PDF SOLUTIONS INC 10-Q

Item 1. Financial Statements PDF SOLUTIONS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in thousands, except par value) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 ASSETS ​ ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 43,734 ​ $ 90,594 Short-term investments ​ 10,415 ​ 24,291 Accounts receivable, net of allowance for credit losses ​ 63,676 ​ 73,649 Prepaid expenses and other current assets ​ 22,800 ​ 17,445 Total current assets ​ 140,625 ​ 205,979 Property and equipment, net ​ 56,564 ​ 48,465 Operating lease right-of-use assets, net ​ 3,661 ​ 4,029 Goodwill ​ 96,645 ​ 14,953 Intangible assets, net ​ 58,357 ​ 12,307 Deferred tax assets, net ​ 215 ​ 43 Other non-current assets ​ 33,905 ​ 29,513 Total assets ​ $ 389,972 ​ $ 315,289 ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Accounts payable ​ $ 9,394 ​ $ 8,255 Accrued compensation and related benefits ​ 10,902 ​ 16,855 Accrued and other current liabilities ​ 13,037 ​ 8,752 Operating lease liabilities – current portion ​ 1,591 ​ 1,675 Deferred revenues – current portion ​ 27,131 ​ 25,005 Current portion of long-term debt, net ​ ​ 2,240 ​ ​ — Total current liabilities ​ 64,295 ​ 60,542 Long-term income taxes ​ 2,932 ​ 2,915 Non-current portion of operating lease liabilities ​ 3,154 ​ 3,504 Long-term debt, net ​ ​ 66,416 ​ ​ — Other non-current liabilities ​ 4,195 ​ 2,291 Total liabilities ​ 140,992 ​ 69,252 Commitments and contingencies (Note 11) ​ ​ Stockholders’ equity: ​ ​ Preferred stock, $ 0.00015 par value, 5,000 shares authorized, no shares issued and outstanding ​ ​ — ​ ​ — Common stock, $ 0.00015 par value, 70,000 shares authorized; shares issued 51,170 and 50,717 , respectively; shares outstanding 39,130 and 38,801 , respectively ​ 6 ​ 6 Additional paid-in capital ​ 511,745 ​ 502,902 Treasury stock, at cost, 12,040 and 11,916 shares, respectively ​ ( 162,672 ) ​ ( 159,352 ) Accumulated deficit ​ ( 97,020 ) ​ ( 93,988 ) Accumulated other comprehensive loss ​ ( 3,079 ) ​ ( 3,531 ) Total stockholders’ equity ​ 248,980 ​ 246,037 Total liabilities and stockholders’ equity ​ $ 389,972 ​ $ 315,289 See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited) 3 Table of Contents PDF SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) (in thousands, except per share amounts) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Revenues: ​ ​ Analytics ​ $ 42,471 ​ $ 38,463 Integrated Yield Ramp ​ 5,307 ​ 2,847 Total revenues ​ 47,778 ​ 41,310 ​ ​ ​ ​ ​ ​ ​ Costs and Expenses: ​ ​ Costs of revenues ​ 12,955 ​ 13,529 Research and development ​ 14,628 ​ 12,984 Selling, general, and administrative ​ 23,372 ​ 16,498 Amortization of acquired intangible assets ​ 378 ​ 259 Loss from operations ​ ​ ( 3,555 ) ​ ​ ( 1,960 ) Interest expense ​ ​ ( 311 ) ​ ​ — Other income (expense), net ​ 870 ​ 1,692 Loss before income tax expense ​ ( 2,996 ) ​ ( 268 ) Income tax expense ​ ( 36 ) ​ ( 125 ) Net loss ​ ​ ( 3,032 ) ​ ​ ( 393 ) ​ ​ ​ ​ ​ ​ ​ Other comprehensive loss: ​ ​ Foreign currency translation adjustments, net of tax ​ ​ 462 ​ ​ ( 522 ) Change in unrealized loss related to available-for-sale debt securities, net of tax ​ ( 10 ) ​ ( 20 ) Total other comprehensive income (loss) ​ ​ 452 ​ ​ ( 542 ) Comprehensive loss ​ $ ( 2,580 ) ​ $ ( 935 ) ​ ​ ​ ​ ​ ​ ​ Net loss per share: ​ ​ ​ ​ ​ ​ Basic ​ $ ( 0.08 ) ​ $ ( 0.01 ) Diluted ​ $ ( 0.08 ) ​ $ ( 0.01 ) ​ ​ ​ ​ ​ ​ ​ Weighted average common shares used to calculate net loss per share: ​ ​ ​ ​ ​ Basic ​ 39,088 ​ 38,500 Diluted ​ 39,088 ​ 38,500 ​ See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited) 4 Table of Contents PDF SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, 2025 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ Total ​ ​ Common Stock ​ Paid-In ​ Treasury Stock ​ Accumulated ​ Comprehensive ​ Stockholders’ ​ Shares Amount Capital Shares Amount Deficit Loss Equity Balances, December 31, 2024 ​ 38,801 ​ $ 6 ​ $ 502,902 11,916 ​ $ ( 159,352 ) ​ $ ( 93,988 ) ​ $ ( 3,531 ) ​ $ 246,037 Issuance of common stock in connection with employee stock purchase plan 90 ​ — ​ 2,120 — ​ — ​ — ​ — ​ 2,120 Issuance of common stock in connection with exercise of options 1 ​ — ​ 8 — ​ — ​ — ​ — ​ 8 Vesting of restricted stock units 238 ​ — ​ — — ​ — ​ — ​ — ​ — Purchases of treasury stock in connection with tax withholdings on restricted stock awards — ​ — ​ — 124 ​ ( 3,320 ) ​ — ​ — ​ ( 3,320 ) Stock-based compensation expense — ​ — ​ 6,715 — ​ — ​ — ​ — ​ 6,715 Comprehensive income (loss) — ​ ​ — ​ — — ​ ​ — ​ ​ ( 3,032 ) ​ 452 ​ ( 2,580 ) Balances, March 31, 2025 39,130 ​ $ 6 ​ $ 511,745 12,040 ​ $ ( 162,672 ) ​ $ ( 97,020 ) ​ $ ( 3,079 ) ​ $ 248,980 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ Other ​ Total ​ ​ Common Stock ​ Paid-In ​ Treasury Stock ​ Accumulated ​ Comprehensive ​ Stockholders’ ​ Shares Amount Capital Shares Amount Deficit Loss Equity Balances, December 31, 2023 ​ 38,289 ​ $ 6 ​ $ 473,295 11,460 ​ $ ( 143,923 ) ​ $ ( 98,045 ) ​ $ ( 2,387 ) ​ $ 228,946 Repurchase of common stock ​ ( 202 ) ​ ​ — ​ ​ — ​ 202 ​ ​ ( 6,899 ) ​ ​ — ​ ​ — ​ ​ ( 6,899 ) Issuance of common stock in connection with employee stock purchase plan 74 ​ — ​ 1,916 — ​ — ​ — ​ — ​ 1,916 Issuance of common stock in connection with exercise of options 1 ​ — ​ 25 — ​ — ​ — ​ — ​ 25 Vesting of restricted stock units 231 ​ — ​ — — ​ — ​ — ​ — ​ — Purchases of treasury stock in connection with tax withholdings on restricted stock awards — ​ — ​ — 118 ​ ( 3,794 ) ​ — ​ — ​ ( 3,794 ) Stock-based compensation expense — ​ — ​ 6,154 — ​ — ​ — ​ — ​ 6,154 Comprehensive loss — ​ ​ — ​ — — ​ ​ — ​ ​ ( 393 ) ​ ( 542 ) ​ ( 935 ) Balances, March 31, 2024 38,393 ​ $ 6 ​ $ 481,390 11,780 ​ $ ( 154,616 ) ​ $ ( 98,438 ) ​ $ ( 2,929 ) ​ $ 225,413 ​ See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited) ​ 5 Table of Contents PDF SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Cash flows from operating activities: ​ ​ ​ ​ ​ ​ Net loss ​ $ ( 3,032 ) ​ $ ( 393 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: ​ ​ ​ ​ Stock-based compensation expense ​ 6,596 ​ 6,110 Depreciation and amortization ​ 685 ​ 1,064 Amortization of acquired intangible assets ​ 1,056 ​ 843 Amortization of costs capitalized to obtain revenue contracts ​ 872 ​ 634 Net accretion of discounts on short-term investments ​ ​ ( 196 ) ​ ​ ( 485 ) Deferred taxes ​ ( 312 ) ​ 9 Other ​ ( 248 ) ​ ( 74 ) Changes in operating assets and liabilities: ​ ​ ​ ​ Accounts receivable ​ 13,033 ​ ( 2,389 ) Prepaid expenses and other current assets ​ ( 5,123 ) ​ ( 408 ) Operating lease right-of-use assets ​ 374 ​ 306 Other non-current assets ​ ( 4,124 ) ​ ( 5,864 ) Accounts payable ​ 84 ​ 1,801 Accrued compensation and related benefits ​ ( 6,025 ) ​ ( 5,214 ) Accrued and other liabilities ​ 3,936 ​ 213 Deferred revenues ​ 1,504 ​ 2,304 Operating lease liabilities ​ ( 440 ) ​ ( 319 ) Net cash provided by (used in) operating activities ​ 8,640 ​ ( 1,862 ) Cash flows from investing activities: ​ ​ ​ ​ ​ ​ Proceeds from maturities and sales of short-term investments ​ 16,998 ​ 19,000 Purchases of short-term investments ​ ​ ( 2,938 ) ​ ​ ( 19,619 ) Purchases of property and equipment ​ ​ ( 8,105 ) ​ ​ ( 2,023 ) Prepayment for the purchase of property and equipment ​ ​ ( 98 ) ​ ​ — Payment for business acquisition, net of cash acquired ​ ​ ( 129,718 ) ​ ​ — Net cash used in investing activities ​ ( 123,861 ) ​ ( 2,642 ) Cash flows from financing activities: ​ ​ ​ Proceeds from long-term debt, net of payment of debt financing costs ​ ​ 69,150 ​ ​ — Proceeds from exercise of stock options ​ 8 ​ 25 Proceeds from employee stock purchase plan ​ 2,120 ​ 1,916 Payments for taxes related to net share settlement of equity awards ​ ( 3,320 ) ​ ( 3,794 ) Repurchases of common stock ​ — ​ ( 6,899 ) Net cash provided by (used in) financing activities ​ 67,958 ​ ( 8,752 ) ​ ​ ​ ​ ​ ​ ​ Effect of exchange rate changes on cash and cash equivalents ​ 403 ​ ( 466 ) Net change in cash and cash equivalents ​ ( 46,860 ) ​ ( 13,722 ) Cash and cash equivalents at beginning of period ​ 90,594 ​ 98,978 Cash and cash equivalents at end of period ​ $ 43,734 ​ $ 85,256 ​ Continued on next page. 6 Table of Contents PDF SOLUTIONS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS – CONTINUED (Unaudited) (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2025 2024 Supplemental disclosure of cash flow information: ​ ​ ​ ​ ​ ​ Cash paid during the year for income taxes ​ $ 226 ​ $ 668 Cash paid for amounts included in the measurement of operating lease liabilities ​ $ 481 ​ $ 405 ​ ​ ​ ​ ​ ​ ​ Supplemental disclosure of noncash information: ​ ​ ​ ​ ​ ​ Prepayments for purchase of property and equipment transferred from prepaid assets to property and equipment ​ $ 136 ​ $ — Property and equipment received and accrued in accounts payable and accrued and other current liabilities ​ $ 6,094 ​ $ 745 Stock-based compensation capitalized as property and equipment ​ $ 119 ​ $ 45 Property and equipment transferred to sales-type leases ​ $ — ​ $ 3,652 Operating lease liabilities arising from obtaining right-of-use assets ​ $ — ​ $ 142 Debt financing costs included in accounts payable ​ $ 500 ​ $ — ​ See accompanying Notes to Condensed Consolidated Financial Statements (Unaudited) ​ 7 Table of Contents PDF SOLUTIONS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The interim unaudited condensed consolidated financial statements included herein have been prepared by PDF Solutions, Inc. (the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), including the instructions to the Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. The interim unaudited condensed consolidated financial statements reflect, in the opinion of management, all adjustments necessary (consisting only of normal recurring adjustments) to present a fair statement of results for the interim periods presented. The operating results for any interim period are not necessarily indicative of the results that may be expected for other interim periods or the full fiscal year. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 27, 2025. The interim unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries after the elimination of all intercompany balances and transactions. The condensed consolidated balance sheet as of December 31, 2024 has been derived from the audited consolidated financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates in these condensed consolidated financial statements include revenue recognition, the estimated useful lives of property and equipment and intangible assets, fair value of convertible note receivable, assumptions made in analysis of allowance for credit losses, impairment of goodwill and long-lived assets, realization of deferred tax assets (“DTAs”), and accounting for lease obligations, stock-based compensation expense, and income tax uncertainties and contingencies. Actual results could differ from those estimates and may result in material effects on the Company’s operating results and financial position. Reclassification of Prior Period Amount Certain immaterial prior period amounts on the condensed consolidated balance sheet and condensed consolidated statements of cash flows have been reclassified to conform with current period presentation. Recent Accounting Standards In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . This ASU is intended to improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The ASU’s amendments are effective for public business entities for annual periods beginning after December 15, 2024. Entities are permitted to early adopt the standard for “annual financial statements that have not yet been issued or made available for issuance.” This ASU may be applied either prospectively or retrospectively. The Company will adopt this ASU on a prospective basis. The Company is currently evaluating the impact of the new standard on the consolidated financial statements and related disclosures. 8 Table of Contents In November 2024, the FASB issued ASU No. 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses . This ASU requires the disaggregation of certain expenses in the notes to the consolidated financial statements, to provide enhanced transparency into the expense captions presented on the face of the income statement. This ASU is effective on a prospective basis for fiscal years beginning after December 15, 2026 and for interim periods beginning after December 15, 2027, with early adoption permitted. This ASU may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of the new standard on the consolidated financial statements and related disclosures. Management has reviewed other recently issued accounting pronouncements issued or proposed by the FASB and does not believe any of these accounting pronouncements has had or will have a material impact on the condensed consolidated financial statements. 2. REVENUE FROM CONTRACTS WITH CUSTOMERS The Company derives revenue from two sources : Analytics and Integrated Yield Ramp. The Company recognizes revenue in accordance with FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers, and its related amendments (collectively known as “ASC 606”). ASC 606 outlines a single comprehensive model to use in accounting for revenue arising from contracts with customers. Revenue is recognized when control of products or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those promised products or services. The Company determines revenue recognition through the following five steps: ● Identification of the contract, or contracts, with a customer ● Identification of the performance obligations in the contract ● Determination of the transaction price ● Allocation of the transaction price to the performance obligations in the contract ● Recognition of revenue when, or as, performance obligations are satisfied The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectibility of consideration is probable. Contracts with Multiple Performance Obligations The Company enters into contracts that can include various combinations of licenses, products and services, some of which are distinct and are accounted for as separate performance obligations. For contracts with multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation on a relative basis using the standalone selling price (“SSP”). Analytics Revenue Analytics revenue is derived from the following primary offerings: licenses and services for standalone software (which is primarily Exensio ® and Cimetrix ® products), software-as-a-service (“SaaS”) (which is primarily Exensio ® products and includes secureWISE ® products and services), and Design-for-Inspection™ (“DFI™”) systems and Characterization Vehicle ® (“CV ® ”) systems that do not include performance incentives based on customers’ yield achievement. Revenue from standalone software is recognized depending on whether the license is perpetual or time-based. Perpetual (one-time charge) license software is recognized at the time of the inception of the arrangement when control transfers to the customers if the software license is considered as a separate performance obligation from the services offered by the Company. Revenue from post-contract support is recognized over the contract term on a straight-line basis, because the Company is providing (i) support and (ii) unspecified software updates on a when-and-if available basis over the contract term. Revenue from time-based-licensed software is allocated to each performance obligation and is recognized either at a point in time or over time as follows. The license component is recognized at the time when control transfers to customers, with the post- 9 Table of Contents contract support component recognized ratably over the committed term of the contract. For contracts with any combination of licenses, support, and other services, distinct performance obligations are accounted for separately. For contracts with multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation on a relative basis using the SSP attributed to each performance obligation. Revenue from SaaS arrangements, which allow for the use of a software product or service over a contractually determined period of time without the customer having to take possession of the software, e.g., cloud-based or via a network of secureWISE servers, is accounted for as a subscription and is recognized as revenue ratably, on a straight-line basis, over the subscription period beginning on the date the service is first made available to customers. For contracts with any combination of SaaS and related services, distinct performance obligations are accounted for separately. For contracts with multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation on a relative basis using the SSP attributed to each performance obligation. Revenue from DFI systems and CV systems (including Characterization services) that do not include performance incentives based on customers’ yield achievement is recognized primarily as services are performed. Where there are distinct performance obligations, the Company allocates revenue to all deliverables based on their SSPs. For those contracts with multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation on a relative basis using the SSP attributed to each performance obligation. Where there are not discrete performance obligations, historically, revenue is primarily recognized as services are performed using a percentage of completion method based on costs or labor-hours inputs, whichever is the most appropriate measure of the progress towards completion of the contract. The estimation of percentage of completion method is complex and subject to many variables that require significant judgment. Please refer to the “Significant Judgments” section of this Note for further discussion. The Company also leases some of its DFI system and CV system assets to some customers. The Company determines the existence of a lease when the customer controls the use of these identified assets for a period of time defined in the lease agreement and classifies such leases as operating leases or sales-type leases. A lease is classified as a sales-type lease if it meets certain criteria under ASC Topic 842, Leases; otherwise, it is classified as an operating lease. Operating lease revenue is recognized on a straight-line basis over the lease term. Sales-type lease revenue and corresponding lease receivables are recognized at lease commencement based on the present value of the future lease payments, and related interest income on lease receivable is recognized over the lease term and are recorded under Analytics revenue in the condensed consolidated statements of comprehensive income (loss). Payments under sales-type leases are discounted using the interest rate implicit in the lease. When the Company’s leases are embedded in contracts with customers that include non-lease performance obligations, the Company allocates consideration in the contract between lease and non-lease components based on their relative SSPs. Assets subject to operating leases remain in property and equipment and continue to be depreciated. Assets subject to sales-type leases are derecognized from property and equipment, net at lease commencement and a net investment in the lease asset is recognized in prepaid expenses and other current assets and other non-current assets in the condensed consolidated balance sheets. The Company generates revenue from the sale of DFI system products. Revenue is recognized at a point in time when the Company’s performance obligations have been completed, and the customer has accepted the product. Integrated Yield Ramp Revenue Integrated Yield Ramp revenue is derived from the Company’s fixed-fee engagements that include performance incentives based on customers’ yield achievement (which consists primarily of Gainshare royalties) typically based on customer’s wafer shipments, pertaining to these fixed-price contracts, which royalties are variable. Revenue under these project-based contracts, which are delivered over a specific period of time, typically for a fixed-fee component paid on a set schedule, is recognized as services are performed using a percentage of completion method based on costs or labor-hours inputs, whichever is the most appropriate measure of the progress towards completion of the contract. Where there are distinct performance obligations, the Company allocates revenue to all deliverables based on their SSPs and allocates the transaction price of the contract to each performance obligation on a relative basis using the SSP. Similar to the services provided in connection with DFI systems and CV systems that are contributing to Analytics revenue, due to the nature of the work performed in these arrangements, the estimation of percentage of completion method is complex and subject to many variables that require significant judgment. Please refer to the “Significant Judgments” section of this Note for further discussion. 10 Table of Contents The Gainshare contained in Integrated Yield Ramp contracts is a variable fee related to continued usage of the Company’s intellectual property after the fixed-fee service period ends, based on a customer’s yield achievement. Revenue derived from Gainshare is contingent upon the Company’s customers reaching certain defined production yield levels. Gainshare periods are generally subsequent to the delivery of all contractual services and performance obligations. The Company records Gainshare as a usage-based royalty derived from customers’ usage of intellectual property and records it in the same period in which the usage occurs. Disaggregation of Revenue The Company disaggregates revenue from contracts with customers into the timing of the transfer of goods and services and the geographical regions. The Company determined that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The Company’s performance obligations are satisfied either over time or at a point-in-time. The following table represents a disaggregation of revenue percentage by timing of revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 ​ Over time ​ 61 % 65 % Point-in-time 39 % 35 % Total 100 % 100 % ​ International revenues accounted for approximately 62 % and 57 % of the Company’s total revenues during the three months ended March 31, 2025 and 2024, respectively. See Note 9, Customer and Geographic Information . Significant Judgments Judgments and estimates are required under ASC 606. Due to the complexity of certain contracts, the actual revenue recognition treatment required under ASC 606 for the Company’s arrangements may be dependent on contract-specific terms and may vary in some instances. For revenue under project-based contracts for fixed-price services, revenue is recognized as services are performed using a percentage-of-completion method based on costs or labor-hours input method, whichever is the most appropriate measure of the progress towards completion of the contract. Due to the nature of the work performed in these arrangements, the estimation of percentage of completion method is complex, subject to many variables and requires significant judgment. Key factors reviewed by the Company to estimate costs to complete each contract are future labor and product costs and expected productivity efficiencies. If circumstances arise that change the original estimates of revenues, costs, or extent of progress toward completion, revisions to the estimates are made. These revisions may result in increases or decreases in estimated revenues or costs, and such revisions are reflected in revenue on a cumulative catch-up basis in the period in which the circumstances that gave rise to the revision become known. The Company’s contracts with customers often include promises to transfer products, software licenses and provide services, including professional services, technical support services, and rights to unspecified updates to a customer. Determining whether licenses and services are distinct performance obligations that should be accounted for separately, or not distinct and thus accounted for together, requires significant judgment. The Company is required to estimate the range of the SSPs for each performance obligation and in instances where the SSP is not directly observable because the Company does not license the software or sell the service separately, the Company determines the SSP using information that may include market conditions and other observable inputs. 11 Table of Contents The Company is required to record Gainshare revenue in the same period in which the usage occurs. Because the Company generally does not receive the acknowledgment reports from its customers during a given quarter within the time frame necessary to adequately review the reports and include the actual amounts in quarterly results for such quarter, the Company accrues the related revenue based on estimates of customers underlying sales achievement. The Company’s estimation process can be based on historical data, trends, seasonality, changes in the contract rate, knowledge of the changes in the industry and changes in the customer’s manufacturing environment learned through discussions with customers and sales personnel. As a result of accruing revenue for the quarter based on such estimates, adjustments will be required in the following quarter to true-up revenue to the actual amounts reported. Contract Balances The Company performs its obligations under a contract with a customer primarily by licensing software or providing services in exchange for consideration from the customer. The timing of the Company’s performance often differs from the timing of the customer’s payment, which results in the recognition of a receivable, a contract asset or a contract liability. The Company classifies the right to consideration in exchange for software or services transferred to a customer as either a receivable or a contract asset. A receivable is a right to consideration that is unconditional, as compared to a contract asset, which is a right to consideration that is conditional upon factors other than the passage of time. The majority of the Company’s contract assets represent unbilled amounts related to fixed-price service contracts when the revenue recognized exceeds the amount billed to the customer. The contract assets are recorded on a net basis with deferred revenue (i.e., contract liabilities) at the contract level. The contract assets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 ​ 2024 Current (included in Prepaid expenses and other current assets) ​ $ 6,423 ​ $ 3,224 Non-current (included in Other non-current assets) ​ 505 ​ 617 Total contract assets ​ $ 6,928 ​ $ 3,841 ​ The Company did not record any asset impairment charges related to contract assets for the periods presented. Deferred revenues and billings in excess of recognized revenues consist substantially of amounts invoiced in advance of revenue recognition and are recognized as the revenue recognition criteria are met. Deferred revenues that will be recognized during the succeeding twelve-month period are recorded as current deferred revenues and the remaining portion is recorded in other non-current liabilities in the condensed consolidated balance sheets. Deferred revenues were the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 ​ 2024 Current ​ $ 27,131 ​ $ 25,005 Non-current (included in Other non-current liabilities) ​ ​ 1,552 ​ ​ 1,512 Total deferred revenues ​ $ 28,683 ​ $ 26,517 ​ Additional information related to deferred revenue were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Revenue recognized that was included in the deferred revenues and billings in excess of recognized revenues balances at the beginning of each year ​ $ 10,025 ​ $ 11,444 ​ 12 Table of Contents As of March 31, 2025, the aggregate amount of the transaction price allocated to the remaining performance obligations related to customer contracts that were unsatisfied or partially unsatisfied was approximately $ 226.7 million. Given the applicable contract terms with customers, more than half of this amount is expected to be recognized as revenue over the next two years with the remainder to be recognized thereafter. This amount does not include insignificant contracts to which the customer is not committed, nor significant contracts for which the Company recognizes revenue equal to the amount the Company has the right to invoice for services performed, or future sales-based or usage-based royalty payments in exchange for a license of intellectual property. This amount is subject to change due to future revaluations of variable consideration, terminations, other contract modifications, or currency adjustments. The estimated timing of the recognition of remaining unsatisfied performance obligations is subject to change and is affected by changes to the scope, change in timing of delivery of products and services, or contract modifications. The adjustment to revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods was an increase of $ 0.2 million and a decrease of $ 0.6 million during the three months ended March 31, 2025 and 2024, respectively. These amounts primarily represent changes in estimated percentage-of-completion based contracts and changes in actual versus estimated Gainshare. Costs to Obtain or Fulfill a Contract The Company capitalizes the incremental costs to obtain or fulfill a contract with a customer, including direct sales commissions and related fees, when it expects to recover those costs. Amortization expense related to these capitalized costs is recognized over the period associated with the revenue from which the cost was incurred. Total capitalized direct sales commission costs and related fees were the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 ​ 2024 Current (included in Prepaid expenses and other current assets) ​ $ 2,494 ​ $ 2,929 Non-current (included in Other non-current assets) ​ 4,147 ​ 2,385 Total capitalized direct sales commission costs ​ $ 6,641 ​ $ 5,314 Amortization of capitalized direct sales commission costs was the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Amortization of capitalized direct sales commission costs ​ $ 872 ​ $ 634 ​ There was no impairment loss in relation to the costs capitalized for the periods presented. Practical Expedient The Company does not adjust the transaction price for the effects of a significant financing component when the period between the transfers of the promised good or service to the customer and payment for that good or service by the customer is expected to be one year or less. The Company assessed each of its revenue generating arrangements in order to determine whether a significant financing component exists, and determined its contracts did not include a material significant financing component during the three months ended March 31, 2025 and 2024. 3. BALANCE SHEET COMPONENTS Accounts Receivable Accounts receivable include amounts that are unbilled at the end of the period that are expected to be billed and collected within a 12-month period. Unbilled accounts receivable, included in accounts receivable, totaled $ 27.0 million and $ 23.0 million as of March 31, 2025, and December 31, 2024, respectively. Unbilled accounts receivable that are not expected to be billed and collected during the succeeding 12-month period are recorded in other non-current assets and totaled $ 8.6 million and $ 9.0 million as of March 31, 2025, and December 31, 2024, respectively. 13 Table of Contents The Company performs ongoing credit evaluations of its customers’ financial condition. An allowance for credit losses is maintained for probable credit losses based upon the Company’s assessment of the expected collectibility of the accounts receivable. The allowance for credit losses is reviewed on a quarterly basis to assess the adequacy of the allowance. The allowance for credit losses was $ 0.9 million as of March 31, 2025 and December 31, 2024. Prepaid expenses and other current assets Prepaid expenses and other current assets consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 Prepaid expense ​ $ 7,840 ​ $ 6,481 Contract assets ​ ​ 6,423 ​ ​ 3,224 Costs capitalized to obtain revenue contracts ​ 2,494 ​ 2,929 Net investments in sales-type leases - current portion ​ 5,274 ​ 4,526 Income tax receivable ​ 769 ​ 285 Total prepaid expenses and other current assets ​ $ 22,800 ​ $ 17,445 ​ Property and Equipment Property and equipment, net consist of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 Computer equipment ​ $ 12,751 ​ $ 10,799 Software and capitalized software development cost ​ 6,646 ​ 5,617 Furniture, fixtures, and equipment ​ 2,553 ​ 2,529 Leasehold improvements ​ 6,850 ​ 6,691 Laboratory and other equipment ​ 6,009 ​ 5,734 Test equipment ​ 21,681 ​ 22,680 Property and equipment in progress: ​ ​ ​ ​ DFI system assets ​ ​ 40,231 ​ ​ 34,935 CV system and other assets ​ 7,508 ​ 6,431 Total property and equipment ​ 104,229 ​ 95,416 Less: Accumulated depreciation and amortization ​ ( 47,665 ) ​ ( 46,951 ) Total property and equipment, net ​ $ 56,564 ​ $ 48,465 ​ Test equipment mainly includes DFI™ system and CV ® system assets at customer sites that are contributing to revenue. Property and equipment in progress represent the development or construction of property and equipment that have not yet been placed in service for the Company’s intended use and are not depreciated. Depreciation and amortization expense was $ 0.7 million and $ 1.1 million for the three months ended March 31, 2025 and 2024, respectively. Goodwill and Intangible Assets, Net The following table summarizes goodwill transactions for the periods presented (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2025 2024 Balance at beginning of the period ​ $ 14,953 ​ $ 15,029 Addition ​ ​ 81,686 ​ ​ — Foreign currency translation adjustment ​ ​ 6 ​ ​ ( 76 ) Balance at end of the period ​ $ 96,645 ​ $ 14,953 ​ 14 Table of Contents The Company completed the acquisition of SecureWise LLC (“SecureWise”) on March 7, 2025. See Note 14, “Business Combination” for additional information related to the goodwill and intangible assets added from this acquisition. Intangible assets, net, consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2025 ​ December 31, 2024 ​ ​ Amortization ​ Gross ​ ​ ​ ​ Net ​ Gross ​ ​ ​ ​ Net ​ ​ Period ​ Carrying ​ Accumulated ​ Carrying ​ Carrying ​ Accumulated ​ Carrying ​ ​ (Years) Amount Amortization Amount Amount Amortization Amount Acquired intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer relationships 1 - 13 ​ $ 38,400 ​ $ ( 8,080 ) ​ $ 30,320 ​ $ 9,499 ​ $ ( 7,866 ) ​ $ 1,633 Developed technology 4 - 9 ​ 46,173 ​ ( 25,326 ) ​ 20,847 ​ 34,566 ​ ( 24,601 ) ​ 9,965 Tradename and trademarks 2 - 10 ​ 8,198 ​ ( 1,216 ) ​ 6,982 ​ 1,598 ​ ( 1,120 ) ​ 478 Patent 6 - 10 ​ 2,100 ​ ( 1,892 ) ​ 208 ​ 2,100 ​ ( 1,869 ) ​ 231 Noncompetition agreements 3 ​ 848 ​ ( 848 ) ​ — ​ 848 ​ ( 848 ) ​ — Total ​ ​ ​ $ 95,719 ​ $ ( 37,362 ) ​ $ 58,357 ​ $ 48,611 ​ $ ( 36,304 ) ​ $ 12,307 ​ The weighted average amortization period for acquired identifiable intangible assets was 9.1 years as of March 31, 2025. The amortization expense related to intangible assets were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Amortization of acquired technology (included in costs of revenues) ​ $ 678 ​ $ 584 Amortization of acquired intangible assets (presented separately under costs and expenses) ​ 378 ​ 259 Total amortization of acquired intangible assets ​ $ 1,056 ​ $ 843 ​ The estimated future amortization of acquired identifiable intangible assets as follows (in thousands): ​ ​ ​ ​ ​ Year Ending December 31, Amount 2025 (remaining nine months) ​ $ 6,196 2026 ​ 8,092 2027 ​ 7,939 2028 ​ 7,634 2029 ​ ​ 5,949 2030 and thereafter ​ 22,547 Total future amortization expense ​ $ 58,357 ​ There was no impairment charges for goodwill and intangible assets during the three months ended March 31, 2025 and 2024. 15 Table of Contents Other Non-current Assets Other non-current assets consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 Net investments in sales-type leases (3) ​ $ 16,492 ​ $ 13,226 Unbilled accounts receivable (2) ​ ​ 8,587 ​ ​ 8,983 Costs capitalized to obtain revenue contracts (1) ​ ​ 4,147 ​ ​ 2,385 Contract assets (1) ​ ​ 505 ​ ​ 617 Other ​ 4,174 ​ 4,302 Total other non-current assets ​ $ 33,905 ​ $ 29,513 (1) See Note 2, Revenue from Contracts with Customers . (2) See Note 3, Balance Sheet Components – Accounts Receivable . (3) The Company had net investments in sales-type leases for its DFI™ system and CV® system assets. The following table summarizes the components of the Company’s net investments in sales-type leases in the condensed consolidated balance sheets (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 Present value of lease receivables ​ $ 13,784 ​ $ 13,238 Less: Contract liability ​ ​ — ​ ​ ( 3,235 ) Net lease receivables ​ ​ 13,784 ​ ​ 10,003 Unguaranteed residual assets ​ ​ 7,982 ​ ​ 7,749 Total net investments in sales-type leases ​ $ 21,766 ​ $ 17,752 Reported as: ​ ​ ​ ​ ​ ​ Current (included in Prepaid expenses and other current assets) ​ $ 5,274 ​ $ 4,526 Non-current (included in Other non-current assets) ​ ​ 16,492 ​ ​ 13,226 Total net investments in sales-type leases $ 21,766 ​ $ 17,752 ​ Maturities of leases payments under sales-type leases as of March 31, 2025, were as follows (in thousands): ​ ​ ​ ​ ​ Year Ending December 31, Amount 2025 (remaining nine months) ​ $ 5,715 2026 ​ 8,086 2027 ​ 1,724 2028 ​ 56 Total future sales-type lease payments ​ ​ 15,581 Less: Present value adjustment (a) ​ ( 1,797 ) Present value of lease receivables ​ $ 13,784 (a) Calculated using the rate implicit in the lease determined for each lease. There was no allowance for credit losses on lease receivables as of March 31, 2025, and December 31, 2024. The Company’s ongoing risk management strategy for residual assets includes performing regular reviews of estimated residual values. 16 Table of Contents 4. LEASES The Company leases administrative and sales offices and certain equipment under non-cancellable operating leases, which contain various renewal or termination options and, in some cases, require payment of common area costs, taxes and utilities. These operating leases expire at various dates through 2028. The Company had no leases that were classified as a financing lease as of March 31, 2025, and December 31, 2024. Lease expense was comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Operating lease expense ​ $ 414 ​ $ 381 Short-term lease and variable lease expense (1) ​ 207 ​ 214 Total lease expense ​ $ 621 ​ $ 595 (1) Leases with an initial term of 12 months or less are not recorded on the condensed consolidated balance sheets, and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Variable lease expense for the periods presented primarily included common area maintenance charges. Supplemental condensed consolidated balance sheets information related to operating leases was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 2024 Weighted average remaining lease term under operating leases (in years) ​ ​ 3.1 ​ ​ 3.3 ​ Weighted average discount rate for operating lease liabilities ​ 6.0 % ​ 6.0 % ​ Maturities of operating lease liabilities as of March 31, 2025 were as follows (in thousands): ​ ​ ​ ​ ​ Year Ending December 31, Amount 2025 (remaining nine months) ​ $ 1,337 2026 ​ 1,548 2027 ​ 1,485 2028 ​ 847 Total future minimum lease payments ​ 5,217 Less: Interest (1) ( 472 ) Present value of future minimum lease payments under operating lease liabilities ​ $ 4,745 Reported as of March 31, 2025: ​ ​ ​ Operating lease liabilities – current ​ $ 1,591 Operating lease liabilities – non-current ​ ​ 3,154 Total operating lease liabilities ​ $ 4,745 (1) Calculated using incremental borrowing interest rate for each lease. As of March 31, 2025, the Company had additional undiscounted future minimum payments of $ 0.4 million relating to an operating lease for an office space that had been signed but had not yet commenced. This operating lease will commence during the second quarter of 2025 and will have a lease term of approximately 6.2 years. 17 Table of Contents 5. STOCKHOLDERS’ EQUITY Stock Repurchase Program On April 11, 2022, the Board of Directors adopted a stock repurchase program (the “2022 Program”) to repurchase up to $ 35.0 million of the Company’s common stock both on the open market and in privately negotiated transactions, including through Rule 10b5-1 plans, from time to time, over the next two years from the adoption date . During the three months ended March 31, 2024, 201,561 shares were repurchased by the Company under the 2022 Program at an average price of $ 34.23 per share for an aggregate total price of $ 6.9 million. In total, the Company repurchased 937,501 shares under the 2022 Program at an average price of $ 25.96 per share for an aggregate total price of $ 24.3 million. The 2022 Program expired on April 11, 2024. On April 15, 2024, the Board of Directors adopted a new stock repurchase program (the “2024 Program”) to repurchase up to $ 40.0 million of the Company’s common stock both on the open market and in privately negotiated transactions, including through Rule 10b5-1 plans, from time to time, over the next two years from the adoption date . The Company has no t repurchased any shares under the 2024 Program as of March 31, 2025. 6. EMPLOYEE BENEFIT PLANS Employee Stock Purchase Plan On June 15, 2021, the Company’s stockholders initially approved the 2021 Employee Stock Purchase Plan, which has been amended and restated by the Board of Directors and approved by the Company’s stockholders since then (as amended through the date of this report, the “2021 Purchase Plan”). Under the 2021 Purchase Plan, eligible employees can contribute up to 10 % of their compensation, as defined in the 2021 Purchase Plan, towards the purchase of shares of PDF common stock at a price of 85 % of the lower of the fair market value at the beginning of the offering period or the end of the purchase period. The 2021 Purchase Plan commenced on August 1, 2021, and provided for twenty-four-month offering periods with four six-month purchase periods in each offering period. The Company estimated the fair value of purchase rights granted under the 2021 Purchase Plan during the period using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions, resulting in the following weighted average fair values: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2025 ​ 2024 ​ Expected life (in years) ​ ​ 1.25 ​ ​ 1.25 ​ Volatility ​ ​ 40.22 % ​ ​ 41.40 % Risk-free interest rate ​ ​ 4.22 % ​ ​ 4.62 % Expected dividend ​ ​ — ​ ​ — ​ Weighted average fair value of purchase rights granted during the year ​ $ 9.36 ​ ​ $ 10.89 ​ ​ During the three months ended March 31, 2025 and 2024, a total of 89,508 shares and 73,854 shares, respectively, were issued under the 2021 Purchase Plan, at a weighted average purchase price of $ 23.68 per share and $ 25.94 per share, respectively. As of March 31, 2025, unrecognized compensation cost related to the 2021 Purchase Plan was $ 6.6 million, which is expected to be recognized over a weighted average period of 1.8 years. As of March 31, 2025, 548,973 shares were available for future issuance under the 2021 Purchase Plan. Subsequently, on April 28, 2025, the Company’s Board of Directors approved an amendment and restatement of the 2021 Purchase Plan, which is subject to stockholder approval at the 2025 annual meeting of stockholders, to, among other things, increase the number of shares reserved for issuance for an additional 0.2 million shares to a total of 1.4 million shares. 18 Table of Contents Stock Incentive Plan On November 16, 2011, the Company’s stockholders initially approved the 2011 Stock Incentive Plan, which has been amended and restated by the Board of Directors and approved by the Company’s stockholders a number of times since then (as amended through the date of this report, the “2011 Plan”). Under the 2011 Plan, the Company may award stock options, stock appreciation rights (“SARs”), stock grants or stock units covering shares of the Company’s common stock to employees, directors, non-employee directors and contractors. The aggregate number of shares reserved for awards under the 2011 Plan is 14.6 million shares, plus up to 3.5 million shares previously issued under the 2001 Stock Plan adopted by the Company in 2001, which expired in 2011 (the “2001 Plan”) that are either (i) forfeited or (ii) repurchased by the Company or are shares subject to awards previously issued under the 2001 Plan that expire or that terminate without having been exercised or settled in full on or after November 16, 2011. In case of awards other than options or SARs, the aggregate number of shares reserved under the 2011 Plan will be decreased at a rate of 1.33 shares issued pursuant to such awards. The exercise price for stock options must generally be at prices no less than the fair market value at the date of grant. Stock options generally expire ten years from the date of grant and become vested and exercisable over a four-year period. As of March 31, 2025, 15.1 million shares of common stock were reserved to cover stock-based awards under the 2011 Plan, of which 3.5 million shares were available for future grant. The number of shares reserved and available under the 2011 Plan includes 0.5 million shares that were subject to awards previously made under the 2001 Plan and were forfeited, expired, or repurchased by the Company after the adoption of the 2011 Plan through March 31, 2025. As of March 31, 2025, there were no outstanding awards that had been granted outside of the 2011 Plan. Subsequently, on April 28, 2025, the Company’s Board of Directors approved an amendment and restatement of the 2011 Plan, which is subject to stockholder approval at the 2025 annual meeting of stockholders, to, among other things, increase the number of shares reserved for issuance for an additional 0.8 million shares to a total of 15.9 million shares. The Company estimated the fair value of share-based awards granted under the 2011 Stock Plan during the period using the Black-Scholes-Merton option-pricing model. There were no stock options granted during the three months ended March 31, 2025 and 2024. Stock-Based Compensation Stock-based compensation is estimated at the grant date based on the award’s fair value and is recognized on a straight-line basis over the vesting periods, generally four years . Stock-based compensation expense before taxes related to the Company’s stock plan and employee stock purchase plan was allocated as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Costs of revenues ​ $ 1,342 ​ $ 1,200 Research and development ​ 2,419 ​ 2,202 Selling, general, and administrative ​ 2,835 ​ 2,708 Total stock-based compensation expense ​ $ 6,596 ​ $ 6,110 ​ 19 Table of Contents Stock Award Activities Restricted stock unit (“RSU”) Nonvested RSU activities were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average Grant ​ ​ Shares ​ Date Fair Value ​ (in thousands) Per Share Nonvested, January 1, 2025 1,885 ​ $ 33.14 Granted 54 ​ ​ 24.90 Vested ( 362 ) ​ ​ 29.52 Forfeited ( 8 ) ​ ​ 30.45 Nonvested, March 31, 2025 1,569 ​ $ 33.70 ​ The weighted average grant date fair values of RSUs granted during the three months ended March 31, 2025 and 2024 were $ 24.90 and $ 33.17 , respectively. The total fair value of RSUs vested were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Fair value of restricted stock units vested $ 9,712 $ 11,225 ​ As of March 31, 2025, there was $ 43.7 million of total unrecognized compensation cost related RSUs which is expected to be recognized over a weighted average period of 2.4 years. RSUs do not have rights to dividends prior to vesting. Stock Options As of March 31, 2025, the outstanding stock options totaled 26,679 shares. Total fair value of shares vested during the three months ended March 31, 2025 was immaterial. As of March 31, 2025, there was no remaining unrecognized compensation cost related to unvested stock options. 7. INCOME TAXES Income tax expense decreased by $ 0.1 million for the three months ended March 31, 2025 to $ 36 thousand as compared to $ 0.1 million for the three months ended March 31, 2024. The Company’s effective tax rate was ( 1.2 %) for the three months ended March 31, 2025 compared to ( 47 %) for the three months ended March 31, 2024. The increase was primarily due to changes in the foreign, federal and state taxes and year-to-date recognition of worldwide pre-tax income in relation to their forecasted amounts for full years. The Company’s provision for income taxes for the three months ended March 31, 2025, was primarily attributable to federal, state and foreign taxes. The Company’s total amount of unrecognized tax benefits, excluding interest, as of March 31, 2025, was $ 16.9 million, of which $ 2.3 million, if recognized, would affect the Company’s effective tax rate. The Company’s total amount of unrecognized tax benefits, excluding interest, as of December 31, 2024 was $ 16.6 million, of which $ 2.1 million, if recognized, would affect the Company’s effective tax rate. As of March 31, 2025, the Company has recorded unrecognized tax benefits of $ 2.9 million, including interest of $ 0.7 million, as long-term taxes payable in the condensed consolidated balance sheets. The remaining $ 14.7 million has been recorded within the Company’s DTAs, which is subject to a full valuation allowance. The valuation allowance was approximately $ 67.9 million as of March 31, 2025, and December 31, 2024, which was related to U.S. net federal and state DTAs. The worldwide net DTAs balance were immaterial as of March 31, 2025 and December 31, 2024. 20 Table of Contents The Company conducts business globally and, as a result, files numerous consolidated and separate income tax returns in the U.S. federal and various state and foreign jurisdictions. For U.S. federal and California income tax purposes, the statute of limitations currently remains open for the tax years ended 2021 to present and 2020 to present, respectively. In addition, all of the net operating loss and research and development credit carryforwards that may be utilized in future years may be subject to federal and state examination. The Company is not currently under known income tax examinations in the U.S. or any other of its major foreign subsidiaries’ jurisdictions. 8. NET LOSS PER SHARE Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period (excluding outstanding stock options, nonvested restricted stock units and shares subject to repurchase). Diluted net loss per share is computed using the weighted average number of common shares outstanding for the period plus the potential effect of dilutive securities which are convertible into common shares (using the treasury stock method), except in cases in which the effect would be anti-dilutive. The following is a reconciliation of the numerators and denominators used in computing basic and diluted net loss per share (in thousands except per share amount): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Numerator: ​ ​ Net loss ​ $ ( 3,032 ) ​ $ ( 393 ) Denominator: ​ ​ Basic weighted average common shares outstanding ​ 39,088 ​ 38,500 Effect of dilutive stock options, unvested restricted stock units, and shares of common stock expected to be issued under employee stock purchase plan ​ — ​ — Diluted weighted average common shares outstanding ​ 39,088 ​ 38,500 ​ ​ ​ ​ ​ ​ ​ Net loss per share: ​ ​ ​ ​ ​ ​ Basic ​ $ ( 0.08 ) ​ $ ( 0.01 ) Diluted ​ $ ( 0.08 ) ​ $ ( 0.01 ) ​ For the three months ended March 31, 2025 and 2024, because the Company was in a loss position, diluted net loss per share is the same as basic net loss per share as the inclusion of the potential common shares would have been anti-dilutive. The following table summarizes the potential shares of common stock that were not included in the diluted net loss per share calculation above because to do so would be anti-dilutive for the periods indicated (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Non-vested restricted stock units 1,569 ​ 37 Outstanding stock options 27 ​ 1,665 Shares issuable under employee stock purchase plan 69 ​ 24 Total 1,665 1,726 ​ ​ 9. CUSTOMER AND GEOGRAPHIC INFORMATION Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or group, in deciding how to allocate resources and in assessing performance. 21 Table of Contents The Company’s chief operating decision maker (“CODM”), the Chief Executive Officer, reviews discrete financial information including total revenues, gross profit, and net income (loss) presented on a consolidated basis for purposes of regularly making operating decisions about allocation of resources and financial performance assessment. Further, the CODM reviews and utilizes functional expenses (costs of revenues, research and development, and selling, general and administrative) at the consolidated level to manage the Company’s operations. Other segment items included in the condensed consolidated net income (loss) are amortization of acquired intangible assets, interest expense, other income (expense), net and income tax expense, which are reflected in the condensed consolidated statements of comprehensive income (loss). Accordingly, the Company considers itself as one operating and reporting segment because it does not distinguish between markets, specifically the provision of services for differentiated data and analytics solutions to the semiconductor and electronics industries. The following table presents segment total revenues, costs of revenues, gross profit, and net loss for the periods presented (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ 2025 2024 Total revenues $ 47,778 $ 41,310 Costs of revenues ​ $ 12,955 $ 13,529 Gross profit ​ $ 34,823 $ 27,781 Net loss ​ $ ( 3,032 ) ​ $ ( 393 ) ​ Revenues from an individual customer that are approximately 10% or more of the Company’s consolidated total revenues are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ Customer 2025 ​ 2024 A ​ 15 % ​ 22 % B ​ 19 % ​ 19 % C ​ 10 % ​ * ​ * represents less than 10% Gross accounts receivable balances (including amounts that are unbilled) from individual customers that are approximately 10% or more of the Company’s gross accounts receivable balance are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, Customer 2025 ​ ​ 2024 A 23 % ​ 21 % B ​ * % ​ 13 % C ​ 17 % ​ 11 % E ​ * % ​ 12 % ​ 22 Table of Contents Revenues from customers by geographic area based on the location of the customers’ work sites are as follows (amounts in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, ​ ​ 2025 ​ 2024 ​ ​ ​ ​ ​ Percentage ​ ​ ​ ​ Percentage ​ Revenues of Revenues ​ Revenues of Revenues United States ​ $ 18,228 38 % ​ $ 17,733 43 % Japan ​ ​ 11,736 ​ 25 ​ ​ ​ 11,288 ​ 27 ​ China ​ 8,043 17 ​ ​ 4,853 12 ​ Rest of the world ​ 9,771 20 ​ ​ 7,436 18 ​ Total revenues ​ $ 47,778 100 % ​ $ 41,310 100 % ​ Long-lived assets, net by geographic area are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2025 ​ 2024 United States (1) ​ $ 66,866 ​ $ 58,782 Rest of the world ​ 1,341 ​ 1,461 Total long-lived assets, net ​ $ 68,207 ​ $ 60,243 (1) Includes assets deployed at customer sites which could be outside the U.S. 10. FAIR VALUE MEASUREMENTS Fair value is the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The multiple assumptions used to value financial instruments are referred to as inputs, and a hierarchy for inputs used in measuring fair value is established, that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity’s pricing based upon its own market assumptions. These inputs are ranked according to a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. Level 1 - Inputs are quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs are quoted prices for similar assets or liabilities in an active market, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable and market-corroborated inputs which are derived principally from or corroborated by observable market data. Level 3 - Inputs are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. ​ 23 Table of Contents The following table represents the Company’s assets measured at fair value on a recurring basis and the basis for those measurements (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements Using ​ ​ Balance Sheet ​ March 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ Classification ​ 2025 (Level 1) (Level 2) (Level 3) Money market mutual funds ​ Cash equivalents ​ $ 1,813 ​ $ 1,813 ​ $ — ​ $ — Available-for-sale debt securities: ​ ​ ​ ​ ​ ​ U.S. Government securities (1) ​ Short-term investments ​ 10,415 ​ 10,415 ​ — ​ — Convertible note receivable (2) ​ Other non-current assets ​ ​ 2,062 ​ ​ — ​ ​ — ​ ​ 2,062 Total ​ ​ ​ $ 14,290 ​ $ 12,228 ​ $ — ​ $ 2,062 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value Measurements Using ​ ​ Balance Sheet ​ December 31, ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ Classification 2024 (Level 1) (Level 2) (Level 3) Money market mutual funds ​ Cash equivalents ​ $ 66,213 ​ $ 66,213 ​ $ — ​ $ — Available-for-sale debt securities: ​ ​ ​ ​ ​ ​ ​ U.S. Government securities (1) ​ Short-term investments ​ ​ 24,291 ​ 24,291 ​ — ​ — Convertible note receivable (2) ​ Other non-current assets ​ ​ 2,038 ​ ​ — ​ ​ — ​ ​ 2,038 Total ​ ​ ​ $ 92,542 ​ $ 90,504 ​ $ — ​ $ 2,038 (1) The amortized cost of the Company’s investments in U.S. Government securities approximated their fair value due to their short-term maturities, and there have been no events or changes in circumstances that would have had a significant effect on the fair value of these securities in the periods presented. For the three months ended March 31, 2025 and 2024, there were no material realized or unrealized gains or losses, either individually or in the aggregate. (2) In August 2024, the Company purchased a $ 2.0 million non-marketable convertible promissory note from an unrelated third party (the “convertible note”). The convertible note bears a 5 % interest rate annually and will mature in August 2026. 11. COMMITMENTS AND CONTINGENCIES Strategic Partnership with Advantest — See Note 12, Strategic Partnership Agreement with Advantest and Related Party Transactions , for the discussion about the Company’s commitments under the strategic partnership with Advantest. Operating Leases — Refer to Note 4, Leases , for the discussion about the Company’s lease commitments. Indemnifications — The Company generally provides a warranty to its customers that its software will perform substantially in accordance with documented specifications typically for a period of 90 days following initial delivery of its products. The Company also indemnifies certain customers from third-party claims of intellectual property infringement relating to the use of its products. Historically, costs related to these guarantees have not been significant. The Company is unable to estimate the maximum potential impact of these guarantees on its future results of operations. The Company’s standard product warranty terms for the sale of its DFI system product generally include post-sales support and repairs or replacement of a product at no additional charge for a contractually agreed period of time. The standard warranty reserve is based on estimated total expected costs to fulfill our warranty obligation based on best available information as of the reporting date. The standard warranty reserve was immaterial as of March 31, 2025 and December 31, 2024. 24 Table of Contents Purchase Obligations — The Company has purchase obligations with certain suppliers for the purchase of goods and services entered into in the ordinary course of business. As of March 31, 2025, total outstanding purchase obligations were $ 37.6 million, the majority of which is due within the next 12 months. Indemnification of Officers and Directors — As permitted by the Delaware General Corporation Law, the Company has included a provision in its certificate of incorporation to eliminate the personal liability of its officers and directors for monetary damages for breach or alleged breach of their fiduciary duties as officers or directors. In addition, the Bylaws of the Company provide that the Company is required to indemnify its officers and directors even when indemnification would otherwise be discretionary, and the Company is required to advance expenses to its officers and directors as incurred in connection with proceedings against them for which they may be indemnified. The Company has entered into indemnification agreements with its officers and directors containing provisions that are in some respects broader than the specific indemnification provisions contained in the Delaware General Corporation Law. The indemnification agreements require the Company to indemnify its officers and directors against liabilities that may arise by reason of their status or service as officers and directors other than for liabilities arising from willful misconduct of a culpable nature, to advance their expenses incurred as a result of any proceeding against them as to which they could be indemnified, and to obtain directors’ and officers’ insurance if available on reasonable terms. The Company has obtained directors’ and officers’ liability insurance in amounts comparable to other companies of the Company’s size and in the Company’s industry. Since a maximum obligation of the Company is not explicitly stated in the Company’s Bylaws or in its indemnification agreements and will depend on the facts and circumstances that arise out of any future claims, the overall maximum amount of the obligations cannot be reasonably estimated. Legal Proceedings — From time to time, the Company is subject to various claims and legal proceedings that arise in the ordinary course of business. The Company accrues for losses related to litigation when a potential loss is probable, and the loss can be reasonably estimated in accordance with FASB requirements. As of March 31, 2025, the Company was not party to any material legal proceedings for which a loss was probable or an amount was accrued. From time to time, the Company may enter into contingent fee arrangements with external legal firms that may represent the Company in legal proceedings related to disputes. Contingent legal fees are accrued by the Company when they are probable and reasonably estimable. On May 6, 2020, the Company initiated an arbitration proceeding with the Hong Kong International Arbitration Center (the “Tribunal”) against SMIC New Technology Research & Development (Shanghai) Corporation (“SMIC”) due to SMIC’s failure to pay fees due to the Company under a series of contracts. The Company seeks to recover the unpaid fees, a declaration requiring SMIC to pay fees under the contracts in the future (or a lump sum payment to end the contract), and costs associated with bringing the arbitration proceeding. SMIC denies liability and an arbitration hearing was held in February 2023. Final written submissions were submitted by the parties at the end of August 2023, and the parties submitted answers to the Tribunal’s final questions in August 2024. The Company is awaiting the Tribunal’s decision on a judgment. 12. STRATEGIC PARTNERSHIP AGREEMENT WITH ADVANTEST AND RELATED PARTY TRANSACTIONS In July 2020, the Company entered into a long-term strategic partnership with Advantest Corporation through its wholly-owned subsidiary, Advantest America, Inc. (collectively referred to herein as “Advantest”), which includes: (i) a Securities Purchase Agreement wherein the Company issued and sold to Advantest America, Inc., an aggregate of 3,306,924 shares of its common stock, for aggregate gross proceeds of $ 65.2 million; (ii) a significant agreement for its assistance in development of cloud-based applications for Advantest tools that leverages our Exensio analytics software; (iii) a commercial agreement providing for the license to third parties of solutions that result from the development work that combine Advantest’s testing applications and our Exensio platform; and (iv) a 5 -year cloud-based subscription for Exensio analytics software and related services. Analytics revenue recognized from Advantest was $ 3.6 million and $ 2.9 million during the three months ended March 31, 2025 and 2024, respectively. Accounts receivable from Advantest were not material as of March 31, 2025 and December 31, 2024. Deferred revenue amounted to $ 5.8 million and $ 8.3 million as of March 31,2025, and December 31, 2024, respectively. 25 Table of Contents 13. DEBT Debt as of March 31, 2025 consisted of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ ​ ​ ​ ​ 2025 Term loan ​ ​ ​ ​ $ 25,000 Revolving credit facility ​ ​ ​ ​ ​ 45,000 Total debt (principal amount) ​ ​ ​ ​ ​ 70,000 Unamortized debt discount and financing costs ​ ​ ​ ​ ​ ( 1,344 ) Total debt, net of unamortized debt discount and financing costs ​ ​ ​ ​ $ 68,656 Reported as: ​ ​ ​ ​ ​ ​ Current portion of long-term debt, net ​ ​ ​ ​ $ 2,240 Long-term debt, net ​ ​ ​ ​ ​ 66,416 Total debt, net ​ ​ ​ ​ $ 68,656 ​ On March 7, 2025, the Company entered into a Credit Agreement (the “Credit Agreement”) with the lenders who are party to the Credit Agreement and the lenders who may become a party to the Credit Agreement pursuant to the terms thereof (the “Lenders”) and Wells Fargo Bank, National Association, as administrative agent to the Lenders (the “Agent”). The Credit Agreement provides for (a) a revolving credit facility in an aggregate principal amount of $ 45.0 million (the “Revolving Credit Facility”) and (b) a term loan facility in an aggregate principal amount of $ 25.0 million (the “Term Loan” and together with the Revolving Credit Facility, the “Credit Facilities”). Borrowings under the Credit Facilities will accrue interest at rates equal, at the Company’s election, to (i) the alternate base rate, which is defined as the highest of (a) the federal funds effective rate in effect from time to time plus 0.50 %, (b) the prime commercial lending rate in effect from time to time, and (c) the daily simple secured overnight financing rate (“SOFR”) plus 1.00 % or (ii) SOFR, plus, in each case, the applicable margin. The applicable margin for the Revolving Credit Facility borrowings bearing interest at the alternate base rate ranges from 1.00 % to 1.75 %, and the applicable margin for Revolving Credit Facility borrowings bearing interest based on the SOFR ranges from 2.00 % to 2.75 %, in each case, based on the Company’s consolidated total net leverage ratio as of the most recently ended fiscal quarter. The applicable margin for Term Loan borrowings bearing interest at the alternate base rate ranges from 1.00 % to 1.75 %, and the applicable margin for Term Loan borrowings bearing interest based on the SOFR ranges from 2.00 % to 2.75 %, in each case, based on the Company’s consolidated total net leverage ratio as of the most recently ended fiscal quarter. The Company will pay an annual commitment fee during the term of the Credit Agreement at a rate per annum equal to 0.50 % for any undrawn portion of the Revolving Credit Facility. The Credit Agreement contains customary representations and warranties, as well as customary affirmative and negative covenants. Negative covenants include, among others, restrictions on the incurrence of debt, the incurrence of liens, the making of investments and distributions, dividends and stock buy-backs. In addition, the Credit Agreement requires that the Company maintain a consolidated total net leverage ratio of not greater than 3.00 to 1.00, and a consolidated fixed charge coverage ratio of not less than 1.25 to 1.00. As of March 31, 2025, the Company was in compliance with the covenants contained in the Credit Agreement. The Credit Agreement contains customary events of default. Upon the occurrence and during the continuance of an event of default, the Agent may declare the outstanding advances and all other obligations under the Credit Agreement immediately due and payable. The obligations under the Credit Agreement are guaranteed by all present and future material domestic subsidiaries of the Company (collectively with the Company referred to herein as the “Credit Parties”), subject to customary exceptions, and are secured by the equity interests of the Credit Parties (other than the Company) and substantially all of the personal property owned by the Credit Parties, including 65% of the equity interests of certain foreign subsidiaries owned by the Credit Parties. 26 Table of Contents The Company used the amounts borrowed under the Credit Facilities to finance, in part, the purchase price paid for the acquisition of SecureWise (see Note 14, Business Combination ). Future Payments on Total Debt As of March 31, 2025, the estimated future principal payments of the total long-term debt were as follows (in thousands): ​ ​ ​ ​ ​ Year Ending December 31, Amount 2025 (remaining nine months) ​ $ 1,875 2026 ​ 2,500 2027 ​ 2,500 2028 ​ 2,500 2029 ​ ​ 2,500 2030 ​ ​ 58,125 Total future principal payments of long-term debt $ 70,000 ​ ​ ​ ​ 14. BUSINESS COMBINATION On February 19, 2025, the Company entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Telit IOT Solutions Inc., a Delaware corporation (the “Seller”), and SecureWise, pursuant to which the Company agreed to acquire the Seller’s SecureWise business (the “Business”) by means of a purchase of all of the outstanding equity interests of SecureWise held by the Seller (the “Transaction”). On March 7, 2025, the Company completed the acquisition of the Business from the Seller pursuant to the Purchase Agreement for a cash purchase price of $ 130.0 million, subject to customary adjustments in respect of indebtedness, transaction expenses, cash and working capital of the Business, in each case, in accordance with the terms of the Purchase Agreement. The Company financed the Transaction using a combination of cash on hand and borrowings under the Credit Facilities. The Company expects the Transaction to accelerate equipment makers’ ability to derive value from equipment data by enabling them to leverage the Company’s Exensio analytics software and to expand the capability of the Company’s secure data exchange (“DEX”) outsourced semiconductor assembly and test (“OSAT”) network by allowing equipment makers, fab operators, and fabless companies to collaborate to optimize chip manufacturing and test. The Company accounted for the Transaction as a business combination in accordance with FASB ASC Topic 805, Business Combinations . This method requires that assets acquired and liabilities assumed in a business combination be recognized at their respective estimated fair values as of the acquisition date. The Company allocated the purchase price to identifiable assets acquired based on their estimated fair values. The fair value of the consideration transferred and the assets acquired and liabilities assumed was determined by the Company and in doing so management engaged a third-party valuation specialist to assist with the measurement of the fair value of identifiable intangible assets. The estimated fair value of the identifiable assets acquired and liabilities assumed was based on management’s best estimates. The fair value of the customer relationships was determined using the multi-period excess earnings income approach or cost approach. The fair value of trade names and developed technology was determined using the relief-from-royalty method. The fair value of acquired technology was determined using the cost approach. The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. The goodwill recorded from this acquisition represents business benefits the Company anticipates from the acquired workforce and expectation for expanded sales opportunities to foster further business growth. The goodwill associated with the acquisition is deductible for tax purposes. The Company expensed all transaction costs in the period in which they were incurred. The total non-recurring legal, finance, integration and other costs related to the acquisition of SecureWise amounted to $ 5.3 million, of which $ 4.4 million was recorded in the first quarter of 2025 and $ 0.9 million in the fourth quarter of 2024. 27 Table of Contents The preliminary allocation of the purchase price for the acquisition of SecureWise, as of the date of the completion of the Transaction, is as follows (in thousands, except amortization period): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortization ​ Amount Period (Years) Allocation of Purchase Price: ​ Fair value estimates of assets acquired and liabilities assumed ​ Cash ​ $ 1,049 Accounts receivable ​ ​ 3,038 ​ ​ Prepaid and other assets ​ ​ 1,049 ​ ​ Fixed assets ​ ​ 1,592 ​ ​ Fair value of intangible assets: ​ ​ Trademark ​ ​ 6,600 ​ 5 Customer relationships ​ 28,900 13 Developed technology ​ 11,600 7 Goodwill ​ 81,686 N/A Accounts payable and other current liabilities ​ ​ ( 4,747 ) Total purchase price allocation ​ $ 130,767 ​ The estimated fair value of the accounts receivable acquired approximates the contractual value of $ 3.0 million. The Company is still finalizing the allocation of the purchase price to the individual assets acquired. Accordingly, these preliminary estimates are subject to change during the measurement period, which is the period subsequent to the acquisition date during which the acquirer may adjust the provisional amounts recognized for a business combination, not to exceed one year from the acquisition date. The final purchase price allocation, which may include changes in the allocations within intangible assets and between intangible assets and goodwill, as well as changes in the estimated useful lives of the intangible assets, will be determined when the Company has completed the detailed review of underlying inputs and assumptions used in its preliminary purchase price allocation. Pro forma information reflecting the impact of the Transaction has not been presented as the Transaction was not material to the Company’s financial results. 28 Table of Contents