Via Transportation, Inc.
For the period ended Mar 31, 2026. Filed May 12, 2026.
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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 May 12, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001603015-25-000042
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-12.
0001603015-26-000014
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 145 previous paragraphs and 128 current paragraphs.
65 unchanged; 38 reworded; 22 added; 28 removed; 14 previous and 3 current paragraphs rearranged.
Tables are not compared: 26 previous and 17 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 (22)
Current report
Operating Expenses
Current report
Research and Development
Current report
Sales and Marketing
Current report
General and Administrative
Current report
Interest Income
Current report
Interest Expense
Current report
Other Income (Expense), Net
Current report
We expect the absolute dollar value of other income (expense), net will vary each reporting period depending on the timing and magnitude of non-operating items, and changes in foreign currency exchange rates.
Current report
Provision for Income Taxes
Current report
The increase in revenue was also driven by significant momentum with our customers located in the United States, where revenue increased by$24.8 million (or approximately 36% year-over-year) and the rest of the world excluding Germany which increased by$3.3 million (or approximately 36% year-over-year). This rapid growth was partially offset by slower growth in Germany, where revenue increased by$0.7 million (or approximately 3% year-over-year).
Current report
Recurring subscription fees accounted for 99% of our revenue for the three months ended March 31, 2026, up from 95% during the same period in 2025. Revenue contribution from upfront implementation services, consulting contracts, and other one-time revenue represented 1% and 5% of our total revenues in the three months ended March 31, 2026 and 2025, respectively.
Current report
Operating Expenses
Current report
Research and Development
Current report
Research and development expenses increased primarily due to a $3.5 million increase in personnel costs. The increase in personnel expense resulted from a $2.4 million increase in stock-based compensation costs associated with the equity awards issued in connection with our IPO, and a $1.1 million net increase in other personnel costs including salary and benefits, net of change in capitalized software. The increase in personnel costs was primarily driven by a $1.9 million currency impact from the Israeli Shekel, which appreciated by approximately 15% against the US Dollar over the corresponding period, as a large percentage of our research and development team continues to be located in Israel. The currency impact more than offset a net reduction in research and development headcount in the comparative period.
Current report
Sales and Marketing
Current report
General and Administrative
Current report
Interest Income
Current report
Interest Expense
Current report
Other Income (Expense), Net
Current report
Partially offsetting this variance was the net impact of (i) the impact of the recognition of a non-cash loss of $1.0 million in the three months ended March 31, 2025 for the change in fair value of the convertible notes’ embedded derivative feature, and (ii) a negative variance of $0.9 million in foreign currency transaction gain (loss) in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.
Current report
Provision for Income Taxes
Current report
The decrease in gross margin and Adjusted Gross Margin was primarily attributable to a revenue mix shift towards certain lower gross margin contracts since the prior year period and a reduction in revenue from higher margin implementation and consulting services.
Removed paragraphs (28)
Previous report
Recent Developments
Previous report
On September 15, 2025, we completed our initial public offering (“IPO”) in which we issued and sold 7,142,857 shares of Class A common stock at $46.00 per share (“IPO Price”). We received net cash proceeds of $306.8 million after deducting underwriting discounts and commissions of $20.7 million and offering costs paid of approximately $1.1 million. Additionally, we have accrued offering costs of approximately $3.3 million as of September 30, 2025.
Previous report
Certain selling stockholders offered an additional 3,571,428 shares of the Company’s Class A common stock at the IPO price in a secondary offering.
Previous report
In connection with the IPO, we amended and restated our certificate of incorporation (the “Charter”) and entered into an exchange agreement with our CEO and certain of his affiliates, resulting in the reclassification of all shares of our common stock outstanding prior to completion of the IPO into an equivalent number of shares of Class A common stock and the exchange of all shares of Class A common stock held by the CEO and his affiliates for an equivalent number of shares of Class B common stock.
Previous report
In connection with the IPO, all outstanding shares of our convertible preferred stock automatically converted into an equal number of shares of Class A common stock and $53.3 million in principal and accrued contractual interest on our convertible notes automatically converted into 1,655,908 shares of Class A common stock.
Previous report
On October 14, 2025, the underwriters of the IPO elected to exercise their over-allotment option to purchase an additional 1,358,236 shares of Class A common stock at the IPO Price of $43.102 per share. The shares were issued and sold on this date, and the Company received net cash proceeds of $58.5 million after deducting underwriting discounts and commissions of $3.9 million.
Previous report
On September 15, 2025, upon the closing of our IPO, $53.3 million in principal and accrued contractual interest on the convertible notes automatically converted into 1,655,908 shares of the Company’s Class A common stock based on a 30% discount to the IPO price. The conversion was accounted for as a debt extinguishment, resulting in the recognition of a $10.9 million loss on extinguishment, calculated as the difference between the fair value of the shares issued and the carrying value of the notes and the embedded derivative feature liability at conversion. There are no further obligations related to these notes.
Previous report
We expect the absolute dollar value of other income (expense), net to decrease in future reporting periods following the extinguishment of our warrants and convertible notes during 2025, which were one-time events, and a resulting decrease in the expected amount of non-cash fair value gains or losses.
Previous report
The increase in revenue was driven by strong growth from our government customers, which increased by $26.5 million, or approximately 34% year-over-year. We also experienced strong growth from our customers located in the United States. Our United States revenue increased by $23.1 million or approximately 42% year-over-year.
Previous report
Gross margin increased from 38% in the three months ended September 30, 2024 to 39% in the three months ended September 30, 2025. The increase was primarily attributable to general scale efficiencies, including operating efficiencies in managing our launch and support personnel and IT and other costs.
Previous report
Research and development expenses increased primarily due to a $0.6 million increase in personnel costs corresponding to an increase in stock-based compensation costs associated with new equity awards issued as part of the IPO for our engineering, design, product development, and data science teams.
Previous report
Sales and marketing expenses increased primarily due to a $2.7 million increase in personnel costs, driven by increased headcount for our North America sales & marketing team. The remaining variance is largely attributable to a $1.1 million increase in general marketing and advertising spend.
Previous report
We recorded interest expense of $2.1 million in the three months ended September 30, 2025 as compared to $0.9 million in the three months ended September 30, 2024. The increase was attributable to $1.5 million of interest expense related to interest expense on our convertible notes, partially offset by a decrease of $0.3 million in interest expense on our line of credit. Immediately prior to the closing of our IPO, the convertible notes converted into shares of our Class A common stock and no longer accrue interest.
Previous report
On September 15, 2025, upon the closing of our IPO, $53.3 million in principal and accrued contractual interest on the convertible notes automatically converted into 1,655,908 shares of the Company’s Class A common stock based on a 30% discount to the IPO price. The conversion was accounted for as a debt extinguishment, resulting in the recognition of a $10.9 million loss on extinguishment.
Previous report
The increase in other expense is primarily due to the recognition of a non-cash loss of $5.2 million for the change in fair value of the convertible notes’ embedded derivative feature. This loss reflects the increase in the fair value of the conversion feature through the conversion date, which occurred immediately prior to the closing of our IPO. The fair value of the embedded derivative feature at the conversion date was determined based on the intrinsic value associated with a 30% discount to the IPO price.
Previous report
Comparison of the Nine Months Ended September 30, 2025 and 2024
Previous report
Revenue
Previous report
The increase in revenue was driven by growth in both new and existing customers. Our total customer count increased by 11%, from 643 as of September 30, 2024 to 713 as of September 30, 2025, and the majority of our revenue growth was derived from existing customers, consistent with prior quarters.
Previous report
The increase in revenue was driven by strong growth from our government customers, which increased by $69.8 million, or approximately 31% year-over-year. We also experienced strong growth from our customers located in the United States. Our United States revenue increased by $64.6 million or approximately 41% year-over-year.
Previous report
The decrease in Legacy revenue is attributable to the expiration of our one remaining contract in this operating segment in the second quarter of 2024. We did not pursue a renewal for this contract, in line with our strategy to focus on our Platform segment.
Previous report
Research and development expenses decreased due to a $0.9 million reduction in outsourced developer costs and a $0.3 million decrease in depreciation expense, partially offset by a $0.9 million increase in information technology costs. The increase in information technology costs reflects higher utilization of third-party applications and services to support the continued growth and development of our platform.
Previous report
General and administrative expenses increased primarily due to a $10.8 million increase in non-personnel costs, which is largely driven by a $6.0 million increase in fees from professional and outsourced service providers, including costs associated with the RideCo patent litigation and our IPO. Increases in insurance expenses and other corporate costs resulting from growth in operations contributed to the remaining increase in non-personnel costs. These increases were partially offset by a decrease in personnel costs as a result of operational efficiencies.
Previous report
We recorded interest income of $1.9 million in the nine months ended September 30, 2025 as compared to $1.8 million in the nine months ended September 30, 2024. The increase resulted from a higher surplus investable cash balance in 2025 as compared to 2024.
Previous report
Concurrently with the closing of our IPO, $53.3 million in principal and accrued contractual interest on the convertible notes automatically converted into 1,655,908 shares of the Company’s Class A common stock based on a 30% discount to the IPO price. The conversion was accounted for as a debt extinguishment, resulting in the recognition of a $10.9 million loss on extinguishment.
Previous report
The increase in other expense is primarily due to the recognition of a non-cash loss of $9.3 million for the change in fair value of the convertible notes’ embedded derivative feature. This loss reflects the increase in the fair value of the conversion feature through the conversion date, which occurred immediately prior to the closing of our IPO. The fair value of the embedded derivative feature at the conversion date was determined based on the intrinsic value associated with a 30% discount to the IPO price.
Previous report
Gross margin increased from 38% in the nine months ended September 30, 2024 to 40% in the nine months ended September 30, 2025. Adjusted Gross Margin increased from 39% in thenine months ended September 30, 2024 to 40% in thethree months ended September 30, 2025.
Previous report
The increase in gross margin and Adjusted Gross Margin in each of the periods was primarily attributable to general scale efficiencies, including operating efficiencies in managing our launch and support personnel, IT and other costs.
Previous report
Net cash provided by financing activities was $334.0 million in the nine months ended September 30, 2025, which primarily consisted of net cash proceeds from our IPO of $306.8 million. Also contributing to the increase were proceeds from the exercise of warrants of $20.0 million, proceeds from the exercise of stock options of $10.0 million (inclusive of proceeds from options exercises in relation to the IPO secondary offering), and the issuance of convertible notes of $7.5 million. These increases were partially offset by repayments on our Credit Agreement of $10.0 million.
Reworded paragraphs (38)
Previous wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and our audited annual financial statements and related notes for the year ended December 31, 2024, filed with the Securities and Exchange Commission (SEC) on September 15, 2025, pursuant to Rule 424(b) under the Securities Act of 1933, as amended (Prospectus). Some of the information contained in this discussion and analysis, including information with respect to our planned investments in our research and development, sales and marketing, and general and administrative functions, includes forward-looking statements that involve risks and uncertainties. You should review the sections titled “Special Note Regarding Forward-Looking Statements” and “Risk Factors” for a discussion of forward-looking statements and important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Current wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and our audited annual financial statements and related notes for the fiscal year ended December 31, 2025, as filed with the SEC on March 6, 2026. Some of the information contained in this discussion and analysis, including information with respect to our planned investments in our research and development, sales and marketing, and general and administrative functions, includes forward-looking statements that involve risks and uncertainties. You should review the sections titled “Cautionary Note Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q and “Part I–Item 1A. Risk Factors” in the Annual Report for a discussion of forward-looking statements and important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Previous wording
Via transforms antiquated and siloed public transportation systems into smart, data-driven, and efficient digital networks.
Current wording
Via transforms antiquated and siloed public transportation systems into smart, data-driven, and AI-powered efficient digital networks.
Previous wording
Our platform consists of purpose-built vertical software coupled with cost-effective technology-enabled services. The use of machine learning and AI is intrinsic to our platform and underlies continuous improvement in the performance of our software. We offer our customers the end-to-end capabilities to manage their complex workflows, optimize the planning and operations of their transportation networks, and gain highly valuable data insights. To successfully compete and scale a marketplace in New York City, we had to build consumer-grade technology and products. We are now able to bring these products to our enterprise customers, meaningfully elevating the user experience of their staff and riders. When customers adopt our platform, they can gain significant efficiencies in their operations and dramatically improve the experience for their passengers.
Current wording
Our platform consists of purpose-built vertical software coupled with cost-effective technology-enabled services. The use of machine learning and AI is intrinsic to our platform and underlies continuous improvement in the performance of our software. We offer our customers the end-to-end capabilities to manage their complex workflows, optimize the planning and operations of their transportation networks, and gain highly valuable data insights. When customers adopt our platform, they can gain significant efficiencies in their operations and dramatically improve the experience for their passengers.
Previous wording
Customer count as of the last date in any quarter represents the number of distinct legal entities which generated Platform revenue in that quarter. Each customer may have one or more contracts active at the same time. We closed the quarter ending September 30, 2025 with 713 customers, up 11% compared to our 643 customers as of September 30, 2024.
Current wording
Customer count as of the last date in any quarter represents the number of distinct legal entities which generated Platform revenue in that quarter. Each customer may have one or more contracts active at the same time. We closed the quarter ended March 31, 2026 with 838 customers, up 23% compared to our 682 customers as of March 31, 2025.
Previous wording
Platform Annual Run-Rate Revenue as of the last date in any quarter represents our Platform revenue for that quarter multiplied by four. We believe that Platform Annual Run-Rate Revenue is a key metric to our business, reflecting our ability to acquire new customers and to grow our relationships with existing customers. Platform Annual Run-Rate Revenue has demonstrated rapid growth, and was up 32% as of September 30, 2025, at $439 million, compared to $333 million as of September 30, 2024.
Current wording
Platform Annual Run-Rate Revenue as of the last date in any quarter represents our Platform revenue for that quarter multiplied by four. We believe that Platform Annual Run-Rate Revenue is a key metric to our business, reflecting our ability to acquire new customers and to grow our relationships with existing customers.
Previous wording
General and administrative expenses include salaries, stock-based compensation expenses, and benefits for employees in our finance and accounting, legal, human resources, information systems, operations management and other administrative functions, as well as professional fees, insurance expenses, and other corporate costs.
Current wording
General and administrative expenses primarily include salaries, stock-based compensation expenses, and benefits for employees in our finance and accounting, legal, human resources, information systems, operations management and other administrative functions, as well as professional fees, insurance expenses, and other corporate costs.
Previous wording
We expect that general and administrative expenses will increase in absolute dollars for the foreseeable future as we hire additional personnel and enhance our systems, processes, operations, and controls to support the growth in our business as well as our increased compliance and reporting requirements as a public company. However, while they may fluctuate in the near term, we expect that our general and administrative expenses will gradually decrease as a percentage of our revenue over time.
Current wording
We expect that general and administrative expenses will increase in absolute dollars for the foreseeable future as we hire additional personnel and enhance our systems, processes, operations, and controls to support the growth in our business as well as our increased compliance and reporting requirements as a public company. We also expect to incur higher insurance expenses, particularly in relation to our auto liability and director and officer insurance policies. However, while they may fluctuate in the near term, we expect that our general and administrative expenses will gradually decrease as a percentage of our revenue over time.
Previous wording
We expect interest expense will vary each reporting period depending on changes in our outstanding indebtedness and applicable interest rates. Immediately prior to the completion of our IPO, the Convertible Notes converted into shares of our Class A common stock and no longer accrue interest.
Current wording
Interest expense has historically been primarily comprised of interest accrued on our line of credit and convertible notes. Immediately prior to the completion of our IPO, the convertible notes converted into shares of our Class A common stock and no longer accrue interest. In November 2025, we repaid in full the outstanding balance on our line of credit.
Previous wording
Other income (expense), net consists primarily of the non-cash gain or loss relating to the change in the fair value of warrants to purchase convertible preferred stock and the convertible notes embedded derivative feature. Other income (expense), net also includes the impact of the gain or loss on transactions denominated in foreign currencies and income related to employee retention credits under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”).
Current wording
Other income (expense), net has historically been primarily comprised of non-cash gains or losses relating to the change in the fair value of warrants to purchase convertible preferred stock and the convertible notes embedded derivative feature. These instruments were extinguished during 2025. Other income (expense), net also includes the impact of the gain or loss on transactions denominated in foreign currencies and income related to employee retention credits under the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”).
Previous wording
The increase in revenue was driven by growth in both new and existing customers. Our total customer count increased by 11%, from 643 as of September 30, 2024 to 713 as of September 30, 2025, and the majority of our revenue growth was derived from existing customers, consistent with prior quarters.
Current wording
The increase in revenue was driven by continued growth in new customers as well as rapid expansion with existing customers. Our total customer count increased by 23%, from 682 as of March 31, 2025 to 838 as of March 31, 2026, including 94 customers added through the Downtowner acquisition which closed in December 2025.
Previous wording
Cost of revenue includes $57.1 million in technology-enabled services, $6.3 million in launch and support personnel and $3.2 million in IT and other costs for three months ended September 30, 2025. Cost of revenue increased primarily due to an increase of $15.4 million in tech-enabled services costs required to support new customers and our growth with existing customers.
Current wording
Cost of revenue includes $66.8 million in technology-enabled services, $7.3 million in launch and support personnel and $3.3 million in IT and other costs for three months ended March 31, 2026. Cost of revenue increased primarily due to an increase of $18.0 million in tech-enabled services costs required to support new customers and our growth with existing customers.
Previous wording
Gross margin increased from 38% in the nine months ended September 30, 2024 to 40% in the nine months ended September 30, 2025. The increase was primarily due to the revenue mix shift towards certain higher gross margin contracts in the nine months ended September 30, 2025.
Current wording
Gross margin decreased from 40% in the three months ended March 31, 2025 to 39% in the three months ended March 31, 2026. The decrease was attributable to a revenue mix shift towards certain lower gross margin contracts and a reduction in revenue from higher margin implementation and consulting services.
Previous wording
Sales and marketing expenses increased primarily due to a $4.8 million increase in personnel costs, driven by increased headcount for our North America sales & marketing team and issuances of new equity awards. The remaining variance is largely attributable to a $2.9 million increase in general marketing and advertising spend.
Current wording
Sales and marketing expenses increased primarily due to a $4.9 million increase in personnel costs, driven by increased headcount for our sales and marketing team and issuances of new equity awards.
Previous wording
General and administrative expenses increased primarily due to a $1.4 million increase in personnel costs and a $2.7 million increase in non-personnel costs. Personnel costs increased primarily as a result of an increase in stock-based compensation costs associated with new equity awards issued part of the IPO. The increase in non-personnel costs is attributable to higher external service provider costs, including costs associated with the RideCo patent litigation and our IPO, along with higher insurance expenses and other corporate costs.
Current wording
General and administrative expenses increased primarily due to a $7.1 million increase in personnel costs and a $1.0 million increase in non-personnel costs. Personnel costs increased primarily as a result of an increase in stock-based compensation costs associated with the equity awards issued in connection with our IPO. The increase in non-personnel costs is primarily attributable to higher insurance expenses primarily related to our auto liability and director and officer insurance policies.
Previous wording
We recorded interest income of $0.9 million in the three months ended September 30, 2025 as compared to $0.4 million in the three months ended September 30, 2024. The increase is driven by a higher surplus investable cash balance in 2025 as compared to 2024 resulting from net proceeds received from the IPO.
Current wording
We recorded interest income of $2.8 million in the three months ended March 31, 2026 as compared to $0.6 million in the three months ended March 31, 2025. The increase is driven by a higher surplus investable cash balance in 2026 as compared to 2025 resulting from net proceeds received from the IPO.
Previous wording
We recorded interest expense of $7.0 million in the nine months ended September 30, 2025 as compared to $2.4 million in the nine months ended September 30, 2024. The increase was attributable to $4.8 million of interest expense related to our convertible notes, partially offset by a decrease of $0.3 million in interest expense on our line of credit. On September 15, 2025, upon the closing of our IPO, the convertible notes converted into shares of our Class A common stock and no longer accrue interest.
Current wording
We recorded interest expense of $0.2 million in the three months ended March 31, 2026 as compared to $2.4 million in the three months ended March 31, 2025. Interest expense in the three months ended March 31, 2025 included $1.6 million of interest on our convertible notes and $0.6 million of interest on our line of credit. On September 15, 2025, upon the closing of our IPO, the convertible notes converted into shares of our Class A common stock and no longer accrue interest. In November 2025, we repaid in full the outstanding balance on our line of credit.
Previous wording
Partially offsetting this loss was the impact of (i) the recording of non-cash revaluation adjustments relating to an outstanding warrant to purchase shares of Series E preferred stock, which was exercised in February 2025, and (ii) a $2.3 million benefit related to an employee retention credit under the CARES Act.
Current wording
The decrease in other income is primarily due to the impact of the recognition of a non-cash gain of $2.3 million in the three months ended March 31, 2025 relating to an outstanding warrant to purchase shares of Series E preferred stock, which was exercised in February 2025.
Previous wording
The increase in provision for income taxes was due primarily to the increase in profits from our international subsidiaries that generate taxable income. Our low effective tax rate reflects the fact that we maintain a full valuation allowance against deferred taxes in most of the jurisdictions in which we generate net operating losses, including the United States.
Current wording
The decrease in provision for income taxes was due primarily to the decrease in profits from our international subsidiaries that generate taxable income. Our low effective tax rate reflects the fact that we maintain a full valuation allowance against deferred taxes in most of the jurisdictions in which we generate net operating losses, including the United States.
Previous wording
Gross margin increased from 38% in the three months ended September 30, 2024 to 39% in the three months ended September 30, 2025. Adjusted Gross Margin increased from 39% in thethree months ended September 30, 2024 to 40% in thethree months ended September 30, 2025.
Current wording
Gross margin decreased from 40% in the three months ended March 31, 2025 to 39% in the three months ended March 31, 2026. Adjusted Gross Margin decreased from 41% in thethree months ended March 31, 2025 to 40% in thethree months ended March 31, 2026.
Previous wording
(1)Amortization of acquired intangibles includes developed technology resulting from our acquisitions of Remix and Citymapper.
Current wording
(1)Amortization of acquired intangibles includes developed technology resulting from our acquisitions of Remix, Citymapper and Downtowner.
Previous wording
Adjusted EBITDA Margin improved by 9 percentage points and 10 percentage points, respectively in the three and nine month periods ending September 30, 2025 as compared to the equivalent periods in 2024, mostly driven by significant operating leverage in our operating expenses which allowed for substantial revenue growth with limited increase in operating expenses.
Current wording
Adjusted EBITDA Margin improved bythree percentage points in the three months ending March 31, 2026 as compared to the equivalent period in 2025, mostly driven by significant operating leverage in our operating expenses which allowed for substantial revenue growth with limited increase in operating expenses.
Previous wording
The following table provides a reconciliation of Adjusted EBITDA and Adjusted EBITDA Margin to net loss and net loss margin, the most directly comparable GAAP financial metrics, for the periods indicated:
Current wording
The following table provides a reconciliation of Adjusted EBITDA and Adjusted EBITDA Margin to net loss and net loss margin, the most directly comparable GAAP financial metrics:
Previous wording
(2)Excludes amortization of internal-use software.
Current wording
(1)Excludes amortization of internal-use software.
Previous wording
(3)Patent Litigation costs relate to the RideCo litigation in which Via won a trial in January 2025 and defending the verdict on appeals.
Current wording
(2)Patent litigation costs relate to the RideCo litigation in which Via won a trial in January 2025 and defending the verdict on appeals.
Previous wording
(4)Transaction costs include nonrecurring costs incurred in relation to our IPO and business combinations.
Current wording
(3)Transaction costs include nonrecurring costs incurred in relation to our IPO and business combinations.
Previous wording
Since our inception, we have generated negative cash flows from operations, and we have financed our operations primarily through customer payments and net proceeds from sales of equity securities, a line of credit, and convertible notes. On September 15, 2025, we completed our IPO and received net cash proceeds of $306.8 million after deducting underwriting discounts and commissions of $20.7 million and offering costs paid of approximately $1.1 million.
Current wording
Since our inception, we have generated negative cash flows from operations, and we have financed our operations primarily through customer payments and net proceeds from sales of equity securities, a line of credit, and convertible notes. On September 15, 2025, we completed our IPO and on October 14, 2025, the underwriters of the IPO elected to exercise their over-allotment option. As a result of these transactions, we received net cash proceeds of $362.4 million.
Previous wording
(1)Represents the total committed amount under our Credit Agreement of $100 million less amounts drawn as revolving loans or utilized under the letter of credit subfacility.
Current wording
(1)Represents the total committed amount under our Credit Agreement of $100 million less amounts utilized under the letter of credit subfacility.
Previous wording
Under the terms of our Credit Agreement, we can elect for revolving loans to be either Base Rate Loans or SOFR Loans. Base Rate Loans incur interest at the highest of (a) the Prime Rate plus 1.75%, (b) the Federal Funds rate plus 2.25%, and (c) the secured overnight financing rate (“SOFR”) for a tenor of one month plus 2.85%. SOFR Loans incur interest at SOFR for a tenor comparable to the applicable interest period plus 2.85%. We are charged a commitment fee of 0.325% for committed but unused amounts.
Current wording
Funds rate plus 2.25%, and (c) SOFR for a tenor of one month plus 2.85%. SOFR Loans incur interest at SOFR for a tenor comparable to the applicable interest period plus 2.85%. We are charged a commitment fee of 0.325% for committed but unused amounts.
Previous wording
On February 20, 2024, we drew down $40.0 million on the revolving line of credit as a SOFR loan. As of September 30, 2025 borrowings of $25.0 million remained outstanding. For the three months ended September 30, 2025 and 2024, we recognized interest expense of $0.5 million and $0.8 million, respectively, in relation to the revolving line of credit. For the nine months ended September 30, 2025 and 2024, we recognized interest expense of $1.7 million and $2.0 million, respectively, in relation to the revolving line of credit. In November 2025, we repaid the SOFR Loans balance outstanding of $25.0 million.
Current wording
For the three months ended March 31, 2025 we recognized interest expense of $0.6 million in relation to the revolving line of credit. In November 2025, we repaid in full the SOFR Loans balance outstanding, and no amount remains outstanding as of March 31, 2026.
Previous wording
We had letters of credit outstanding under the letter of credit subfacility of $12.4 million as of September 30, 2025.
Current wording
We had letters of credit outstanding and committed under the letter of credit subfacility of $20.6 million as of March 31, 2026.
Previous wording
As of September 30, 2025, we had $62.6 million in available borrowings under the Credit Agreement.
Current wording
As of March 31, 2026, we had $79.4 million in available borrowings under the Credit Agreement.
Previous wording
Our Credit Agreement contains customary representations and warranties, certain financial and nonfinancial covenants, including certain limitations on liens and indebtedness. The financial covenants include a requirement to maintain minimum liquidity of $50.0 million plus 50% of any principal amounts funded under the incremental facility. Additionally, we are required to meet certain revenue targets, which we have continued to meet. As of September 30, 2025, we were in compliance with all covenants.
Current wording
Our Credit Agreement contains customary representations and warranties, and certain financial and nonfinancial covenants, including certain limitations on liens and indebtedness. The financial covenants include a requirement to maintain minimum liquidity of $50.0 million plus 50% of any principal amounts funded under the incremental facility. Additionally, we are required to meet certain revenue targets, which we have continued to meet. As of March 31, 2026, we were in compliance with all covenants under our Credit Agreement.
Previous wording
Net cash used in operating activities was $30.4 million in the nine months ended September 30, 2025. The factors affecting our operating cash flows during this period were our net loss of $74.4 million and $6.9 million of cash outflows from changes in our operating assets and liabilities, offset by non-cash charges of $39.9 million. The cash outflow from changes in our operating assets and liabilities was primarily due to increases of $8.3 million in accounts receivable, offset by the net impact of smaller fluctuations in other operating assets and liabilities. The increase in accounts receivable is primarily attributable to the growth experienced in the business. The non-cash charges consisted primarily of $15.9 million in stock-based compensation expense, a $10.9 million loss on extinguishment of our convertible notes, and a $9.3 million loss from the revaluation of the convertible notes’ embedded derivative feature prior to conversion.
Current wording
Net cash used in operating activities was $21.2 million in the three months ended March 31, 2026. The factors affecting our operating cash flows during this period were our net loss of $20.1 million and $22.4 million of cash outflows from changes in our operating assets and liabilities, offset by non-cash charges of $21.3 million. The cash outflow from changes in our operating assets and liabilities was primarily due to increases of $13.8 million in accounts receivable, offset by the net impact of smaller fluctuations in other operating assets and liabilities. The increase in accounts receivable is primarily attributable to the timing of certain cash collections from our customers at March 31, 2026 as compared to December 31, 2025. The non-cash charges consisted primarily of $15.6 million in stock-based compensation expense, $3.3 million in non-cash operating lease expense and $2.4 million indepreciation and amortization expense.
Previous wording
Net cash used in investing activities was $4.6 million in the nine months ended September 30, 2025, including net cash utilized for internally capitalized software of $3.2 million and $1.3 million in purchases of other property and equipment.
Current wording
Net cash used in investing activities was $2.3 million in the three months ended March 31, 2026, including net cash utilized for internally capitalized software of $2.0 million and $0.3 million in purchases of other property and equipment.
Previous wording
Net cash provided by financing activities was $41.3 million in the nine months ended September 30, 2024, which primarily consisted of net cash proceeds from borrowings under our Credit Agreement of $40.0 million and proceeds from the exercise of stock options of $1.3 million.
Current wording
Net cash provided by financing activities was $1.0 million in the three months ended March 31, 2026, which consisted of proceeds from the exercise of stock options.
Previous wording
There have been no material changes to our critical accounting estimates from those disclosed in our IPO Prospectus.
Current wording
There have been no material changes to our critical accounting estimates from those disclosed in our Annual Report on Form 10-K.
Previous wording
We may take advantage of these provisions until the last day of the fiscal year following the fifth anniversary of the completion of our IPO or such earlier time that we are no longer an emerging growth company. We would cease to be an emerging growth company upon the earliest of (a) the last day of the first fiscal year in which our annual gross revenue is
Current wording
We may take advantage of these provisions until the last day of the fiscal year following the fifth anniversary of the completion of our IPO or such earlier time that we are no longer an emerging growth company. We would cease to be an emerging growth company upon the earliest of (a) the last day of the first fiscal year in which our annual gross revenue is $1.235 billion or more, (b) the date on which we have, during the previous rolling three-year period, issued more than $1.0 billion in non-convertible debt securities, and (c) the last day of the fiscal year in which the market value of our Class A common stock held by non-affiliates exceeded $700 million as of June 30 of such fiscal year.
Previous wording
For risks related to our status as an emerging growth company, see “Risk Factors—Risks Relating to Ownership of our Class A Common Stock —We qualify as an emerging growth company within the meaning of the Securities Act, and we utilize certain exemptions available to emerging growth companies, which could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.”
Current wording
For risks related to our status as an emerging growth company, see “Risk Factors—Risks Relating to Ownership of our Class A Common Stock —We qualify as an emerging growth company within the meaning of the Securities Act, and we utilize certain exemptions available to emerging growth companies, which could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies” in our Annual Report on Form 10-K.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
Platform Annual Run-Rate Revenue has demonstrated rapid growth and was up 29% as of March 31, 2026, at $510 million, compared to $395 million as of March 31, 2025.
Current report — wording carried from elsewhere
We expect interest expense will vary each reporting period depending on changes in our outstanding indebtedness and applicable interest rates.
Current report — wording carried from elsewhere
Under the terms of our Credit Agreement, we can elect for revolving loans to be either Base Rate Loans or SOFR Loans. Base Rate Loans incur interest at the highest of (a) the Prime Rate plus 1.75%, (b) the Federal
Rearranged previous paragraphs (14)
Previous report — wording carried elsewhere
Interest expense is comprised of interest accrued on our line of credit and Convertible Notes.
Previous report — wording carried elsewhere
Cost of Revenue, Gross Profit, and Gross Margin
Previous report — wording carried elsewhere
The following table summarizes our cost of revenue, gross profit, and gross margin for the periods indicated:
Previous report — wording carried elsewhere
Cost of revenue includes $162.1 million in technology-enabled services, $18.6 million in launch and support personnel and $9.9 million in IT and other costs for the nine months ended September 30, 2025. Cost of revenue increased primarily due to an increase of $39.1 million in tech-enabled services costs required to support new customers and our growth with existing customers.
Previous report — wording carried elsewhere
The following table summarizes our operating expenses for the periods indicated:
Previous report — wording carried elsewhere
The following table summarizes our interest income for the periods indicated:
Previous report — wording carried elsewhere
The following table summarizes our interest expense for the periods indicated:
Previous report — wording carried elsewhere
The following table summarizes the components of other income (expense), net for the periods indicated:
Previous report — wording carried elsewhere
The following table summarizes the provision for income taxes for the periods indicated:
Previous report — wording carried elsewhere
The increase in provision for income taxes was due primarily to the increase in profits from our international subsidiaries that generate taxable income. Our low effective tax rate reflects the fact that we maintain a full valuation allowance against deferred taxes in most of the jurisdictions in which we generate net operating losses, including the United States.
Previous report — wording carried elsewhere
(1)Other income (expense) consists primarily of non-cash losses relating to the change in the fair value of warrants to purchase convertible preferred stock, which were exercised in February 2025 and the convertible notes embedded derivative feature.
Previous report — wording carried elsewhere
Net cash used in operating activities was $52.3 million in the nine months ended September 30, 2024. The factors affecting our operating cash flows during this period were our net loss of $71.7 million and $11.2 million of cash outflows from changes in our operating assets and liabilities, offset by non-cash charges of $30.6 million. The cash outflow from changes in our operating assets and liabilities was primarily due to increases in accounts receivable of $10.1 million. These increases are attributable to the revenue growth experienced in our business. The non-cash charges primarily consisted of $15.8 million in stock-based compensation expense, $6.9 million in depreciation and amortization, $4.3 million in noncash operating lease expenses, and $3.3 million revaluation of warrants liability.
Previous report — wording carried elsewhere
Net cash used in investing activities was $3.4 million in the nine months ended September 30, 2024, which consisted of net cash utilized for internally capitalized software of $2.5 million and $0.9 million in purchases of other property and equipment.
Previous report — wording carried elsewhere
$1.235 billion or more, (b) the date on which we have, during the previous rolling three-year period, issued more than $1.0 billion in non-convertible debt securities, and (c) the last day of the fiscal year in which the market value of our Class A common stock held by non-affiliates exceeded $700 million as of June 30 of such fiscal year.