Share-Based Compensation

6 Months Ended

Jun. 30, 2025

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

(16) Share-Based Compensation

BitAccess:

BitAccess maintained a stock option plan for its employees under the Amended and Restated Stock Option Plan, (the “BitAccess Plan”). Pursuant to BitAccess Plan agreement, awards of stock options and restricted stock units (“BitAccess RSUs”) were permitted to be made to employees and shareholders of BitAccess. As of June 30, 2025, all awards under the BitAccess Plan had been issued.

The options under the BitAccess Plan generally vest over a two-year period following the one-year anniversary of the date of grant and expire not more than 10 years from the date of grant.

Options

A summary of the BitAccess Plan’s stock option activity and related information is as follows:

	Amount or number of options		Weighted-average exercise price		Weighted-average remaining contractual term		Weighted-average grant-date fair value
Outstanding at January 1, 2025		43,780	$	2.86		7.60	$	3.09
Granted		—	$	—		—	$	—
Exercised		—	$	—		—	$	—
Outstanding at June 30, 2025		43,780	$	2.86		7.10	$	3.09
Vested and exercisable at June 30, 2025		27,667	$	2.86		7.02	$	3.04

	Amount or number of options		Weighted-average exercise price		Weighted-average remaining contractual term		Weighted-average grant-date fair value
Outstanding at January 1, 2024		43,780	$	2.86		8.60	$	1.21
Granted		—	$	—		—	$	—
Exercised		—	$	—		—	$	—
Outstanding at June 30, 2024		43,780	$	2.86		8.35	$	3.09
Vested and exercisable at March 31, 2024		15,235	$	—		—	$	0.80

2023 Omnibus Incentive Plan

Pursuant to the Incentive Plan the Board is authorized to grant awards of Class A common Stock, incentive stock options, non statutory stock options, RSUs and restricted stock in an aggregate amount up to 6,029,445 shares of Class A common stock to eligible recipients, as defined in the Incentive Plan. The Company recognized $0.7 million and $1.1 million of share-based compensation expense during the three and six months ended June 30, 2025. respectively. The Company recognized $1.7 million and $2.6 million of

share-based compensation expense during the three and six months ended June 30, 2024, respectively. Share-based compensation expense is included within selling and administrative expenses in the Consolidated Statements of Income.

PSUs

During the six months ended June 30, 2025, the Company's Compensation Committee determined that the performance targets were not met and no performance-based RSUs ("PSUs") were granted. No awards were required for approval during the six months ended June 30, 2025. The Company had no unrecognized compensation expense associated with PSUs as of June 30, 2025.

Time-based RSUs

During the three and six months ended June 30, 2025, the Company granted 1,677,114 and 1,685,053 time-based RSUs, respectively. During the three and six months ended June 30, 2024, the Company granted 1,032,447 and 1,037,286 time-based RSUs, respectively. These RSUs vest one-third on the first anniversary of the grant date and in equal quarterly installments over the next two years.

For these time-based RSUs, the Company recognized stock-based compensation in the Consolidated Statement of Stockholders' (Deficit) Equity as Additional Paid-In Capital and stock-based compensation expense on the Consolidated Statements of Income during the three and six months ended June 30, 2025 of $0.6 million and $1.0 million, respectively, and $0.6 million and $1.5 million during the three and six months ended June 30, 2024, respectively. The Company had unrecognized compensation expense associated with time-based RSUs of $3.7 million and $2.4 million as of June 30, 2025 and December 31, 2024, respectively. RSU and PSU award activity for the three and six months ended June 30, 2025 and 2024 is as follows:

	Amount of RSUs			RSU Weighted-average grant date fair value
Outstanding at January 1, 2025		1,624,687		$	2.40
Granted		1,685,053		$	1.50
Vested		(447,636	)	$	2.44
Forfeited		(209,652	)	$	1.97
Outstanding at June 30, 2025		2,652,452		$	1.86

	Amount of RSUs			RSU Weighted-average grant date fair value
Outstanding at January 1, 2024		1,352,085		$	3.59
Granted		1,037,286		$	1.90
Vested		(206,072	)	$	3.58
Forfeited		(55,481	)	$	2.95
Outstanding at June 30, 2024		2,127,818		$	2.78