10-K – 2026-02-20 – alab-20251231.htm

__________________
(1) State taxes in California comprise the majority of the state and local income taxes, net of federal effect category.

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The income taxes paid, net of refunds as follows:

Years Ended December 31,
2025 2024 2023

U.S. federal $ 500   $ 6,583   $ 2,450  
U.S. state and local

Oregon * 598   *

Other 30   234   27  
530   7,415   2,477  
Foreign

India 626   * *
Israel 262   * *
China 159   * *
Taiwan 88   * *

Other *
( 26 ) 378   *
1,109   378   *
Total $ 1,639   $ 7,793   $ 2,477  

* The amount of income taxes paid during the year does not meet the 5% disaggregation threshold and therefore included in “Other” category.
Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The tax effects of the temporary differences and carryforwards that give rise to deferred tax assets and liabilities consist of the following (in thousands):

As of December 31,
2025 2024
Deferred tax assets
Net operating losses $ 59,316   $ 1,115  
General business credits 120,753   48,512  
Intangibles
71,301   98,754  
Stock-based compensation 14,855   14,874  
Lease Liabilities 5,988   167  
Other 4,359   6,873  
Total deferred tax assets before valuation allowance 276,572   170,295  
Deferred tax liabilities
ROU assets ( 5,991 ) ( 179 )
Fixed assets ( 2,349 ) ( 1,206 )
Stock-based compensation – Section 83(b) elections ( 23 ) ( 502 )
Others ( 1,316 ) ( 115 )
Total deferred tax liabilities ( 9,679 ) ( 2,002 )
Less: valuation allowance ( 270,299 ) ( 168,293 )
Net deferred tax assets after valuation allowance $ ( 3,406 ) $ —  

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In determining the need for a valuation allowance, the Company reviewed both positive and negative evidence pursuant to the requirements of ASC 740, Income Taxes, including current and historical results of operations, future income projections, and potential tax planning strategies. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the 3-year period ended December 31, 2025 . Such objective evidence limits the ability to consider other subjective evidence such as its projections for future growth. On the basis of this evaluation, as of December 31, 2025 , a valuation allowance of $ 270.3 million has been recorded, which reflects an increase in the valuation allowance of $ 102.0 million for the year ended December 31, 2025 . As of December 31, 2024 , a valuation allowance of $ 168.3 million has been recorded, which reflects an increase in the valuation allowance of $ 129.0 million for the year ended December 31, 2024. The determination of the realizability of deferred tax assets requires significant judgment in assessing if there is sufficient positive evidence to support a conclusion that it is more likely than not the deferred tax assets will be realized. If we continue to achieve positive operating results, we may release the valuation allowance associated with our U.S. deferred tax assets in future periods. A release of all, or a portion, of the valuation allowance would result in the recognition of certain deferred tax assets and may result in a material decrease to income tax expense for the period the release is recorded. 
As of December 31, 2025 and 2024, the Company had gross federal net operating loss carryforwards of approximately $ 269.6 million and $ 1.8 million, respectively, which can be carried forward indefinitely, and state net operating loss carryforwards of $ 19.1 million and $ 10.4 million, respectively, which begin to expire in 2039. In addition, as of December 31, 2025 and 2024 the Company had federal research credit carryforwards of approximately $ 109.3 million and $ 43.6 million , respectively, which begin to expire in 2039, California research credit carryforwards of $ 68.1 million and $ 33.2 million , respectively, which can be carried forward indefinitely, and Canadian research credit carryforwards of $ 2.7 million and $ 2.0 million , respectively, which begin to expire in 2042. Net operating losses and tax credit carryforwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50%, as defined under Sections 382 and 383 of the Internal Revenue Code, respectively, as well as similar state provisions. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. The Company has performed a preliminary Section 382 analysis through December 31, 2022 and based on this analysis, approximately $ 0.2 million of its federal R&D credits will expire unutilized and has therefore removed them from the deferred tax asset and related carryforward disclosures as of December 31, 2022 . No further Section 382 analysis was performed for 2024 and 2025 as the Company does not expect any limitation relating to ownership change due to the increased valuation of the Company.
The Company evaluated the provisions of ASC 740 related to the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. ASC 740 prescribes a comprehensive model for how a company should recognize, present, and disclose uncertain positions that the Company has taken or expects to take in its tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the net benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized tax benefits.” A liability is recognized (or amount of the tax attribute carry forward reduced) for unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740.
The Company had approximately $ 45.9 million and $ 23.1 million unrecognized tax benefits as of December 31, 2025 and 2024, respectively . The unrecognized tax benefits, if recognized, would not have an impact on the Company’s effective tax rate due to the valuation allowance position.
A reconciliation of the beginning and ending amount of the Company’s unrecognized tax benefits is as follows (in thousands):

Years Ended December 31,
2025 2024 2023
Balance, beginning of period $ 23,070   $ 3,993   $ 3,162  
Decreases related to prior year tax positions ( 1,104 ) —   ( 1,024 )
Increases related to current year tax positions 23,921   18,608   1,855  
Increases related to prior year tax positions —   469   —  
Balance, end of period $ 45,887   $ 23,070   $ 3,993  

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It is the Company’s policy to include penalties and interest expense related to income taxes as a component of income tax provision. The Company determined that no interest and penalties related to unrecognized tax benefits was required as of December 31, 2025 and 2024, respectively .
The Company is not currently under examination by the United States Internal Revenue Service or any other state, city, local or foreign jurisdiction. The Company’s tax years from inception are subject to examination by the Internal Revenue Service and state taxing authorities.
Deferred income taxes have not been provided for undistributed earnings of the Company’s consolidated foreign subsidiaries because of the Company’s intent to reinvest such earnings indefinitely in active foreign operations. The Company believes that future domestic cash generation will be sufficient to meet future domestic cash needs. The Company has not recorded a deferred tax liability on the undistributed earnings of non-U.S. subsidiaries.
On July 4, 2025, the One Big Beautiful Bill Act was signed into law. The legislation includes a broad range of tax reform provisions affecting businesses including, but not limited to, the reinstatement of 100% bonus depreciation, immediate expensing of domestic R&D costs, and revisions to the U.S. taxation of profits derived from international operations. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company has assessed the effects of the new tax legislation, including immediate expensing of domestic research and development expenditures for the calendar year, and the results have been reflected in the Form 10-K for the year ended December 31, 2025.

14.     Subsequent Events
The Company has evaluated subsequent events from December 31, 2025, the date of the consolidated financial statements, through February 20, 2026, the dat e the consolidated financial statements were issued.
On February 5, 2026, the Company entered into a Warrant Agreement with Amazon.com NV Investment Holdings LLC, to acquire up to an aggregate of 3,262,299 shares of common stock at an exercise price of $ 142.82 per share (the “2026 Warrant”). See Note 10 - Common Stock Warrants.
In February 2026, the Company entered into an agreement with a privately held company to acquire certain tangible assets, including laboratory equipment as well as a non‑exclusive IP license to all of the acquiree’s intellectual property existing prior to the closing date. The transaction closed in February 2026. The aggregate purchase price is approximately $ 70  million. In connection with the transaction, certain employees of the acquiree were hired by the Company, which the Company granted RSU awards subsequent to their employment start dates after the close of the transaction. The Company is in the process of evaluating the accounting of this transaction and related impacts on its financial statements.

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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures
None.

Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Our disclosure controls and procedures are designed to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2025, our disclosure controls and procedures were effective at a reasonable assurance level.

Management’s Annual Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act). Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework set forth in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation, our management concluded that our internal control over financial reporting was effective as of December 31, 2025.

The effectiveness of our internal control over financial reporting as of December 31, 2025 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in its report, which is included herein.

Remediation of Previously Reported Material Weaknesses in Internal Control Over Financial Reporting

We previously reported two material weaknesses in our internal control over financial reporting as of December 31, 2024 relating to the following:

• We did not adequately design and maintain an effective risk assessment process at a sufficient precision level to identify risks of material misstatement in our consolidated financial statements. Specifically, the implementation of controls was not sufficient to respond to risks of a material misstatement to financial reporting, including a lack of effectively designed controls over segregation of duties, particularly over the preparation and review of journal entries and account reconciliations.

• We did not design and maintain effective information technology (“IT”) general controls for information systems that are relevant to the preparation of our financial statements. Specifically, we did not design and maintain: (i) program change management controls to ensure that program and data changes are identified, tested, authorized, and implemented appropriately; (ii) user access controls to ensure appropriate segregation of duties and to adequately restrict user and privileged access to appropriate personnel; (iii) computer operations controls to ensure that processing and transfer of data, and data backups and recovery are monitored; and (iv) program development controls to ensure that new software development is tested, authorized, and implemented appropriately.

We began remediation measures in 2024 and continued to develop and implement additional measures throughout 2025. We have remediated the material weaknesses through the following actions:
• engaging with external consultants with extensive Sarbanes-Oxley Act experience;
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• establishing a qualitative and quantitative risk assessment process;
• designing, implementing, and operating controls related to the formalization of our accounting policies and procedures and financial reporting;
• hiring additional staff and implementing accounting processes to enhance the segregation of duties of accounting and IT processes responsibilities;
• designing, implementing, and operating controls over user access, change management, computer operations, and program development, and of controls over the review of Service Organization Control reports for in-scope SOX applications upon which we rely for internal control over financial reporting;
• designing, implementing, and operating controls related to significant accounts and disclosures to achieve complete, accurate and timely financial accounting, reporting and disclosures, including controls over account reconciliations, segregation of duties and the preparation and review of journal entries;
• formalizing the assessment of the relevant information and data used in key controls, including a plan to design and implement controls to incorporate the review of the accuracy and completeness of such items; and,
• forming a Disclosure Committee, which has oversight responsibility for the accuracy and timeliness of quarterly disclosures made by us through controls and procedures and the monitoring of their integrity and effectiveness.
We completed the design, testing and evaluation of the internal controls implemented and determined that as of December 31, 2025, the controls were designed, implemented, and were operating effectively for a sufficient period for management to conclude that the material weaknesses have been remediated.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

A control system, no matter how well designed and operated, can provide only reasonable, not absolute assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls.

Item 9B. Other Information
Insider Adoption or Termination of Trading Arrangements

Our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated , or modified the amount, pricing or provisions in a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading agreement” (each as defined in Item 408 of Regulation S-K) during the quarterly period covered by this report as described in the table below:
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Name Title Action Date Adopted Character of Trading Arrangement (1)
Aggregate Number of Shares of Common Stock to be Purchased or Sold Pursuant to a Trading Arrangement Expiration Date (2)

Stefan Dyckerhoff (3)
Director
Adoption
12/1/2025 Rule 10b5-1 Trading Arrangement 150,000 2/26/2027
Jitendra Mohan (4)
CEO, Director
Adoption 12/1/2025 Rule 10b5-1 Trading Arrangement 900,000 (5)
3/16/2027
Sanjay Gajendra (6)
President, COO, Director
Adoption 12/2/2025 Rule 10b5-1 Trading Arrangement 960,000 (5)
12/31/2026
Jack Lazar
Director
Adoption 12/2/2025 Rule 10b5-1 Trading Arrangement 20,000
3/3/2027

(1) Except as indicated by footnote, each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” is intended to satisfy the affirmative defense of Rule 10b5-1(c) of the Exchange Act, as amended (the Rule).

(2) Except as indicated by footnote, each trading arrangement permitted or permits transactions through and including the earlier to occur of (a) the completion of sales or (b) the date listed in the table. Each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule and is scheduled to terminate on the earlier of the expiration date or when all shares are sold under such plan, subject to early termination for certain specified events set forth therein.

(3) The shares covered by this trading arrangement include certain shares that are held by trusts, limited partnerships and individual retirement accounts and may be deemed to be indirectly beneficially owned by Stefan Dyckerhoff.

(4) The shares covered by this trading arrangement include certain shares that are held by trusts and may be deemed to be indirectly beneficially owned by Jitendra Mohan.

(5) The shares subject to this trading arrangement also include certain shares subject to time-based RSUs that will be sold to satisfy applicable tax withholding and remittance obligations upon vesting of the RSUs during the applicable period. The total number of such shares that may be sold pursuant to such arrangement is not currently determinable, as the number of shares required to be sold will vary based on, among other things, the market price of our common stock at the time of settlement, the applicable withholding taxes at the time of settlement, and the potential future grant of additional equity awards subject to this arrangement. This trading arrangement, which also applies to RSUs held by the individual, provides for the automatic sale of shares that would otherwise be issuable on each settlement date of a covered RSU in an amount sufficient to satisfy the applicable withholding obligation with the proceeds of the sale delivered to the Company in satisfaction of the applicable withholding obligation, in accordance with the Company’s mandatory sell to cover policy.

(6) The shares covered by this trading arrangement include certain shares that are held by trusts and may be deemed to be indirectly beneficially owned by Sanjay Gajendra.

Item 9C. Disclosure Regarding Foreign Jurisdiction that Prevent Inspections
Not applicable.
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Part III

Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item is incorporated herein by reference to our Proxy Statement relating to our 2026 annual meeting of stockholders, which will be filed within 120 days after the end of the fiscal year to which the Annual Report on Form 10-K relates (our “2026 Proxy Statement”).

Item 11. Executive Compensation
The information required by this item is incorporated herein by reference to our 2026 Proxy Statement.

Item 12. Security Ownership of Certain Beneficial Owner and Management and Related Stockholder Matters
The information required by this item is incorporated herein by reference to our 2026 Proxy Statement.

Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this item is incorporated herein by reference to our 2026 Proxy Statement.

Item 14. Principal Accountant Fees and Services
The information required by this item is incorporated herein by reference to our 2026 Proxy Statement.

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Part IV

Item 15. Exhibits, Financial Statement Schedules
(a) Financial Statements and Schedules
1. Consolidated Financial Statements:
The financial statements required by this item are listed under Part II, Item 8, “Financial Statements and Supplementary Data” in this Annual Report on Form 10-K.
2. Financial Statement Schedules:
All financial statement schedules have been omitted because they are not applicable or required, or the information required to be set forth therein is included in our consolidated financial statements or the notes thereto.
3.     Exhibits.
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
EXHIBIT INDEX

Incorporated by Reference

Exhibit Number Description Form File No. Exhibit No.
Filing Date Filed Herewith
3.1 Amended and Restated Certificate of Incorporation of Astera Labs, Inc.
8-K
001-1736297
3.1 3/28/2024

3.2 Second Amended and Restated Bylaws of Astera Labs, Inc
8-K
001-1736297
3.2 3/28/2024

4.1 Form of common stock certificate of the Registrant.
S-1/A
333-277205
4.1 3/8/2024

4.2 Amended and Restated Investors’ Rights Agreement by and among the Registrant and the investors thereto.
S-1
333-277205
4.2 2/21/2024

4.3 Description of Registrant’s Securities
10-K
001-41979 19.1 2/14/2025

10.1 Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.
S-1
333-277205
10.1 2/21/2024

10.2#
Amended and Restated 2018 Equity Incentive Plan, as amended, and forms of award agreements and sub-plans thereunder.
S-1/A
333-277205
10.2 3/1/2024

10.3#
2024 Stock Option and Incentive Plan, and forms of award agreements thereunder.
8-K
001-41979
10.2 5/7/2024

10.4#
2024 Employee Stock Purchase Plan.
8-K
001-41979
10.3 5/7/2024

10.5#
Change of Control Severance Policy.
S-1
333-277205
10.5 2/21/2024

10.6#
Senior Executive Cash Incentive Bonus Plan.
S-1
333-277205
10.7 2/21/2024

10.7#
Offer Letter by and between the Registrant and Jitendra Mohan, dated March 13, 2018.
S-1
333-277205
10.8 2/21/2024

10.8#
Offer Letter by and between the Registrant and Sanjay Gajendra, dated March 13, 2018.
S-1
333-277205
10.9 2/21/2024

10.9#
Executive Employment Agreement by and between the Registrant and Michael Tate, dated July 21, 2020.
S-1
333-277205
10.10 2/21/2024

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10.10#
Offer Letter by and between the Registrant and Philip Mazzara, dated February 7, 2022.
S-1
333-277205
10.11 2/21/2024

10.11 Warrant Agreement with Silicon Valley Bank, dated April 30, 2021.
S-1
333-277205
10.12 2/21/2024

10.12†
Warrant Agreement with Amazon.com NV Investment Holdings, LLC, dated October 14, 2022, as amended by Amendment No. 1 to Warrant Agreement, signed October 31, 2023.
S-1
333-277205
10.13 2/21/2024

10.13 Lease Agreement by and between the Registrant and Marriott Plaza Associates LP, dated February 21, 2020, as amended by the First Amendment to Lease Agreement, dated June 15, 2021, as further amended by the Second Amendment to Lease Agreement, dated March 20, 2022, the Third Amendment to Lease Agreement, dated January 30, 2023, the Fourth Amendment to Lease Agreement, dated December 16, 2023, and the Fifth Amendment to Lease Agreement, dated February 1, 2024.
S-1/A
333-277205
10.14 3/1/2024

10.14 Lease Agreement by and between the Registrant and SI 37, LLC, dated December 16, 2024
10-K
001-41979
10.15 2/14/2025

10.15 Amended and Restated Non-Employee Director Compensation Policy.
X

19.1 Insider Trading Policy
10-K
001-41979 19.1 2/14/2025

21.1 Subsidiaries of the Registrant
X

23.1 Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm.
X

24.1 Power of Attorney (incorporated by reference to the signature page of this Annual Report on Form 10-K)
X

31.1 Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X

31.2 Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
X

32.1*
Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X

32.2*
Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
X

97.1 Clawback Policy
X

101. INS
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
X

101. SCH
Inline XBRL Schema Document

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101. CAL
Inline XBRL Calculation Linkbase Document

101 DEF
Inline XBRL Definition Linkbase Document

101. LAB
Inline XBRL Labels Linkbase Document

101. PRE
Inline XBRL Presentation Linkbase Document

104 Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).

____________________
* The certifications attached as Exhibits 32.1 and 32.2 that accompany this Annual Report on Form 10-K are deemed “furnished” and not “filed” for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filings under the Securities Act or the Exchange Act, except to the extent specifically incorporated by reference into such filing.
# Indicates management contract or compensatory plan, contract or agreement.
† Certain confidential information contained in this exhibit has been omitted because it is both (i) not material and (ii) is the type that the Registrant treats as private or confidential.

Item 16. Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

ASTERA LABS, INC

Date: February 20, 2026
By:
/s/ Jitendra Mohan

Name:
Jitendra Mohan

Title:
Chief Executive Officer

Date: February 20, 2026
By:
/s/ Michael Tate

Name:
Michael Tate
Title:
Chief Financial Officer

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POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Jitendra Mohan and Michael Tate, and each of them individually, as his or her attorney-in-fact, each with the full power of substitution, for him or her in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his or her substitute or substitutes, may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Signature Title Date

/s/Jitendra Mohan
Co-Founder, Chief Executive Officer, and Director
(Principal Executive Officer)
February 20, 2026
Jitendra Mohan

/s/Michael Tate
Chief Financial Officer
(Principal Financial Officer)
February 20, 2026
Michael Tate

/s/ Germaine Cota
Vice President, Finance and Accounting
(Chief Accounting Officer)
February 20, 2026
 Germaine Cota

/s/Manuel Alba
Chair of the Board
February 20, 2026
Manuel Alba

/s/ Craig Barratt
Director February 20, 2026
Craig Barratt

/s/Stefan Dyckerhoff
Director February 20, 2026
Stefan Dyckerhoff

/s/Sanjay Gajendra
Co-Founder, President, Chief Operating Officer, and Director February 20, 2026
Sanjay Gajendra

/s/Michael Hurlston
Director February 20, 2026
Michael Hurlston

/s/Jack Lazar
Director February 20, 2026
Jack Lazar

/s/ Bethany Mayer
Director February 20, 2026
Bethany Mayer

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