GLAUKOS Corp Stock Compensation Disclosure

Note 10. Stock-Based Compensation

The Company has three stock-based compensation plans (collectively, the Stock Plans) — the 2011 Stock Plan (the 2011 Stock Plan), the Amended and Restated 2015 Omnibus Incentive Compensation Plan (the 2024 Stock Plan) and the Employee Stock Purchase Program (ESPP). The 2024 Stock Plan permits grants of stock options and restricted stock unit (RSU) awards. The Company no longer grants any awards under the 2011 Stock Plan.

The purpose of these Stock Plans is to provide incentives to employees, directors and nonemployee consultants. The maximum term of any stock options granted under the Stock Plans is 10 years. For employees and nonemployees, time-based stock options generally vest 25% on the first anniversary of the original vesting date, with the balance vesting monthly or annually over the remaining three years. Stock options are granted at exercise prices at least equal to the fair value of the underlying stock at the date of the grant.

For employees and nonemployees, generally, time-based RSU awards vest 25% on each of the first, second, third and fourth anniversaries of the grant date and in certain cases, vest one year after grant date.

The Compensation, Nominating and Governance Committee (Compensation Committee) has approved the grant of performance-based equity awards (PBEAs) to the Company’s named executive officers and certain other senior level employees pursuant to the 2024 Stock Plan and include performance-based stock options and performance-based RSUs. These PBEAs will only vest upon the Compensation Committee’s determination that the corresponding, pre-defined Company operational goals were satisfied.

The ESPP permits eligible employees to purchase shares of the Company’s common stock, using contributions made via payroll deductions of up to 15% of their earnings, at a price per share equal to 85% of the lower of the stock’s fair market value on the offering date or the purchase date of a given ESPP offering period. The ESPP is intended to qualify as an “employee stock purchase plan” under Section 423 of the Internal Revenue Code.

As of January 1, 2025, the Company has reserved an aggregate of 28.7 million shares of common stock for issuance under the 2024 Stock Plan, and 5.3 million shares of common stock for issuance under the ESPP.

Valuation and Expense Recognition of Stock-Based Awards

The Company accounts for the measurement and recognition of compensation expense for all share‑based awards made to the Company’s employees and nonemployees based on the estimated fair value of the awards.

The Company uses the Black‑Scholes option‑pricing model to estimate the fair value of time-based and performance-based stock options and look back options included as part of the ESPP. The determination of fair value using the Black‑Scholes option‑pricing model is affected by the estimated fair market value per share of the Company’s common stock as well as assumptions regarding a number of complex and subjective variables, including expected stock price volatility, risk‑free interest rate, expected dividends and expected option life and generally requires significant management judgment to determine.

Fair value of common stock. The Company has used the daily closing market prices in the determination of the fair value of its common stock.

Expected volatility. The Company based the expected volatility on the historic volatility of its common stock.

Risk‑free interest rate. The risk‑free interest rate is equal to the U.S. Treasury Note interest rate for the comparable term for the expected option life as of the valuation date. If the expected option life is between the U.S. Treasury Note rates of two published terms, then the risk‑free interest rate is based on the straight‑line interpolation between the U.S. Treasury Note rates of the two published terms as of the valuation date.

Expected dividend yield. The expected dividend yield is based on the Company’s history and expectation of dividend payouts. The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future.

Expected term. The Company has concluded that its stock option exercise history does not provide a reasonable basis upon which to estimate expected term, and therefore it uses the simplified method for estimating the expected term of stock option grants. Under this approach, the weighted‑average expected term is presumed to be the average of the vesting term and the contractual term of the option.

Forfeiture rate. The Company reduces share‑based compensation expense for estimated forfeitures. Forfeitures are estimated at the time of grant based on historical experience, and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates.

Stock Options

Time-based stock options

The weighted average estimated grant date fair value per share of time-based stock options granted during the years ended December 31, 2025, December 31, 2024 and December 31, 2023 was $41.36, $50.10 and $27.07, respectively.

The total fair value of time-based stock options that vested during the years ended December 31, 2025, December 31, 2024 and December 31, 2023 was $4.4 million, $6.9 million and $3.7 million, respectively.

As of December 31, 2025 unamortized stock-based compensation expense attributable to time-based stock options was $8.5 million and is to be recognized over the stock options’ remaining vesting terms of approximately 4.0 years (2.2 years on a weighted average basis).

The fair value of each time-based option award is estimated on the date of grant using a Black-Sholes option pricing model applying the assumptions noted in the following table. The weighted average assumptions used to estimate the fair value of options granted to employees and non-employees were as follows:

Performance-based stock options

Intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of the common stock for the options that had exercise prices that were lower than the fair value per share of the common stock on the date of exercise.

The weighted average estimated grant date fair value per share of performance-based stock options granted during the years ended December 31, 2025 and December 31, 2023 was $52.90 and $27.21, respectively. No performance-based stock options were granted during 2024.

The total fair value of performance-based stock options that vested during the years ended December 31, 2025, December 31, 2024 and December 31, 2023 was $1.1 million, $2.1 million and $2.4 million, respectively.

As of December 31, 2025 unamortized stock-based compensation expense attributable to performance-based stock options was $0.5 million and is to be recognized over the stock options’ remaining vesting terms of approximately less than one year (0.4 years on a weighted average basis).

The fair value of each performance-based option award is estimated on the date of grant using a Black-Sholes option pricing model applying the assumptions noted in the following table. The weighted average assumptions used to estimate the fair value of options granted to employees and non-employees were as follows:

Restricted Stock Units

The fair value of RSU awards made to employees and nonemployees is equal to the closing market price of the Company’s common stock on the grant date.

Time-based RSUs

The total fair value of time-based RSUs that vested during the years ended December 31, 2025, December 31, 2024 and December 31, 2023 was $38.5 million, $30.7 million and $25.0 million, respectively.

As of December 31, 2025 unamortized stock-based compensation expense attributable to time-based RSUs was $72.0 million and is to be recognized over the RSU’s remaining vesting terms of approximately 4.0 years (2.6 years on a weighted average basis).

Performance-based RSUs

The total fair value of performance-based RSUs that vested during the years ended December 31, 2025, December 31, 2024 and December 31, 2023 was $5.7 million, $4.1 million and $4.4 million, respectively.

As of December 31, 2025 unamortized stock-based compensation expense attributable to performance-based RSUs was $1.1 million and is to be recognized over the RSU’s remaining vesting terms of approximately less than one year (0.6 years on a weighted average basis).

All Share-Based Compensation Arrangements

In the years ended December 31, 2025, December 31, 2024, and December 31, 2023, the related tax benefit was $8.6 million, $20.0 million and $5.3 million, respectively, relating to stock-based compensation.

The total stock-based compensation cost capitalized in inventory was not significant for the years ended December 31, 2025 , December 31, 2024 and December 31, 2023, respectively.