0001853138-25-000018 | 10-Q | XBRL Viewer

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Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Dec. 31, 2024
Balance Sheet Related Disclosures [Abstract]
Prepaid expenses and other receivables	$ 4,516	$ 1,610
Payroll tax credit receivable	400	650
Total prepaid expenses and other current assets	$ 4,916	$ 2,260

Warrant Liabilities

9 Months Ended

Sep. 30, 2025

Warrant Liabilities [Abstract]

Warrant Liabilities

9. Warrant Liabilities

Common Stock Warrant Liabilities

As of September 30, 2025, the Company had the following liability classified warrants to purchase shares of its common stock outstanding (in thousands, except exercise price per share):


	Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
PIPE Warrants	17,769	$	12.00	9/24/2031
NRA Warrants	7,607	$	12.00	9/24/2031
Total outstanding	25,376

PIPE Warrants

At the Closing, and in connection with a financing transaction (see Note 10), the Company issued PIPE Warrants to purchase shares of its common stock that were immediately exercisable upon issuance. The PIPE Warrants are subject to standard anti-dilution provisions, a reset of the exercise price six and nine months after the Closing Date based on the trailing 45-day VWAP of the Company's stock as well as down-round provisions that provide for adjustments upon the expiration or termination of certain Company securities. As a result of the down-round provisions, which may result in adjustments triggered by events that are not an input into the fair value model, the PIPE Warrants did not meet the requirements for equity classification and were therefore classified as liabilities, subject to remeasurement each reporting period (see Note 4).

Non-Redemption Agreement Warrants

The NRA Warrants have substantially the same terms as the PIPE Warrants, including the standard anti-dilution provisions, a reset of the exercise price as well as down-round provisions that provide for adjustments upon the expiration or termination of certain Company securities as described above. Similarly, the NRA Warrants did not meet the requirements for equity classification and were therefore classified as liabilities, subject to remeasurement each reporting period (see Note 4).

Legacy Kodiak Warrant Liabilities - Redeemable Convertible Preferred Stock Warrants

At the Closing, certain Legacy Kodiak warrants to purchase shares of redeemable convertible preferred stock that had previously been issued were net settled, resulting in the issuance of 614,799 shares of Kodiak common stock. In addition, certain Legacy Kodiak warrants to purchase shares of redeemable convertible preferred stock were assumed by the Company and became 558,559 shares to purchase its common stock, or the Assumed Kodiak Warrants (see Note 11).

Upon the Closing, the Kodiak Assumed Warrants were remeasured and reclassified to equity as it met the criteria for equity classification.

Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands

Sep. 30, 2025

Dec. 31, 2024

Current assets:

Cash and cash equivalents

$ 146,203

$ 16,709

Accounts receivable

706

1,280

Prepaid expenses and other current assets

4,916

2,260

Total current assets

151,825

20,249

Restricted cash

1,450

Property and equipment, net

18,796

6,723

Operating lease right-of-use assets

5,742

7,115

Other assets

Total assets

177,839

35,561

Current liabilities:

Accounts payable

3,284

1,372

Accrued expenses and other current liabilities

7,371

11,416

Operating lease liabilities, current

1,849

1,638

Debt, current portion

22,148

16,792

Total current liabilities

34,652

31,218

Debt, net of current portion

1,083

17,574

Second lien loans

10,423

Simple agreements for future equity

59,301

Operating lease liabilities, noncurrent

4,143

5,723

Warrant liabilities, noncurrent

123,328

1,619

Other liabilities

528

313

Total liabilities

174,157

115,748

Commitments and contingencies (Note 8)

Temporary equity, carrying amount

223,185

170,648

Stockholders’ deficit:

Common stock, $0.0001 par value; 1,980,000 and 265,000 shares authorized as of September 30, 2025 and December 31, 2024, respectively; 174,9571 and 58,057 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

^[1]

Additional paid-in capital

560,470

17,303

Accumulated deficit

(779,990)

(268,144)

Total stockholders’ deficit

(219,503)

(250,835)

Total liabilities, redeemable convertible preferred stock and stockholders’ deficit

177,839

35,561

Series A cumulative redeemable convertible preferred stock

Current liabilities:

Temporary equity, carrying amount

223,185

Redeemable convertible preferred stock

Current liabilities:

Temporary equity, carrying amount

$ 0

$ 170,648

[1]	1 Excludes 6,250,000 shares legally issued and outstanding related to sponsor earn out securities (see Note 3).

Debt - Schedule of Future Minimum Principal Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Dec. 31, 2024
Debt Instrument [Line Items]
2025 (remaining nine months)	$ 5,405
2026	27,267
2027	808
2028	44
Total principal debt payments and final payment fee	33,524
Less: unamortized debt discount	(141)
Less: unamortized final payment fee	(152)
Less: Debt, current portion	(22,148)	$ (16,792)
Debt, net of current portion	11,083
Second Lien Loans
Debt Instrument [Line Items]
2025 (remaining nine months)	0
2026	10,000
2027	0
2028	0
Total principal debt payments and final payment fee	10,000
Less: unamortized debt discount	0
Less: unamortized final payment fee	0
Less: Debt, current portion	0
Debt, net of current portion	10,000
Other Debt
Debt Instrument [Line Items]
2025 (remaining nine months)	5,405
2026	17,267
2027	808
2028	44
Total principal debt payments and final payment fee	23,524
Less: unamortized debt discount	(141)
Less: unamortized final payment fee	(152)
Less: Debt, current portion	(22,148)
Debt, net of current portion	$ 1,083

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	3 Months Ended	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2025	Dec. 31, 2024
Temporary equity, issued (in shares)			62,240,000
Temporary equity, outstanding (in shares)	142,000	142,000	62,240,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,980,000,000	1,980,000,000	265,000,000
Common stock, shares issued (in shares)	174,957,000	174,957,000	58,057,000
Common stock, shares outstanding (in shares)	174,957,000	174,957,000	58,057,000
Series A cumulative redeemable convertible preferred stock
Temporary equity par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Temporary equity, shares authorized (in shares)	20,000,000	20,000,000	0
Temporary equity, issued (in shares)	142,000	142,000	0
Temporary equity, outstanding (in shares)	142,000	142,000	0
Redeemable convertible preferred stock
Temporary equity par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Temporary equity, shares authorized (in shares)	0	0	98,127,000
Temporary equity, issued (in shares)	0	0	62,240,000
Temporary equity, outstanding (in shares)	0	0	62,240,000
Sponsor Earn Out Securities
New shares issued during period (in shares)	6,250,000	6,250,000

Stockholders’ Deficit - Schedule of Common Stock Warrants Outstanding (Details) shares in Thousands	Sep. 30, 2025 $ / shares shares
Total outstanding
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares underlying warrants (in shares)	39,859
Public Warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares underlying warrants (in shares)	25,000
Exercise price per share (in dollars per share) \| $ / shares	$ 11.50
Private Placement Warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares underlying warrants (in shares)	14,300
Exercise price per share (in dollars per share) \| $ / shares	$ 11.50
Assumed Kodiak Warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares underlying warrants (in shares)	559
Exercise price per share (in dollars per share) \| $ / shares	$ 2.24

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Reverse Recapitalization (Tables)

9 Months Ended

Sep. 30, 2025

Reverse Recapitalization [Abstract]

Schedule of Reverse Recapitalization

The number of shares of Kodiak common stock issued and outstanding following the consummation of the Merger and as of September 30, 2025 was as follows (in thousands):


						Shares
AACT public shares						49,360
Less: redemptions of AACT public shares						(43,867)
AACT public shares, net of redemptions						5,493
AACT Sponsor shares outstanding						6,250
Total shares of AACT common stock outstanding prior to the Merger						11,743
Legacy Kodiak common stock						161,754
NRA Shares						368
Legacy Kodiak Advisor Shares						1,092
Total Kodiak common stock outstanding subsequent to the Merger						174,957

Stock-based Compensation - Narrative (Details) - USD ($) $ in Millions		9 Months Ended
	Sep. 23, 2025	Sep. 30, 2025
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares granted (in shares)		11,308,000
Number of common stock reserved for future issuance (in shares)		250,523,000
Total unrecognized compensation expense		$ 69.2
Stock Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Nonvested award, cost not yet recognized, period for recognition (in years)		2 years 7 months 6 days
2025 EIP
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of shares authorized (in shares)	28,195,000
Number of potential additional shares (in shares)	56,100,142
Number of shares granted (in shares)		0
Number of additional shares allowable under plan (in shares)		56,390,000
Percentage of outstanding shares		5.00%
2025 Employee Stock Purchase Plan \| Employee Stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of additional shares allowable under plan (in shares)	11,280,000
Percentage of outstanding shares	1.00%
Number of common stock reserved for future issuance (in shares)	5,639,000
Percentage price of common stock on offering date	85.00%

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income taxes	$ 0	$ 0	$ 4	$ 4
Effective tax rate	0.00%	0.00%	0.00%	0.00%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

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+ Details

Stock-based Compensation (Tables)

9 Months Ended

Sep. 30, 2025

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

Stock option activity under the Company’s equity incentive plan was as follows:


	Options Outstanding
	Number of Options (in thousands)	Weighted–Average Exercise Price		Weighted-Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2024	49,157	$	0.60
Granted	11,308	7.10
Exercised	(2,130)	0.57
Forfeited	(1,902)	1.40
Expired	(443)	0.61
Outstanding as of September 30, 2025	55,990	$	1.88	7.4	$	553,256
Exercisable as of September 30, 2025	32,050	$	0.62	6.3	$	357,707

Schedule of Total Stock-Based Compensation

Total stock-based compensation recorded in the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Research and development	$	2,228	$	1,029	$	5,148	$	2,518
General and administrative	2,475		421		3,952		988
Truck and freight operations	152		59		329		145
Sales and marketing	390		209		707		338
Total stock-based compensation	$	5,245	$	1,718	$	10,136	$	3,989

Redeemable Convertible Preferred Stock - Narrative (Details) $ / shares in Units, $ in Thousands		3 Months Ended		9 Months Ended
	Sep. 24, 2025 USD ($) shares	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) shares	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) shares	Jun. 30, 2025 USD ($) shares	Mar. 31, 2025 USD ($) shares	Dec. 31, 2024 USD ($) shares	Jun. 30, 2024 USD ($) shares	Mar. 31, 2024 USD ($) shares	Dec. 31, 2023 USD ($) shares
Temporary Equity [Line Items]
Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net (in shares) \| shares		142,000
Preferred stock, preference stock, and warrants, fair value	$ 315,600
Loss on temporary equity and warrants	170,600
Loss on issuance of Series A cumulative redeemable convertible preferred stock		$ 84,174	$ 0	$ 84,174	$ 0
Loss on issuance of common stock warrants		123,328	0	123,328	0
Temporary equity, carrying amount		$ 223,185	$ 170,648	$ 223,185	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648
Temporary equity, liquidation preference								$ 170,089
Temporary equity, issued (in shares) \| shares								62,240,000
Temporary equity, outstanding (in shares) \| shares		142,000	62,240,000	142,000	62,240,000	62,240,000	62,240,000	62,240,000	62,240,000	62,240,000	62,240,000
PIPE Warrants
Temporary Equity [Line Items]
Warrant liability, fair value	86,400	$ 86,359		$ 86,359
Loss on issuance of common stock warrants		86,400		86,400
Preferred Investors
Temporary Equity [Line Items]
Proceeds from issuance of preferred stock	$ 145,000
Preferred Investors \| PIPE Warrants
Temporary Equity [Line Items]
Warrants issued during period (in shares) \| shares	17,769,375
Series A Cumulative Redeemable Convertible Preferred Stock
Temporary Equity [Line Items]
Temporary equity, fair value	$ 229,200
Loss on issuance of Series A cumulative redeemable convertible preferred stock		84,200		84,200
Conversion period, period after closing date	5 years
Temporary equity, carrying amount		223,185		223,185				$ 0
Temporary equity, liquidation preference		$ 170,900		$ 170,900
Preferred stock, dividend rate				9.99%
Preferred stock, dividend rate, cash				7.99%
Preferred stock, convertible, conversion price (in dollars per share) \| $ / shares		$ 12.00		$ 12.00
Temporary equity, issued (in shares) \| shares		142,000		142,000				0
Temporary equity, outstanding (in shares) \| shares		142,000		142,000				0
Series A Cumulative Redeemable Convertible Preferred Stock \| Dividend rate
Temporary Equity [Line Items]
Temporary equity, measurement input	0.0999
Series A Cumulative Redeemable Convertible Preferred Stock \| Redemption period
Temporary Equity [Line Items]
Temporary equity, measurement input	5
Series A Cumulative Redeemable Convertible Preferred Stock \| Discount rate
Temporary Equity [Line Items]
Temporary equity, measurement input	0.25
Series A Cumulative Redeemable Convertible Preferred Stock \| Measurement Input, Price Volatility
Temporary Equity [Line Items]
Temporary equity, measurement input	0.55
Series A Cumulative Redeemable Convertible Preferred Stock \| Preferred Investors
Temporary Equity [Line Items]
Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net (in shares) \| shares	142,155
Series A Cumulative Redeemable Convertible Preferred Stock \| 46th trading day following 6 months after closing date
Temporary Equity [Line Items]
Volume-weighted average price, period				45 days
Series A Cumulative Redeemable Convertible Preferred Stock \| 46th trading day following 6 months after closing date \| Minimum
Temporary Equity [Line Items]
Preferred stock, convertible, conversion price (in dollars per share) \| $ / shares		$ 8.00		$ 8.00
Series A Cumulative Redeemable Convertible Preferred Stock \| 46th trading day following 9 months after closing date
Temporary Equity [Line Items]
Volume-weighted average price, period				45 days
Series A Cumulative Redeemable Convertible Preferred Stock \| 46th trading day following 9 months after closing date \| Minimum
Temporary Equity [Line Items]
Preferred stock, convertible, conversion price (in dollars per share) \| $ / shares		$ 6.00		$ 6.00
Series A Cumulative Redeemable Convertible Preferred Stock \| Prior to first anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		150.00%		150.00%
Series A Cumulative Redeemable Convertible Preferred Stock \| First to second anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		140.00%		140.00%
Series A Cumulative Redeemable Convertible Preferred Stock \| Second to third anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		130.00%		130.00%
Series A Cumulative Redeemable Convertible Preferred Stock \| Third to fourth anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		120.00%		120.00%
Series A Cumulative Redeemable Convertible Preferred Stock \| Fourth to fifth anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		110.00%		110.00%
Series A Cumulative Redeemable Convertible Preferred Stock \| After fifth anniversary
Temporary Equity [Line Items]
Preferred stock, convertible, redemption rights percentage		100.00%		100.00%
Redeemable convertible preferred stock
Temporary Equity [Line Items]
Temporary equity, carrying amount		$ 0		$ 0				$ 170,648
Preferred stock, convertible, conversion ratio	1
Convertible preferred stock, shares issued upon conversion (in shares) \| shares	62,240,390
Temporary equity, issued (in shares) \| shares		0		0				62,240,000
Temporary equity, outstanding (in shares) \| shares		0		0				62,240,000

Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Sep. 24, 2025	Dec. 31, 2024
Assets
Total assets measured at fair value	$ 0		$ 9,439
Liabilities
SAFEs	0	$ 263,000	59,301
Second lien loan	10,423
Total liabilities measured at fair value	133,750		60,920
PIPE Warrants
Liabilities
Warrant liability, fair value	86,359	$ 86,400
NRA Warrants
Liabilities
Warrant liability, fair value	36,968
Redeemable convertible preferred stock warrants
Liabilities
Warrant liability, fair value			1,619
Level 1
Assets
Total assets measured at fair value			9,439
Liabilities
SAFEs			0
Second lien loan	0
Total liabilities measured at fair value	0		0
Level 1 \| PIPE Warrants
Liabilities
Warrant liability, fair value	0
Level 1 \| NRA Warrants
Liabilities
Warrant liability, fair value	0
Level 1 \| Redeemable convertible preferred stock warrants
Liabilities
Warrant liability, fair value			0
Level 2
Assets
Total assets measured at fair value			0
Liabilities
SAFEs			0
Second lien loan	0
Total liabilities measured at fair value	0		0
Level 2 \| PIPE Warrants
Liabilities
Warrant liability, fair value	0
Level 2 \| NRA Warrants
Liabilities
Warrant liability, fair value	0
Level 2 \| Redeemable convertible preferred stock warrants
Liabilities
Warrant liability, fair value			0
Level 3
Assets
Total assets measured at fair value			0
Liabilities
SAFEs			59,301
Second lien loan	10,423
Total liabilities measured at fair value	133,750		60,920
Level 3 \| PIPE Warrants
Liabilities
Warrant liability, fair value	86,359
Level 3 \| NRA Warrants
Liabilities
Warrant liability, fair value	$ 36,968
Level 3 \| Redeemable convertible preferred stock warrants
Liabilities
Warrant liability, fair value			1,619
Money market funds
Assets
Money market funds			9,439
Money market funds \| Level 1
Assets
Money market funds			9,439
Money market funds \| Level 2
Assets
Money market funds			0
Money market funds \| Level 3
Assets
Money market funds			$ 0

Reverse Recapitalization

9 Months Ended

Sep. 30, 2025

Reverse Recapitalization [Abstract]

Reverse Recapitalization

3. Reverse Recapitalization

In connection with the Merger, issued and outstanding shares of Legacy Kodiak common stock (including converted redeemable convertible preferred stock), and warrants and options to purchase Legacy Kodiak common stock were converted into rights to receive shares, warrants, or options of Kodiak at the per share merger consideration of approximately 0.66 (the “Exchange Ratio”) based on the following events contemplated by the BCA and in connection with the Closing:

i.Certain warrants to purchase shares of Legacy Kodiak redeemable convertible preferred stock were net exercised in exchange for shares of Legacy Kodiak redeemable convertible preferred stock;

ii.Legacy Kodiak redeemable convertible preferred stock, including shares resulting from the net exercise of the preferred stock warrants described above, were converted into shares of Legacy Kodiak common stock at a one-for-one conversion rate;

iii.All outstanding SAFEs were converted into shares of Legacy Kodiak common stock;

iv.All second lien loans outstanding at the Closing, excluding the $10.0 million SAFE from an affiliate of AACT that was exchanged for a second lien loan, were converted into shares of Legacy Kodiak common stock;

v.Warrants to purchase shares of Legacy Kodiak common stock were vested in full and net exercised in exchange for shares of Legacy Kodiak common stock;

vi.Legacy Kodiak common stock, including the shares issued as a result of the events described in items ii. through v. above, were converted into shares of Kodiak common stock;

vii.Outstanding options to purchase shares of Legacy Kodiak common stock were exchanged for options to purchase shares of Kodiak common stock; and

viii.Warrants to purchase shares of Legacy Kodiak preferred stock, not net exercised, were assumed by Kodiak and converted into the warrants to purchase shares of Kodiak common stock (the “Assumed Kodiak Warrants”).

Upon the consummation of the Merger, the 5,492,904 publicly held shares of AACT Class A ordinary shares were converted into shares of Kodiak common stock. In connection with the Merger, the Company received proceeds of $171.2 million, consisting of $145.0 million from certain investors (see below) and $26.2 million of cash held in AACT’s trust account after giving effect to redemptions. Legacy Kodiak incurred $32.0 million in transaction costs consisting of banking, legal, and other professional fees, of which $3.2 million was immediately expensed, $6.0 million was recorded as a reduction to the Series A cumulative redeemable convertible preferred stock, and $22.8 million was recorded as reduction to common stock additional paid-in capital.

The Merger was accounted for as a reverse recapitalization. Under this method of accounting, AACT is treated as the acquired company and the Merger is treated as the equivalent of Legacy Kodiak issuing shares for the net assets of AACT,

accompanied by a recapitalization. The accounting acquirer was primarily determined based on Legacy Kodiak stockholders having the largest voting interest in Kodiak and the ability to appoint the majority of the members of the board of directors as well as Legacy Kodiak management holding executive management roles in Kodiak and being responsible for the day-to-day operations which are comprised of Legacy Kodiak activities.

The net assets of AACT were recognized at historical cost as of the Closing, with no goodwill or other intangible assets recorded. Operations prior to the merger presented are those of Legacy Kodiak and the accumulated deficit of Legacy Kodiak has been carried forward after the Closing.

Series A Preferred Investment

On September 15, 2025, in connection with a financing transaction related to the Merger, AACT entered into subscription agreements with certain institutional and accredited investors (collectively, the “Preferred Investors”) for an aggregate purchase price of $145.0 million. At the Closing, the Preferred Investors purchased shares of the Company’s Series A cumulative redeemable convertible preferred stock, par value $0.0001 per share (the “Series A Preferred Stock”), with a stated value of $1,200 per share (the “Stated Value”). Additionally, the Preferred Investors received warrants to purchase 125% of the shares of the Company’s common stock issuable upon conversion of the Series A Preferred Stock as of the Closing Date, at an exercise price of $12.00 per share (the “PIPE Warrants”). At the Closing, the Company issued an aggregate of 142,155 shares of the Series A Preferred Stock and an aggregate of 17,769,375 PIPE Warrants to purchase shares of its common stock to the Preferred Investors, for total gross proceeds of $145.0 million (see Note 10).

Non-Redemption Agreements

On September 22, 2025, AACT and Legacy Kodiak entered into non-redemption agreements (the “NRA”) with certain unaffiliated third-party holders of AACT Class A ordinary shares (the “Non-Redemption Investors”). The Non-Redemption Investors agreed not to redeem, or to rescind their redemption requests for, an aggregate of 3,319,712 AACT Class A ordinary shares. The Company agreed to issue to the Non-Redemption Investors, for no additional consideration, either (i) warrants to purchase shares of Kodiak common stock at an exercise price of $12.00 per share (the “NRA Warrants”) or (ii) shares of Kodiak common stock (the “NRA Shares”). At the Closing, the Company issued NRA Warrants to purchase 7,606,666 shares of its common stock (see Note 9) and 368,028 NRA Shares. As the NRA Shares and NRA Warrants represented a nonreciprocal transfer of value to certain AACT equity holders, their fair values — $3.2 million for the NRA Shares and $37.0 million for NRA Warrants — were expensed and recorded under loss on issuance of common stock and loss on issuance of common stock warrants, respectively, in the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2025.

Public Warrants and Private Placement Warrants

Each of the then issued and outstanding 24,999,987 redeemable warrants of AACT automatically converted at the Closing into a redeemable warrant to purchase one share of Kodiak common stock (the “Public Warrants”). Additionally, each of the then issued and outstanding 14,300,000 private placement warrants of AACT automatically converted at the Closing into a warrant to purchase one share of Kodiak common stock (the “Private Placement Warrants”) (see Note 11).

Sponsor Earn Out Securities

In connection with the Closing, 12,500,000 Class A ordinary shares of AACT held by Ares Acquisition Holdings II LP (the “AACT Sponsor”), were converted into 12,500,000 shares of Kodiak common stock. Of these, 6,250,000 shares vested and became outstanding upon the Closing, while the remaining 6,250,000 shares (the “Sponsor Earn Out Securities”) are subject to vesting conditions.

The Sponsor Earn Out Securities will vest upon the achievement of a volume-weighted average closing price of Kodiak common stock equal to or greater than $18.00 per share, subject to adjustments as set forth in the BCA (the “Triggering Event I Threshold”), for at least 20 trading days within any 30 consecutive trading-day period during the four-year period commencing September 24, 2025 (the “Earn Out Period”).

If a change of control occurs during the Earn Out Period that results in the holders of Kodiak common stock receiving a per share price equal to or greater than the Triggering Event I Threshold, the Sponsor Earn Out Securities will immediately

vest as of the consummation of such change of control. The Sponsor Earn Out Securities are equity-classified instruments because the triggering event is an exercise contingency and not a settlement condition such that they are indexed to the Company's own common stock.

Advisor Shares

The Company issued 1,091,519 shares of common stock (the “Legacy Kodiak Advisor Shares”) at the Closing to an advisor of Legacy Kodiak in a private placement in satisfaction of $12.5 million of fees payable to such advisor in respect of services provided in connection with the Merger.

The number of shares of Kodiak common stock issued and outstanding following the consummation of the Merger and as of September 30, 2025 was as follows (in thousands):


						Shares
AACT public shares						49,360
Less: redemptions of AACT public shares						(43,867)
AACT public shares, net of redemptions						5,493
AACT Sponsor shares outstanding						6,250
Total shares of AACT common stock outstanding prior to the Merger						11,743
Legacy Kodiak common stock						161,754
NRA Shares						368
Legacy Kodiak Advisor Shares						1,092
Total Kodiak common stock outstanding subsequent to the Merger						174,957

Earn Out Securities

As part of the Merger, immediately prior to the Closing, Legacy Kodiak security holders became eligible to receive, on a pro rata basis, 74,998,317 shares of Kodiak common stock and restricted stock units (“RSUs”) (collectively, the “Earn Out Securities”), which will be issued or vest, as applicable, upon achievement of specified stock-price-based milestones during the Earn Out Period, and, additionally in the case of the RSUs, upon satisfaction of service-based vesting conditions from the Closing to the date of each triggering event, as discussed below. The Earn Out Securities are divided into three equal tranches:

i.24,999,439 Earn Out Securities that vest or are issued upon satisfaction of Triggering Event I (the volume weighted average closing sale price (“VWAP”) of Kodiak common stock equal to or greater than $18.00 per share for at least 20 out of 30 consecutive trading days, subject to adjustments provided in the BCA);

ii.24,999,439 Earn Out Securities that vest or are issued upon satisfaction of Triggering Event II (VWAP ≥ $23.00 for at least 20 out of 30 consecutive trading days, subject to adjustments); and

iii.24,999,439 Earn Out Securities that vest or are issued upon satisfaction of Triggering Event III (VWAP ≥ $28.00 for at least 20 out of 30 consecutive trading days, subject to adjustments).

In the event of a change of control during the Earn-Out Period that results in a per-share price for Kodiak common stock equal to or in excess of a triggering event threshold, the corresponding Triggering Event will be deemed to have occurred and the related Earn Out Securities shall be issued or vest immediately prior to the consummation of the change of control. Once issued after the triggering event, which is an exercise contingency and not a settlement condition, the Earn Out Securities are equity-classified instruments because they are indexed to the Company's own common stock. As of September 30, 2025, the Company had not met any of the triggering events.

Warrant Liabilities (Tables)

9 Months Ended

Sep. 30, 2025

Warrant Liabilities [Abstract]

Schedule of Common Stock Warrant Liabilities

As of September 30, 2025, the Company had the following liability classified warrants to purchase shares of its common stock outstanding (in thousands, except exercise price per share):


	Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
PIPE Warrants	17,769	$	12.00	9/24/2031
NRA Warrants	7,607	$	12.00	9/24/2031
Total outstanding	25,376

Stock-based Compensation

9 Months Ended

Sep. 30, 2025

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation

12. Stock-based Compensation

Legacy Kodiak 2018 Equity Incentive Plan

In 2018, the Company adopted its 2018 equity incentive plan (the “2018 Plan”). The Plan provides for the granting of stock-based awards, including stock options and restricted stock to eligible participants, including employees, directors, and service providers. Stock options granted under the 2018 Plan can be in the form of incentive stock options or nonqualified stock options.

2025 Equity Incentive Plan

On September 23, 2025, the Company's stockholders approved and adopted the Kodiak 2025 Equity Incentive Plan (the “2025 EIP”). The 2025 EIP authorizes the issuance of up to 28,195,000 shares of Kodiak common stock, plus up to 56,100,142 additional shares of Kodiak common stock that may become available from awards granted under the 2018 Plan that are forfeited, cancelled, expired, withheld to cover taxes or exercise prices, or otherwise terminated. The 2025

Plan replaced the 2018 Plan, which expired as to future grants as of the Closing. As of September 30, 2025, no awards were granted under the 2025 EIP.

Beginning in 2026, the 2025 EIP also provides for an annual automatic increase in the share reserve equal to the least of (i) 56,390,000 shares of Kodiak common stock, (ii) 5% of the total number of outstanding shares of Kodiak common stock as of the last day of the preceding fiscal year, or (iii) a lesser number determined by the administrator. Awards that may be granted under the 2025 EIP include stock options, stock appreciation rights, restricted stock, restricted stock units, and performance awards to employees, directors and consultants of Kodiak and employees and consultants.

2025 Employee Stock Purchase Plan

On September 23, 2025, the Company's stockholders approved and adopted the Kodiak 2025 Employee Stock Purchase Plan (the “ESPP”). The ESPP authorizes the issuance of shares of Kodiak common stock pursuant to purchase rights granted to eligible employees. Under the ESPP, 5,639,000 shares of Kodiak common stock are reserved for future issuance. The purchase price for each share during an offering period will be the lesser of 85% of the fair market value of the share on the purchase date or 85% of the fair market value of the share on the offering date. The offering dates and purchase dates for the ESPP are determined at the discretion of the Company’s board of directors. As of September 30, 2025, the Company had not commenced its ESPP.

The number of shares available for issuance under the ESPP will automatically increase on the first day of each fiscal year beginning with fiscal year 2026, by the least of (i) 11,280,000 shares of Kodiak common stock, (ii) 1% of the total number of shares of all classes of Kodiak common stock outstanding on the last day of the immediately preceding fiscal year, or (iii) such lesser number of shares as may be determined by the plan administrator prior to the first day of the applicable fiscal year. Shares issued under the ESPP may be authorized but unissued shares or treasury shares.

Stock Option Activity

Stock option activity under the Company’s equity incentive plan was as follows:


	Options Outstanding
	Number of Options (in thousands)	Weighted–Average Exercise Price		Weighted-Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2024	49,157	$	0.60
Granted	11,308	7.10
Exercised	(2,130)	0.57
Forfeited	(1,902)	1.40
Expired	(443)	0.61
Outstanding as of September 30, 2025	55,990	$	1.88	7.4	$	553,256
Exercisable as of September 30, 2025	32,050	$	0.62	6.3	$	357,707

The aggregate intrinsic value in the above table is calculated as the difference between the exercise price of the underlying stock options and the Company’s fair value of its common stock as of the balance sheet date.

As of September 30, 2025, total unrecognized compensation expense related to unvested options was $69.2 million, which the Company expects to recognize over an estimated weighted average period of 2.6 years.

Stock-based Compensation

Total stock-based compensation recorded in the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Research and development	$	2,228	$	1,029	$	5,148	$	2,518
General and administrative	2,475		421		3,952		988
Truck and freight operations	152		59		329		145
Sales and marketing	390		209		707		338
Total stock-based compensation	$	5,245	$	1,718	$	10,136	$	3,989

Redeemable Convertible Preferred Stock

9 Months Ended

Sep. 30, 2025

Temporary Equity Disclosure [Abstract]

Redeemable Convertible Preferred Stock

10. Redeemable Convertible Preferred Stock

Series A Cumulative Redeemable Convertible Preferred Stock

At the Closing, the Company issued an aggregate of 142,155 shares of the Series A Preferred Stock and 17,769,375 freestanding PIPE Warrants for total gross proceeds of $145.0 million (see Note 3). The Company determined the fair value of the Series A Preferred Stock and the PIPE Warrants (see Note 4) at issuance using a Monte Carlo simulation model. The valuation of the Series A Preferred Stock incorporated key assumptions, including a dividend rate of 9.99% (payable in kind), a five-year redemption period, a discount rate of 25%, and a volatility assumption of 55%.

The valuations indicated an aggregate fair value of $315.6 million, consisting of $229.2 million for the Series A Preferred Stock and $86.4 million for the PIPE Warrants. As the aggregate fair value exceeded the $145.0 million of proceeds received, the Company recognized a total loss of $170.6 million, of which $84.2 million was recorded under loss on issuance of Series A cumulative redeemable convertible preferred stock and a loss of $86.4 million was recorded under loss on issuance of common stock warrants in the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2025.

As it is probable that the Series A Preferred Stock will become redeemable based on the passage of time as the holders may redeem at any time after the 5-year anniversary of the Closing Date, the Series A Preferred Stock was recorded in mezzanine equity in the condensed consolidated balance sheet as of September 30, 2025. The Company elected to record changes in the redemption value as they occur and adjust the carrying amount equal to the redemption amount. As the carrying value of the Series A Preferred Stock of $223.2 million was greater than its redemption value (and liquidation preference) of $170.9 million as of September 30, 2025, no change in redemption value was required to be recorded for the three and nine months ended September 30, 2025.

The significant rights and preferences of the Series A Preferred Stock are as follows:

Dividends

The Series A Preferred Stock accrues dividends daily at an annual rate of 9.99% when dividends are paid in additional shares of preferred stock, or 7.99% when paid in cash. Dividends compound on a semi-annual basis and accumulate whether or not declared. As of September 30, 2025, dividends had accrued from the issuance date through period-end but had not yet been paid or compounded.

Voting Rights

Holders of Series A Preferred Stock are entitled to vote together with common stock holders as a single class on most matters. Each holder is entitled to a number of votes equal to the number of common shares into which their preferred shares are convertible (i.e., as-converted basis). Additionally, the Company cannot take certain actions, such as liquidating, amending its charter in a way that is materially adverse to the preferred stock, or creating a new senior security, without the approval of a majority of the outstanding Series A Preferred Stock.

Liquidation Preference

Upon any liquidation or deemed liquidation event, holders of the Series A Preferred Stock are entitled to receive, before any distribution to holders of common stock or other junior securities, an amount per share equal to the greater of (i) the original issue price of the preferred stock plus any accumulated and unpaid dividends through the most recent semi-annual dividend date, or (ii) the amount that would have been received if all shares of Series A Preferred Stock had been converted into common stock immediately prior to the liquidation event.

Conversion

Each share of Series A Preferred Stock is convertible into shares of the Company’s common stock at any time at the option of the holder. The number of shares issuable upon conversion is determined by dividing the carrying amount of the preferred share, including any accrued but unpaid dividends, by the applicable conversion price. The initial conversion price is $12.00 per share, subject to adjustment for stock dividends, stock splits, combinations, and similar events, as well as customary anti-dilution provisions. If the trailing 45-day volume-weighted average price of the Company’s common stock is below the then-effective conversion price on the 46th trading day following six months after the Closing Date, the conversion price will be adjusted to the greater of such average price or $8.00. A second adjustment may occur on the 46th trading day following nine months after the Closing Date, reducing the conversion price to the greater of the trailing 45-day volume-weighted average price or $6.00.

Holder Redemption Rights

Holders of Series A Preferred Stock possess a right of redemption that can be exercised at any time after the fifth anniversary of the Closing Date, unless such a distribution is prohibited by applicable law. Upon a request for redemption, the Company is obligated to redeem the shares at a price equal to the original issue price of the preferred stock, plus any accrued and unpaid dividends.

Company Redemption Rights

The Company possesses a right of redemption for the Series A Preferred Stock, which can be exercised at any time, unless prohibited by applicable law. The redemption price varies depending on when the right is exercised: specifically, the price is 150% of the sum of the Stated Value per share and all dividends paid in additional shares of preferred stock, plus any accrued and unpaid dividends, prior to the first anniversary of the Closing Date. This redemption price decreases over time: to 140% from the first to second anniversary, to 130% from the second to third anniversary, to 120% from the third to fourth anniversary, to 110% from the fourth to fifth anniversary, and to 100% after the fifth anniversary of the Closing Date. The price is subject to adjustment for any stock dividends, stock splits, combinations, or other similar recapitalizations involving the Series A Preferred Stock.

Redeemable Convertible Preferred Stock

Immediately prior to the Merger, all shares of issued and outstanding Legacy Kodiak redeemable convertible preferred stock were converted into shares of Legacy Kodiak common stock at a one-for-one conversion rate. At the Closing, these shares of Legacy Kodiak common stock were converted into 62,240,390 shares of Kodiak common stock. As of September 30, 2025, no shares of redeemable convertible preferred stock were issued and outstanding.

As of December 31, 2024, Legacy Kodiak’s redeemable convertible preferred stock consisted of the following (in thousands):


	Shares Issued and Outstanding	Carrying Value		Liquidation Preference
Series Seed	4,468	$	3,000	$	3,000
Series A	16,851	37,537		37,710
Series B-1	13,618	37,716		32,760
Series B-2	27,303	92,395		96,619
Total redeemable convertible preferred stock	62,240	$	170,648	$	170,089

Warrant Liabilities - Common Stock Warrant Liabilities (Details) shares in Thousands	Sep. 30, 2025 $ / shares shares
Liability-classified common stock warrants
Warrant Liabilities [Line Items]
Shares underlying warrants (in shares)	25,376
PIPE Warrants
Warrant Liabilities [Line Items]
Shares underlying warrants (in shares)	17,769
Exercise price per share (in dollars per share) \| $ / shares	$ 12.00
NRA Warrants
Warrant Liabilities [Line Items]
Shares underlying warrants (in shares)	7,607
Exercise price per share (in dollars per share) \| $ / shares	$ 12.00

Debt - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended			9 Months Ended
	Sep. 24, 2025	Sep. 23, 2025	Apr. 30, 2025	Sep. 30, 2022	Jul. 31, 2022	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans						$ 43,865	$ 0
Fair value of convertible debt						$ 10,423
Second Lien Loans
Debt Instrument [Line Items]
Fair value of convertible debt	$ 67,400
Second Lien Loans \| Convertible Debt
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans		$ 53,900
Aggregate principal amount	$ 43,900
Convertible debt, conversion price (in dollars per share)	$ 6.00
Debt instrument, basis spread on variable rate			9.00%
Debt instrument, effective interest rate						16.25%
Second Lien Loans \| Convertible Debt \| Affiliated Entity
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans		5,000
Second Lien Loans \| Convertible Debt \| Affiliated Entity \| Vehicle Controlled by Board Member
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans		12,400
Second Lien Loans \| Convertible Debt \| Affiliate of AACT \| Affiliated Entity
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans		20,000
Second Lien Loans \| Convertible Debt \| Minimum
Debt Instrument [Line Items]
Debt instrument, stated interest rate			13.75%
Second Lien Loans \| Convertible Debt \| Common Stock
Debt Instrument [Line Items]
Debt conversion, converted instrument, shares issued (in shares)	7,700,557
Second Lien Loans from Exchange of SAFE
Debt Instrument [Line Items]
Fair value of convertible debt						$ 10,400
Second Lien Loans from Exchange of SAFE \| Convertible Debt
Debt Instrument [Line Items]
Aggregate principal amount						10,000
Second Lien Loans from Exchange of SAFE \| Convertible Debt \| Affiliated Entity
Debt Instrument [Line Items]
Proceeds from issuance of second lien loans		$ 10,000
Promissory Note \| Notes Payable
Debt Instrument [Line Items]
Reimbursement of monthly contributions And transaction costs, percentage	50.00%
Repayments of notes payable	$ 4,900
Outstanding debt						$ 0
2022 Credit Facility \| Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate				4.75%
Debt instrument, stated interest rate				5.50%
Debt instrument, effective interest rate				11.75%		12.75%
Line of credit facility, maximum borrowing capacity				$ 30,000
Long-term line of credit						$ 20,000
Final payment fee due						1,200
Total debt issuance costs						1,100
Commitment fee amount						300
Other issuance costs						100
2022 Credit Facility \| Line of Credit \| Legacy Kodiak Redeemable Convertible Preferred Stock Warrants
Debt Instrument [Line Items]
Total debt issuance costs						700
2022 Credit Facility \| Line of Credit \| Minimum
Debt Instrument [Line Items]
Prepayment fee percentage				1.00%
2022 Credit Facility \| Line of Credit \| Maximum
Debt Instrument [Line Items]
Prepayment fee percentage				3.00%
2022 Equipment Facility \| Line of Credit
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate					3.38%
Line of credit facility, maximum borrowing capacity					$ 10,000
Long-term line of credit						2,300		$ 4,100
Total debt issuance costs						$ 100
Proceeds from long term line of credit					$ 8,500
2022 Equipment Facility \| Line of Credit \| Minimum
Debt Instrument [Line Items]
Debt instrument, stated interest rate					6.00%
2022 Equipment Facility \| Line of Credit \| Maximum
Debt Instrument [Line Items]
Debt instrument, stated interest rate					7.00%

Segment (Details)	9 Months Ended
Segment (Details)	Sep. 30, 2025 segment
Segment Reporting [Abstract]
Number of operating segments	1
Number of reportable segments	1

Description of Business (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Dec. 31, 2024	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Retained earnings (accumulated deficit)	$ (779,990)	$ (268,144)
Cash and cash equivalents	146,203	16,709	$ 33,192
Debt, current portion	$ 22,148	$ 16,792

- Definition

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Fair Value Measurements - Narrative (Details) $ / shares in Units, $ in Thousands			1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 30, 2025 USD ($)	Sep. 24, 2025 USD ($)	Apr. 30, 2025 USD ($)	Sep. 30, 2025 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2025 USD ($) $ / shares	Sep. 30, 2024 USD ($)	Dec. 31, 2024 USD ($) $ / shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets measured at fair value	$ 0			$ 0		$ 0		$ 9,439
Change in fair value of warrant liabilities				5,974	$ (107)	7,272	$ (321)
Fair value of convertible debt	10,423			10,423		10,423
Fair value of simple agreement for future equity	0	$ 263,000		0		0		$ 59,301
Second Lien Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of convertible debt		67,400
Convertible Debt \| Second Lien Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Aggregate principal amount		43,900
Convertible Debt \| SAFE exchanged for Second Lien Loan
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of convertible debt	$ 10,000			$ 10,000		$ 10,000
2025 Simple Agreements For Future Equity \| Affiliate of AACT
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
SAFE agreement, amount exchanged		$ 10,000	$ 10,000
Discount rate \| Convertible Debt \| Second Lien Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, measurement input	0.220			0.220		0.220
PIPE Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value of warrant liabilities	$ 0
PIPE Warrants \| Risk Free Interest Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input		0.038
PIPE Warrants \| Measurement Input, Price Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input		0.550
NRA Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value of warrant liabilities	$ 0
NRA Warrants \| Risk Free Interest Rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input		0.038
NRA Warrants \| Measurement Input, Price Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input		0.550
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Exercise Price \| Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input \| $ / shares						0.01
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Exercise Price \| Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input \| $ / shares						3.54
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Expected Term \| Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input						0
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Expected Term \| Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input						4.8
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Risk Free Interest Rate \| Minimum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input						0.036
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Risk Free Interest Rate \| Maximum
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input						0.039
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants \| Measurement Input, Price Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liability, measurement input						0.550
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net asset value per share (in dollars per share) \| $ / shares								$ 1.00

Net Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2025

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Common Share

The following table summarizes the computation of basic and diluted net loss per common share (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Numerator
Net loss	$	(269,935)	$	(19,144)	$	(511,846)	$	(55,107)
Denominator
Weighted-average common shares outstanding, basic and diluted	69,405		58,398		62,978		58,338
Net loss per common share, basic and diluted	$	(3.89)	$	(0.33)	$	(8.13)	$	(0.94)

Schedule of Dilutive Common Stock Equivalents

The following potentially dilutive common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive (in thousands):


	September 30, 2025	September 30, 2024
Common stock warrants	65,235	355
Common stock options	55,990	49,922
Redeemable convertible preferred stock	14,216	62,240
Redeemable convertible preferred stock warrants	—	1,305
Total	135,441	113,822

Debt (Tables)

9 Months Ended

Sep. 30, 2025

Debt Disclosure [Abstract]

Schedule of Future Minimum Principal Payments

As of September 30, 2025, the Company’s future minimum principal payments under its debt arrangements are as follows (in thousands):


Year Ended December 31,	Second Lien Loans		Other Debt		Total
2025 (remaining three months)	$	—	$	5,405	$	5,405
2026	10,000		17,267		27,267
2027	—		808		808
2028	—		44		44
Total principal debt payments and final payment fee	10,000		23,524		33,524
Less: unamortized debt discount	—		(141)		(141)
Less: unamortized final payment fee	—		(152)		(152)
Less: Debt, current portion	—		(22,148)		(22,148)
Debt, net of current portion	$	10,000	$	1,083	$	11,083

Simple Agreements for Future Equity (Details) $ in Thousands		1 Months Ended	3 Months Ended	12 Months Ended
	Sep. 24, 2025 USD ($) shares	Apr. 30, 2025 USD ($)	Apr. 30, 2025 USD ($) boardMember	Dec. 31, 2024 USD ($) boardMember	Dec. 31, 2023 USD ($)	Sep. 30, 2025 USD ($)
Debt Securities, Available-for-Sale [Line Items]
Stock issued during period, conversion of SAFE agreement (in shares) \| shares	30,061,262
Fair value of simple agreement for future equity	$ 263,000			$ 59,301		$ 0
2024 Simple Agreements For Future Equity
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount				$ 45,200
Number of board members \| boardMember				2
2024 Simple Agreements For Future Equity \| Affiliated Entity
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount				$ 10,400
2023 Simple Agreements For Future Equity \| Affiliated Entity
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount					$ 10,000
2025 Simple Agreements For Future Equity
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount			$ 23,700
Number of board members \| boardMember			2
2025 Simple Agreements For Future Equity \| Affiliated Entity
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount			$ 4,000
2025 Simple Agreements For Future Equity \| Affiliate of AACT
Debt Securities, Available-for-Sale [Line Items]
SAFE agreement, aggregate purchase amount			$ 10,000
SAFE agreement, amount exchanged	$ 10,000	$ 10,000

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Deficit (Parenthetical) - shares		3 Months Ended	9 Months Ended
	Sep. 24, 2025	Sep. 30, 2025	Sep. 30, 2025
Sponsor Earn Out Securities
New shares issued during period (in shares)	6,250,000	6,250,000	6,250,000

Description of Business	9 Months Ended
Description of Business	Sep. 30, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	1. Description of Business Overview Kodiak AI, Inc. and its wholly owned subsidiary (the “Company” or “Kodiak”), headquartered in Mountain View, California, is a provider of artificial intelligence (“AI”)-powered autonomous vehicle technology. This technology addresses the needs of the long-haul trucking, industrial trucking, and defense industries. The Company’s core offering, the Kodiak Driver, is a single-platform virtual driver that combines advanced AI software with modular hardware for customer deployments. All Company operations are conducted in the United States. The Company was originally incorporated in the Cayman Islands as an exempted company on March 15, 2021 under the name Ares Acquisition Corporation II (“AACT”). AACT was created as a special purpose acquisition company with the purpose of effecting a merger or similar transaction with one or more businesses. As contemplated by a definitive business combination agreement dated April 14, 2025 (the “BCA”), Kodiak consummated the merger transaction (the “Merger”) on September 24, 2025 (the “Closing Date” or “Closing”), whereby AAC II Merger Sub, Inc. (“Merger Sub”), a direct wholly owned subsidiary of AACT, merged with and into Kodiak Robotics, Inc. (“Legacy Kodiak”), a Delaware corporation. In connection with the Merger, AACT domesticated as a Delaware corporation and changed its name to Kodiak AI, Inc. The Merger was accounted for as a reverse recapitalization, with Legacy Kodiak being the accounting acquirer and AACT the acquired company for accounting purposes. As a result of the Merger, all historical financial information presented in the unaudited condensed consolidated financial statements represent the accounts of Legacy Kodiak. Pursuant to the BCA, the share and per share amounts prior to the Closing have been retroactively converted as shares reflecting the per share merger consideration established in the Closing. The Company’s common stock is listed on the Nasdaq under the symbol “KDK,” and the Company’s warrants to purchase shares of common stock are listed on the Nasdaq under the symbol “KDKRW.” Liquidity and Going Concern The Company has incurred recurring net losses and negative cash flows from operations since inception and, as of September 30, 2025, had an accumulated deficit of $780.0 million. As of September 30, 2025, the Company had cash and cash equivalents of $146.2 million and debt, current portion of $22.1 million. The Company expects to incur additional losses and increased expenses in future periods as it continues to scale its business, invest in research and development efforts, increase employee headcount, and incur other expenses commonly associated with being a public company. The Company's future capital requirements are influenced by the rate of adoption of its Kodiak Driver and Driver-as-a-Service (“DaaS”) model, launched in December 2024, as well as associated revenue growth, operating expenses, and research and development activities. To support its operating plan, management expects to seek additional funding through debt or equity offerings. If additional capital is not obtained, management may need to modify its operational plan by reducing research and development initiatives and lowering growth expectations. These factors in the aggregate raise substantial doubt regarding the Company’s ability to continue as a going concern for at least one year after the filing date of these condensed consolidated financial statements. The condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2025

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	September 30, 2025
	Level 1		Level 2		Level 3		Total




Liabilities
PIPE Warrants	$	—	$	—	$	86,359	$	86,359
NRA Warrants	—		—		36,968		36,968
Second lien loan	—		—		10,423		10,423
Total liabilities measured at fair value	$	—	$	—	$	133,750	$	133,750


	December 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents:
Money market funds	$	9,439	$	—	$	—	$	9,439
Total assets measured at fair value	$	9,439	$	—	$	—	$	9,439
Liabilities
SAFEs	$	—	$	—	$	59,301	$	59,301
Redeemable convertible preferred stock warrant liabilities	—		—		1,619		1,619
Total liabilities measured at fair value	$	—	$	—	$	60,920	$	60,920

Schedule of Changes in Estimated Fair Values of Liabilities

The following table summarizes changes in the estimated fair values of these liabilities (in thousands):


	Second Lien Loans		SAFE		Legacy Kodiak Redeemable Convertible Preferred Stock Warrants
Balance as of December 31, 2024	$	—	$	59,301	$	1,619
Issuance of second lien loans	43,865		—		—
Issuance of SAFEs	—		23,660		—
Exchange of SAFE for second lien loan	10,000		(10,000)		—
Reclassification of Assumed Kodiak Warrants	—		—		(3,842)
Fair value remeasurement	23,938		190,075		7,272
Settlement via conversion or exercise	(67,380)		(263,036)		(5,049)
Balance as of September 30, 2025	$	10,423	$	—	$	—

Balance as of December 31, 2023	$	—	$	10,000	$	2,045
Issuance of SAFEs	—		44,054		—
Fair value remeasurement	—		—		(321)
Balance as of September 30, 2024	$	—	$	54,054	$	1,724

Redeemable Convertible Preferred Stock (Tables)

9 Months Ended

Sep. 30, 2025

Temporary Equity Disclosure [Abstract]

Schedule of Redeemable Convertible Preferred Stock Outstanding

As of December 31, 2024, Legacy Kodiak’s redeemable convertible preferred stock consisted of the following (in thousands):


	Shares Issued and Outstanding	Carrying Value		Liquidation Preference
Series Seed	4,468	$	3,000	$	3,000
Series A	16,851	37,537		37,710
Series B-1	13,618	37,716		32,760
Series B-2	27,303	92,395		96,619
Total redeemable convertible preferred stock	62,240	$	170,648	$	170,089

- Definition

Tabular disclosure of temporary equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. If convertible, the issuer does not control the actions or events necessary to issue the maximum number of shares that could be required to be delivered under the conversion option if the holder exercises the option to convert the stock to another class of equity. If the security is a warrant or a rights issue, the warrant or rights issue is considered to be temporary equity if the issuer cannot demonstrate that it would be able to deliver upon the exercise of the option by the holder in all cases. Includes stock with put option held by ESOP and stock redeemable by holder only in the event of a change in control of the issuer.

+ References + Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2025
Income Tax Disclosure [Abstract]
Income Taxes	14. Income Taxes The Company’s income tax expense was immaterial for the three and nine months ended September 30, 2025, and 2024. The Company’s effective tax rate for the three and nine months ended September 30, 2025 and 2024 was approximately 0%. For the periods presented, the difference between the effective tax rate and the federal statutory rate of 21% primarily relates to certain non-deductible items, the absence of current taxable income, and the full valuation allowance on deferred tax assets.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
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-Section 50
-Paragraph 1
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stockholders’ Deficit - Narrative (Details)		9 Months Ended
Stockholders’ Deficit - Narrative (Details)	Sep. 23, 2025 shares	Sep. 30, 2025 vote $ / shares shares	Dec. 31, 2024 $ / shares shares
Temporary Equity [Line Items]
Common stock and preferred stock, shares authorized (in shares) \| shares		2,000,000,000
Common stock, shares authorized (in shares) \| shares		1,980,000,000	265,000,000
Common stock, par value (in dollars per share)		$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares) \| shares		20,000,000
Preferred stock, par value (in dollars per share)		$ 0.0001
Common stock, number of votes per share \| vote		1
Public and Private Placement Warrants
Temporary Equity [Line Items]
Period in which stock must reach mandatory closing price (in days)		20 days
Effective issue price, minimum, round-down protection feature (in dollars per share)		$ 9.20
Warrants, redemption trigger price (in dollars per share)		18.00
Warrant exercise price (in dollars per share)		$ 11.50
Warrants, adjusted exercise price, percentage of market value		115.00%
Warrants, adjusted redemption trigger price, percentage of market value		1.80
Public Warrants
Temporary Equity [Line Items]
Sale of stock, price per share (in dollars per share)		$ 18.00
Period in which stock must reach mandatory closing price (in days)		20 days
Maximum period in which stock can reach mandatory closing price (in days)		30 days
Period for prior written notice before redemption (in days)		30 days
Warrants, redemption price (in dollars per share)		$ 0.01
Warrant exercise price (in dollars per share)		11.50
Private Placement Warrants
Temporary Equity [Line Items]
Warrant exercise price (in dollars per share)		$ 11.50
Transferable, assignable, or salable, period following closing (in days)		30 days
Legacy Kodiak Common Stock Warrants
Temporary Equity [Line Items]
Issuance of common stock upon exercise of common stock warrants & Conversion of redeemable convertible preferred stock in connection with reverse recapitalization (in shares) \| shares	933,626

Revenues (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
Revenues (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Sep. 30, 2025	Dec. 31, 2024
Disaggregation of Revenue [Line Items]
Performance obligation	$ 11,000	$ 11,000
Deferred revenue	80	80	$ 0
Customer liability	$ 300	$ 300	$ 0
Revenue Benchmark \| Customer Concentration Risk \| U.S. DaaS Customers
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	68.00%	34.00%
Revenue Benchmark \| Customer Concentration Risk \| U.S. Freight Delivery Customers
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	32.00%	29.00%
Revenue Benchmark \| Customer Concentration Risk \| U.S. Ground Autonomy Solutions Customers
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	0.00%	36.00%

Commitment and Contingencies

9 Months Ended

Sep. 30, 2025

Commitments and Contingencies Disclosure [Abstract]

Commitment and Contingencies

8. Commitments and Contingencies

Litigation

From time to time, the Company may become involved in various litigation and administrative proceedings relating to claims arising from its operations in the normal course of business. As of September 30, 2025, the Company was not involved in any legal actions that could have a material effect on the Company’s financial position, results of operations or liquidity.

Purchase Commitments

The Company’s contracts with vendors in the conduct of the normal course of its business are generally terminable with advanced written notice and payment for any products or services received by the Company through the effective time of termination. However, the Company has entered into contracts to purchase services under which non-cancellable future minimum payments as of September 30, 2025, were as follows (in thousands):


Year ended December 31,	Amount
2025 (remaining three months)	$	1,968
2026	3,933
2027	3,033
2028	270
2029	131
Total	$	9,335

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2025
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Reverse Recapitalization - Schedule of Common Stock Issued and Outstanding After Merger (Details) - shares shares in Thousands	Sep. 24, 2025	Sep. 23, 2025	Sep. 30, 2025	Dec. 31, 2024
Business Combination [Line Items]
Common stock, outstanding (in shares)	174,957		174,957	58,057
Reverse recapitalization (in shares)	11,743
Legacy Kodiak common stock
Business Combination [Line Items]
Shares converted, recapitalization (in shares)	161,754
NRA Shares
Business Combination [Line Items]
Shares converted, recapitalization (in shares)	368
Legacy Kodiak Advisor Shares
Business Combination [Line Items]
Shares converted, recapitalization (in shares)	1,092
Common Shareholders
Business Combination [Line Items]
Shares issued for acquisition (in shares)	5,493
AACT Sponsors
Business Combination [Line Items]
Shares issued for acquisition (in shares)	6,250
AACT
Business Combination [Line Items]
Common stock, outstanding (in shares)		49,360
Shares repurchased during period (in shares)		(43,867)

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2025
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the requirements of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. Accordingly, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for the judgments the Company makes about the carrying values of assets and liabilities that are not readily apparent from other sources, and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions that the Company believes are reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions the Company may undertake in the future. These judgments, estimates, and assumptions relate to, among other things, the estimated useful lives of property and equipment, the assessment of impairment of long-lived assets, the fair value of redeemable convertible preferred stock warrants (prior to the reverse recapitalization), the fair value of each simple agreement for future equity (“SAFE”) (prior to the reverse recapitalization), the fair value of the Company’s common stock (prior to the reverse recapitalization), the fair value of the Company’s common stock warrants, the measurement of stock-based compensation, the determination of the incremental borrowing rate for operating lease liabilities, the evaluation of uncertain tax positions, and the assessment of the valuation allowance for deferred tax assets. Actual results may differ from these estimates.
Concentration of Risks	Concentration of Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and restricted cash deposited in accounts at several financial institutions that may exceed the Federal Deposit Insurance Corporation’s insurance limit. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash and cash equivalents and restricted cash to the extent recorded on the balance sheets of such financial institutions. The Company believes it is not exposed to significant credit risk due to the financial position of the financial institutions in which those deposits are held.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Company measures fair value by maximizing the use of observable inputs, where available, and minimizing the use of unobservable inputs. Financial assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized in the fair value hierarchy based upon the lowest level of input that is significant to the fair value as follows: •Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. •Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable inputs for similar assets or liabilities. These include quoted prices for identical or similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. •Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value of the instrument.
Warrants and Earn Out Securities	Warrants and Earn Out Securities The Company classifies contracts in it's own equity that do not meet the indexation guidance as liabilities. As of the end of each reporting period, such liability classified instruments are remeasured, with changes in fair value during the reporting period recognized within the condensed consolidated statements of operations and comprehensive loss until the earlier of exercise, settlement, or expiration. The Company classifies contracts in equity that meet the indexation and equity classification guidance as a component of stockholders' deficit and such instruments are not subject to fair value remeasurements. The Company’s publicly traded common stock warrants, privately placed common stock warrants, and warrants assumed from Legacy Kodiak's redeemable convertible preferred stock in connection with the Merger, Kodiak Earn Out Securities and Sponsor Earn Out Securities (each as defined in Note 3) are equity-classified instruments indexed to the Company’s own equity. The Company’s PIPE Warrants and NRA Warrants (each as defined in Note 3) are liability-classified instruments not indexed to the Company’s own equity. Certain Legacy Kodiak warrants to purchase redeemable convertible preferred stock were also liability classified instruments prior to being exercised and settled in connection with the reverse recapitalization.
Second Lien Loans	Second Lien Loans The Company elected the fair value option to account for its second lien loans, which were recorded at their estimated fair value at issuance and each subsequent balance date. Changes in estimated fair value were recognized as a component of other (expenses) income in the Company’s condensed consolidated statements of operations and comprehensive loss until settlement in connection with the reverse recapitalization.
Simple Agreements for Future Equity	Simple Agreements for Future Equity The Company accounted for the contractual obligation under its SAFEs to issue a variable number of shares as a liability stated at fair value based on the expected value of shares to be issued in the future to settle the obligation with changes in fair value recognized as a component of other (expenses) income in the Company’s condensed consolidated statements of operations and comprehensive loss until settlement in connection with the reverse recapitalization.
Revenue Recognition	Revenue Recognition The Company generates revenues from: (i) providing DaaS to customers; (ii) delivering freight via Kodiak-owned autonomous trucks powered by the Kodiak Driver; and (iii) providing ground autonomy solutions to the U.S. Army. The Company recognizes revenue when customers obtain control of promised goods or services in an amount that reflects the consideration the Company expects to receive for those goods or services. The Company applies the following five-step revenue recognition model in accounting for its revenue arrangements: •identification of a contract 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; and •recognition of revenue when or as the performance obligations are satisfied. DaaS Beginning in December 2024, the Company began recognizing revenue on a per-vehicle fee under its DaaS business model. Under its DaaS model, the Company supplies self-driving technology consisting of a highly integrated bundle of goods and services that represents a single combined output for which the customer has contracted. This single combined output is made up of both hardware and software, together with ongoing support services, including regular software updates, systems integrations and operational support, including remote monitoring and on-site support. These promises are accounted for as if they were a single performance obligation, as they are delivered to the customer concurrently over the same period of time. Revenue for DaaS arrangements is recognized over time on a ratable basis over the contract term, which is expected to be for a duration of three to four years. Fees are generally billed monthly and are typically on 30-day payment terms. Freight Delivery The Company’s freight delivery revenues are generated from providing freight transportation services to customers in the commercial sector utilizing Company-owned autonomous trucks powered by the Kodiak Driver. The Company generates revenues based on number of paid miles and rate-per-mile fees primarily determined by local market dynamics, which fees are generally billed upon delivery and are typically on 30-day payment terms. Customer contracts have a single performance obligation to transport commercial freight to an agreed upon destination. This performance obligation is satisfied over time as freight delivery is performed, which typically occurs within one day. Ground Autonomy Solutions The Company provides ground autonomy solutions to a single customer in defense. Services under these contracts relate to the demonstration of specific capabilities of autonomous driving solutions for military vehicles. Each contract is separately agreed with no interdependencies with respect to pricing, promises or objectives and accounted for as separate arrangements. Each contract has a specified deliverable(s) that represents a single (or combined) performance obligation with the transfer of the significant risks and rewards of ownership occurring upon acceptance of the final deliverable(s) within each contract. The contracts have fixed fees that are invoiced on an agreed upon billing schedule on payment terms in accordance with the Prompt Payment Act. Control is transferred at a point in time and revenue is recognized upon completion and customer acceptance of each contract’s deliverable(s). Contract Assets and Contract Liabilities A contract asset represents amounts that are unbilled due to agreed-upon contractual terms in which billing occurs subsequent to revenue recognition. A contract liability represents amounts that have been invoiced to the customer for which the Company has the right to invoice (and for which payment was received) but has not been recognized as revenues because the related products or services have not been transferred to the customer. Such amounts are recognized in revenues as performance obligations are met. Practical Expedients and Policy Elections Significant financing component: The promised amount of consideration is not adjusted for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Taxes collected on behalf of the customers: The Company excludes from the measurement of the transaction price all taxes assessed by governmental authorities when these taxes are both imposed on and concurrent with a specific revenue-producing transaction and collected by the Company from a customer. Disclosure of remaining performance obligations: The Company does not disclose remaining performance obligations for contracts that have an original expected duration of one year or less.
Recently Adopted Accounting Standards and Recently Issued Accounting Standards	Recently Adopted Accounting Standards In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires entities to make incremental income tax disclosures on an annual basis. The amendments require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items meeting a quantitative threshold. The amendments also require disclosure of income taxes paid to be disaggregated by jurisdiction, and the disclosure of income tax expense disaggregated by federal, state, and foreign. The Company adopted ASU 2023-09 on January 1, 2025 for its annual reporting period ending December 31, 2025. The Company expects that ASU 2023-09 will not have a material impact on its annual income tax disclosures. In May 2025, the FASB issued ASU No. 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810)—Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”), which revises current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a variable interest entity that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions. The Company early adopted ASU 2025-03 on April 1, 2025 on a prospective basis. Legacy Kodiak was determined to be the accounting acquirer (legal acquiree), and AACT was determined to be the accounting acquiree (legal acquirer). Recently Issued Accounting Standards In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures (“ASU 2024-03”), which requires entities to provide disaggregated disclosures of certain expense captions presented on the face of the income statement into specific categories within the footnotes to the financial statements to provide enhanced transparency into the nature and function of expenses. ASU 2024-03 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim periods within years beginning after December 15, 2027, with early adoption permitted. ASU 2024-03 may be applied retrospectively or prospectively. The Company is evaluating adoption timing and the impact ASU 2024-03 will have on its financial statements and related disclosures.

Net Loss Per Common Share - Schedule of Basic and Diluted Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2025	Sep. 30, 2024
Numerator
Net loss	$ (269,935)	$ (113,726)	$ (128,185)	$ (19,144)	$ (17,965)	$ (17,998)	$ (511,846)	$ (55,107)
Denominator
Weighted-average common shares outstanding, basic (in shares)	69,405			58,398			62,978	58,338
Weighted-average common shares outstanding, diluted (in shares)	69,405			58,398			62,978	58,338
Net loss per common share, basic (in dollars per share)	$ (3.89)			$ (0.33)			$ (8.13)	$ (0.94)
Net loss per common share, diluted (in dollars per share)	$ (3.89)			$ (0.33)			$ (8.13)	$ (0.94)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Dec. 31, 2024
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 27,647	$ 19,722
Less: accumulated depreciation	(16,096)	(13,980)
Construction in progress	7,245	981
Property and equipment, net	18,796	6,723
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	7,317	7,261
Vehicles
Property, Plant and Equipment [Line Items]
Total property and equipment	6,868	6,331
Technology infrastructure
Property, Plant and Equipment [Line Items]
Total property and equipment	3,192	2,912
Equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	9,477	2,524
Other
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 793	$ 694

Balance Sheet Components (Tables)

9 Months Ended

Sep. 30, 2025

Balance Sheet Related Disclosures [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Prepaid expenses and other receivables	$	4,516	$	1,610
Payroll tax credit receivable	400		650
Total prepaid expenses and other current assets	$	4,916	$	2,260

Schedule of Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Leasehold improvements	$	7,317	$	7,261
Vehicles	6,868		6,331
Technology infrastructure	3,192		2,912
Equipment	9,477		2,524
Other	793		694
Total property and equipment	27,647		19,722
Less: accumulated depreciation	(16,096)		(13,980)
Construction in progress	7,245		981
Total property and equipment, net	$	18,796	$	6,723

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Accrued bonus	$	3,242	$	8,800
Accrued payroll and related expenses	1,098		1,460
Other current liabilities and accrued expenses	2,951		1,156
Deferred revenue	80		—
Total accrued expenses and other current liabilities	$	7,371	$	11,416

Net Loss Per Common Share

9 Months Ended

Sep. 30, 2025

Earnings Per Share [Abstract]

Net Loss Per Common Share

15. Net Loss Per Common Share

The following table summarizes the computation of basic and diluted net loss per common share (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Numerator
Net loss	$	(269,935)	$	(19,144)	$	(511,846)	$	(55,107)
Denominator
Weighted-average common shares outstanding, basic and diluted	69,405		58,398		62,978		58,338
Net loss per common share, basic and diluted	$	(3.89)	$	(0.33)	$	(8.13)	$	(0.94)


	September 30, 2025	September 30, 2024
Common stock warrants	65,235	355
Common stock options	55,990	49,922
Redeemable convertible preferred stock	14,216	62,240
Redeemable convertible preferred stock warrants	—	1,305
Total	135,441	113,822

The 74,998,317 shares and 6,250,000 shares of common stock equivalent subject to the remaining Earn Out Securities and Sponsor Earn Out Securities, respectively, are excluded from the anti-dilutive table above as of September 30, 2025 as the underlying shares remain contingently issuable as the triggering events have not been satisfied.

Excluded from common stock warrants in the anti-dilutive table above as of September 30, 2024 were those warrants with a nominal exercise price, which were included in the computation of basic and diluted net loss per share on the date all necessary conditions were satisfied for issuance, which was from the date any service based vesting conditions were met.

Commitment and Contingencies (Details) $ in Thousands	Sep. 30, 2025 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2025 (remaining three months)	$ 1,968
2026	3,933
2027	3,033
2028	270
2029	131
Total	$ 9,335

Fair Value Measurements

9 Months Ended

Sep. 30, 2025

Fair Value Disclosures [Abstract]

Fair Value Measurements

4. Fair Value Measurements

The carrying amounts of the Company’s financial instruments, including accounts receivable, prepaid expenses and other current assets, accounts payable, accrued expenses and other current liabilities and the current portion of operating lease liabilities approximate their fair value due to the short-term nature of those instruments. The Company elected the fair value option for the second lien loans. The fair value of the Company’s other borrowings approximates their carrying value, or amortized cost, due to the short-term nature of the obligations or the relevant prevailing market rate of interest.

The following tables summarize the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):


	September 30, 2025
	Level 1		Level 2		Level 3		Total




Liabilities
PIPE Warrants	$	—	$	—	$	86,359	$	86,359
NRA Warrants	—		—		36,968		36,968
Second lien loan	—		—		10,423		10,423
Total liabilities measured at fair value	$	—	$	—	$	133,750	$	133,750


	December 31, 2024
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents:
Money market funds	$	9,439	$	—	$	—	$	9,439
Total assets measured at fair value	$	9,439	$	—	$	—	$	9,439
Liabilities
SAFEs	$	—	$	—	$	59,301	$	59,301
Redeemable convertible preferred stock warrant liabilities	—		—		1,619		1,619
Total liabilities measured at fair value	$	—	$	—	$	60,920	$	60,920

The Company did not have any assets measured at fair value fair on a recurring basis as of September 30, 2025. The Company’s money market funds as of December 31, 2024 were highly liquid and actively traded marketable securities that generally transacted at a stable $1.00 net asset value representing its estimated fair value.

The Company measures its warrant liabilities (see Note 9), second lien loans (see Note 6) and SAFEs (see Note 7) at fair value based on significant inputs not observable in the market and therefore represent Level 3 inputs.

The valuations of the warrant liabilities, second lien loans, and future equity obligations use assumptions and estimates the Company believes would be made by a market participant in making the same valuation. Changes in the fair value of these instruments were recognized in other (expenses) income in the Company’s condensed consolidated statements of operations and comprehensive loss.

Warrant Liabilities - PIPE Warrants and NRA Warrants

The Company determined the fair value of each of its PIPE Warrants and NRA Warrants using a Monte Carlo simulation model, applying the following key assumptions as of the issuance date on September 24, 2025: a risk-free rate of 3.8% and volatility of 55.0%. Upon issuance, the fair values of the PIPE Warrants and NRA Warrants were recorded under loss on issuance of common stock warrants in the condensed consolidated statements of operations and comprehensive loss. Given the short period between the issuance date and September 30, 2025, and the absence of significant changes in the key

valuation assumptions, the Company concluded that there was no material change in the fair value of the PIPE Warrants and NRA Warrants as of September 30, 2025.

Second Lien Loans

At the Closing, all then outstanding second lien loans, excluding the $10.0 million SAFE from an affiliate of AACT that was exchanged for a second lien loan, were converted into Kodiak common stock (see Note 6). Immediately prior to such conversion, the aggregate principal amount of the second lien loans that converted was $43.9 million and had an estimated fair value of $67.4 million, which was determined based on the opening price of the Company's common stock on the first day of trading following the consummation of the Merger.

The Company determined the fair value of the outstanding second lien loans with a principal amount of $10.0 million using a pay-off-to-maturity method, with an implied discount rate of 22.0% as the key valuation assumption as of September 30, 2025.

Simple Agreements for Future Equity

At the Closing, all outstanding SAFEs were converted into shares of Kodiak common stock (see Note 7). Immediately prior to such conversion, the SAFE obligations were remeasured to a fair value of $263.0 million, which was determined based on the opening price of the Company's common stock on the first day of trading following the consummation of the Merger. Accordingly, no SAFEs remained outstanding as of September 30, 2025.

Legacy Kodiak Warrant Liabilities - Redeemable Convertible Preferred Stock Warrants

At the Closing, certain redeemable convertible preferred stock warrants were automatically net exercised (see Note 9). The remaining outstanding redeemable convertible preferred stock warrants were assumed by Kodiak to become warrants to purchase shares of its common stock, which were remeasured to fair value on the Closing Date and reclassified to equity as they met the conditions for equity classification (see Note 11). The Company determined the fair value of its redeemable convertible preferred stock warrants as of the Closing Date by using a Black-Scholes option-pricing model with key assumptions as follows: exercise price range of $0.01 to $3.54, expected term range of 0.0 years to 4.8 years, risk-free rate range of 3.6% to 3.9% and volatility of 55.0%.

Fair Value Remeasurement

The following table summarizes changes in the estimated fair values of these liabilities (in thousands):


	Second Lien Loans		SAFE		Legacy Kodiak Redeemable Convertible Preferred Stock Warrants
Balance as of December 31, 2024	$	—	$	59,301	$	1,619
Issuance of second lien loans	43,865		—		—
Issuance of SAFEs	—		23,660		—
Exchange of SAFE for second lien loan	10,000		(10,000)		—
Reclassification of Assumed Kodiak Warrants	—		—		(3,842)
Fair value remeasurement	23,938		190,075		7,272
Settlement via conversion or exercise	(67,380)		(263,036)		(5,049)
Balance as of September 30, 2025	$	10,423	$	—	$	—

Balance as of December 31, 2023	$	—	$	10,000	$	2,045
Issuance of SAFEs	—		44,054		—
Fair value remeasurement	—		—		(321)
Balance as of September 30, 2024	$	—	$	54,054	$	1,724

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 820
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (bbb)(1)
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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-Section 55
-Paragraph 107
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482078/820-10-55-107

Reference 3: http://www.xbrl.org/2003/role/exampleRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 940
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478119/940-820-50-1

+ Details

Redeemable Convertible Preferred Stock - Total Redeemable Convertible Preferred Stock (Details) - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025	Dec. 31, 2024	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023
Temporary Equity [Line Items]
Temporary equity, issued (in shares)				62,240
Temporary equity, outstanding (in shares)	142	62,240	62,240	62,240	62,240	62,240	62,240	62,240
Carrying Value	$ 223,185	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648	$ 170,648
Liquidation Preference				$ 170,089
Series Seed
Temporary Equity [Line Items]
Temporary equity, issued (in shares)				4,468
Temporary equity, outstanding (in shares)				4,468
Carrying Value				$ 3,000
Liquidation Preference				$ 3,000
Series A
Temporary Equity [Line Items]
Temporary equity, issued (in shares)				16,851
Temporary equity, outstanding (in shares)				16,851
Carrying Value				$ 37,537
Liquidation Preference				$ 37,710
Series B-1
Temporary Equity [Line Items]
Temporary equity, issued (in shares)				13,618
Temporary equity, outstanding (in shares)				13,618
Carrying Value				$ 37,716
Liquidation Preference				$ 32,760
Series B-2
Temporary Equity [Line Items]
Temporary equity, issued (in shares)				27,303
Temporary equity, outstanding (in shares)				27,303
Carrying Value				$ 92,395
Liquidation Preference				$ 96,619

- Definition

Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 30
-Name Accounting Standards Codification
-Section S55
-Paragraph 1
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

+ Details

Stock-based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended
	Sep. 30, 2025
Number of Options (in thousands)
Beginning balance (in shares)	49,157
Granted (in shares)	11,308
Exercised (in shares)	(2,130)
Forfeited (in shares)	(1,902)
Expired (in shares)	(443)
Ending balance (in shares)	55,990
Exercisable (in shares)	32,050
Weighted–Average Exercise Price
Beginning balance (in dollars per share)	$ 0.60
Granted (in dollars per share)	7.10
Exercised (in dollars per share)	0.57
Forfeited (in dollars per share)	1.40
Expired (in dollars per share)	0.61
Ending balance (in dollars per share)	1.88
Exercisable (in dollars per share)	$ 0.62
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract]
Options outstanding, weighted average remaining contractual life	7 years 4 months 24 days
Options vested and exercisable, weighted average remaining contractual life	6 years 3 months 18 days
Options outstanding, aggregate intrinsic value	$ 553,256
Options vested and exercisable, aggregate intrinsic value	$ 357,707

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2025
Subsequent Events [Abstract]
Subsequent Events	17. Subsequent Events On October 21, 2025, the Company notified the holders of its Public Warrants and Private Placement Warrants (see Note 11) of the following adjustments as a result of down-round provisions being triggered in connection with the Merger and the Company’s reported sales price of its common stock pursuant to the terms of the agreement (i) an adjustment to the exercise price from $11.50 per share to $9.28 per share of common stock, and (ii) an adjustment of the $18.00 per share redemption trigger to $14.53 per share of common stock. The Market Value was determined to be $8.07 per share. Accordingly, the revised exercise and redemption prices reflect 115% and 180% of the Market Value, respectively.

Reverse Recapitalization - Narrative (Details)		3 Months Ended		9 Months Ended
Reverse Recapitalization - Narrative (Details)	Sep. 24, 2025 USD ($) tranche $ / shares shares	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($)	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2024 USD ($)	Sep. 23, 2025 shares	Sep. 22, 2025 shares	Sep. 15, 2025 USD ($)	Dec. 31, 2024 shares
Schedule Of Reverse Recapitalization [Line Items]
Recapitalization exchange ratio	0.66
Common stock, outstanding (in shares)	174,957,000	174,957,000		174,957,000					58,057,000
Reverse recapitalization, consideration received \| $	$ 171,200,000
Proceeds from the reverse recapitalization, net of transaction costs \| $	26,200,000			$ 26,239,000	$ 0
Reverse recapitalization, transaction costs, expensed \| $	$ 3,200,000
Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net (in shares)		142,000
Loss on issuance of common stock \| $		$ 3,220,000	$ 0	3,220,000	0
Loss on issuance of warrants \| $		$ 123,328,000	$ 0	$ 123,328,000	$ 0
PIPE Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant exercise price (in dollars per share) \| $ / shares		$ 12.00		$ 12.00
Loss on issuance of warrants \| $		$ 86,400,000		$ 86,400,000
NRA Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant exercise price (in dollars per share) \| $ / shares		$ 12.00		$ 12.00
Public Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant exercise price (in dollars per share) \| $ / shares		11.50		11.50
Number of shares called by each warrant (in shares)	1
Private Placement Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant exercise price (in dollars per share) \| $ / shares		$ 11.50		$ 11.50
Number of shares called by each warrant (in shares)	1
AACT
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)						49,360,000
Intangible assets, net (including goodwill) \| $	$ 0
AACT \| Redeemable Warrants of AACT
Schedule Of Reverse Recapitalization [Line Items]
Warrant outstanding (in shares)	24,999,987
AACT \| Private Placement Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant outstanding (in shares)	14,300,000
Legacy Kodiak
Schedule Of Reverse Recapitalization [Line Items]
Reverse recapitalization, transaction costs \| $	$ 32,000,000
Series A Cumulative Convertible Preferred Stock
Schedule Of Reverse Recapitalization [Line Items]
Temporary equity, carrying amount, period decrease \| $	6,000,000
Common Stock Additional Paid-In Capital \| Additional Paid-In Capital
Schedule Of Reverse Recapitalization [Line Items]
Conversion of redeemable convertible preferred stock in connection with reverse recapitalization \| $	$ 22,800,000
NRA Shares
Schedule Of Reverse Recapitalization [Line Items]
Shares converted, recapitalization (in shares)	368,000
Sponsor Earn Out Securities
Schedule Of Reverse Recapitalization [Line Items]
New shares issued during period (in shares)	6,250,000	6,250,000		6,250,000
Reverse recapitalization, contingent consideration, (in shares)	6,250,000
Sponsor Earn Out Securities \| Triggering Event I Threshold
Schedule Of Reverse Recapitalization [Line Items]
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 18.00
Contingent consideration, stock price, trading days, minimum (in days)	20 days
Contingent consideration, stock price, consecutive trading day period (in days)	30 days
Contingent consideration, earn out period (in years)	4 years
Legacy Kodiak Advisor Shares
Schedule Of Reverse Recapitalization [Line Items]
Shares converted, recapitalization (in shares)	1,092,000
Earn Out Securities
Schedule Of Reverse Recapitalization [Line Items]
Reverse recapitalization, contingent consideration, (in shares)	74,998,317
Number of tranches \| tranche	3
Earn Out Securities \| Triggering Event I
Schedule Of Reverse Recapitalization [Line Items]
Reverse recapitalization, contingent consideration, (in shares)	24,999,439
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 18.00
Contingent consideration, stock price, trading days, minimum (in days)	20 days
Contingent consideration, stock price, consecutive trading day period (in days)	30 days
Earn Out Securities \| Triggering Event II
Schedule Of Reverse Recapitalization [Line Items]
Reverse recapitalization, contingent consideration, (in shares)	24,999,439
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 23.00
Contingent consideration, stock price, trading days, minimum (in days)	20 days
Contingent consideration, stock price, consecutive trading day period (in days)	30 days
Earn Out Securities \| Triggering Event III
Schedule Of Reverse Recapitalization [Line Items]
Reverse recapitalization, contingent consideration, (in shares)	24,999,439
Sale of stock, price per share (in dollars per share) \| $ / shares	$ 28.00
Contingent consideration, stock price, trading days, minimum (in days)	20 days
Contingent consideration, stock price, consecutive trading day period (in days)	30 days
Legacy Kodiak common stock
Schedule Of Reverse Recapitalization [Line Items]
Shares converted, recapitalization (in shares)	161,754,000
Affiliate of AACT \| 2025 Simple Agreements For Future Equity
Schedule Of Reverse Recapitalization [Line Items]
SAFE agreement, amount exchanged \| $	$ 10,000,000
Publicly held shares of AACT \| Common stock, par value $0.0001 per share
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)	5,492,904
Preferred Investors
Schedule Of Reverse Recapitalization [Line Items]
Proceeds from issuance of preferred stock and warrants \| $	$ 145,000,000
Preferred Investors \| PIPE Warrants
Schedule Of Reverse Recapitalization [Line Items]
Percentage of warrant to purchase (in percent)	125.00%
Warrant exercise price (in dollars per share) \| $ / shares	$ 12.00
Warrants issued during period (in shares)	17,769,375
Preferred Investors \| AACT
Schedule Of Reverse Recapitalization [Line Items]
Subscription agreement, aggregate purchase price \| $								$ 145,000,000
Preferred Investors \| Series A Cumulative Convertible Preferred Stock
Schedule Of Reverse Recapitalization [Line Items]
Par value (in dollars per share) \| $ / shares	$ 0.0001
Stated value (in dollars per share) \| $ / shares	$ 1,200
Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net (in shares)	142,155
Non Redemption Investors \| NRA Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrants issued during period (in shares)	7,606,666
Loss on issuance of warrants \| $		$ 37,000,000		$ 37,000,000
Non Redemption Investors \| AACT & Legacy Kodiak
Schedule Of Reverse Recapitalization [Line Items]
Non-redemption agreement, shares that can't be redeemed (in shares)							3,319,712
Non Redemption Investors \| NRA Shares
Schedule Of Reverse Recapitalization [Line Items]
New shares issued during period (in shares)	368,028
Loss on issuance of common stock \| $		$ 3,200,000		$ 3,200,000
Non Redemption Investors \| NRA Shares \| NRA Warrants
Schedule Of Reverse Recapitalization [Line Items]
Warrant exercise price (in dollars per share) \| $ / shares	$ 12.00
Ares Acquisition Holdings II LP \| Class a Ordinary shares of AACT
Schedule Of Reverse Recapitalization [Line Items]
Common stock, outstanding (in shares)	12,500,000
Ares Acquisition Holdings II LP \| Sponsor Earn Out Securities
Schedule Of Reverse Recapitalization [Line Items]
Shares converted, recapitalization (in shares)	12,500,000
Advisor of Legacy Kodiak \| Legacy Kodiak Advisor Shares
Schedule Of Reverse Recapitalization [Line Items]
Stock issued during period for services (in shares)	1,091,519
Stock issued during period for services \| $	$ 12,500,000

Debt

9 Months Ended

Sep. 30, 2025

Debt Disclosure [Abstract]

Debt

6. Debt

Second Lien Loans

Concurrent with the execution of the BCA in April 2025, the Company entered into a Second Lien Loan and Security Agreement, which was subsequently amended to extend the deadline to fund the delayed draw second lien loans and to include additional investors. Under the Second Lien Loan and Security Agreement, certain institutional and accredited investors committed to providing bridge financing in the form of secured convertible notes. Prior to the Closing, $53.9 million had been funded, including $20.0 million from an affiliate of AACT, an aggregate of $12.4 million from a vehicle

controlled by a board member of the Company and a vehicle owned by certain Ares employees in which a former officer and former director of AACT was invested, $10.0 million from the exchange of a SAFE from an affiliate of AACT (the “Exchanged SAFE”) (see Note 7), and $5.0 million from an affiliate of one of the Company’s board members. Following the Closing, a former officer of AACT became a board member of the Company.

At the Closing, second lien loans in an aggregate principal amount of $43.9 million and with a fair value of $67.4 million (see Note 4), automatically converted into 7,700,557 shares of Kodiak common stock based on the agreed upon conversion price of $6.00 per share. The $10.0 million in principal from the Exchanged SAFE remained outstanding as of September 30, 2025, with a fair value of $10.4 million and a maturity date of October 1, 2026.

The second lien loans bear interest at an interest rate per annum equal to the prime rate plus 9.00%, subject to a minimum rate of 13.75%. Interest accrues on the first business day of each month, and is capitalized and included in the principal balance due at maturity. The interest rate was 16.25% as of September 30, 2025.

Promissory Notes

The Company was obligated to reimburse 50% of the monthly contributions made by the Sponsor to AACT’s trust account as well as certain transaction costs incurred by AACT pursuant to the BCA. From April through August 2025, the Company issued secured promissory notes with respect to its reimbursement obligations to AACT and the Sponsor, which were secured under the Second Lien Loan and Security Agreement. The promissory notes did not bear any interest (other than the default rate in accordance with the Second Lien Loan and Security Agreement).

At the Closing, the aggregate outstanding principal amount of the promissory notes was $4.9 million, which was paid in full. No promissory notes remained outstanding as of September 30, 2025.

2022 Credit Facility

In September 2022, the Company entered into a venture loan and security agreement (the “2022 Credit Facility”) with a financial institution to borrow secured term loans of up to an aggregate principal amount of $30.0 million. The Company drew the full amount available under the 2022 Credit Facility upon execution. The proceeds were primarily used to settle outstanding obligations with another lender. Borrowings under the 2022 Credit Facility were initially secured by substantially all of the assets of the Company, excluding the Company’s intellectual property and certain of the Company's other assets. The 2022 Credit Facility contains customary representations and warranties, non-financial covenants and customary events of default. The Company was in compliance with its covenants as of September 30, 2025. The 2022 Credit Facility was amended in June 2024 to revise the repayment schedule, delay principal payments from November 1, 2024 to April 1, 2025, which was accounted for as a modification, and include certain of the Company's intellectual property as collateral. The 2022 Credit Facility was further amended in February 2025 to permit the transaction as contemplated by the BCA (see Note 1). On September 24, 2025, the 2022 Credit Facility was further amended to (i) make certain conforming changes to account for the closing of the Merger and (ii) provide for a post-closing period for the joinder of the Company as a co-borrower under the 2022 Credit Facility.

Borrowings under the 2022 Credit Facility mature in April 2026 and provide for interest-only payments up to and including March 1, 2025. Consecutive payments of principal and interest are due beginning on April 1, 2025 once the interest-only period elapses. As of September 30, 2025, the aggregate principal amount outstanding was $20.0 million. The 2022 Credit Facility bears an annual rate of interest that is payable monthly at 5.50% plus the greater of (i) 4.75% and (ii) the prime rate then in effect. The interest rate was 11.75% at inception and 12.75% as of September 30, 2025. In addition, a final aggregate payment fee of $1.2 million is due upon the earlier of prepayment or maturity of the debt. The Company has the option to prepay the entire outstanding balance of the debt subject to a prepayment fee ranging from 1.0% to 3.0% depending on the timing and circumstances of such prepayment.

Total debt issuance costs related to the 2022 Credit Facility of $1.1 million were recorded as a debt discount, which included $0.7 million related to the fair value of warrants to purchase shares of Legacy Kodiak's redeemable convertible preferred stock issued concurrently with the execution of the 2022 Credit Facility, a commitment fee of $0.3 million and other issuance costs of $0.1 million. The debt discount, together with the final payment fee, is recognized as interest expense using the effective interest method.

2022 Equipment Facility

In July 2022, the Company entered into a financing agreement with a lender to borrow up to $10.0 million as equipment line advances (the “2022 Equipment Facility”) pursuant to which it borrowed at various dates an aggregate principal amount of $8.5 million. Borrowings under the 2022 Equipment Facility are secured by the specific assets that were financed. The 2022 Equipment Facility contains customary representations and warranties, non-financial covenants and customary events of default. The Company was in compliance with its covenants as of September 30, 2025.

Borrowings under the 2022 Equipment Facility mature in March 2028 and repayments of principal and interest are due monthly commencing in the month following each draw. As of September 30, 2025, and December 31, 2024, the aggregate principal amount outstanding was $2.3 million and $4.1 million, respectively. The 2022 Equipment Facility bears an annual interest rate equivalent to a five-year swap plus 3.38% or ranging from approximately 6.0% to 7.0%.

Total debt issuance costs related to the 2022 Equipment Facility of $0.1 million were recorded as a debt discount, which included immaterial amounts related to the fair value of warrants to purchase shares of the Company’s common stock issued concurrently with the execution of the 2022 Equipment Facility and other issuance costs. The debt discount is recognized as interest expense using the effective interest method.

As of September 30, 2025, the Company’s future minimum principal payments under its debt arrangements are as follows (in thousands):


Year Ended December 31,	Second Lien Loans		Other Debt		Total
2025 (remaining three months)	$	—	$	5,405	$	5,405
2026	10,000		17,267		27,267
2027	—		808		808
2028	—		44		44
Total principal debt payments and final payment fee	10,000		23,524		33,524
Less: unamortized debt discount	—		(141)		(141)
Less: unamortized final payment fee	—		(152)		(152)
Less: Debt, current portion	—		(22,148)		(22,148)
Debt, net of current portion	$	10,000	$	1,083	$	11,083

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Summary of Significant Accounting Policies - Schedules of Concentration of Risk by Risk Factor (Details) - Customer Concentration Risk	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024	Dec. 31, 2024
Customer A \| Accounts Receivable
Concentration Risk [Line Items]
Concentration risk, percentage			0.00%		78.00%
Customer A \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	0.00%	36.00%	0.00%
Customer B \| Accounts Receivable
Concentration Risk [Line Items]
Concentration risk, percentage			83.00%		0.00%
Customer B \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	68.00%	0.00%	34.00%	0.00%
Customer C \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	28.00%	0.00%	37.00%
Customer D \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	18.00%	0.00%	18.00%
Customer E \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	18.00%	0.00%	17.00%
Customer F \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	11.00%	0.00%	10.00%
Customer G \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	13.00%	0.00%	0.00%
Customer H \| Revenue Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	0.00%	12.00%	0.00%	0.00%

Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2025	Dec. 31, 2024
Balance Sheet Related Disclosures [Abstract]
Accrued bonus	$ 3,242	$ 8,800
Accrued payroll and related expenses	1,098	1,460
Other current liabilities and accrued expenses	2,951	1,156
Deferred revenue	80	0
Total accrued expenses and other current liabilities	$ 7,371	$ 11,416

Net Loss Per Common Share - Narrative (Details)	9 Months Ended
Net Loss Per Common Share - Narrative (Details)	Sep. 30, 2025 shares
Earn Out Securities
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted average number of shares, contingently issuable (in shares)	74,998,317
Sponsor Earn Out Securities
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted average number of shares, contingently issuable (in shares)	6,250,000

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2025	Dec. 31, 2024
Disaggregation of Revenue [Line Items]
Accounts receivable	$ 706	$ 1,280
Revenue from contract with customer, DaaS, payment terms (in days)	30 days
Freight delivery, payment terms (in days)	30 days
Minimum
Disaggregation of Revenue [Line Items]
Revenue from contract with customer, DaaS, contract term (in years)	3 years
Maximum
Disaggregation of Revenue [Line Items]
Revenue from contract with customer, DaaS, contract term (in years)	4 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Fair Value Measurements - Schedule of Changes In Estimated Fair Values of Liabilities (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Exchange of SAFE for second lien loan	$ (10,000)
Second Lien Loans
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Issuances	43,865
Exchange of SAFE for second lien loan	10,000
Fair value remeasurement	23,938
Settlement via conversion or exercise	(67,380)
Ending balance	10,423
SAFE
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	59,301	$ 10,000
Issuances	23,660	44,054
Fair value remeasurement	190,075
Settlement via conversion or exercise	(263,036)
Ending balance		54,054
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	1,619	2,045
Reclassification of Assumed Kodiak Warrants	(3,842)
Fair value remeasurement	7,272	(321)
Settlement via conversion or exercise	$ (5,049)
Ending balance		$ 1,724

Warrant Liabilities - Narrative (Details)	Sep. 24, 2025 shares
PIPE Warrants
Warrant Liabilities [Line Items]
Volume-weighted average price, period (in days)	45 years
Legacy Kodiak Redeemable Convertible Preferred Stock Warrants
Warrant Liabilities [Line Items]
New shares issued during period (in shares)	614,799
Assumed Kodiak Warrants
Warrant Liabilities [Line Items]
Warrant outstanding (in shares)	558,559

Stock-based Compensation - Schedule of Total Stock-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 5,245	$ 1,718	$ 10,136	$ 3,989
Research and development
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	2,228	1,029	5,148	2,518
General and administrative
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	2,475	421	3,952	988
Truck and freight operations
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	152	59	329	145
Sales and marketing
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 390	$ 209	$ 707	$ 338

Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization	$ 900	$ 1,200	$ 2,124	$ 3,619

- Definition

The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.

+ References + Details

Revenues	9 Months Ended
Revenues	Sep. 30, 2025
Revenue from Contract with Customer [Abstract]
Revenues	13. Revenues The Company’s revenues are primarily derived from (i) providing DaaS to customers, (ii) delivering freight via Kodiak-owned autonomous trucks powered by the Kodiak Driver, and (iii) providing ground autonomy solutions to the U.S. Army. The Company recognizes revenue when customers obtain control of promised services in an amount that reflects the consideration the Company expects to receive for those services. Disaggregation of Revenues The Company’s revenues were generated from customers located in the U.S. For the three and nine months ended September 30, 2025, DaaS represented 68% and 34% revenues, while freight delivery represented 32% and 29% of revenues, respectively. Ground autonomy solutions represented 0% and 36% of revenues for the three and nine months ended September 30, 2025, respectively. For the three and nine months ended September 30, 2024, all revenues were generated from freight delivery. The Company’s contracts with a duration of one year or more consisted entirely of a DaaS contract as of September 30, 2025. The aggregate amount of the transaction price allocated to unsatisfied performance obligations was $11.0 million as of September 30, 2025, which is expected to be recognized ratably for each DaaS contract and through September 2029. Contract Balances As of September 30, 2025 and December 31, 2024, the Company did not have any material amounts related to unbilled receivables or contract assets. The Company's contract liabilities were $0.3 million as of September 30, 2025 and were not material as December 31, 2024. Contract liabilities were included in accrued expenses and other current liabilities and other liabilities on the condensed consolidated balance sheets.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Deficit - USD ($)
shares in Thousands, $ in Thousands

Total

Previously Reported

Reverse recapitalization

Common Stock

Common stock warrants

Common Stock

Previously Reported

Common Stock

Reverse recapitalization

Additional Paid-In Capital

Previously Reported

Additional Paid-In Capital

Reverse recapitalization

Accumulated Deficit

Previously Reported

Accumulated Deficit

Reverse recapitalization

Beginning balance (in shares) at Dec. 31, 2023

62,240

93,963

(31,723)

Beginning balance at Dec. 31, 2023

$ 170,648

$ 0

Ending balance (in shares) at Mar. 31, 2024

62,240

Ending balance at Mar. 31, 2024

$ 170,648

Beginning balance (in shares) at Dec. 31, 2023

57,776

87,222

(29,446)

Beginning balance at Dec. 31, 2023

(187,098)

$ (187,098)

$ 0

$ 6

$ 0

$ 6

$ 11,581

$ 11,587

$ (6)

$ (198,685)

$ 0

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of stock options (in shares)

Issuance of common stock upon exercise of stock options

Stock-based compensation

1,122

Net loss

(17,998)

Ending balance (in shares) at Mar. 31, 2024

57,797

Ending balance at Mar. 31, 2024

$ (203,961)

$ 6

12,716

(216,683)

Beginning balance (in shares) at Dec. 31, 2023

62,240

93,963

(31,723)

Beginning balance at Dec. 31, 2023

$ 170,648

$ 0

Ending balance (in shares) at Sep. 30, 2024

62,240

Ending balance at Sep. 30, 2024

$ 170,648

Beginning balance (in shares) at Dec. 31, 2023

57,776

87,222

(29,446)

Beginning balance at Dec. 31, 2023

(187,098)

$ (187,098)

$ 0

$ 6

$ 0

$ 6

11,581

11,587

(6)

(198,685)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net loss

(55,107)

Ending balance (in shares) at Sep. 30, 2024

57,855

Ending balance at Sep. 30, 2024

$ (238,172)

$ 6

15,614

(253,792)

Beginning balance (in shares) at Mar. 31, 2024

62,240

Beginning balance at Mar. 31, 2024

$ 170,648

Ending balance (in shares) at Jun. 30, 2024

62,240

Ending balance at Jun. 30, 2024

$ 170,648

Beginning balance (in shares) at Mar. 31, 2024

57,797

Beginning balance at Mar. 31, 2024

(203,961)

$ 6

12,716

(216,683)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of stock options (in shares)

Issuance of common stock upon exercise of stock options

Stock-based compensation

1,149

Net loss

(17,965)

Ending balance (in shares) at Jun. 30, 2024

57,812

Ending balance at Jun. 30, 2024

$ (220,767)

$ 6

13,875

(234,648)

Ending balance (in shares) at Sep. 30, 2024

62,240

Ending balance at Sep. 30, 2024

$ 170,648

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of stock options (in shares)

Issuance of common stock upon exercise of stock options

Stock-based compensation

1,718

Net loss

(19,144)

Ending balance (in shares) at Sep. 30, 2024

57,855

Ending balance at Sep. 30, 2024

$ (238,172)

$ 6

15,614

(253,792)

Beginning balance (in shares) at Dec. 31, 2024

62,240

93,963

(31,723)

Beginning balance at Dec. 31, 2024

$ 170,648

$ 0

Ending balance (in shares) at Mar. 31, 2025

62,240

Ending balance at Mar. 31, 2025

$ 170,648

Beginning balance (in shares) at Dec. 31, 2024

58,057

87,646

(29,589)

Beginning balance at Dec. 31, 2024

$ (250,835)

$ 0

$ 6

$ 0

$ 6

17,303

17,309

(6)

(268,144)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of common stock warrants & Conversion of redeemable convertible preferred stock in connection with reverse recapitalization (in shares)

Issuance of common stock upon exercise of stock options (in shares)

942

Issuance of common stock upon exercise of stock options

508

Stock-based compensation

1,878

Net loss

(128,185)

Ending balance (in shares) at Mar. 31, 2025

59,016

Ending balance at Mar. 31, 2025

$ (376,634)

$ 6

19,689

(396,329)

Beginning balance (in shares) at Dec. 31, 2024

62,240

93,963

(31,723)

Beginning balance at Dec. 31, 2024

$ 170,648

$ 0

Ending balance (in shares) at Sep. 30, 2025

142

Ending balance at Sep. 30, 2025

$ 223,185

Beginning balance (in shares) at Dec. 31, 2024

58,057

87,646

(29,589)

Beginning balance at Dec. 31, 2024

$ (250,835)

$ 0

$ 6

$ 0

$ 6

17,303

$ 17,309

$ (6)

(268,144)

$ (268,144)

$ 0

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of stock options (in shares)

2,130

Net loss

$ (511,846)

Ending balance (in shares) at Sep. 30, 2025

174,957

Ending balance at Sep. 30, 2025

$ (219,503)

$ 17

560,470

(779,990)

Beginning balance (in shares) at Mar. 31, 2025

62,240

Beginning balance at Mar. 31, 2025

$ 170,648

Ending balance (in shares) at Jun. 30, 2025

62,240

Ending balance at Jun. 30, 2025

$ 170,648

Beginning balance (in shares) at Mar. 31, 2025

59,016

Beginning balance at Mar. 31, 2025

(376,634)

$ 6

19,689

(396,329)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of stock options (in shares)

726

Issuance of common stock upon exercise of stock options

428

Stock-based compensation

3,013

Net loss

(113,726)

Ending balance (in shares) at Jun. 30, 2025

59,742

Ending balance at Jun. 30, 2025

$ (486,919)

$ 6

23,130

(510,055)

Increase (Decrease) in Temporary Equity [Roll Forward]

Conversion of redeemable convertible preferred stock in connection with reverse recapitalization (in shares)

(62,240)

Conversion of redeemable convertible preferred stock in connection with reverse recapitalization

$ (170,648)

Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net (in shares)

142

Series A redeemable convertible preferred stock issued in connection with reverse recapitalization, net

$ 223,185

Ending balance (in shares) at Sep. 30, 2025

142

Ending balance at Sep. 30, 2025

$ 223,185

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Issuance of common stock upon exercise of common stock warrants & Conversion of redeemable convertible preferred stock in connection with reverse recapitalization (in shares)

62,240

Conversion of redeemable convertible preferred stock in connection with reverse recapitalization

170,648

$ 6

170,642

Reverse recapitalization transaction, net of transaction costs (in shares)

^[1]

52,513

Reverse recapitalization transaction, net of transaction costs

^[1]

361,173

$ 5

361,168

Issuance of common stock upon exercise of stock options (in shares)

462

Issuance of common stock upon exercise of stock options

285

Stock-based compensation

5,245

Net loss

$ (269,935)

(269,935)

Ending balance (in shares) at Sep. 30, 2025

174,957

Ending balance at Sep. 30, 2025

$ (219,503)

$ 17

$ 560,470

$ (779,990)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Reverse recapitalization transaction, net of transaction costs (in shares)

11,743

Ending balance (in shares) at Sep. 24, 2025

174,957

[1]	1 Excludes 6,250,000 shares legally issued and outstanding related to sponsor earn out securities (see Note 3).

Commitment and Contingencies (Tables)

9 Months Ended

Sep. 30, 2025

Commitments and Contingencies Disclosure [Abstract]

Schedule of Non-cancellable Future Minimum Payments

However, the Company has entered into contracts to purchase services under which non-cancellable future minimum payments as of September 30, 2025, were as follows (in thousands):


Year ended December 31,	Amount
2025 (remaining three months)	$	1,968
2026	3,933
2027	3,033
2028	270
2029	131
Total	$	9,335

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Sep. 24, 2025	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Operating activities:
Net loss		$ (269,935)	$ (19,144)	$ (511,846)	$ (55,107)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		900	1,200	2,124	3,619
Stock-based compensation				10,136	3,989
Non-cash lease expense				1,372	1,698
Transaction costs allocated to common stock warrants				3,223	0
Change in fair value of second lien loans		21,784	0	23,938	0
Change in fair value of simple agreements for future equity		(2,473)	0	190,075	0
Change in fair value of redeemable convertible preferred stock warrant liabilities		5,974	(107)	7,272	(321)
Loss on issuance of common stock		3,220	0	3,220	0
Loss on issuance of Series A cumulative redeemable convertible preferred stock		84,174	0	84,174	0
Loss on issuance of common stock warrants		123,328	0	123,328	0
Non-cash interest expense				641	301
Loss on disposal of property and equipment				130	0
Changes in operating assets and liabilities:
Accounts receivable				574	57
Prepaid expenses and other current assets				(2,596)	(3,369)
Other assets				0	276
Accounts payable				(239)	(181)
Accrued expenses and other current liabilities				(4,589)	14,398
Operating lease liabilities				(1,369)	(1,627)
Other liabilities				216	43
Net cash used in operating activities				(70,216)	(36,224)
Investing activities:
Purchases of property and equipment				(11,881)	(753)
Payment of deposits				0	(20)
Net cash used in investing activities				(11,881)	(773)
Financing activities:
Repayment of debt				(11,776)	(1,665)
Proceeds from issuance of second lien loans				43,865	0
Proceeds from issuance of simple agreements for future equity				23,660	44,054
Proceeds from issuance of the Series A cumulative redeemable convertible preferred stock	$ 145,000			145,000	0
Proceeds from the reverse recapitalization, net of transaction costs	$ 26,200			26,239	0
Proceeds from exercise of stock options				1,221	44
Payments for deferred offering costs				(16,618)	0
Net cash provided by financing activities				211,591	42,433
Net change in cash and cash equivalents and restricted cash				129,494	5,436
Cash and cash equivalents and restricted cash at beginning of period				18,159	29,206
Cash and cash equivalents and restricted cash at end of period		147,653	34,642	147,653	34,642
Components of cash and restricted cash at period end:
Cash and cash equivalents		146,203	33,192	146,203	33,192
Restricted cash		1,450	1,450	1,450	1,450
Total cash and cash equivalents and restricted cash		$ 147,653	$ 34,642	147,653	34,642
Supplemental disclosure of cash activities:
Cash paid for interest				2,733	3,467
Cash paid for income taxes				0	3
Supplemental disclosure of non-cash activities:
Purchases of property and equipment included in accounts payable and accrued expenses and other current liabilities				2,947	60
Conversion of second lien loans into common stock in connection with reverse recapitalization				67,379	0
Settlement of transaction costs in common stock in connection with reverse recapitalization				12,500	0
Exchange of simple agreements for future equity for second lien loan				10,000	0
Net exercise of warrants in connection with reverse recapitalization				8,891	0
Issuance of non-redemption common stock in connection with reverse recapitalization				3,220	0
Liabilities assumed from reverse recapitalization				31	0
Deferred offering costs related to reverse recapitalization included in accrued liabilities				159	0
SAFE Conversion
Supplemental disclosure of non-cash activities:
Conversion of stock, amount converted				263,036	0
Legacy Redeemable Preferred Stock Conversion
Supplemental disclosure of non-cash activities:
Conversion of stock, amount converted				$ 170,648	$ 0

Stockholders’ Deficit

9 Months Ended

Sep. 30, 2025

Equity [Abstract]

Stockholders’ Deficit

11. Stockholders’ Deficit

Common Stock

In September 2025, the Company authorized 2,000,000,000 shares, consisting of 1,980,000,000 shares of Kodiak common stock, par value $0.0001 per share, and 20,000,000 shares of Kodiak preferred stock, par value $0.0001 per share. Each share of Kodiak common stock is entitled to one vote.

Common stock reserved for future issuance as of September 30, 2025 was as follows (in thousands).


			September 30, 2025
Earn Out Securities			74,998
Common stock warrants1			65,235
Outstanding stock options			55,990
Shares available for issuance under equity incentive plan			28,195
Cumulative redeemable convertible preferred stock			14,216
Sponsor Earn Out Securities			6,250
Shares available for issuance under the ESPP			5,639

Total			250,523
____________________
1 Common stock warrants include both equity-classified and liability-classified warrants (see Note 9).

Equity-Classified Common Stock Warrants

As of September 30, 2025, the Company had the following equity-classified common stock warrants outstanding (in thousands, except exercise price per share):


	Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
Public Warrants	25,000	$	11.50	9/24/2030
Private Placement Warrants	14,300	$	11.50	9/24/2030
Assumed Kodiak Warrants	559	$	2.24	12/31/2028, 6/30/2031
Total outstanding	39,859

Public and Private Placement Warrants

Public warrants become exercisable on October 24, 2025. The Company may redeem the Public Warrants if the last reported sales price of Kodiak common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company provides notice of redemption to the warrant holders. Redemption may be redeemed only in full, not in part, and requires a minimum of 30 days’ prior written notice. Once exercisable, the Public Warrants may be redeemed by the Company at a redemption price of $0.01 per warrant.

In addition, the warrants contain a down-round protection feature. If the Company issues additional common stock or equity-linked securities for capital-raising purposes at an effective issue price of less than $9.20 per share and certain other conditions are met, the exercise price of the warrants and the $18.00 per-share redemption trigger price will be adjusted. These conditions include the volume-weighted average trading price of the common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummated the Merger (such price, the “Market Value”) being below $9.20 per share. In such event, the exercise price of the warrants will be adjusted from $11.50 per share to 115% of the Market Value, and the $18.00 per-share redemption trigger price will be adjusted to 180% of the Market Value (see Note 17).

The Private Placement Warrants are substantially identical to the Public Warrants, except that they are not transferable, assignable, or salable until 30 days following the Closing, subject to certain limited exceptions. In addition, the Private Placement Warrants are exercisable on a cashless basis and are non-redeemable.

The Company may require a cashless exercise of the Public Warrants upon redemption. The exercise price and number of ordinary shares are subject to adjustment for certain corporate events, such as share dividends, recapitalizations, and mergers. The warrants are not adjusted for ordinary shares issued below the exercise price, and the Company is not obligated to net cash settle them. The warrants are equity-classified because they are indexed to the Company’s common stock and the number of ordinary shares issuable upon exercise is not based on a fixed monetary amount.

Assumed Kodiak Warrants

In connection with the Merger, each outstanding and unexercised Legacy Kodiak warrant was converted into an Assumed Kodiak Warrant. Upon the Closing Date, the Assumed Kodiak Warrants were remeasured to fair value and reclassified from liability to equity (see Note 4). The warrants met the conditions for equity classification because they are indexed to the Company's common stock and provide for the issuance of a fixed number of shares upon exercise. The warrants do not contain any mandatory redemption features requiring settlement in cash or other assets.

Legacy Kodiak Common Stock Warrants

The Company issued common stock warrants in connection with entering into advisory and services agreements as well as debt arrangements, which all met the conditions for equity classification. Prior to the Merger, each issued, outstanding and unexercised warrant was net exercised in exchange for shares of Legacy Kodiak common stock in accordance with its contractual terms and was converted into 933,626 shares of Kodiak common stock.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8A
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478448/946-505-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480237/815-40-50-6

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-18

+ Details

Stockholders’ Deficit - Schedule of Common Stock Reserved For Future Issuance (Details) shares in Thousands	Sep. 30, 2025 shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	250,523
Earn Out Securities
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	74,998
Common stock warrants
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	65,235
Outstanding stock options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	55,990
Shares available for issuance under equity incentive plan
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	28,195
Cumulative redeemable convertible preferred stock
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	14,216
Sponsor Earn Out Securities
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	6,250
Shares available for issuance under the ESPP
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)	5,639

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2025

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and the requirements of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. Accordingly, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted.

The interim condensed consolidated balance sheet as of September 30, 2025, and the interim condensed consolidated statements of operations and comprehensive loss, redeemable convertible preferred stock and stockholders’ deficit, and cash flows for the three and nine months ended September 30, 2025 and 2024, are unaudited. These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the Company’s audited annual financial statements for the year ended December 31, 2024, and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows for the interim periods presented. The results for the three and nine months ended September 30, 2025, are not necessarily indicative of results to be expected for the year ending December 31, 2025, or any other future interim or annual period. The condensed consolidated balance sheet as of December 31, 2024, included herein was derived from the audited financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements incorporated by reference into the Company’s Form 8-K filed with the SEC on September 30, 2025.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. These estimates form the basis for the judgments the Company makes about the carrying values of assets and liabilities that are not readily apparent from other sources, and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and judgments on historical experience and on various other assumptions that the Company believes are reasonable under the circumstances. These estimates are based on management’s knowledge about current events and expectations about actions the Company may undertake in the future. These judgments, estimates, and assumptions relate to, among other things, the estimated useful lives of property and equipment, the assessment of impairment of long-lived assets, the fair value of redeemable convertible preferred stock warrants (prior to the reverse recapitalization), the fair value of each simple agreement for future equity (“SAFE”) (prior to the reverse recapitalization), the fair value of the Company’s common stock (prior to the reverse recapitalization), the fair value of the Company’s common stock warrants, the measurement of stock-based compensation, the determination of the incremental borrowing rate for operating lease liabilities, the evaluation of uncertain tax positions, and the assessment of the valuation allowance for deferred tax assets. Actual results may differ from these estimates.

Concentration of Risks

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and restricted cash deposited in accounts at several financial institutions that may exceed the Federal Deposit Insurance Corporation’s insurance limit. The Company is exposed to credit risk in the event of a default by the financial institutions holding its cash and cash equivalents and restricted cash to the extent recorded on the balance sheets of such financial institutions. The Company believes it is not exposed to significant credit risk due to the financial position of the financial institutions in which those deposits are held.

The Company is also subject to credit risk from its accounts receivable and does not require any collateral. As of September 30, 2025 and December 31, 2024, the Company’s balance of accounts receivable was $0.7 million and $1.3 million, respectively. Customers that represented 10% or greater of the Company’s accounts receivable balance were as follows as of the periods presented:


	September 30, 2025		December 31, 2024
Customer A	—	%	78	%
Customer B	83	%	—	%

Customers with 10% or greater of the Company’s revenue for the three and nine months ended September 30, 2025 and 2024 were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Customer A	—	%	—	%	36	%	—	%
Customer B	68	%	—	%	34	%	—	%
Customer C	—	%	28	%	—	%	37	%
Customer D	—	%	18	%	—	%	18	%
Customer E	—	%	18	%	—	%	17	%
Customer F	—	%	11	%	—	%	10	%
Customer G	—	%	13	%	—	%	—	%
Customer H	—	%	12	%	—	%	—	%

Fair Value of Financial Instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Company measures fair value by maximizing the use of observable inputs, where available, and minimizing the use of unobservable inputs. Financial assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized in the fair value hierarchy based upon the lowest level of input that is significant to the fair value as follows:

•Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

•Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable inputs for similar assets or liabilities. These include quoted prices for identical or similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.

•Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value of the instrument.

Warrants and Earn Out Securities

The Company classifies contracts in it's own equity that do not meet the indexation guidance as liabilities. As of the end of each reporting period, such liability classified instruments are remeasured, with changes in fair value during the reporting period recognized within the condensed consolidated statements of operations and comprehensive loss until the earlier of exercise, settlement, or expiration. The Company classifies contracts in equity that meet the indexation and equity classification guidance as a component of stockholders' deficit and such instruments are not subject to fair value remeasurements.

The Company’s publicly traded common stock warrants, privately placed common stock warrants, and warrants assumed from Legacy Kodiak's redeemable convertible preferred stock in connection with the Merger, Kodiak Earn Out Securities and Sponsor Earn Out Securities (each as defined in Note 3) are equity-classified instruments indexed to the Company’s own equity. The Company’s PIPE Warrants and NRA Warrants (each as defined in Note 3) are liability-classified instruments not indexed to the Company’s own equity. Certain Legacy Kodiak warrants to purchase redeemable convertible preferred stock were also liability classified instruments prior to being exercised and settled in connection with the reverse recapitalization.

Second Lien Loans

The Company elected the fair value option to account for its second lien loans, which were recorded at their estimated fair value at issuance and each subsequent balance date. Changes in estimated fair value were recognized as a component of other (expenses) income in the Company’s condensed consolidated statements of operations and comprehensive loss until settlement in connection with the reverse recapitalization.

Simple Agreements for Future Equity

The Company accounted for the contractual obligation under its SAFEs to issue a variable number of shares as a liability stated at fair value based on the expected value of shares to be issued in the future to settle the obligation with changes in fair value recognized as a component of other (expenses) income in the Company’s condensed consolidated statements of operations and comprehensive loss until settlement in connection with the reverse recapitalization.

Revenue Recognition

The Company generates revenues from: (i) providing DaaS to customers; (ii) delivering freight via Kodiak-owned autonomous trucks powered by the Kodiak Driver; and (iii) providing ground autonomy solutions to the U.S. Army. The Company recognizes revenue when customers obtain control of promised goods or services in an amount that reflects the consideration the Company expects to receive for those goods or services. The Company applies the following five-step revenue recognition model in accounting for its revenue arrangements:

•identification of a contract 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; and

•recognition of revenue when or as the performance obligations are satisfied.

DaaS

Beginning in December 2024, the Company began recognizing revenue on a per-vehicle fee under its DaaS business model.

Under its DaaS model, the Company supplies self-driving technology consisting of a highly integrated bundle of goods and services that represents a single combined output for which the customer has contracted. This single combined output is made up of both hardware and software, together with ongoing support services, including regular software updates, systems integrations and operational support, including remote monitoring and on-site support. These promises are accounted for as if they were a single performance obligation, as they are delivered to the customer concurrently over the same period of time. Revenue for DaaS arrangements is recognized over time on a ratable basis over the contract term, which is expected to be for a duration of three to four years. Fees are generally billed monthly and are typically on 30-day payment terms.

Freight Delivery

The Company’s freight delivery revenues are generated from providing freight transportation services to customers in the commercial sector utilizing Company-owned autonomous trucks powered by the Kodiak Driver. The Company generates revenues based on number of paid miles and rate-per-mile fees primarily determined by local market dynamics, which fees are generally billed upon delivery and are typically on 30-day payment terms.

Customer contracts have a single performance obligation to transport commercial freight to an agreed upon destination. This performance obligation is satisfied over time as freight delivery is performed, which typically occurs within one day.

Ground Autonomy Solutions

The Company provides ground autonomy solutions to a single customer in defense. Services under these contracts relate to the demonstration of specific capabilities of autonomous driving solutions for military vehicles. Each contract is separately agreed with no interdependencies with respect to pricing, promises or objectives and accounted for as separate

arrangements. Each contract has a specified deliverable(s) that represents a single (or combined) performance obligation with the transfer of the significant risks and rewards of ownership occurring upon acceptance of the final deliverable(s) within each contract. The contracts have fixed fees that are invoiced on an agreed upon billing schedule on payment terms in accordance with the Prompt Payment Act.

Control is transferred at a point in time and revenue is recognized upon completion and customer acceptance of each contract’s deliverable(s).

Contract Assets and Contract Liabilities

A contract asset represents amounts that are unbilled due to agreed-upon contractual terms in which billing occurs subsequent to revenue recognition.

A contract liability represents amounts that have been invoiced to the customer for which the Company has the right to invoice (and for which payment was received) but has not been recognized as revenues because the related products or services have not been transferred to the customer. Such amounts are recognized in revenues as performance obligations are met.

Practical Expedients and Policy Elections

Significant financing component: The promised amount of consideration is not adjusted for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less.

Taxes collected on behalf of the customers: The Company excludes from the measurement of the transaction price all taxes assessed by governmental authorities when these taxes are both imposed on and concurrent with a specific revenue-producing transaction and collected by the Company from a customer.

Disclosure of remaining performance obligations: The Company does not disclose remaining performance obligations for contracts that have an original expected duration of one year or less.

Emerging Growth Company Status

The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS” Act). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards using private company timelines. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these unaudited condensed consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

Recently Adopted Accounting Standards

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires entities to make incremental income tax disclosures on an annual basis. The amendments require that public business entities disclose specific categories in the rate reconciliation and provide additional information for reconciling items meeting a quantitative threshold. The amendments also require disclosure of income taxes paid to be disaggregated by jurisdiction, and the disclosure of income tax expense disaggregated by federal, state, and foreign. The Company adopted ASU 2023-09 on January 1, 2025 for its annual reporting period ending December 31, 2025. The Company expects that ASU 2023-09 will not have a material impact on its annual income tax disclosures.

In May 2025, the FASB issued ASU No. 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810)—Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”), which revises current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a variable interest entity that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in

other acquisition transactions. The Company early adopted ASU 2025-03 on April 1, 2025 on a prospective basis. Legacy Kodiak was determined to be the accounting acquirer (legal acquiree), and AACT was determined to be the accounting acquiree (legal acquirer).

Recently Issued Accounting Standards

In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures (“ASU 2024-03”), which requires entities to provide disaggregated disclosures of certain expense captions presented on the face of the income statement into specific categories within the footnotes to the financial statements to provide enhanced transparency into the nature and function of expenses. ASU 2024-03 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim periods within years beginning after December 15, 2027, with early adoption permitted. ASU 2024-03 may be applied retrospectively or prospectively. The Company is evaluating adoption timing and the impact ASU 2024-03 will have on its financial statements and related disclosures.

Net Loss Per Common Share - Schedule of Dilutive Common Stock Equivalents (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total antidilutive securities (in shares)	135,441	113,822
Warrant \| Common stock warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total antidilutive securities (in shares)	65,235	355
Warrant \| Redeemable convertible preferred stock warrants
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total antidilutive securities (in shares)	0	1,305
Common stock options
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total antidilutive securities (in shares)	55,990	49,922
Cumulative redeemable convertible preferred stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Total antidilutive securities (in shares)	14,216	62,240

Stockholders’ Deficit (Tables)

9 Months Ended

Sep. 30, 2025

Equity [Abstract]

Schedule of Common Stock Reserved For Future Issuance

Common stock reserved for future issuance as of September 30, 2025 was as follows (in thousands).


			September 30, 2025
Earn Out Securities			74,998
Common stock warrants1			65,235
Outstanding stock options			55,990
Shares available for issuance under equity incentive plan			28,195
Cumulative redeemable convertible preferred stock			14,216
Sponsor Earn Out Securities			6,250
Shares available for issuance under the ESPP			5,639

Total			250,523
____________________
1 Common stock warrants include both equity-classified and liability-classified warrants (see Note 9).

Schedule of Outstanding Warrants

As of September 30, 2025, the Company had the following equity-classified common stock warrants outstanding (in thousands, except exercise price per share):


	Shares Underlying Warrants	Exercise Price Per Share		Expiration Date
Public Warrants	25,000	$	11.50	9/24/2030
Private Placement Warrants	14,300	$	11.50	9/24/2030
Assumed Kodiak Warrants	559	$	2.24	12/31/2028, 6/30/2031
Total outstanding	39,859

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2025	Sep. 30, 2024	Sep. 30, 2025	Sep. 30, 2024
Income Statement [Abstract]
Revenues	$ 770	$ 400	$ 2,744	$ 1,227
Operating expenses:
Research and development	13,452	10,431	35,804	29,293
General and administrative	9,177	5,149	21,463	15,677
Truck and freight operations	6,627	2,094	16,102	5,996
Sales and marketing	1,483	934	3,290	2,520
Total operating expenses	30,739	18,608	76,659	53,486
Loss from operations	(29,969)	(18,208)	(73,915)	(52,259)
Other (expenses) income:
Interest expense	(941)	(1,219)	(3,365)	(3,760)
Interest income and other, net	(3,018)	176	(2,555)	595
Loss on issuance of Series A cumulative redeemable convertible preferred stock	(84,174)	0	(84,174)	0
Loss on issuance of common stock	(3,220)	0	(3,220)	0
Loss on issuance of common stock warrants	(123,328)	0	(123,328)	0
Change in fair value of second lien loans	(21,784)	0	(23,938)	0
Change in fair value of simple agreements for future equity	2,473	0	(190,075)	0
Change in fair value of redeemable convertible preferred stock warrant liabilities	(5,974)	107	(7,272)	321
Total other expenses, net	(239,966)	(936)	(437,927)	(2,844)
Income taxes	0	0	(4)	(4)
Net loss before income taxes	(269,935)	(19,144)	(511,842)	(55,103)
Net loss	(269,935)	(19,144)	(511,846)	(55,107)
Net loss and comprehensive loss	$ (269,935)	$ (19,144)	$ (511,846)	$ (55,107)
Net loss per common share, basic (in dollars per share)	$ (3.89)	$ (0.33)	$ (8.13)	$ (0.94)
Net loss per common share, diluted (in dollars per share)	$ (3.89)	$ (0.33)	$ (8.13)	$ (0.94)
Weighted-average common shares outstanding, basic (in shares)	69,405	58,398	62,978	58,338
Weighted-average common shares outstanding, diluted (in shares)	69,405	58,398	62,978	58,338

Segment	9 Months Ended
Segment	Sep. 30, 2025
Segment Reporting [Abstract]
Segment	16. Segment The Company has one operating and reportable segment related to the development of autonomous vehicle technology and related services that can be applied at scale across a broad range of industries and environments. Factors used in determining the reportable segment include the nature of the Company’s activities, the organizational and reporting structure and the type of information reviewed by the CODM, its chief executive officer, to allocate resources and evaluate financial performance. Net loss is the key measure of segment profit and loss that the CODM uses to allocate resources and assess performance. The CODM uses net loss to evaluate the Company’s expenditures and monitor budget-to-actual results. The CODM considers budget-to-actual variances and available cash when making decisions about the allocation of resources across the organization. Significant expenses within net loss include research and development, general and administrative, truck and freight operations and sales and marketing, which are separately presented on the Company’s condensed consolidated statements of operations and comprehensive loss. The Company’s long-lived assets are located in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2025	Nov. 07, 2025
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2025
Document Transition Report	false
Entity File Number	001-41691
Entity Registrant Name	Kodiak AI, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1592112
Entity Address, Address Line One	1049 Terra Bella Avenue
Entity Address, City or Town	Mountain View,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94043
City Area Code	650
Local Phone Number	209-8005
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		181,207,392
Entity Central Index Key	0001853138
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2025
Amendment Flag	false
Common stock, par value $0.0001 per share
Document Information [Line Items]
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	KDK
Security Exchange Name	NASDAQ
Redeemable warrants, each exercisable for one share of common stock at an exercise price of $9.28
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, each exercisable for one share of common stock at an exerciseprice of $9.28
Trading Symbol	KDKRW
Security Exchange Name	NASDAQ

Balance Sheet Components

9 Months Ended

Sep. 30, 2025

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

5. Balance Sheet Components

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Prepaid expenses and other receivables	$	4,516	$	1,610
Payroll tax credit receivable	400		650
Total prepaid expenses and other current assets	$	4,916	$	2,260

Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Leasehold improvements	$	7,317	$	7,261
Vehicles	6,868		6,331
Technology infrastructure	3,192		2,912
Equipment	9,477		2,524
Other	793		694
Total property and equipment	27,647		19,722
Less: accumulated depreciation	(16,096)		(13,980)
Construction in progress	7,245		981
Total property and equipment, net	$	18,796	$	6,723

Depreciation and amortization expense was $0.9 million and $2.1 million for the three and nine months ended September 30, 2025, respectively, and $1.2 million and $3.6 million for the three and nine months ended September 30, 2024, respectively.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):


	September 30, 2025		December 31, 2024
Accrued bonus	$	3,242	$	8,800
Accrued payroll and related expenses	1,098		1,460
Other current liabilities and accrued expenses	2,951		1,156
Deferred revenue	80		—
Total accrued expenses and other current liabilities	$	7,371	$	11,416

Subsequent Events (Details) - Public and Private Placement Warrants - $ / shares		9 Months Ended
	Oct. 21, 2025	Sep. 30, 2025
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share)		$ 11.50
Warrants, redemption trigger price (in dollars per share)		$ 18.00
Warrants, adjusted exercise price, percentage of market value		115.00%
Warrants, adjusted redemption trigger price, percentage of market value		1.80
Subsequent Event
Subsequent Event [Line Items]
Warrant exercise price (in dollars per share)	$ 9.28
Warrants, redemption trigger price (in dollars per share)	14.53
Warrant, market value (in dollars per share)	$ 8.07
Warrants, adjusted exercise price, percentage of market value	115.00%
Warrants, adjusted redemption trigger price, percentage of market value	1.80

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2025

Accounting Policies [Abstract]

Schedules of Concentration of Risk, by Risk Factor

Customers that represented 10% or greater of the Company’s accounts receivable balance were as follows as of the periods presented:


	September 30, 2025		December 31, 2024
Customer A	—	%	78	%
Customer B	83	%	—	%

Customers with 10% or greater of the Company’s revenue for the three and nine months ended September 30, 2025 and 2024 were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2025		2024		2025		2024
Customer A	—	%	—	%	36	%	—	%
Customer B	68	%	—	%	34	%	—	%
Customer C	—	%	28	%	—	%	37	%
Customer D	—	%	18	%	—	%	18	%
Customer E	—	%	18	%	—	%	17	%
Customer F	—	%	11	%	—	%	10	%
Customer G	—	%	13	%	—	%	—	%
Customer H	—	%	12	%	—	%	—	%

Simple Agreements for Future Equity	9 Months Ended
Simple Agreements for Future Equity	Sep. 30, 2025
Simple Agreements for Future Equity [Abstract]
Simple Agreements for Future Equity	7. Simple Agreements for Future Equity Prior to the Closing, the Company had entered into SAFEs with various investors that were classified as liabilities on the Company’s condensed consolidated balance sheets and accounted for at fair value, subject to remeasurement each reporting period (see Note 4). Each SAFE had no maturity date, did not bear any interest and provided the investor with the right to convert into a variable number of shares of future equity in the Company at the stated conversion amount, if certain events or conditions were triggered. All such SAFEs converted into 30,061,262 shares of Kodiak common stock on the Closing Date, with a fair value of $263.0 million. In 2024, the Company entered into SAFEs with several investors for an aggregate purchase amount of $45.2 million (“2024 SAFEs”), including $10.4 million with affiliates of two board members. At the same time, the terms of a SAFE entered into in 2023, with an affiliate of a board member, for an aggregate purchase amount of $10.0 million (“2023 SAFE”) were aligned with the 2024 SAFE terms. Between February and April 2025, the Company entered into SAFEs with certain investors for an aggregate purchase amount of $23.7 million (“2025 SAFEs”), including $10.0 million from an affiliate of AACT and $4.0 million from affiliates of two board members. At the same time, the terms of the 2023 SAFE and 2024 SAFEs were amended to include conversion terms upon a SPAC transaction to align with the 2025 SAFE terms. In addition, in April 2025, the $10.0 million SAFE from an affiliate of AACT was exchanged for a second lien loan pursuant to the terms of such SAFE (see Note 6). The fair value of the SAFEs, including changes as a result of the amendments and the exchange for a second lien loan, were recorded in the condensed consolidated statements of operations and comprehensive loss during the periods presented prior to the Closing.