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Insider Trading Arrangements
3 Months Ended 12 Months Ended
Dec. 31, 2024
shares
Dec. 31, 2024
shares
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
During the three months ended December 31, 2024, certain executive officers and directors of the Company (each, a “Plan Participant”) entered into Rule 10b5-1 trading plan (a “Rule 10b5-1 Trading Plan”) to sell shares of the Company’s common stock, in each case, subject to any applicable volume limitations.
The table below provides certain information regarding each Plan Participant’s Rule 10b5-1 Trading Plan.
Name TitlePlan DateEarliest Selling Start DateMaximum Shares That May Be Sold Under the PlanPlan Expiration Date
Adam SpiceChief Financial OfficerDecember 12, 2024March 13, 20252,377,078
(1)
March 31, 2026
Frank KleinChief Operations OfficerDecember 13, 2024March 14, 202539,000
(2)
December 31, 2025
Arjun KampaniSenior Vice President, General Counsel and SecretaryDecember 12, 2024March 13, 202592,844
(2)
December 31, 2025
(1)Represents shares issuable to Mr. Spice upon the exercise of approximately 46% of the vested stock options held by Mr. Spice as of the date of the Rule 10b5-1 Trading Plan, all of which are scheduled to expire in August 2028. The maximum number of shares that may be sold under the Rule 10b5-1 Trading Plan is tiered such that the number of shares that may be sold in any one month period is subject to certain escalating minimum price thresholds whereby a maximum of 198,089 shares may be sold in any one month subject to a certain price threshold, 396,178 shares may be sold in any one month subject to a higher minimum price threshold, and all 2,377,078 shares may be sold if an even higher minimum price threshold is eclipsed, as further specified in the Rule 10b5-1 Trading Plan.
(2)The aggregate number of RSU Shares that will be available for sale under the Rule 10b5-1 Trading Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such RSU awards. Additionally, certain provisions within the Rule 10b5-1 Trading Plan specify a certain percentage of the net shares that can be sold at the vesting date of the underlying equity award. As such, for purposes of this disclosure, the shares included in this table reflect the aggregate maximum number of gross shares underlying the equity awards subject to the Rule 10b5-1 Trading Plan, adjusted to represent the maximum percentage specified in the plan for each vesting date of such award, but without excluding the shares that will be sold to satisfy the tax withholding obligations.
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Adam Spice [Member]    
Trading Arrangements, by Individual    
Name Adam Spice  
Title Chief Financial Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date March 13, 2025  
Expiration Date March 31, 2026  
Arrangement Duration 383 days  
Aggregate Available 2,377,078 2,377,078
Frank Klein [Member]    
Trading Arrangements, by Individual    
Name Frank Klein  
Title Chief Operations Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date March 14, 2025  
Expiration Date December 31, 2025  
Arrangement Duration 292 days  
Aggregate Available 39,000 39,000
Arjun Kampani [Member]    
Trading Arrangements, by Individual    
Name Arjun Kampani  
Title Senior Vice President, General Counsel and Secretary  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date March 13, 2025  
Expiration Date December 31, 2025  
Arrangement Duration 293 days  
Aggregate Available 92,844 92,844