Skip to main content

MITEK SYSTEMS INC

For the period ended Jun 30, 2026. Filed Aug 6, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 6, 2026

MITK$17.24+1.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0000807863-26-000026

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-06.

0000807863-26-000036

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 88 previous paragraphs and 93 current paragraphs.

44 unchanged; 31 reworded; 18 added; 12 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (18)

Current report

Total revenue increased $18.2 million, or 13%, to $153.1 million in the nine months ended June 30, 2026, compared to $134.9 million in the nine months ended June 30, 2025. Software license revenue increased $2.4 million, or 4%, to $60.6 million in the nine months ended June 30, 2026, compared to $58.2 million in the nine months ended June 30, 2025. This increase is primarily due to increasing demand for our biometrics fraud and identity offerings where customers are expanding deployment through multi-year commitments and timing of renewals for our check verification solutions, partially offset by decreases due to customers transitioning to our CFD SaaS offering in the nine months ended June 30, 2026, compared to the same period in 2025. SaaS, maintenance, and other revenue increased $15.8 million, or 21%, to $92.6 million in the nine months ended June 30, 2026, compared to $76.7 million in the nine months ended June 30, 2025. This increase is primarily due to increased adoption and volume usage of our fraud and identity solutions products in the nine months ended June 30, 2026, compared to the same period in 2025.

Current report

Net cash provided by operating activities was $34.2 million for the nine months ended June 30, 2026, compared to $35.9 million for the nine months ended June 30, 2025, a decrease of $1.7 million. The decrease was driven by a $19.1 million unfavorable change in operating assets and liabilities, substantially offset by a $13.7 million increase in net income and a $3.8 million increase in non-cash charges added back to net income.

Current report

Net income increased to $20.7 million from $6.9 million, reflecting revenue growth and lower operating expenses. Non-cash adjustments totaled $28.9 million compared to $25.1 million, with the increase attributable primarily to a $7.9 million favorable change in deferred taxes, partially offset by a $3.4 million decrease in accretion and amortization on convertible senior notes due to repayment of the 2026 Notes, a $0.9 million decrease in amortization of intangible assets and a $0.7 million decrease in stock-based compensation expense.

Current report

Changes in operating assets and liabilities used $15.3 million of cash in the current period compared to providing $3.8 million in the prior-year period. The principal drivers were:

Current report

•Accounts receivable used $15.9 million, compared to $8.9 million in the prior-year period, an unfavorable change of $7.0 million, reflecting the timing and concentration of billings within the period, including a significant volume of invoicing in the third fiscal quarter;

Current report

•Accrued payroll and related taxes used $2.1 million, compared to providing $3.9 million, an unfavorable change of $(6.1) million, primarily due to the timing of annual incentive compensation and payroll tax payments;

Current report

•Other assets used $5.0 million, compared to $0.8 million, an unfavorable change of $4.3 million;

Current report

•Contract assets provided $3.2 million, compared to $6.0 million, an unfavorable change of $2.8 million;

Current report

•Other liabilities used $2.2 million, compared to providing $0.6 million, an unfavorable change of $2.7 million; and

Current report

•Income taxes payable provided $0.4 million, compared to $2.0 million, an unfavorable change of $1.6 million.

Current report

These unfavorable changes were partially offset by accounts payable, which provided $0.1 million compared to a use of $3.7 million, a favorable change of $3.8 million, and deferred revenue, which provided $6.1 million compared to $4.6 million, a favorable change of $1.5 million, reflecting growth in multi-year and annual subscription arrangements billed in advance.

Current report

The Company also has certain loan agreements with Spanish government agencies with $4.5 million outstanding as of June 30, 2026 and $4.3 million outstanding as of September 30, 2025 under these agreements as further described in Note 8, “Debt”.
Removed paragraphs (12)

Previous report

•During the quarter, we repaid the 2026 Notes (as defined below) in full and borrowed $50.0 million under our Term Loan (as defined below), simplifying our capital structure and reducing potential dilution.

Previous report

Total revenue increased $9.9 million, or 11%, to $99.1 million in the six months ended March 31, 2026, compared to $89.2 million in the six months ended March 31, 2025. Software license revenue increased $1.2 million, or 3%, to $39.9 million in the six months ended March 31, 2026, compared to $38.7 million in the six months ended March 31, 2025. This increase is primarily due to increases in revenue from our standalone biometrics ID Live and our CheckReader™ products, partially offset by a decrease in our Mobile Deposit® software products in the six months ended March 31, 2026, compared to the same period in 2025. SaaS, maintenance and other revenue increased $8.7 million, or 17%, to $59.2 million in the six months ended March 31, 2026, compared to $50.5 million in the six months ended March 31, 2025. This increase is primarily due to strong growth in revenue from our Mobile Verify®, MiVIP, Mobile Deposit®, and Check Fraud Defender products in the six months ended March 31, 2026, compared to the same period in 2025.

Previous report

The increase was primarily due to an increase in interest income received from our marketable securities in the six months ended March 31, 2026 as compared to the same period in 2025.

Previous report

Cash flows related to operating activities are dependent on net income, adjustments to net income and changes in working capital. Net cash provided by operating activities during the six months ended March 31, 2026 was $7.1 million and resulted primarily from net non-cash charges of $20.3 million and net income of $12.3 million, partially offset by changes in operating assets and liabilities of $25.6 million driven primarily by an increase in accounts receivable. The increase in accounts receivable of $26.9 million relates to large deals executed late in the quarter with cash collections anticipated in the fiscal third quarter, and is partially offset by a decrease in contract assets of $4.0 million and an increase in deferred revenue of $7.6 million. Net cash provided by operating activities during the six months ended March 31, 2025 was $14.3 million and resulted primarily from net non-cash charges of $15.8 million and net income of $4.5 million, partially offset by changes in operating assets and liabilities of $6.0 million, driven primarily by an increase in accounts receivable. The increase in accounts receivable of $18.9 million is partially offset by a decrease in contract assets of $5.6 million and an increase in deferred revenue of $7.9 million. The decrease in cash inflows from operating activities of $7.2 million during the six months ended March 31, 2026, compared to six months ended March 31, 2025 was primarily due to an increase in changes in operating assets and liabilities partially offset by higher net income and non-cash charges.

Previous report

The Company has certain loan agreements with Spanish government agencies. These agreements have repayment periods of five to twelve years and bear interest rates ranging from —% to 3.72%. As of March 31, 2026, $4.5 million was outstanding under these agreements and $0.3 million and $4.3 million are recorded in other current liabilities and other non-current liabilities, respectively, in the condensed consolidated balance sheets. As of September 30, 2025, $4.3 million was outstanding under these agreements and approximately $0.3 million and $4.0 million is recorded in other current liabilities and other non-current liabilities, respectively, in the condensed consolidated balance sheets.
Reworded paragraphs (31)

Previous wording

Our platform addresses key use cases across digital interactions and customer lifecycle, including new account openings, account access, and mobile check deposit. Core capabilities include AI, machine learning, computer vision, proprietary biometric liveness, and deepfake detection technologies that support identity verification, detect manipulation, and help prevent digital impersonation.

Current wording

Our platform addresses key use cases across digital interactions and customer lifecycle, including new account openings, account access, and mobile check deposit. Core capabilities include AI, machine learning, computer vision, proprietary biometric liveness, and deepfake detection technologies that support identity verification, authentication, detect manipulation, and help prevent digital impersonation.

Previous wording

•Revenue for the three months ended March 31, 2026 was $54.8 million, an increase of 6% compared to revenue of $51.9 million in the three months ended March 31, 2025.

Current wording

•Revenue for the three months ended June 30, 2026 was $54.0 million, an increase of 18% compared to revenue of $45.7 million in the three months ended June 30, 2025.

Previous wording

•Net income was $9.5 million, or $0.20 per diluted share, during the three months ended March 31, 2026, compared to net income of $9.2 million, or $0.20 per diluted share, during the three months ended March 31, 2025.

Current wording

•Net income was $8.4 million, or $0.17 per diluted share, during the three months ended June 30, 2026, compared to net income of $2.4 million, or $0.05 per diluted share, during the three months ended June 30, 2025.

Previous wording

•Cash provided by operating activities was $7.1 million for the six months ended March 31, 2026, compared to cash provided by operating activities of $14.3 million for the six months ended March 31, 2025.

Current wording

•Cash provided by operating activities was $34.2 million for the nine months ended June 30, 2026, compared to cash provided by operating activities of $35.9 million for the nine months ended June 30, 2025.

Previous wording

•We added a new patent to our portfolio during the three months ended March 31, 2026, bringing our total number of issued patents to 112 as of March 31, 2026. In addition, we had 25 patent applications outstanding as of March 31, 2026.

Current wording

•We added a new patent to our portfolio during the three months ended June 30, 2026, bringing our total number of issued patents to 112 as of June 30, 2026. In addition, we had 26 patent applications outstanding as of June 30, 2026.

Previous wording

Total revenue increased $2.9 million, or 6%, to $54.8 million in the three months ended March 31, 2026 compared to $51.9 million in the three months ended March 31, 2025. Software license revenue decreased $0.8 million, or 3%, to $26.0 million in the three months ended March 31, 2026, compared to $26.7 million in the three months ended March 31, 2025. This decrease is primarily due to a decrease in revenue from our Mobile Deposit® software products, partially offset by increases in our CheckReader™ and biometrics products in the three months ended March 31, 2026 compared to the same period in 2025. SaaS, maintenance and other revenue increased $3.7 million, or 15%, to $28.9 million in the three months ended March 31, 2026, compared to $25.2 million in the three months ended March 31, 2025. This increase is primarily due to increased customer adoption of Mobile Verify® , MiVIP, and Check Fraud Defender products in the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

Total revenue increased $8.3 million, or 18%, to $54.0 million in the three months ended June 30, 2026 compared to $45.7 million in the three months ended June 30, 2025. Software license revenue increased $1.2 million, or 6%, to $20.7 million in the three months ended June 30, 2026, compared to $19.5 million in the three months ended June 30, 2025. This increase is primarily due to the timing of large check verification renewals, offset by decreases due to customers transitioning to our Check Fraud Defender (“CFD”) Software as a service (“SaaS”) offering in the three months ended June 30, 2026 compared to the same period in 2025. SaaS, maintenance, and other revenue increased $7.1 million, or 27%, to $33.3 million in the three months ended June 30, 2026, compared to $26.2 million in the three months ended June 30, 2025. This increase is primarily due to increased adoption and volume usage of our fraud and identity solutions products in the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Cost of revenue includes personnel costs related to billable services and software support, hosting costs, and the costs of royalties for third party products embedded in our products. Cost of revenue increased $2.0 million, or 31%, to $8.6 million in the three months ended March 31, 2026, compared to $6.5 million in the three months ended March 31, 2025. The increase in cost of revenue is primarily due to an increase in SaaS revenue as well as increased investment in our SaaS products, and increases in service intensive customer work with more personnel costs directly supporting our customers during the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

Cost of revenue includes personnel costs related to billable services and software support, hosting costs, and the costs of royalties for third party products embedded in our products. Cost of revenue increased $1.2 million, or 16%, to $8.2 million in the three months ended June 30, 2026, compared to $7.0 million in the three months ended June 30, 2025. The increase in cost of revenue is primarily due to an increase in SaaS revenue as well as increased investment in our SaaS products, and increases in service intensive customer work with more personnel costs directly supporting our customers during the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Selling and marketing expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with sales and marketing personnel. Selling and marketing expenses also include non-billable costs of professional services personnel, advertising expenses, product promotion costs, trade shows, and other brand awareness programs. Selling and marketing expenses decreased $0.9 million, or 9%, to $9.6 million in the three months ended March 31, 2026, compared to $10.5 million in the three months ended March 31, 2025. The decrease in selling and marketing expense is primarily due to a re-allocation of headcount to focus on service intensive customer work and $1.3 million increase on deferred contract costs in the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

Selling and marketing expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with sales and marketing personnel. Selling and marketing expenses also include non-billable costs of professional services personnel, advertising expenses, product promotion costs, trade shows, and other brand awareness programs. Selling and marketing expenses decreased $1.1 million, or 10%, to $10.0 million in the three months ended June 30, 2026, compared to $11.1 million in the three months ended June 30, 2025. The decrease in selling and marketing expense is primarily due to a re-allocation of headcount to focus on service intensive customer work and $1.0 million increase in deferred contract costs in the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Research and development expenses include payroll, employee benefits, stock-based compensation, third party contractor expenses, and other headcount-related costs associated with software engineering and mobile capture science. Research and development expenses decreased $3.1 million, or 17%, to $14.9 million in the six months ended March 31, 2026, compared to $18.1 million in the six months ended March 31, 2025. The decrease in research and development expenses is primarily due to increased capitalization of costs for internal-use software of $2.4 million commensurate with alignment of priorities and resources to focus on plaform-level capabilities. The decrease in research and development expenses are also driven by lower stock-based compensation expense of $2.2 million, reflecting ongoing optimization of our cost structure and strategic realignment of resources toward platform-level capabilities including reversal of expense for roles that exited the organization as part of this realignment in the six months ended March 31, 2026 compared to the same period in 2025.

Current wording

Research and development expenses include payroll, employee benefits, stock-based compensation, third party contractor expenses, and other headcount-related costs associated with software engineering and product development. Research and development expenses decreased $0.9 million, or 10%, to $8.1 million in the three months ended June 30, 2026, compared to $9.0 million in the three months ended June 30, 2025. The decrease in research and development expenses is primarily due to increased capitalization of costs for internal-use software of $1.7 million commensurate with alignment of priorities and resources to focus on platform-level capabilities, partially offset by an additional $1.2 million in personnel-related costs excluding stock-based compensation expense. The decrease in research and development expenses is also driven by lower stock-based compensation expense of $0.7 million, reflecting ongoing optimization of our cost structure and strategic realignment of resources toward platform-level capabilities in the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

General and administrative expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with finance, legal, administration, and information technology functions, as well as third party legal, accounting, and other administrative costs. General and administrative expenses increased $2.1 million, or 21%, to $12.2 million in the three months ended March 31, 2026, compared to $10.1 million in the three months ended March 31, 2025. The increase in general and administrative expenses is primarily due to higher personnel-related costs including stock-based compensation expense and higher bad debt expense due to one customer defaulting on a payment plan, partially offset by lower audit and accounting fees during the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

General and administrative expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with finance, legal, administration, and information technology functions, as well as third party legal, accounting, and other administrative costs. General and administrative expenses increased $1.7 million, or 15%, to $12.9 million in the three months ended June 30, 2026, compared to $11.3 million in the three months ended June 30, 2025. The increase in general and administrative expenses is primarily due to higher personnel-related costs including higher stock-based compensation expense, higher bonus expense, and higher severance costs, partially offset by lower audit, accounting and tax fees, and lower bad debt expense during the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Amortization of acquired intangibles and acquisition-related costs include amortization of intangible assets, adjustments recorded due to changes in the fair value of contingent consideration, and other costs associated with acquisitions. Amortization of acquired intangibles and acquisition-related costs decreased $0.3 million, or 8%, to $3.3 million in the three months ended March 31, 2026, compared to $3.6 million in the three months ended March 31, 2025. The decrease is primarily due to a decrease in amortization expense of intangible assets from previous acquisitions that were fully amortized prior to the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

Amortization of acquired intangibles and acquisition-related costs include amortization of intangible assets and other costs associated with acquisitions. Amortization of acquired intangibles and acquisition-related costs decreased $0.3 million, or 7%, to $3.3 million in the three months ended June 30, 2026, compared to $3.6 million in the three months ended June 30, 2025. The decrease is primarily due to a decrease in amortization expense of intangible assets from previous acquisitions that were fully amortized prior to the three months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Interest expense decreased $0.9 million, or 40%, to $1.5 million for the three months ended March 31, 2026, compared to $2.4 million for the three months ended March 31, 2025. The current quarter consisted of $0.8 million of amortization of debt discount and issuance costs and $0.7 million of cash interest, compared to $2.1 million of amortization and $0.3 million of cash interest in the prior year quarter. The decrease was primarily attributable to lower amortization of debt discount and issuance costs following repayment of the 2026 Notes in February 2026, partially offset by interest expense on the Term Loan drawn in January 2026.

Current wording

Interest expense decreased $1.7 million, or 71%, to $0.7 million for the three months ended June 30, 2026, compared to $2.5 million for the three months ended June 30, 2025. The current quarter consisted of $0.7 million of cash interest, compared to $2.2 million of amortization and $0.3 million of cash interest in the prior year quarter. The decrease was primarily attributable to lower amortization of debt discount and issuance costs following repayment of the 2026 Notes (as defined under Liquidity and Capital Resources herein) in February 2026, partially offset by interest expense on the Term Loan (as defined under Liquidity and Capital Resources herein) drawn in January 2026.

Previous wording

Other income (expense), net includes interest income net of amortization and net realized gains or losses on our marketable securities portfolio, and foreign currency transactional gains and losses. Other income (expense), net decreased $0.5 million, or 43%, to $0.6 million of income in the three months ended March 31, 2026, compared to $1.1 million of income in the three months ended March 31, 2025. The decrease was primarily due to higher loss on foreign currency exchange transactional losses from changes in foreign currency rates and decreased investment income as a result of reduced average cash and investment balances following debt repayment activities in the three months ended March 31, 2026, as compared to the same period in 2025.

Current wording

Other income, net includes interest income net of amortization and net realized gains or losses on our marketable securities portfolio, and foreign currency transactional gains and losses. Other income, net decreased $1.5 million, or 81%, to $0.3 million of income in the three months ended June 30, 2026, compared to $1.8 million of income in the three months ended June 30, 2025. The decrease was primarily due to an increase in foreign currency exchange losses from changes in foreign currency rates and decreased investment income as a result of reduced average cash and investment balances following repayment of the 2026 Notes in February 2026.

Previous wording

For the six months ended March 31, 2026, we recorded an income tax provision of $4.8 million which yielded an effective tax rate of 28%. For the six months ended March 31, 2025, we recorded an income tax provision of $0.6 million which yielded an effective tax rate of 12%. The difference between the U.S. federal statutory tax rate and our effective tax rate for the six months ended March 31, 2026 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, as well as the impact of the global intangible low-taxed income inclusion and federal, state and foreign research and development credits on the tax provision. The difference between the U.S. federal statutory tax rate and our effective tax rate for the six months ended March 31, 2025 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, release of valuation allowances relating to one of the Company's operations in a foreign jurisdiction, as well as the impact of stock-based compensation, and federal, state and foreign research and development credits on the tax provision.

Current wording

For the three months ended June 30, 2026, we recorded an income tax provision of $2.8 million which yielded an effective tax rate of 25%. For the three months ended June 30, 2025, we recorded an income tax provision of $0.7 million which yielded an effective tax rate of 24%. The difference between the U.S. federal statutory tax rate and our effective tax rate for the three months ended June 30, 2026 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, as well as the impact of the global intangible low-taxed income inclusion and federal, state and foreign research and development credits on the tax provision. The difference between the U.S. federal statutory tax rate and our effective tax rate for the three months ended June 30, 2025 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, and the impact of stock-based compensation, and federal, state and foreign research and development credits on the tax provision.

Previous wording

The following table summarizes certain aspects of our results of operations for the six months ended March 31, 2026 and 2025 (amounts in thousands, except percentages):

Current wording

The following table summarizes certain aspects of our results of operations for the nine months ended June 30, 2026 and 2025 (amounts in thousands, except percentages):

Previous wording

Cost of revenue includes personnel costs related to billable services and software support, direct costs associated with our hardware products, hosting costs, and the costs of royalties for third party products embedded in our products. Cost of revenue increased $4.5 million, or 36%, to $17.0 million in the six months ended March 31, 2026, compared to $12.5 million in the six months ended March 31, 2025. The increase in cost of revenue is primarily due to an increase in SaaS revenue as well as increased investment in our SaaS products and increases in service intensive customer work with more personnel costs directly supporting our customers during the six months ended March 31, 2026, compared to the same period in 2025.

Current wording

Cost of revenue includes personnel costs related to billable services and software support, hosting costs, and the costs of royalties for third party products embedded in our products. Cost of revenue increased $5.6 million, or 29%, to $25.1 million in the nine months ended June 30, 2026, compared to $19.5 million in the nine months ended June 30, 2025. The increase in cost of revenue is primarily due to an increase in SaaS revenue as well as increased investment in our SaaS products and increases in service intensive customer work with more personnel costs directly supporting our customers during the nine months ended June 30, 2026, compared to the same period in 2025.

Previous wording

Selling and marketing expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with sales, marketing, and customer success personnel. Selling and marketing expenses also include non-billable costs of professional services personnel, advertising expenses, product promotion costs, trade shows, and other brand awareness programs. Selling and marketing expenses decreased $2.5 million, or 12%, to $17.7 million in the six months ended March 31, 2026, compared to $20.2 million in the six months ended March 31, 2025. The decrease in selling and marketing expense is primarily due to a re-allocation of headcount to focus on service intensive customer work, $2.1 million increase in deferred contract costs, and lower stock-based compensation expense associated with roles that have exited the organization in the six months ended March 31, 2026 compared to the same period in 2025.

Current wording

Selling and marketing expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with sales, marketing, and customer success personnel. Selling and marketing expenses also include non-billable costs of professional services personnel, advertising expenses, product promotion costs, trade shows, and other brand awareness programs. Selling and marketing expenses decreased $3.6 million, or 11%, to $27.8 million in the nine months ended June 30, 2026, compared to $31.4 million in the nine months ended June 30, 2025. The decrease in selling and marketing expense is primarily due to a re-allocation of headcount to focus on service intensive customer work, a $3.1 million increase in deferred contract costs, and lower stock-based compensation expense associated with roles that have exited the organization in the nine months ended June 30, 2026 compared to the same period in 2025.

Previous wording

Research and development expenses include payroll, employee benefits, stock-based compensation, third party contractor expenses, and other headcount-related costs associated with software engineering and mobile capture science. Research and development expenses decreased $2.2 million, or 23%, to $7.6 million in the three months ended March 31, 2026, compared to $9.8 million in the three months ended March 31, 2025. The decrease in research and development expenses is primarily due to increased capitalization of costs for internal-use software of $1.3 million commensurate with alignment of priorities and resources to focus on plaform-level capabilities. The decrease in research and development expenses are also driven by lower stock-based compensation expense of $0.9 million, reflecting ongoing optimization of our cost structure and strategic realignment of resources toward platform-level capabilities including reversal of expense for roles that exited the organization as part of this realignment in the three months ended March 31, 2026 compared to the same period in 2025.

Current wording

Research and development expenses include payroll, employee benefits, stock-based compensation, third party contractor expenses, and other headcount-related costs associated with software engineering and product development. Research and development expenses decreased $4.1 million, or 15%, to $23.0 million in the nine months ended June 30, 2026, compared to $27.0 million in the nine months ended June 30, 2025. The decrease in research and development expenses is primarily due to increased capitalization of costs for internal-use software of $4.1 million commensurate with alignment of priorities and resources to focus on platform-level capabilities, partially offset by an increase of $2.3 million in personnel-related costs excluding stock-based compensation expense. The decrease in research and development expenses is also driven by lower stock-based compensation expense of $2.9 million, reflecting ongoing optimization of our cost structure and strategic realignment of resources toward platform-level capabilities including reversal of expense for roles that exited the organization as part of this realignment in the nine months ended June 30, 2026 compared to the same period in 2025.

Previous wording

General and administrative expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with finance, legal, administration, and information technology functions, as well as third party legal, accounting, and other administrative costs. General and administrative expenses increased $1.3 million, or 6%, to $23.3 million in the six months ended March 31, 2026, compared to $22.0 million in the six months ended March 31, 2025. The increase was primarily due to higher personnel-related costs including stock-based compensation expense, partially offset by lower audit, accounting and tax fees, lower executive transition costs, and lower legal and other costs as we replaced full-time consultants with full-time employees during the six months ended March 31, 2026, compared to the same period in 2025.

Current wording

General and administrative expenses include payroll, employee benefits, stock-based compensation, and other headcount-related costs associated with finance, legal, administration, and information technology functions, as well as third party legal, accounting, and other administrative costs. General and administrative expenses increased $3.0 million, or 9%, to $36.2 million in the nine months ended June 30, 2026, compared to $33.3 million in the nine months ended June 30, 2025. The increase was primarily due to higher personnel-related costs, including higher stock-based compensation expense, higher bonus and higher severance costs, partially offset by lower audit, accounting and tax fees, lower legal expense, lower bad debt expense, and lower executive transition costs.

Previous wording

Amortization of acquired intangibles and acquisition-related costs include amortization of intangible assets, adjustments recorded due to changes in the fair value of contingent consideration, and other costs associated with acquisitions. Amortization of acquired intangibles and acquisition-related costs decreased $0.6 million, or 9%, to $6.6 million in the six months ended March 31, 2026, compared to $7.3 million in the six months ended March 31, 2025. This decrease is primarily due to a decrease in amortization expense of intangible assets from previous acquisitions that had been fully amortized during the six months ended March 31, 2026, compared to the same period in 2025.

Current wording

Amortization of acquired intangibles and acquisition-related costs include amortization of intangible assets and other costs associated with acquisitions. Amortization of acquired intangibles and acquisition-related costs decreased $0.9 million, or 8%, to $9.9 million in the nine months ended June 30, 2026, compared to $10.8 million in the nine months ended June 30, 2025. This decrease is primarily due to a decrease in amortization expense of intangible assets from previous acquisitions that had been fully amortized during the nine months ended June 30, 2026, compared to the same period in 2025.

Previous wording

Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were $0.5 million in the six months ended March 31, 2026 related to a restructuring that occurred in the first quarter of fiscal 2026. Restructuring costs were $0.8 million in the six months ended March 31, 2025 and related to a restructuring that occurred in the first quarter of fiscal 2025.

Current wording

Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were $0.5 million in the nine months ended June 30, 2026 related to a restructuring that occurred in the first quarter of fiscal 2026. Restructuring costs were $0.8 million in the nine months ended June 30, 2025 and related to a restructuring that occurred in the first quarter of fiscal 2025.

Previous wording

Interest expense decreased $0.8 million, or 17%, to $4.0 million for the six months ended March 31, 2026, compared to $4.8 million for the six months ended March 31, 2025. The current period consisted of $3.0 million of amortization of debt discount and issuance costs and $1.0 million of cash interest, compared to $4.2 million of amortization and $0.6 million of cash interest in the prior year period. The decrease in amortization following repayment of the 2026 Notes in February 2026 was partially offset by approximately two months of cash interest on the Term Loan drawn in January 2026.

Current wording

Interest expense decreased $2.6 million, or 35%, to $4.7 million for the nine months ended June 30, 2026, compared to $7.3 million for the nine months ended June 30, 2025. The current period consisted of $3.0 million of amortization of debt discount and issuance costs and $1.7 million of cash interest, compared to $6.4 million of amortization and $0.9 million of cash interest in the prior year period. The decrease in amortization following repayment of the 2026 Notes in February 2026 was partially offset by approximately five months of cash interest on the Term Loan drawn in January 2026.

Previous wording

Other income (expense), net includes interest income net of amortization and net realized gains or losses on our marketable securities portfolio and foreign currency transactional gains or losses. Other income (expense), net increased $0.5 million, or 28%, to $2.1 million income in the six months ended March 31, 2026, compared to $1.7 million income in the six months ended March 31,

Current wording

Other income, net includes interest income net of amortization and net realized gains or losses on our marketable securities portfolio and foreign currency transactional gains or losses. Other income, net decreased $1.0 million, or 29%, to $2.5 million income in the nine months ended June 30, 2026, compared to $3.5 million income in the nine months ended June 30, 2025. The decrease was primarily due to decreased investment income as a result of reduced average cash and investment balances following repayment of the 2026 Notes in February 2026.

Previous wording

For the three months ended March 31, 2026, we recorded an income tax provision of $3.2 million which yielded an effective tax rate of 25%. For the three months ended March 31, 2025, we recorded an income tax provision of $0.9 million which yielded an effective tax rate of 9%. The difference between the U.S. federal statutory tax rate and our effective tax rate for the three months ended March 31, 2026 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, as well as the impact of the global intangible low-taxed income inclusion and federal, state and foreign research and development credits on the tax provision. The difference between the U.S. federal statutory tax rate and our effective tax rate for the three months ended March 31, 2025 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, release of valuation allowances relating to one of the Company's operations in a foreign jurisdiction, as well as the impact of stock-based compensation, and federal, state and foreign research and development credits on the tax provision.

Current wording

For the nine months ended June 30, 2026, we recorded an income tax provision of $7.6 million which yielded an effective tax rate of 27%. For the nine months ended June 30, 2025, we recorded an income tax provision of $1.4 million which yielded an effective tax rate of 16%. The difference between the U.S. federal statutory tax rate and our effective tax rate for the nine months ended June 30, 2026 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, as well as the impact of the global intangible low-taxed income inclusion and federal, state and foreign research and development credits on the tax provision. The difference between the U.S. federal statutory tax rate and our effective tax rate for the nine months ended June 30, 2025 was primarily due to a mix of worldwide income, the impact of non-deductible executive compensation, release of valuation allowances relating to one of the Company's operations in a foreign jurisdiction, as well as the impact of stock-based compensation, and federal, state and foreign research and development credits on the tax provision.

Previous wording

Cash generated from operations, proceeds from the issuance of the 2026 Notes (as defined above) and proceeds from the Term Loan (as defined below) have historically been our primary sources of liquidity to fund operations and investments to grow our business. Our additional sources of liquidity include available cash balances and the Revolving Line (as defined below). On March 31, 2026, we had $77.6 million in cash and cash equivalents and investments compared to $196.5 million on September 30, 2025, a decrease of $118.9 million, or 61%. This decrease was primarily driven by the repayment of $155.3 million for the 2026 Notes, and share repurchases of $17.8 million, partially offset by $50.0 million in borrowings under the Term Loan and cash generated from operations. In summary, our cash flows from continuing operations were as follows (amounts in thousands):

Current wording

Cash generated from operations, proceeds from the issuance of the 2026 Notes (as defined above), and proceeds from the Term Loan (as defined below) have historically been our primary sources of liquidity to fund operations and investments to grow our business. Our current sources of liquidity include available cash balances and the Revolving Line (as defined below). On June 30, 2026, we had $100.2 million in cash and cash equivalents and investments compared to $196.5 million on September 30, 2025, a decrease of $96.3 million, or 49%. This decrease was primarily driven by the repayment of $155.3 million for the 2026 Notes and share repurchases of $19.8 million, partially offset by $50.0 million in borrowings under the Term Loan and cash generated from operations. In summary, our cash flows from continuing operations were as follows (amounts in thousands):

Previous wording

Net cash provided by investing activities was $31.2 million during the six months ended March 31, 2026, which consisted primarily of net sales and maturities of investments of $34.1 million, partially offset by capital expenditures of $3.0 million. Net cash provided by investing activities was $0.5 million during the six months ended March 31, 2025, which consisted primarily of net maturities of investments of $1.0 million, partially offset by capital expenditures of $0.6 million. The increase in cash inflows from investing activities of $30.7 million during the six months ended March 31, 2026, compared to six months ended March 31, 2025 was primarily due to an increase in net sales and maturities of investments in anticipation of the repayment of our 2026 Notes in the second fiscal quarter of 2026.

Current wording

Net cash provided by investing activities was $27.7 million during the nine months ended June 30, 2026, which consisted primarily of net sales and maturities of investments of $32.5 million, partially offset by capital expenditures of $4.8 million. Net cash used in investing activities was $0.2 million during the nine months ended June 30, 2025, which consisted primarily of capital expenditures of $0.9 million, partially offset by net maturities of investments of $0.7 million. The increase in cash inflows from investing activities of $27.8 million during the nine months ended June 30, 2026, compared to the nine months ended June 30, 2025 was primarily due to an increase in net sales and maturities of investments in anticipation of the repayment of our 2026 Notes in the second fiscal quarter of 2026 partially offset by an increase in capital expenditures for capitalized costs associated with our internal use software.

Previous wording

Net cash used in financing activities was $122.6 million during the six months ended March 31, 2026, primarily due to a $155.3 million repayment of our 2026 Notes in the second fiscal quarter of 2026, repurchases and retirements of Common Stock of $17.8 million and payment of tax withholding obligations related to net share settlements of equity awards of $2.1 million, partially offset by a Term Loan draw of $50.0 million, net proceeds from the issuance of equity plan Common Stock of $2.2 million, and proceeds on other borrowings of $0.3 million. Net cash used in financing activities was $3.1 million during the six months ended March 31, 2025, primarily due to repurchases and retirements of Common Stock of $3.3 million, partially offset by $0.3 million of net proceeds from the issuance of equity plan Common Stock. The increase in cash outflows from financing activities during the six months ended March 31, 2026 was primarily due to the repayment of our 2026 Notes and higher repurchases and retirements of Common Stock, partially offset by the draw on our Term Loan in the six months ended March 31, 2026.

Current wording

Net cash used in financing activities was $125.3 million during the nine months ended June 30, 2026, primarily due to a $155.3 million repayment of our 2026 Notes in the second fiscal quarter of 2026, repurchases and retirements of Common Stock of $19.8 million and payment of tax withholding obligations related to net share settlements of equity awards of $2.1 million, partially offset by a Term Loan draw of $50.0 million, net proceeds from the issuance of equity plan Common Stock of $2.3 million, and proceeds on other borrowings of $0.3 million. Net cash used in financing activities was $3.1 million during the nine months ended June 30, 2025, primarily due to repurchases and retirements of Common Stock of $3.3 million, partially offset by $0.5 million of net proceeds from the issuance of equity plan Common Stock. The increase in cash outflows from financing activities during the nine months ended June 30, 2026 was primarily due to the repayment of our 2026 Notes and higher repurchases and retirements of Common Stock, partially offset by the draw on our Term Loan in the nine months ended June 30, 2026.

Previous wording

In January 2026, we borrowed $50.0 million under the Term Loan provided for in our Amended Credit Agreement, dated May 7, 2025. The Term Loan matures in May 2030, bears interest at a variable rate (term SOFR or WSJ prime, plus a margin tied to our net leverage ratio), and is secured on a first priority basis by substantially all of our assets. Quarterly amortization payments commenced on April 1, 2026. As of March 31, 2026, $50.0 million was outstanding under the Term Loan,and the Revolving Line was undrawn. See Note 8, "Debt," for additional information regarding the terms of the Amended Credit Agreement, including covenants and events of default.

Current wording

In January 2026, we borrowed $50.0 million under the Term Loan provided for in our Amended Credit Agreement, dated May 7, 2025. The Term Loan matures in May 2030, bears interest at a variable rate (term SOFR or WSJ prime, plus a margin tied to our net leverage ratio), and is secured on a first priority basis by substantially all of our assets. Quarterly amortization payments commenced on April 1, 2026. As of June 30, 2026, $49.4 million was outstanding under the Term Loan and the Revolving Line was undrawn. See Note 8, "Debt," for additional information regarding the terms of the Amended Credit Agreement, including covenants and events of default.

Previous wording

During the three and six months ended March 31, 2026, we repurchased and retired 760,238 shares for $7.8 million (average price of $10.24 per share) and 1,838,571 shares for $17.8 million (average price of $9.67 per share), respectively, under our 2024 Share Repurchase Program. As of March 31, 2026, $3.2 million remained available under the 2024 Share Repurchase Program, and the Board of Directors has authorized an additional $50.0 million repurchase program (announced February 2026) that will become effective at the completion of the 2024 Share Repurchase Program and will remain in effect for two years. We have not made any repurchases from April 1, 2026 through May 6, 2026. See Note 7, “Stockholders’ Equity” for additional information.

Current wording

During the three and nine months ended June 30, 2026, we repurchased 123,956 shares for $2.0 million (average price of $16.31 per share) and 1,962,527 shares for $19.8 million (average price of $10.09 per share), respectively, under our 2024 and 2026 Share Repurchase Programs. The 123,956 shares repurchased during the three months ended June 30, 2026 were held as treasury stock as of June 30, 2026 and were subsequently retired in July 2026. As of June 30, 2026, the 2024 Share Repurchase Program expired, and $48.0 million remained available under the 2026 Share Repurchase Program, which became effective in May 2026 at the completion of the 2024 Share Repurchase Program and will remain in effect for two years. We have not made any repurchases from July 1, 2026 through August 5, 2026. See Note 6, “Stockholders’ Equity” for additional information.

Previous wording

At March 31, 2026, we had investments of $8.4 million, designated as available-for-sale debt securities, which consisted of commercial paper, corporate issuances, and government securities, carried at fair value as determined by quoted market prices for identical or similar assets, with unrealized gains and losses, net of tax, and reported as a separate component of stockholders’ equity. All securities for which maturity or sale is expected within one year are classified as “current” on the condensed consolidated balance sheets. All other securities are classified as “long-term” on the condensed consolidated balance sheets. At March 31, 2026, we had $8.4 million of our available-for-sale securities classified as current and none of our available-for-sale securities classified as long-term. At September 30, 2025, we had $38.9 million of our available-for-sale securities classified as current and $3.5 million of our available-for-sale securities classified as long-term.

Current wording

At June 30, 2026, we had investments of $10.1 million, designated as available-for-sale debt securities, which consisted of commercial paper, corporate issuances, and government securities, carried at fair value as determined by quoted market prices for identical or similar assets, with unrealized gains and losses, net of tax, and reported as a separate component of stockholders’ equity. All securities for which maturity or sale is expected within one year are classified as “current” on the condensed consolidated balance sheets. All other securities are classified as “long-term” on the condensed consolidated balance sheets. At June 30, 2026, we had $9.7 million of our available-for-sale securities classified as current and $0.5 million of our available-for-sale securities classified as long-term. At September 30, 2025, we had $38.9 million of our available-for-sale securities classified as current and $3.5 million of our available-for-sale securities classified as long-term.

Previous wording

We had working capital of $96.6 million at March 31, 2026, compared to $39.5 million at September 30, 2025. Our material cash requirements include repayment of the Term Loan as well as those related to leases as described in Note 10. “Leases” of the notes to the condensed consolidated financial statements included in Part I, Item 1 of this Form 10-Q. Based on our current operating plan we believe the current cash and cash equivalents, cash available under the Revolving Line, and cash expected to be generated from operations will be adequate to satisfy our material cash requirements as well as our working capital needs for at least the next twelve months from the date the financial statements are filed and for the foreseeable future.

Current wording

We had working capital of $106.7 million at June 30, 2026, compared to $39.5 million at September 30, 2025. Our material cash requirements include repayment of the Term Loan as well as those related to leases as described in Note 10. “Leases” of the notes to the condensed consolidated financial statements included in Part I, Item 1 of this Form 10-Q. Based on our current operating plan we believe the current cash and cash equivalents, cash available under the Revolving Line, and cash expected to be generated from operations will be adequate to satisfy our material cash requirements as well as our working capital needs for at least the next twelve months from the date the financial statements are filed and for the foreseeable future.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were immaterial in the three months ended March 31, 2026. Restructuring costs were immaterial in the three months ended March 31, 2025.