Vivid Seats Inc.

Previous wording

This discussion should be read together with our condensed consolidated financial statements and accompanying notes included elsewhere in this Report, as well as our audited consolidated financial statements and accompanying notes contained in our 2025 Form 10-K. This discussion contains forward-looking statements, which are subject to a number of risks and uncertainties, including those discussed in the “Risk Factors” and “Forward-Looking Statements” sections of this Report and our 2025 Form 10-K.

Current wording

This discussion should be read together with our condensed consolidated financial statements and accompanying notes included elsewhere in this Report, as well as our audited consolidated financial statements and accompanying notes contained in our 2025 Form 10-K. This discussion contains forward-looking statements, which are subject to a number of risks and uncertainties, including those discussed in the “Risk Factors” and “Forward-Looking Statements” sections of this Report.

Previous wording

The following table summarizes our Marketplace Gross Order Value (“Marketplace GOV”), revenues, net loss, and adjusted EBITDA for the three and six months ended June 30, 2026 and 2025 (in thousands):

Current wording

The following table summarizes our Marketplace Gross Order Value (“Marketplace GOV”), revenues, net loss, and adjusted EBITDA for the three and nine months ended September 30, 2026 and 2025 (in thousands):

Previous wording

During the three and six months ended June 30, 2026, we continued to incur compensation expenses related to severance-related payments made to terminated employees as a result of a reduction in employee headcount in connection with the cost reduction program and the departure of certain members of our leadership team.

Current wording

During the three and nine months ended September 30, 2026, we continued to incur compensation expenses related to severance-related payments made to terminated employees as a result of a reduction in employee headcount in connection with the cost reduction program and the departure of certain members of our leadership team.

Previous wording

The following table summarizes our key business metrics and non-U.S. GAAP financial measure for the three and six months ended June 30, 2026 and 2025 (in thousands):

Current wording

The following table summarizes our key business metrics and non-U.S. GAAP financial measure for the three and nine months ended September 30, 2026 and 2025 (in thousands):

Previous wording

Marketplace GOV represents the total transactional amount of Marketplace orders processed on our online platform during a period, inclusive of fees, exclusive of taxes, and net of event cancellations. During the three and six months ended June 30, 2026, event cancellations negatively impacted Marketplace GOV by $16.4 million and $25.4 million, respectively, compared to $20.3 million and $35.8 million during the three and six months ended June 30, 2025, respectively.

Current wording

Marketplace GOV represents the total transactional amount of Marketplace orders processed on our online platform during a period, inclusive of fees, exclusive of taxes, and net of event cancellations. During the three and nine months ended September 30, 2026, event cancellations negatively impacted Marketplace GOV by $10.2 million and $35.6 million, respectively, compared to $11.4 million and $47.2 million during the three and nine months ended September 30, 2025, respectively.

Previous wording

Marketplace orders represent the total volume of Marketplace segment transactions processed on our online platform during a period, net of event cancellations. During the three and six months ended June 30, 2026, our Marketplace segment experienced 30,767 and 60,201 event cancellations, respectively, compared to 47,845 and 90,198 event cancellations during the three and six months ended June 30, 2025, respectively.

Current wording

Marketplace orders represent the total volume of Marketplace segment transactions processed on our online platform during a period, net of event cancellations. During the three and nine months ended September 30, 2026, our Marketplace segment experienced 34,221 and 94,422 event cancellations, respectively, compared to 39,414 and 129,612 event cancellations during the three and nine months ended September 30, 2025, respectively.

Previous wording

Resale orders represent the total volume of Resale segment transactions processed on a given platform (including our own) during a period, net of event cancellations. During the three and six months ended June 30, 2026, our Resale segment experienced 605 and 1,072 event cancellations, respectively, compared to 1,276 and 2,161 event cancellations during the three and six months ended June 30, 2025, respectively.

Current wording

Resale orders represent the total volume of Resale segment transactions processed on a given platform (including our own) during a period, net of event cancellations. During the three and nine months ended September 30, 2026, our Resale segment experienced 1,071 and 2,143 event cancellations, respectively, compared to 1,598 and 3,759 event cancellations during the three and nine months ended September 30, 2025, respectively.

Previous wording

Marketplace GOV decreased by $26.1 million, or 4%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $234.1 million, or 16%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from a decrease in Marketplace orders partly offset by an increase in average order size for sports (which increase was primarily driven by the 2026 FIFA World Cup, whose unique North American hosting created an extraordinary demand environment not expected to recur in future periods, and is not necessarily indicative of the underlying run rate of our business).

Current wording

Marketplace GOV increased by $5.8 million, or 1%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The increase resulted primarily from an increase in average order size (which increase was primarily driven by the 2026 FIFA World Cup, whose unique North American hosting created an extraordinary demand environment not expected to recur in future periods, and is not necessarily indicative of the underlying run rate of our business). Marketplace GOV decreased by $228.3 million, or 11%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease resulted primarily from a decrease in Marketplace orders partly offset by an increase in average order size for sports (which increase was primarily driven by the 2026 FIFA World Cup).

Previous wording

Marketplace orders decreased by 0.3 million, or 16%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by 0.9 million, or 21%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from lower activity in our Marketplace segment.

Current wording

Marketplace orders decreased by 0.2 million, or 11%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by 1.2 million, or 18%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from lower activity in our Marketplace segment.

Previous wording

Resale orders decreased by less than 0.1 million, or 13%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by less than 0.1 million, or 18%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from lower activity in our Resale segment.

Current wording

Resale orders decreased by less than 0.1 million, or 16%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by 0.1 million, or 17%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from lower activity in our Resale segment.

Previous wording

The following table presents a reconciliation of adjusted EBITDA to net loss, the most directly comparable U.S. GAAP financial measure, for the three and six months ended June 30, 2026 and 2025 (in thousands):

Current wording

The following table presents a reconciliation of adjusted EBITDA to net loss, the most directly comparable U.S. GAAP financial measure, for the three and nine months ended September 30, 2026 and 2025 (in thousands):

Previous wording

During the three and six months ended June 30, 2026 and 2025, we accrued for additional uncollected indirect tax liabilities in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer. We also received abatements and recognized other reductions to the balance of the liability related to uncollected indirect taxes (including sales taxes).

Current wording

During the three and nine months ended September 30, 2026 and 2025, we accrued for additional uncollected indirect tax liabilities in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer. We also received abatements and recognized other reductions to the balance of the liability related to uncollected indirect taxes (including sales taxes).

Previous wording

Consists of legal, accounting, tax, and other professional fees, integration costs, and other transaction-related expenses, none of which are considered indicative of our core operating performance. Costs in the three and six months ended June 30, 2026 primarily related to various strategic transactions and investments. Costs in three and six months ended June 30, 2025 primarily related to potential strategic transactions that were explored during the period, the February 2025 refinancing of the 2024 First Lien Loan (as defined herein), repurchases of Class A common stock, and various strategic transactions and investments.

Current wording

Consists of legal, accounting, tax, and other professional fees, integration costs, and other transaction-related expenses, none of which are considered indicative of our core operating performance. Costs in the three and nine months ended September 30, 2026 primarily related to various strategic transactions and investments, as well as the write-off of unamortized deferred third-party fees incurred in connection with the 2022 Revolving Facility (as defined herein). Costs in three and nine months ended September 30, 2025 primarily related to the February 2025 refinancing of the 2024 First Lien Loan (as defined herein), repurchases of Class A common stock, a 1-for-20 reverse stock split of our Class A common stock that was effected on August 5, 2025, and various strategic transactions and investments.

Previous wording

During the six months ended June 30, 2026, there were no material changes to the “Key Factors Affecting Our Performance” discussed in our 2025 Form 10-K. Our financial position and results of operations depend to a significant extent on those factors.

Current wording

During the nine months ended September 30, 2026, there were no material changes to the “Key Factors Affecting Our Performance” discussed in our 2025 Form 10-K. Our financial position and results of operations depend to a significant extent on those factors.

Previous wording

The following table presents our results of operations for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents our results of operations for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

The following table presents total revenues by segment for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents total revenues by segment for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Total revenues decreased by $13.7 million, or 10%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $51.9 million, or 17%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from a decrease in Marketplace revenues.

Current wording

Total revenues decreased by $9.5 million, or 7%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $61.4 million, or 14%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from a decrease in Marketplace revenues.

Previous wording

The following table presents Marketplace revenues by event category for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents Marketplace revenues by event category for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Marketplace revenues decreased by $10.5 million, or 9%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily as a result of a decrease in Marketplace orders partly offset by an increase in average order size for sports (which increase was primarily driven by the 2026 FIFA World Cup, whose unique North American hosting created an extraordinary demand environment not expected to recur in future periods, and is not necessarily indicative of the underlying run rate of our business). Marketplace revenues decreased by $46.7 million, or 19%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease resulted primarily from, and was relatively consistent with, the 21% decrease in Marketplace orders during the same period.

Current wording

Marketplace revenues decreased by $6.6 million, or 6%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025, primarily as a result of lower Marketplace orders partly offset by an increase in average order size predominantly attributable to the 2026 FIFA World Cup. Marketplace revenues decreased by $53.3 million, or 15%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease resulted primarily from, and was relatively consistent with, the 18% decrease in Marketplace orders during the same period.

Previous wording

Marketplace cancellation charges, which generally have a negative impact on Marketplace revenues, represented a reduction to Marketplace revenues of $4.6 million and $9.7 million during the three and six months ended June 30, 2026, respectively, compared to a reduction to Marketplace revenues of $4.2 million and $9.5 million during the three and six months ended June 30, 2025, respectively. The increases resulted primarily from lower Marketplace revenues recognized from customer credit breakage, partly offset by lower payment-related chargeback activity due to a decrease in Marketplace orders.

Current wording

Marketplace cancellation charges, which generally have a negative impact on Marketplace revenues, represented a reduction to Marketplace revenues of $3.3 million and $13.0 million during the three and nine months ended September 30, 2026, respectively, compared to a reduction to Marketplace revenues of $1.5 million and $11.0 million during the three and nine months ended September 30, 2025, respectively. The increases resulted primarily from lower Marketplace revenues recognized from customer credit breakage.

Previous wording

The following table presents Marketplace revenues by business model for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents Marketplace revenues by business model for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

The decrease in both Owned Properties and Private Label Offering revenues during the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025 resulted primarily from a decrease in Marketplace orders and, in the case of Private Label Offering revenues, the loss of a significant Private Label Offering distribution partner.

Current wording

The decrease in Owned Properties revenues during the three and nine months ended September 30, 2026 compared to the three and nine months ended September 30, 2025 resulted primarily from a decrease in order volume. The increase in Private Label Offering revenues during the three months ended September 30, 2026 resulted primarily from an increase in order volume, while the decrease in Private Label Offering revenue during the nine months ended September 30, 2026 resulted primarily from a decrease in order volume and the loss of a significant Private Label Offering distribution partner.

Previous wording

We also earn Marketplace revenues in the form of referral fees charged to third-party insurance providers in exchange for offering event insurance to ticket buyers. Marketplace revenues earned from referral fees were $3.4 million and $6.9 million during the three and six months ended June 30, 2026, respectively, compared to $4.5 million and $10.3 million during the three and six months ended June 30, 2025, respectively. The decreases resulted primarily from a decrease in Marketplace orders and a decline in the insurance attachment rate to orders.

Current wording

We also earn Marketplace revenues in the form of referral fees charged to third-party insurance providers in exchange for offering event insurance to ticket buyers. Marketplace revenues earned from referral fees were $2.7 million and $9.6 million during the three and nine months ended September 30, 2026, respectively, compared to $3.6 million and $13.9 million during the three and nine months ended September 30, 2025, respectively. The decreases resulted primarily from a decrease in Marketplace orders and a decline in the insurance attachment rate to orders.

Previous wording

Resale cancellation charges, which generally have a negative impact on Resale revenues, represented a reduction to Resale revenues of $0.5 million and $0.8 million during the three and six months ended June 30, 2026, respectively, compared to a reduction to Resale revenues of $0.7 million and $1.2 million during the three and six months ended June 30, 2025, respectively. The decreases resulted primarily from a decrease in Resale orders.

Current wording

Resale cancellation charges, which generally have a negative impact on Resale revenues, represented a reduction to Resale revenues of $0.4 million during the three months ended September 30, 2026, which was relatively consistent with the reduction to Resale revenues of $0.3 million during the three months ended September 30, 2025. Resale cancellation charges represented a reduction to Resale revenues of $1.2 million during the nine months ended September 30, 2026, compared to a reduction to Resale revenues of $1.5 million during the nine months ended September 30, 2025. The decrease resulted primarily from a decrease in Resale orders.

Previous wording

The following table presents total cost of revenues by segment for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents total cost of revenues by segment for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Marketplace cost of revenues decreased by $0.7 million, or 4%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $5.1 million, or 13%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases, which were primarily due to a decrease in Marketplace orders, were relatively consistent with the 4% and 16% decreases in Marketplace GOV during the same respective periods.

Current wording

Marketplace cost of revenues increased by $0.6 million, or 4%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025, which was relatively consistent with the 1% increase in Marketplace GOV during the same period. Marketplace cost of revenues decreased by $4.5 million, or 8%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease, which was primarily due to a decrease in Marketplace orders, was relatively consistent with the 11% decrease in Marketplace GOV during the same period.

Previous wording

Resale cost of revenues decreased by $3.1 million, or 13%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $4.0 million, or 8%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases, which were primarily due to a decrease in Resale orders, were relatively consistent with the 11% and 9% decreases in Resale revenues during the same respective periods.

Current wording

Resale cost of revenues decreased by $3.5 million, or 13%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $7.5 million, or 10%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases, which were primarily due to a decrease in Resale orders, were relatively consistent with the 9% decrease in Resale revenues during the same respective periods.

Previous wording

The following table presents total marketing and selling expenses, which relate entirely to our Marketplace segment, by advertising category for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents total marketing and selling expenses, which relate entirely to our Marketplace segment, by advertising category for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Total marketing and selling expenses decreased by $1.0 million, or 2%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $15.2 million, or 13%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. Marketing and selling expenses largely relate to Owned Properties, and the decreases were relatively consistent with the 4% and 12% decreases in Owned Properties revenues during the same respective periods.

Current wording

Total marketing and selling expenses decreased by $6.0 million, or 11%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $21.2 million, or 12%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. Marketing and selling expenses largely relate to Owned Properties, and the decreases were relatively consistent with the 9% and 11% decreases in Owned Properties revenues during the same respective periods.

Previous wording

Online advertising costs increased by $1.8 million, or 4%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increase resulted primarily from greater investment in digital performance marketing channels within Owned Properties. Online advertising costs decreased by $10.4 million, or 10%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decrease was relatively consistent with the 12% decrease in Owned Properties revenues during the same period.

Current wording

Online advertising costs decreased by $3.9 million, or 7%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $14.3 million, or 9%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases were relatively consistent with the 9% and 11% decreases in Owned Properties revenues during the same period.

Previous wording

Offline advertising costs decreased by $2.9 million, or 55%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $4.8 million, or 48%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from lower spending in traditional brand marketing channels.

Current wording

Offline advertising costs decreased by $2.1 million, or 52%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $6.9 million, or 49%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from lower spending in traditional brand marketing channels.

Previous wording

The following table presents total contribution margin by segment for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents total contribution margin by segment for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Resale contribution margin decreased by $0.1 million, or 2%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily as a result of a lower Resale order volume. Resale contribution margin decreased by $1.2 million, or 10%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025, driven by a decrease in Resale orders and reduced margins for certain Resale event categories.

Current wording

Resale contribution margin increased by $0.6 million, or 16%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025, primarily as a result of increased margins in certain Resale event categories. Resale contribution margin decreased by $0.6 million, or 4%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, driven by a decrease in Resale orders and reduced margins for certain Resale event categories.

Previous wording

The following table presents total general and administrative expenses by category for the three and six months ended June 30, 2026 and 2025 (in thousands, except percentages):

Current wording

The following table presents total general and administrative expenses by category for the three and nine months ended September 30, 2026 and 2025 (in thousands, except percentages):

Previous wording

Total general and administrative expenses decreased by $13.7 million, or 30%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $28.6 million, or 30%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from a decrease in personnel expenses due to lower equity-based compensation expenses as well as a reduction in employee headcount as part of our strategic cost reduction program, for which we incurred general and administrative expenses of less than $0.1 million and $0.2 million related to severance compensation during the three and six months ended June 30, 2026, respectively.

Current wording

Total general and administrative expenses decreased by $10.8 million, or 24%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $39.4 million, or 28%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from a decrease in personnel expenses due to lower equity-based compensation expenses as well as a reduction in employee headcount as part of our strategic cost reduction program, for which we incurred general and administrative expenses of $0.2 million and $0.4 million related to severance compensation during the three and nine months ended September 30, 2026, respectively.

Previous wording

Personnel expenses decreased by $13.2 million, or 39%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $24.8 million, or 37%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from a decrease in equity-based compensation expenses and other personnel cost savings associated with the reduction in employee headcount under our strategic cost reduction program, for which we incurred personnel expenses of less than $0.1 million and $0.2 million related to severance compensation during the three and six months ended June 30, 2026, respectively.

Current wording

Personnel expenses decreased by $10.8 million, or 34%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025 and decreased by $35.6 million, or 36%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decreases resulted primarily from a decrease in equity-based compensation expenses and other personnel cost savings associated with the reduction in employee headcount under our strategic cost reduction program, for which we incurred personnel expenses of $0.2 million and $0.4 million related to severance compensation during the three and nine months ended September 30, 2026, respectively.

Previous wording

Non-income tax expense decreased by $0.4 million, or 42%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease resulted primarily from a decrease in the amount of value-added taxes owed in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer. Non-income tax expense increased by $1.5 million, or 320%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase resulted primarily from accruing for additional uncollected indirect tax liabilities in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer.

Current wording

Non-income tax expense decreased by $0.2 million, or 26%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The decrease resulted primarily from a decrease in the amount of value-added taxes owed in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer. Non-income tax expense increased by $1.3 million, or 462%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The increase resulted primarily from accruing for additional uncollected indirect tax liabilities in jurisdictions where we believed it was probable we should remit payment to U.S. and foreign governmental tax authorities before all required amounts are collected from the customer.

Previous wording

Other general and administrative expenses decreased by less than $0.1 million, or 0%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 and decreased by $5.4 million, or 19%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The decreases resulted primarily from a decrease in professional service fees.

Current wording

Other general and administrative expenses increased by $0.3 million, or 2%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025. The increase resulted primarily from an increase in professional service fees. Other general and administrative expenses decreased by $5.1 million, or 13%, during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease resulted primarily from a decrease in professional service fees.

Previous wording

Depreciation and amortization expenses increased by $0.7 million, or 3%, during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase resulted primarily from an increase in amortization related to capitalized development activities for our online platform. There was no change in Depreciation and amortization expenses during the three months ended June 30, 2026 compared to the three months ended June 30, 2025.

Current wording

The decreases resulted primarily from a decrease in amortization related to capitalized development activities for our online platform.

Previous wording

Impairment charges were $320.4 million during the three and six months ended June 30, 2025, compared to zero during the three and six months ended June 30, 2026. The impairment charges resulted primarily from the effects of declines in our financial performance, near-term outlook, and Class A common stock price, among other factors, during the three and six months ended June 30, 2025 that resulted in a reduction of the fair values of our goodwill and certain indefinite-lived intangible assets.

Current wording

Impairment charges decreased by $320.4 million, or 100%, during the during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025. The decrease resulted entirely from the effects of declines in our financial performance, near-term outlook, and Class A common stock price, among other factors, during the nine months ended September 30, 2025 that resulted in a reduction of the fair values of our goodwill and certain indefinite-lived intangible assets. There were no impairment charges incurred during the three months ended September 30, 2026 and 2025.