CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

9 Months Ended

Sep. 30, 2025

Stockholders' Equity Note [Abstract]

CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY

Common Stock

As of September 30, 2025 and December 31, 2024, the Company had 239,813,390 and 223,340,884 shares of common stock authorized and 37,578,571 and 37,040,639 shares of common stock issued and outstanding, respectively. Each holder of the Company’s common stock is entitled to one vote for each share on all matters submitted to a vote of the stockholders, including the election of directors.

Super Voting Common Stock

During 2021, the Company authorized and issued 8,501,484 shares of super voting common stock, which remained outstanding as of September 30, 2025. The holder of the Company’s super voting common stock, the Company’s Chief Executive Officer, is entitled to forty votes for each share on all matters submitted to a vote of the stockholders, including the election of directors. Each share of super voting common stock is convertible into one share of common stock at any time.

The size of the board of directors cannot be changed without the consent of the individual owning the shares of super voting common stock. The individual also retains the right to designate a majority of the board. As of September 30, 2025, two board members are designated by specific holders of the Preferred Stock. The election of the remaining minority board members is submitted to a vote of the stockholders.

Preferred Stock

The Company’s certificate of incorporation, as amended, designates and authorizes the Company to issue 141,365,814 shares of Preferred Stock, of which 32,039,539 shares are designated as Series A Preferred Stock, 3,064,920 shares are designated as Series A-1 Preferred Stock, 10,110,916 shares are designated as Series A-2 Preferred Stock, 10,873,242 shares are designated as Series A-3 Preferred Stock, 30,925,502 shares are designated as Series B Preferred Stock, 26,479,034 shares are designated as Series C Preferred Stock and 27,872,661 are designated as Series C-1 Preferred Stock.

For the three months ended September 30, 2025, the Company issued 3,978,505 shares of previously authorized Series C Preferred Stock and expanded the shares authorized and issued pursuant to the Series C Preferred Stock offering by 4,235,947 shares that provided aggregate net proceeds of $147,357. The participants of the Series C Preferred Stock offering consisted of new and previous investors, including board members and their associated companies, and certain members of management.

In September 2025, the Company entered into a Series C-1 Preferred Stock purchase agreement. Through September 30, 2025, the Company issued 16,723,599 shares of Series C-1 Preferred Stock to GE Aerospace for total proceeds of $300,000. The Company issued an additional 6,821,852 shares of Series C-1 Preferred Stock for aggregate net proceeds of $122,375 to new and previous investors, including board members and their associated companies.

For the three months ended September 30, 2025, the Company declared a PIK dividend for the Series B, Series C, and Series C-1 Preferred Stock of $7,467, $6,661, and $468, respectively. For the three months ended September 30, 2024, the Company declared a PIK dividend for the Series B Preferred Stock of $7,035.

For the nine months ended September 30, 2025, the Company declared a PIK dividend for the Series B, Series C, and Series C-1 Preferred Stock of $22,071, $16,597, and $468, respectively. For the nine months ended September 30, 2024, the Company declared a PIK dividend for the Series B Preferred Stock of $19,987.