ZIFF DAVIS, INC.
For the period ended Sep 30, 2026. Filed Nov 6, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-07.
0001084048-26-000046
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0001084048-26-000052
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 158 previous paragraphs and 165 current paragraphs.
94 unchanged; 52 reworded; 12 added; 10 removed; 2 previous and 7 current paragraphs rearranged.
Tables are not compared: 17 previous and 17 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 (12)
Current report
Provision for credit losses on investments. Provision for credit losses on investments during the three and nine months ended September 30, 2025 was due to credit losses on the investment in a corporate debt security, including accrued interest receivable.
Current report
The third quarter of 2025 rate was impacted by a discrete tax expense from the remeasurement of the reserve for uncertain tax positions and from the recognition of a valuation allowance related to a credit loss recognized on an investment that was classified as available-for-sale, which resulted in an increase of the effective income tax rate in the period.
Current report
A discrete tax benefit of $1.3 million in 2026 from the release of the reserve for uncertain tax positions as compared to a discrete tax expense of $1.1 million in 2025 from the remeasurement of the reserve for uncertain tax positions.
Current report
Net income from discontinued operations, net of tax was $0.0 million for the three months ended September 30, 2026 compared to net income from discontinued operations, net of tax of $12.4 million for the three months ended September 30, 2025. The decrease in net income from discontinued operations, net of tax during the three months ended September 30, 2026 was driven by the disposal of the Connectivity business during the second quarter of 2026.
Current report
Net (loss) income
Current report
Technology & Shopping’s operating costs and expenses of $120.8 million during the three months ended September 30, 2026 increased $35.6 million compared to the prior period primarily driven by a $29.6 million goodwill impairment and a $6.5 million long-lived asset impairment.
Current report
Technology & Shopping’s operating costs and expenses of $278.5 million during the nine months ended September 30, 2026 increased $18.9 million compared to the prior period primarily driven by a $29.6 million goodwill impairment and a $6.5 million long-lived asset impairment, partially offset by a $6.6 million decrease in depreciation and amortization expense, a $6.5 million decrease in professional and other third-party services, and a $5.4 million decrease in salaries, benefits, and other employee expenses.
Current report
Gaming & Entertainment’s revenues of $46.6 million during the three months ended September 30, 2026 decreased $1.0 million compared to the prior period primarily due to a $1.2 million decrease in advertising and performance marketing revenues, partially offset by a $0.1 million increase in subscription and licensing revenues and a $0.1 million increase in other revenues. The decline in advertising and performance marketing revenues during the quarter reflects a weaker slate of game releases in the third quarter of 2026 compared to the third quarter of 2025.
Current report
Gaming & Entertainment’s operating costs and expenses of $35.5 million during the three months ended September 30, 2026 increased $2.7 million compared to the prior period primarily due to a $2.0 million increase in advertising and marketing related expenses and a $1.3 million increase in salaries, benefits, and other employee expenses.
Current report
Health & Wellness’s operating costs and expenses of $75.2 million during the three months ended September 30, 2026 decreased $4.2 million compared to the prior period primarily due to a $2.9 million decrease in salaries, benefits, and other employee expenses and a $1.0 million decrease in partner payments.
Current report
Cybersecurity & Martech‘s operating costs and expenses of $64.1 million during the three months ended September 30, 2026 decreased $13.8 million due primarily to the absence of a goodwill impairment of $17.6 million that was incurred the prior period and a $1.9 million decrease in depreciation and amortization expense, partially offset by a long-lived asset impairment of $8.1 million.
Current report
Cybersecurity & Martech‘s operating costs and expenses of $175.5 million during the nine months ended September 30, 2026 decreased $14.5 million primarily due to the absence of a goodwill impairment of $17.6 million that was incurred the prior period and a $5.7 million decrease in depreciation and amortization expense, partially offset by a long-lived asset impairment of $8.1 million.
Removed paragraphs (10)
Previous report
A discrete tax charge of $1.3 million in 2026 from remeasuring our deferred taxes due to a change in our expected state tax rates; and
Previous report
The absence of a discrete tax benefit that occurred in 2025 due to a release of the valuation allowance against our U.S. capital loss carryforwards which resulted in a discrete tax benefit of $3.2 million recognized during 2025 with no similar event in 2026.
Previous report
Net income from discontinued operations, net of tax was $699.7 million for the six months ended June 30, 2026 compared to net income from discontinued operations, net of tax of $26.5 million for the six months ended June 30, 2025. The
Previous report
Net income
Previous report
Technology & Shopping’s operating costs and expenses of $80.1 million during the three months ended June 30, 2026 decreased $8.7 million compared to the prior period primarily driven by a $2.5 million decrease in depreciation and amortization expenses, a $2.3 million decrease in salaries, benefits, and other employee expenses, a $2.2 million decrease in professional and other third-party services, and a $1.9 million decrease in advertising and performance marketing related expenses.
Previous report
Technology & Shopping’s operating costs and expenses of $157.7 million during the six months ended June 30, 2026 decreased $16.7 million compared to the prior period primarily driven by a $4.4 million decrease in professional and other third-party services, a $4.3 million decrease in advertising and performance marketing related expenses, a $4.3 million decrease in depreciation and amortization expenses, and a $4.3 million decrease in salaries, benefits, and other employee expenses.
Previous report
Gaming & Entertainment’s operating costs and expenses of $37.6 million during the three months ended June 30, 2026 increased $2.6 million compared to the prior period primarily due to a $0.8 million increase in professional and other third-party services and a $0.7 million increase in advertising and marketing related expenses.
Previous report
Cybersecurity & Martech‘s operating costs and expenses of $55.3 million during the three months ended June 30, 2026 decreased $0.8 million due primarily to a decline in indirect tax expense of $4.3 million driven by a reduction in certain reserves due to the expiration of certain statutes of limitations, partially offset by a $1.8 million increase in salaries, benefits, and other employee expenses, and a $1.3 million increase in campaign fulfillment costs.
Previous report
Cybersecurity & Martech‘s operating costs and expenses of $111.4 million during the six months ended June 30, 2026 decreased $0.7 million primarily due to a decline in indirect tax expense of $4.3 million driven by a reduction in certain reserves due to the expiration of certain statutes of limitations and a $3.8 million decrease in depreciation and amortization, partially offset by an increase of $2.8 million in campaign fulfillment costs, an increase of $2.6 million in salaries, benefits, and other employee expenses, and an increase of $1.8 million in cloud computing, software, and other related expenses.
Previous report
On July 16, 2024, the Company issued $263.1 million in aggregate principal amount of new 3.625% Convertible Notes due 2028 (the “3.625% Convertible Notes”) and paid an aggregate of approximately $135.0 million in cash in exchange for approximately $400.9 million in aggregate principal amount of the Company’s 1.75% Convertible Notes (collectively, the “Exchange Transaction”) pursuant to separate, privately negotiated exchange agreements with certain holders of the 1.75% Convertible Notes. The 3.625% Convertible Notes bear interest at a rate of 3.625% per annum on the principal amount thereof, payable semi-annually in arrears on September 1 and March 1 of each year, beginning on March 1, 2025, to the noteholders of record of the 3.625% Convertible Notes as of the close of business on the immediately preceding August 15 and February 15, respectively. The 3.625% Convertible Notes will mature on March 1, 2028, unless earlier converted or repurchased. The 3.625% Convertible Notes can be settled in cash, the Company’s common stock at an initial conversion rate of $100 per share, or a combination of cash and the Company’s common stock, at the Company’s election. See Note 8 –Debtin Part I Item 1 of this Quarterly Report on Form 10-Q for further details.
Reworded paragraphs (52)
Previous wording
(2) The metric includes the sale of perpetual software licenses, when applicable, revenue for which is recorded at a point in time rather than over-time.
Current wording
(2) The metric includes the sale of licenses, for which when applicable, revenue is recorded at a point in time rather than over-time. For the three months ended September 30, 2026, a licensing arrangement totaling $1.0 million of revenue at the Health & Wellness reportable segment was excluded from the above metrics as its nature and size were significantly different from the other components of the metrics presented for the Health & Wellness reportable segment.
Previous wording
In the ordinary course of business, we have made a number of estimates and assumptions relating to the reporting of results of operations and financial condition in the preparation of our financial statements. Actual results could differ significantly from those estimates under different assumptions and conditions. Our critical accounting policies are described in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026. During the six months ended June 30, 2026, there were no significant changes in our critical accounting policies and estimates. See Note 1 — Basis of Presentation and Overview in Item 1 of Part I of this Quarterly Report on Form 10-Q for additional description of significant accounting policies of the Company. As a result of certain developments in one reporting unit within the Health & Wellness reportable segment during the three and six months ended June 30, 2026, the Company performed a quantitative impairment test described further below.
Current wording
In the ordinary course of business, we have made a number of estimates and assumptions relating to the reporting of results of operations and financial condition in the preparation of our financial statements. Actual results could differ significantly from those estimates under different assumptions and conditions. Our critical accounting policies are described in our 2025 Annual Report on Form 10-K filed with the SEC on February 24, 2026. During the nine months ended September 30, 2026, there were no significant changes in our critical accounting policies and estimates. See Note 1 — Basis of Presentation and Overview in Item 1 of Part I of this Quarterly Report on Form 10-Q for additional description of significant accounting policies of the Company. As a result of certain developments in certain reporting units during the three and nine months ended September 30, 2026, the Company performed the quantitative impairment tests described further below.
Previous wording
In each period, the fair value of the reporting units was determined using an equal weighting of an income approach that was based on the discounted estimated future cash flows of the reporting unit and a market approach that uses the guideline public company approach. We believe the combination of these approaches provides an appropriate valuation because it incorporates the expected cash generation of the reporting unit in addition to how a third-party market participant would value the reporting unit. As the business is assumed to continue in perpetuity, the discounted future cash flows include a terminal value. Determining fair value using a discounted estimated future cash flow analysis requires the exercise of significant judgment with respect to several items, including the amount and timing of expected future cash flows and appropriate discount rates. The expected cash flows used in the discounted cash flow analyses were based on the most recent forecast for the reporting unit. For years beyond the forecast period, the estimates were based, in part, on forecasted growth rates. The discount rate the Company used represents the estimated weighted average cost of capital, which reflects the overall level of inherent risk involved in its reporting unit operations and the rate of return a market participant would expect to earn. Determining fair value using a market approach considers multiples of financial metrics based on trading multiples of a selected peer group of companies. From the comparable companies, a representative market multiple is determined, which is applied to financial metrics to estimate the fair value of the reporting unit.
Current wording
-41- incorporates the expected cash generation of the reporting unit in addition to how a third-party market participant would value the reporting unit. As the business is assumed to continue in perpetuity, the discounted future cash flows include a terminal value. Determining fair value using a discounted estimated future cash flow analysis requires the exercise of significant judgment with respect to several items, including the amount and timing of expected future cash flows and appropriate discount rates. The expected cash flows used in the discounted cash flow analyses were based on the most recent forecast for the reporting unit. For years beyond the forecast period, the estimates were based, in part, on forecasted growth rates. The discount rate the Company used represents the estimated weighted average cost of capital, which reflects the overall level of inherent risk involved in its reporting unit operations and the rate of return a market participant would expect to earn. Determining fair value using a market approach considers multiples of financial metrics based on trading multiples of a selected peer group of companies. From the comparable companies, a representative market multiple is determined, which is applied to financial metrics to estimate the fair value of the reporting unit.
Previous wording
During the three and six months ended June 30, 2026, the Company performed a quantitative fair value test on one reporting unit within the Health & Wellness reportable segment, following a period of declining results and reductions in forecasted revenue and earnings before interest, taxes, depreciation, and amortization (“EBITDA”) in the reporting unit during the second quarter of 2026. Based on the quantitative fair value test, the carrying value exceeded its fair value, and the Company recorded an impairment of approximately $54.8 million during the three and six months ended June 30, 2026. In addition, following impairment at one reporting unit within the Cybersecurity & Martech reportable segment during the year ended December 31, 2025, there was no excess of fair value over the carrying value at that reporting unit. Thus, any further decrease in estimated fair value at these reporting units greater than any decrease in the carrying value at these reporting units will result in an additional impairment charge to goodwill. Goodwill at these two reporting units was $196.3 million as of June 30, 2026. There were no other reporting units with less than 10% excess fair value over carrying value as of the most recent evaluation that may be at risk of impairment as of June 30, 2026. Changes in market conditions, and key assumptions made in future quantitative assessments, including expected cash flows, competitive factors and discount rates, could negatively impact the results of future impairment testing and could result in the recognition of an impairment charge.
Current wording
Following the impairment and as of the most recent evaluation, there was one reporting unit within the Technology & Shopping reportable segment and one reporting unit within the Health & Wellness reportable segment with no excess fair value over carrying value. Thus, any further decrease in estimated fair value greater than any decrease in carrying value at these reporting units would result in an additional impairment charge to goodwill. Goodwill in these two reporting units was $104.9 million as of September 30, 2026. Further, there was one reporting unit within the Technology & Shopping reportable segment and two reporting units within the Cybersecurity & Martech reportable segment with less than 15% excess fair value over carrying value that may be at risk of impairment as of September 30, 2026. Goodwill at these three reporting units was $767.9 million as of September 30, 2026. Changes in market conditions, and key assumptions made in future quantitative assessments, including expected cash flows, competitive factors and discount rates, could negatively impact the results of future impairment testing and could result in the recognition of an impairment charge.
Previous wording
Long-lived assets- The Company accounts for long-lived assets, which include property and equipment, operating lease right-of-use assets, and identifiable intangible assets with finite useful lives (subject to amortization), in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) ASC Topic 360, Property, Plant, and Equipment, which requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset to the expected undiscounted future net cash flows generated by the asset. If it is determined that the asset may not be recoverable, and if the carrying amount of an asset exceeds its estimated fair value, an impairment charge is recognized to the extent of the difference. During the three and six months ended June 30, 2026, the Company assessed the recoverability of certain of its assets in its Health & Wellness reportable segment following reductions in forecasted revenue and EBITDA in one of its asset groups and recorded an impairment of its internal-use-software of approximately $1.8 million within ‘General, administrative, and other related costs’ in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2026. The fair value of the internal-use-software was estimated using the multi-period excess earnings method under the income approach, which utilizes assumptions including projected future revenue generated from the asset, projected expenses, and discount rate.
Current wording
Long-lived assets- The Company accounts for long-lived assets, which include property and equipment, operating lease right-of-use assets, and identifiable intangible assets with finite useful lives (subject to amortization), in accordance with the provisions of the Financial Accounting Standards Board (“FASB”) ASC Topic 360, Property, Plant, and Equipment, which requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset to the expected undiscounted future net cash flows generated by the asset. If it is determined that the asset may not be recoverable, and if the carrying amount of an asset exceeds its estimated fair value, an impairment charge is recognized to the extent of the difference.
Previous wording
Results of Operations for the Three and Six Months Ended June 30, 2026
Current wording
Results of Operations for the Three and Nine Months Ended September 30, 2026
Previous wording
The main focus of our Technology & Shopping, Gaming & Entertainment, and Health & Wellness platform monetization programs is to provide relevant and useful advertising to visitors to our websites, provide meaningful content that informs and shapes purchase intent, and leverage our brand and editorial assets into subscription platforms. As a result, we expect to continue to take steps to improve the relevance of the ads displayed on our websites and applications and those included within our advertising networks, and improve the effectiveness of our content as well as our subscription services and licenses. The operating margin we realize on revenues generated from ads placed on our websites and applications is significantly higher than the operating margin we realize from revenues generated from those placed on third-party websites and applications. Growth in advertising revenues from our websites and applications has generally exceeded that from third-party websites and applications. This trend has generally had a positive impact on our operating margins.
Current wording
The main focus of our Technology & Shopping, Gaming & Entertainment, and Health & Wellness platform monetization programs is to provide relevant and useful advertising to visitors to our websites, provide meaningful content that informs and shapes purchase intent, and leverage our brand and editorial assets into subscription platforms. As a result, we expect to continue to take steps to improve the relevance of the ads displayed on our websites and applications and those included within our advertising networks, and improve the effectiveness of our content as well as our subscription services and licenses. The operating margin we realize on revenues generated from ads placed on our websites and applications is
Previous wording
Our revenues decreased during the six months ended June 30, 2026 compared to the prior period primarily due to a $20.4 million decrease in advertising and performance marketing revenues. This decrease was driven primarily by a $16.8 million decrease in the Technology & Shopping reportable segment, a $1.8 million decrease in the Gaming & Entertainment reportable segment and a $1.7 million decrease in the Health & Wellness reportable segment. Subscription and licensing revenues increased $1.6 million compared to the prior year period due primarily to a $3.8 million increase in our Gaming & Entertainment reportable segment, partially offset by a $2.9 million decrease in our Cybersecurity & Martech reportable segment. Other revenues increased $5.5 million compared to the prior year period due primarily to a $5.7 million increase in our Cybersecurity & Martech reportable segment. Included in revenue during the six months ended June 30, 2026 was $18.2 million of incremental revenues contributed by businesses acquired during the first half of 2026 and the full year 2025.
Current wording
Our revenues decreased during the three months ended September 30, 2026 compared to the prior period primarily due to a $15.4 million decrease in advertising and performance marketing revenues. This decrease was driven primarily by a $8.3 million decrease in the Health & Wellness reportable segment, a $6.0 million decrease in the Technology & Shopping reportable segment, and a $1.2 million decrease in the Gaming & Entertainment reportable segment. Subscription and licensing revenues decreased $2.8 million. Other revenues increased $1.0 million compared to the prior year period. Included in revenue during the three months ended September 30, 2026 was $4.2 million of incremental revenues contributed by businesses acquired during the nine months of 2026 and the full year 2025.
Previous wording
Our revenues decreased during the three months ended June 30, 2026 compared to the prior period primarily due to an $11.5 million decrease in advertising and performance marketing revenues. This decrease was driven primarily by a $5.7 million decrease in the Technology & Shopping reportable segment, a $3.1 million decrease in the Gaming & Entertainment reportable segment, and a $2.7 million decrease in the Health & Wellness reportable segment. Subscription and licensing revenues decreased $0.2 million. Other revenues increased $3.7 million compared to the prior year period due primarily to a $3.0 million increase in the Cybersecurity & Martech reportable segment. Included in revenue during the three months ended June 30, 2026 were $7.1 million of incremental revenues contributed by businesses acquired during the first half of 2026 and the full year 2025.
Current wording
Our revenues decreased during the nine months ended September 30, 2026 compared to the prior period primarily due to a $35.8 million decrease in advertising and performance marketing revenues. This decrease was driven primarily by a $22.8 million decrease in the Technology & Shopping reportable segment, a $10.0 million decrease in the Health & Wellness reportable segment, and a $3.0 million decrease in the Gaming & Entertainment reportable segment. Subscription and licensing revenues decreased $1.1 million compared to the prior year period. Other revenues increased $6.5 million compared to the prior year period due primarily to a $6.1 million increase in our Cybersecurity & Martech reportable segment. Included in revenue during the nine months ended September 30, 2026 was $22.4 million of incremental revenues contributed by businesses acquired during the nine months of 2026 and the full year 2025.
Previous wording
Direct costs represent the Company’s cost of revenues and primarily include costs associated with compensation for personnel directly involved in revenue generation, content fees, production costs, royalty fees, hosting and licensing costs, and processing fees. The increase in direct costs for the three months ended June 30, 2026 compared to the prior period was primarily due to a $2.0 million increase in cloud computing, software, and other related expenses, a $1.0 million increase in campaign fulfillment costs related primarily to a business acquired in 2025, and a $0.7 million increase in salaries, benefits, and other employee expenses. The increase in direct costs for the six months ended June 30, 2026 compared to the prior period was primarily due to a $3.4 million increase in cloud computing, software, and other related expenses, a $2.1 million increase in campaign fulfillment costs related primarily to a business acquired in 2025, a $2.2 million increase in partner payments, and a $1.0 million increase in salaries, benefits, and other employee expenses.
Current wording
Direct costs represent the Company’s cost of revenues and primarily include costs associated with compensation for personnel directly involved in revenue generation, content fees, production costs, royalty fees, hosting and licensing costs, and processing fees. The decrease in direct costs for the three months ended September 30, 2026 compared to the prior period was primarily due to a $0.9 million decrease in professional and other third-party services, a $0.3 million decrease in advertising and marketing related expenses, and a $0.6 million decrease in other expenses, partially offset by a $1.4 million increase in cloud computing, software, and other related expenses. The increase in direct costs for the nine months ended September 30, 2026 compared to the prior period was primarily due to a $4.8 million increase in cloud computing, software, and other related expenses, a $2.1 million increase in partner payments, and a $1.0 million increase in salaries, benefits, and other employee expenses.
Previous wording
Sales and marketing costs consist primarily of internet-based advertising, sales and marketing, personnel costs, and other business development-related expenses. Our internet-based advertising relationships consist primarily of fixed cost and performance-based (cost-per-impression, cost-per-click, and cost-per-acquisition) advertising relationships with an array of online service providers. The decrease in sales and marketing expenses during the three months ended June 30, 2026 compared to the prior period was primarily due to a $1.9 million decrease in professional and third-party services, a $1.4 million decrease in advertising and marketing related expenses, and a $0.9 million decrease in cloud computing, software, and other related expenses. The decrease in sales and marketing expenses for the six months ended June 30, 2026 compared to the prior period was primarily due to a $3.6 million decrease in professional and third-party services and a $2.7 million decrease in advertising and marketing related expenses, partially offset by a $4.4 million increase in salaries, benefits, and other employee expenses.
Current wording
Sales and marketing costs consist primarily of internet-based advertising, sales and marketing, personnel costs, and other business development-related expenses. Our internet-based advertising relationships consist primarily of fixed cost and performance-based (cost-per-impression, cost-per-click, and cost-per-acquisition) advertising relationships with an array of online service providers. The increase in sales and marketing expenses during the three months ended September 30, 2026 compared to the prior period was primarily due to a $7.0 million increase in advertising and marketing related expenses, partially offset by a $0.8 million decrease in cloud computing, software, and other related expenses, a $0.9 million decrease in professional and third-party services, and a $0.7 million decrease in salaries, benefits, and other employee expenses. The increase in sales and marketing expenses for the nine months ended September 30, 2026 compared to the prior period was primarily due to a $4.4 million increase in advertising and marketing related expenses and a $3.6 million increase in salaries, benefits, and other employee expenses, partially offset by a $4.5 million decrease in professional and third-party services and $2.3 million decrease in cloud computing, software, and other related expenses.
Previous wording
Research, development, and engineering costs consist primarily of salaries, benefits, and other employee expenses. The increase in research, development, and engineering costs for the three months ended June 30, 2026, compared to the prior period was primarily due to a $0.7 million increase in professional and other third-party services, partially offset by a $0.6 million decrease in salaries, benefits, and other employee expenses. Research, development, and engineering costs for the six months ended June 30, 2026 compared to the prior period remained consistent.
Current wording
Research, development, and engineering costs consist primarily of salaries, benefits, and other employee expenses. The increase in research, development, and engineering costs for the three months ended September 30, 2026, compared to the prior period was primarily due to a $1.1 million increase in professional and other third-party services, partially offset by a $0.6 million decrease in salaries, benefits, and other employee expenses. Research, development, and engineering costs for the nine months ended September 30, 2026 compared to the prior period remained consistent.
Previous wording
General, administrative, and other related costs consist primarily of salaries, benefits, and other employee expenses including share-based compensation and severance, changes in the fair value associated with contingent consideration, bad debt expense, professional fees, and insurance costs. The decrease in general, administrative, and other related costs for the three months ended June 30, 2026 compared to the prior period was primarily due to a $4.2 million decline in indirect tax expense driven by a reduction in certain reserves due to the expiration of certain statutes of limitations and a $0.8 million decrease in salaries, benefits, and other employee expenses, partially offset by a $2.7 million increase in professional and other third-party services and a $1.8 million long-lived asset impairment. The increase in general, administrative, and other related costs for the six months ended June 30, 2026 compared to the prior period was primarily due to a $5.4 million increase in professional and other third-party services and a $1.8 million long-lived asset impairment, partially offset by the $4.2 million decline in indirect tax expense and a $1.5 million decrease in salaries, benefits, and other employee expenses.
Current wording
General, administrative, and other related costs consist primarily of salaries, benefits, and other employee expenses including share-based compensation and severance, changes in the fair value associated with contingent consideration, bad debt expense, professional fees, and insurance costs. The increase in general, administrative, and other related costs for the three months ended September 30, 2026 compared to the prior period was primarily due to a $14.6 million impairment of long-lived assets recorded during the third quarter of 2026 and a $1.5 million increase in professional and other third-party services. The increase in general, administrative, and other related costs for the nine months ended September 30, 2026 compared to the prior period was primarily due to a $16.4 million long-lived asset impairment, a $6.9 million increase in professional and other third-party services, partially offset by a $5.3 million decline in indirect tax expense driven by a reduction in certain reserves due to the expiration of certain statutes of limitations.
Previous wording
Depreciation and amortization costs consist of depreciation related to property and equipment, including internally developed software, as well as amortization of intangible assets recorded in connection with business acquisitions, and other intangible assets of the Company. The decrease in depreciation and amortization for the three months ended June 30, 2026 compared to the prior period was primarily due to a $3.9 million decrease in amortization expense due to certain intangible assets being in run-off state and having a greater amortization expense earlier in life. The decrease in depreciation and amortization for the six months ended June 30, 2026 compared to the prior period was primarily due to an $8.1 million decrease in amortization expense due to certain intangible assets being in run-off state and having a greater amortization expense earlier in life.
Current wording
Depreciation and amortization costs consist of depreciation related to property and equipment, including internally developed software, as well as amortization of intangible assets recorded in connection with business acquisitions, and other intangible assets of the Company. The decrease in depreciation and amortization for the three months ended September 30, 2026 compared to the prior period was primarily due to a $5.7 million decrease in amortization expense due to certain intangible assets being in run-off state and having a greater amortization expense earlier in life, partially offset by higher depreciation expense. The decrease in depreciation and amortization for the nine months ended September 30, 2026 compared to the prior period was primarily due to a $13.8 million decrease in amortization expense due to certain intangible assets being in run-off state and having a greater amortization expense earlier in life, partially offset by higher depreciation expense.
Previous wording
Goodwill impairment was $54.8 million for the three and six months ended June 30, 2026 and related to a reporting unit within the Health & Wellness reportable segment. Goodwill impairment was zero for the three and six months ended June 30, 2025. Refer to Note 7 —Goodwill and Intangible Assets in Part I Item 1 of this Quarterly Report on Form 10-Q.
Current wording
Goodwill impairment was $29.6 million and $84.4 million for the three and nine months ended September 30, 2026, respectively. and related to reporting units within the Technology & Shopping and Health & Wellness reportable segments. Goodwill impairment was $17.6 million for the three and nine months ended September 30, 2025 and related to a reporting unit within the Cybersecurity & Martech reportable segment. Refer to Note 7 —Goodwill and Intangible Assets in Part I Item 1 of this Quarterly Report on Form 10-Q.
Previous wording
The following table represents the components of non-operating income and expenses for the three and six months ended June 30, 2026 and 2025 (in thousands):
Current wording
The following table represents the components of non-operating income and expenses for the three and nine months ended September 30, 2026 and 2025 (in thousands):
Previous wording
Interest expense, net. Interest expense is generated primarily from interest due on outstanding debt, partially offset by interest income generated from interest earned on cash, cash equivalents, and investments. Interest expense, net decreased during the three months ended June 30, 2026 compared to the prior periods primarily due to higher interest income on investments as a result of an increase in cash equivalents as a result of the sale of Connectivity. Interest expense, net remained consistent during the six months ended June 30, 2026 compared to the prior period.
Current wording
Interest income (expense), net. Interest income (expense), net is generated primarily from interest income generated on cash, cash equivalents, and investments, partially offset by interest due on outstanding debt. Interest income (expense), net increased during the three and nine months ended September 30, 2026 compared to the prior periods primarily due to higher interest income on investments as a result of an increase in cash equivalents as a result of the sale of Connectivity.
Previous wording
Gain (loss) on investments, net. Gain (loss) on investments, net is generated from realized and unrealized gains or losses from investments in equity and debt securities. Gain on investments, net recorded during the three and six months ended June 30, 2025 related to the disposition of the minority equity ownership interest in OpenEvidence (formerly known as Xyla).
Current wording
Gain on investments, net. Gain on investments, net is generated from realized and unrealized gains or losses from investments in equity and debt securities. Gain on investments, net recorded during the three and nine months ended September 30, 2025 related to the disposition of the minority equity ownership interest in OpenEvidence.
Previous wording
Other income (loss), net. Other income (loss), net is generated primarily from miscellaneous items and gains or losses on foreign currency. The change in each period was primarily attributable to changes in gains or losses on foreign currency.
Current wording
Other (loss) income, net. Other (loss) income, net is generated primarily from miscellaneous items and gains or losses on foreign currency. The change in each period was primarily attributable to changes in gains or losses on foreign currency.
Previous wording
Provision for income taxes from continuing operations amounted to income tax expense of $0.9 million and income tax benefit of $0.1 million for the three months ended June 30, 2026 and 2025, respectively, and income tax expense of $3.6 million and $3.5 million for the six months ended June 30, 2026 and 2025, respectively. Our effective tax rate was (1.8)% and (0.8)% for the three months ended June 30, 2026 and 2025, respectively, and (6.6)% and 22.3% for the six months ended June 30, 2026 and 2025, respectively.
Current wording
Provision for income taxes from continuing operations amounted to income tax benefit (expense) of $3.3 million and $(8.0) million for the three months ended September 30, 2026 and 2025, respectively, and income tax expense of $(0.2) million and $(11.6) million for the nine months ended September 30, 2026 and 2025, respectively. Our effective tax rate was 10.4% and (101.0)% for the three months ended September 30, 2026 and 2025, respectively, and (0.3)% and 145.4% for the nine months ended September 30, 2026 and 2025, respectively.
Previous wording
The effective tax rate of (1.8)% during the three months ended June 30, 2026 and the effective tax rate of (0.8%) during the three months ended June 30, 2025 were both disproportionately impacted by the following factors:
Current wording
The effective tax rate of 10.4% during the three months ended September 30, 2026 and the effective tax rate of (101.0)% during the three months ended September 30, 2025 were both disproportionately impacted by the following factors:
Previous wording
The second quarter of 2026 rate was impacted by the goodwill impairment since the impairment related to excess financial statement goodwill with no tax basis and no corresponding tax benefit was recognized; and
Current wording
The third quarters of 2025 and 2026 rates were impacted by the goodwill impairment since the majority of the impairment related to excess financial statement goodwill with no tax basis and no corresponding tax benefit was recognized;
Previous wording
The second quarter of 2025 rate was impacted by a discrete tax benefit from the release of the valuation allowance against our U.S. capital loss carryforwards which resulted in a reduction of the effective income tax rate in the period.
Current wording
The third quarter of 2026 rate was impacted by a discrete tax benefit from the release of the reserve for uncertain tax positions, which resulted in a reduction of the effective income tax rate in the period; and
Previous wording
In addition, the effective tax rate decreased in the second quarter of 2026 due to a larger benefit in 2026, as compared with the prior period, as a result of an increase in our foreign-derived deduction-eligible income ("FDDEI”) deduction and simplified expense allocations due to changes under the OBBBA that were effective starting January 1, 2026.
Current wording
In addition, the effective tax rate decreased in the third quarter of 2026 due to a larger benefit in 2026, as compared with the prior period, as a result of an increase in our foreign-derived deduction-eligible income ("FDDEI”) deduction and simplified expense allocations due to changes under the One Big Beautiful Bill Act (“OBBBA”) that were effective starting January 1, 2026.
Previous wording
The decrease in our effective income tax rate to (6.6)% for the six months ended June 30, 2026 compared to 22.3% in the prior period was primarily attributable to the following:
Current wording
The decrease in our effective income tax rate to (0.3)% for the nine months ended September 30, 2026 compared to 145.4% in the prior period was primarily attributable to the following:
Previous wording
The goodwill impairment recognized for book purposes during 2026 with no similar event in 2025. Since the impairment related to excess financial statement goodwill with no tax basis, no corresponding tax benefit was recognized resulting in a disproportionate effective income tax rate in 2026;
Current wording
The goodwill impairment recognized for book purposes during 2026 is larger than the similar event in 2025. Since the impairment in both periods primarily related to excess financial statement goodwill with no tax basis, no corresponding tax benefit was recognized resulting in a disproportionate effective income tax rate; and
Previous wording
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law which, among other things, provided a permanent extension of certain tax measures initially established under the 2017 Tax Cuts and Jobs Act, which were set to expire at the end of 2025, and modified tax legislation affecting bonus depreciation rules and the tax treatment of research and development expenses and interest deductions. Specifically, the OBBBA provides for 100% bonus depreciation and eliminates the requirement under Internal Revenue Code Section 174 to capitalize and amortize U.S. based research and experimental expenditures over five years, making these expenditures fully deductible in the period incurred beginning after 2024. The Company currently does not expect the OBBBA to have a material impact on its effective tax rate but expects these provisions to result in a reduction of current income tax liabilities and an increase in deferred tax liabilities.
Current wording
On July 4, 2025, the OBBBA was signed into law which, among other things, provided a permanent extension of certain tax measures initially established under the 2017 Tax Cuts and Jobs Act, which were set to expire at the end of 2025, and modified tax legislation affecting bonus depreciation rules and the tax treatment of research and development expenses and interest deductions. Specifically, the OBBBA provides for 100% bonus depreciation and eliminates the requirement under Internal Revenue Code Section 174 to capitalize and amortize U.S. based research and experimental expenditures over five years, making these expenditures fully deductible in the period incurred beginning after 2024.
Previous wording
Loss from equity method investment was $0.1 million, net of tax, for the three months ended June 30, 2026 compared to income from equity method investment of $5.1 million, net of tax, for the three months ended June 30, 2025. Income from equity method investment was $5.0 million, net of tax, for the six months ended June 30, 2026 compared to income from equity method investment of $11.7 million, net of tax, for the six months ended June 30, 2025. The decrease in income from equity method investment, net of tax during the three months ended June 30, 2026 compared to the prior period was primarily due to a decrease in the value of the underlying investments. The decrease in income from equity method investment, net of tax during the six months ended June 30, 2026 compared to the prior period was primarily due to a decrease in the value of the underlying investments.
Current wording
Loss from equity method investment was $(0.1) million, net of tax, for the three months ended September 30, 2026 compared to income from equity method investment of less than $0.1 million, net of tax, for the three months ended September 30, 2025. Income from equity method investment was $4.9 million, net of tax, for the nine months ended September 30, 2026 compared to income from equity method investment of $11.8 million, net of tax, for the nine months ended September 30, 2025. The decrease in income from equity method investment, net of tax during the three and nine months ended September 30, 2026 compared to the prior period was primarily due to a decrease in the value of the underlying investments.
Previous wording
Net loss from continuing operations was $52.2 million for the three months ended June 30, 2026 compared to net income from continuing operations of $14.3 million for the three months ended June 30, 2025. Net loss from continuing operations was $52.9 million for the six months ended June 30, 2026 compared to net income from continuing operations of $24.1 million for the six months ended June 30, 2025. The decrease in net income from continuing operations during the three and six months ended June 30, 2026 compared to the prior period was driven by the factors discussed above.
Current wording
Net loss from continuing operations was $(28.7) million for the three months ended September 30, 2026 compared to $(16.0) million for the three months ended September 30, 2025. Net (loss) income from continuing operations was $(81.6) million for the nine months ended September 30, 2026 compared to $8.2 million for the nine months ended September 30, 2025. The decrease in net (loss) income from continuing operations during the three and nine months ended September 30, 2026 compared to the prior period was driven by the factors discussed above.
Previous wording
Net income from discontinued operations, net of tax was $676.6 million for the three months ended June 30, 2026 compared to net income from discontinued operations, net of tax of $12.0 million for the three months ended June 30, 2025. The increase in net income from discontinued operations was driven by the pre-tax gain on the sale of Connectivity of $860.6 million, partially offset by higher tax expense of $197.4 million due primarily to the tax impact of the gain on sale of $200.0 million recorded during the second quarter of 2026.
Current wording
Net income from discontinued operations, net of tax was $699.7 million for the nine months ended September 30, 2026 compared to net income from discontinued operations, net of tax of $38.8 million for the nine months ended September 30, 2025. The increase in net income from discontinued operations, net of tax during the nine months ended September 30, 2026 compared to the prior period was primarily due to the pre-tax gain on the sale of Connectivity of $860.6 million, partially offset by higher tax expense of $176.7 million. The higher tax expense was due to the $200.0 million tax
Previous wording
-46- increase in net income from discontinued operations, net of tax during the three months ended June 30, 2026 compared to the prior period was primarily due to the pre-tax gain on the sale of Connectivity of $860.6 million, partially offset by higher tax expense of $181.4 million. The higher tax expense was due to the $200.0 million tax impact of the gain on sale recorded during the second quarter of 2026, partially offset by an income tax benefit related primarily to deferred tax assets recorded during the first quarter of 2026 upon our classification of Connectivity as held-for-sale.
Current wording
-47- impact of the gain on sale recorded during the second quarter of 2026, partially offset by an income tax benefit related primarily to deferred tax assets recorded during the first quarter of 2026 upon our classification of Connectivity as held-for-sale.
Previous wording
Net income was $624.5 million for the three months ended June 30, 2026 compared to net income of $26.3 million for the three months ended June 30, 2025. Net income was $646.7 million for the six months ended June 30, 2026 compared to net income of $50.6 million for the six months ended June 30, 2025. The increase in net income during the three and six months ended June 30, 2026 compared to the prior period was driven by the factors discussed above.
Current wording
Net loss was $(28.7) million for the three months ended September 30, 2026 compared to net loss of $(3.6) million for the three months ended September 30, 2025. Net income was $618.0 million for the nine months ended September 30, 2026 compared to net income of $47.0 million for the nine months ended September 30, 2025. The increase in net loss during the three months ended September 30, 2026 compared to the prior period and the increase in net income during the nine months ended September 30, 2026 compared to the prior period were driven by the factors discussed above.
Previous wording
Technology & Shopping’s revenues of $76.8 million during the three months ended June 30, 2026 decreased $4.0 million compared to the prior period primarily due to a $5.7 million decrease in advertising and performance marketing revenues, primarily driven by $4.1 million and $3.4 million decreases in advertising and performance marketing revenues in our Technology businesses and our Shopping businesses, respectively, partially offset by a $1.0 million increase in subscription and licensing revenues and a $0.7 million increase in other revenues. The decline in revenues during the quarter was driven by traffic pressures impacting affiliate commerce and programmatic display advertising.
Current wording
Technology & Shopping’s revenues of $82.0 million during the three months ended September 30, 2026 decreased $3.2 million compared to the prior period primarily due to a $6.0 million decrease in advertising and performance marketing revenues, primarily driven by a $10.3 million decrease in advertising and performance marketing revenues in our Technology businesses, partially offset by a $1.6 million increase in advertising and performance marketing revenues in our Shopping businesses, and a $2.7 million increase in revenues related to the business acquired in 2026. The decline in revenues during the quarter was driven by traffic pressures impacting affiliate commerce and display advertising. In addition, other revenues increased by $1.8 million and subscription and licensing revenues increased by $1.0 million.
Previous wording
Technology & Shopping’s revenues of $147.9 million during the six months ended June 30, 2026 decreased $14.6 million compared to the prior period primarily due to a $16.8 million decrease in advertising and performance marketing revenues, primarily driven by $11.4 million and $7.2 million decreases in advertising and performance marketing revenues in our Technology businesses and our Shopping businesses, respectively, partially offset by a $1.6 million increase in subscription and licensing revenues and a $0.7 million increase in other revenues. The decline in revenues during the period was driven by traffic pressures impacting affiliate commerce and programmatic display advertising.
Current wording
Technology & Shopping’s revenues of $229.9 million during the nine months ended September 30, 2026 decreased $17.8 million compared to the prior period primarily due to a $22.8 million decrease in advertising and performance marketing revenues, primarily driven by $21.7 million and $5.6 million decreases in advertising and performance marketing revenues in our Technology businesses and our Shopping businesses, respectively, partially offset by a $4.5 million increase in revenues related to the business acquired in 2026. The decline in revenues during the period was driven by traffic pressures impacting affiliate commerce and display advertising. In addition, subscription and licensing revenues increased by $2.5 million and other revenues increased by $2.5 million.
Previous wording
As a result of these factors, Technology & Shopping’s operating loss of $3.3 million during the three months ended June 30, 2026 decreased $4.6 million compared to the prior period. Technology & Shopping’s operating loss of $9.8 million during the six months ended June 30, 2026 decreased $2.1 million compared to the prior period.
Current wording
As a result of these factors, Technology & Shopping had operating loss of $38.8 million during the three months ended September 30, 2026 compared to operating income of less than $0.1 million in the prior period. Technology & Shopping’s operating loss of $48.6 million during the nine months ended September 30, 2026 increased $36.7 million compared to the prior period.
Previous wording
Gaming & Entertainment’s revenues of $46.6 million during the three months ended June 30, 2026 increased $0.4 million compared to the prior period primarily due to a $2.3 million increase in subscription and licensing revenues driven by our Humble Bundle business and a $1.2 million increase in other revenue, partially offset by a decrease of $3.1 million in advertising and performance marketing revenues.
Current wording
Gaming & Entertainment’s revenues of $134.0 million during the nine months ended September 30, 2026 increased $2.2 million compared to the prior period primarily due to a $3.9 million increase in subscription and licensing revenues driven by our Humble Bundle business and a $1.3 million increase in other revenue, partially offset by a decrease of $3.0 million in advertising and performance marketing revenues which reflects a weaker slate of game releases in the current period compared to the prior period.
Previous wording
Gaming & Entertainment’s operating costs and expenses of $70.5 million during the six months ended June 30, 2026 increased $6.3 million compared to the prior period primarily due to a $1.7 million increase in professional and other third-party services, a $1.4 million increase in partner payments, and a $0.8 million increase in advertising and marketing related expenses.
Current wording
Gaming & Entertainment’s operating costs and expenses of $106.0 million during the nine months ended September 30, 2026 increased $8.9 million compared to the prior period primarily due to a $2.7 million increase in advertising and marketing related expenses, a $1.7 million increase in salaries, benefits, and other employee expenses, and a $1.4 million increase in depreciation and amortization expense.
Previous wording
As a result of these factors, Gaming & Entertainment’s operating income of $9.0 million during the three months ended June 30, 2026 decreased $2.2 million compared to the prior period. Gaming & Entertainment’s operating income of $16.9 million during the six months ended June 30, 2026 decreased $3.1 million compared to the prior period.
Current wording
As a result of these factors, Gaming & Entertainment’s operating income of $11.1 million during the three months ended September 30, 2026 decreased $3.6 million compared to the prior period. Gaming & Entertainment’s operating income of $28.0 million during the nine months ended September 30, 2026 decreased $6.8 million compared to the prior period.
Previous wording
Health & Wellness’s revenues of $94.7 million during the three months ended June 30, 2026 decreased $4.8 million compared to the prior period primarily due to a $2.7 million decrease in advertising and performance marketing revenues, primarily driven by a decrease in the Health & Wellness Professional lines of business. In addition, other revenues decreased by $1.2 million driven by lower online course revenue and a decrease in subscription and licensing revenues of $0.9 million.
Current wording
Health & Wellness’s revenues of $92.5 million during the three months ended September 30, 2026 decreased $9.8 million compared to the prior period primarily due to a $8.3 million decrease in advertising and performance marketing revenues, primarily driven by a decrease in the Health & Wellness Professional lines of business. In addition, other revenues decreased by $1.3 million driven by lower online course revenue and subscription and licensing revenues decreased by $0.2 million.
Previous wording
Health & Wellness’s revenues of $180.6 million during the six months ended June 30, 2026 decreased $4.6 million compared to the prior period primarily due to a decline of $2.1 million in other revenue driven by lower online course revenue and a decrease of $1.7 million in advertising and performance marketing revenues and a decline of $0.8 million in subscription and licensing revenues.
Current wording
Health & Wellness’s revenues of $273.2 million during the nine months ended September 30, 2026 decreased $14.4 million compared to the prior period primarily due to a $10.0 million decrease in advertising and performance marketing revenues, a $3.4 million decrease in other revenue driven by lower online course revenue, and a $1.0 million decrease in subscription and licensing revenues.
Showing the first 40 of 52 pairs. Open the source sections for the rest.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
During the three months ended June 30, 2026, the Company performed a quantitative fair value test on one reporting unit within the Health & Wellness reportable segment following reductions in forecasted revenue and earnings before interest, taxes, depreciation, and amortization (“EBITDA”) in the reporting unit during the second quarter of 2026. Based on the quantitative fair value test, the carrying value exceeded its fair value, and the Company recorded an impairment of approximately $54.8 million during the three months ended June 30, 2026.
Current report — wording carried from elsewhere
During the three months ended September 30, 2026, the Company performed a quantitative fair value test on four reporting units within the Technology & Shopping, Health & Wellness, and Cybersecurity & Martech reportable segments following reductions in forecasted revenue and EBITDA in the reporting units during the third quarter of 2026. Based on the quantitative fair value tests, the carrying value of one reporting unit within the Technology & Shopping reportable segment exceeded its fair value, and the Company recorded an impairment of approximately $29.6 million during the three months ended September 30, 2026.
Current report — wording carried from elsewhere
In each period, the fair value of the reporting units were determined using an equal weighting of an income approach that was based on the discounted estimated future cash flows of the reporting unit and a market approach that uses the guideline public company approach. We believe the combination of these approaches provides an appropriate valuation because it
Current report — wording carried from elsewhere
During the three months ended June 30, 2026, the Company assessed the recoverability of certain of its assets in its Health & Wellness reportable segment following reductions in forecasted revenue and EBITDA in one of its asset groups and recorded an impairment of its internal-use-software of approximately $1.8 million within ‘General, administrative, and other related costs’ in the Condensed Consolidated Statements of Operations.
Current report — wording carried from elsewhere
During the three months ended September 30, 2026, the Company assessed the recoverability of certain of its assets in its Technology & Shopping and Cybersecurity & Martech reportable segments following reductions in forecasted revenue and EBITDA in two of its asset groups and recorded an impairment of its internal-use-software of approximately $3.6 million, trade names of approximately $0.5 million, and customer relationships of approximately $2.3 million within its Technology & Shopping reportable segment and recorded an impairment of its internal-use-software of approximately $5.8 million and trade names of approximately $2.4 million within its Cybersecurity & Martech reportable segment within ‘General, administrative, and other related costs’ in the Condensed Consolidated Statements of Operations.
Current report — wording carried from elsewhere
The fair value of the internal-use-software was estimated using the multi-period excess earnings method under the income approach or the relief from royalty rate method under the income approach. The fair value of the trade names was estimated using the relief from royalty method under the income approach. The fair value of the customer relationships was estimated using the multi-period excess earnings method under the income approach. The multi-period excess earnings method utilizes assumptions including projected future revenue generated from the asset, projected expenses, and discount rate. The relief from royalty rate method utilizes assumptions including linear attrition of existing technology, gross royalty charges, and present value factor.
Current report — wording carried from elsewhere
-42- significantly higher than the operating margin we realize from revenues generated from those placed on third-party websites and applications. Growth in advertising revenues from our websites and applications has generally exceeded that from third-party websites and applications. This trend has generally had a positive impact on our operating margins.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Gaming & Entertainment’s revenues of $87.4 million during the six months ended June 30, 2026 increased $3.1 million compared to the prior period primarily due to a $3.8 million increase in subscription and licensing revenues driven by our Humble Bundle business and a $1.2 million increase in other revenue, partially offset by a decrease of $1.8 million in advertising and performance marketing revenues.
Previous report — wording carried elsewhere
Health & Wellness’s operating costs and expenses of $136.9 million during the three months ended June 30, 2026 increased $53.5 million compared to the prior period primarily due to a $54.8 million goodwill impairment.