Annual report [Section 13 and 15(d), not S-K Item 405]

Fair Value Measurements and Hierarchy (Tables)

v3.26.1
Fair Value Measurements and Hierarchy (Tables)
12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
Schedule of Fair Value Hierarchy for Financial Liabilities
Information about the Company’s financial liabilities measured at fair value on a recurring basis is presented below:
Level 1 Level 2 Level 3 Total
(in thousands)
Warrant liability as of December 31, 2025 $ 106  $ —  $ 2,356  $ 2,462 
Warrant liability as of December 31, 2024 $ 127  $ —  $ 10,185  $ 10,312 
Schedule of Fair Value Measurement Inputs and Valuation Techniques
The key Level 3 weighted average inputs into the option pricing model related to the private placement warrants to purchase Class A common stock were as follows:
December 31,
2025 2024
Volatility 102.1  % 91.7  %
Risk-free interest rate 3.7  % 4.4  %
Exercise price $ 25.74  $ 25.00 
Expected term 5.3 years 6.2 years

The exercise price for the years ended December 31, 2025 and 2024 presented in the table above have been retroactively adjusted to reflect the 1-for-50 reverse stock split effected on April 11, 2025. See Note 3 “Significant Accounting Policies” for further information.
The key Level 3 inputs into the option pricing model related to the May 2024 Warrants at inception, as adjusted for the reverse stock split, were as follows:
Volatility 95.0  %
Risk-free interest rate 4.5  %
Exercise price $ 25.10 
Expected term 7.0 years
The key Level 3 inputs into the option pricing model related to the VGS 3 Warrants were as follows:
Volatility 91.6  %
Risk-free interest rate 4.2  %
Exercise price $ 10.69 
Expected term 6.8 years
The key Level 3 inputs into the option pricing model related to the VGS 4 Warrants were as follows:
Volatility 91.0  %
Risk-free interest rate 4.41  %
Exercise price $ 10.34 
Expected term 7.0 Years
The key Level 3 inputs into the option pricing model related to the VGS 5 Warrants were as follows:
Volatility 92.0  %
Risk-free interest rate 4.16  %
Exercise price $ 7.39 
Expected term 7.0 Years
The key Level 3 inputs into the option pricing model related to the VGS 5 Tranche 3a Warrants were as follows:
Volatility 92.0  %
Risk-free interest rate 3.91  %
Exercise price $ 8.88 
Expected term 7.0 Years
Schedule of Changes in the Fair Value
The following table sets forth a summary of changes in the fair value of the Company’s private placement warrants to purchase Class A common stock, which are considered to be Level 3 fair value measurements:
December 31,
2025 2024
(in thousands)
Beginning balance $ 10,185  $ 29 
Issuance of common warrants —  31,341 
Mark-to-market adjustment of stock warrants (7,829) (21,185)
Ending balance $ 2,356  $ 10,185