Quarterly report pursuant to Section 13 or 15(d)

STOCKHOLDERS??? EQUITY

v3.24.3
STOCKHOLDERS’ EQUITY
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
STOCKHOLDERS’ EQUITY
NOTE 18—STOCKHOLDERS’ EQUITY
Common Stock
Subject to the prior rights of the holders of any preferred stock, the holders of common stock are entitled to receive dividends out of the funds legally available at the times and in the amounts determined by the Company's Board of Directors. Each holder of Class A common stock is entitled to one vote for each share of Class A common stock held and each holder of Class B common stock is entitled to twenty votes for each share of Class B common stock held. After the full preferential amounts due to preferred stockholders have been paid or set aside, the remaining assets of the Company available for distribution to its stockholders, if any, are distributed to the holders of common stock ratably in proportion to the number of shares of common stock then held by each such holder. None of the Company’s common stock is entitled to preemptive rights or subject to redemption. With the exception of the conversion of the Class B common stock into Class A common stock as described below, the Company’s common stock is not convertible into any other shares of the Company’s capital stock.
The shares of Class B common stock are subject to a “sunset” provision if any member of the Founder Group transfers shares of Class B common stock outside the Founder Group (except for certain permitted transfers). In the event of such non-permitted transfers, any share transferred will automatically convert into shares of Class A common stock. In addition, the
outstanding shares of Class B common stock will be subject to a “sunset” provision by which all outstanding shares of Class B common stock will automatically convert into shares of Class A common stock (i) if holders representing a majority of the Class B common stock vote to convert the Class B common stock into Class A common stock, (ii) if the Founder Group and its permitted transferees collectively no longer beneficially own at least 20% of the number of shares of Class B common stock collectively held by the Founder Group as of the closing of the Acies Merger, or (iii) on the nine-month anniversary of the Founder’s death or disability, unless such date is extended by a majority of independent directors of the Company.
Accumulated Other Comprehensive Loss
The following tables shows a summary of changes in accumulated other comprehensive loss:
Foreign Currency Derivative Contracts Currency
Translation
Adjustment		 Total Accumulated Other Comprehensive Income (Loss)
Balance as of December 31, 2023 $ 286  $ (162) $ 124 
Net losses recognized in other comprehensive income before reclassifications (621) —  (621)
Foreign currency translation —  (198) (198)
Balance as of September 30, 2024 $ (335) $ (360) $ (695)

Foreign Currency Derivative Contracts
 Currency
Translation
Adjustment		 Total Accumulated Other Comprehensive Loss
Balance as of December 31, 2022 $ —  $ (151) $ (151)
Net gains recognized in other comprehensive income before reclassifications
 —  —  — 
Foreign currency translation —  (871) (871)
Balance as of September 30, 2023 $ —  $ (1,022) $ (1,022)
Treasury Stock
The following table shows a summary of changes in treasury stock:
Treasury shares
Treasury stock, at cost
Balance as of December 31, 2023 4,723  $ 20,094 
Class A common stock repurchased through the Stock Repurchase Program
 1,879  4,569 
Class A common stock repurchased outside of the Stock Repurchase Program
 11,677  24,639 
Balance as of September 30, 2024 18,279  $ 49,302 
Stock Repurchase Program
On November 10, 2021, the Company’s Board of Directors approved a stock repurchase program authorizing the Company to purchase up to $50.0 million of the Company’s Class A common stock over a period of 12 months. On November 2, 2022, the Company's Board of Directors extended such period for an additional 12 months from November 10, 2022 to November 10, 2023. On November 1, 2023, the Company's Board of Directors extended the stock repurchase program through November 10, 2024 and increased the remaining amount authorized to $50.0 million. On November 1, 2024, the Company's Board of Directors extended the repurchase program through November 1, 2025. Subject to applicable rules and regulations, the shares may be purchased from time to time in the open market or in privately negotiated transactions. Such purchases will be at times and in amounts as the Company deems appropriate, based on factors such as market conditions, legal requirements and other business considerations.
Subsequent to September 30, 2024, the Company acquired 0.5 million additional shares of its Class A common stock under this program at an aggregate value of $0.8 million and an average price of $1.51 per share. Repurchased shares were held in treasury. The remaining availability under the stock repurchase program was $44.7 million after the subsequent purchases.