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GoodRx Reports Fourth Quarter and Full Year 2025 Results

Fourth Quarter and Full Year 2025 Revenue and Adjusted EBITDA Results In-line with Previous Guidance

Pharma Direct Revenue Beats Previous Outlook with Over 40% Year-Over-Year Growth for 2025

GoodRx Holdings, Inc. (Nasdaq: GDRX) ("we," "us," "our," “GoodRx,” or the “Company”), the leading platform for medication savings in the U.S., has released its financial results for the fourth quarter and full year of 2025.

Fourth Quarter 2025 Highlights

  • Revenue of $194.8 million
  • Net income of $5.4 million; Net income margin of 2.8%
  • Adjusted Net Income1 of $29.0 million; Adjusted Net Income Margin1 of 14.9%
  • Adjusted EBITDA1 of $65.0 million; Adjusted EBITDA Margin1 of 33.4%
  • Net cash provided by operating activities of $32.9 million

Full Year 2025 Highlights

  • Revenue of $796.9 million
  • Net income of $30.4 million; Net income margin of 3.8%
  • Adjusted Net Income1 of $126.1 million; Adjusted Net Income Margin1 of 15.8%
  • Adjusted EBITDA1 of $270.5 million; Adjusted EBITDA Margin1 of 33.9%
  • Net cash provided by operating activities of $167.9 million

“We delivered a strong finish to the year by executing across our key priorities, expanding manufacturer partnerships, growing differentiated subscription offerings, and strengthening retail relationships,” said Wendy Barnes, President and Chief Executive Officer of GoodRx. “We rebranded Pharma Manufacturer Solutions as Pharma Direct and are continuing to elevate it as a key growth driver of our business, reflecting our belief that self-pay and direct-to-consumer engagement will define the future of prescription access. We are confident that the actions we’re taking today position us to return to growth beyond 2026, expand our role across the healthcare ecosystem, and create meaningful long-term value for consumers, partners, and stockholders.”

1

Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, and Adjusted Net Income Margin are non-GAAP financial measures and are presented for supplemental informational purposes only. Adjusted EBITDA Margin and Adjusted Net Income Margin are defined as Adjusted EBITDA and Adjusted Net Income, respectively, divided by Adjusted Revenue. Refer to the Non-GAAP Financial Measures section below for definitions, additional information, and reconciliations to the most directly comparable GAAP measures.

Full Year 2025 Financial Overview (all comparisons are made to the same period of the prior year unless otherwise noted):

Revenue increased 1% to $796.9 million compared to $792.3 million.

Prescription transactions revenue decreased 6% to $544.0 million compared to $577.5 million, primarily driven by a decrease in Monthly Active Consumers due to the broader changes in the retail pharmacy landscape, including store closures, and volume reduction in one of our integrated savings programs, partially offset principally by improved unit economics related to contracting with certain of our customers and partners and favorable changes in sales mix.

Subscription revenue decreased 3% to $83.8 million compared to $86.5 million, primarily driven by a decrease in the number of our subscription plans.

Pharma direct (formerly pharma manufacturer solutions) revenue increased 41% to $151.4 million compared to $107.2 million, driven by organic growth as we continued to expand our market penetration with pharma manufacturers and other customers, including ongoing growth in our consumer direct pricing.

Net income was $30.4 million compared to $16.4 million. Net income margin was 3.8% compared to 2.1%. Adjusted Net Income1 was $126.1 million compared to $131.6 million.

Adjusted EBITDA1 was $270.5 million compared to $260.2 million. Adjusted EBITDA Margin1 was 33.9% compared to 32.8%.

Cash Flow and Capital Allocation

Net cash provided by operating activities in 2025 was $167.9 million compared to $183.9 million in 2024. As of December 31, 2025, we had cash and cash equivalents of $261.8 million and total outstanding debt of $495.0 million.

We are focused on a disciplined approach to capital allocation, centered on furthering our mission and creating stockholder value. Our capital allocation priorities are investing for profitable growth, paying down debt, buying back shares, and M&A that aligns with our strategic priorities. These capital allocation priorities support our long-term growth strategy while also providing flexibility to navigate near-term challenges.

Share Repurchases

In 2025, we repurchased 48.9 million shares of Class A common stock for an aggregate cost of $217.4 million. As of December 31, 2025, we had $72.9 million of unused authorized share repurchase capacity under our $450.0 million share repurchase program, which does not have an expiration date.

Guidance

For the full year 2026, management is anticipating the following:

$ in millions

FY 2026

FY 2025

YoY Change

Revenue

$750 - $780

$796.9

(6%) - (2%)

Adjusted EBITDA2

> $230

“We closed the year with disciplined financial performance and delivered results in line with our latest guidance,” said Chris McGinnis, Chief Financial Officer and Treasurer of GoodRx. “Adjusted EBITDA finished just above the midpoint of our range, reflecting continued cost discipline and focused execution across the business. Pharma Direct grew 41% year-over-year, underscoring the strategic progress we are making as we reposition the Company. As we enter 2026, our priority is to operate with rigor, preserve margin strength, and reinforce the long-term durability of our platform.”

2

Adjusted EBITDA is a non-GAAP financial measure and is presented for supplemental informational purposes only. We have not reconciled our Adjusted EBITDA guidance to GAAP net income or loss because we do not provide guidance for such GAAP measure due to the uncertainty and potential variability of stock-based compensation expense, acquired intangible assets and related amortization and income taxes, which are reconciling items between Adjusted EBITDA and the most directly comparable GAAP measure. Because such items cannot be provided without unreasonable efforts, we are unable to provide a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measure. However, such items could have a significant impact on our future GAAP net income or loss.

Investor Conference Call and Webcast

GoodRx management will host a conference call and webcast tomorrow, February 26, 2026, at 5:00 a.m. Pacific Time (8:00 a.m. Eastern Time) to discuss the results and the Company’s business outlook.

To access the conference call, please pre-register using the following link:

https://register-conf.media-server.com/register/BIdac3339259784908974e81a19855a705

Registrants will receive a confirmation with dial-in details and a unique passcode required to join.

The call will also be webcast live on the Company’s investor relations website at https://investors.goodrx.com, where accompanying materials will be posted prior to the conference call.

Approximately one hour after completion of the live call, an archived version of the webcast will be available on the Company’s investor relations website at https://investors.goodrx.com for at least 30 days.

About GoodRx

GoodRx is the leading platform for medication savings in the U.S., used by nearly 25 million consumers and over one million healthcare professionals annually. Uniquely situated at the center of the healthcare ecosystem, GoodRx connects consumers, healthcare professionals, payers, pharmacy benefit managers, pharmaceutical manufacturers, and retail pharmacies to make saving on medications easier. By reducing friction and inefficiencies, GoodRx helps consumers save time and money when filling prescriptions so they can get the care they deserve. Since 2011, GoodRx has helped Americans save over $100 billion on the cost of their medications.

GoodRx periodically posts information that may be important to investors on its investor relations website at https://investors.goodrx.com. We intend to use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Accordingly, investors and potential investors are encouraged to consult GoodRx’s website regularly for important information, in addition to following GoodRx’s press releases, filings with the Securities and Exchange Commission and public conference calls and webcasts. The information contained on, or that may be accessed through, GoodRx’s website is not incorporated by reference into, and is not a part of, this press release.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding our future results of operations and financial position, industry and business trends, including uncertainty in the macro environment, the impact of trends impacting retail pharmacies on our future financial results, the potential impact of the new government sponsored direct-to-consumer platform called “TrumpRx.gov” and other evolving federal initiatives on our business, our value proposition, our business strategy and our ability to execute on our strategic priorities including expanding manufacturer partnerships, growing differentiated subscription offerings and strengthening retail relationships, our plans, market opportunity, ability to preserve margin strength and long-term growth prospects, our capital allocation priorities, pharma direct as the future key growth driver of our business, and the future of prescription access. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, risks related to our limited operating history and early stage of growth; our recent growth rates may not be sustainable or indicative of future growth; our ability to achieve broad market education and change consumer purchasing habits; our general ability to continue to attract, acquire and retain consumers in a cost-effective manner; our significant reliance on our prescription transactions offering and ability to expand our offerings; changes in medication pricing and the significant impact of pricing structures negotiated by industry participants; our general inability to control the categories and types of prescriptions for which we can offer savings or discounted prices; our reliance on a limited number of industry participants, including pharmacy benefit managers, pharmacies, and pharma manufacturers; the competitive nature of our industry; risks related to pandemics, epidemics, or outbreak of infectious disease; the accuracy of our estimate of our addressable market and other operational metrics; our ability to respond to changes in the market for prescription pricing and to maintain and expand the use of GoodRx codes; our ability to maintain positive perception of our platform or maintain and enhance our brand; risks related to any failure to maintain effective internal control over financial reporting; risks related to use of social media, emails, text messages, and other messaging channels as part of our marketing strategy; our dependence on our information technology systems and those of our third-party vendors, and risks related to any failure or significant disruptions thereof; risks related to government regulation of the internet, e-commerce, consumer data and privacy, information technology, and cybersecurity; risks related to the use of AI and machine learning in our business; risks related to a decrease in consumer willingness to receive correspondence or any technical, legal, or any other restrictions to send such correspondence; risks related to any failure to comply with applicable data protection, privacy and security, advertising and consumer protection laws, regulations, standards, and other requirements; our ability to utilize our net operating loss carryforwards and certain other tax attributes; the risk that we may be unable to realize expected benefits from our restructuring and cost reduction efforts; our ability to attract, develop, motivate and retain well-qualified employees; risks related to our acquisition strategy; risks related to our debt arrangements; interruptions or delays in service on our apps or websites or any undetected errors or design faults; our reliance on third-party platforms to distribute our platform and offerings, including software as-a-service technologies; systems failures or other disruptions in the operations of these parties on which we depend; risks related to climate change; risks associated with environmental sustainability and social initiatives; risks related to our intellectual property; risks related to operating in the healthcare industry; risks related to our organizational structure; litigation related risks; our ability to accurately forecast revenue and appropriately plan our expenses in the future; risks related to general economic factors, natural disasters, or other unexpected events; risks related to fluctuations in our tax obligations and effective income tax rate which could materially and adversely affect our results of operations; risks related to the healthcare reform legislation and other proposed or future changes impacting the healthcare industry and healthcare spending, including the new platform TrumpRx, which may adversely affect our business, financial condition and results of operations; as well as the other important factors discussed in the section entitled “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and in our other filings with the Securities and Exchange Commission. The forward-looking statements in this press release are based upon information available to us as of the date of this press release, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change.

Key Operating Metrics

Monthly Active Consumers (MACs) refers to the number of unique consumers who have used a GoodRx code to purchase a prescription medication in a given calendar month and have saved money compared to the list price of the medication. A unique consumer who uses a GoodRx code more than once in a calendar month to purchase prescription medications is only counted as one Monthly Active Consumer in that month. A unique consumer who uses a GoodRx code in two or three calendar months within a quarter will be counted as a Monthly Active Consumer in each such month. Monthly Active Consumers do not include subscribers to our subscription offerings, consumers of our pharma direct offering, or consumers who use our telehealth offering. When presented for a period longer than a month, Monthly Active Consumers are averaged over the number of calendar months in such period. Monthly Active Consumers from acquired companies are only included beginning in the first full quarter following the acquisition. Effective January 1, 2025, Monthly Active Consumers from acquired companies are included beginning from the acquisition date. Prior to January 1, 2025, Monthly Active Consumers from acquired companies were only included beginning in the first full quarter following the acquisition. As our business continues to evolve, we are reassessing the Monthly Active Consumers metric as a primary indicator of performance to ensure it aligns with how we measure growth and profitability.

Subscription plans represent the ending subscription plan balance across our subscription offerings, GoodRx Gold, Kroger Savings Club (sunset in July 2024), condition-specific related subscription programs (first launched in June 2025), and RxSmartSaver+ powered by GoodRx (launched in July 2025). For GoodRx Gold, Kroger Savings Club, and RxSmartSaver+, each subscription plan may represent more than one subscriber since family subscription plans may include multiple members.

 

Three Months Ended

(in millions)

December 31,
2025

 

September 30,
2025

 

June 30,
2025

 

March 31,
2025

 

December 31,
2024

 

September 30,
2024

 

June 30,
2024

 

March 31,
2024

Monthly Active Consumers

5.3

 

5.4

 

5.7

 

6.4

 

6.6

 

6.5

 

6.6

 

6.7

 

As of

(in thousands)

December 31,
2025

 

September 30,
2025

 

June 30,
2025

 

March 31,
2025

 

December 31,
2024

 

September 30,
2024

 

June 30,
2024

 

March 31,
2024

Subscription plans

674

 

671

 

668

 

680

 

684

 

701

 

696

 

778

GoodRx Holdings, Inc.

Condensed Consolidated Balance Sheets (Unaudited)

 

(in thousands, except par values)

 

December 31, 2025

 

December 31, 2024

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

261,820

 

 

$

448,346

 

Accounts receivable, net

 

235,746

 

 

 

145,934

 

Prescription reimbursement assets

 

98,331

 

 

 

22,944

 

Prepaid expenses and other current assets

 

47,205

 

 

 

42,031

 

Total current assets

 

643,102

 

 

 

659,255

 

Property and equipment, net

 

12,268

 

 

 

12,664

 

Goodwill

 

430,331

 

 

 

410,769

 

Intangible assets, net

 

64,082

 

 

 

52,102

 

Capitalized software, net

 

139,261

 

 

 

124,781

 

Operating lease right-of-use assets, net

 

28,808

 

 

 

27,794

 

Deferred tax assets, net

 

57,111

 

 

 

77,182

 

Other assets

 

29,095

 

 

 

23,520

 

Total assets

$

1,404,058

 

 

$

1,388,067

 

Liabilities and stockholders' equity

 

 

 

Current liabilities

 

 

 

Accounts payable

$

19,405

 

 

$

14,137

 

Prescription reimbursement liabilities

 

130,139

 

 

 

15,798

 

Accrued expenses and other current liabilities

 

86,705

 

 

 

83,332

 

Current portion of debt

 

5,000

 

 

 

5,000

 

Operating lease liabilities, current

 

4,753

 

 

 

5,636

 

Total current liabilities

 

246,002

 

 

 

123,903

 

Debt, net

 

483,264

 

 

 

486,711

 

Operating lease liabilities, net of current portion

 

49,789

 

 

 

46,040

 

Other liabilities

 

8,741

 

 

 

6,755

 

Total liabilities

 

787,796

 

 

 

663,409

 

Stockholders' equity

 

 

 

Preferred stock, $0.0001 par value

 

 

 

 

 

Common stock, $0.0001 par value

 

34

 

 

 

38

 

Additional paid-in capital

 

2,026,802

 

 

 

2,165,633

 

Accumulated deficit

 

(1,410,574

)

 

 

(1,441,013

)

Total stockholders' equity

 

616,262

 

 

 

724,658

 

Total liabilities and stockholders' equity

$

1,404,058

 

 

$

1,388,067

 

GoodRx Holdings, Inc.

Condensed Consolidated Statements of Operations (Unaudited)

 

(in thousands, except per share amounts)

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

2025

 

2024

 

2025

 

2024

Revenue

$

194,785

 

 

$

198,583

 

 

$

796,853

 

 

$

792,324

 

Costs and operating expenses:

 

 

 

 

 

 

 

Cost of revenue, exclusive of depreciation and amortization presented separately below

 

17,464

 

 

 

12,193

 

 

 

57,597

 

 

 

48,215

 

Product development and technology

 

28,939

 

 

 

31,739

 

 

 

121,026

 

 

 

123,749

 

Sales and marketing

 

78,616

 

 

 

93,829

 

 

 

331,560

 

 

 

367,114

 

General and administrative

 

23,937

 

 

 

23,546

 

 

 

113,960

 

 

 

117,862

 

Depreciation and amortization

 

23,146

 

 

 

19,096

 

 

 

85,218

 

 

 

69,538

 

Total costs and operating expenses

 

172,102

 

 

 

180,403

 

 

 

709,361

 

 

 

726,478

 

Operating income

 

22,683

 

 

 

18,180

 

 

 

87,492

 

 

 

65,846

 

Other expense, net:

 

 

 

 

 

 

 

Other income (expense)

 

24

 

 

 

 

 

 

718

 

 

 

(2,660

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

(2,077

)

Interest income

 

1,889

 

 

 

4,587

 

 

 

10,933

 

 

 

23,273

 

Interest expense

 

(10,403

)

 

 

(11,358

)

 

 

(42,605

)

 

 

(52,922

)

Total other expense, net

 

(8,490

)

 

 

(6,771

)

 

 

(30,954

)

 

 

(34,386

)

Income before income taxes

 

14,193

 

 

 

11,409

 

 

 

56,538

 

 

 

31,460

 

Income tax expense

 

(8,768

)

 

 

(4,669

)

 

 

(26,099

)

 

 

(15,070

)

Net income

$

5,425

 

 

$

6,740

 

 

$

30,439

 

 

$

16,390

 

Earnings per share:

 

 

 

 

 

 

 

Basic

$

0.02

 

 

$

0.02

 

 

$

0.09

 

 

$

0.04

 

Diluted

$

0.02

 

 

$

0.02

 

 

$

0.09

 

 

$

0.04

 

Weighted average shares used in computing earnings per share:

 

 

 

 

 

 

 

Basic

 

340,205

 

 

 

381,607

 

 

 

356,327

 

 

 

385,737

 

Diluted

 

340,761

 

 

 

383,576

 

 

 

356,973

 

 

 

392,172

 

 

 

 

 

 

 

 

 

Stock-based compensation included in costs and operating expenses:

 

 

 

 

 

 

 

Cost of revenue

$

49

 

 

$

94

 

 

$

357

 

 

$

320

 

Product development and technology

 

5,504

 

 

 

6,158

 

 

 

22,547

 

 

 

24,649

 

Sales and marketing

 

3,940

 

 

 

6,126

 

 

 

20,207

 

 

 

33,374

 

General and administrative

 

8,426

 

 

 

8,581

 

 

 

33,515

 

 

 

40,683

 

GoodRx Holdings, Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

 

(in thousands)

 

Year Ended
December 31,

 

2025

 

2024

Cash flows from operating activities

 

 

 

Net income

$

30,439

 

 

$

16,390

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

Depreciation and amortization

 

85,218

 

 

 

69,538

 

Loss on extinguishment of debt

 

 

 

 

2,077

 

Amortization of debt issuance costs and discounts

 

1,768

 

 

 

2,497

 

Non-cash operating lease expense

 

4,007

 

 

 

4,184

 

Stock-based compensation expense

 

76,626

 

 

 

99,026

 

Deferred income taxes

 

20,071

 

 

 

(11,914

)

Loss on operating lease assets

 

4,409

 

 

 

 

Other

 

1,810

 

 

 

 

Changes in operating assets and liabilities, net of effects of business acquisitions:

 

 

 

Accounts receivable

 

(88,016

)

 

 

(2,326

)

Prescription reimbursement assets

 

(75,387

)

 

 

(7,463

)

Prepaid expenses and other assets

 

(8,387

)

 

 

13,790

 

Accounts payable

 

4,103

 

 

 

(15,819

)

Prescription reimbursement liabilities

 

114,341

 

 

 

10,376

 

Accrued expenses and other current liabilities

 

1,185

 

 

 

9,911

 

Operating lease liabilities

 

(6,269

)

 

 

(4,953

)

Other liabilities

 

1,986

 

 

 

(1,422

)

Net cash provided by operating activities

 

167,904

 

 

 

183,892

 

Cash flows from investing activities

 

 

 

Purchase of property and equipment

 

(3,521

)

 

 

(1,240

)

Acquisitions

 

(43,440

)

 

 

 

Capitalized software

 

(70,499

)

 

 

(69,107

)

Other

 

(2,500

)

 

 

 

Net cash used in investing activities

 

(119,960

)

 

 

(70,347

)

Cash flows from financing activities

 

 

 

Proceeds from long-term debt

 

 

 

 

472,033

 

Payments on long-term debt

 

(5,000

)

 

 

(639,038

)

Payments of debt issuance costs

 

 

 

 

(2,673

)

Repurchases of Class A common stock

 

(216,372

)

 

 

(158,845

)

Proceeds from exercise of stock options

 

61

 

 

 

19,046

 

Employee taxes paid related to net share settlement of equity awards

 

(14,467

)

 

 

(29,784

)

Proceeds from employee stock purchase plan

 

1,308

 

 

 

1,766

 

Net cash used in financing activities

 

(234,470

)

 

 

(337,495

)

Net change in cash and cash equivalents

 

(186,526

)

 

 

(223,950

)

Cash and cash equivalents

 

 

 

Beginning of period

 

448,346

 

 

 

672,296

 

End of period

$

261,820

 

 

$

448,346

 

For the fourth quarters and full years of 2025 and 2024, revenue comprised of the following:

(in thousands)

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

2025

 

2024

 

2025

 

2024

Prescription transactions revenue

$

124,720

 

$

144,987

 

$

544,001

 

$

577,549

Subscription revenue

 

21,582

 

 

20,676

 

 

83,786

 

 

86,536

Pharma direct revenue

 

44,379

 

 

28,088

 

 

151,380

 

 

107,237

Other revenue

 

4,104

 

 

4,832

 

 

17,686

 

 

21,002

Total revenue

$

194,785

 

$

198,583

 

$

796,853

 

$

792,324

Reclassifications

Prior to December 31, 2025, prescription reimbursement assets were presented as a component of prepaid expenses and other current assets, and prescription reimbursement liabilities as a component of accounts payable and accrued expenses and other current liabilities on our condensed consolidated balance sheets. Amounts have been reclassified on the condensed consolidated balance sheet as of December 31, 2024 to conform to the current period presentation. Corresponding reclassifications were also reflected on the condensed consolidated statement of cash flows for the year ended December 31, 2024. These reclassifications had no impact on previously reported current and total assets and liabilities, total stockholders’ equity, results of operations, or cash flows provided by operating activities.

Non-GAAP Financial Measures

Adjusted Revenue and metrics presented as a percentage of Adjusted Revenue, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, Adjusted Net Income Margin, and Adjusted Earnings Per Share are supplemental measures of our performance that are not required by, or presented in accordance with, U.S. GAAP. We also present each cost and operating expense on our condensed consolidated statements of operations on an adjusted basis to arrive at adjusted operating income. Collectively, we refer to these non-GAAP financial measures as our “Non-GAAP Measures."

We define Adjusted Revenue for a particular period as revenue excluding client contract termination costs associated with restructuring related activities. We exclude these costs from revenue because we believe they are not indicative of past or future underlying performance of the business. For 2025 and 2024, revenue equaled to Adjusted Revenue.

We define Adjusted EBITDA for a particular period as net income or loss before interest, taxes, depreciation and amortization, and as further adjusted for, as applicable for the periods presented, acquisition related expenses, stock-based compensation expense, payroll tax expense related to stock-based compensation, loss on extinguishment of debt, financing related expenses, loss on operating lease assets, restructuring related expenses, legal settlement expenses, gain on sale of business, and other income or expense, net. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of Adjusted Revenue.

We define Adjusted Net Income for a particular period as net income or loss adjusted for, as applicable for the periods presented, amortization of intangibles related to acquisitions and restructuring activities, acquisition related expenses, stock-based compensation expense, payroll tax expense related to stock-based compensation, loss on extinguishment of debt, financing related expenses, loss on operating lease assets, restructuring related expenses, legal settlement expenses, gain on sale of business, other income or expense, net, and as further adjusted for estimated income tax on such adjusted items. Our adjusted taxes also excludes (i) the valuation allowance recorded against certain of our net deferred tax assets that was recognized in accordance with GAAP and any subsequent releases of the valuation allowance, and (ii) all tax benefits/expenses resulting from excess tax benefits/deficiencies in connection with stock-based compensation. Adjusted Net Income Margin represents Adjusted Net Income as a percentage of Adjusted Revenue.

Adjusted Earnings Per Share is Adjusted Net Income attributable to common stockholders divided by weighted average number of shares. The weighted average shares we use in computing Adjusted Earnings Per Share – basic is equal to our GAAP weighted average shares – basic and the weighted average shares we use in computing Adjusted Earnings Per Share – diluted is equal to either GAAP weighted average shares – basic or GAAP weighted average shares – diluted, depending on whether we have adjusted net loss or adjusted net income, respectively.

We also assess our performance by evaluating each cost and operating expense on our condensed consolidated statements of operations on a non-GAAP, or adjusted, basis to arrive at adjusted operating income. The adjustments to these cost and operating expense items include, as applicable for the periods presented, acquisition related expenses, amortization of intangibles related to acquisitions and restructuring activities, stock-based compensation expense, payroll tax expense related to stock-based compensation, financing related expenses, restructuring related expenses, legal settlement expenses, loss on operating lease assets, and gain on sale of business. Adjusted operating income is Adjusted Revenue less non-GAAP costs and operating expenses.

We believe our Non-GAAP Measures are helpful to investors, analysts and other interested parties because they assist in providing a more consistent and comparable overview of our operations across our historical financial periods. Adjusted Revenue, Adjusted EBITDA, and Adjusted EBITDA Margin are also key measures we use to assess our financial performance and are also used for internal planning and forecasting purposes. In addition, Adjusted Revenue, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, and Adjusted Earnings Per Share are frequently used by analysts, investors and other interested parties to evaluate and assess performance.

The Non-GAAP Measures are presented for supplemental informational purposes only and should not be considered as alternatives or substitutes to financial information presented in accordance with GAAP. These measures have certain limitations in that they do not include the impact of certain costs that are reflected in our condensed consolidated statements of operations that are necessary to run our business. Other companies, including other companies in our industry, may not use these measures or may calculate these measures differently than as presented herein, limiting their usefulness as comparative measures.

The following table presents a reconciliation of net income (loss), the most directly comparable financial measure calculated in accordance with GAAP, to Adjusted EBITDA, and presents net income (loss) margin, the most directly comparable financial measure calculated in accordance with GAAP, with Adjusted EBITDA Margin:

(dollars in thousands)

 

Three Months Ended
March 31,

 

Three Months Ended
June 30,

 

Three Months Ended
September 30,

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

Net income (loss)

$

11,052

 

 

$

(1,009

)

 

$

12,843

 

 

$

6,694

 

 

$

1,119

 

 

$

3,965

 

 

$

5,425

 

 

$

6,740

 

 

$

30,439

 

 

$

16,390

 

Adjusted to exclude the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

(3,932

)

 

 

(7,555

)

 

 

(2,803

)

 

 

(6,334

)

 

 

(2,309

)

 

 

(4,797

)

 

 

(1,889

)

 

 

(4,587

)

 

 

(10,933

)

 

 

(23,273

)

Interest expense

 

10,644

 

 

 

14,643

 

 

 

10,729

 

 

 

14,566

 

 

 

10,829

 

 

 

12,355

 

 

 

10,403

 

 

 

11,358

 

 

 

42,605

 

 

 

52,922

 

Income tax expense

 

5,616

 

 

 

1,302

 

 

 

6,734

 

 

 

4,952

 

 

 

4,981

 

 

 

4,147

 

 

 

8,768

 

 

 

4,669

 

 

 

26,099

 

 

 

15,070

 

Depreciation and amortization

 

20,912

 

 

 

15,942

 

 

 

19,729

 

 

 

16,965

 

 

 

21,431

 

 

 

17,535

 

 

 

23,146

 

 

 

19,096

 

 

 

85,218

 

 

 

69,538

 

Other (income) expense

 

 

 

 

 

 

 

(694

)

 

 

 

 

 

 

 

 

2,660

 

 

 

(24

)

 

 

 

 

 

(718

)

 

 

2,660

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,077

 

 

 

 

 

 

 

 

 

 

 

 

2,077

 

Financing related expenses

 

 

 

 

440

 

 

 

 

 

 

392

 

 

 

 

 

 

66

 

 

 

 

 

 

 

 

 

 

 

 

898

 

Acquisition related expenses

 

26

 

 

 

174

 

 

 

 

 

 

174

 

 

 

776

 

 

 

65

 

 

 

737

 

 

 

144

 

 

 

1,539

 

 

 

557

 

Restructuring related expenses

 

1,219

 

 

 

(125

)

 

 

546

 

 

 

566

 

 

 

5,526

 

 

 

 

 

 

385

 

 

 

8,461

 

 

 

7,676

 

 

 

8,902

 

Legal settlement expenses

 

 

 

 

13,000

 

 

 

355

 

 

 

 

 

 

5,500

 

 

 

 

 

 

 

 

 

 

 

 

5,855

 

 

 

13,000

 

Stock-based compensation expense

 

19,174

 

 

 

25,096

 

 

 

21,415

 

 

 

26,590

 

 

 

18,118

 

 

 

26,381

 

 

 

17,919

 

 

 

20,959

 

 

 

76,626

 

 

 

99,026

 

Payroll tax expense related to stock-based compensation

 

685

 

 

 

879

 

 

 

549

 

 

 

847

 

 

 

313

 

 

 

510

 

 

 

150

 

 

 

235

 

 

 

1,697

 

 

 

2,471

 

Loss on operating lease asset

 

4,409

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,409

 

 

 

 

Adjusted EBITDA

$

69,805

 

 

$

62,787

 

 

$

69,403

 

 

$

65,412

 

 

$

66,284

 

 

$

64,964

 

 

$

65,020

 

 

$

67,075

 

 

$

270,512

 

 

$

260,238

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

$

202,970

 

 

$

197,880

 

 

$

203,070

 

 

$

200,610

 

 

$

196,028

 

 

$

195,251

 

 

$

194,785

 

 

$

198,583

 

 

$

796,853

 

 

$

792,324

 

Net income (loss) margin

 

5.4

%

 

 

(0.5

%)

 

 

6.3

%

 

 

3.3

%

 

 

0.6

%

 

 

2.0

%

 

 

2.8

%

 

 

3.4

%

 

 

3.8

%

 

 

2.1

%

Adjusted EBITDA Margin

 

34.4

%

 

 

31.7

%

 

 

34.2

%

 

 

32.6

%

 

 

33.8

%

 

 

33.3

%

 

 

33.4

%

 

 

33.8

%

 

 

33.9

%

 

 

32.8

%

The following tables present a reconciliation of net income and calculations of net income margin and earnings per share, the most directly comparable financial measures calculated in accordance with GAAP, to Adjusted Net Income, Adjusted Net Income Margin, and Adjusted Earnings Per Share, respectively:

(dollars in thousands, except per share amounts)

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

2025

 

2024

 

2025

 

2024

Net income

$

5,425

 

 

$

6,740

 

 

$

30,439

 

 

$

16,390

 

Adjusted to exclude the following:

 

 

 

 

 

 

 

Amortization of intangibles related to acquisitions and restructuring related activities

 

3,541

 

 

 

2,946

 

 

 

11,920

 

 

 

9,783

 

Other (income) expense

 

(24

)

 

 

 

 

 

(718

)

 

 

2,660

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

2,077

 

Financing related expenses

 

 

 

 

 

 

 

 

 

 

898

 

Acquisition related expenses

 

737

 

 

 

144

 

 

 

1,539

 

 

 

557

 

Restructuring related expenses

 

385

 

 

 

8,461

 

 

 

7,676

 

 

 

8,902

 

Legal settlement expenses

 

 

 

 

 

 

 

5,855

 

 

 

13,000

 

Stock-based compensation expense

 

17,919

 

 

 

20,959

 

 

 

76,626

 

 

 

99,026

 

Payroll tax expense related to stock-based compensation

 

150

 

 

 

235

 

 

 

1,697

 

 

 

2,471

 

Loss on operating lease asset

 

 

 

 

 

 

 

4,409

 

 

 

 

Income tax effects of excluded items and adjustments for valuation allowance and excess tax benefits/deficiencies from equity awards

 

866

 

 

 

(4,737

)

 

 

(13,357

)

 

 

(24,122

)

Adjusted Net Income

$

28,999

 

 

$

34,748

 

 

$

126,086

 

 

$

131,642

 

 

 

 

 

 

 

 

 

Revenue

$

194,785

 

 

$

198,583

 

 

$

796,853

 

 

$

792,324

 

Net income margin

 

2.8

%

 

 

3.4

%

 

 

3.8

%

 

 

2.1

%

Adjusted Net Income Margin

 

14.9

%

 

 

17.5

%

 

 

15.8

%

 

 

16.6

%

Weighted average shares used in computing earnings per share:

 

 

 

 

 

 

 

Basic

 

340,205

 

 

 

381,607

 

 

 

356,327

 

 

 

385,737

 

Diluted

 

340,761

 

 

 

383,576

 

 

 

356,973

 

 

 

392,172

 

Earnings per share:

 

 

 

 

 

 

 

Basic

$

0.02

 

 

$

0.02

 

 

$

0.09

 

 

$

0.04

 

Diluted

$

0.02

 

 

$

0.02

 

 

$

0.09

 

 

$

0.04

 

Weighted average shares used in computing Adjusted Earnings Per Share:

 

 

 

 

 

 

 

Basic

 

340,205

 

 

 

381,607

 

 

 

356,327

 

 

 

385,737

 

Diluted

 

340,761

 

 

 

383,576

 

 

 

356,973

 

 

 

392,172

 

Adjusted Earnings Per Share:

 

 

 

 

 

 

 

Basic

$

0.09

 

 

$

0.09

 

 

$

0.35

 

 

$

0.34

 

Diluted

$

0.09

 

 

$

0.09

 

 

$

0.35

 

 

$

0.34

 

The following table presents (i) each non-GAAP, or adjusted, cost and expense and operating income measure together with its most directly comparable financial measure calculated in accordance with GAAP; and (ii) each adjusted cost and expense and adjusted operating income as a percentage of Adjusted Revenue together with each GAAP cost and expense and operating income as a percentage of revenue, the most directly comparable financial measure calculated in accordance with GAAP:

(dollars in thousands)

 

GAAP

 

Adjusted

 

GAAP

 

Adjusted

 

Three Months Ended

December 31,

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

Year Ended

December 31,

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

 

2025

 

2024

Cost of revenue

$

17,464

 

 

$

12,193

 

 

$

17,400

 

 

$

12,071

 

 

$

57,597

 

 

$

48,215

 

 

$

57,132

 

 

$

48,164

 

% of Revenue

 

9

%

 

 

6

%

 

 

9

%

 

 

6

%

 

 

7

%

 

 

6

%

 

 

7

%

 

 

6

%

Product development and technology

$

28,939

 

 

$

31,739

 

 

$

23,294

 

 

$

24,318

 

 

$

121,026

 

 

$

123,749

 

 

$

93,801

 

 

$

96,528

 

% of Revenue

 

15

%

 

 

16

%

 

 

12

%

 

 

12

%

 

 

15

%

 

 

16

%

 

 

12

%

 

 

12

%

Sales and marketing

$

78,616

 

 

$

93,829

 

 

$

74,120

 

 

$

80,651

 

 

$

331,560

 

 

$

367,114

 

 

$

307,550

 

 

$

325,760

 

% of Revenue

 

40

%

 

 

47

%

 

 

38

%

 

 

41

%

 

 

42

%

 

 

46

%

 

 

39

%

 

 

41

%

General and administrative

$

23,937

 

 

$

23,546

 

 

$

14,951

 

 

$

14,468

 

 

$

113,960

 

 

$

117,862

 

 

$

67,858

 

 

$

61,634

 

% of Revenue

 

12

%

 

 

12

%

 

 

8

%

 

 

7

%

 

 

14

%

 

 

15

%

 

 

9

%

 

 

8

%

Depreciation and amortization

$

23,146

 

 

$

19,096

 

 

$

19,605

 

 

$

16,150

 

 

$

85,218

 

 

$

69,538

 

 

$

73,298

 

 

$

59,755

 

% of Revenue

 

12

%

 

 

10

%

 

 

10

%

 

 

8

%

 

 

11

%

 

 

9

%

 

 

9

%

 

 

8

%

Operating income

$

22,683

 

 

$

18,180

 

 

$

45,415

 

 

$

50,925

 

 

$

87,492

 

 

$

65,846

 

 

$

197,214

 

 

$

200,483

 

% of Revenue

 

12

%

 

 

9

%

 

 

23

%

 

 

26

%

 

 

11

%

 

 

8

%

 

 

25

%

 

 

25

%

The following table presents a reconciliation of each non-GAAP, or adjusted, cost and expense and operating income measure to its most directly comparable financial measure calculated in accordance with GAAP:

 

(dollars in thousands)

 

Three Months Ended
December 31,

 

Year Ended

December 31,

 

2025

 

2024

 

2025

 

2024

Cost of revenue

$

17,464

 

 

$

12,193

 

 

$

57,597

 

 

$

48,215

 

Acquisition related expenses

 

(14

)

 

 

 

 

 

(14

)

 

 

 

Restructuring related expenses

 

 

 

 

(27

)

 

 

(80

)

 

 

284

 

Stock-based compensation expense

 

(49

)

 

 

(94

)

 

 

(357

)

 

 

(320

)

Payroll tax expense related to stock-based compensation

 

(1

)

 

 

(1

)

 

 

(14

)

 

 

(15

)

Adjusted cost of revenue

$

17,400

 

 

$

12,071

 

 

$

57,132

 

 

$

48,164

 

 

 

 

 

 

 

 

 

Product development and technology

$

28,939

 

 

$

31,739

 

 

$

121,026

 

 

$

123,749

 

Acquisition related expenses

 

(68

)

 

 

 

 

 

(68

)

 

 

(62

)

Restructuring related expenses

 

 

 

 

(1,163

)

 

 

(3,689

)

 

 

(1,275

)

Stock-based compensation expense

 

(5,504

)

 

 

(6,158

)

 

 

(22,547

)

 

 

(24,649

)

Payroll tax expense related to stock-based compensation

 

(73

)

 

 

(100

)

 

 

(921

)

 

 

(1,235

)

Adjusted product development and technology

$

23,294

 

 

$

24,318

 

 

$

93,801

 

 

$

96,528

 

 

 

 

 

 

 

 

 

Sales and marketing

$

78,616

 

 

$

93,829

 

 

$

331,560

 

 

$

367,114

 

Acquisition related expenses

 

(139

)

 

 

 

 

 

(139

)

 

 

(351

)

Restructuring related expenses

 

(379

)

 

 

(6,988

)

 

 

(3,249

)

 

 

(7,102

)

Stock-based compensation expense

 

(3,940

)

 

 

(6,126

)

 

 

(20,207

)

 

 

(33,374

)

Payroll tax expense related to stock-based compensation

 

(38

)

 

 

(64

)

 

 

(415

)

 

 

(527

)

Adjusted sales and marketing

$

74,120

 

 

$

80,651

 

 

$

307,550

 

 

$

325,760

 

 

 

 

 

 

 

 

 

General and administrative

$

23,937

 

 

$

23,546

 

 

$

113,960

 

 

$

117,862

 

Financing related expenses

 

 

 

 

 

 

 

 

 

 

(898

)

Acquisition related expenses

 

(516

)

 

 

(144

)

 

 

(1,318

)

 

 

(144

)

Restructuring related expenses

 

(6

)

 

 

(283

)

 

 

(658

)

 

 

(809

)

Legal settlement expenses

 

 

 

 

 

 

 

(5,855

)

 

 

(13,000

)

Stock-based compensation expense

 

(8,426

)

 

 

(8,581

)

 

 

(33,515

)

 

 

(40,683

)

Payroll tax expense related to stock-based compensation

 

(38

)

 

 

(70

)

 

 

(347

)

 

 

(694

)

Loss on operating lease asset

 

 

 

 

 

 

 

(4,409

)

 

 

 

Adjusted general and administrative

$

14,951

 

 

$

14,468

 

 

$

67,858

 

 

$

61,634

 

 

 

 

 

 

 

 

 

Depreciation and amortization

$

23,146

 

 

$

19,096

 

 

$

85,218

 

 

$

69,538

 

Amortization of intangibles related to acquisitions and restructuring related activities

 

(3,541

)

 

 

(2,946

)

 

 

(11,920

)

 

 

(9,783

)

Adjusted depreciation and amortization

$

19,605

 

 

$

16,150

 

 

$

73,298

 

 

$

59,755

 

 

 

 

 

 

 

 

 

Operating income

$

22,683

 

 

$

18,180

 

 

$

87,492

 

 

$

65,846

 

Amortization of intangibles related to acquisitions and restructuring related activities

 

3,541

 

 

 

2,946

 

 

 

11,920

 

 

 

9,783

 

Financing related expenses

 

 

 

 

 

 

 

 

 

 

898

 

Acquisition related expenses

 

737

 

 

 

144

 

 

 

1,539

 

 

 

557

 

Restructuring related expenses

 

385

 

 

 

8,461

 

 

 

7,676

 

 

 

8,902

 

Legal settlement expenses

 

 

 

 

 

 

 

5,855

 

 

 

13,000

 

Stock-based compensation expense

 

17,919

 

 

 

20,959

 

 

 

76,626

 

 

 

99,026

 

Payroll tax expense related to stock-based compensation

 

150

 

 

 

235

 

 

 

1,697

 

 

 

2,471

 

Loss on operating lease asset

 

 

 

 

 

 

 

4,409

 

 

 

 

Adjusted operating income

$

45,415

 

 

$

50,925

 

 

$

197,214

 

 

$

200,483

 

 

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