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Advantage Solutions Inc.

For the period ended Dec 31, 2025. Filed Mar 3, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 3, 2026

ADV$32.29-2.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Item 15. Exhibits, Financial Statement Schedules

(a)(1) Financial Statements.

See Index to Financial Statements in Item 8. Financial Statements and Supplementary Data.

(a)(2) Financial Statement Schedule.

Schedule I— Condensed Registrant Only Financial Information. See Index to Financial Statements in Item 8. Financial Statements and Supplementary Data.

All other financial statement schedules have been omitted as the information is not required under the related instructions or is not applicable or because the information required is already included in the financial statements or the notes to those financial statements.

(a)(3) Exhibits.

ExhibitNo. · Incorporated by Reference
Description · Form · File No. · Exhibit · Filing Date
3.1Third Amended and Restated Certificate of Incorporation of Advantage Solutions Inc.8-K001-389903.1May 28, 2021
3.2Third Amended and Restated Bylaws of Advantage Solutions Inc.8-K001-389903.1April 13, 2021
4.1Specimen Common Stock Certificate8-K001-389904.1November 3, 2020
4.2Indenture, dated as of October 28, 2020, among Advantage Solutions FinCo LLC, Advantage Sales & Marketing Inc., the guarantors party thereto and Wilmington Trust, National Association, as trustee and collateral agent8-K001-389904.4November 3, 2020
4.3Form of 6.50% Senior Secured Notes due 2028 (included in Exhibit 4.4)8-K001-389904.4November 3, 2020
4.4First Supplemental Indenture dated as of December 2, 2022, among Advantage Sales & Marketing Inc., HyprMX Mobile LLC and IDR Marketing Partners, LLC
4.5Second Supplemental Indenture dated February 23, 2026, by and among Advantage Sales & Marketing, each of the parties identified as guarantors on the signature pages, and Wilmington Trust.8-K001-389904.4February 24, 2026
10.1Amended and Restated Stockholders Agreement, dated as of October 27, 2020, by and among Conyers Park II Acquisition Corp., Karman Topco L.P., CVC ASM Holdco, L.P., the entities identified on the signature pages thereto under the heading “LGP Stockholders”, BC Eagle Holdings, L.P., and Conyers Park II Sponsor LLC8-K001-3899010.2November 3, 2020
10.2Registration Rights Agreement, dated as of September 7, 2020 by and between Karman Topco L.P., Karman II Coinvest LP, Green Equity Investors VI, L.P., Green Equity Investors Side VI, L.P., LGP Associates VI-A LLC, LGP Associates VI-B LLC, CVC ASM Holdco, LP, JCP ASM Holdco, L.P., Karman Coinvest L.P., Centerview Capital, L.P., Centerview Employees, L.P., BC Eagle Holdings, L.P. and Yonghui Investment Limited, Conyers Park II Sponsor LLC and the other holders of Common Series B Units, Vested Common Series C Units and Vested Common Series C-2 Units of Holdings listed on the schedule thereto as Contributing Investors.8-K001-3899010.3November 3, 2020
10.3#Advantage Solutions Inc. 2020 Incentive Plan, as amended and restated10-K001-3899010.3March 7, 2025
10.3(a)#Form of Pre-2024 Stock Option Award Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Plan10-Q001-3899010.1May 10, 2023
10.3(b)#Form of Pre-2024 Restricted Stock Award Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Plan10-Q001-3899010.2May 10, 2023
10.3(c)#Form of Pre-2024 Performance Restricted Stock Unit Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Award Plan10-Q001-3899010.3May 10, 2023
10.3(d)#*Form of 2024 Stock Option Award Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Plan10-K001-3899010.3(d)March 27, 2025
10.3(e)#*Form of 2024 Restricted Stock Award Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Plan10-K001-3899010.3(e)March 27, 2025
10.3(f)#*Form of 2024 Performance Restricted Stock Unit Grant Notice and Agreement under the Advantage Solutions Inc. 2020 Incentive Award Plan10-K001-3899010.4(f)March 27, 2025
10.4(a)#Advantage Solutions Inc. Non-Employee Director Compensation Policy
10.4(b)#Form of Restricted Stock Unit Award Agreement (Non-Employee Directors) under the Advantage Solutions Inc. 2020 Incentive Award Plan10-Q001-3899010.4May 10, 2023
10.5#Advantage Solutions Inc. 2020 Employee Stock Purchase Plan8-K001-3899010.7#November 3, 2020
10.6#Amended and Restated Employment Agreement dated February 1, 2023, by and between Advantage Solutions Inc. and Dave Peacock10-Q001-3899010.5#May 10, 2023
10.7#Employment Agreement dated March 28, 2023, by and between Advantage Solutions Inc. and Jack Pestello10-K001-3899010.12#March 1, 2024
10.8#Amended and Restated Employment Agreement dated March 31, 2023, by and between Advantage Solutions Inc. and Christopher Growe8-K001-3899010.1#April 3, 2023
10.9#Executive Employment Agreement dated October 18, 2017, by and between Daymon Worldwide Inc. and Michael Taylor10-K001-3899010.12#March 1, 2024
10.10#Form of Indemnification Agreement8-K001-3899010.11#November 3, 2020
10.11Eighth Amended and Restated Agreement of Limited Partnership for Karman Topco L.P., dated as of September 7, 20208-K001-3899010.14November 3, 2020
10.12First Amendment to Eighth Amended and Restated Limited Partnership Agreement of Karman Topco L.P.10-K001-3899010.19March 1, 2023
10.13ABL Revolving Credit Agreement, dated October 28, 2020, by and among Advantage Sales & Marketing Inc., as Borrower, Karman Intermediate Corp., Bank of America, N.A., as Administrative Agent and Collateral Agent, and the lender parties thereto.8-K001-3899010.15November 3, 2020
10.14First Lien Credit Agreement, dated October 28, 2020, by and among Advantage Sales & Marketing Inc., as Borrower, Karman Intermediate Corp., Bank of America, N.A., as Administrative Agent and Collateral Agent, and the lender parties thereto.8-K001-3899010.16November 3, 2020
10.15Amendment No. 1 to First Lien Credit Agreement, dated as of October 28, 2021, by and among the Borrower, Holdings, the other guarantors parties thereto, each lender party thereto, and Bank of America, as administrative agent.8-K001-3899010.1October 29, 2021
10.16First Amendment to ABL Revolving Credit Agreement, dated as of October 28, 2021, by and among the Borrower, Holdings, the lenders party thereto and Bank of America, as administrative agent.8-K001-3899010.2October 29, 2021
10.17Second Amendment to ABL Revolving Credit Agreement, dated as of December 2, 2022, by and among the Borrower, Holdings, the lenders party thereto and Bank of America, as administrative agent.8-K001-3899010.1December 6, 2022
10.18Amendment No. 2 to First Lien Credit Agreement, dated as of May 24, 2023, by and among the Borrower, Holdings, the other guarantors parties thereto, each lender party thereto, and Bank of America, as administrative agent10-Q001-3899010.1August 4, 2023
10.19Amendment No. 3 to First Lien Credit Agreement, dated as of April 17, 2024, by and among the Borrower, Holdings, the other guarantors parties thereto, each lender party thereto, and Bank of America, as administrative agent.8-K001-3899010.1April 18, 2024
10.20#Separation Agreement and General Release, effective as of March 6, 2025, by and between Advantage Solutions Inc. and Jack Pestello.8-K001-3899010.1March 7, 2025
10.21#Employment Offer Letter Agreement, dated February 26, 2025, by and between Advantage Solutions Inc. and Dean General.8-K001-3899010.2March 7, 2025
10.22#Employment Offer Letter Agreement, dated August 4, 2025, by and between Advantage Sales & Marketing LLC d/b/a Advantage Solutions and Jeffrey Harsh.8-K001-3899010.1August 8, 2025
10.23#Transition Agreement entered into as August 18, 2025 by and between Andrea Young and Club Demonstration Services, Inc.8-K001-3899010.1August 22, 2025
10.24#Transaction Support Agreement, dated February 6, 2026, by and among Advantage Sales & Marketing Inc., the additional Company Parties party thereto and the Supporting Parties from time to time party thereto.8-K001-3899010.1February 9, 2026
14.1Code of Business Conduct and Ethics10-K001-3899014.4March 7, 2025
19.1Advantage Solutions Inc. Insider Trading Compliance Policy and Procedures10-K001-3899019.1March 7, 2025
21.1*List of Subsidiaries
23.1*Consent of PricewaterhouseCoopers LLP
31.1*Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2*Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32.1**Section 1350 Certification of Chief Executive Officer
32.2**Section 1350 Certification of Chief Financial Officer
97.1Policy Relating to Recovery of Erroneously Awarded Compensation10-K001-3899097.1March 7, 2025
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
  • Filed herewith.

** The certifications attached as Exhibit 32.1 and Exhibit 32.2 that accompany this Annual Report on Form 10-K are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Annual Report on Form 10-K, irrespective of any general incorporation language contained in such filing.

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