members vest quarterly over three years subject to continued service on the Board. Annual retainer RSU awards vest on the earlier of the first anniversary of the date of grant or the date of the next annual stockholders meeting, subject to continued service on the Board.
In connection with a marketing services agreement entered into during the quarter ended June 30, 2026 with a contractor, the Company will grant four quarterly RSU grants of $2.5 million each. The RSU’s are valued based on the 10-day volume-weighted average price of the Company’s Class A common stock leading up to the end of the applicable quarter and the RSU’s vest immediately upon grant. During the nine months ended September 30, 2026, the Company granted 510,280 fully-vested RSU’s to the contractor. On November 9, 2026, the Company amended the marketing services agreement to provide that the third quarterly grant which vests during the three months ended December 31, 2026 would be granted and released following the end of the second trading day after Company’s earnings release for that same period, and the fourth quarterly grant which vests during the three months ended March 31, 2027 would be accelerated to be granted and released on March 10, 2027.
Partial Recourse Promissory Notes
On August 25, 2021, three employees early exercised 2,032,429 outstanding stock options resulting in the issuance of shares of common stock. However, the exercises were paid via issuance of partial recourse promissory notes, and as a result, the Company concluded that the early exercises of the stock options will continue to be accounted for as outstanding stock option grants until the time that the notes are repaid or extinguished. On February 28, 2025, the Company forgave the outstanding principal and accrued interest associated with the partial recourse promissory notes for two employees related to 1,894,054 options. Shares that are related to outstanding partial recourse promissory notes are not reflected as outstanding shares on the condensed consolidated balance sheets and are excluded from the denominator of basic earnings per share. As of September 30, 2026, there are 138,375 early exercised stock options still subject to a partial recourse promissory note.
On August 25, 2021, the Company executed restricted stock purchase agreements with three individuals. However, the purchase agreements were executed in conjunction with the issuance of partial recourse promissory notes for the amounts owed. Accordingly, the shares are considered legally issued and outstanding but are not reflected as outstanding shares on the condensed consolidated balance sheets and are excluded from the denominator of basic earnings per share until such time that the promissory notes have been paid.
On April 28, 2026, the Company amended its partial recourse promissory notes with two individuals to extend the maturity dates of the notes until the earliest of (i) March 31, 2027, (ii) a change in control or (iii) the date that the notes become prohibited under the Securities Exchange Act of 1934. The extension of the maturity dates of the notes was treated as an extension of the expected term of the associated award, and as a result, the Company applied modification accounting under ASC 718 and recognized $1.1 million of incremental stock-based compensation expense during the nine months ended September 30, 2026.
During the nine months ended September 30, 2026, the Company received repayment of one of the promissory notes resulting in the corresponding release of 1,132,193 shares of previously restricted stock. As of September 30, 2026, there are 1,248,786 shares of restricted stock subject to these partial recourse promissory notes.
Employee Stock Purchase Plan
The 2025 Employee Stock Purchase Plan (“ESPP”) allows employees to purchase shares of the Company’s Class A common stock by authorizing contributions at a minimum of 1% up to a maximum of 15% of his or her base salary for each pay period, which will then be used to purchase shares on the last business day of the offering period at a price equal to 85% of the closing trading price of a share of Class A common stock on the first day of the offering period or the last day of the offering period, whichever is less. The offering periods of six months end on February 15th and August 15th of each year. As
of September 30, 2026, 1,709,350 shares of the Company’s Class A common stock were available for future issuance under the ESPP.
The range of assumptions that were used to calculate the grant date fair value of the Company’s ESPP grants for the nine months ended September 30, 2026 were as follows:
Expected dividend yield0%
Expected stock price volatility
70.2% - 74.6%
Risk-free interest rate
3.6% - 3.9%
Expected term (years)0.5
As of September 30, 2026, the Company has withheld $0.4 million of contributions from its employees within accrued payroll and related liabilities on the condensed consolidated balance sheets related to the purchase period that ends February 15, 2027.