REDEEMABLE PREFERRED STOCK

12 Months Ended

Dec. 31, 2025

Temporary Equity Disclosure [Abstract]

Class A-1 Redeemable Preferred Stock

The Company’s Certificate of Incorporation was amended to create and designate 7.5 million authorized shares of Class A-1 redeemable preferred stock (the “Class A-1 Preferred Stock”) with a par value of $0.0001 per share that were issued in February 2021.

The Class A-1 Preferred Stock (i) rank, with respect to the payment of dividends and distributions upon liquidation, dissolution or winding-up, senior to Company common stock, on parity with the Class B convertible preferred stock (“Class B Preferred Stock”), and junior to Class A preferred stock (“Class A Preferred Stock”) and Class C convertible preferred stock (“Class C Preferred Stock”); the liquidation preference is $6.67 per share, subject to an additional amount for any accrued and unpaid dividends (ii) accrue dividends at an initial rate of 8% per annum, increasing annually by 2%, up to maximum rate of 16% per annum, payable when, as and if declared by the Board, and shall be cumulative; (iii) may be redeemed, at the option of the holder, for cash on or after the fifth anniversary of the issuance of the shares at a redemption price equal to the then applicable accrued value per share; (iv) may be converted by the holder at any time into Company common stock or by the Company upon a qualifying public offering by the Company or prior to a fundamental change, as defined; and (v) have voting rights with respect to certain Company matters, as defined.

The initial carrying amount of the Class A-1 Preferred Stock was recorded at its fair value at the date of issuance, net of issuance costs. The carrying amount is periodically increased by amounts representing dividends not currently declared or paid but which ultimate payment is not solely within the control of the Company. Therefore, the Class A-1 Preferred Stock is held at carrying value. During the year ended December 31, 2025, the Class A-1 Preferred Stock accrued dividends of approximately $7.3 million, equal to $1.05 per share prior to the conversion and redemption of Class A-1 Preferred Stock shares upon the Company’s IPO. During the year ended December 31, 2024, the Class A-1 Preferred Stock accrued dividends of approximately $13.3 million, equal to $1.92 per share.

The table below is a summary of the shares of Class A-1 Preferred Stock at December 31, 2025 (in thousands, except for shares and per share):


(dollars in thousands)	Shares Issued	Carrying Value		Average Issue Price		Liquidation preference
Balance at December 31, 2022	6,967,720	$	70,076	$	8.83	$	82,161
Dividends accrued on Class A-1 redeemable preferred stock	—	10,072		—		10,072
Balance at December 31, 2023	6,967,720	$	80,148	$	8.83	$	92,233
Dividends accrued on Class A-1 redeemable preferred stock	—	13,348		—		13,348
Balance at December 31, 2024	6,967,720	$	93,496	$	8.83	$	105,581
Dividends accrued on Class A-1 redeemable preferred stock	—	7,331		—		7,331
Redemptions of Class A-1 redeemable preferred stock and conversions to Class A common stock upon initial public offering	(6,967,720)	(100,827)		(8.83)		(112,912)
Balance at December 31, 2025	—	$	—	$	—	$	—