Form 8-K

8-K — LEGALZOOM.COM, INC.

Accession: 0001286139-26-000029

Filed: 2026-08-05

Period: 2026-08-05

CIK: 0001286139

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — lz-20260805.htm (Primary)

EX-99.1 (lz-q22026earningsxexx991.htm)

GRAPHIC (lz_logoxblackxnopaddinga.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: lz-20260805.htm · Sequence: 1

lz-20260805

FALSE0001286139954 Villa StreetMountain ViewCalifornia00012861392026-08-052026-08-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________________

FORM 8-K

____________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 5, 2026

____________________

LegalZoom.com, Inc.

(Exact name of Registrant as Specified in Its Charter)

____________________

Delaware 001-35618 95-4752856

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

954 Villa Street,

Mountain View, California

94041

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (323) 962-8600

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.001 per share LZ The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 5, 2026, LegalZoom.com, Inc. (“LegalZoom”) issued a press release announcing its results of operations for the three and six months ended June 30, 2026. A copy of that press release is furnished as Exhibit 99.1 to this report.

The information furnished pursuant to Item 2.02 of this report, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless LegalZoom specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 7.01 Regulation FD Disclosure.

Also on August 5, 2026, LegalZoom updated its investor presentation and supplemental financial report, which contain financial results and related information regarding LegalZoom. The investor presentation and supplemental financial report are available on LegalZoom’s Investor Relations website at https://investors.legalzoom.com.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

99.1

Earnings Press Release of LegalZoom.com, Inc. dated August 5, 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

LegalZoom.com, Inc.

Date: August 5, 2026

By: /s/ Noel Watson

Noel Watson

Chief Financial Officer

EX-99.1

Filename: lz-q22026earningsxexx991.htm · Sequence: 2

Document

Exhibit 99.1

LegalZoom Reports Second Quarter 2026 Financial Results

•Revenue of $205.3 million, up 7% year-over-year, driven by subscription revenue increasing 11% year-over-year, representing LegalZoom’s fifth consecutive quarter of double digit subscription revenue growth

•Subscription revenue of $133.4 million up 11% year-over-year from strength in human-in-the-loop offerings and pricing initiatives

•Net income of $5.2 million and net income margin of 3%; with net income margin increasing approximately 260 basis points year-over-year

•Adjusted EBITDA of $45.9 million and Adjusted EBITDA margin of 22%, ahead of the high end of our guidance range; with Adjusted EBITDA margin increasing approximately 220 basis points year-over-year

•Commitment to shareholder returns; completed $45.5 million of share repurchases in the quarter, with approximately $80.4 million remaining under the existing authorization

•Ended the quarter with cash and cash equivalents of $167.2 million and delivered $39.5 million in cash from operating activities and $33.7 million in free cash flow with no debt outstanding as of June 30, 2026

•Updating full-year 2026 revenue outlook to $795.0–$805.0 million and Adjusted EBITDA to $190.0–$195.0 million, reflecting the recent industry-wide shift in customer discovery away from traditional search, while maintaining strong margin discipline

MOUNTAIN VIEW, California – August 5, 2026 – LegalZoom (Nasdaq: LZ), America’s #1 online legal services company, today announced results for its second quarter ended June 30, 2026.

"Since late 2024, we've deliberately repositioned LegalZoom around subscription relationships that pair AI with trusted human expertise," said Jeff Stibel, Chairman and Chief Executive Officer of LegalZoom. "That strategy is working. While demand for what we do is intact, discovery is moving. We have been actively building new customer acquisition channels for more than a year, and our outlook fully reflects today's environment, with no recovery in traditional search assumed. In the AI channels where discovery is heading, every visit is incremental. We've partnered with the leading AI companies, we have more brand references across AI platforms than any competitor, and we haven't assumed how quickly this scales. That's the upside we're positioned to capture."

"We're updating our revenue expectations based on recent changes in the customer acquisition environment, while our profitability outlook reflects the discipline of our operating model," said Noel Watson, Chief Operating Officer and Chief Financial Officer. "We continue to improve operating efficiency, expand margins and generate strong cash flow while investing behind the initiatives that support our long-term growth strategy."

Second Quarter 2026 Highlights

•Revenue was $205.3 million for the quarter, up 7% year-over-year.

◦Transaction revenue of $71.9 million decreased 1% year-over-year.

◦Subscription revenue of $133.4 million grew 11% year-over-year.

•Net income was $5.2 million for the quarter, or 3% of revenue, compared to a net loss of $0.3 million, or less than 1% of revenue, in the same period in 2025.

•Adjusted EBITDA was $45.9 million for the quarter, or 22% of revenue, compared to $39.0 million, or 20% of revenue, in the same period in 2025.

•Non-GAAP net income was $27.4 million for the quarter compared to $28.3 million in the same period in 2025.

•Cash and cash equivalents were $167.2 million as of June 30, 2026 compared to $203.1 million as of December 31, 2025.

•Cash flows provided by operating activities were $39.5 million for the quarter ended June 30, 2026 compared to $39.1 million in the same period in 2025.

•Free cash flow was $33.7 million for the quarter ended June 30, 2026 compared to $31.6 million in the same period in 2025.

•Basic and diluted net income per share was $0.03 for the quarter compared to a basic and diluted net loss per share of $— for the same period in 2025. Basic and diluted Non-GAAP net income per share was $0.16 for the quarter compared to basic and diluted Non-GAAP net income per share of $0.16 and $0.15, respectively, for the same period in 2025.

Key Business Metrics and Non-GAAP Financial Measures

(Unaudited, in thousands except AOV, ARPU and percentages)

Three Months Ended June 30, % Growth Six Months Ended June 30, % Growth

(Decline) (Decline)

2026 2025 YOY 2026 2025 YOY

Total revenue $ 205,289 $ 192,509 7 % $ 412,070 $ 375,619 10 %

Transaction revenue $ 71,890 $ 72,611 (1) % $ 148,513 $ 139,464 6 %

Subscription revenue $ 133,399 $ 119,898 11 % $ 263,557 $ 236,155 12 %

Gross profit $ 139,930 $ 125,111 12 % $ 272,183 $ 241,661 13 %

Gross margin 68 % 65 % 5 % 66 % 64 % 3 %

Net Income (loss) $ 5,183 $ (266) n/m $ 6,287 $ 4,861 29 %

Net income (loss) margin 3 % — % n/m 2 % 1 % 100 %

Net Income (loss) per share — basic: $ 0.03 $ — n/m $ 0.04 $ 0.03 33 %

Net Income (loss) per share — diluted: $ 0.03 $ — n/m $ 0.04 $ 0.03 33 %

Net cash provided by operating activities $ 39,547 $ 39,139 1 % $ 86,829 $ 89,842 (3) %

Non-GAAP Financial Measures

Non GAAP net income $ 27,444 $ 28,329 (3) % $ 49,515 $ 52,151 (5) %

Non GAAP net income per share — basic: $ 0.16 $ 0.16 — % $ 0.28 $ 0.29 (3) %

Non GAAP net income per share — diluted: $ 0.16 $ 0.15 7 % $ 0.28 $ 0.29 (3) %

Adjusted EBITDA $ 45,898 $ 38,965 18 % $ 82,360 $ 75,977 8 %

Adjusted EBITDA margin 22 % 20 % 10 % 20 % 20 % — %

Free cash flow $ 33,690 $ 31,609 7 % $ 74,664 $ 72,934 2 %

Key Business Metrics

Transaction units 281 278 1 % 656 619 6 %

Business formations 125 131 (5) % 267 262 2 %

Average order value (AOV) $ 256 $ 262 (2) % $ 227 $ 225 1 %

Subscription units at period end 1,892 1,955 (3) % 1,892 1,955 (3) %

Average revenue per subscription unit (ARPU) at period end $ 270 $ 256 5 % $ 270 $ 256 5 %

Certain percentages may not recalculate due to rounding.

Financial Guidance and Outlook

LegalZoom is updating its revenue outlook and Adjusted EBITDA outlook for the full year ending December 31, 2026 as follows:

•Revenue is expected to be in the range of $795 million to $805 million, or 6% year-over-year growth at the midpoint. This compares to the Company’s previous revenue outlook in the range of $810 million to $830 million, or 8% growth at the midpoint. LegalZoom’s outlook reflects the continued scaling of our higher-value growth initiatives and ongoing momentum from our partner channel, partially offset by a more cautious view of customer acquisition for the remainder of the year.

•Adjusted EBITDA is expected to be in the range of $190 million to $195 million, reflecting 12% year-over-year growth at the midpoint, and a 24% margin. This compares to the Company’s previous Adjusted EBITDA outlook of $190 million to $200 million, or 13% year-over-year growth, and a 24% margin. LegalZoom’s outlook reflects disciplined cost management, ongoing gross margin improvement and the benefits from a 13% workforce reduction announced today.

For the third quarter ending September 30, 2026 LegalZoom expects:

•Revenue in the range of $192 million to $196 million, or 2% year-over-year growth at the midpoint.

•Adjusted EBITDA in the range of $49 million to $51 million, an 8% year-over-year increase at the midpoint, and a 26% margin.

Webcast and Conference Call Information

A webcast and conference call to discuss second quarter 2026 results is scheduled for today, August 5, 2026, at 4:30 p.m. Eastern time/1:30 p.m. Pacific time. Those interested in participating in the conference call are invited to register Here.

A live audio webcast of the event will be available on the LegalZoom Investor Relations website: https://investors.legalzoom.com. An archived replay of the webcast also will be available shortly after the live event.

Forward-Looking Statements

This press release contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts contained in this press release may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “forecasts,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. Forward-looking statements contained in this press release include, but are not limited to, statements regarding our quarterly and annual guidance.

The forward-looking statements in this press release are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. Forward-looking statements 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 the following: our dependence on business formations; our dependence on customers expanding the use of our platform, including converting our transactional customers to subscribers and our subscribers renewing their subscriptions with us; the impact of macroeconomic challenges or uncertainty on our business; our ability to remain profitable in the future; our ability to provide high-quality products and services, customer care and customer experience; our ability to continue to innovate and provide a platform that is useful to our customers and that meets our customers’ expectations; the competitive legal solutions market; our dependence on our brand and reputation; our ability to maintain and expand strategic relationships with third parties; our ability to hire and retain top talent and motivate our employees; risks and costs associated with complex and evolving laws and regulations; our ability to maintain effective in our internal control over financial reporting; and any factors discussed in the section titled “Risk Factors” included in our Quarterly Report on Form 10-Q for the three months ended March 31, 2026 filed with the Securities and Exchange Commission (the “SEC”) on May 6, 2026, as well as any factors in our subsequent filings with the SEC. 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.

You should read this press release with the understanding that our actual future results, levels of activity, performance and achievements may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained in this press release, whether as a result of any new information, future events or otherwise.

About Non-GAAP Financial Measures

This press release includes non-GAAP financial measures including Adjusted EBITDA, Adjusted EBITDA margin, Non-GAAP net income, Non-GAAP net income (loss) margin, Non-GAAP net income per share and free cash flow. We use these non-GAAP financial measures to better understand and evaluate our core operating performance. We believe that these non-GAAP financial measures provide management and our investors with useful information about our financial performance and liquidity, enhance the overall understanding of our past performance and future prospects and allow for greater transparency with respect to important measures used by our management for financial and operational decision-making. We also believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry. These non-GAAP measures should not be considered in isolation of, or as a substitute or an alternative to, measures prepared and presented in accordance with GAAP.

We define Adjusted EBITDA as net income (loss) adjusted to exclude interest expense, interest income, provision for (benefit from) income taxes, depreciation and amortization, other expense (income), net, stock-based compensation and certain non-recurring income and expenses from time to time. We define Adjusted EBITDA margin as Adjusted EBITDA as a percentage of revenue.

Adjusted EBITDA is one of the primary performance measures used by our management and our board of directors to understand and evaluate our financial performance and operating trends, including period-to-period comparisons, preparing and approving our annual budget and operational planning. In assessing our performance, we exclude certain expenses that we believe are not comparable period over period or that we believe are not indicative of our underlying operating performance. There are a number of limitations related to the use of Adjusted EBITDA rather than net income (loss), which include that Adjusted EBITDA:

•may be calculated differently by other companies in our industry, limiting its usefulness as a comparative measure;

•does not reflect our capital expenditures, future requirements for capital expenditures or contractual commitments;

•excludes depreciation and amortization and, although these are non-cash expenses, the assets being depreciated may be replaced in the future;

•does not reflect changes in, or cash requirements for, our working capital needs;

•excludes stock-based compensation expense, which has been, and will continue to be, a significant recurring expense for our business and an important part of our compensation strategy; and

•does not reflect certain expenses that we do not consider representative of our underlying operating performance, but that reduce cash available to us.

We define Non-GAAP net income as net income (loss) adjusted to exclude amortization of acquired intangible assets, stock-based compensation expense and certain non-recurring income and expenses from time to time, net of related income tax impacts. We define net income (loss) margin as net loss as a percentage of revenue. We define Non-GAAP net income (loss) margin as Non-GAAP net income as a percentage of revenue. We define Non-GAAP net income (loss) per share attributable to common stockholders as Non-GAAP net income (loss) divided by basic and diluted weighted-average common stock.

Free cash flow is a liquidity measure used by management in evaluating the cash generated by our operations after purchases of property and equipment including capitalized internal-use software. We believe free cash flow provides useful information to management and investors about the amount of cash generated by our business that can be used for strategic opportunities, including investing in our business and strengthening our balance sheet, once our business needs and obligations are met. The usefulness of free cash flow as an analytical tool has limitations because it excludes certain items that are settled in cash, does not represent residual cash flow available for discretionary expenses, does not reflect our future contractual commitments, and may be calculated differently by other companies in our industry.

We are not providing a reconciliation for our non-GAAP outlook on a forward-looking basis (including the information under “Financial Guidance and Outlook” above), as we are unable to provide a meaningful

calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing or amount of various items that would impact the most directly comparable forward-looking GAAP financial measure that have not yet occurred, are out of LegalZoom’s control and/or cannot be reasonably predicted. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

The tables in this press release contain more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliations between these financial measures.

LegalZoom

LegalZoom is a leading online platform for legal services, transforming how individuals and small businesses navigate the legal system. By combining intuitive technology with access to experienced attorneys, whether through our vast independent attorney network or our own law firm, we offer the tools and guidance people need to confidently manage everything from business formation and compliance to intellectual property protection and ongoing business management and legal support.

As AI reshapes how legal work gets done, LegalZoom is at the forefront of the human-in-the-loop approach, ensuring that the speed and efficiency of AI is always backed by the judgment and accountability of qualified professionals. With over two decades of experience and millions of customers served, LegalZoom helps individuals and small businesses navigate legal needs with confidence. For more information, please visit www.legalzoom.com.

Contact

Investor Relations

investor@legalzoom.com

LegalZoom.com, Inc.

Unaudited Condensed Consolidated Balance Sheets

(In thousands, except par values)

June 30, 2026 December 31, 2025

Assets

Current assets:

Cash and cash equivalents

$ 167,227 $ 203,100

Accounts receivable, net of allowance

19,759 20,589

Prepaid expenses and other current assets

25,187 18,234

Total current assets

212,173 241,923

Property and equipment, net

53,540 58,045

Goodwill

140,705 140,705

Intangible assets, net

14,932 18,152

Operating lease right-of-use assets

14,150 13,414

Deferred income taxes

24,095 31,884

Other assets

6,764 7,399

Total assets

$ 466,359 $ 511,522

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

$ 35,875 $ 27,167

Accrued expenses and other current liabilities

56,055 83,361

Deferred revenue

221,180 203,653

Operating lease liabilities

5,003 4,338

Total current liabilities

318,113 318,519

Operating lease liabilities, non-current

10,133 10,025

Deferred revenue

234 277

Other liabilities

10,723 10,819

Total liabilities

339,203 339,640

Commitments and contingencies

Stockholders’ equity:

Preferred stock, $0.001 par value; 100,000 shares authorized at June 30, 2026 and December 31, 2025, none issued or outstanding at June 30, 2026 and December 31, 2025

— —

Common stock, $0.001 par value; 1,000,000 shares authorized; 167,451 shares and 177,624 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively

169 179

Additional paid-in capital

1,344,473 1,305,936

Accumulated deficit

(1,217,855) (1,134,414)

Accumulated other comprehensive income

369 181

Total stockholders’ equity

127,156 171,882

Total liabilities and stockholders’ equity

$ 466,359 $ 511,522

LegalZoom.com, Inc.

Unaudited Condensed Consolidated Statements of Operations

(In thousands, except per share amounts)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Revenue

$ 205,289 $ 192,509 $ 412,070 $ 375,619

Cost of revenue 65,359 67,398 139,887 133,958

Gross profit

139,930 125,111 272,183 241,661

Operating expenses:

Sales and marketing 78,849 69,580 157,517 130,958

Technology and development

20,047 21,635 39,652 42,957

General and administrative

30,384 36,996 61,600 76,217

Gain on sale of assets held for sale — — — (14,337)

Total operating expenses

129,280 128,211 258,769 235,795

Income (loss) from operations

10,650 (3,100) 13,414 5,866

Interest expense (126) (165) (802) (347)

Interest income 1,627 2,069 3,275 3,552

Other (expense) income, net

(3) 652 78 999

Income (loss) before income taxes

12,148 (544) 15,965 10,070

Provision for (benefit from) income taxes

6,965 (278) 9,678 5,209

Net income (loss) $ 5,183 $ (266) $ 6,287 $ 4,861

Net income (loss) attributable to common stockholders—basic and diluted

Net income (loss) per share — basic:

$ 0.03 $ — $ 0.04 $ 0.03

Net income (loss) per share — diluted:

$ 0.03 $ — $ 0.04 $ 0.03

Weighted-average shares used to compute net income (loss) per share:

Weighted-average shares used to compute net income (loss) per share — basic: 170,189 180,880 175,568 178,837

Weighted-average shares used to compute net income (loss) per share — diluted: 171,641 180,880 177,627 182,694

LegalZoom.com, Inc.

Unaudited Condensed Consolidated Statements of Cash Flows

(In thousands)

Six Months Ended June 30,

2026 2025

Cash flows from operating activities

Net income

$ 6,287 $ 4,861

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

Depreciation and amortization

22,411 21,745

Amortization of debt issuance costs

95 112

Amortization of right-of-use assets 1,887 1,484

Stock-based compensation

44,910 60,394

Gain on sale of assets held for sale

— (14,337)

Gain on sale of available-for-sale debt security — (648)

Loss on disposal of property and equipment

15 97

Deferred income taxes

7,825 (5,725)

Change in fair value of other equity security — (302)

Unrealized foreign exchange loss

248 31

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

Accounts receivable

828 (14,254)

Prepaid expenses and other current assets

(6,979) 3,726

Other assets

522 83

Accounts payable

8,698 4,454

Accrued expenses and other liabilities

(15,566) (697)

Operating lease liabilities (1,852) (1,056)

Income tax payable

15 239

Deferred revenue

17,485 29,635

Net cash provided by operating activities

86,829 89,842

Cash flows from investing activities

Acquisition, net of cash acquired — (48,468)

Purchase of property and equipment

(12,165) (16,908)

Proceeds from sale of available-for-sale debt security — 1,507

Proceeds from sale of assets held for sale — 37,051

Net cash used in investing activities

(12,165) (26,818)

Cash flows from financing activities

Repayment of capital lease obligations

— (2)

Payment of deferred consideration from business acquisition

(12,514) —

Share repurchase costs (excise tax) — (1,264)

Repurchase of common stock (89,010) (20,419)

Shares surrendered for settlement of minimum statutory tax withholding

(9,459) (11,172)

Proceeds from issuance of stock under employee stock plans 518 44,657

Net cash (used in) provided by financing activities

(110,465) 11,800

Effect of exchange rate changes on cash and cash equivalents

(72) 147

Net (decrease) increase in cash and cash equivalents

(35,873) 74,971

Cash and cash equivalents, at beginning of the period

203,100 142,064

Cash and cash equivalents, at end of the period

$167,227 $217,035

Adjusted EBITDA and Adjusted EBITDA Margin

The following table presents a reconciliation of net income (loss) to Adjusted EBITDA for each of the periods indicated (unaudited):

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands, except percentages)

Reconciliation of net income (loss) to Adjusted EBITDA

Net income (loss) $ 5,183 $ (266) $ 6,287 $ 4,861

Interest expense 126 165 802 347

Interest income (1,627) (2,069) (3,275) (3,552)

Provision for (benefit from) income taxes 6,965 (278) 9,678 5,209

Depreciation and amortization 11,274 11,339 22,411 21,745

Other expense (income), net 3 (652) (78) (999)

Stock-based compensation 23,596 30,638 44,910 60,394

Transaction-related expenses(1)

— — 604 1,543

Gain on sale of assets held for sale — — — (14,337)

Restructuring costs(2)

378 88 1,021 766

Adjusted EBITDA $ 45,898 $ 38,965 $ 82,360 $ 75,977

Net income (loss) margin 3 % — % 2 % 1 %

Adjusted EBITDA margin 22 % 20 % 20 % 20 %

(1) For 2025, transaction-related expenses are primarily related to our acquisition of Formation Nation. For 2026, transaction-related expenses are related to the evaluation and pursuit of strategic transactions.

(2) For 2026 and 2025, restructuring costs are related to the reduction of our global headcount.

Non-GAAP Net Income, Non-GAAP Net Income (Loss) Margin and diluted Non-GAAP Net Income Per Share

The following table presents a reconciliation of net income (loss) to Non-GAAP net income for each of the periods indicated (unaudited):

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands, except per share amounts)

Reconciliation of net income to Non-GAAP net income

Net income (loss) $ 5,183 $ (266) $ 6,287 $ 4,861

Amortization of acquired intangible assets 1,610 2,381 3,220 4,028

Stock-based compensation 23,596 30,638 44,910 60,394

Transaction-related expenses(1)

— — 604 1,543

Restructuring costs(2)

378 88 1,021 766

Gain on sale of assets held for sale — — — (14,337)

Income tax effects(3)

(3,323) (4,512) (6,527) (5,104)

Non-GAAP net income 27,444 28,329 49,515 52,151

Net income (loss) margin 3 % — % 2 % 1 %

Non-GAAP net income (loss) margin 13 % 15 % 12 % 14 %

Net income (loss) per share — basic $ 0.03 $ — $ 0.04 $ 0.03

Net income (loss) per share — diluted $ 0.03 $ — $ 0.04 $ 0.03

Non-GAAP net income per share — basic $ 0.16 $ 0.16 $ 0.28 $ 0.29

Non-GAAP net income per share — diluted $ 0.16 $ 0.15 $ 0.28 $ 0.29

Weighted-average shares used to compute net income (loss) per share — basic 170,189 180,880 175,568 178,837

Weighted-average shares used to compute net income (loss) per share — diluted 171,641 180,880 177,627 182,694

Weighted-average shares used to compute Non-GAAP net income per share — basic 170,189 180,880 175,568 178,837

Weighted-average shares used to compute Non-GAAP net income per share — diluted 171,641 184,482 177,627 182,694

(1)For 2025, transaction-related expenses are primarily related to our acquisition of Formation Nation. For 2026, transaction-related expenses are related to the evaluation and pursuit of strategic transactions.

(2)For 2026 and 2025, restructuring costs are related to the reduction of our global headcount.

(3)The estimated income tax effect of the non-GAAP pre-tax adjustments is determined by applying the statutory rate of the originating jurisdiction, if applicable.

The following table shows the computation of basic and diluted Non-GAAP net income per share (unaudited):

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands, except per share amounts)

Non-GAAP net income and Non-GAAP net income per share:

Non-GAAP net income $ 27,444 $ 28,329 $ 49,515 $ 52,151

Reconciliation of denominator for net income per share to Non-GAAP net income per share:

Weighted-average shares used to compute net income (loss) per share — basic: 170,189 180,880 175,568 178,837

Effect of potentially dilutive securities:

Options to purchase common stock 31 58 34 59

RSUs and PSUs 1,410 3,526 2,019 3,782

Employee stock purchase plan 11 18 6 16

Weighted-average common stock used in computing Non-GAAP net income per share — diluted 171,641 184,482 177,627 182,694

Non-GAAP net income per share — basic $ 0.16 $ 0.16 $ 0.28 $ 0.29

Non-GAAP net income per share — diluted $ 0.16 $ 0.15 $ 0.28 $ 0.29

Free Cash Flow

The following table presents a reconciliation of net cash provided by operating activities to free cash flow (unaudited):

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

(in thousands)

Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow

Net cash provided by operating activities 39,547 39,139 86,829 89,842

Purchase of property and equipment (5,857) (7,530) (12,165) (16,908)

Free cash flow $ 33,690 $ 31,609 $ 74,664 $ 72,934

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