ZIPRECRUITER, INC.
For the period ended Mar 31, 2026. Filed May 7, 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 7, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001617553-25-000106
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001617553-26-000031
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 121 previous paragraphs and 110 current paragraphs.
74 unchanged; 32 reworded; 3 added; 13 removed; 2 previous and 1 current paragraphs rearranged.
Tables are not compared: 16 previous and 16 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 (3)
Current report
In the quarter ended March 31, 2026, Quarterly Paid Employers increased 7% when compared to the quarter ended December 31, 2025. Despite the continued uncertainty in the labor market, our marketing and advertising investments and our continued product improvements drove more new and returning paid employers to our platform, increasing the number of Quarterly Paid Employers in our marketplace in the first quarter of 2026, following the holiday slowdown.
Current report
General and administrative expenses decreased by $2.3 million, or 13%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by a $1.3 million decrease in stock-based compensation expense for our general and administrative employees corresponding with a lower grant date fair value of equity awards recognized as expense in the current period and lower headcount in the current period. Personnel-related costs for our general and administrative employees also decreased by $1.0 million, primarily driven by lower headcount.
Current report
Our board of directors has authorized us to repurchase up to $750.0 million of outstanding shares of our common stock, with no fixed expiration. We may, at any time and from time to time, seek to repurchase shares of common stock through open market or privately negotiated transactions, block purchases, or pursuant to one or more Rule 10b5-1 plans which, if completed, could involve the use of cash, in amounts that may be material, and will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors that could materially affect our liquidity.
Removed paragraphs (13)
Previous report
In the quarter ended September 30, 2025, Quarterly Paid Employers increased 1% when compared to the quarter ended June 30, 2025 versus a sequential decrease of 7% in the quarter ended September 30, 2024 when compared to the quarter ended June 30, 2024.
Previous report
We expect to continue to invest in corporate infrastructure and incur additional expenses associated with operating as a public company, including expenses related to compliance and reporting obligations pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC, and higher expenses for professional services.
Previous report
Revenue decreased by $25.7 million, or 7%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. With those currently employed continuing to leave their jobs at a low rate during the nine months ended September 30, 2025, hiring levels remained lower compared to the nine months ended September 30, 2024, reflecting uncertainty in the economy. Subscription revenue decreased by $23.2 million, or 8%, and performance-based revenue decreased by $2.5 million, or 3%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.
Previous report
Cost of revenue decreased by $2.5 million, or 7%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily due to a decrease of $1.7 million in partner revenue share. Gross margin was 89% in both the nine months ended September 30, 2025 and September 30, 2024, reflecting our continued commitment to operational efficiencies and maintaining costs proportionate to revenue.
Previous report
Sales and marketing expenses increased by $15.4 million, or 10%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. Marketing and advertising spend increased $22.6 million compared to the prior-year period as we deployed marketing dollars towards campaigns we believe will drive a strong return on investment. The increase was partially offset by a decrease of $4.2 million in personnel-related costs and a decrease of $1.7 million in stock-based compensation expense for our sales and marketing employees corresponding with lower headcount in the current period as well as a lower grant date fair value of equity awards recognized as expense in the current period.
Previous report
Research and development expenses decreased by $6.9 million, or 7%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decrease was primarily driven by a $7.2 million decrease in stock-based compensation expense for our research and development employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period.
Previous report
General and administrative expenses decreased by $2.6 million, or 14%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The decrease was primarily driven by a $0.7 million decrease in travel and entertainment expenses, a $0.5 million decrease in sales tax expense, and a $0.4 million decrease in stock-based compensation expense.
Previous report
General and administrative expenses decreased by $3.1 million, or 6%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decrease was primarily driven by a $1.9 million decrease in stock-based compensation expense, a $0.7 million decrease in sales tax expense, and a $0.7 million decrease in travel and entertainment expenses.
Previous report
*The effective tax rate for the nine months ended September 30, 2024 is not meaningful as a result of the low level of loss before income taxes recorded for the period.
Previous report
Income tax expense (benefit) increased by $3.3 million, or 183%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The increase in income tax expense (benefit) is primarily attributable to the difference in the pretax losses in each period and a decrease in research and development tax credits claimed in the current period.
Previous report
Income tax expense (benefit) decreased by $0.9 million, or 47%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. The decrease in income tax expense (benefit) is primarily attributable to a decrease in income before income taxes.
Previous report
The credit facility is collateralized by security interests in substantially all of our assets and includes customary events of default such as non-payment of principal, non-payment of interest or fees, inaccuracy of representations and warranties, violation of certain covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments against us, and a change of control. The occurrence of an event of default could result in the acceleration of the obligations under the credit facility.
Previous report
The credit facility agreement contains customary representations, warranties, affirmative covenants, such as financial statement reporting requirements, negative covenants, and financial covenants, such as maintenance of certain net leverage ratio requirements. The negative covenants include restrictions that, among other things, restrict our ability to incur liens and indebtedness, make certain investments, declare dividends, dispose of, transfer or sell assets, make stock repurchases and consummate certain other matters, all subject to certain exceptions.
Reworded paragraphs (32)
Previous wording
ZipRecruiter is free to use for job seekers. Job seekers come to ZipRecruiter in search of their next opportunity. After establishing a profile, job seekers are able to apply to jobs with a single click. Our artificial intelligence-powered career advisor, Phil, curates jobs and proactively sends alerts for new opportunities where they are a Great Match, which is a designation assigned by ZipRecruiter’s technology to indicate a high potential fit between a job seeker and a job. As our matching technology learns more about job seekers’ preferences and attributes, our technology offers increasingly higher quality matches.
Current wording
ZipRecruiter is free to use for job seekers. Job seekers come to ZipRecruiter in search of their next opportunity. After establishing a profile, job seekers are able to apply to jobs with a single click. Our artificial intelligence-powered platform curates jobs and helps job seekers discover new opportunities and stand out to employers. As our matching technology learns more about job seekers’ preferences and attributes, our technology offers increasingly higher quality matches between job seekers and employers.
Previous wording
For the three months ended September 30, 2025, our revenue was $115.0 million and we had a net loss of $9.8 million and Adjusted EBITDA of $9.2 million. For the three months ended September 30, 2024, our revenue was $117.1 million, and we had a net loss of $2.6 million and Adjusted EBITDA of $15.0 million. For the nine months ended September 30, 2025, our revenue was $337.3 million and we had a net loss of $32.2 million and Adjusted EBITDA of $24.5 million. For the nine months ended September 30, 2024, our revenue was $363.0 million, and we had a net loss of $2.1 million and Adjusted EBITDA of $63.6 million. Adjusted EBITDA is a financial measure not presented in accordance with GAAP. For a definition of Adjusted EBITDA, an explanation of our management’s use of this measure and a reconciliation of net income (loss) to Adjusted EBITDA, see the section titled “Key Operating Metrics and Non-GAAP Financial Measures.”
Current wording
For the three months ended March 31, 2026, our revenue was $107.5 million and we had a net loss of $4.7 million and Adjusted EBITDA of $9.7 million. For the three months ended March 31, 2025, our revenue was $110.1 million, and we had a net loss of $12.8 million and Adjusted EBITDA of $5.9 million. Adjusted EBITDA is a financial measure not presented in accordance with GAAP. For a definition of Adjusted EBITDA, an explanation of our management’s use of this measure and a reconciliation of net income (loss) to Adjusted EBITDA, see the section titled “Key Operating Metrics and Non-GAAP Financial Measures.”
Previous wording
In the quarter ended September 30, 2025, Revenue per Paid Employer increased when compared to the quarter ended June 30, 2025. We believe our products and services continued to improve and offered more value for employers of all sizes, especially for our performance-based customers, during the quarter ended September 30, 2025.
Current wording
In the quarter ended March 31, 2026, Revenue per Paid Employer decreased when compared to the quarter ended December 31, 2025. While we believe our products and services continued to improve and offered more value for employers of all sizes, we saw a sequential decline in Revenue per Paid Employer consistent with historical seasonality as new and returning Paid Employers ramped up hiring over the course of the quarter ended March 31, 2026, following the holiday slowdown.
Previous wording
The labor market remains subdued, with employers reducing their demand for hiring. Further, with those currently employed continuing to leave their jobs at a low rate during the quarter ended September 30, 2025, hiring levels remained lower compared to the quarter ended September 30, 2024. Despite the continued uncertainty in the labor market, we had a higher number of Quarterly Paid Employers in our marketplace during the quarter ended September 30, 2025 compared to the quarter ended September 30, 2024, with quarterly employers increasing sequentially during the first three quarters of 2025.
Current wording
The labor market remains subdued, with employers reducing their demand for hiring, at least in part due to effects of a variety of global business and macroeconomic factors, including inflationary pressures, elevated borrowing costs, cybersecurity incidents, changes in laws, regulations and administrative policy, including those that impact trade agreements and tariffs, and the impacts of the wars in Ukraine and the Middle East. Further, with those currently employed continuing to leave their jobs at a low rate during the three months ended March 31, 2026, hiring levels remained lower compared to the three months ended March 31, 2025. In the three months ended March 31, 2026, we delivered $107.5 million in revenue, a 2% decrease compared to the three months ended March 31, 2025. Despite the continued uncertainty in the labor market, we had a similar number of Quarterly Paid Employers in our marketplace in the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous wording
We generate revenue primarily from fees paid by employers to post and distribute jobs in our marketplace, as well as multiple sites managed by Job Distribution Partners, which are third-party sites who have a relationship with us and advertise from our marketplace, and includes job boards, newspaper classifieds, search engines, social networks, talent communities and resume services.
Current wording
We generate revenue primarily from fees paid by employers to post and distribute jobs in our marketplace, as well as multiple sites managed by Job Distribution Partners, which are third-party sites who have a relationship with us and advertise from our marketplace, and includes job boards, search engines, social networks, talent communities and resume services.
Previous wording
Our upsell services complement or expand visibility to job posting plans and are typically sold on a subscription basis. Upsell services revenue is recognized ratably over the term of the agreement beginning on the date the upsell services are made available to the customer. Additionally, upsell services include job posting enhancements which are applied to individual job postings. Such services enhance job postings by providing customers with a temporary boost in the prominence of their job postings, expanding visibility to job postings by inviting strong fit potential candidates to apply to the job, or highlighting key attributes of job postings to make them stand out to job seekers. Revenue from job posting enhancements is recognized as the customer uses the enhancements on its job postings.
Current wording
Our upsell services complement or expand visibility to job posting plans and are typically sold on a subscription basis. Upsell services revenue is recognized ratably over the term of the agreement beginning on the date the upsell services are made available to the customer. Additionally, upsell services include job posting enhancements which are applied to individual job postings. Such services enhance job postings by providing customers with a temporary boost in the prominence of their job postings, expanding visibility to job postings by inviting highly qualified potential candidates to apply to the job, or highlighting key attributes of job postings to make them stand out to job seekers. Revenue from job posting enhancements is recognized as the customer uses the enhancements on its job postings.
Previous wording
Performance-based revenue is recognized when a candidate clicks on or applies to a job distributed by ZipRecruiter on behalf of a customer. For performance-based revenue, our customers pay an amount per click or per job application usually capped at a contractual maximum per job recruitment campaign.
Current wording
Performance-based revenue is recognized when a candidate clicks on a job distributed by ZipRecruiter on behalf of a customer. For performance-based revenue, our customers pay an amount per click usually capped at a contractual maximum per job recruitment campaign.
Previous wording
Sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, bonuses, benefits, and stock-based compensation) for our sales and marketing employees, marketing activities, and related allocated overhead costs. Marketing activities include advertising, online lead generation, customer and industry events, and candidate acquisition. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to sales and marketing expense based on headcount. Sales and marketing costs are expensed as incurred.
Current wording
Marketing and advertising expense includes advertising, online lead generation, customer and industry events, and candidate acquisition. Other sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, bonuses, benefits, and stock-based compensation) for our sales and marketing employees, marketing activities, and related allocated overhead costs. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to sales and marketing expense based on headcount. Sales and marketing costs are expensed as incurred.
Previous wording
We expect that sales and marketing expenses will decrease or increase on an absolute dollar basis as we adjust our highly variable sales and marketing spend budget throughout economic cycles to conserve or reallocate spend to where we see the greatest returns. Additionally, sales and marketing expenses may vary from period to period as a percentage of revenue for the foreseeable future as we constantly measure the expected returns of specific sales and marketing initiatives and adjust spend levels up or down accordingly. This discipline has been a key aspect of our strong financial performance through a wide range of macroeconomic conditions. We expect that these expenses will continue to be our largest operating expense category for the foreseeable future as we continue to invest in our sales and marketing efforts over time.
Current wording
We expect that sales and marketing expenses will decrease or increase on an absolute dollar basis as we adjust our highly variable sales and marketing spend budget throughout economic cycles to conserve or reallocate spend where we see the greatest returns. Additionally, sales and marketing expenses may vary from period to period as a percentage of revenue for the foreseeable future as we constantly measure the expected returns of specific sales and marketing initiatives and adjust spend levels up or down accordingly. This discipline has been a key aspect of our strong financial performance through a wide range of macroeconomic conditions. We expect that these expenses will continue to be our largest operating expense category for the foreseeable future as we continue to invest in our sales and marketing efforts over time.
Previous wording
Research and development expense consists of personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for our research and development employees, amortization of capitalized software costs associated with the development of internal databases, candidate insights, and reporting that supports our marketplace technology and the cost of certain third-party service providers. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to research and development expenses based on headcount. Research and development costs, other than software development costs qualifying for capitalization, are expensed as incurred.
Current wording
Research and development expense consists of personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for our research and development employees, amortization of capitalized software costs associated with the development of internal databases, candidate insights, reporting that supports our marketplace technology and the cost of certain third-party service providers. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to research and development expenses based on headcount. Research and development costs, other than software development costs qualifying for capitalization, are expensed as incurred.
Previous wording
We are subject to federal and state income taxes in the United States, as well as several international jurisdictions. The effective tax rate for the three and nine months ended September 30, 2025 differed from the U.S. federal statutory rate of 21% primarily due to tax detriments relating to the settlement of restricted stock units, or RSUs, certain non-deductible expenses including limitations on the amount of deductible officer compensation, state taxes, and net tax benefits from research and development tax credits. The effective tax rate for the three and nine months ended September 30, 2024 differed from the U.S. federal statutory tax rate of 21% primarily due to tax detriments relating to the settlement of RSUs, limitations on the amount of deductible officer compensation, state taxes, and net tax benefits from research and development tax credits.
Current wording
We are subject to federal and state income taxes in the United States, as well as several international jurisdictions. The effective tax rate for the three months ended March 31, 2026 differed from the U.S. federal statutory rate of 21% primarily due to tax detriments relating to the settlement of restricted stock units, certain non-deductible expenses including limitations on the amount of deductible officer compensation, and state taxes, partially offset by net tax benefits from research and development tax credits.
Previous wording
Comparison of the Three and Nine Months Ended September 30, 2025 and 2024
Current wording
Comparison of the Three Months Ended March 31, 2026 and 2025
Previous wording
Revenue decreased by $2.1 million, or 2%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Despite the continued uncertainty in the labor market, we had a higher number of Quarterly Paid Employers in our marketplace compared to the three months ended September 30, 2024, resulting in a lower Revenue per Paid Employer for the quarter. Subscription revenue decreased by $3.3 million, or 4%, and performance-based revenue increased by $1.2 million, or 5%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. With those currently employed continuing to leave their jobs at a low rate during the three months ended September 30, 2025, hiring levels remained lower compared to the three months ended September 30, 2024.
Current wording
Revenue decreased by $2.5 million, or 2%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. With those currently employed continuing to leave their jobs at a low rate during the three months ended March 31, 2026, hiring levels remained lower compared to the three months ended March 31, 2025, reflecting uncertainty in the economy. Subscription revenue decreased by $3.8 million, or 4%, and performance-based revenue increased by $1.3 million, or 5%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. While we believe our products and services continued to improve, providing more value for employers of all sizes by offering solutions with leading matching technology to help employers identify and recruit standout candidates, we saw an overall decline in employer spending on our marketplace products and services during the three months ended March 31, 2026. We believe the year-over-year decline reflects the prevailing softness in hiring demand amidst the challenging macroeconomic conditions.
Previous wording
There were immaterial fluctuations in general and administrative expenses for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Gross margin was 89% in both the three months ended September 30, 2025 and September 30, 2024, reflecting our continued commitment to operational efficiencies and maintaining costs proportionate to revenue.
Current wording
There were immaterial fluctuations in cost of revenue for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous wording
Sales and marketing expenses increased by $5.0 million, or 9%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Marketing and advertising spend increased $9.2 million compared to the prior-year period as we deployed marketing dollars towards campaigns we believe will drive a strong return on investment. The increase was partially offset by a $2.1 million decrease in personnel-related costs and a $0.9 million decrease in stock-based compensation expense for our sales and marketing employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period.
Current wording
Sales and marketing expenses decreased by $3.5 million, or 6%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025. The decrease was primarily driven by a $2.7 million decrease in personnel-related costs and a $1.0 million decrease in stock-based compensation expense for our sales and marketing employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period. The decrease was partially offset by a $1.2 million increase in marketing and advertising spend as we deployed marketing dollars towards campaigns we believe will drive a strong return on investment.
Previous wording
Research and development expenses decreased by $2.9 million, or 8%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024. The decrease was primarily driven by a $2.7 million decrease in stock-based compensation expense for our research and development employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period.
Current wording
Research and development expenses decreased by $7.2 million, or 22%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by a $3.8 million decrease in stock-based compensation expense for our research and development employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period. Personnel-related costs for our research and development employees also decreased by $3.0 million, primarily driven by lower headcount.
Previous wording
Total other income (expense), net increased by $2.1 million, or 185%, for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily driven by a $1.4 million decrease related to income accretion for our marketable securities purchased at a discount.
Current wording
Total other income (expense), net increased by $2.0 million, or 98%, for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily driven by a $1.2 million decrease related to income accretion for our marketable securities purchased at a discount and a $0.4 million decrease in interest income earned on both our marketable securities and cash equivalents.
Previous wording
As of September 30, 2025, we had cash, cash equivalents, and marketable securities totaling $411.0 million and $287.4 million available in unused borrowing capacity under our credit facility. We have financed our operations and capital expenditures primarily through cash generated from operations, sales of shares of common and preferred stock and from our senior unsecured notes, bank loans, and convertible notes. As of September 30, 2025, we had no amounts outstanding under our credit facility.
Current wording
As of March 31, 2026, we had cash, cash equivalents, and marketable securities totaling $393.5 million. We have financed our operations and capital expenditures primarily through cash generated from operations, sales of shares of common and preferred stock and from our senior unsecured notes, bank loans, and convertible notes.
Previous wording
We believe our existing cash, cash equivalents, marketable securities, cash flow from operations, and amounts available for borrowing under our bank loan agreement will be sufficient to meet our working capital requirements for at least the next 12 months. To the extent existing cash, cash equivalents, marketable securities, cash from operations, and amounts available for borrowing are insufficient to fund future activities, we may need to raise additional funds. In the future, we may attempt to raise additional capital through the sale of equity securities or through equity-linked or debt financing arrangements. If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted. If we raise additional financing by the incurrence of additional indebtedness, we may be subject to increased fixed payment obligations and could also be subject to additional restrictive covenants, such as limitations on our ability to incur additional debt, and other operating restrictions that could adversely impact our ability to conduct our business. Any future indebtedness we incur may result in terms that could be unfavorable to equity investors. There can be no assurances that we will be able to raise additional capital. The inability to raise capital could adversely affect our ability to achieve our business objectives.
Current wording
We believe our existing cash, cash equivalents, marketable securities, and cash flow from operations will be sufficient to meet our working capital requirements for at least the next 12 months. To the extent existing cash, cash equivalents, marketable securities, and cash from operations are insufficient to fund future activities, we may need to raise additional funds. In the future, we may attempt to raise additional capital through the sale of equity securities or through equity-linked or debt financing arrangements. If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted. If we raise additional financing by the incurrence of additional indebtedness, we may be subject to increased fixed payment obligations and could also be subject to additional restrictive covenants, such as limitations on our ability to incur additional debt, and other operating restrictions that could adversely impact our ability to conduct our business. Any future indebtedness we incur may result in terms that could be unfavorable to equity investors. There can be no assurances that we will be able to raise additional capital. The inability to raise capital could adversely affect our ability to achieve our business objectives.
Previous wording
In April 2021, we entered into a $250.0 million credit facility agreement with a syndicate of banks. In July 2024, we entered into a supplement to the credit facility agreement which increased the aggregate revolving commitments available under the credit facility from $250.0 million to $290.0 million. The credit facility has a maturity date of April 30, 2026 and bears interest at a rate based upon our Net Leverage Ratio. Our Net Leverage Ratio is defined as total debt less total cash and permitted investments outstanding at period end, with a maximum total cash and permitted investments adjustment of $550.0 million, divided by the trailing 12 months of earnings, adjusted for items such as non-cash expenses and other nonrecurring transactions. We are also obligated to pay other customary fees including a commitment fee on a quarterly basis based on amounts committed but unused under the credit facility at a rate between 0.25% to 0.35%, depending on our Net Leverage Ratio. The amount available under the credit facility is reduced by letters of credit outstanding, which totaled $2.6 million as of September 30, 2025. The letters of credit outstanding relate to various leased office spaces.
Current wording
In April 2021, we entered into a $250.0 million credit facility agreement with a syndicate of banks. In July 2024, we entered into a supplement to the credit facility agreement which increased the aggregate revolving commitments available under the credit facility from $250.0 million to $290.0 million. We had no amounts outstanding under the credit facility and were in compliance with our debt covenants as of March 31, 2026. The credit facility expired on its maturity date of April 30, 2026, and we elected not to renew it. At the time of expiration, there were no outstanding borrowings under the credit facility. Letters of credit previously issued against the credit facility remain outstanding and are cash collateralized by a $2.3 million restricted deposit.
Previous wording
For more information on the credit facility, please see Note 11 – Debt to our audited consolidated financial statements in the 2024 Form 10-K.
Current wording
For more information on the expired credit facility, please see Note 11 – Debt to our audited consolidated financial statements in the 2025 Form 10-K.
Previous wording
At any time prior to January 15, 2030, we have the option, at our sole discretion, to redeem all or a portion of our senior unsecured notes subject to the payment of certain premiums, make-whole provisions, and accrued and unpaid interest. Upon the occurrence of a change of control triggering event, we must offer to repurchase the senior unsecured notes at a repurchase price equal to 101% of the aggregate principal amount to be repurchased, and any accrued and unpaid interest.
Current wording
At any time prior to January 15, 2030, we have the option, at our sole discretion, to redeem all or a portion of our senior unsecured notes subject to the payment of certain premiums, make-whole provisions, and accrued and unpaid interest. In addition, we may, at any time and from time to time, seek to retire or purchase our outstanding debt through open-market purchases, privately negotiated transactions, tender offers, exchange offers or otherwise, which, if completed, could involve the use of cash, in amounts that may be material, and will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors that could materially affect our liquidity. Upon the occurrence of a change of control triggering event, we must offer to repurchase the senior unsecured notes at a repurchase price equal to 101% of the aggregate principal amount to be repurchased, and any accrued and unpaid interest.
Previous wording
As of September 30, 2025, our board of directors has authorized us to repurchase up to $750.0 million of outstanding shares of our common stock. During the nine months ended September 30, 2025, we repurchased 17.1 million shares of our Class A common stock for $93.9 million under our share repurchase program, including 6.2 million shares of our Class A common stock delivered under a Rule 10b5-1 plan totaling $35.0 million, 6.3 million shares of our Class A common stock purchased in the open market totaling $35.9 million, and 4.6 million shares of our Class A common stock purchased in privately negotiated transactions with certain entities affiliated with Institutional Venture Partners totaling $23.0 million.
Current wording
During the three months ended March 31, 2026, we repurchased 3.5 million shares of our Class A common stock for an aggregate purchase price of $9.4 million under our share repurchase program through open market purchases.
Previous wording
Approximately $129.2 million remains available for future repurchases of our common stock under our share repurchase program as of September 30, 2025. For more information, see Note 10 – Share Repurchase Program to our condensed consolidated financial statements included in this report.
Current wording
Approximately $111.8 million remains available for future repurchases of our common stock under our share repurchase program as of March 31, 2026. For more information, see Note 9 – Share Repurchase Program to our condensed consolidated financial statements included in this report.
Previous wording
During the three and nine months ended September 30, 2025, we continued investing primarily in highly rated debt securities and money market mutual funds to manage our excess cash reserves. The primary objectives in investing our excess cash reserves are to preserve capital, provide sufficient liquidity to satisfy both operational cash flow requirements and potential strategic investment opportunities, and to obtain a reasonable or market rate of return on investments. We consider all of our investments as available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities within current assets in our condensed consolidated balance sheets.
Current wording
During the three months ended March 31, 2026, we continued investing primarily in highly rated debt securities and money market mutual funds to manage our excess cash reserves. The primary objectives in investing our excess cash reserves are to preserve capital, provide sufficient liquidity to satisfy both operational cash flow requirements and potential strategic investment opportunities, and to obtain a reasonable or market rate of return on investments. We consider all of our investments as available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities within current assets in our condensed consolidated balance sheets.
Previous wording
As of September 30, 2025, we held $248.5 million in total investments, consisting of money market mutual funds and available-for-sale debt securities. These investments are included within cash and cash equivalents and marketable securities within our condensed consolidated balance sheets. For more information, see Note 6 – Financial Instruments to our condensed consolidated financial statements included in this report.
Current wording
As of March 31, 2026, we held $253.3 million in total investments, consisting of money market mutual funds and available-for-sale debt securities. These investments are included within cash and cash equivalents and marketable securities within our condensed consolidated balance sheets. For more information, see Note 5 – Financial Instruments to our condensed consolidated financial statements included in this report.
Previous wording
For the nine months ended September 30, 2025, cash provided by operating activities was $3.2 million resulting from our net loss of $32.2 million, adjusted by non-cash charges of $44.7 million and a net decrease of $9.3 million in our operating assets and liabilities. The non-cash charges primarily resulted from $38.3 million for stock-based compensation expense, $9.6 million pertaining to amortization of intangible assets and depreciation, and $2.6 million pertaining to non-cash lease expense, partially offset by $5.6 million in amortization and accretion of marketable securities and $3.3 million related to the change in our deferred income taxes. The decrease of $9.3 million related to changes in our operating assets and liabilities was primarily driven by a $6.9 million decrease in accrued interest, a $2.5 million decrease in our operating lease liabilities, a $2.3 million increase in accounts receivable, and a $1.1 million increase in prepaid expenses and other assets, partially offset by a $1.7 million increase in our accounts payable and accrued expenses and other liabilities, a $1.0 million decrease in other assets, a $0.5 million increase in deferred revenue, and a $0.3 million decrease in deferred commissions.
Current wording
For the three months ended March 31, 2026, cash used in operating activities was $3.5 million resulting from our net loss of $4.7 million, adjusted by non-cash charges of $10.8 million and a net decrease of $9.6 million in our operating assets and liabilities. The non-cash charges primarily resulted from $8.4 million for stock-based compensation expense, $2.9 million pertaining to amortization of intangible assets and depreciation, and $0.5 million pertaining to non-cash lease expense, partially offset by $1.1 million in amortization and accretion of marketable securities and $0.9 million related to the change in our deferred income taxes. The decrease of $9.6 million related to changes in our operating assets and liabilities was primarily driven by a $6.8 million decrease in accrued interest, a $5.4 million decrease in our accounts payable and accrued expenses and other liabilities, a $0.6 million decrease in our operating lease liabilities, and a $0.1 million increase in prepaid expenses and other assets, partially offset by a $1.4 million decrease in accounts receivable, a $0.9 million increase in deferred revenue, a $0.7 million decrease in other assets, and a $0.3 million decrease in deferred commissions.
Previous wording
For the nine months ended September 30, 2024, cash provided by operating activities was $33.2 million resulting from our net loss of $2.1 million, adjusted by non-cash charges of $54.7 million and a net decrease of $19.4 million in our operating assets and liabilities. The non-cash charges primarily resulted from $49.2 million for stock-based compensation expense, $9.1 million pertaining to amortization of intangible assets and depreciation, and $3.0 million pertaining to non-cash lease expense, partially offset by $8.0 million in amortization and accretion of marketable securities and $1.6 million related to the change in our deferred tax assets driven by our current year capitalization of research costs from a tax perspective. The decrease of $19.4 million related to changes in our operating assets and liabilities was primarily driven by an $8.1 million increase in prepaid expenses and other assets, a $6.8 million decrease in accrued interest, a $5.0 million decrease in our accounts payable and accrued expenses and other liabilities, and a $4.0 million decrease in our operating lease liabilities, partially offset by a $3.0 million decrease in accounts receivable and a $1.5 million decrease in deferred commissions.
Current wording
For the three months ended March 31, 2025, cash used in operating activities was $9.9 million resulting from our net loss of $12.8 million, adjusted by non-cash charges of $12.8 million and a net decrease of $9.9 million in our operating assets and liabilities. The non-cash charges primarily resulted from $14.6 million for stock-based compensation expense, $3.0 million pertaining to amortization of intangible assets and depreciation, and $1.0 million pertaining to non-cash lease expense, partially offset by $4.6 million related to the change in our deferred tax assets driven by our current year capitalization of research costs from a tax perspective and $2.3 million in amortization and accretion of marketable securities. The decrease of $9.9 million related to changes in our operating assets and liabilities was primarily driven by a $6.9 million decrease in accrued interest associated with our senior unsecured notes, a $1.9 million decrease in our accounts payable and accrued expenses and other liabilities, a $1.7 million increase in accounts receivable, and a $1.4 million decrease in our operating lease liabilities, partially offset by a $0.9 million increase in deferred revenue and a $0.5 million decrease in deferred commissions.
Previous wording
For the nine months ended September 30, 2024, cash used in investing activities was $47.1 million resulting from $480.1 million used in purchases of marketable securities, $12.0 million paid for the Breakroom acquisition, net of cash acquired, and $7.2 million capitalized for software development costs, partially offset by $452.7 million received from paydowns, maturities and redemptions of marketable securities.
Current wording
For the three months ended March 31, 2026, cash provided by investing activities was $76.7 million resulting from $140.5 million received from paydowns, maturities and redemptions of marketable securities and $1.3 million received from sales of marketable securities, partially offset by $62.9 million used in purchases of marketable securities and $2.1 million capitalized for software development costs.
Previous wording
For the nine months ended September 30, 2025, cash provided by investing activities was $86.9 million resulting from $493.5 million received from paydowns, maturities and redemptions of marketable securities and $1.0 million received from sales of marketable securities, partially offset by $401.6 million used in purchases of marketable securities and $5.0 million capitalized for software development costs.
Current wording
For the three months ended March 31, 2025, cash provided by investing activities was $39.1 million resulting from $187.6 million received from paydowns, maturities and redemptions of marketable securities and $1.0 million received from sales of marketable securities, partially offset by $146.7 million used in purchases of marketable securities and $2.6 million capitalized for software development costs.
Previous wording
For the nine months ended September 30, 2025, cash used in financing activities was $96.7 million which consisted of $94.1 million used for the repurchase of common stock, $5.9 million for the net settlement of taxes on equity awards, and $0.9 million for the payment of acquisition-related non-employee investor holdback consideration, partially offset by $2.5 million of proceeds from the exercise of stock options and $1.7 million of proceeds from the issuance of stock under the employee stock purchase plan.
Current wording
For the three months ended March 31, 2026, cash used in financing activities was $10.3 million which consisted of $9.5 million used for the repurchase of common stock and $1.1 million for the net settlement of taxes on equity awards, partially offset by $0.3 million of proceeds from the exercise of stock options.
Previous wording
For the nine months ended September 30, 2024, cash used in financing activities was $43.6 million which consisted of $37.6 million used for the repurchase of common stock and $11.1 million for the net settlement of taxes on equity awards, partially offset by $3.6 million of proceeds from the issuance of stock under the employee stock purchase plan, and $1.5 million of proceeds from the exercise of stock options.
Current wording
For the three months ended March 31, 2025, cash used in financing activities was $26.5 million which consisted of $27.5 million used for the repurchase of common stock and $2.2 million for the net settlement of taxes on equity awards, partially offset by $1.7 million of proceeds from the issuance of stock under the employee stock purchase plan, and $1.5 million of proceeds from the exercise of stock options.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
There were immaterial fluctuations in income tax expense (benefit) for the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Total other income (expense), net increased by $2.4 million, or 44%, for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily driven by a $2.7 million decrease related to income accretion for our marketable securities purchased at a discount.
Previous report — wording carried elsewhere
We have no amounts outstanding under the credit facility and are in compliance with our debt covenants as of September 30, 2025.