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Stockholders' Equity
 12 Months Ended
Dec. 31, 2025
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Stockholders' Equity
Capitalization
The following table presents the Company’s authorized, issued, and outstanding common stock as of the dates indicated:
AuthorizedIssuedOutstanding
Common stock as of December 31, 2025
Class A10,500,000,00049,694,61046,791,082
Class B4,500,000,0008,985,8398,416,216
Class C800,000,0003,000,0003,000,000
15,800,000,00061,680,44958,207,298
Common stock as of December 31, 2024
Class A10,500,000,00045,575,42342,696,585
Class B4,500,000,0009,239,6828,669,200
Class C800,000,0003,000,0003,000,000
15,800,000,00057,815,10554,365,785
At-The-Market Program
On August 7, 2025, the Company filed a universal shelf registration statement on Form S-3, which was declared effective by the SEC on August 14, 2024, on which the Company registered for sale up to $500.0 million of any combination of the Company's Class A common stock, preferred stock, warrants, and/or units from time to time and at prices and on terms that the Company may determine. On September 4, 2025, the Company entered into a Sales Agreement (the “Sales Agreement”) with Allen & Company LLC, who is acting as the sales agent (the “Agent”), pursuant to which the Company may sell shares of its Class A common stock from time to time at prices and on terms determined by market conditions at the time of offering, up to an aggregate offering price of $100.0 million through or directly to the Agent in one or more at-the-market (“ATM”) offerings. Since inception of the Sales Agreement through December 31, 2025, the Company has issued 1.9 million shares of Class A common stock under the Sales Agreement for net proceeds of $18.1 million.
Preferred Stock
The Company is authorized to issue 200 million shares of preferred stock with a par value $0.0001 per share. The Company’s board of directors are authorized, without stockholder approval, to issue such shares of preferred stock in one or more series, to establish from time to time the number of shares to be included in each such series, and to fix the designations, powers, voting, and other rights, preferences and privileges of the shares. There were no issued and outstanding shares of preferred stock as of December 31, 2025.
Common Stock
The Company is authorized to issue 15,800 million shares of common stock, including 10,500 million shares of Class A common stock, par value $0.0001 per share, 4,500 million shares of Class B common stock, par value $0.0001 per share, and 800 million shares of Class C common stock, par value $0.0001 per share.
Voting
Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. Holders of Class C common stock are not entitled to vote except as otherwise expressly provided in the certificate of incorporation or required by applicable law.
Dividends
Common stockholders are entitled to receive dividends, as may be declared by the board of directors. Different classes of common stock are legally entitled to equal per share distributions whether through dividends or liquidation. No dividends have been declared to date.
Conversion
Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. Generally, shares of Class B common stock will convert automatically into Class A common stock upon the holder ceasing to be an Eligible Holder (i.e., director, employee, trust or legal entity of Ginkgo), unless otherwise determined by affirmative vote of a majority of independent directors of Ginkgo.
Common Stock Reserved for Future Issuances
The Company had the following common stock reserved for future issuance as of the date indicated:
December 31, 2025
Shares available for grant under the 2021 Plan3,336,606
Restricted stock units outstanding1,262,853
Performance stock units outstanding4,407,287
Warrants to purchase Class A common stock1,295,622
Shares available for grant under the ESPP2,500,000
Shares available for grant under the 2022 Inducement Plan292,172
Stock options issued and outstanding366,567
Total common stock reserved for future issuances (1)
13,461,107
(1)Excludes unvested earnout shares, which are restricted shares issued to equity holders of legacy Ginkgo prior to the closing of the SRNG Business Combination and to SRNG. These earnout shares are recorded in equity as shares outstanding upon satisfying the vesting conditions.