Xometry, Inc.
For the period ended Jun 30, 2025. Filed Aug 5, 2025.
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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, 2025 · Filed Aug 5, 2025
XMTR$114.95+5.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-06.
0000950170-25-064464
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-05.
0000950170-25-103000
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 127 previous paragraphs and 169 current paragraphs.
72 unchanged; 34 reworded; 41 added; 19 removed; 2 previous and 22 current paragraphs rearranged.
Tables are not compared: 6 previous and 9 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 (41)
Current report
Convertible Notes Transactions
Current report
In June 2025, we issued $250.0 million aggregate principal amount of 0.75% Convertible Senior Notes due 2030. The net proceeds from the issuance of the 2030 Notes were approximately $242.2 million, net of debt issuance costs. We used a portion of the net proceeds to (i) repurchase a portion of our outstanding 1.00% convertible senior notes due 2027, (ii) enter into capped call transactions and (iii) repurchase shares of our Class A common stock. Refer to Note 9, Debt Commitments and Contingenciesfor our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Current report
U.S. Tax Legislation
Current report
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted into law in the United States. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions that were originally enacted in the 2017 Tax Cuts and Jobs Act and were set to expire on December 31, 2025, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company is currently assessing the OBBBA’s impact on its consolidated financial statements. Based on our preliminary assessment, we do not believe the legislation will have a material impact on our condensed financial statements.
Current report
(1) Includes loss on debt extinguishment.
Current report
For the six months ended June 30, 2025, Non-GAAP net income was $5.5 million, as compared to Non-GAAP net loss of $(6.3) million for the same period in 2024. For the six months ended June 30, 2025, Non-GAAP net income (loss) was 1.8% of revenue, as compared to (2.5)% of revenue for the same period in 2024.
Current report
Other (Expenses) Income
Current report
Total gross margin was 40.1% for three months ended June 30, 2025 as compared to 39.9% for the three months ended June 30, 2024. The increase was primarily driven by higher marketplace gross margin as compared to the prior period.
Current report
Gross margin for marketplace was 35.4% for the three months ended June 30, 2025, as compared to 33.5% for the three months ended June 30, 2024. The improvement was due largely to our AI-driven platform and expanding network of active suppliers which optimizes pricing to buyers and suppliers.
Current report
Gross margin for our supplier services remained flat at 89% for the three months ended June 30, 2025 and 2024.
Current report
Sales and marketing expense increased $2.3 million, or 8%, from $27.5 million for the three months ended June 30, 2024 to $29.8 million for the three months ended June 30, 2025, primarily due to additional sales and marketing employees and their compensation and benefit costs and increased advertising costs. As a percent of total revenue, sales and marketing expenses decreased to 18.3% for the three months ended June 30, 2025 from 20.7% for the three months ended June 30, 2024.
Current report
Advertising expense increased 5%, from $8.8 million for the three months ended June 30, 2024 to $9.2 million for the three months ended June 30, 2025 primarily due to increased marketplace advertising.
Current report
Operations and support expense increased $3.6 million, or 25%, from $14.2 million for the three months ended June 30, 2024 to $17.7 million for the three months ended June 30, 2025, primarily due to additional employees and their compensation cost including stock based compensation, consulting expense and increases in severance costs. As a percent of total revenue, operations and support expenses increased to 10.9% for the three months ended June 30, 2025 from 10.7% for the three months ended June 30, 2024.
Current report
Interest and dividend income decreased $0.6 million, or 21%, from $2.8 million for the three months ended June 30, 2024 to $2.2 million for the three months ended June 30, 2025. The decrease was primarily due to lower investment in the money market account as the Company funds ongoing operations.
Current report
Other expenses increased by $17.1 million, from $0.2 million for the three months ended June 30, 2024 to $17.4 million for the three months ended June 30, 2025. The increase was primarily attributable to a $16.4 million loss on debt extinguishment recognized in connection with the partial repurchase of 2027 Notes, and to a lesser extent to the increase in foreign exchange losses.
Current report
Comparison of the Six Months Ended June 30, 2025 and 2024
Current report
Revenue
Current report
Total revenue for the six months ended June 30, 2025 and 2024, was $263.6 million and $215.5 million, respectively, for the U.S. operating segment, and $50.0 million and $39.8 million, respectively, for the International operating segment.
Current report
Total cost of revenue increased $37.5 million, or 24%, from $154.5 million for the six months ended June 30, 2024 to $192.0 million for the six months ended June 30, 2025. This increase was primarily the result of an increase in marketplace cost of revenue. Total cost of revenue from marketplace and supplier services for the six months ended June 30, 2025 was $188.8 million and $3.2 million, respectively, as compared to $150.9 million and $3.6 million, respectively, for the six months ended June 30, 2024.
Current report
Gross Profit and Margin
Current report
Gross profit increased $20.7 million, or 21%, from $100.8 million for the six months ended June 30, 2024 to $121.5 million for the six months ended June 30, 2025. The increase in gross profit was primarily due to increases in revenue from marketplace and improved marketplace gross margins as compared to the prior year period.
Current report
Gross margin for marketplace was 33.7% for the six months ended June 30, 2025, as compared to 32.8% for the six months ended June 30, 2024. The improvement was due largely to our AI-driven platform and expanding network of active suppliers which optimizes pricing to buyers and suppliers.
Current report
Gross margin for our supplier services improved slightly to 88.9% for the six months ended June 30, 2025, as compared to 88.4% for the prior year period.
Current report
Operations and support expense increased $6.6 million, or 23%, from $28.2 million for the six months ended June 30, 2024 to $34.8 million for the six months ended June 30, 2025, primarily due to hiring of additional operations and support employees and their compensation costs including stock-based compensation, increase in consulting costs, and severance costs related to the restructuring. As a percent of total revenue, operations and support expenses remained flat at 11.1% for the six months ended June 30, 2025 and 2024.
Current report
Product development expense increased $2.6 million, or 13%, from $19.6 million for the six months ended June 30, 2024 to $22.2 million for the six months ended June 30, 2025, primarily as a result of increases in amortization expense related to capitalized internal-use software development costs, increases in software costs, severance costs related to restructuring and consulting costs. As a percent of total revenue, product development expenses decreased to 7.1% for the six months ended June 30, 2025 from 7.7% for the six months ended June 30, 2024.
Current report
General and administrative expense increased $2.6 million, or 8%, from $31.4 million for the six months ended June 30, 2024 to $34.0 million for the six months ended June 30, 2025. The increase was primarily driven by an increase in reserves for bad debt, general and administrative employees and their compensation costs, software costs, consulting costs and severance costs related to restructuring. These increases were offset by reductions in professional fees. As a percent of total revenue, general and administrative expenses decreased to 10.8% for the six months ended June 30, 2025 from 12.3% for the six months ended June 30, 2024.
Current report
Other (Expenses) Income
Current report
Interest and dividend income decreased by $1.0 million, or 19%, from $5.5 million for the six months ended June 30, 2024 to $4.5 million for the six months ended June 30, 2025. The decrease was primarily due to lower investment in the money market account as the Company funds ongoing operations.
Current report
Other expenses increased by $17.6 million, from $0.6 million for the six months ended June 30, 2024 to $18.2 million for the six months ended June 30, 2025. The increase was primarily attributable to a $16.4 million loss on debt extinguishment recognized in connection with the partial repurchase of 2027 notes, and to a lesser extent to the increases in foreign exchange losses and non-income based taxes.
Current report
Income from unconsolidated joint venture remained flat at $0.3 million for the six months ended June 30, 2025 and 2024.
Current report
Additional Segment Considerations
Current report
Convertible Notes due 2027
Current report
Partial Repurchase of 2027 Notes
Current report
We used a portion of the net proceeds from the issuance of the 2030 Notes to repurchase approximately $201.7 million in aggregate principal amount of outstanding 2027 Notes. The total cash paid in connection with this repurchase was approximately $216.7 million, which included approximately $0.7 million to pay the accrued interest through the settlement date and an approximate $14.3 million premium. The repurchase resulted in a $16.4 million loss on debt extinguishment, which included the write-off of $2.1 million of deferred costs related to the 2027 Notes. The loss on debt extinguishment was recorded within Other expenses in the Condensed Consolidated Statements of Operations and Comprehensive Loss.
Current report
Following this partial repurchase, approximately $85.8 million aggregate principal amount of the 2027 Notes remain outstanding on our Condensed Consolidated Balance Sheet. The original terms and conditions continue to apply to the remaining notes, and the unamortized debt discount and issuance costs related to these notes will continue to be deferred and accreted.
Current report
Capped Call Transactions
Current report
In connection with the issuance of 2030 Notes, we entered into capped call transactions (the “Capped Calls”) with respect to its Class A common shares with certain financial institutions. The Capped Calls are expected to reduce the potential dilution to our Class A common stock upon any conversion of the 2030 Notes and/or offset any cash payments we are required to make in excess of the principal amount of the converted 2030 Notes, as the case may be, with such reduction and/or offset subject to a cap based on a cap price initially equal to $63.35 per share and which is subject to certain adjustments under the terms of the Capped Calls.
Current report
We used approximately $17.5 million of the net proceeds from the 2030 Notes to pay the cost of the Capped Calls. These instruments are classified as equity and recorded as a reduction of additional paid-in capital in the Condensed Consolidated Statements of Changes in Stockholders’ Equity. The Capped Call are not accounted for as derivatives and will not be remeasured; they will remain in stockholder's equity until expiration or settlement.
Current report
Purchase of Treasury Stock
Current report
In conjunction with the 2030 Notes issuance, we purchased 220,994 shares of our Class A common stock in privately negotiated transactions at an average price of $36.20 per share on June 9, 2025. The $8.1 million of treasury stock repurchase costs was funded using a portion of the proceeds of the 2030 Notes and was recorded as a reduction to stockholder's equity in the Condensed Consolidated Statements of Changes in Stockholders’ Equity.
Showing the first 40 of 41 passages. Open the source sections for the rest.
Removed paragraphs (19)
Previous report
(1) In the second quarter of 2024, we changed the definition of Adjusted EBITDA to exclude payroll tax expense related to stock-based compensation. For prior periods, this amount was considered de minimis and, accordingly, we have not adjusted the Adjusted EBITDA amounts for such periods.
Previous report
(1) In the second quarter of 2024, we changed the definition of Non-GAAP Net Income (Loss) to exclude payroll tax expense related to stock-based compensation. For prior periods, this amount was considered de minimis and, accordingly, we have not adjusted the Non-GAAP Net Income (Loss) amounts for such periods.
Previous report
Operating Expenses
Previous report
Interest Expense
Previous report
Interest and Dividend Income
Previous report
Other Expenses
Previous report
Income from Unconsolidated Joint Venture
Previous report
Gross margin for marketplace was 31.8% for the three months ended March 31, 2025, as compared to 32.0% for the three months ended March 31, 2024. The decrease was primarily driven by lower international gross margin.
Previous report
Gross margin for our supplier services was 89.1% for the three months ended March 31, 2025, as compared to 87.9% for the three months ended March 31, 2024. The increase in gross margin for supplier services is primarily due to a higher mix of advertising and marketing services revenue and the wind down of Thomas non-core services.
Previous report
Operating Expenses
Previous report
Operations and support expense increased $3.0 million, or 22%, from $14.0 million for the three months ended March 31, 2024 to $17.1 million for the three months ended March 31, 2025, primarily due to additional employees and their compensation cost, included stock based compensation, increases due to restructuring costs and consulting expense. As a percent of total revenue, operations and support expenses decreased to 11.3% for the three months ended March 31, 2025 from 11.4% for the three months ended March 31, 2024.
Previous report
Other Income (Expenses)
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Interest Expense
Previous report
Interest and Dividend Income
Previous report
Interest and dividend income decreased $0.5 million, or 17%, from $2.7 million for the three months ended March 31, 2024 to $2.3 million for the three months ended March 31, 2025. Interest and dividend income is primarily due to dividend income from our marketable securities.
Previous report
Other Expenses
Previous report
Other expenses increased by $0.5 million, primarily due to foreign tax expense and refunds.
Previous report
Income from Unconsolidated Joint Venture
Previous report
on the occurrence of specified corporate events.
Reworded paragraphs (34)
Previous wording
Xometry Inc. (“Xometry”, “Company”, “our” or “we”) was incorporated in the State of Delaware in May 2013. Xometry operates a global artificial intelligence (“AI”) powered online manufacturing marketplace and a suite of cloud-based services including Workcenter and Teamspace that are rapidly digitizing the manufacturing industry. Xometry also operates Thomasnet®, a leading North American industrial sourcing platform. Together, these platforms provide manufacturers the critical resources they need to grow their business and makes it easy for buyers to create resilient supply chains. Xometry's marketplace uses proprietary AI to help buyers efficiently source custom-manufactured parts and assemblies and attain instant pricing and lead times. The AI enables our rapidly growing network of manufacturers to select the optimal jobs to fill their capacity. Our suite of cloud-based services and our Thomasnet industrial sourcing platform helps manufacturers and industrial service providers grow their businesses using our advertising, marketing and financial services. Xometry’s corporate headquarters is located in North Bethesda, Maryland.
Current wording
Xometry, Inc. (“Xometry”, the “Company”, “we”, or “our”) was incorporated in the State of Delaware in May 2013 and our corporate headquarters is located in North Bethesda, Maryland. Xometry operates a global artificial intelligence (“AI”) powered online manufacturing marketplace, a leading North American industrial sourcing platform Thomasnet® and a suite of cloud-based services including Workcenter and Teamspace that are rapidly digitizing the manufacturing industry. Together, these platforms provide manufacturers the critical resources they need to grow their business and make it easy for buyers to create resilient supply chains. Xometry's marketplaces uses proprietary AI to help buyers efficiently source custom-manufactured parts and assemblies and attain instant pricing and lead times. The AI enables our rapidly growing network of manufacturers to select the optimal jobs to fill their capacity. Our suite of cloud-based services and our Thomasnet industrial sourcing platform helps manufacturers and industrial service providers grow their businesses using our advertising, marketing and financial services.
Previous wording
Xometry’s AI-enabled marketplace, which is available in 18 local languages, is powered by proprietary machine learning algorithms and datasets. Our two-sided marketplace is rapidly digitizing the manufacturing industry, helping customers strengthen their supply chains. Buyers can procure the products they want on demand, and suppliers can reach new customers throughout the world. Our rapidly growing active supplier base enables companies to accelerate their product development and go-to-market strategies, as well as reduce the cost and lead times for ongoing production work. Each interaction on our marketplace provides rich data insights that allow us to continuously improve our AI models and create new products and services, fueling powerful network effects as we scale.
Current wording
Xometry’s AI-enabled marketplace, which is available in multiple local platforms and 18 languages, is powered by proprietary machine learning algorithms and datasets. Our two-sided marketplace is rapidly digitizing the manufacturing industry, helping customers strengthen their supply chains. Buyers can procure the products they want utilizing our AI powered instant quoting engine, and suppliers can reach new customers throughout the world. Our rapidly growing active supplier base enables companies to accelerate their product development and go-to-market strategies, as well as reduce the cost and lead times for ongoing production work. More than 4,375 global suppliers are active on the Xometry Marketplace across four continents. Each interaction on our marketplace provides rich data insights that allow us to continuously improve our AI models and create new products and services, fueling powerful network effects as we scale.
Previous wording
We use proprietary technology to enable product designers, engineers, buyers, and supply chain professionals to instantly access the capacity of a global network of manufacturing facilities. The Company’s platform makes it possible for buyers to quickly receive pricing, expected lead times, manufacturability feedback and place orders on the Company’s platform. The network allows the Company to provide high volumes of unique parts, including custom components and assemblies for its buyers, as well as larger production orders of single parts.
Current wording
We use proprietary technology to enable product designers, engineers, buyers, and supply chain professionals to instantly access the capacity of a global network of manufacturing facilities. The Company’s platform makes it possible for buyers to quickly receive pricing, expected lead times, manufacturability feedback and place orders on the Company’s platform. The network allows the Company to provide high volumes of unique parts, including custom components and assemblies for its buyers, as well as larger production orders of single parts. Xometry’s Teamspace offers enterprise-wide collaboration software that unites engineers, managers and purchasing executives to expedite procurement of custom-manufacturing services. We continue to improve features on Xometry and expand the offering with the launch of Teamspace in Europe in the second quarter of 2025.
Previous wording
We empower suppliers to grow their manufacturing businesses and improve machine utilization by providing access to an extensive, diverse base of buyers. We also offer suppliers supporting products and services to meet their unique needs. The Thomasnet product sourcing and supplier discovery platform provides access to in-depth profiles of 500,000 North American suppliers. Thomas’ suite of advertising services provides suppliers with tailored marketing campaigns to maximize their visibility and enhance engagement with potential buyers. Thomas’ in-house digital marketing agency, Thomas Marketing Services, offers a range of essential digital marketing services to generate leads and boost the awareness and reach of suppliers. In addition, our supplier services include financial service products to facilitate faster payments and a cloud-based manufacturing execution system (“Workcenter”) to help suppliers optimize their productivity.
Current wording
We empower suppliers to grow their manufacturing businesses and improve machine utilization by providing access to an extensive, diverse base of buyers. We also offer suppliers supporting services to meet their unique needs. The Thomasnet product sourcing and supplier discovery digital platform provides access to in-depth profiles of 500,000 North American suppliers. Thomas’ suite of advertising services provides suppliers with tailored marketing campaigns to maximize their visibility and enhance engagement with potential buyers. Thomas’ in-house digital marketing agency, Thomas Marketing Services, offers a range of essential digital marketing services to generate leads and boost the awareness and reach of suppliers. In addition, our supplier services include financial service products to facilitate faster payments and a cloud-based manufacturing execution system (“Workcenter”) to help suppliers optimize their productivity. Workcenter digitally enables qualifying and on-boarding suppliers and allows suppliers to manage all their Xometry and non-Xometry work and provides for expedited payment terms in support of their business.
Previous wording
In March 2025, we initiated restructuring actions to help improve efficiency and align resources by reducing our workforce by approximately 5%. The workforce reduction focused on realigning our staffing levels to help us meet the current and future objectives of our business. For the period ended March 31, 2025, we incurred $1.5 million for employee termination costs related to our restructuring. Refer to Note 9, Debt Commitments and Contingencies—Restructuringto of our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
During 2025, we initiated restructuring actions to help improve efficiency and align resources by reducing our workforce by approximately 5%. The workforce reduction focused on realigning our staffing levels to help us meet the current and future objectives of our business. For the three and six months ended June 30, 2025, we incurred $0.1 million and $1.6 million, respectively, for employee termination costs related to our restructuring. Refer to Note 9, Debt Commitments and Contingencies—Restructuringfor our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
Active Buyers has consistently grown over time. The number of Active Buyers on our platform reached 71,454 as of March 31, 2025, up 22% from 58,504 as of March 31, 2024. The key drivers of Active Buyer growth are continued account and buyer engagement and the success of our strategy to attract new buyers.
Current wording
Active Buyers has consistently grown over time. The number of Active Buyers on our platform reached 74,777 as of June 30, 2025, up 22% from 61,530 as of June 30, 2024. The key drivers of Active Buyer growth are continued account and buyer engagement and the success of our strategy to attract new buyers.
Previous wording
Accounts with Last Twelve-Month, or LTM, Spend of At Least $50,000 means an account that has spent at least $50,000 on our marketplace in the most recent twelve-month period. We view the acquisition of an account as a foundation for the addition of long-term buyers to our marketplace. Once an account joins our platform, we aim to expand the relationship and increase engagement and spending activities from that account over time. The number of accounts with LTM Spend of at least $50,000 on our platform reached 1,545 as of March 31, 2025, up 12% from 1,381 as of March 31, 2024.
Current wording
Accounts with Last Twelve-Month, or LTM, Spend of At Least $50,000 means an account that has spent at least $50,000 on our marketplace in the most recent twelve-month period. We view the acquisition of an account as a foundation for the addition of long-term buyers to our marketplace. Once an account joins our platform, we aim to expand the relationship and increase engagement and spending activities from that account over time. The number of accounts with LTM Spend of at least $50,000 on our platform reached 1,653 as of June 30, 2025, up 15% from 1,436 as of June 30, 2024.
Previous wording
We define Adjusted EBITDA as net loss, adjusted for interest expense, interest and dividend income, other expenses, and certain other non-cash or non-recurring items impacting net loss from time to time, principally comprised of depreciation and amortization, amortization of lease intangible, stock-based compensation, payroll tax expense related to stock-based compensation, lease termination, charitable contributions of common stock, income from an unconsolidated joint venture, restructuring charges, and acquisition and other adjustments not reflective of our ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance. Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA for a period by revenue for the same period.
Current wording
We define Adjusted EBITDA as net loss, adjusted for interest expense, interest and dividend income, other expenses, and certain other non-cash or non-recurring items impacting net loss from time to time, principally comprised of depreciation and amortization, amortization of lease intangible, benefit for income taxes, stock-based compensation, payroll tax expense related to stock-based compensation, charitable contributions of common stock, income from unconsolidated joint venture, restructuring charges, and acquisition and other adjustments not reflective of our ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance. Adjusted EBITDA is a performance measure that we use to assess our operating performance and the operating leverage in our business. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA for a period by revenue for the same period.
Previous wording
For the three months ended March 31, 2025, Adjusted EBITDA was $0.1 million, as compared to Adjusted EBITDA loss of $(7.5) million for the same quarter in 2024. For the quarter ended March 31, 2025, Adjusted EBITDA Margin was 0.1% of revenue, as compared to (6.1)% of revenue for the same quarter in 2024, driven primarily by increased operating efficiencies as we continue to grow our revenue and margins faster than our expenses.
Current wording
For the three months ended June 30, 2025, Adjusted EBITDA was $3.9 million, as compared to Adjusted EBITDA loss of $(2.6) million for the same quarter in 2024. For the three months ended June 30, 2025, Adjusted EBITDA Margin was 2.4% of revenue, as compared to (2.0)% of revenue for the same quarter in 2024. For the six months ended June 30, 2025, Adjusted EBITDA was $4.0 million, as compared to Adjusted EBITDA loss of $(10.1) million for the same period in 2024. For the six months ended June 30, 2025, Adjusted EBITDA Margin was 1.3% of revenue, as compared to (4.0)% of revenue for the same period in 2024. The increase in Adjusted EBITDA was driven primarily by increased operating efficiencies as we continue to grow our revenue and margins faster than our expenses.
Previous wording
We define Non-GAAP net income (loss), as net loss adjusted for depreciation and amortization, stock-based compensation, payroll tax expense related to stock-based compensation, amortization of lease intangible, amortization of deferred costs on convertible notes, charitable contributions of common stock, lease termination, restructuring charges and acquisition and other adjustments not reflective of our ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance.
Current wording
We define Non-GAAP net income (loss), as net loss adjusted for depreciation and amortization, stock-based compensation, payroll tax expense related to stock-based compensation, amortization of lease intangible, amortization of deferred costs on convertible notes, gain on sale of property and equipment, charitable contributions of common stock, lease termination, restructuring charges, loss on debt extinguishment and acquisition and other adjustments not reflective of our ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration, transaction costs and executive severance.
Previous wording
For the three months ended March 31, 2025, Non-GAAP net income was $0.8 million, as compared to Non-GAAP net loss of $(5.7) million for the same quarter in 2024. For the quarter ended March 31, 2025, Non-GAAP net income (loss) was 0.6% of revenue, as compared to (4.7)% of revenue for the same quarter in 2024.
Current wording
For the three months ended June 30, 2025, Non-GAAP net income was $4.7 million, as compared to Non-GAAP net loss of $(0.6) million for the same quarter in 2024. For the quarter ended June 30, 2025, Non-GAAP net income (loss) was 2.9% of revenue, as compared to (0.5)% of revenue for the same quarter in 2024.
Previous wording
Other expenses consist primarily of realized foreign exchange gains and/or losses and other expenses.
Current wording
Other expenses consist primarily of loss on debt extinguishment, realized foreign exchange gains and/or losses and other expenses.
Previous wording
Total revenue increased $28.3 million, or 23%, from $122.7 million for the three months ended March 31, 2024 to $151.0 million for the three months ended March 31, 2025. This growth was a result of an increase in marketplace revenue, partially offset by a decrease in supplier services revenue. Marketplace revenue increased $29.2 million, or 27%, from $107.2 million for the three months ended March 31, 2024 to $136.4 million for the three months ended March 31, 2025. The increase in marketplace revenue was primarily due to increased buyer activity on the platform, particularly with respect to enterprise customers for the three months ended March 31, 2025 as compared to the prior year period.
Current wording
Total revenue increased $30.0 million, or 23%, from $132.6 million for the three months ended June 30, 2024 to $162.5 million for the three months ended June 30, 2025. This growth was a result of an increase in marketplace revenue, partially offset by a decrease in supplier services revenue. Marketplace revenue increased $30.9 million, or 26%, from $117.3 million for the three months ended June 30, 2024 to $148.2 million for the three months ended June 30, 2025. The increase in marketplace revenue was primarily due to increased buyer activity on the platform, particularly with respect to enterprise customers, for the three months ended June 30, 2025 as compared to the prior year period.
Previous wording
Supplier services revenue decreased $0.9 million, or 6% from $15.5 million for the three months ended March 31, 2024 to $14.6 million for the three months ended March 31, 2025. The decrease in revenue was due to reductions in Thomas advertising and marketing services and to a lesser extent a decrease in Thomas non-core services partly offset by growth in financial services.
Current wording
Supplier services revenue decreased $1.0 million, or 6% from $15.3 million for the three months ended June 30, 2024 to $14.3 million for the three months ended June 30, 2025. The decrease in revenue was due to reductions in Thomas advertising and marketing services and to a lesser extent a decrease in Thomas non-core services partly offset by growth in financial services.
Previous wording
Total revenue for the three months ended March 31, 2025 and 2024 was $127.8 million and $103.4 million, respectively, for the U.S. operating segment and $23.2 million and $19.3 million, respectively, for the International operating segment.
Current wording
Total revenue for the three months ended June 30, 2025 and 2024 was $135.7 million and $112.2 million, respectively, for the U.S. operating segment and $26.8 million and $20.4 million, respectively, for the International operating segment.
Previous wording
Total cost of revenue increased $19.9 million, or 27%, from $74.8 million for the three months ended March 31, 2024 to $94.6 million for the three months ended March 31, 2025. This increase was primarily the result of an increase in marketplace cost of revenue. Total cost of revenue from marketplace and supplier services for the three months ended March 31, 2025 was $93.0 million and $1.6 million, respectively, as compared to $72.9 million and $1.9 million, respectively, for the three months ended March 31, 2024.
Current wording
Total cost of revenue increased $17.7 million, or 22%, from $79.7 million for the three months ended June 30, 2024 to $97.4 million for the three months ended June 30, 2025. This increase was primarily the result of an increase in marketplace cost of revenue. Total cost of revenue from marketplace and supplier services for the three months ended June 30, 2025 was $95.8 million and $1.6 million, respectively, as compared to $78.0 million and $1.7 million, respectively, for the three months ended June 30, 2024.
Previous wording
Gross profit increased $8.4 million, or 18%, from $47.9 million for the three months ended March 31, 2024 to $56.3 million for the three months ended March 31, 2025. The increase in gross profit was primarily due to a 26% increase in marketplace gross profit as compared to the prior year period.
Current wording
Gross profit increased $12.3 million, or 23%, from $52.9 million for the three months ended June 30, 2024 to $65.2 million for the three months ended June 30, 2025. The increase in gross profit was primarily due to increases in revenue from marketplace and improved marketplace gross margins as compared to the prior year period.
Previous wording
Product development expense increased $1.6 million, or 16%, from $9.6 million for the three months ended March 31, 2024 to $11.2 million for the three months ended March 31, 2025, primarily as result of increases in amortization expense related to capitalized internal-use software development costs and increases in software costs and increases due to restructuring costs. As a percent of total revenue, product development expenses decreased to 7.4% for the three months ended March 31, 2025 as compared to 7.8% for the three months ended March 31, 2024.
Current wording
Product development expense increased $1.0 million, or 10%, from $10.0 million for the three months ended June 30, 2024 to $11.0 million for the three months ended June 30, 2025, primarily as a result of increases in amortization expense related to capitalized internal-use software development costs, increases in software costs and increases in severance costs. As a percent of total revenue, product development expenses decreased to 6.8% for the three months ended June 30, 2025 as compared to 7.6% for the three months ended June 30, 2024.
Previous wording
General and administrative expense increased $2.1 million, or 14%, from $14.9 million for the three months ended March 31, 2024 to $17.0 million for the three months ended March 31, 2025. The increase was due to an increase in general and administrative employees and their compensation costs, including stock-based compensation, increases in reserves for bad debt, restructuring costs and software and maintenance costs. As a percent of total revenue, general and administrative expenses decreased to 11.3% for the three months ended March 31, 2025 from 12.2% for the three months ended March 31, 2024.
Current wording
General and administrative expense increased $0.5 million, or 3%, from $16.5 million for the three months ended June 30, 2024 to $16.9 million for the three months ended June 30, 2025. The increase was due to increases in the cost of charitable contributions of Class A common stock, reserves for bad debt, consulting costs and software and maintenance costs. As a percent of total revenue, general and administrative expenses decreased to 10.4% for the three months ended June 30, 2025 from 12.4% for the three months ended June 30, 2024.
Previous wording
Income from unconsolidated joint venture remained flat at $0.1 million for the three months ended March 31, 2025 and 2024.
Current wording
Income from unconsolidated joint venture remained flat at $0.2 million for the three months ended June 30, 2025 and 2024.
Previous wording
Total gross margin was 37.3% for three months ended March 31, 2025 as compared to 39.0% for the three months ended March 31, 2024. The decrease is primarily driven by faster growth and associated mix shift to marketplace revenue which has lower gross margin than supplier services.
Current wording
Total gross margin was 38.8% for six months ended June 30, 2025 as compared to 39.5% for the six months ended June 30, 2024. The decrease is primarily driven by faster growth and associated mix shift to marketplace revenue which has lower gross margin than supplier services.
Previous wording
Sales and marketing expense decreased $0.8 million, or 3%, from $27.2 million for the three months ended March 31, 2024 to $26.4 million for the three months ended March 31, 2025, primarily due to lower commissions and marketing and advertising expense. These decreases were offset by additional sales and marketing employees and their compensation costs, including stock-based compensation and travel and entertainment costs. As a percent of total revenue, sales and marketing expenses decreased to 17.5% for the three months ended March 31, 2025 from 22.2% for the three months ended March 31, 2024.
Current wording
Sales and marketing expense increased $1.5 million, or 3%, from $54.7 million for the six months ended June 30, 2024 to $56.2 million for the six months ended June 30, 2025, primarily due to additional sales and marketing employees and their compensation costs, including stock-based compensation, along with consulting and travel costs. These increases were offset by a reduction in marketing and advertising expense. As a percent of total revenue, sales and marketing expenses decreased to 17.9% for the six months ended June 30, 2025 from 21.4% for the six months ended June 30, 2024.
Previous wording
Advertising expense decreased 18%, from $8.3 million for the three months ended March 31, 2024 to $6.8 million for the three months ended March 31, 2025 primarily due to decreased marketplace advertising.
Current wording
Advertising expense decreased 6%, from $17.1 million for the six months ended June 30, 2024 to $16.0 million for the six months ended June 30, 2025 primarily due to decreased marketplace advertising.
Previous wording
Total segment Adjusted EBITDA from our U.S. reportable segment for the three months ended March 31, 2025 and 2024 was $3.0 million and ($5.5) million, respectively. Total segment Adjusted EBITDA from our International reportable segment for the three months ended March 31, 2025 and 2024 was $(2.9) million and $(2.0) million, respectively.
Current wording
Total segment Adjusted EBITDA from our U.S. reportable segment for the six months ended June 30, 2025 and 2024 was $9.9 million and $(5.2) million, respectively. Total segment Adjusted EBITDA from our International reportable segment for the six months ended June 30, 2025 and 2024 was $(5.9) million and $(4.9) million, respectively.
Previous wording
We have financed our operations primarily through sales of our equity securities and borrowings under our convertible notes. As of March 31, 2025, our cash and cash equivalents and marketable securities totaled $231.4 million. We believe our existing cash and cash equivalents and marketable securities will be sufficient to support our working capital and capital expenditure requirements for at least the next twelve months. We believe we will meet our longer-term expected future cash requirements primarily from a combination of cash flow from operating activities and available cash and cash equivalents and marketable securities. We may also engage in equity or debt financings to secure additional funds. Our future capital requirements will depend on many factors, including our revenue growth rate, receivable and payable cycles, the timing and extent of investments in product development, sales and marketing, operations and support and general and administrative expenses.
Current wording
We have financed our operations primarily through sales of our equity securities and borrowings under our convertible notes. As of June 30, 2025, our cash and cash equivalents and marketable securities totaled $225.8 million. We believe our existing cash and cash equivalents and marketable securities will be sufficient to support our working capital and capital expenditure requirements for at least the next twelve months. We believe we will meet our longer-term expected future cash requirements primarily from a combination of cash flow from operating activities and available cash and cash equivalents and marketable securities. We may also engage in equity or debt financings to secure additional funds. Our future capital requirements will depend on many factors, including our revenue growth rate, receivable and payable cycles, the timing and extent of investments in product development, sales and marketing, operations and support and general and administrative expenses.
Previous wording
if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the 2027 Notes on each such trading day;
Current wording
during any calendar quarter commencing after the calendar quarter ending on June 30, 2022 (and only during such quarter), if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the 2027 Notes on each such trading day;
Previous wording
As of March 31, 2025, the 2027 Notes have a carrying value of $284.1 million with an effective annual interest rate of 1.6%.
Current wording
As of June 30, 2025, the 2027 Notes have a carrying value of approximately $84.9 million with an effective annual interest rate of 1.6%.
Previous wording
The following table presents a summary of our cash flows from operating, investing, and financing activities for the three months ended March 31, 2025 and 2024.
Current wording
The following table presents a summary of our cash flows from operating, investing, and financing activities for the six months ended June 30, 2025 and 2024.
Previous wording
For the three months ended March 31, 2025, net cash used in operating activities was $3.7 million, primarily due to a net loss of $(15.1) million adjusted for non-cash charges of $13.6 million and a net decrease in our operating assets and liabilities of $(2.2) million. The non-cash adjustments primarily relate to stock-based compensation of $7.3 million, depreciation and amortization of $4.2 million and a $1.1 million of reduction to our right of use lease assets. The net decrease in operating assets and liabilities is primarily driven by the changes in accounts receivable of $13.4 million due to increased sales, changes in other assets of $2.0 million, changes in lease liabilities of $1.5 million and changes in prepaid expenses of $1.5 million offset by changes in accounts payable of $15.0 million due to timing of payments and changes in contract liabilities of $1.9 million.
Current wording
For the six months ended June 30, 2025, net cash used in operating activities was $4.1 million, primarily due to a net loss of $(41.5) million adjusted for non-cash charges of $44.5 million and a net decrease in our operating assets and liabilities of $(7.1) million. The non-cash adjustments primarily relate to a loss on debt extinguishment of $16.4 million, stock-based compensation of $15.2 million, depreciation and amortization of $8.7 million and a $2.2 million of reduction to our right of use lease assets. The net decrease in operating assets and liabilities is primarily driven by the changes in accounts receivable of $13.5 million due to increased sales and a reduction in lease liabilities of $3.2 million, offset by changes in accounts payable and accrued cost of revenue of $6.4 million due to timing of payments and growth, changes in contract liabilities of $2.1 million and changes in other accrued expenses of $2.0 million.
Previous wording
For the three months ended March 31, 2024, net cash used in operating activities was $11.7 million, primarily due to a net loss of $(16.6) million adjusted for non-cash charges of $11.1 million and a net decrease in our operating assets and liabilities of $(6.3) million. The non-cash adjustments primarily relate to stock-based compensation of $6.0 million, depreciation and amortization of $3.2 million, and $1.1 million of reduction to our right of use lease assets. The net decrease in operating assets and liabilities is primarily driven by changes in accounts payable of $10.6 million due to the timing of payments and lease liabilities of $1.7 million, offset by changes in accrued expenses of $4.4 million and contract liabilities of $2.3 million.
Current wording
For the six months ended June 30, 2024, net cash used in operating activities was $20.8 million, primarily due to a net loss of $(30.3) million adjusted for non-cash charges of $24.4 million and a net decrease in our operating assets and liabilities of $(14.9) million. The non-cash adjustments primarily relate to stock-based compensation of $14.2 million, depreciation and amortization of $6.4 million, and a $2.2 million of reduction to our right of use lease assets. The net decrease in operating assets and liabilities is primarily driven by changes in accounts payable of $14.4 million due to the timing of payments and reductions in lease liabilities of $3.4 million, offset by changes in other assets of $2.6 million.
Previous wording
For the three months ended March 31, 2025, net cash used by investing activities was $3.7 million, primarily due to the purchase of property and equipment (which includes the internal-use software development costs) of $5.5 million and the purchase of marketable securities of $2.3 million offset by the sale of marketable securities of $4.0 million.
Current wording
For the six months ended June 30, 2025, net cash used in investing activities was $3.8 million, primarily due to the purchase of property and equipment (which includes the internal-use software development costs) of $12.5 million and the purchase of marketable securities of $4.4 million offset by the sale of marketable securities of $13.0 million.
Previous wording
For the three months ended March 31, 2024, net cash provided by investing activities was $2.9 million, primarily due to the proceeds from the sale of marketable securities of $10.0 million offset by the purchase of property and equipment (which includes internal-use software development costs) of $4.3 million and $2.7 million for the purchase of marketable securities.
Current wording
For the six months ended June 30, 2024, net cash used in investing activities was $12.1 million, primarily due to the purchase of marketable securities of $13.5 million and purchase of property and equipment (which includes the internal-use software development costs) of $8.8 million offset from the sale of marketable securities of $10.0 million.
Previous wording
For the three months ended March 31, 2025, net cash provided by financing activities was $0.5 million, relating to proceeds from the exercise of stock options.
Current wording
For the six months ended June 30, 2024, net cash provided by financing activities was $1.8 million, relating to proceeds from the exercise of stock options.
Previous wording
Our condensed consolidated financial statements and accompanying notes have been prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Actual results may differ from these estimates. To the extent that there are material differences between these estimates and our actual results, our future financial statements will be affected. For additional information about our critical accounting policies and estimates, see the disclosure included in our Annual Report on Form 10-K for the year ended December 31,
Current wording
Our condensed consolidated financial statements and accompanying notes have been prepared in accordance with GAAP. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Actual results may differ from these estimates. To the extent that there are material differences between these estimates and our actual results, our future financial statements will be affected. For additional information about our critical accounting policies and estimates, see the disclosure included in our Annual Report on Form 10-K for the year ended December 31, 2024 as well as Note 2, Basis of Presentation and Summary of Significant Accounting Policies in the notes to the condensed consolidated financial statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q. There have been no material changes to our critical accounting policies and accounting estimates as compared to those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
Rearranged current paragraphs (22)
Current report — wording carried from elsewhere
Total segment Adjusted EBITDA from our U.S. reportable segment for the three months ended June 30, 2025 and 2024 was $6.9 million and $0.2 million, respectively. Total segment Adjusted EBITDA from our International reportable segment was $(2.9) million for both three-month periods ended June 30, 2025 and 2024.
Current report — wording carried from elsewhere
The following table sets forth our unaudited statements of operations data for the periods indicated:
Current report — wording carried from elsewhere
The following table sets forth our unaudited statements of operations data expressed as a percentage of total revenue for the periods indicated:
Current report — wording carried from elsewhere
The following tables present our disaggregated revenue and cost of revenue. Revenue from our marketplace primarily reflects the sales of parts and assemblies on our platform. Revenue from supplier services primarily includes the sale of advertising and to a lesser extent financial service products and SaaS products.
Current report — wording carried from elsewhere
Revenue and cost of revenue is presented in the following tables for the six months ended June 30, 2025 and 2024 (in thousands):
Current report — wording carried from elsewhere
Total revenue increased $58.2 million, or 23%, from $255.3 million for the six months ended June 30, 2024 to $313.5 million for the six months ended June 30, 2025. This growth was a result of an increase in marketplace revenue, partially offset by a decrease in supplier services revenue. Marketplace revenue increased $60.1 million, or 27%, from $224.5 million for the six months ended June 30, 2024 to $284.6 million for the six months ended June 30, 2025. The increase in marketplace revenue was primarily due to increased buyer activity on the platform, particularly with respect to enterprise customers, for the six months ended June 30, 2025 as compared to the prior year period.
Current report — wording carried from elsewhere
Supplier services revenue decreased $1.9 million, or 6%, from $30.8 million for the six months ended June 30, 20244 to $28.9 million for the six months ended June 30, 2025. The decrease in revenue was due to reductions in Thomas advertising and marketing services and to a lesser extent a decrease in Thomas non-core services partly offset by growth in financial services.
Current report — wording carried from elsewhere
Marketplace cost of revenue was driven by increased payments to suppliers on our platform due to order growth and increased activity on our marketplace.
Current report — wording carried from elsewhere
Interest expense remained flat at $2.4 million for the six months ended June 30, 2025 and 2024. Interest expense is primarily due to the interest on the 2027 convertible notes issued in February 2022.
Current report — wording carried from elsewhere
Refer to Note 5, Segmentsas we changed our measure of segment profit or loss in 2024 to segment Adjusted EBITDA and recast prior year data.
Current report — wording carried from elsewhere
In June 2025, we issued $250.0 million aggregate principal amount of 2030 Notes pursuant to an indenture dated June 12, 2025, including the exercise in full of the initial purchasers’ option to purchase up to an addition $25.0 million principal amount of the 2030 Notes. The 2030 Notes were sold in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The net proceeds from the issuance of the 2030 Notes were $242.2 million, net of debt issuance costs. The debt issuance costs are amortized to interest expense using the effective interest rate method.
Current report — wording carried from elsewhere
The 2030 Notes are general unsecured obligations and bear regular interest at 0.75% per annum, payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2025. The 2030 Notes will mature on June 15, 2030 unless earlier repurchased, redeemed, or converted in accordance with their terms prior to such date.
Current report — wording carried from elsewhere
The 2030 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 21.2495 shares of Class A common stock per $1,000 principal amount of 2030 Notes, which is equivalent to an initial conversion price of approximately $47.06 per share of our Class A common stock. The conversion rate is subject to customary adjustments for certain events as described in the indenture governing the 2030 Notes. In addition, following certain corporate events that occur prior to the maturity date of the 2030 Notes or if we deliver a notice of redemption in respect of the 2030 Notes, we will, under certain circumstances, increase the conversion rate of the 2030 Notes for a holder who elects to convert its 2030 Notes in connection with such a corporate event or convert its 2030 Notes called (or deemed called) for redemption in connection with such notice of redemption, as the case may be.
Current report — wording carried from elsewhere
We may redeem for cash all or any portion of the 2030 Notes, at our option, on or after June 20, 2028 if the last reported sale price of our Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption, at a redemption price equal to 100% of the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.
Current report — wording carried from elsewhere
Holders of the 2030 Notes may convert all or a portion of their 2030 Notes at their option prior to the close of business on the business day immediately preceding March 15, 2030, in multiples of $1,000 principal amounts, only under the following circumstances:
Current report — wording carried from elsewhere
during any calendar quarter commencing after the calendar quarter ending on September 30, 2025 (and only during such calendar quarter), if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the 2030 Notes on each such trading day;
Current report — wording carried from elsewhere
during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of the 2030 Notes for each day of such ten consecutive trading day period was less than 98% of the product of the last reported sale price of our Class A common stock and the applicable conversion rate of the 2030 Notes;
Current report — wording carried from elsewhere
on a notice of redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date, in which case we may be required to increase the conversion rate for the 2030 Notes so surrendered for conversion in connection with such redemption notice; or
Current report — wording carried from elsewhere
In the event of a fundamental change (as defined in the indenture governing the 2030 Notes), subject to certain conditions and limited exceptions, holders of the 2030 Notes may require us to repurchase for cash all or a portion of the 2030 Notes at a price equal to 100% of the principal amount of the 2030 Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.
Current report — wording carried from elsewhere
As of June 30, 2025, the 2030 Notes have a carrying value of approximately $241.5 million with an effective annual interest rate of 1.5%.
Current report — wording carried from elsewhere
On or after November 1, 2026, the 2027 Notes are convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.
Current report — wording carried from elsewhere
We accounted for the issuance of the 2027 Notes as a single liability measured at its amortized cost, as no other embedded features require bifurcation and recognition as derivatives.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
For the three months ended March 31, 2024, net cash provided by financing activities was $1.2 million, relating to proceeds from the exercise of stock options.
Previous report — wording carried elsewhere
2024 as well as Note 2, Basis of Presentation and Summary of Significant Accounting Policies in the notes to the condensed consolidated financial statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q. There have been no material changes to our critical accounting policies and accounting estimates as compared to those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.