DROPBOX, INC.

Previous wording

By solving these universal problems, we’ve become invaluable to our users. The popularity of our platform allows us to scale efficiently. We’ve built a thriving global business with 18.13 million paying users.

Current wording

By solving these universal problems, we’ve become invaluable to our users. The popularity of our platform allows us to scale efficiently. We’ve built a thriving global business with 18.07 million paying users.

Previous wording

We offer FormSwift, our cloud-based service that gives individuals and businesses a simple solution to create, complete, edit, and save critical business forms and agreements. Customers can choose between annual or monthly subscriptions based on their individual or business needs. We typically bill FormSwift customers at the beginning of their respective terms and recognize revenue ratably over the subscription period. FormSwift primarily sells within the United States, and the majority of its sales are in U.S. dollars. We made the strategic decision to significantly reduce investments in FormSwift at the beginning of 2025.

Current wording

We offer FormSwift, our cloud-based service that gives individuals and businesses a simple solution to create, complete, edit, and save critical business forms and agreements. Customers can choose between annual or monthly subscriptions based on their individual or business needs. We typically bill FormSwift customers at the beginning of their respective terms and recognize revenue ratably over the subscription period. FormSwift primarily sells within the United States, and the majority of its sales are in U.S. dollars. We made the strategic decision to significantly reduce investments in FormSwift at the beginning of 2025, which has negatively impacted our annual recurring revenue ("ARR"), revenue and paying users in 2025.

Previous wording

During the three and six months ended June 30, 2025, our overall performance remained in line with expectations, with business trends reflecting the continued impact of macroeconomic conditions. We saw meaningful improvements in customer retention and engagement across both Individual and Teams plans. While Teams performance improved, it continues to be affected by cautious customer spend amid broader macroeconomic uncertainty. DocSend delivered strong year-over-year growth, while both Sign and FormSwift performed in line with expectations amid a competitive and cost-conscious environment.

Current wording

During the three and nine months ended September 30, 2025, our overall performance exceeded expectations, with business trends reflecting steady execution amid ongoing macroeconomic uncertainty. We saw better than expected improvements in customer retention and engagement across both Individual and Teams plans. While Teams performance improved, it continues to be affected by cautious customer spend amid broader macroeconomic uncertainty. Additionally, DocSend delivered another strong quarter of growth, while both Sign and FormSwift modestly exceeded expectations.

Previous wording

In October 2024, we announced a reduction of our global workforce by approximately 20% to streamline our team structure to better align with our long-term growth and profitability objectives. During the three and six months ended June 30, 2025, we incurred $1.2 million and $3.5 million, respectively, of expenses related to severance, benefits, and other related items. See Note 1 "Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce" for additional information.

Current wording

In October 2024, we announced a reduction of our global workforce by approximately 20% to streamline our team structure to better align with our long-term growth and profitability objectives. During the three and nine months ended September 30, 2025, we incurred $0.2 million and $3.7 million, respectively, of expenses related to severance, benefits, and other related items. See Note 1 "Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce" for additional information.

Previous wording

The number of paying users as of June 30, 2025 declined as compared to December 31, 2024 and June 30, 2024, largely from a decrease in paying users due to our strategic decision to significantly reduce our investments in FormSwift at the beginning of 2025 and a challenging operating environment across our Teams plans. We expect that the total number of paying users will continue to fluctuate from period to period and may continue to decrease in some periods as compared to prior periods.

Current wording

The number of paying users as of September 30, 2025 declined as compared to December 31, 2024 and September 30, 2024, largely due to a challenging operating environment across our Teams plans and our strategic decision to significantly reduce our investments in FormSwift at the beginning of 2025. We expect that the total number of paying users will continue to fluctuate from period to period and may continue to decrease in some periods as compared to prior periods.

Previous wording

The average revenue per paying user for the three and six months ended June 30, 2025 declined as compared to the three and six months ended June 30, 2024, as a result of our strategic decision to significantly reduce our investment in FormSwift, an increased mix of sales towards our lower priced plans, and the unfavorable impact of changes in foreign exchange rates across multiple currencies relative to the U.S. dollar.

Current wording

The average revenue per paying user increased for the three months ended September 30, 2025 as compared to the three months ended September 30, 2024, as a result of the favorable impact of changes in foreign exchange rates across multiple currencies relative to the U.S. dollar offset by our strategic decision to significantly reduce our investment in FormSwift. The average revenue per paying user for the nine months ended September 30, 2025 decreased as compared to the nine months ended September 30, 2024 as a result of our strategic decision to significantly reduce our investment in FormSwift and an increased mix of sales towards our lower priced plans.

Previous wording

The below table sets forth our ARPU for the three and six months ended June 30, 2025 and 2024.

Current wording

The below table sets forth our ARPU for the three and nine months ended September 30, 2025 and 2024.

Previous wording

Our FCF increased for the six months ended June 30, 2025, compared to the six months ended June 30, 2024, primarily due to an increase in cash provided by operating activities, in addition to a decrease in capital expenditures. The increase in cash provided by operating activities was primarily due to an increase in net income, as adjusted for stock-based compensation and depreciation and amortization expenses, partially offset by an increase in cash outflows from changes in operating assets and liabilities. The increase in cash outflows from operating assets and liabilities was primarily driven by the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters and payments for our 2024 reduction in workforce.

Current wording

Our FCF increased for the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, primarily due to an increase in cash provided by operating activities, in addition to a decrease in capital expenditures. The increase in cash provided by operating activities was primarily due to an increase in net income, as adjusted for stock-based compensation and depreciation and amortization expenses, partially offset by an increase in cash outflows from changes in operating assets and liabilities. The increase in cash outflows from operating assets and liabilities was primarily driven by the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters and payments related to our reduction in workforce announced in the fourth quarter of 2024.

Previous wording

We expect our FCF to generally increase in the near term as we drive operating efficiencies, partly due to our 2024 reduction in workforce. We expect to continue purchasing infrastructure equipment to support our user base and anticipate that our capital expenditures will increase the latter half of 2025. However, we expect overall spend in the future periods to remain consistent with prior years as we continue to invest in our internal infrastructure, network and security. The timing of our operating expenses as described below, may cause FCF to vary from period to period as a percentage of revenue.

Current wording

We expect our FCF to generally increase in the near term as we drive operating efficiencies, partly due to our reduction in workforce in the fourth quarter of 2024. We expect to continue purchasing infrastructure equipment to support our user base and anticipate that our capital expenditures will increase in the last quarter of 2025. However, we expect overall spend in future periods to remain consistent with prior years as we continue to invest in our internal infrastructure, network and security. The timing of our operating expenses as described below, may cause FCF to vary from period to period as a percentage of revenue.

Previous wording

Cost of revenue. Our cost of revenue consists primarily of expenses associated with the storage, delivery, and distribution of our platform for both paying users and free users. These costs, which we refer to as infrastructure costs, include depreciation of our servers located in co-location facilities that we lease and operate, rent and facilities expense for those datacenters, network and bandwidth costs, support and maintenance costs for our infrastructure equipment, and payments to third-party datacenter service providers. Cost of revenue also includes salaries, bonuses, employer payroll taxes and benefits, travel-related expenses, expenses related to our reduction in workforce such as severance, benefits and other related items, and stock-based compensation, which we refer to as employee-related costs, for employees whose primary responsibilities relate to supporting our infrastructure and delivering user support. Other non-employee costs included in cost of revenue include credit card fees related to processing customer transactions, and allocated overhead, such as facilities, including rent, utilities, depreciation on leasehold improvements and other equipment shared by all departments, and shared information technology costs. In addition, cost of revenue includes amortization of developed technologies, professional fees related to user support initiatives, and property taxes related to datacenter equipment.

Current wording

Cost of revenue. Our cost of revenue consists primarily of expenses associated with the storage, delivery, and distribution of our platform for both paying users and free users. These costs, which we refer to as infrastructure costs, include depreciation of our servers located in co-location facilities that we lease and operate, rent and facilities expense for those datacenters, network and bandwidth costs, support and maintenance costs for our infrastructure equipment, and payments to third-party datacenter service providers. Cost of revenue also includes salaries, bonuses, employer payroll taxes and benefits, travel-related expenses, expenses related to our reduction in workforce in the fourth quarter of 2024, such as severance, benefits and other related items, and stock-based compensation, which we refer to as employee-related costs, for employees whose primary responsibilities relate to supporting our infrastructure and delivering user support. Other non-employee costs included in cost of revenue include credit card fees related to processing customer transactions, and allocated overhead, such as facilities, including rent, utilities, depreciation on leasehold improvements and other equipment shared by all departments, and shared information technology costs. In addition, cost of revenue includes amortization of developed technologies, professional fees related to user support initiatives, and property taxes related to datacenter equipment.

Previous wording

Research and development. Our research and development expenses consist primarily of employee-related costs for our engineering, product, and design teams, expenses related to our reduction in workforce such as severance, benefits and other related items, compensation expenses related to key personnel from acquisitions and allocated overhead. These groups are responsible for the design, development, testing, delivery of new technologies and features, and support of our self-serve platform. We continue to focus our product development efforts on adding new features and enhancing the functionality and ease of use of our offerings. Additionally, research and development expenses include internal development-related third-party hosting fees. We have expensed almost all of our research and development costs as they were incurred.

Current wording

Research and development. Our research and development expenses consist primarily of employee-related costs for our engineering, product, and design teams, expenses related to our reduction in workforce in the fourth quarter of 2024, such as severance, benefits and other related items, compensation expenses related to key personnel from acquisitions and allocated overhead. These groups are responsible for the design, development, testing, delivery of new technologies and features, and support of our self-serve platform. We continue to focus our product development efforts on adding new features and enhancing the functionality and ease of use of our offerings. Additionally, research and development expenses include internal development-related third-party hosting fees. We have expensed almost all of our research and development costs as they were incurred.

Previous wording

We expect that research and development costs will decrease in absolute dollars and as a percentage of revenue in both the near term and long term as a result of our 2024 reduction in workforce, partially offset by continued hiring for our engineering, product, and design teams in roles critical to our future growth initiatives. The trend and timing of research and development expenses will depend in part on the timing for these new hires.

Current wording

We expect that research and development costs will decrease in absolute dollars and as a percentage of revenue in both the near term and long term as a result of our reduction in workforce in the fourth quarter of 2024, partially offset by continued hiring for our engineering, product, and design teams in roles critical to our future growth initiatives. The trend and timing of research and development expenses will depend in part on the timing for these new hires.

Previous wording

Sales and marketing. Our sales and marketing expenses relate to both self-serve and outbound sales activities, and consist primarily of employee-related costs, expenses related to our reduction in workforce such as severance, benefits and other related items, advertising costs, brand marketing costs, lead generation costs, sponsorships and allocated overhead. Sales commissions earned by our outbound sales team and the related payroll taxes, as well as commissions earned by third-party resellers that we consider to be incremental and recoverable costs of obtaining a contract with a customer, are deferred and are typically amortized over an estimated period of benefit of five years. Additionally, sales and marketing expenses include non-employee costs related to app store fees, fees payable to third-party sales representatives and amortization of acquired customer relationships.

Current wording

Sales and marketing. Our sales and marketing expenses relate to both self-serve and outbound sales activities, and consist primarily of employee-related costs, expenses related to our reduction in workforce in the fourth quarter of 2024, such as severance, benefits and other related items, advertising costs, brand marketing costs, lead generation costs, sponsorships and allocated overhead. Sales commissions earned by our outbound sales team and the related payroll taxes, as well as commissions earned by third-party resellers that we consider to be incremental and recoverable costs of obtaining a contract with a customer, are deferred and are typically amortized over an estimated period of benefit of five years. Additionally, sales and marketing expenses include non-employee costs related to app store fees, fees payable to third-party sales representatives and amortization of acquired customer relationships.

Previous wording

We expect that sales and marketing expenses will decrease in absolute dollars and as a percentage of revenue in both the near term and long term as a result of our 2024 reduction in workforce, partially offset by continued investment in sales and marketing in the long term, in order to grow our user base and increase our brand awareness. The trend and timing of sales and marketing expenses will depend in part on the timing of marketing campaigns.

Current wording

We expect that sales and marketing expenses will decrease in absolute dollars and as a percentage of revenue in both the near term and long term as a result of our reduction in workforce in the fourth quarter of 2024, partially offset by continued investment in sales and marketing in the long term, in order to grow our user base and increase our brand awareness. The trend and timing of sales and marketing expenses will depend in part on the timing of marketing campaigns.

Previous wording

General and administrative. Our general and administrative expenses consist primarily of employee-related costs for our legal, finance, human resources, and other administrative teams, as well as certain executives. In addition, general and administrative expenses include expenses related to our reduction in workforce such as severance, benefits and other related items, allocated overhead, outside legal, accounting and other professional fees, and non income-based taxes.

Current wording

General and administrative. Our general and administrative expenses consist primarily of employee-related costs for our legal, finance, human resources, and other administrative teams, as well as certain executives. In addition, general and administrative expenses include expenses related to our reduction in workforce in the fourth quarter of 2024, such as severance, benefits and other related items, allocated overhead, outside legal, accounting and other professional fees, and non income-based taxes.

Previous wording

Other (expense) income, net consists of other non-operating gains or losses, including those related to gains or losses on sale of assets, foreign currency transaction gains and losses, lease arrangements, which include sublease income, and gains and losses related to our short-term investments.

Current wording

Other income, net consists of other non-operating gains or losses, including those related to gains or losses on sale of assets, foreign currency transaction gains and losses, lease arrangements, which include sublease income, and gains and losses related to our short-term investments.

Previous wording

Revenue decreased $8.8 million or 1.4% during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024 primarily due toour strategic decision to significantly reduce our investment in FormSwift as well as weakness in Teams plans as a result of churn and fewer customers upgrading, which together contributed to a decrease of $8.1 million in revenue. In addition, revenue was negatively impacted by $0.7 million from changes in foreign exchange rates across multiple currencies.

Current wording

Revenue decreased $4.4 million or 0.7% during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024 primarily due toour strategic decision to significantly reduce our investment in FormSwift as well as weakness in Teams plans as a result of churn and fewer customers upgrading, offset by growth in our Individuals plans. In addition, revenue was positively impacted by$3.1 million from changes in foreign exchange rates across multiple currencies.

Previous wording

Cost of revenue increased $16.7 million or 15.6% during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024. This increase was primarily driven by a $12.4 million increase in infrastructure costs as we continue to add equipment in support of our datacenter refresh cycle.

Current wording

Cost of revenue increased $16.8 million or 15.1% during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024. This increase was primarily driven by a $16.7 million increase in infrastructure costs due to increased depreciation resulting from our datacenter refresh cycle.

Previous wording

Our gross margin decreased during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to a 15.6% increase in our cost of revenue, along with a 1.4% decrease in revenue during the period, as described above.

Current wording

Our gross margin decreased during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily due to a 15.1% increase in our cost of revenue, along with a 0.7% decrease in revenue during the period, as described above.

Previous wording

Research and development expenses decreased $42.7 million or 18.8% during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, primarily due to decreases of $32.6 million in employee-related costs driven by a decrease in headcount and $9.1 million in allocated overhead.

Current wording

Research and development expenses decreased $43.4 million or 19.2% during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, primarily due to decreases of $34.2 million in employee-related costs driven by a decrease in headcount and $10.2 million in allocated overhead.

Previous wording

Sales and marketing expenses decreased $24.7 million or 22.0% during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, primarily due to a decrease of $18.3 million related to advertising due to our strategic decision to significantly reduce our investments in FormSwift and other marketing related expenses as well as a $5.4 million decrease in employee-related costs driven by a decrease in headcount.

Current wording

Sales and marketing expenses decreased $19.0 million or 17.2% during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, primarily due to a decrease of $11.6 million related to advertising due to our strategic decision to significantly reduce our investments in FormSwift and other marketing related expenses as well as a $5.1 million decrease in employee-related costs driven by a decrease in headcount.

Previous wording

Interest (expense) income, net increased by $23.3 million during the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, primarily due interest expense related to our term loan facility entered into in the fourth quarter of 2024.

Current wording

Interest (expense) income, net increased by $24.1 million during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, primarily due to interest expense related to our term loan facility entered into in the fourth quarter of 2024.

Previous wording

Revenue decreased $15.4 million or 1.2% during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024 primarily due toour strategic decision to significantly reduce our investment in FormSwift and a decrease in paying users in Teams. In addition, revenue was negatively impacted by $3.5 million from changes in foreign exchange rates across multiple currencies.

Current wording

Revenue decreased $19.8 million or 1.0% during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024 primarily due toour strategic decision to significantly reduce our investment in FormSwift and a challenging Teams environment, offset by growth in our Individuals Plans.

Previous wording

Cost of revenue increased $27.6 million or 13.0% during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024. This increase was primarily driven by a $23.7 million increase in infrastructure costs as we continue to add equipment in support of our datacenter refresh cycle. Additionally, we saw a smaller depreciation benefit compared to the 2024 period as a result of the change in useful lives from four to five years of certain infrastructure and component assets which was effective January 1, 2024.

Current wording

Cost of revenue increased $44.4 million or 13.7% during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024. This increase was primarily driven by a $40.3 million increase in infrastructure costs as we continue to add equipment in support of our datacenter refresh cycle. Additionally, we saw a smaller depreciation benefit compared to the 2024 period as a result of the change in useful lives from four to five years of certain infrastructure and component assets which was effective January 1, 2024.

Previous wording

Our gross margin decreased during the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily due to a 13.0% increase in our cost of revenue, along with a 1.2% decrease in revenue during the period, as described above.

Current wording

Our gross margin decreased during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily due to a 13.7% increase in our cost of revenue, along with a 1.0% decrease in revenue during the period, as described above.

Previous wording

Research and development expenses decreased $83.4 million or 18.7% during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due to decreases of $65.7 million in employee-related costs driven by a decrease in headcount and $15.7 million in allocated overhead.

Current wording

Research and development expenses decreased $126.8 million or 18.9% during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, primarily due to decreases of $100.0 million in employee-related costs driven by a decrease in headcount and $25.9 million in allocated overhead.

Previous wording

Sales and marketing expenses decreased $41.5 million or 18.8% during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due to a decrease of $27.6 million related to advertising due to our strategic decision to significantly reduce our investments in FormSwift and other marketing related expenses as well as a decrease of $11.2 million in employee-related costs driven by a decrease in headcount.

Current wording

Sales and marketing expenses decreased $60.5 million or 18.2% during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, primarily due to a decrease of $39.1 million related to advertising due to our strategic decision to significantly reduce our investments in FormSwift and other marketing related expenses as well as a decrease of $16.3 million in employee-related costs driven by a decrease in headcount.

Previous wording

Net loss on real estate assets was $2.6 million during the six months ended June 30, 2025 and we did not record any gain or loss on real estate assets during the six months ended June 30, 2024.

Current wording

Net loss on real estate assets was $2.6 million during the nine months ended September 30, 2025 and we did not record any gain or loss on real estate assets during the nine months ended September 30, 2024.

Previous wording

Interest (expense) income, net increased by $45.2 million during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due interest expense related to our term loan facility entered into in the fourth quarter of 2024.

Current wording

Interest (expense) income, net increased by $69.3 million during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, primarily due to interest expense related to our term loan facility entered into in the fourth quarter of 2024.

Previous wording

Other (expense) income, net increased $3.9 million during the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due to a $3.0 million increase in foreign currency transaction losses.

Current wording

Other income, net decreased $2.2 million during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, primarily due to a $2.8 million increase in foreign currency transaction losses.

Previous wording

As of June 30, 2025, we had cash and cash equivalents of $736.3 million and short-term investments of $218.4 million, which were held for working capital purposes. Our cash, cash equivalents, and short-term investments consist primarily of cash, money market funds, corporate notes and obligations, U.S. Treasury securities, certificates of deposit, asset-backed securities, commercial paper, foreign government securities, U.S. agency obligations, supranational securities, and municipal securities. As of June 30, 2025, $375.2 million of our cash and cash equivalents was held by our foreign subsidiaries. We do not expect to incur material taxes in the event we repatriate any of these amounts. Our cash is held at several large financial institutions and our investments are focused on the preservation of capital, fulfillment of our liquidity needs, and maximization of investment performance within the parameters set forth in our investment policy and subject to market conditions. The investment policy sets forth credit rating minimums, permissible allocations, and limits our exposure to specific investment types. We believe these policies mitigate our exposure to risk concentrations.

Current wording

As of September 30, 2025, we had cash and cash equivalents of $730.7 million and short-term investments of $194.6 million, which were held for working capital purposes. Our cash, cash equivalents, and short-term investments consist primarily of cash, money market funds, corporate notes and obligations, U.S. Treasury securities, asset-backed securities, U.S. agency obligations, supranational securities, and municipal securities. As of September 30, 2025, $351.2 million of our cash and cash equivalents was held by our foreign subsidiaries. We do not expect to incur material taxes in the event we repatriate any of these amounts. Our cash is held at several large financial institutions and our investments are focused on the preservation of capital, fulfillment of our liquidity needs, and maximization of investment performance within the parameters set forth in our investment policy and subject to market conditions. The investment policy sets forth credit rating minimums, permissible allocations, and limits our exposure to specific investment types. We believe these policies mitigate our exposure to risk concentrations.

Previous wording

In December 2024, we entered into a secured five-year term loan facility in an aggregate principal amount of up to $2.0 billion, consisting of initial term loans and delayed draw term loan commitments each in an aggregate principal amount of up to $1.0 billion, respectively. The terms of the agreement also provide for a secured letter of credit facility in an aggregate amount of up to $35.0 million. The term loans have a maturity date of December 11, 2029. Quarterly principal payments began on March 31, 2025 and will continue on the last business day of each quarter thereafter, equal to 0.25% of the original principal amount of such term loans. As of June 30, 2025, we had $995.0 million outstanding on the initial term loans, no amounts outstanding on the delayed draw term loan commitments, and no letters of credit issued under the secured letter of credit facility.

Current wording

In December 2024, we entered into a secured five-year term loan facility in an aggregate principal amount of up to $2.0 billion, consisting of initial term loans and initial delayed draw term loan commitments each in an aggregate principal amount of up to $1.0 billion, respectively. The terms of the initial Credit Agreement also provide for a secured letter of credit facility in an aggregate amount of up to $35.0 million. In September 2025, we entered into the First Amendment to the term loan facility which provided for additional secured delayed draw term loan commitments in an aggregate principal amount of up to $700.0 million. The 2025 delayed draw term loans may be borrowed solely for the purpose of prepaying, repaying, repurchasing, redeeming, exchanging or settling upon conversion the 2026 Notes. We expect to pay the 2026 Notes using proceeds from the loans prior to or at maturity in 2026.

Previous wording

Interest on borrowings under the term loan facility accrues at either an alternate base rate or a term SOFR rate (further described in Note 7 "Debt") at the Company's option. Pursuant to the terms of the term loan facility, we are required to pay a quarterly commitment fee that accrues at a rate of 1.00% per annum on the unused portion of the delayed draw term loan commitments.

Current wording

Interest on borrowings under the term loan facility accrues at either an alternate base rate or a term SOFR rate (further described in Note 7 "Debt") at the Company's option. Pursuant to the terms of the Amended Credit Agreement, we are required to pay a quarterly commitment fee that accrues at a rate of 1.00% per annum on both the unused portion of the initial delayed draw term loan commitments and the unused portion of the 2025 delayed draw term loans. The 2025 delayed draw term loans commitment fees will start accruing on the unused portion three months after the effective date of the First Amendment.

Previous wording

The term loan facility permits the Company, subject to satisfaction of certain conditions, including obtaining commitments from new or existing lenders, to add new term loan facilities or increase the term loan commitments under the term loan agreement, in each case, subject to certain limits. Additionally, the term loan agreement contains customary representations and warranties, customary affirmative and negative covenants, and customary events of default. Failure to comply with these covenants may result in a portion of the outstanding term loan debt becoming due immediately. We were in compliance with all covenants under the term loan facility as of June 30, 2025.

Current wording

The term loan facility permits the Company, subject to satisfaction of certain conditions, including obtaining commitments from new or existing lenders, to add new term loan facilities or increase the term loan commitments under the term loan agreement, in each case, subject to certain limits. Additionally, the Amended Credit Agreement contains customary representations and warranties, customary affirmative and negative covenants, and customary events of default. Failure to comply with these covenants may result in a portion of the outstanding term loan debt becoming due immediately. We were in compliance with all covenants under the term loan facility as of September 30, 2025.

Previous wording

Our principal uses of cash in recent periods have been funding our operations, repurchases of our Class A common stock, the satisfaction of tax withholding obligations in connection with the settlement of restricted stock units and awards, making principal payments on our finance lease obligations, and capital expenditures. Our Board of Directors has authorized three separate $1.2 billion Class A common stock repurchase programs since February 2022. We completed the February 2022 and July 2023 authorizations during the three months ended March 31, 2024, and March 31, 2025, respectively. We continue to repurchase shares under the December 2024 authorization. Share repurchases are made from time-to-time in private transactions or open market purchases as permitted by securities laws and other legal requirements and are subject to a review of the circumstances in place at that time, including prevailing market prices. The program does not obligate us to repurchase any specific number of shares and has no specified time limit; it may be discontinued at any time. During the three and six months ended June 30, 2025, we repurchased and subsequently retired 14.2 million and 32.2 million, respectively, of our Class

Current wording

Our principal uses of cash in recent periods have been funding our operations, repurchases of our Class A common stock, the satisfaction of tax withholding obligations in connection with the settlement of restricted stock units and awards, making principal payments on our finance lease obligations, and capital expenditures. Our Board of Directors has authorized three separate $1.2 billion Class A common stock repurchase programs since February 2022, with authorizations in February 2022, July 2023 and December 2024. We completed the February 2022 and July 2023 authorizations during the three months ended March 31, 2024, and March 31, 2025, respectively. In August 2025, our Board of Directors authorized a new repurchase program for the purchase of an additional $1.5 billion shares of our Class A common stock. Share repurchases are made from time-to-time in private transactions or open market purchases as permitted by securities laws and other legal requirements and are subject to a review of the circumstances in place at that time, including prevailing market prices. The program does not obligate us to repurchase any specific number of shares and has no specified time limit; it may be discontinued at any time. During the three and nine months ended September 30, 2025, we repurchased and subsequently retired 13.8 million and 46.0 million, respectively, of our Class A common stock for an aggregate amount of $393.3 million and $1,300.3 million, respectively. This amount includes the 1% excise tax under the Inflation Reduction Act, as well as repurchase execution costs incurred in connection with our share repurchase program. The pace of our share repurchases may fluctuate due to various circumstances, including market conditions, our stock price, and other strategic investments.

Previous wording

For the six months ended June 30, 2025, net cash provided by operating activities was $414.3 million, which primarily consisted of our net income of $275.9 million, adjusted for stock-based compensation expense of $144.8 million, depreciation and amortization expenses of $77.1 million, and net cash outflow of $118.7 million from operating assets and liabilities. The outflow from operating assets and liabilities was primarily due to the payment of our 2024 corporate bonus, the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters, and payments for our 2024 reduction in workforce, offset by an increase in deferred revenue from increased subscription sales, as a majority of our paying users are invoiced in advance.

Current wording

For the nine months ended September 30, 2025, net cash provided by operating activities was $716.4 million, which primarily consisted of our net income of $399.7 million, adjusted for stock-based compensation expense of $223.4 million, depreciation and amortization expenses of $116.7 million, and net cash outflow of $109.6 million from operating assets and liabilities. The outflow from operating assets and liabilities was primarily due to the payment of our 2024 corporate bonus, the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters, and payments related to our reduction in workforce that we announced in the fourth quarter of 2024, offset by an increase in deferred revenue, as a majority of our paying users are invoiced in advance.

Previous wording

The increase of $8.2 million in net cash provided by operating activities during the six months ended June 30, 2025, compared to the six months ended June 30, 2024, was primarily due to an increase of $22.2 million in net income, as adjusted for stock-based compensation, depreciation and amortization expenses, and other non-cash losses (gains), partially offset by an increase of $14.0 million in cash outflows from changes in operating assets and liabilities. The increase in cash outflows from operating assets and liabilities was primarily driven by the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters and payments for our 2024 reduction in workforce.

Current wording

The increase of $36.1 million in net cash provided by operating activities during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, was primarily due to an increase of $65.7 million in net income, as adjusted for stock-based compensation, depreciation and amortization expenses, and other non-cash losses (gains), partially offset by an increase of $29.6 million in cash outflows from changes in operating assets and liabilities, primarily driven by the payment for the third tranche termination fee for the partial termination of our lease for our San Francisco, California corporate headquarters and payments related to our reduction in workforce announced in the fourth quarter of 2024.

Previous wording

For the six months ended June 30, 2025, net cash provided by investing activities was $48.2 million, which primarily related to $51.0 million in net investment activity inflows, driven by the maturities of short-term investments. The increase was partially offset by cash paid for an acquisition of $8.4 million.

Current wording

For the nine months ended September 30, 2025, net cash provided by investing activities was $66.0 million, which primarily related to $76.1 million in net investment activity inflows, driven by the maturities of short-term investments. The increase was partially offset by cash paid for acquisitions of $13.1 million.

Previous wording

The decrease of $128.7 million in net cash provided by investing activities during the six months ended June 30, 2025, compared to the six months ended June 30, 2024, was primarily due to a decrease of $151.8 million in net investment activity inflows, offset by a decrease of $13.0 million in cash paid for capital expenditures and $12.7 million in cash paid for acquisitions.

Current wording

The decrease of $264.0 million in net cash provided by investing activities during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, was primarily due to a decrease of $309.1 million in net investment activity inflows, offset by a decrease of $44.7 million in cash paid for acquisitions and $8.7 million in cash paid for capital expenditures.

Previous wording

Net cash used in financing activities is primarily impacted by cash used for repurchases of common stock, tax withholding obligations for the release of restricted stock units ("RSUs") and restricted stock awards ("RSAs"), principal payments on finance lease obligations for our infrastructure equipment, principal payments on amounts drawn upon the term loan facility, and payments of debt issuance costs and loan commitment fees related to the term loan facility.

Current wording

Net cash used in financing activities is primarily impacted by cash used for repurchases of common stock, tax withholding obligations for the release of restricted stock units ("RSUs") and restricted stock awards ("RSAs"), principal payments on finance lease obligations for our infrastructure equipment, principal payments on amounts drawn upon the term loan facility, payments of debt issuance costs and loan commitment fees related to the term loan facility, and payments of acquisition-related indemnity holdback amounts, offset by proceeds from the term loan facility.