WARRANTS AND SHAREHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2025

WARRANTS AND SHAREHOLDERS' EQUITY

WARRANTS AND SHAREHOLDERS' EQUITY

NOTE 13 – WARRANTS AND SHAREHOLDERS’ EQUITY:

Share Repurchase Program and Treasury Stock

On May 7, 2023, the Company’s Board of Directors authorized a stock repurchase program that provides for the repurchase of up to $80,000 of its common stock, including any applicable excise tax. On December 7, 2023, the Board of Directors authorized an amendment to the program to increase the authorized amount of repurchases to an aggregate amount not to exceed $250,000, including the amount that remained available as of December 7, 2023 to repurchase common stock under, but not any prior repurchases effected pursuant to, the previous authorization, and any applicable excise tax. On July 30, 2025, our Board of Directors amended the existing repurchase authorization to increase the authorized amount of repurchases to an aggregate amount not to exceed $300,000, which amount includes amounts that remained available to repurchase common stock under, but not any prior repurchases effected pursuant to, the existing repurchase program, and any applicable excise tax. The effective date of the amended authorization was August 6, 2025, and the amended authorization expires on December 31, 2027. The share repurchase program is intended to offset the impact of dilution from the issuance of new shares as part of employee compensation programs. Any share repurchases under this stock repurchase program may be made through open market transactions, privately negotiated transactions or other means including in accordance with Rule 10b-18 and/or Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The timing and total amount of repurchases is subject to business and market conditions and the Company’s discretion.

During the three and nine months ended September 30, 2025, the Company repurchased 6,619,743 and 13,312,218 shares of its common stock for $44,573 and $94,254 at a weighted average cost of $6.73 and $7.08 per share, respectively. During the three and nine months ended September 30, 2024, the Company repurchased 3,748,301 and 22,993,198 shares of its common stock for approximately $21,351 and $119,107 at a weighted average cost of $5.67 and $5.16 per share, respectively. As of September 30, 2025, a total of $272,951 remained available for future repurchases of the Company’s common stock under the program.

NOTE 13 – WARRANTS AND SHAREHOLDERS’ EQUITY (continued):

Warrants

The Company had publicly traded warrants that were assumed upon the closing of the business combination with FTAC Olympus Acquisition Corp. in June 2021, and were exercisable for shares of the Company’s common stock. Warrants were only exercisable for a whole number of shares at an exercise price of $11.50 and would expire on June 25, 2026, or earlier, if redeemed. In September 2024, the Company completed a tender offer (the “Offer”) to repurchase all outstanding Warrants, at $0.78 per Warrant. Concurrently with the Offer, the Company solicited consents (the “Consent Solicitation”) from holders of its outstanding Warrants to amend the agreement governing the Warrants (the “Warrant Agreement”) to permit the Company to redeem all Warrants that remained outstanding after the completion of the Offer for $0.70 per Warrant in cash, without interest.

During 2024, 24,030,937 Warrants were validly tendered and were repurchased for $0.78 per Warrant, or $18,744 in total, with a $13,217 loss recognized upon repurchase, which was the result of the premium paid above the valuation of the Warrants as of the latest revaluation date of June 30, 2024. All remaining untendered and outstanding Warrants were redeemed for $0.70 per Warrant, or $789 in total, with a $530 loss recognized upon repurchase, which was the result of the premium paid above the valuation of the Warrants as of the latest revaluation date of June 30, 2024.

The Warrants were accounted for as liabilities in accordance with ASC 815-40, Derivatives and Hedging, and were presented within warrant liabilities on the condensed consolidated balance sheets. The warrant liabilities were measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the condensed consolidated statements of comprehensive income. The following table presents the changes in the fair value of warrant liabilities (Level 1) during the nine months ended September 30, 2024:

	Warrant
	Liability
Fair value as of December 31, 2023	$	8,555
Change in fair value		(2,767)
Fair value as of September 30, 2024	$	5,788

In September 2015, the Company issued equity classified private warrants to a non employee, in association with a commercial services agreement. The warrants entitled the holder to purchase shares of Common Stock at an exercise price of $1.79 per share, after specified adjustments, and were scheduled to expire 10 years from the issuance and to be commensurately automatically exercised if not exercised prior.

Pursuant to the warrant agreement, and in connection with the business combination with FTAC Olympus Acquisition Corp. in 2021, the warrant holder was eligible to receive consideration payable in cash and Common Stock upon exercise. The warrants were automatically exercised in September 2025, resulting in the Company paying $1,332 in cash and net issuing 676,934 shares of Common Stock. Prior to the exercise, 1,792,994 warrants were outstanding, out of which 1,080,707 were vested. The Company did not recognize additional expenses related to these warrants for the nine months ended September 30, 2025 or 2024, respectively.

NOTE 13 – WARRANTS AND SHAREHOLDERS’ EQUITY (continued):

Accumulated Other Comprehensive Income (Loss)

The changes in the balances of each component of accumulated other comprehensive income (loss), net of tax, for the three and nine months ended September 30, 2025 and 2024 were as follows:

	Three Months Ended September 30, 2025
	Foreign currency translation adjustments		Unrealized gains on available-for-sale debt securities		Unrealized losses on cash flow hedges		Total
Beginning balance	$	(345)		7,308		(2,315)	$	4,648
Other comprehensive income (loss) before reclassifications		(444)		692		(4,148)		(3,900)
Amount of loss reclassified from AOCI		—		—		(2,014)		(2,014)
Net current period other comprehensive income (loss)		(444)		692		(6,162)		(5,914)
Ending balance	$	(789)	$	8,000	$	(8,477)	$	(1,266)

	Nine months ended September 30, 2025
	Foreign currency translation adjustments		Unrealized gains (losses) on available-for-sale debt securities		Unrealized gains (losses) on cash flow hedges		Total
Beginning balance	$	(242)		(322)		(12,045)	$	(12,609)
Other comprehensive income (loss) before reclassifications		(547)		8,322		7,253		15,028
Amount of loss reclassified from AOCI		—		—		(3,685)		(3,685)
Net current period other comprehensive income (loss)		(547)		8,322		3,568		11,343
Ending balance	$	(789)	$	8,000	$	(8,477)	$	(1,266)

	Three Months Ended September 30, 2024
	Foreign currency translation adjustments		Unrealized gains on available-for-sale debt securities		Unrealized gains (losses) on cash flow hedges		Total
Beginning balance	$	(176)	$	871	$	(545)	$	150
Other comprehensive income before reclassifications		—		9,440		793		10,233
Amount of loss reclassified from AOCI		—		—		164		164
Net current period other comprehensive income		—		9,440		957		10,397
Ending balance	$	(176)	$	10,311	$	412	$	10,547

	Nine Months Ended September 30, 2024
	Foreign currency translation adjustments		Unrealized gains on available-for-sale debt securities		Unrealized gains on cash flow hedges		Total
Beginning balance	$	(176)	$	—	$	—	$	(176)
Other comprehensive income (loss) before reclassifications		—		10,311		20		10,331
Amount of loss reclassified from AOCI		—		—		392		392
Net current period other comprehensive income		—		10,311		412		10,723
Ending balance	$	(176)	$	10,311	$	412	$	10,547