Aeries Technology, Inc 10-K for FY2025

Aeries Technology, Inc. (AERT)

10-K 2025-07-02 For: 2025-03-31

Added on April 12, 2026

About this 10-K

Aeries Technology, Inc filed this 10-K on July 2, 2025, covering the fiscal year ended March 31, 2025 (FY2025).

Headline figures

Fiscal year ended March 31, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $70.2M; down 3.2% from $72.51M a year earlier
Net loss: $21.6M; compared with net income of $17.26M a year earlier
Diluted EPS: -$0.46; compared with $0.91 a year earlier

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Cayman Islands		98-1587626
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

60 Paya Lebar Road, #08-13 Paya Lebar Square Singapore		409051
(Address of principal executive offices)		(Zip Code)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A ordinary shares, par value $0.0001 per share	AERT	The Nasdaq Stock Market
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	AERTW	The Nasdaq Stock Market

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS		iii

PART I		1
	Item 1. Business	1
	Item 1A. Risk Factors	15
	Item 1B. Unresolved Staff Comments	44
	Item 1C. Cybersecurity	44
	Item 2. Properties	45
	Item 3. Legal Proceedings	46
	Item 4. Mine Safety Disclosures	46

PART II		47
	Item 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities	47
	Item 6. [Reserved]	48
	Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations	49
	Item 7A. Quantitative and Qualitative Disclosures About Market Risk	62
	Item 8. Financial Statements and Supplementary Data	62
	Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	62
	Item 9A. Controls and Procedures	63
	Item 9B. Other Information	64
	Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	64

PART III		65
	Item 10. Directors, Executive Officers and Corporate Governance	65
	Item 11. Executive Compensation	73
	Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters	82
	Item 13. Certain Relationships and Related Transactions, and Director Independence	85
	Item 14. Principal Accounting Fees and Services	87

PART IV		89
	Item 15. Exhibits, Financial Statement Schedules	89
	Item 16. Form 10-K Summary	92

SIGNATURES		93

	●	our ability to maintain the listing of the Class A ordinary shares and the warrants on the Nasdaq Stock Market, and the potential liquidity and trading of such securities;

	●	our business development efforts to maximize our potential value and to retain and expand our client base;

	●	our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;

	●	our financial performance;

	●	the sufficiency of our existing cash and cash equivalents to fund our operating expenses and capital expenditure requirements;

	●	our success in retaining or recruiting officers, key employees or directors, or any necessary changes to these positions;

	●	changes in applicable laws or regulations in the United States and foreign jurisdictions in which we conduct business;

	●	our ability to develop and maintain effective internal controls;

	●	risks related to cybersecurity and data privacy;

	●	risks related to the use of artificial intelligence, machine learning, and other emerging technologies, including their integration into our operations and potential regulatory, ethical, and reputational impacts;

	●	risks related to current or future litigation, regulatory inquiries, or governmental investigations;

	●	general economic and political conditions, such as the effects of the Russia-Ukraine and the Israel-Hamas conflicts, pandemics such as the COVID-19 outbreak, recessions, interest rates, inflation, local and national elections, fuel prices, international currency fluctuations, changes in diplomatic and trade relationships, political instability, acts of war or terrorism and natural disasters; and

	●	other factors discussed in this report and our other filings with the Securities and Exchange Commission.

	2.	Operational efficiencies and effectiveness;

	3.	Talent access and retention;

	4.	Domain expertise for specialized GCC; and

	5.	AI and digital ready capabilities.

	1.	Significantly Lower Costs of Operations: Our scale of operations allows us to operate more economically than a native US-based model. The pricing model is simple, transparent, and aims to be cost-efficient. Aeries charges a margin on direct cost such as employee-related costs and passes on all indirect costs such as rent and utilities to the client. While our goal is to provide a minimum of 40% cost savings transition from high-cost geographies as part of our contractual terms, some of our clients have experienced over 60% cost savings.

	2.	Transparency and Visibility: Our model has a built-in approval system structured for client oversight, enabling continuous cost tracking and cost control. The client has direct visibility of the team structure as well as the employees within each function and can collaborate with the site head on Aeries’ side for service quality and delivery levels.

	3.	Functional Control: Our teams operate as an extension of our clients’ organizational chart, with functional control over operations and dedicated delivery resources by client department heads. This type of engagement model provides our clients with functional control of the processes while avoiding the administrative and regulatory overhead. The Aeries team engages with the client’s leadership in a partnership approach to align all functions and resources specific to the client’s requirements to build the operations as “One Team.”

	4.	Flexibility: Our model is built to adapt to client needs and can scale up or down quickly based on clients’ business situation and objectives, without financial penalty. Clients may choose from two ownership structures—either a model where Aeries sets up and operates the GCC with the option for future transfer, similar to the traditional BOT (Build-Operate-Transfer) model, or a fully client-owned model from day one, called the Subsidiary model. The transfer options enables clients the ease of taking over mature, fully operational centers at a time of their choosing, thus avoiding the initial hassles of setting up their own captive unit. The transfer also creates a monetization opportunity for us if clients decide to bring their offshored services in-house.

	5.	Engagement and Governance Framework: The Aeries engagement framework facilitates a quick transition and ramp-up time for our clients’ business operations. We provide high-quality supervision, administrative and operations support, functional upskilling in local geography together with strategic inputs relevant to client business through the Aeries engagement framework. We also have employees working in senior positions in a client’s organization on an interim basis when required. This helps fill in important positions when needed, especially during carveout or acquisition transactions, when Aeries senior management can step in and provide valuable expertise and directional advisory services. Aeries senior management interacts closely with client senior management on strategic matters including organic and inorganic growth, and business expansion opportunities.

	6.	Operational Excellence: Aeries’ Operational Excellence team, comprising functional experts and advisors, works with clients’ functional teams in a consultant mode to develop relevant and effective process improvements, tailored solutions, and benchmarking best practices. This cumulative expertise enables Aeries to provide a focused and result-oriented assessment, recommendation and implementation of technology enabled solutions, process and workflow improvements. These efforts can help clients transition smoothly into a lean and efficient organizational model.

	7.	Technology: Our technology teams evaluate opportunities for refining process workflows, automating and identifying areas to incorporate new-age technology tools including AI Agents, Robotics Process Automation (“RPA”), Intelligent Document Processing (“IDP”), AI and Data Analytics. These teams act as a layer over our core operations management services and provide business process re-engineering and technology enabled transformations.

	8.	Compliance: By virtue of the design of our GCC, Aeries is accountable and responsible for paying taxes, managing regulatory compliance and associated risks related to assessment and scrutiny, which aims to eliminate compliance-related hassles for clients. Some countries have strict guidelines on the right price to charge for inter-company services (transfer pricing), which can at times lead to prolonged litigation. Our model is structured to address this challenge through an arm’s length client-vendor arrangement.

	1.	Deepen and expand relationships with private equity: We intend to rapidly extend our efforts in the private equity (“PE”) ecosystem, which is highly demanding. We plan to continue to build on our success in the PE community by expanding our network, improving our marketing coordination and targeting, and by supplementing our team with individuals that have a background in the industry.

	2.	Accelerate cross selling: We intend to focus more significantly on identifying opportunities to bring additional solutions to existing customers including: AI, Robotic Process Automation, business intelligence and deep analytics, blockchain, cloud migration, business strategic inputs and customized software. We aim to maintain our high levels of customer service and experience across functions, by offering excellent service delivery and top talent.

	3.	Enter and aggressively expand into the mid-market enterprise segment: We intend to accelerate our mid-market enterprise growth by identifying and targeting opportunities, as well as supplementing our sales efforts with additional resources. We intend for these resources to operate out of the United States and that they will bring relationships and experience selling into mid-market enterprises.

	4.	New Technology and Innovation: We intend to accelerate the integration of emerging technologies and best practices into our solutions, to develop new platforms and to augment this with tech-based services to expand our depth of services and capabilities

	5.	Grow with aligned partners and alliances: We intend to build alliances with other global product and services companies that have relationships with and serve private equity portfolio companies and middle-market companies.

	6.	Grow Inorganically: In addition to our organic growth plan, we will continue to systematically look for merger or acquisition candidates that could enhance our service areas and broaden our geographical reach.

	●	client logo prominently displayed in the offices;

	●	office and workstation set-up, furniture and stationery as per client brand guidelines and colors;

	●	client human resources policies aligned with Aeries’ policies that apply to employees; and

	●	fun at work sessions, celebrations, rewards and recognitions, which are completely aligned with the client.

	●	We have identified conditions and events that raise substantial doubt about our ability to continue as a going concern including obligations under the Forward Purchase Agreements and the termination of a significant customer contract;

	●	We operate in a rapidly evolving industry, which makes it difficult to evaluate our future prospects;

	●	We face intense competition and the failure to stand out could adversely affect our business;

	●	We may not be able to successfully execute our business strategies;

	●	We may be unable to achieve anticipated growth or effectively manage our growth;

	●	Our business depends on a strong brand, client relationships and corporate reputation, the impairment of which could harm our business;

	●	Our business is heavily dependent upon our international operations, particularly in India and Mexico, and any disruptions to those operations, such as the current tensions between India and Pakistan, could adversely affect us;

	●	We are subject to foreign exchange and currency risks that could adversely affect our operations;

	●	We may face difficulties as we expand our operations into countries in which we have no prior operating experience;

	●	We may acquire other companies, which could divert resources necessary to sustain our business and may not yield the anticipated benefits;

	●	Our management team has limited experience managing a public company;

	●	Failure to attract, hire, train, and retain key management and a sufficient number of skilled employees could adversely impact our business;

	●	We may need additional capital, and a failure by us to raise additional capital on terms favorable to us, or at all, could limit our ability to grow our business or enhance our service offerings;

	●	We may be required to make a cash payment of approximately $5 million or issue certain additional Class A ordinary shares to the investors with whom we entered into Forward Purchase Agreements in connection with the closing of the Business Combination, which would reduce the amount of cash available to us to fund our operations or dilute the percentage ownership held by the investors;

	●	Pricing pressure may reduce our revenue or gross profits and adversely affect our financial results;

	●	Our cash flows and results of operations have been and may continue to be adversely affected if we are unable to collect on billed and unbilled receivables from clients, particularly in the Middle East and Asia Pacific region;

	●	Global economic and political conditions, natural events, health pandemics or epidemics and other acts of violence involving any of the countries in which we or our clients have operations could adversely affect our business, results of operations, financial condition and prospects;

	●	We are subject to a variety of risks related to climate change;

	●	Our operations in emerging markets subject us to greater economic, financial, and banking risks than we would face in more developed markets;

	●	If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive;

	●	Artificial intelligence and generative artificial intelligence applications present risks and challenges that can impact our business;

	●	Our business relies heavily on owned and third-party technology and computer systems, which subjects us to various uncertainties;

	●	If we fail to adequately protect our or our client’s intellectual property rights and proprietary information in the United States and abroad, our competitive position could be impaired;

	●	Our global operations expose us to numerous legal and regulatory requirements and failure to comply with such requirements, including unexpected changes to such requirements, could adversely affect our results of operations;

	●	Because we are incorporated under the laws of the Cayman Islands, you may face difficulties in protecting your interests, and your ability to protect your rights through the U.S. Federal courts may be limited;

	●	Our business operations and financial condition could be adversely affected by negative publicity about offshore outsourcing or anti-outsourcing legislation in the countries in which our clients operate;

	●	Our Class V Shareholder has the ability to significantly influence certain matters submitted to the stockholders for approval;

	●	There can be no assurance that we will be able to comply with the continued listing standards of Nasdaq, and if we fail to maintain compliance with the continued listing requirements of Nasdaq, our Class A ordinary shares could be delisted, negatively impacting their price, liquidity, and our ability to access the capital markets;

	●	We may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and the share price of our securities.

	●	the number, timing, scope and contractual terms of projects in which we are engaged;

	●	the business decisions of our clients regarding the use of our services;

	●	the ability to further grow sales of services from existing clients;

	●	the timing of collection of accounts receivable; and

	●	general economic conditions.

	●	changes in the industries in which we and our clients operate;

	●	developments involving our competitors;

	●	changes in laws and regulations affecting our business;

	●	variations in our operating performance and the performance of our competitors in general;

	●	actual or anticipated fluctuations in our quarterly or annual operating results;

Location		Centers
Hyderabad		2
Bengaluru		4
Mumbai		3
Pune		1
Mexico (Guadalajara)		3

	Year Ended March 31,
	2025		2024
North America	$	65,486	$	56,958
Asia Pacific and Other		4,712		15,551
Total revenue	$	70,198	$	72,509

	●	Additionally, during the year ended March 31, 2025, the Company has recognized a $9.5 million write off of receivables pertaining to our business. There is a heightened risk of non-collection, leading the Company to also to record an allowance for doubtful accounts of approximately $3.6 million, compared to $1.3 million in the previous year.

	●	The Company received a non-renewal notice from a significant customer related to its dedicated offshore operations managed by the Company, which is expected to result in an annual revenue loss of approximately $11.5 million.

	●	For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value at inception and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the consolidated balance sheets as current or noncurrent based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

	●	The Company and one of the FPA holders, namely Meteora Capital Partners LP (“Meteora”), which holds 250,000 shares under its FPA, agreed to settle the liability through issuance of additional shares. As a result, the Company issued 57,811 Class A ordinary shares to Meteora during November 2024, settling the $0.6 million maturity consideration liability with Meteora, leaving a remaining balance of $5.0 million owed to other FPA holders, which may be settled either in cash or in equity, at the option of the investors.

	Year Ended March 31, 2025
Opening balance as of March 31, 2024	$	1,263
Additions charged to cost and expense		11,790
Write-off charged against the allowance		(9,479	)
Closing balance as of March 31, 2025	$	3,574

Name	Age	Title
Executive Officers
Bhisham (Ajay) Khare	48	Chief Executive Officer and Director
Daniel S. Webb	40	Chief Financial Officer and Chief Investment Officer
Unnikrishnan (Unni) Balakrishnan Nambiar	57	Chief Technology Officer
Non-Employee Directors
Venu Raman Kumar	64	Chairman of the Board and Director
Sudhir Appukuttan Panikassery	57	Vice Chairman of the Board and Director
Alok Kochhar	67	Independent Director
Biswajit Dasgupta	59	Independent Director
Nina B. Shapiro	76	Independent Director
Ramesh Venkataraman*	58	Independent Director

Name and Principal Position	Fiscal year Ended	Salary⁽¹⁾		Stock Awards⁽²⁾		Option Awards⁽³⁾		All other compensation⁽⁴⁾			Total
Bhisham (Ajay) Khare	March 31, 2025	$	388,643		3,459,904		-	$	256,763		$	4,105, 310
Chief Executive Officer	March 31, 2024	$	305,758		-		-	$	-		$	305,758
Sudhir Appukuttan Panikassery	March 31, 2025	$	565,278		-		7,313,912	$	164,755		$	8,043,945
Former Chief Executive Officer	March 31, 2024	$	423,705		-		-		2,108	⁽⁵⁾	$	425,813
Daniel S. Webb Chief Financial Officer and Chief Investment Officer	March 31, 2025	$	400,000		1,046,941		-		15,133		$	1,462,074
Unnikrishnan (Unni) Balakrishnan Nambiar	March 31, 2025	$	283,328		925,186		-		-		$	1,208,514
Chief Technology Officer	March 31, 2024	$	‌191,257		-		-	$	25,000	⁽⁶⁾	$	‌216,257

	(2)	The amounts in this column represent the aggregate grant fair value of restricted stock unit awards (“RSUs”) granted to each named executive officer in the fiscal year ended March 31, 2025, computed in accordance with ASC Topic 718, excluding the impact of estimated forfeitures. See Note 14 to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for the assumptions used in calculating the grant date fair value.
	(3)	The amounts in this column represent the aggregate grant fair value of option awards granted to the named executive officer in the fiscal year ended March 31, 2025, computed in accordance with ASC Topic 718, excluding the impact of estimated forfeitures. See Note 14 to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for the assumptions used in calculating the grant date fair value.
	(4)	The amounts in this column for fiscal year 2025 represent (i) $13,979 for Mr. Khare and $15,133 for Mr. Webb in matching contributions under our 401(k) plan;(ii) $911 for Mr. Khare, $125 for Mr. Panikassery, $0 for Mr. Webb and $0 for Mr. Nambiar in life insurance premiums; (iii) for Mr. Khare, $241,873 for gross up amounts reimbursed to Mr. Khare for payment of taxes; (iv) $147,594 for housing and related expenses incurred by Mr. Panikassery in connection with his duties in the United Arab Emirates (such amounts converted from United Arab Emirates dirham to U.S. dollars using a spot exchange rate on March 31, 2025); and (v) $17,036 as compensation paid to Mr. Panikassery in full and final settlement of his employee agreement. The value of the foregoing amounts was determined based on the actual cost of such benefits to the Company.
	(5)	The U.S. dollar amount shown in the “All other compensation” column, totaling USD 2,108, includes payments made to Mr. Panikassery for the fiscal year 2024, amounting to INR 175,000 converted using a currency conversion rate of INR 83 per USD.
	(6)	The amount represents a one-time relocation allowance provided to Mr. Nambiar to relocate from India to the United States.

Name	Fiscal Year 2025 Base Salary
Bhisham (Ajay) Khare	$	388,643
Daniel S. Webb	$	400,000
Unnikrishnan (Unni) Balakrishnan Nambiar	$	283,328

	Option Awards								Stock Awards
Name (a)	Number of Securities Underlying Unexercised Options (#) Exercisable (b)			Number of Securities Underlying Unexercised Options (#) Unexercisable (c)		Option Exercise Price ($) (d)		Option Expiration Date (e)	Number of Shares or Units of Stock That Have Not Vested (#) (f)		Market Value of Shares or Units of Stock That Have Not Vested ($) (g)		Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) (h)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($) (i)
Sudhir Appukuttan Panikassery		177,345	⁽¹⁾		0	$	0.12	30-Oct-25		0	$	0		0		0
Sudhir Appukuttan Panikassery		59,900	⁽²⁾		0	$	0.12	21-July-28		0	$	0		0		0
Unnikrishnan (Unni) Balakrishnan Nambiar		59,110	⁽³⁾		0	$	0.12	30-Oct-25		0	$	0		0		0
Bhisham (Ajay) Khare		59,110	⁽⁴⁾		0	$	0.12	30-Mar-26		0	$	0		0		0

(1)	The amount in this column reflects the options granted on September 27, 2019 and vested on October 31, 2020 with an exercise price of $0.12 under Aeries Management Stock Option Plan, 2019, as amended.
(2)	The amount in this column reflects the options granted on July 22, 2022 and vested on July 22, 2023 with an exercise price of $0.12 under the Aeries Employees Stock Option Plan 2020, as amended.
(3)	The amount in this column reflects the options granted on September 27, 2019 and vested on October 31, 2020 with an exercise price of $0.12 under Aeries Management Stock Option Plan, 2019, as amended.
(4)	The amount in this column reflects the options granted on April 1, 2020 and vested on March 31, 2021 with an exercise price of $0.12 under Aeries Management Stock Option Plan, 2019, as amended.

Name (a)	Fees earned or paid in cash ($) (b)			Option awards ($) (c)		Non-equity incentive plan compensation ($) (d)		Nonqualified deferred compensation earnings ($) (e)		All other compensation ($) (f)		Total ($) (g)
Venu Raman Kumar	$	569,007	⁽¹⁾		-		-		-		-	$	569,007
Alok Kochhar	$	50,000			-		-		-		-	$	50,000
Biswajit Dasgupta	$	50,000			-		-		-		-	$	50,000
Nina B. Shapiro	$	50,000			-		-		-		-	$	50,000
Ramesh Venkataraman	$	50,000			-		-		-		-	$	50,000

	Number of Class A ordinary shares Beneficially Owned		% of Class A ordinary shares Beneficially Owned			Number of Class V ordinary shares Beneficially Owned⁽¹⁾		% of Class V ordinary shares Beneficially Owned
Name and Address of Beneficial Owners
Five percent holders:
Venu Raman Kumar⁽²⁾		28,098,530		58.2	%
Sudhir Appukuttan Panikassery		5,151,005		10.9	%

Class V Shareholder
Meet Atul Doshi⁽³⁾		-		-			1		100	%

*Executive Officers and Directors⁽⁴⁾*
Sudhir Appukuttan Panikassery		5,151,005		10.9	%
Unnikrishnan (Unni) Balakrishnan Nambiar		414,598		0.9	%
Bhisham (Ajay) Khare⁽⁵⁾		3,358,624		6.9	%
Daniel S. Webb		1,083,776		2.3	%
Venu Raman Kumar⁽²⁾		28,098,530		58.2	%
Alok Kochhar		-		-
Biswajit Dasgupta		-		-
Nina B. Shapiro		-		-
Ramesh Venkataraman		-		-
All executive officers and directors as a group (9 individuals)		38,106,533		79.2	%

(3)	Meet Atul Doshi is the sole beneficial owner of and has dispositive voting power of the Class V ordinary share held of record by NewGen Advisors and Consultants DWC-LLC. The Class V Shareholder is owned by a business associate of Mr. Kumar. Mr. Kumar does not have control over the Class V Shareholder, and the Class V Shareholder will not receive any compensation in connection with its ownership of the Class V ordinary share. Although the Class V Shareholder is not required by contract or otherwise to vote in a manner that is beneficial to Mr. Kumar and may vote the Class V Ordinary Share in its sole discretion, given the business relationship between the Class V Shareholder and Mr. Kumar, Mr. Kumar believes that the Class V Shareholder could protect the interests of Mr. Kumar from extraordinary events, such as a hostile takeover or board contest, prior to the exchange of all ordinary shares of AARK by Mr. Kumar. The business address of the Class V Shareholder is 707 Al Baha, Al Mankhoot, Dubai, UAE.
(4)	Unless otherwise noted, the business address of each of the directors and officers is 60 Paya Lebar Road, #08-13 Paya Lebar Square, Singapore.
(5)	Includes (i) the right to acquire up to 1,702,368 Class A ordinary shares pursuant to the applicable Exchange Agreement, of which 851,184 Class A ordinary shares are issuable pursuant to the exercise of exchange rights by the ESOP Trust, for which the reporting person is a beneficiary, and assumes distribution of the underlying shares by the Aeries Employee Stock Option Trust to Mr. Khare prior to an exchange for Class A ordinary shares, and (ii) vested restricted stock units which became 1,656,256 Class A ordinary shares as on 31 March 2025.

Plan category	Number of securities to be issued upon exercise of outstanding options, warrants and rights (a)			Weighted-average exercise price of outstanding options, warrants and rights (b)⁽¹⁾		Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))(c)
Equity compensation plans approved by security holders⁽²⁾		355,465	⁽³⁾		0.12		8,048,265	⁽⁴⁾
Equity compensation plans not approved by security holders		-			-		-
Total		355,465			0.12		8,048,265

(1)	Does not include shares issuable upon vesting of outstanding RSUs, which have no exercise price and are included in column (a).
(2)	Includes the 2019 Plan, the 2020 Plan and the 2023 Plan. The 2023 Plan provides that the share reserve will automatically increase on January 1st of each year, for a period of not more than 9 years, commencing on January 1, 2025 and ending on (and including) January 1, 2033, by the lesser of (a) 5% of the total number of Shares outstanding on December 31^st of the immediately preceding calendar year, and (b) such number of shares determined by the Board in its sole discretion.
(3)	Includes 295,565 options under the 2019 Plan; 59,900 options under the 2020 Plan and no options under the 2023 Plan.
(4)	Consists of shares of common stock available for future issuance under our 2023 Plan.