Donnelley Financial Solutions, Inc.
For the period ended Sep 30, 2025. Filed Oct 29, 2025.
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, 2025 · Filed Oct 29, 2025
DFIN$66.98-0.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-07-31.
0000950170-25-100884
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-10-29.
0001193125-25-256296
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 146 previous paragraphs and 152 current paragraphs.
61 unchanged; 58 reworded; 33 added; 27 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 12 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 (33)
Current report
Third Quarter Overview
Current report
Income from operations for the three months ended September 30, 2025 increased by $10.0 million, or 54.9%, to $28.2 million from $18.2 million for the three months ended September 30, 2024, primarily due to lower SG&A expenses of $6.7 million, lower cost of sales of $3.4 million and lower depreciation and amortization expense of $2.0 million, partially offset by lower net sales of $4.2 million, as described above. The lower SG&A expense is largely driven by lower incentive compensation expense and cost control initiatives, partially offset by higher healthcare expense of $4.3 million, whereas the lower cost of sales of $3.4 million is largely driven by lower sales volumes.
Current report
Pension Plan Termination and Settlement
Current report
In August 2024, the Company executed an amendment to commence the process of terminating the Company’s primary defined benefit plan (the “Plan”). During the three months ended September 30, 2025, the Company settled the Plan obligations through a combination of lump sum payments to certain Plan participants and the purchase of a non-participating irrevocable group annuity contract (the “Plan Settlement”). In connection with the Plan Settlement, the Company made a $12.5 million cash contribution to fully fund the Plan.
Current report
As a result of the Plan Settlement, the Company remeasured the Plan’s assets and obligations and recognized a non-cash settlement charge of $82.8 million during the three and nine months ended September 30, 2025, due to the recognition of unrealized accumulated Plan losses previously reported within accumulated other comprehensive loss on the Unaudited Condensed Consolidated Balance Sheets. The Plan Settlement was recorded within Corporate.
Current report
Results of Operations for the Three and Nine Months Ended September 30, 2025 as Compared to the Three and Nine Months Ended September 30, 2024
Current report
Income from operations of $28.2 million for the three months ended September 30, 2025 increased $10.0 million, or 54.9%, as compared to the three months ended September 30, 2024. Income from operations increased primarily due to lower SG&A expenses of $6.7 million, lower cost of sales of $3.4 million and lower depreciation and amortization expense of $2.0 million, partially offset by lower net sales of $4.2 million, as described above. The lower SG&A expense is largely driven by lower incentive compensation expense and cost control initiatives, partially offset by higher healthcare expense of $4.3 million, whereas the lower cost of sales of $3.4 million is largely driven by lower sales volumes.
Current report
Interest expense, net of $2.9 million for the three months ended September 30, 2025 decreased $0.2 million, or 6.5%, as compared to the three months ended September 30, 2024.
Current report
Pension plan settlement charge of $82.8 million for the three months ended September 30, 2025 consisted of a non-cash loss on the settlement of the Company’s Plan due to the recognition of unrealized accumulated Plan losses previously reported within accumulated other comprehensive loss.
Current report
Pension plan settlement charge of $82.8 million for the nine months ended September 30, 2025 consisted of a non-cash loss on the settlement of the Company’s Plan due to the recognition of unrealized accumulated Plan losses previously reported within accumulated other comprehensive loss.
Current report
Net sales of $59.0 million for the three months ended September 30, 2025 increased $5.7 million, or 10.7%, as compared to the three months ended September 30, 2024, due to higher ActiveDisclosure net sales of $4.7 million, primarily due to increased volumes, and higher Venue net sales of $1.0 million.
Current report
Segment Adjusted EBITDA of $20.6 million for the three months ended September 30, 2025 increased $7.4 million, or 56.1%, as compared to the three months ended September 30, 2024, primarily due to higher net sales of $5.7 million and lower SG&A expenses of $1.8 million, largely driven by cost control initiatives.
Current report
Net sales of $170.0 million for the nine months ended September 30, 2025 increased $6.4 million, or 3.9%, as compared to the nine months ended September 30, 2024, due to higher ActiveDisclosure net sales of $9.0 million, primarily due to increased volumes, partially offset by lower Venue net sales of $2.6 million.
Current report
Segment Adjusted EBITDA of $56.9 million for the nine months ended September 30, 2025 increased $6.7 million, or 13.3%, as compared to the nine months ended September 30, 2024, primarily due to higher net sales of $6.4 million.
Current report
Segment Adjusted EBITDA margin increased by approximately 280 bps from 30.7% for the nine months ended September 30, 2024 to 33.5% for the nine months ended September 30, 2025, primarily due to an approximately 150 bps and 120 bps decreases in SG&A expenses and cost of sales, respectively, as a percentage of net sales, largely driven by higher net sales.
Current report
Net sales of $57.2 million for the three months ended September 30, 2025 decreased $6.3 million, or 9.9%, as compared to the three months ended September 30, 2024, primarily due to lower tech-enabled services net sales of $4.3 million, driven by a decline in both transactional and compliance volumes.
Current report
Segment Adjusted EBITDA of $19.6 million for the three months ended September 30, 2025 decreased $0.5 million, or 2.5%, as compared to the three months ended September 30, 2024, primarily due to lower net sales of $6.3 million, partially offset by lower SG&A expenses of $3.6 million and lower cost of sales of $2.4 million. The decrease in SG&A expenses was primarily attributable to cost control initiatives and a lower allocation of overhead costs, whereas the lower cost of sales of $2.4 million was primarily due to lower sales volumes and cost control initiatives.
Current report
Segment Adjusted EBITDA margin increased by approximately 260 bps from 31.7% for the three months ended September 30, 2024 to 34.3% for the three months ended September 30, 2025, primarily due to an approximately 280 bps decrease in SG&A expenses as percentage of net sales, largely driven by cost control initiatives and a lower allocation of overhead costs.
Current report
Net sales of $234.6 million for the nine months ended September 30, 2025 decreased $33.8 million, or 12.6%, as compared to the nine months ended September 30, 2024, primarily due to lower tech-enabled services net sales of $26.2 million, driven by a decline in both transactional and compliance volumes, and lower print and distribution net sales of $7.6 million, driven by a decline in compliance volumes.
Current report
Net sales of $31.7 million for the three months ended September 30, 2025 increased $2.8 million, or 9.7%, as compared to the three months ended September 30, 2024, primarily due to higher ArcReporting net sales of $2.1 million, primarily due to price increases.
Current report
Segment Adjusted EBITDA of $11.6 million for the three months ended September 30, 2025 increased $2.7 million, or 30.3%, as compared to the three months ended September 30, 2024, primarily due to higher net sales of $2.8 million.
Current report
Segment Adjusted EBITDA margin increased by approximately 580 bps from 30.8% for the three months ended September 30, 2024 to 36.6% for the three months ended September 30, 2025, primarily due to an approximately 340 bps and 210 bps decreases in SG&A expenses and cost of sales, respectively, as a percentage of net sales, largely driven by price increases.
Current report
Segment Adjusted EBITDA margin increased by approximately 650 bps from 33.1% for the nine months ended September 30, 2024 to 39.6% for the nine months ended September 30, 2025, primarily due to an approximately 320 bps and 310 bps decreases in cost of sales and SG&A expenses, respectively, as a percentage of net sales, largely driven by price increases.
Current report
Net sales of $27.4 million for the three months ended September 30, 2025 decreased $6.4 million, or 18.9%, as compared to the three months ended September 30, 2024, primarily due to lower print and distribution net sales of $4.1 million, largely driven by a decline in compliance volumes.
Current report
Segment Adjusted EBITDA of $9.5 million for the three months ended September 30, 2025 decreased $0.7 million, or 6.9%, as compared to the three months ended September 30, 2024, primarily due to lower net sales of $6.4 million, partially offset by lower cost of sales of $3.6 million and lower SG&A expenses of $2.1 million. The decrease in cost of sales was primarily attributable to lower sales volumes and a lower allocation of overhead costs, whereas the lower SG&A expenses of $2.1 million was primarily due to lower selling expense.
Current report
Segment Adjusted EBITDA margin increased by approximately 450 bps from 30.2% for the three months ended September 30, 2024 to 34.7% for the three months ended September 30, 2025, primarily due to an approximately 370 bps decrease in SG&A expense as a percentage of net sales, largely driven by lower selling expense.
Current report
Net sales of $92.4 million for the nine months ended September 30, 2025 decreased $16.7 million, or 15.3%, as compared to the nine months ended September 30, 2024, primarily due to lower print and distribution volumes of $12.9 million, largely driven by a decline in compliance volumes.
Current report
Segment Adjusted EBITDA of $34.3 million for the nine months ended September 30, 2025 decreased $2.4 million, or 6.5%, as compared to the nine months ended September 30, 2024, primarily due to lower net sales of $16.7 million, partially offset by lower cost of sales of $10.9 million, primarily attributable to lower sales volumes and a lower allocation of overhead costs.
Current report
Segment Adjusted EBITDA margin increased by approximately 350 bps from 33.6% for the nine months ended September 30, 2024 to 37.1% for the nine months ended September 30, 2025, primarily due to an approximately 230 bps decrease in cost of sales as a percentage of net sales, largely driven by a lower allocation of overhead costs.
Current report
Pension plan settlement charge—Consisted of an $82.8 million non-cash loss on the settlement of the Company’s Plan due to the recognition of unrealized accumulated Plan losses previously reported within accumulated other comprehensive loss. Refer to Note 6, Retirement Plans, to the Unaudited Condensed Consolidated Financial Statements for additional information.
Current report
Accelerated rent benefit—Included a gain of $1.6 million for the three and nine months ended September 30, 2025 related to the acceleration of rent expense associated with termination and modification of certain operating leases.
Current report
Pension and other postretirement benefits plans contributions decreased operating cash flows by $12.4 million more during the nine months ended September 30, 2025, primarily due to the Company’s $12.5 million cash contribution to fully fund the Plan in connection with the Plan Settlement.
Current report
Receivables, net increased operating cash flows by $10.6 million more during the nine months ended September 30, 2025, primarily due to the timing of collections.
Removed paragraphs (27)
Previous report
Second Quarter Overview
Previous report
Income from operations for the three months ended June 30, 2025 decreased by $11.7 million, or 18.1%, to $52.8 million from $64.5 million the three months ended June 30, 2024, primarily due to lower net sales of $24.6 million, as described above, partially offset by lower cost of sales of $7.3 million, largely driven by lower sales volumes, and lower SG&A expenses of $6.1 million, largely driven by lower bad debt expense of $2.6 million, cost control initiatives and lower selling and marketing expense.
Previous report
Results of Operations for the Three and Six Months Ended June 30, 2025 as Compared to the Three and Six Months Ended June 30, 2024
Previous report
Income from operations of $52.8 million for the three months ended June 30, 2025 decreased $11.7 million, or 18.1%, as compared to the three months ended June 30, 2024. Income from operations decreased primarily due to lower net sales of $24.6 million, as described above, partially offset by lower cost of sales of $7.3 million, largely driven by lower sales volumes, and lower SG&A expenses of $6.1 million, largely driven by lower bad debt expense of $2.6 million, cost control initiatives and lower selling and marketing expense.
Previous report
Interest expense, net of $3.8 million for the three months ended June 30, 2025 increased $0.1 million, or 2.7%, as compared to the three months ended June 30, 2024. Interest expense, net increased largely due to higher average borrowings of $22.8 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, partially offset by a 0.8% decrease in the weighted-average interest rate on borrowings for each of the Term Loan A Facility and the Revolving Facility, as further described in Note 8, Debt, to the Unaudited Condensed Consolidated Financial Statements.
Previous report
Net sales of $59.1 million for the three months ended June 30, 2025 increased $1.8 million, or 3.1%, as compared to the three months ended June 30, 2024, due to higher ActiveDisclosure net sales of $2.2 million, partially offset by lower Venue net sales.
Previous report
Segment Adjusted EBITDA of $22.4 million for the three months ended June 30, 2025 increased $1.2 million, or 5.7%, as compared to the three months ended June 30, 2024, primarily due to higher net sales of $1.8 million, partially offset by higher SG&A expense of $0.8 million, largely driven by higher bad debt expense.
Previous report
Net sales of $111.0 million for the six months ended June 30, 2025 increased $0.7 million, or 0.6%, as compared to the six months ended June 30, 2024, due to higher ActiveDisclosure net sales of $4.3 million, partially offset by lower Venue net sales of $3.6 million.
Previous report
Segment Adjusted EBITDA of $36.3 million for the six months ended June 30, 2025 decreased $0.7 million, or 1.9%, as compared to the six months ended June 30, 2024, primarily due to an increase in SG&A expenses of $2.0 million, largely driven by higher selling expense and higher bad debt expense.
Previous report
Segment Adjusted EBITDA margin decreased by approximately 80 bps from 33.5% for the six months ended June 30, 2024 to 32.7% for the six months ended June 30, 2025, primarily due to an approximately 160 bps increase in SG&A expenses as a percentage of net sales, largely driven by higher selling expense and higher bad debt expense.
Previous report
Net sales of $93.5 million for the three months ended June 30, 2025 decreased $20.3 million, or 17.8%, as compared to the three months ended June 30, 2024, primarily due to lower tech-enabled services net sales of $15.7 million, driven by a decline in both transactional and compliance volumes.
Previous report
Segment Adjusted EBITDA of $36.8 million for the three months ended June 30, 2025 decreased $9.0 million, or 19.7%, as compared to the three months ended June 30, 2024, primarily due to the $20.3 million decline in net sales, partially offset by lower SG&A expenses of $7.3 million and lower cost of sales of $4.1 million. The decrease in SG&A expenses was primarily attributable to lower bad debt expense of $4.1 million, whereas the lower cost of sales of $4.1 million was primarily due to lower sales volumes and a lower allocation of overhead costs.
Previous report
Segment Adjusted EBITDA margin decreased by approximately 80 bps from 40.2% for the three months ended June 30, 2024 to 39.4% for the three months ended June 30, 2025, due to an approximately 350 bps increase in cost of sales as a percentage of net sales, largely driven by lower sales volumes and a higher proportion of compliance net sales, which generally have lower margins, as compared to transactional net sales, partially offset by an approximately 260 bps decrease in SG&A expense as a percentage of net sales, largely driven by lower bad debt expense.
Previous report
Net sales of $177.4 million for the six months ended June 30, 2025 decreased $27.5 million, or 13.4%, as compared to the six months ended June 30, 2024, primarily due to lower tech-enabled services net sales of $21.9 million, driven by a decline in both compliance and transactional volumes.
Previous report
Segment Adjusted EBITDA margin increased by approximately 370 bps from 37.7% for the six months ended June 30, 2024 to 41.4% for the six months ended June 30, 2025, primarily due to an approximately 490 bps decrease in SG&A expenses as a percentage of net sales, largely driven by lower bad debt expense and lower selling expense.
Previous report
Net sales of $33.1 million for the three months ended June 30, 2025 increased $4.8 million, or 17.0%, as compared to the three months ended June 30, 2024, primarily due to $2.8 million of higher net sales from the Company’s TSR offering, largely within ArcReporting and ArcDigital, as well as an increase in non-TSR-related ArcReporting net sales of $1.6 million.
Previous report
Segment Adjusted EBITDA of $14.2 million for the three months ended June 30, 2025 increased $3.1 million, or 27.9%, as compared to the three months ended June 30, 2024, primarily due to higher net sales of $4.8 million, partially offset by higher cost of sales of $1.2 million.
Previous report
Segment Adjusted EBITDA margin increased by approximately 370 bps from 39.2% for the three months ended June 30, 2024 to 42.9% for the three months ended June 30, 2025, primarily due to price increases.
Previous report
Segment Adjusted EBITDA margin increased by approximately 660 bps from 34.4% for the six months ended June 30, 2024 to 41.0% for the six months ended June 30, 2025, primarily due to price increases.
Previous report
Net sales of $32.4 million for the three months ended June 30, 2025 decreased $10.9 million, or 25.2%, as compared to the three months ended June 30, 2024, primarily due to lower print and distribution net sales of $9.6 million, largely driven by a decline in compliance volumes.
Previous report
Segment Adjusted EBITDA of $12.6 million for the three months ended June 30, 2025 decreased $5.7 million, or 31.1%, as compared to the three months ended June 30, 2024, primarily due to lower net sales of $10.9 million, partially offset by lower cost of sales of $4.6 million, largely driven by lower sales volumes.
Previous report
Net sales of $65.0 million for the six months ended June 30, 2025 decreased $10.3 million, or 13.7%, as compared to the six months ended June 30, 2024, primarily due to lower print and distribution net sales of $8.8 million, largely driven by a decline in compliance volumes.
Previous report
Segment Adjusted EBITDA of $24.8 million for the six months ended June 30, 2025 decreased $1.7 million, or 6.4%, as compared to the six months ended June 30, 2024, primarily due to lower net sales of $10.3 million, partially offset by lower cost of sales of $7.3 million, largely driven by lower sales volumes.
Previous report
Segment Adjusted EBITDA margin increased by approximately 300 bps from 35.2% for the six months ended June 30, 2024 to 38.2% for the six months ended June 30, 2025, due to an approximately 300 bps decrease in cost of sales as a percentage of net sales, primarily due to certain higher margin print and distribution compliance net sales.
Previous report
Accounts payable increased operating cash flows by $11.1 million more during the six months ended June 30, 2025 (a $10.5M increase for the six months ended June 30, 2025, as compared to a $0.6 million decrease for the six months ended June 30, 2024), primarily due to the timing of supplier payments.
Previous report
Receivables, net increased operating cash flows by $8.0 million more during the six months ended June 30, 2025 (a $67.6 million decrease for the six months ended June 30, 2025, as compared to a $75.6 million decrease for the six months ended June 30, 2024), due to the timing of collections.
Previous report
Prepaid expenses and other current assets increased operating cash flows by $6.0 million more during the six months ended June 30, 2025 (a $2.9 million increase for the six months ended June 30, 2025, as compared to a $3.1 million decrease for the six months ended June 30, 2024) primarily due to the timing of January 2025 payroll payments of $7.5 million.
Reworded paragraphs (58)
Previous wording
The Company’s Capital Markets segments (CM-SS and CM-CCM), in particular, are subject to market volatility, as the demand for the transactional and Venue offerings is largely dependent on the global market for initial public offerings (“IPOs”), secondary offerings, mergers and acquisitions (“M&A”), public and private debt offerings, leveraged buyouts, spinouts, special purpose acquisition company (“SPAC”) and de-SPAC transactions and other similar transactions. A variety of factors impact the global markets for transactions, including economic activity levels, interest rates, market volatility, the regulatory and political environment, tariffs and trade policy, geopolitical and civil unrest and global pandemics, among others. Due to the significant net sales and profitability derived from transactional and Venue offerings, market volatility can lead to uneven financial performance when comparing to previous periods. U.S. IPOs, M&A transactions and public debt offerings were also previously disrupted by U.S. federal government shutdowns, and any future government shutdowns or other factors impacting the attractiveness of U.S. capital markets could result in additional volatility. The Company’s compliance offerings, supporting the quarterly and annual public company reporting processes through its filing services and ActiveDisclosure, as well as its Investment Companies segments (IC-SS and IC-CCM) regulatory and stockholder communications offerings, including Arc Suite, are less impacted by market volatility. The Company's overall risk profile is balanced by offering services in higher demand during a down market, such as document management tools for the bankruptcy/restructuring process and by moving upstream in the transactional process with products like Venue.
Current wording
The Company’s Capital Markets segments (CM-SS and CM-CCM), in particular, are subject to market volatility, as the demand for the transactional and Venue offerings is largely dependent on the global market for initial public offerings (“IPOs”), secondary offerings, mergers and acquisitions (“M&A”), public and private debt offerings, leveraged buyouts, spinouts, special purpose acquisition company (“SPAC”) and de-SPAC transactions and other similar transactions. A variety of factors impact the global markets for transactions, including economic activity levels, interest rates, market volatility, the regulatory and political environment, tariffs and trade policy, geopolitical and civil unrest and global pandemics, among others. Due to the significant net sales and profitability derived from transactional and Venue offerings, market volatility can lead to uneven financial performance when comparing to previous periods. Recently, U.S. capital market transactions, especially IPOs and M&A transactions have been disrupted by the U.S. federal government shutdown that began on October 1, 2025. Future government shutdowns or other factors impacting the attractiveness of U.S. capital markets could result in additional volatility. The Company’s compliance offerings, supporting the quarterly and annual public company reporting processes through its filing services and ActiveDisclosure, as well as its Investment Companies segments (IC-SS and IC-CCM) regulatory and stockholder communications offerings, including Arc Suite, are less impacted by market volatility. The Company's overall risk profile is balanced by offering services in higher demand during a down market, such as document management tools for the bankruptcy/restructuring process and by moving upstream in the transactional process with products like Venue.
Previous wording
The Company’s four operating and reportable segments are: Capital Markets – Software Solutions (“CM-SS”), Capital Markets – Compliance and Communications Management (“CM-CCM”), Investment Companies – Software Solutions (“IC-SS”) and Investment Companies – Compliance and Communications Management (“IC-CCM”). Corporate is not an operating segment and consists primarily of unallocated selling, general and administrative (“SG&A”) activities and associated expenses including, in part, executive, legal, finance and certain facility costs. In addition, certain costs and earnings of employee benefits plans, such as pension and other postretirement benefits plans expense (income) as well as share-based compensation expense, are included in Corporate and not allocated to the operating segments.
Current wording
The Company’s four operating and reportable segments are: Capital Markets – Software Solutions (“CM-SS”), Capital Markets – Compliance and Communications Management (“CM-CCM”), Investment Companies – Software Solutions (“IC-SS”) and Investment Companies – Compliance and Communications Management (“IC-CCM”). Corporate is not an operating segment and consists primarily of unallocated selling, general and administrative (“SG&A”) activities and associated expenses including, in part, executive, legal, finance and certain facility costs. In addition, certain costs, losses and earnings of employee benefits plans, such as pension and other postretirement benefits plans expense (income) as well as share-based compensation expense, are included in Corporate and not allocated to the operating segments.
Previous wording
Net sales for the three months ended June 30, 2025 decreased by $24.6 million, or 10.1%, to $218.1 million from $242.7 million for the three months ended June 30, 2024, including a $0.4 million, or 0.2%, increase due to changes in foreign currency exchange rates. Net sales decreased due to lower tech-enabled services net sales of $17.0 million, primarily as a result of lower capital markets transactional and compliance volumes and lower print and distribution net sales of $14.2 million, primarily as a result of lower investment companies and capital markets compliance volumes. The decline was partially offset by higher software solutions net sales of $6.6 million, primarily driven by a $4.8 million increase in Arc Suite net sales and a $2.2 million increase in ActiveDisclosure net sales.
Current wording
Net sales for the three months ended September 30, 2025 decreased by $4.2 million, or 2.3%, to $175.3 million from $179.5 million for the three months ended September 30, 2024, including a $0.5 million, or 0.3%, increase due to changes in foreign currency exchange rates. Net sales decreased due to lower tech-enabled services net sales of $6.6 million, primarily driven by lower capital markets transactional and compliance volumes, and lower print and distribution net sales of $6.1 million, primarily as a result of lower investment companies compliance volumes, partially offset by higher software solutions net sales of $8.5 million, primarily due to higher ActiveDisclosure net sales of $4.7 million and higher Arc Suite net sales of $2.8 million.
Previous wording
Net sales for the six months ended June 30, 2025 decreased by $26.9 million, or 6.0%, to $419.2 million from $446.1 million for the six months ended June 30, 2024, including a $0.3 million, or 0.1%, decrease due to changes in foreign currency exchange rates. Net sales decreased due to lower tech-enabled services net sales of $23.4 million, primarily as a result of lower capital markets compliance and transactional volumes and lower print and distribution net sales of $14.4 million, primarily as a result of lower investment companies and capital markets compliance volumes. The decline was partially offset by higher software solutions net sales of $10.9 million, primarily driven by a $10.2 million increase in Arc Suite net sales.
Current wording
Net sales for the nine months ended September 30, 2025 decreased by $31.1 million, or 5.0%, to $594.5 million from $625.6 million for the nine months ended September 30, 2024, including a $0.2 million increase due to changes in foreign currency exchange rates. Net sales decreased due to lower tech-enabled services net sales of $30.0 million, primarily driven by lower capital markets transactional and compliance volumes, and lower print and distribution net sales of $20.5 million, primarily as a result of lower investment companies and capital markets compliance volumes, partially offset by higher software solutions net sales of $19.4 million, primarily due to higher Arc Suite net sales of $13.0 million and higher ActiveDisclosure net sales of $9.0 million.
Previous wording
Income from operations of $98.6 million for the six months ended June 30, 2025 decreased $10.5 million, or 9.6%, as compared to the six months ended June 30, 2024 primarily due to lower net sales of $26.9 million, as described above, and a net gain of $9.8 million on the sale of land during the six months ended June 30, 2024, partially offset by lower cost of sales of $14.4 million, largely driven by lower sales volumes, and lower SG&A expenses of $13.1 million, largely driven by lower bad debt expense of $5.3 million, cost control initiatives and lower selling and marketing expense.
Current wording
Income from operations of $126.8 million for the nine months ended September 30, 2025 decreased by $0.5 million, or 0.4%, as compared to the nine months ended September 30, 2024, primarily due to lower net sales of $31.1 million, as described above, and a net gain of $9.8 million on the sale of land during the nine months ended September 30, 2024, partially offset by lower SG&A expenses of $19.8 million and lower cost of sales of $17.8 million. The lower SG&A expense is largely driven by cost control initiatives, lower bad debt expense of $6.7 million and lower incentive compensation expense, partially offset by higher healthcare expense of $4.4 million, whereas the lower cost of sales of $17.8 million is largely driven by lower sales volumes and cost control initiatives.
Previous wording
The chief operating decision maker regularly reviews segment net sales and Segment Adjusted EBITDA to assess segment performance and to decide how to allocate resources. Segment Adjusted EBITDA is defined as earnings before interest expense, net, income tax expense, depreciation and amortization and adjusted to exclude the impact of certain costs, expenses, gains, losses and other items, as further described in Note 12, Segment Information, which management believes are not indicative of ongoing operations and segment performance. Presentation of segment profitability for the three and six months ended June 30, 2024 was revised to be comparable to the current period presentation. Corporate is not an operating segment and consists primarily of unallocated SG&A expenses. See Note 12, Segment Information, for a reconciliation of Segment Adjusted EBITDA to consolidated earnings before income taxes.
Current wording
The chief operating decision maker regularly reviews segment net sales and Segment Adjusted EBITDA to assess segment performance and to decide how to allocate resources. Segment Adjusted EBITDA is defined as (loss) earnings before interest expense, net, income tax (benefit) expense, depreciation and amortization and adjusted to exclude the impact of certain costs, expenses, gains, losses and other items, as further described in Note 12, Segment Information, which management believes are not indicative of ongoing operations and segment performance. Presentation of segment profitability for the three and nine months ended September 30, 2024 was revised to be comparable to the current period presentation. Corporate is not an operating segment and consists primarily of unallocated SG&A expenses. See Note 12, Segment Information, for a reconciliation of Segment Adjusted EBITDA to consolidated (loss) earnings before income taxes.
Previous wording
The following table shows the results of operations for the three and six months ended June 30, 2025 and 2024:
Current wording
The following table shows the results of operations for the three and nine months ended September 30, 2025 and 2024:
Previous wording
Net sales of software solutions of $92.2 million for the three months ended June 30, 2025 increased $6.6 million, or 7.7%, as compared to the three months ended June 30, 2024. Net sales of software solutions increased primarily due to $2.8 million of higher net sales from the Company’s Tailored Shareholder Reporting (“TSR”) offering, $2.2 million of higher ActiveDisclosure net sales and $2.0 million of increases in non-TSR-related Arc Suite net sales.
Current wording
Net sales of software solutions of $90.7 million for the three months ended September 30, 2025 increased $8.5 million, or 10.3%, as compared to the three months ended September 30, 2024. Net sales of software solutions increased primarily due to $4.7 million of higher ActiveDisclosure net sales and $2.8 million of higher Arc Suite net sales.
Previous wording
Net sales of tech-enabled services of $85.2 million for the three months ended June 30, 2025 decreased $17.0 million, or 16.6%, as compared to the three months ended June 30, 2024. Net sales of tech-enabled services decreased primarily due to lower capital markets net sales of $15.7 million, driven by a decline in both transactional and compliance volumes.
Current wording
Net sales of tech-enabled services of $68.6 million for the three months ended September 30, 2025 decreased $6.6 million, or 8.8%, as compared to the three months ended September 30, 2024. Net sales of tech-enabled services decreased primarily due to lower capital markets net sales of $4.3 million, driven by a decline in both transactional and compliance volumes.
Previous wording
Net sales of print and distribution of $80.7 million for the six months ended June 30, 2025 decreased $14.4 million, or 15.1%, as compared to the six months ended June 30, 2024. Net sales of print and distribution decreased due to lower investment companies net sales of $8.8 million, primarily driven by a decline in compliance volumes and lower capital markets net sales of $5.6 million, driven by a decline in compliance volumes.
Current wording
Net sales of print and distribution of $16.0 million for the three months ended September 30, 2025 decreased $6.1 million, or 27.6%, as compared to the three months ended September 30, 2024. Net sales of print and distribution decreased primarily due to lower investment companies net sales of $4.1 million, driven by a decline in compliance volumes.
Previous wording
Software solutions cost of sales of $26.4 million for the three months ended June 30, 2025 increased $1.0 million, or 3.9%, as compared to the three months ended June 30, 2024. Software solutions cost of sales increased primarily due to higher sales volumes. As a percentage of software solutions net sales, software solutions cost of sales decreased 1.1%.
Current wording
Software solutions cost of sales of $28.4 million for the three months ended September 30, 2025 increased $0.8 million, or 2.9%, as compared to the three months ended September 30, 2024. Software solutions cost of sales increased primarily due to higher sales volumes. As a percentage of software solutions net sales, software solutions cost of sales decreased 2.3%, largely driven by higher sales volumes and Arc Suite price increases.
Previous wording
Tech-enabled services cost of sales of $31.6 million for the three months ended June 30, 2025 decreased $2.3 million, or 6.8%, as compared to the three months ended June 30, 2024. Tech-enabled services cost of sales decreased primarily due to lower sales volumes. As a percentage of tech-enabled services net sales, tech-enabled services cost of sales increased 3.9%, largely driven by a higher proportion of compliance net sales, which generally have lower margins, as compared to transactional net sales.
Current wording
Tech-enabled services cost of sales of $27.9 million for the three months ended September 30, 2025 decreased $1.3 million, or 4.5%, as compared to the three months ended September 30, 2024. Tech-enabled services cost of sales decreased primarily due to lower sales volumes. As a percentage of tech-enabled services net sales, tech-enabled services cost of sales increased 1.9%, largely driven by lower compliance and transactional volumes.
Previous wording
Print and distribution cost of sales of $21.2 million for the three months ended June 30, 2025 decreased $6.0 million, or 22.1%, as compared to the three months ended June 30, 2024. Print and distribution cost of sales decreased primarily due to lower sales volumes. As a percentage of print and distribution net sales, print and distribution cost of sales increased 2.6%, largely driven by lower compliance volumes.
Current wording
Print and distribution cost of sales of $9.0 million for the three months ended September 30, 2025 decreased $2.9 million, or 24.4%, as compared to the three months ended September 30, 2024. Print and distribution cost of sales decreased primarily due to lower sales volumes. As a percentage of print and distribution net sales, print and distribution cost of sales increased 2.5%, largely driven by lower compliance volumes.
Previous wording
SG&A expenses of $70.0 million for the three months ended June 30, 2025 decreased $6.1 million, or 8.0%, as compared to the three months ended June 30, 2024. SG&A expenses decreased primarily due to lower bad debt expense of $2.6 million, cost control initiatives and lower selling and marketing expense. As a percentage of net sales, SG&A expenses increased to 32.1% for the three months ended June 30, 2025 from 31.4% for the three months ended June 30, 2024.
Current wording
SG&A expenses of $67.3 million for the three months ended September 30, 2025 decreased $6.7 million, or 9.1%, as compared to the three months ended September 30, 2024. SG&A expenses decreased primarily due to lower incentive compensation expense, cost control initiatives and lower overhead costs, partially offset by higher healthcare expense of $4.3 million. As a percentage of net sales, SG&A expenses decreased to 38.4% for the three months ended September 30, 2025 from 41.2% for the three months ended September 30, 2024.
Previous wording
Depreciation and amortization of $15.1 million for the three months ended June 30, 2025 increased $0.8 million, or 5.6%, as compared to the three months ended June 30, 2024, primarily due to higher software amortization expense of $1.0 million, driven by additional software development.
Current wording
Depreciation and amortization of $15.2 million for the three months ended September 30, 2025 decreased $2.0 million, or 11.6%, as compared to the three months ended September 30, 2024, primarily due to $2.8 million of accelerated amortization expense related to discontinued software recorded during the three months ended September 30, 2024, partially offset by higher software amortization expense, driven by additional software development.
Previous wording
Restructuring, impairment and other charges, net of $1.0 million for the three months ended June 30, 2025 decreased $0.3 million, or 23.1%, as compared to the three months ended June 30, 2024. For the three months ended June 30, 2025, these charges included $0.9 million of employee termination costs for approximately 10 employees. For the three months ended June 30, 2024, these charges included $1.2 million of employee termination costs for approximately 20 employees.
Current wording
Restructuring, impairment and other charges, net of $0.9 million for the three months ended September 30, 2025 decreased $0.5 million, or 35.7%, as compared to the three months ended September 30, 2024. For the three months ended September 30, 2025, these charges included $0.8 million of employee termination costs for approximately 10 employees. For the three months ended September 30, 2024, these charges included $0.7 million of employee termination costs for approximately 10 employees.
Previous wording
The effective income tax rate was 26.2% for the six months ended June 30, 2025, as compared to 24.6% for the six months ended June 30, 2024. The increase in the effective income tax rate was primarily driven by a decrease in the net favorable impact of discrete adjustments.
Current wording
The effective income tax rate was 29.4% for the three months ended September 30, 2025 as compared to 43.5% for the three months ended September 30, 2024. The decrease in the effective income tax rate was primarily driven by an increase in the net favorable impact of discrete adjustments and the Company’s pre-tax loss for the three months ended September 30, 2025.
Previous wording
Net sales of software solutions of $176.8 million for the six months ended June 30, 2025 increased $10.9 million, or 6.6%, as compared to the six months ended June 30, 2024. Net sales of software solutions increased due to $5.8 million of higher net sales from the Company’s TSR offering, $4.4 million of increases in non-TSR-related Arc Suite net sales and $4.3 million of higher ActiveDisclosure net sales, partially offset by $3.6 million of lower Venue net sales.
Current wording
Net sales of software solutions of $267.5 million for the nine months ended September 30, 2025 increased $19.4 million, or 7.8%, as compared to the nine months ended September 30, 2024. Net sales of software solutions increased due to $9.0 million of higher ActiveDisclosure net sales, $7.2 million increases in non-TSR related Arc Suite net sales and $5.8 million of higher net sales from the Company’s Tailored Shareholder Reporting (“TSR”) offering, partially offset by lower Venue net sales of $2.6 million.
Previous wording
Net sales of tech-enabled services of $161.7 million for the six months ended June 30, 2025 decreased $23.4 million, or 12.6%, as compared to the six months ended June 30, 2024. Net sales of tech-enabled services decreased primarily due to lower capital markets net sales of $21.9 million, driven by a decline in both compliance and transactional volumes.
Current wording
Net sales of tech-enabled services of $230.3 million for the nine months ended September 30, 2025 decreased $30.0 million, or 11.5%, as compared to the nine months ended September 30, 2024. Net sales of tech-enabled services decreased primarily due to lower capital markets net sales of $26.2 million, driven by a decline in both transactional and compliance volumes.
Previous wording
Net sales of print and distribution of $40.7 million for the three months ended June 30, 2025 decreased $14.2 million, or 25.9%, as compared to the three months ended June 30, 2024. Net sales of print and distribution decreased due to lower investment companies net sales of $9.6 million, primarily driven by a decline in compliance volumes and lower capital markets net sales of $4.6 million, driven by a decline in compliance volumes.
Current wording
Net sales of print and distribution of $96.7 million for the nine months ended September 30, 2025 decreased $20.5 million, or 17.5%, as compared to the nine months ended September 30, 2024. Net sales of print and distribution decreased due to lower investment companies net sales of $12.9 million and lower capital markets net sales of $7.6 million, both driven by a decline in compliance volumes.
Previous wording
Software solutions cost of sales of $54.0 million for the six months ended June 30, 2025 increased $1.3 million, or 2.5%, as compared to the six months ended June 30, 2024 primarily due to higher sales volumes. As a percentage of software solutions net sales, software solutions cost of sales decreased 1.3%.
Current wording
Software solutions cost of sales of $82.4 million for the nine months ended September 30, 2025 increased $2.1 million, or 2.6%, as compared to the nine months ended September 30, 2024 primarily due to higher product development costs. As a percentage of software solutions net sales, software solutions cost of sales decreased 1.6%, primarily driven by Arc Suite price increases.
Previous wording
Tech-enabled services cost of sales of $58.9 million for the six months ended June 30, 2025 decreased $5.6 million, or 8.7%, as compared to the six months ended June 30, 2024. Tech-enabled services cost of sales decreased due to lower sales volumes, lower allocation of overhead costs and cost control initiatives. As a percentage of tech-enabled services net sales, tech-enabled services cost of sales increased 1.6%, largely driven by a higher proportion of investment companies compliance net sales, which generally have lower margins, as compared to transactional net sales.
Current wording
Tech-enabled services cost of sales of $86.8 million for the nine months ended September 30, 2025 decreased $6.9 million, or 7.4%, as compared to the nine months ended September 30, 2024. Tech-enabled services cost of sales decreased due to lower sales volumes, a lower allocation of overhead costs and cost control initiatives. As a percentage of tech-enabled services net sales, tech-enabled services cost of sales increased 1.7%, largely driven by lower compliance and transactional volumes.
Previous wording
Print and distribution cost of sales of $39.3 million for the six months ended June 30, 2025 decreased $10.1 million, or 20.4%, as compared to the six months ended June 30, 2024. Print and distribution cost of sales decreased due to lower sales volumes, lower allocation of overhead costs and cost control initiatives. As a percentage of print and distribution net sales, print and distribution cost of sales decreased 3.2%, largely driven by lower allocation of overhead costs and cost control initiatives.
Current wording
Print and distribution cost of sales of $48.3 million for the nine months ended September 30, 2025 decreased $13.0 million, or 21.2%, as compared to the nine months ended September 30, 2024. Print and distribution cost of sales decreased due to lower sales volumes, a lower allocation of overhead costs and cost control initiatives. As a percentage of print and distribution net sales, print and distribution cost of sales decreased 2.4%, largely driven by a lower allocation of overhead costs and cost control initiatives.
Previous wording
SG&A expenses of $135.8 million for the six months ended June 30, 2025 decreased $13.1 million, or 8.8%, as compared to the six months ended June 30, 2024. SG&A expenses decreased primarily due to lower bad debt expense of $5.3 million, cost control initiatives and lower selling and marketing expense. As a percentage of net sales, SG&A expenses decreased to 32.4% for the six months ended June 30, 2025 from 33.4% for the six months ended June 30, 2024.
Current wording
SG&A expenses of $203.1 million for the nine months ended September 30, 2025 decreased $19.8 million, or 8.9%, as compared to the nine months ended September 30, 2024. SG&A expenses decreased primarily due to cost control initiatives, lower bad debt expense of $6.7 million and lower incentive compensation expense, partially offset by higher healthcare expense of $4.4 million. As a percentage of net sales, SG&A expenses decreased to 34.2% for the nine months ended September 30, 2025 from 35.6% for the nine months ended September 30, 2024.
Previous wording
Depreciation and amortization of $29.2 million for the six months ended June 30, 2025 increased $1.0 million, or 3.5%, as compared to the six months ended June 30, 2024, primarily due to higher software amortization expense of $1.8 million, driven by additional software development.
Current wording
Depreciation and amortization of $44.4 million for the nine months ended September 30, 2025 decreased $1.0 million, or 2.2%, as compared to the nine months ended September 30, 2024, primarily due to $2.8 million of accelerated amortization expense related to discontinued software recorded during the nine months ended September 30, 2024, partially offset by higher software amortization expense, driven by additional software development.
Previous wording
Restructuring, impairment and other charges, net of $3.9 million for the six months ended June 30, 2025 increased $0.8 million, or 25.8%, as compared to the six months ended June 30, 2024. For the six months ended June 30, 2025, these charges included $3.7 million of employee termination costs for approximately 50 employees. For the six months ended June 30, 2024, these charges included $2.9 million of employee termination costs for approximately 30 employees.
Current wording
Restructuring, impairment and other charges, net of $4.8 million for the nine months ended September 30, 2025 increased $0.3 million, or 6.7%, as compared to the nine months ended September 30, 2024. For the nine months ended September 30, 2025, these charges included $4.5 million of employee termination costs for approximately 60 employees. For the nine months ended September 30, 2024, these charges included $3.6 million of employee termination costs for approximately 40 employees.
Previous wording
Other operating income, net of $9.8 million for the six months ended June 30, 2024 included a net gain of $9.8 million on the sale of land.
Current wording
Other operating income, net of $9.8 million for the nine months ended September 30, 2024 included a net gain of $9.8 million on the sale of land.
Previous wording
Income from operations for the six months ended June 30, 2025 decreased by $10.5 million, or 9.6%, to $98.6 million from $109.1 million for the six months ended June 30, 2024, primarily due to lower net sales of $26.9 million, as described above, and a net gain of $9.8 million on the sale of land during the six months ended June 30, 2024, partially offset by lower cost of sales of $14.4 million, largely driven by lower sales volumes, and lower SG&A expenses of $13.1 million, largely driven by lower bad debt expense of $5.3 million, cost control initiatives and lower selling and marketing expense.
Current wording
Income from operations of $126.8 million for the nine months ended September 30, 2025 decreased by $0.5 million, or 0.4%, as compared to the nine months ended September 30, 2024 primarily due to lower net sales of $31.1 million, as described above, and a net gain of $9.8 million on the sale of land during the nine months ended September 30, 2024, partially offset by lower SG&A expenses of $19.8 million and lower cost of sales of $17.8 million. The lower SG&A expense is largely driven by cost control initiatives, lower bad debt expense of $6.7 million and lower incentive compensation expense, partially offset by higher healthcare expense of $4.4 million, whereas the lower cost of sales of $17.8 million is largely driven by lower sales volumes and cost control initiatives.
Previous wording
Interest expense, net of $6.9 million for the six months ended June 30, 2025 decreased $0.4 million, or 5.5%, as compared to the six months ended June 30, 2024. Interest expense, net decreased primarily due to a 0.9% decrease in the weighted-average interest rate on borrowings for each of the Term Loan A Facility and the Revolving Facility, as further described in Note 8, Debt, to the Unaudited Condensed Consolidated Financial Statements.
Current wording
Interest expense, net of $9.8 million for the nine months ended September 30, 2025 decreased $0.6 million, or 5.8%, as compared to the nine months ended September 30, 2024. Interest expense, net decreased primarily due to a 0.9% decrease in the weighted-average interest rate on borrowing from each of the Term Loan A Facility and the Revolving Facility, as further described in Note 8, Debt, to the Unaudited Condensed Consolidated Financial Statements.
Previous wording
The effective income tax rate was 25.9% for the three months ended June 30, 2025 as compared to 27.9% for the three months ended June 30, 2024. The decrease in the effective income tax rate was primarily driven by an increase in the net favorable impact of discrete adjustments and lower pre-tax earnings.
Current wording
The effective income tax rate was 20.6% for the nine months ended September 30, 2025, as compared to 27.0% for the nine months ended September 30, 2024. The decrease in the effective income tax rate was primarily driven by an increase in the net favorable impact of discrete adjustments and lower pre-tax earnings.
Previous wording
The following tables summarize net sales, Segment Adjusted EBITDA and Segment Adjusted EBITDA margin within each of the operating segments for the three and six months ended June 30, 2025 and 2024:
Current wording
The following tables summarize net sales, Segment Adjusted EBITDA and Segment Adjusted EBITDA margin within each of the operating segments for the three and nine months ended September 30, 2025 and 2024:
Previous wording
Segment Adjusted EBITDA margin increased by approximately 90 basis points (“bps”) from 37.0% for the three months ended June 30, 2024 to 37.9% for the three months ended June 30, 2025, due to a decrease in cost of sales as a percentage of net sales.
Current wording
Segment Adjusted EBITDA margin increased by approximately 1,010 basis points (“bps”) from 24.8% for the three months ended September 30, 2024 to 34.9% for the three months ended September 30, 2025, primarily due to an approximately 760 bps decrease in SG&A expenses as a percentage of net sales, largely driven by higher net sales and cost control initiatives, and an approximately 230 bps decrease in cost of sales as a percentage of net sales, largely driven by higher net sales.
Previous wording
Segment Adjusted EBITDA of $73.5 million for the six months ended June 30, 2025 decreased $3.7 million, or 4.8%, as compared to the six months ended June 30, 2024, primarily due to the $27.5 million decline in net sales, partially offset by lower SG&A expenses of $15.7 million and lower cost of sales of $8.1 million. The decrease in SG&A expenses was primarily attributable to lower bad debt expense of $6.5 million and lower selling expense, whereas lower cost of sales of $8.1 million was primarily due to lower sales volumes and a lower allocation of overhead costs.
Current wording
Segment Adjusted EBITDA of $93.1 million for the nine months ended September 30, 2025 decreased $4.2 million, or 4.3%, as compared to the nine months ended September 30, 2024, primarily due to the $33.8 million decline in net sales, partially offset by lower SG&A expenses of $19.3 million and lower cost of sales of $10.5 million. The decrease in SG&A expenses was primarily attributable to lower bad debt expense of $6.9 million, lower selling expense and a lower allocation of overhead costs, whereas the lower cost of sales of $10.5 million was primarily due to lower sales volumes, a lower allocation of overhead costs and cost control initiatives.
Previous wording
Segment Adjusted EBITDA margin decreased by approximately 340 bps from 42.3% for the three months ended June 30, 2024 to 38.9% for the three months ended June 30, 2025, due to an approximately 170 bps increase in cost of sales as a percentage of net sales and an approximately 170 bps increase in SG&A expense as a percentage of net sales, both largely driven by lower sales volumes.
Current wording
Segment Adjusted EBITDA margin increased by approximately 340 bps from 36.3% for the nine months ended September 30, 2024 to 39.7% for the nine months ended September 30, 2025, primarily due to an approximately 440 bps decrease in SG&A expenses as a percentage of net sales, largely driven by lower bad debt expense, lower selling expense and a lower allocation of overhead costs.
Previous wording
Net sales of $65.8 million for the six months ended June 30, 2025 increased $10.2 million, or 18.3%, as compared to the six months ended June 30, 2024. Net sales increased primarily due to $5.8 million of higher net sales from the Company’s TSR offering, largely within ArcReporting and ArcDigital, as well as an increase in non-TSR-related ArcReporting net sales of $3.8 million.
Current wording
Net sales of $97.5 million for the nine months ended September 30, 2025 increased $13.0 million, or 15.4%, as compared to the nine months ended September 30, 2024. Net sales increased primarily due to higher non-TSR related ArcReporting net sales of $5.9 million and $5.8 million from the Company’s TSR offering, largely within ArcReporting and ArcDigital.
Previous wording
Segment Adjusted EBITDA of $27.0 million for the six months ended June 30, 2025 increased $7.9 million, or 41.4%, as compared to the six months ended June 30, 2024, primarily due to higher net sales of $10.2 million, partially offset by higher cost of sales of $2.0 million, largely driven by higher product development costs.
Current wording
Segment Adjusted EBITDA of $38.6 million for the nine months ended September 30, 2025 increased $10.6 million, or 37.9%, as compared to the nine months ended September 30, 2024, primarily due to higher net sales of $13.0 million, partially offset by higher cost of sales of $2.6 million, primarily driven by higher product development costs and higher sales volumes.
Previous wording
Corporate unallocated expenses of $17.1 million for the six months ended June 30, 2025 decreased $0.3 million, or 1.7%, as compared to the six months ended June 30, 2024, primarily due to lower incentive compensation expense, partially offset by higher consulting expense.
Current wording
Corporate unallocated expenses of $11.8 million for the three months ended September 30, 2025 increased $2.6 million, or 28.3%, as compared to the three months ended September 30, 2024, primarily due to higher healthcare expense of $4.1 million, partially offset by lower incentive compensation expense.
Previous wording
Corporate unallocated expenses of $9.7 million for the three months ended June 30, 2025 increased $0.5 million, or 5.4%, as compared to the three months ended June 30, 2024, primarily due to higher healthcare expense.
Current wording
Corporate unallocated expenses of $28.9 million for the nine months ended September 30, 2025 increased $2.3 million, or 8.6%, as compared to the nine months ended September 30, 2024, primarily due to higher healthcare expense of $4.1 million and higher consulting expense, partially offset by lower incentive compensation expense.
Previous wording
The following table reconciles net earnings to Adjusted EBITDA for the three and six months ended June 30, 2025 and 2024:
Current wording
The following table reconciles net (loss) earnings to Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024:
Previous wording
Restructuring, impairment and other charges, net—Included employee termination costs of $0.9 million and $3.7 million for the three and six months ended June 30, 2025, respectively, and $1.2 million and $2.9 million for the three and six months ended June 30, 2024, respectively. Refer to Note 5, Restructuring, Impairment and Other Charges, net, to the Unaudited Condensed Consolidated Financial Statements for additional information.
Current wording
Restructuring, impairment and other charges, net—Included employee termination costs of $0.8 million and $4.5 million for the three and nine months ended September 30, 2025, respectively, and $0.7 million and $3.6 million for the three and nine months ended September 30, 2024, respectively. Refer to Note 5, Restructuring, Impairment and Other Charges, net, to the Unaudited Condensed Consolidated Financial Statements for additional information.
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