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Common Stock and Stockholders' Equity | 12 Months Ended
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Dec. 31, 2025
Share-Based Payment Arrangement [Abstract] |
Common Stock and Stockholders' Equity | Common Stock and Stockholders’ Equity Stock Plans The Company’s 2023 Incentive Award Plan and 2023 Employment Inducement Incentive Award Plan (collectively, the “2023 Plans”) provide for the issuance of incentive and non-statutory options and other equity-based awards to its employees and non-employee service providers. Previously, the Company’s 2015 Incentive Award Plan, 2017 Employment Inducement Incentive Award Plan and Livongo Acquisition Incentive Award Plan (together with the 2023 Plans, collectively, the “Plans”) also provided for the issuance of such awards. Under the 2023 Plans, there were 22,380,000 shares approved for issuance, of which 17,608,785 shares remain available for grant at December 31, 2025. All stock-based awards to employees are measured based on the grant-date fair value and are generally recognized on a straight-line basis in the Company’s consolidated statement of operations over the period during which the employee is required to perform services in exchange for the award (generally a four-year vesting period for each stock option and a three-year vesting period for each RSU). Stock Options Options issued under the Plans are exercisable for periods not to exceed 10 years, and vest and contain such other terms and conditions as specified in the applicable award document. Options to buy common stock are issued under the Plans, with exercise prices equal to the closing price of shares of the Company’s common stock on the New York Stock Exchange on the date of award. Stock option activity under the Plans was as follows (in thousands, except share, per share amounts, and years):
| Number of Shares Outstanding |  | Weighted- Average Exercise Price |  | Weighted- Average Remaining Contractual Life in Years |  | Aggregate Intrinsic Value
Balance at December 31, 2024 | 2,402,529 |  | $ | 28.56 |  |  | 3.90 |  | $ | 346 |
Stock option grants | — |  | $ | — |  |  | N/A |  |
Stock options exercised | (11,575) |  | $ | 7.31 |  |  | N/A |  | $ | 24 |
Stock options forfeited | (803,881) |  | $ | 30.34 |  |  | N/A |  |
Balance at December 31, 2025 | 1,587,073 |  | $ | 27.82 |  |  | 3.40 |  | $ | 160 |
Vested or expected to vest at December 31, 2025 | 1,587,073 |  | $ | 27.82 |  |  | 3.40 |  | $ | 160 |
Exercisable at December 31, 2025 | 1,472,501 |  | $ | 28.35 |  |  | 3.07 |  | $ | 160 |
No options were granted during the year ended December 31, 2025. The total grant-date fair value of stock options granted during the years ended December 31, 2024 and 2023 was $0.4 million and $3.2 million, respectively. The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model. The assumptions used are determined as follows: Volatility. The expected volatility was derived from the historical price volatility of the Company’s stock over a period equivalent to the expected term of the stock option grants. Expected Term. The expected term represents the period that the stock-based awards are expected to be outstanding. When establishing the expected term assumption, the Company utilizes historical data. Risk-Free Interest Rate. The risk-free interest rate is based on U.S. Treasury zero-coupon issues with terms similar to the expected term on the options. Dividend Yield. The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and therefore, it used an expected dividend yield of zero. The fair value of each option grant was estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions and fair value per share:
| Year Ended December 31,
| 2025 |  | 2024 |  | 2023
Volatility | N/A |  | 67.86% - 67.94% |  | 65.60% - 68.20%
Expected term (in years) | N/A |  | 4.3 |  | 4.3
Risk-free interest rate | N/A |  | 3.85% - 3.90% |  | 3.68%-4.67%
Dividend yield | N/A |  | 0% |  | 0%
Weighted-average fair value of underlying stock options | N/A |  | $11.55 |  | $11.45
Restricted Stock Units The fair value of RSUs is determined on the date of grant. The Company records compensation expense in the Consolidated Statement of Operations on a straight-line basis over the vesting period for RSUs. The vesting period for employees and members of the board of directors ranges from one to three years. RSU activity under the Plans was as follows:
| RSUs |  | Weighted-Average Grant Date Fair Value Per RSU
Balance at December 31, 2024 | 7,298,676 |  | $ | 19.72 |
Granted | 6,571,414 |  | $ | 9.23 |
Vested and issued | (4,307,312) |  | $ | 21.42 |
Forfeited | (1,771,863) |  | $ | 13.91 |
Balance at December 31, 2025 | 7,790,915 |  | $ | 11.20 |
Vested and unissued at December 31, 2025 | 142,488 |  | $ | 25.14 |
Non-vested at December 31, 2025 | 7,648,427 |  | $ | 10.90 |
The total grant-date fair value of RSUs granted during the years ended December 31, 2025, 2024, and 2023 was $60.7 million, $79.7 million and $196.4 million, respectively. The total intrinsic value of RSUs that vested during the years ended December 31, 2025, 2024 and 2023 was $35.7 million, $69.1 million and $74.1 million, respectively. Performance Stock Units Stock-based compensation costs associated with PSUs are initially determined using the fair market value of the Company's common stock on the date the awards are granted (service inception date). The vesting of these PSUs is subject to certain performance conditions and a service requirement generally ranging from one to three years. Stock-based compensation costs associated with these PSUs are reassessed each reporting period based upon the estimated performance attainment on the reporting date until the performance conditions are met. The ultimate number of PSUs that vest is the result of the actual performance of the Company at the end of the performance period compared to the performance targets and generally range from 0% to 200% of the initial grant. Stock compensation expense for PSUs is recognized on an accelerated tranche by tranche basis for performance-based awards. PSU activity under the Plans was as follows:
| Shares |  | Weighted-Average Grant Date Fair Value Per PSU
Balance at December 31, 2024 | 2,084,339 |  | $ | 19.05 |
Granted | 2,467,559 |  | $ | 9.93 |
Vested and issued | (53,974) |  | $ | 26.73 |
Forfeited | (599,422) |  | $ | 12.34 |
Performance adjustment (1) | (797,040) |  |
Balance at December 31, 2025 (2) | 3,101,462 |  | $ | 10.80 |
Vested and unissued at December 31, 2025 | — |  | $ | — |
Non-vested at December 31, 2025 | 3,101,462 |  | $ | 10.80 |
(1)Based on the Company's 2024 results, no PSUs were earned. (2)The number of units outstanding reflects shares at target payout. The total grant-date fair value of PSUs granted during the years ended December 31, 2025, 2024, and 2023 was $24.5 million, $28.5 million, and $34.9 million, respectively. The total intrinsic value of PSUs that vested during the years ended December 31, 2025, 2024 and 2023 was $0.4 million, $3.8 million and $3.0 million, respectively. Employee Stock Purchase Plan In July 2015, the Company adopted the 2015 ESPP in connection with its initial public offering. A total of 4,113,343 shares of common stock have been reserved for issuance under this plan as of December 31, 2025. The Company’s ESPP permits eligible employees to purchase common stock at a discount through payroll deductions during defined offering periods. Under the ESPP, the Company may specify offerings with durations of not more than 27 months and may specify shorter purchase periods within each offering. Each offering will have one or more purchase dates on which shares of its common stock will be purchased for employees participating in the offering. An offering may be terminated under certain circumstances. The price at which the stock is purchased is equal to the lower of 85% of the fair market value of the common stock at the beginning of an offering period or on the date of purchase. During 2025, 2024, and 2023 the Company issued 537,709 shares, 591,690 shares, and 592,308 shares, respectively, under the ESPP. As of December 31, 2025, 1,671,382 shares remained available for issuance. The following table reflects stock-based compensation expense by award type for the indicated periods (in thousands):
| Year Ended December 31,
| 2025 |  | 2024 |  | 2023
Options | $ | 2,320 |  |  | $ | 6,929 |  |  | $ | 9,366 |
RSUs | 73,297 |  |  | 134,678 |  |  | 181,023 |
PSUs | 3,516 |  |  | 2,181 |  |  | 7,128 |
Employee stock purchase plan | 1,281 |  |  | 2,163 |  |  | 4,033 |
Total stock-based compensation expense | $ | 80,414 |  |  | $ | 145,951 |  |  | $ | 201,550 |
Total compensation costs for stock-based awards were recorded as follows (in thousands):
| Year Ended December 31,
| 2025 |  | 2024 |  | 2023
Cost of revenue (exclusive of depreciation and amortization, which are shown separately) | $ | 2,082 |  |  | $ | 4,782 |  |  | $ | 5,478 |
Advertising and marketing | 4,894 |  |  | 12,575 |  |  | 15,300 |
Sales | 13,817 |  |  | 24,807 |  |  | 35,448 |
Technology and development | 17,477 |  |  | 34,855 |  |  | 58,336 |
General and administrative | 42,144 |  |  | 68,932 |  |  | 86,988 |
Total stock-based compensation expense | 80,414 |  |  | 145,951 |  |  | 201,550 |
Capitalized stock-based compensation | 7,549 |  |  | 12,723 |  |  | 19,439 |
Total stock-based compensation | $ | 87,963 |  |  | $ | 158,674 |  |  | $ | 220,989 |
As of December 31, 2025, the Company had unrecognized compensation cost related to outstanding stock-based award as follows (dollars in thousands):
Award Type | Unearned Compensation |  | Weighted Average Remaining Life (Years)
Options | $ | 1,263 |  |  | 1.7
RSUs | $ | 63,521 |  |  | 1.7
PSUs | $ | 7,434 |  |  | 2.0

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- Definition The entire disclosure for shareholders' equity and share-based payment arrangement. Includes, but is not limited to, disclosure of policy and terms of share-based payment arrangement, deferred compensation arrangement, and employee stock purchase plan (ESPP). + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/718/tableOfContent Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 505 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/505/tableOfContent + Details
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