Equity

3 Months Ended

Mar. 31, 2026

Equity [Abstract]

Equity

8. Equity

The Company’s Amended and Restated Certificate of Incorporation designates and authorizes the Company to issue up to 510.0 million shares, consisting of: (i) 500.0 million shares of common stock, par value $0.0001 per share; and (ii) 10.0 million shares of preferred stock, par value $0.0001 per share.

Redeemable Convertible Preferred Stock

The Company's redeemable convertible preferred stock was converted to common stock in connection with the IPO in September 2025.

Common Stock

All issued shares of common stock are entitled to vote on a one share/one vote basis.

Warrants

See Note 3 Fair Value Measurements for liability-classified warrant activity during the three months ended March 31, 2026.

Private Placement and Pre-Funded Warrants

On February 4, 2026, the Company entered into a Securities Purchase Agreement with certain investors in connection with a private placement. Pursuant to the agreement, the Company agreed to issue (i) 3,306,571 shares of its common stock, par value $0.0001 per share, at a purchase price of $21.17 per share and (ii) pre-funded warrants to purchase an aggregate of 1,417,107 shares of common stock at a purchase price of $21.1699 per pre-funded warrant, which represents the $21.17 share price less the $0.0001 per share exercise price. The transaction closed on February 6, 2026 and resulted in aggregate gross proceeds of approximately $100.0 million, consisting of approximately $70.0 million from the sale of common stock and approximately $30.0 million from the sale of pre-funded warrants.

The Company determined that the pre-funded warrants meet the conditions for equity classification and, accordingly, recorded the pre-funded warrants in permanent equity within additional paid-in capital. The common stock issued in the transaction was also recorded in permanent equity. Direct and incremental offering costs related to the transaction were recorded as a reduction of additional paid-in capital.

Each pre-funded warrant is exercisable for one share of common stock at an exercise price of $0.0001 per share and has no expiration date. The pre-funded warrants are exercisable at any time following issuance and may be exercised for cash or, in certain circumstances, on a cashless basis. The pre-funded warrants do not provide general stockholder rights prior to exercise, except as otherwise provided in the warrant agreements, including with respect to certain pro rata distributions, purchase rights and fundamental transactions. The Company has reserved a sufficient number of authorized and unissued shares of common stock to satisfy exercise of the outstanding pre-funded warrants.

In connection with the private placement, the Company also entered into a registration rights agreement with the investors. Pursuant to the registration rights agreement, the Company filed a registration statement on Form S-1 (File No. 333-294900) on April 6, 2026, which was declared effective by the SEC on April 14, 2026, covering the resale of the Registrable Securities (as such term is defined in the Securities Purchase Agreement). The Company also agreed to use reasonable best efforts to keep such registration statement effective until the earlier of the date the Registrable Securities covered by such registration statement have been sold or may be resold pursuant to Rule 144 without restriction.