Thryv Holdings, Inc.
For the period ended Mar 31, 2026. Filed Apr 30, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 30, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-30.
0001556739-25-000072
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-30.
0001556739-26-000028
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsDefaults Upon Senior SecuritiesMine Safety DisclosuresThe 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 10 previous paragraphs and 14 current paragraphs.
6 unchanged; 1 reworded; 7 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 0 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 (7)
Current report
We have recorded impairment charges in the past and may record impairment charges in the future.
Current report
We are required, at least annually, or as facts and circumstances warrant, to test goodwill to determine if impairment has occurred. We are also required to test certain other assets for impairment as facts and circumstances warrant. Impairment may result from any number of factors, including adverse changes in assumptions used for valuation purposes, such as sales, operating margins, growth rates and discount rates based on budgets, business plans, economic projections, anticipated future cash flows and marketplace data or other factors. If the testing indicates that impairment has occurred, we are required to record a non-cash impairment charge.
Current report
During the three months ended March 31, 2026, we determined that a triggering event occurred as a result of sustained declines in our market capitalization due to a decrease in our stock price. As a result, we performed a quantitative goodwill impairment test of the SaaS reporting unit as of March 1, 2026, which indicated that the estimated fair value of the SaaS reporting unit exceeded its carrying value. As a result, no goodwill impairment charges were recorded for the three months ended March 31, 2026. As of March 31, 2026, we had $253.8 million of goodwill remaining, all of which related to the SaaS reporting unit. Future declines in our stock price or negative macroeconomic or industry trends could result in additional goodwill impairment charges in future periods which could have a material adverse effect on our results of operations and stock price.
Current report
The amount of borrowings permitted under our ABL Facility may fluctuate, which may adversely affect our liquidity, results of operations and financial position.
Current report
The amount of borrowings permitted at any time under our ABL Facility is limited to a periodic borrowing base valuation of, among other things, our accounts receivables. In addition, we are required to maintain a minimum “Excess Availability” (as defined in the ABL Credit Agreement) of at least $8.5 million at all times. Furthermore, the assets comprising our borrowing base consist exclusively of assets of our Marketing Services segment, which is in secular decline and is expected to be terminated by the end of 2028.
Current report
As a result, our access to borrowings under our ABL Facility is potentially subject to fluctuations depending on the value of the borrowing base eligible assets as of any measurement date, subject to a customary discretionary right of the administrative agent under our ABL Facility to establish reserves in respect of such borrowing base value under certain circumstances. Our inability to borrow at current advance rates or at all under, or the early termination of, our ABL Facility may adversely affect our liquidity, results of operations and financial position.
Removed paragraphs (3)
Previous report
Issuer Purchases of Equity Securities
Previous report
The following table shows our common stock repurchase activity for the quarter ended September 30, 2025:
Previous report
On April 30, 2024, our Board of Directors authorized a share repurchase plan under which the Company may repurchase up to $40.0 million in shares of common stock through April 30, 2029. During the three months ended September 30, 2025, we repurchased 378,000 shares of our common stock at a cost of approximately $5.0 million. As of September 30, 2025, we had approximately $34.5 million of repurchase authorizations remaining under the repurchase plan.
Reworded paragraphs (1)
Previous wording
There have been no material changes to the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2024, as supplemented by the disclosure in Part II, Item 1A. in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.
Current wording
Except as set forth below, there have been no material changes to the risk factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2025.