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Bridgeline Digital, Inc.

For the period ended Jun 30, 2026. Filed Aug 13, 2026.

View on SEC.gov

About 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.

Jun 30, 2026 · Filed Aug 13, 2026

BLIN$0.62-7.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-15.

0001437749-26-017162

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-13.

0001437749-26-027732

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 135 previous paragraphs and 139 current paragraphs.

78 unchanged; 42 reworded; 18 added; 13 removed; 2 previous and 1 current paragraphs rearranged.

Tables are not compared: 4 previous and 4 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 (18)

Current report

Subscription revenue of $9.4 million for the nine months ended June 30, 2026 increased from $9.2 million for the nine months ended June 30, 2025.

Current report

Subscription revenue as a percentage of total revenue was 79% and 81% for the three months ended June 30, 2026 and 2025, respectively.

Current report

Services revenue of $2.4 million for the nine months ended June 30, 2026 increased from $2.3 million for the nine months ended June 30, 2025.

Current report

Cost of subscription revenue of $2.9 million for the nine months ended June 30, 2026 increased from $2.7 million for the nine months ended June 30, 2025.

Current report

Cost of services revenue of $1.2 million for the nine months ended June 30, 2026 increased from $1.1 million for the nine months ended June 30, 2025.

Current report

Gross profit of $7.6 million for the nine months ended June 30, 2026 decreased from $7.7 million for the nine months ended June 30, 2025.

Current report

Sales and marketing expenses of $1.0 million for the three months ended June 30, 2026 decreased from $1.3 million for the three months ended June 30, 2025.

Current report

Sales and marketing expenses of $3.2 million for the nine months ended June 30, 2026 decreased from $3.4 million with the nine months ended June 30, 2025.

Current report

General and administrative expense as a percentage of total revenue was 20% for both the three months ended June 30, 2026 and 2025, respectively.

Current report

General and administrative expenses of $2.2 million for the nine months ended June 30, 2026 decreased from $2.3 for the nine months ended June 30, 2025.

Current report

The decrease with the prior comparable periods is primarily attributable to lower personnel costs.

Current report

Research and development expenses of $2.6 million for the nine months ended June 30, 2026 decreased from $3.1 million for the nine months ended June 30, 2025.

Current report

Restructuring and acquisition related expenses were $68 thousand for the three months ended June 30, 2026 compared to $10 thousand for the three months ended June 30, 2025.

Current report

Restructuring and acquisition related expenses were $0.2 million for the nine months ended June 30, 2026 decreased from $0.2 million for the nine months ended June 30, 2025.

Current report

On July 14, 2026, the Company entered into a Common Stock Sales Agreement (the “Sales Agreement”) with WestPark Capital, Inc., as sales agent, pursuant to which the Company may offer and sell, from time to time through WestPark, shares of the Company’s common stock subject to the terms and conditions of the Sales Agreement. Under the Sales Agreement, WestPark may sell the Placement Shares in sales deemed to be an “at-the-market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company may instruct WestPark not to sell the Placement Shares if the sales cannot be effected at or above the price designated by the Company from time to time.

Current report

The Company is not obligated to make any sales of the Placement Shares under the Sales Agreement. No assurance can be given that the Company will sell Placement Shares under the Sales Agreement, or if such sales occur, no assurance can be given as to the price or number of shares that will be sold, or the dates on which any such sales will take place. Either party may terminate the Sales Agreement in its sole discretion at any time upon written notice to the other party.

Current report

The Company will pay WestPark a fixed commission rate of 3.0% of the aggregate gross proceeds from the sale of the Placement Shares pursuant to the Sales Agreement and has agreed to provide WestPark with customary indemnification and contribution rights. The Company also has agreed to reimburse WestPark for its reasonable out-of-pocket expenses (including but not limited to the reasonable and documented fees and expenses of its legal counsel) in an amount not to exceed $50,000 and quarterly disbursements of counsel to WestPark for ongoing diligence procedures in an amount not to exceed $3,500 per calendar quarter.

Current report

As of the date of this Quarterly Report on Form 10-Q, no Placement Shares have been sold.
Removed paragraphs (13)

Previous report

Subscription revenue of $6.3 million for the six months ended March 31, 2026 increased by $0.2 compared to $6.1 million for the six months ended March 31, 2025.

Previous report

Subscription revenue as a percentage of total revenue was 80% and 79% for the three months ended March 31, 2026 and 2025, respectively.

Previous report

Services revenue of $1.6 million for the six months ended March 31, 2026 remained consistent with the six months ended March 31, 2025.

Previous report

Services revenue as a percentage of total revenue was 20% and 21% for the three months ended March 31, 2026 and 2025, respectively.

Previous report

Cost of subscription revenue of $2.0 million for the six months ended March 31, 2026 increased from $1.8 million for the six months ended March 31, 2025.

Previous report

Cost of services revenue of $0.8 million for the six months ended March 31, 2026 remained consistent with the six months ended March 31, 2025.

Previous report

Gross profit of $5.1 million for the six months ended March 31, 2026 decreased from $5.2 million for the six months ended March 31, 2025.

Previous report

Sales and marketing expenses of $1.1 million for the three months ended March 31, 2026 remained consistent with the three months ended March 31, 2025.

Previous report

Sales and marketing expenses of $2.1 million for the six months ended March 31, 2026 remained consistent with the six months ended March 31, 2025.

Previous report

General and administrative expenses of $1.5 million for the six months ended March 31, 2026 decreased from $1.6 million for the six months ended March 31, 2025.

Previous report

Research and development expenses of $1.7 million for the six months ended March 31, 2026 decreased from $2.2 million for the six months ended March 31, 2025.

Previous report

Restructuring and acquisition related expenses were $59 thousand for the three months ended March 31, 2026 compared to $0.2 million for the three months ended March 31, 2025.

Previous report

Restructuring and acquisition related expenses were $84 thousand for the six months ended March 31, 2026 compared to $0.2 million for the six months ended March 31, 2025.
Reworded paragraphs (42)

Previous wording

We currently have over 2,000 active customers. For the three and six months ended March 31, 2026 and 2025, no customer exceeded 10% of our revenue.

Current wording

We currently have over 2,000 active customers. For the three and nine months ended June 30, 2026 and 2025, no customer exceeded 10% of our revenue.

Previous wording

Results of Operations for the Three and Six Months Ended March 31, 2026*** compared to the Three and Six Months Ended March 31, 2025***

Current wording

Results of Operations for the Three and Nine Months Ended June 30, 2026*** compared to the Three and Nine Months Ended June 30, 2025***

Previous wording

Total net revenue for each of the three months ended March 31, 2026 and 2025, was $3.9 million. We had net loss of $(0.4) million and $(0.7) million for the three months ended March 31, 2026 and 2025, respectively. Included in the net loss for the three months ended March 31, 2026 and 2025, was a gain of $5 thousand and $25 thousand as a result of the change in fair value of certain warrant liabilities, respectively. Basic and diluted loss per share attributable to common shareholders was $ (0.04) and $ (0.10) for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Total net revenue for each of the three months ended June 30, 2026 and 2025, was $3.9 million. We had net loss of $(0.5) million and $(0.8) million for the three months ended June 30, 2026 and 2025, respectively. Included in the net loss for the three months ended June 30, 2026 and 2025, was a gain of $1 thousand and $31 thousand as a result of the change in fair value of certain warrant liabilities, respectively. Basic and diluted loss per share attributable to common shareholders was $ (0.04) and $ (0.07) for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Total net revenue for the six months ended March 31, 2026 and 2025, was $7.8 million and $7.7 million, respectively. We had net loss of $(0.5) million and $(1.4) million for the six months ended March 31, 2026 and 2025, respectively. Included in the net loss for the six months ended March 31, 2026 and 2025, was a gain of $95 thousand and a loss of $(89) thousand as a result of the change in fair value of certain warrant liabilities, respectively. Basic and diluted loss per share attributable to common shareholders was $ (0.04) and $ (0.16) for the six months ended March 31, 2026 and 2025, respectively.

Current wording

Total net revenue for the nine months ended June 30, 2026 and 2025, was $11.8 million and $11.5 million, respectively. We had net loss of $(1.0) million and $(2.2) million for the nine months ended June 30, 2026 and 2025, respectively. Included in the net loss for the nine months ended June 30, 2026 and 2025, was a gain of $96 thousand and a loss of $(58) thousand as a result of the change in fair value of certain warrant liabilities, respectively. Basic and diluted loss per share attributable to common shareholders was $ (0.08) and $ (0.23) for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Subscription revenue as a percentage of total revenue of 80% for both the six months ended March 31, 2026 and the six months ended March 31, 2025.

Current wording

Subscription revenue as a percentage of total revenue of 80% for both the nine months ended June 30, 2026 and the nine months ended June 30, 2025.

Previous wording

Services revenue of $0.8 million for the three months ended March 31, 2026 remained consistent with the three months ended March 31, 2025.

Current wording

Services revenue of $0.8 million for the three months ended June 30, 2026 increased from $0.7 million for the three months ended June 30, 2025.

Previous wording

Services revenue as a percentage of total revenue of 20% for both the six months ended March 31, 2026 and the six months ended March 31, 2025.

Current wording

Services revenue as a percentage of total revenue of 20% for both the nine months ended June 30, 2026 and June 30, 2025.

Previous wording

Revenue for Bridgeline’s Core products was $2.4 million for the three months ended March 31, 2026 (representing 61% of total revenue), an increase from $2.3 million in the three months ended March 31, 2025 (representing 59% of total revenue). Bridgeline revenue for the three months ended March 31, 2026 increased compared to the three months ended March 31, 2025, with growth in Core products, led by HawkSearch, offset by lower revenue in certain legacy products.

Current wording

Revenue for Bridgeline’s Core products was $2.4 million for the three months ended June 30, 2026 (representing 62% of total revenue), an increase from $2.2 million in the three months ended June 30, 2025 (representing 57% of total revenue). Bridgeline revenue for the three months ended June 30, 2026 increased compared to the three months ended June 30, 2025, with growth in Core products, led by HawkSearch, offset by lower revenue in certain legacy products.

Previous wording

Revenue for Bridgeline’s Core products was $4.8 million for the six months ended March 31, 2026 (representing 61% of total revenue), an increase from $4.3 million in the six months ended March 31, 2025 (representing 56% of total revenue). Bridgeline revenue for the six months ended March 31, 2026 increased compared to the six months ended March 31, 2025, with growth in Core products, led by HawkSearch, offset by lower revenue in certain legacy products.

Current wording

Revenue for Bridgeline’s Core products was $7.1 million for the nine months ended June 30, 2026 (representing 60% of total revenue), an increase from $6.3 million in the nine months ended June 30, 2025 (representing 55% of total revenue). Bridgeline revenue for the nine months ended June 30, 2026 increased compared to the nine months ended June 30, 2025, with growth in Core products, led by HawkSearch, offset by lower revenue in certain legacy products.

Previous wording

Core revenue for the 12 months ended March 31, 2026 grew by 14% compared to the 12 months ended March 31, 2025.

Current wording

Core revenue for the 12 months ended June 30, 2026 grew by 13% compared to the 12 months ended June 30, 2025.

Previous wording

Total cost of revenue of $2.7 million for the six months ended March 31, 2026 increased from $2.5 million for the six months ended March 31, 2025.

Current wording

Total cost of revenue of $4.1 million for the nine months ended June 30, 2026 increased from $3.8 million for the nine months ended June 30, 2025.

Previous wording

The cost of subscription revenue as a percentage of subscription revenue was 31% and 28% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

The cost of subscription revenue as a percentage of subscription revenue was 31% and 30% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

The cost of subscription revenue as a percentage of subscription revenue was 31% and 29% for the six months ended March 31, 2026 and 2025, respectively.

Current wording

The cost of subscription revenue as a percentage of subscription revenue was 31% and 29% for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Cost of services revenue of $0.4 million for the three months ended March 31, 2026 remained consistent with the three months ended March 31, 2025.

Current wording

Cost of services revenue of $0.4 million for the three months ended June 30, 2026 increased from $0.4 million for the three months ended June 30, 2025.

Previous wording

The cost of services revenue as a percentage of total services revenue was 53% and 48% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

The cost of services revenue as a percentage of total services revenue was 53% and 50% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

The cost of services revenue as a percentage of total services revenue was 49% and 48% for the six months ended March 31, 2026 and 2025, respectively.

Current wording

The cost of services revenue as a percentage of total services revenue was 50% and 49% for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

The changes in cost of services revenue is primarily due to lower personnel costs.

Current wording

The changes in cost of services revenue is primarily due to additional personnel costs.

Previous wording

Gross profit of $2.5 million for the three months ended March 31, 2026 decreased from $2.6 million for the three months ended March 31, 2025.

Current wording

Gross profit of $2.5 million for the three months ended June 30, 2026 decreased from $2.5 million for the three months ended June 30, 2025.

Previous wording

The gross profit margin was 64% and 68% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

The gross profit margin was 64% and 66% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

The gross profit margin was 65% and 67% for the six months ended March 31, 2026 and 2025, respectively.

Current wording

The gross profit margin was 65% and 67% for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Sales and marketing expense as a percentage of total revenue was 27% and 28% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Sales and marketing expense as a percentage of total revenue was 27% and 34% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Sales and marketing expense as a percentage of total revenue was 27% for each of the six months ended March 31, 2026 and 2025.

Current wording

Sales and marketing expense as a percentage of total revenue was 27% and 29% for the nine months ended June 30, 2026 and 2025.

Previous wording

The consistency with the prior comparable periods is primarily attributable to lower personnel costs and higher lead generation costs.

Current wording

The decrease with the prior comparable periods is primarily attributable to lower personnel costs and lower lead generation costs.

Previous wording

General and administrative expense as a percentage of total revenue was 19% and 20% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

General and administrative expense as a percentage of total revenue was 19% and 20% for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Research and development expenses of $0.9 million for the three months ended March 31, 2026 decreased from $1.1 million for the three months ended March 31, 2025.

Current wording

Research and development expenses of $0.9 million for the three months ended June 30, 2026 remained consistent with the three months ended June 30, 2025.

Previous wording

Research and development expenses as a percentage of total revenue was 22% and 29% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Research and development expenses as a percentage of total revenue was 24% and 25% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Research and development expenses as a percentage of total revenue was 21% and 28% for the six months ended March 31, 2026 and 2025, respectively.

Current wording

Research and development expenses as a percentage of total revenue was 22% and 27% for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Depreciation and amortization expenses of $0.4 million for the six months ended March 31, 2026 remained consistent with the six months ended March 31, 2025.

Current wording

Depreciation and amortization expenses of $0.6 million for the nine months ended June 30, 2026 remained consistent with the nine months ended June 30, 2025.

Previous wording

Depreciation and amortization as a percentage of total revenue was 5% for each of the six months ended March 31, 2026 and 2025*.*

Current wording

Depreciation and amortization as a percentage of total revenue was 5% for each of the nine months ended June 30, 2026 and 2025*.*

Previous wording

The loss from operations was $ (0.4) million and $ (0.7) million for the three months ended March 31, 2026 and 2025, respectively.

Current wording

The loss from operations was $ (0.5) million and $ (0.7) million for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

The loss from operations was $ (0.6) million and $ (1.3) million for the six months ended March 31, 2026 and 2025, respectively.

Current wording

The loss from operations was $ (1.0) million and $ (2.0) million for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Interest expense and other, net, was $(6) thousand for the three months ended March 31, 2026 and was $(5) thousand for the three months ended March 31, 2025.

Current wording

Interest expense and other, net, was $6 thousand for the three months ended June 30, 2026 and was $(126) thousand for the three months ended June 30, 2025.

Previous wording

Interest expense and other, net, was $(6) thousand for the six months ended March 31, 2026 and was $(9) thousand for the six months ended March 31, 2025.

Current wording

Interest expense and other, net, was $- thousand for the nine months ended June 30, 2026 and was $(135) thousand for the nine months ended June 30, 2025.

Previous wording

We recognized a gain on the change in fair value of warrant liabilities of $5 thousand during the three months ended March 31, 2026 and recognized a gain related to the change in fair value of warrant liabilities of $25 thousand for the three months ended March 31, 2025.

Current wording

We recognized a gain on the change in fair value of warrant liabilities of $1 thousand during the three months ended June 30, 2026 and recognized a gain related to the change in fair value of warrant liabilities of $31 thousand for the three months ended June 30, 2025.

Previous wording

We recognized a gain on the change in fair value of warrant liabilities of $95 thousand during the six months ended March 31, 2026 and recognized a loss related to the change in fair value of warrant liabilities of $(89) thousand for the six months ended March 31, 2025.

Current wording

We recognized a gain on the change in fair value of warrant liabilities of $96 thousand during the nine months ended June 30, 2026 and recognized a loss related to the change in fair value of warrant liabilities of $(58) thousand for the nine months ended June 30, 2025.

Previous wording

The provision for income taxes was $5 thousand for each of the three months ended March 31, 2026 and March 31, 2025. The provision for income taxes was $10 thousand for each of the six months ended March 31, 2026 and March 31, 2025. The provision for income taxes consists of estimated liability for federal and state income taxes owed by us. Net operating loss (“NOL”) carryforwards are estimated to be sufficient to offset any potential taxable income for all periods presented. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized. We maintain a valuation allowance against its net deferred tax assets.

Current wording

The provision for income taxes was $5 thousand for each of the three months ended June 30, 2026 and June 30, 2025. The provision for income taxes was $15 thousand for each of the nine months ended June 30, 2026 and June 30, 2025. The provision for income taxes consists of estimated liability for federal and state income taxes owed by us. Net operating loss (“NOL”) carryforwards are estimated to be sufficient to offset any potential taxable income for all periods presented. A valuation allowance is established if it is more likely than not that all or a portion of the deferred tax asset will not be realized. We maintain a valuation allowance against its net deferred tax assets.

Previous wording

Cash used in operating activities was $(79) thousand for the six months ended March 31, 2026, compared to cash used in operating activities of $(0.2) million for the six months ended March 31, 2025. The change in cash used in operating activities, compared to the prior period, was primarily due to changes in non-cash items, including depreciation, and changes in fair value of warrant liabilities, and changes in accounts receivable, prepaids and other current assets, and accounts payable and accrued liabilities and deferred revenue.

Current wording

Cash provided by operating activities was $76 thousand for the nine months ended June 30, 2026, compared to cash used in operating activities of $(0.8) million for the nine months ended June 30, 2025. The change in cash used in operating activities, compared to the prior period, was primarily due to changes in non-cash items, including depreciation, and changes in fair value of warrant liabilities, and changes in accounts receivable, prepaids and other current assets, and accounts payable and accrued liabilities and deferred revenue.

Previous wording

There was $(44) thousand and $(7) thousand cash used in investing activities for the six months ended March 31, 2026 and 2025, respectively.

Current wording

There was $(87) thousand and $(12) thousand cash used in investing activities for the nine months ended June 30, 2026 and 2025, respectively.

Previous wording

Cash used in financing activities was $(0.1) million for the six months ended March 31, 2026, compared to cash provided by financing activities of $1.6 million for the six months ended March 31, 2025. The change is primarily related to proceeds from the issuance of common stock and the redemption of Preferred Series C shares in the six months ended March 31, 2025.

Current wording

Cash used in financing activities was $(0.1) million for the nine months ended June 30, 2026, compared to cash provided by financing activities of $1.5 million for the nine months ended June 30, 2025. The change is primarily related to proceeds from the issuance of common stock and the redemption of Preferred Series C shares in the nine months ended June 30, 2025.

Previous wording

We may offer and sell, from time to time, in one or more offerings, up to $50 million of its debt or equity securities, or any combination thereof. Such securities offerings may be made pursuant to the Company’s currently effective registration statement on Form S-3 (File No. 333-285176), which was initially filed with the Securities and Exchange Commission on February 24, 2025 and declared effective on February 27, 2025 (the “Shelf Registration Statement”). A complete description of the types of securities that the Company may sell is described in the Preliminary Prospectus contained in the Shelf Registration Statement. As of the date of the filing of this Quarterly Report, there are no active offerings for the sale or obligations to purchase any of the Company’s securities pursuant to the Shelf Registration Statement. There can be no assurances that the Company will offer any securities for sale or that if the Company does offer any securities that it will be successful in selling any portion of the securities offered on a timely basis if at all, or on terms acceptable to us. Further, our ability to offer or sell such securities may be limited by the rules of the NASDAQ Capital Market. As of March 31, 2026 approximately $47.7 million remains available for issuance.

Current wording

We may offer and sell, from time to time, in one or more offerings, up to $50 million of its debt or equity securities, or any combination thereof. Such securities offerings may be made pursuant to the Company’s currently effective registration statement on Form S-3 (File No. 333-285176), which was initially filed with the Securities and Exchange Commission on February 24, 2025 and declared effective on February 27, 2025 (the “Shelf Registration Statement”). A complete description of the types of securities that the Company may sell is described in the Preliminary Prospectus contained in the Shelf Registration Statement. As of the date of the filing of this Quarterly Report, there are no active offerings for the sale or obligations to purchase any of the Company’s securities pursuant to the Shelf Registration Statement, exclusive of the ATM Sales Agreement as detailed below. As of the date of this Quarterly Report on Form 10-Q, there are no active offerings under the ATM Sales Agreement. There can be no assurances that the Company will offer any securities for sale or that if the Company does offer any securities that it will be successful in selling any portion of the securities offered on a timely basis if at all, or on terms acceptable to us. Further, our ability to offer or sell such securities may be limited by the rules of the NASDAQ Capital Market. As of June 30, 2026 approximately $47.7 million remains available for issuance.

Showing the first 40 of 42 pairs. Open the source sections for the rest.

Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Services revenue as a percentage of total revenue was 21% and 19% for the three months ended June 30, 2026 and 2025, respectively.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

General and administrative expense as a percentage of total revenue was 19% and 20% for the six months ended March 31, 2026 and 2025, respectively.

Previous report — wording carried elsewhere

The decrease from the prior comparable periods is primarily attributable to lower personnel costs.