Corsair Gaming, Inc. Stock Compensation Disclosure

10. Equity Incentive Plans and Stock-Based Compensation

Equity Incentive Plans

In 2017, we adopted the 2017 Equity Incentive Program (“2017 Plan”). In September 2020, we adopted the 2020 Incentive Award Plan (“2020 Plan”). The 2020 Plan is the successor and continuation to the 2017 Plan. The 2020 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, RSUs, performance awards and other forms of awards. Incentive stock options may be granted only to employees. All other awards may be granted to eligible employees, non-employee directors and consultants, at the discretion of our board of directors (“Board”).

Under the 2020 Plan, the number of shares of common stock reserved for issuance is subject to automatic evergreen increases annually on the first day of each year beginning in 2021 through 2030, by an amount equal to the lesser of 4% of the outstanding shares of our common stock on the last day of the immediately preceding fiscal year, or a number of shares determined by our Board. The 2020 Plan reserve also includes any shares under the 2017 Plan and the 2020 Plan that may become available for issuance if the award terminates without the delivery of shares or if shares are tendered to satisfy the exercise price or tax withholding obligation with respect of the award. As of December 31, 2025, there were 12,711,414 shares reserved for future issuance under the 2020 Plan.

All stock options under the 2017 Plan and the 2020 Plan are issued at exercise prices not less than the fair market value on the date of grant. RSUs have no exercise price. Both stock options and RSUs vest over a period of time as determined by the Board, generally four to five years. Stock options expire ten years from date of grant.

In February 2025, we granted performance stock units (“PSU”) to certain members of our management team under the 2020 Equity Incentive Plan. The vesting of PSUs was conditional upon the achievement of certain internal financial targets for the year ended December 31, 2025 and continued service over a three-year service period. The number of units that could be earned ranged from 0% to 200% of the target shares depending on the achievement of the financial targets. Based on the Company’s 2025 financial performance, the number of PSU expected to be earned is subject to approval by the Board in early 2026. One-third of the earned PSUs will vest in the first quarter of 2026, with the remaining two-thirds vesting quarterly over the subsequent two years, subject to continued service. Compensation expense associated with the PSUs is recognized using the accelerated attribution method over the requisite service period, and is based on the number of PSUs earned following completion of the performance period.

Employee Stock Purchase Plan

In September 2020, we adopted the 2020 Employee Stock Purchase Plan (“ESPP”). The ESPP is designed to allow eligible employees to purchase shares of our common stock with their accumulated payroll deductions. Our ESPP offering periods are generally six months. On each purchase date which falls on the last date of each offering period, plan participants can purchase shares of common stock at a price per share equal to 85% of the lesser of the closing price per share of our common stock on the enrollment date or on the purchase date.

Under the ESPP plan, the number of shares reserved for issuance is subject to automatic increases annually on the first day of each year beginning in 2021 through 2030, by an amount equal to the lesser of 1% of the total outstanding shares of our common stock on the last day of the immediately preceding fiscal year, or a number of shares determined by our Board, provided that no more than 20,000,000 shares may be issued under the plan. As of December 31, 2025, there were 4,541,049 shares reserved for future issuance under the ESPP.

Stock Options Activities

The weighted-average grant date fair value per share for stock options granted in years ended December 31, 2025, 2024 and 2023 was $5.89, $6.47, and $8.71 respectively. The total intrinsic value of options exercised for the years ended December 31, 2025, 2024 and 2023 was $3.0 million, $2.0 million, and $11.8 million, respectively.

RSU Activities

The weighted-average grant date fair value per share for RSUs granted in years ended December 31, 2025, 2024 and 2023 was $11.44, $11.79, and $17.42, respectively. The total fair value of RSUs vested in the years ended December 31, 2025, 2024 and 2023 was $10.1 million, $8.1 million, and $13.2 million, respectively.

PSU Activities

The weighted-average grant date fair value per share for PSUs granted in years ended December 31, 2025 and 2024 was $12.23, and $13.54, respectively. No PSUs vested in the years ended December 31, 2025 and 2024. The fair value of the PSUs was determined using the Company's stock price on the grant date.

Stock-based Compensation

Valuation Assumptions

Each of the inputs to the Black-Scholes-Merton pricing model, as discussed below, is subjective and generally requires significant judgment and estimation by management.

Expected Term—Expected term is estimated based on our historical exercise data.

Expected Volatility—Expected volatility is estimated using the weighted average volatility of our common stock and the stocks of comparable public companies within our industry.

Risk-Free Interest Rate—The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant for zero-coupon U.S. Treasury notes with maturities approximately equal to the expected term of the stock-based awards.

Expected Dividend Rate—The expected dividend is zero as we do not anticipate paying any dividends on our common stock in the foreseeable future.