UPWORK, INC

Previous wording

Independent talent is an increasingly sought-after, critical, and expanding segment of the global workforce. We operate the world’s largest work marketplace that connects businesses with independent talent from across the globe, as measured by gross services volume, which we refer to as GSV. GSV represents the total amount that clients spend on our offerings as well as additional fees we charge to talent and clients for other services. We define talent as customers that advertise and provide services to clients through our work marketplace, and we define clients as customers that seek and work with talent through our work marketplace. Talent includes independent professionals and agencies of varying sizes. Clients on our work marketplace range in size, from independent professionals and small businesses to Fortune 100 companies. We refer to talent and clients together as customers.

Current wording

Independent talent is an increasingly sought-after, critical, and expanding segment of the global workforce. We operate the world’s largest human and AI-powered work marketplace that connects businesses with independent talent from across the globe, as measured by gross services volume, which we refer to as GSV. GSV represents the total amount that clients spend on our offerings as well as additional fees we charge to talent and clients for other services. We define talent as customers that advertise and provide services to clients through our work marketplace, and we define clients as customers that seek and work with talent through our work marketplace. Talent includes independent professionals and agencies of varying sizes. Clients on our work marketplace range in size, from independent professionals and small businesses to Fortune 100 companies. We refer to talent and clients together as customers.

Previous wording

Over the past several years, we have implemented a number of strategic initiatives intended to drive long-term growth, enhance monetization, and improve operational efficiency. These initiatives include (i) increasing the number of Connects (which are virtual tokens that are required for talent to bid on projects and purchase ads products on our work marketplace) needed by talent to bid on projects, (ii) expanding our ads and monetization products on the work marketplace, (iii) executing operational efficiency initiatives aimed at improving profitability, (iv) retiring the tiered service fee structure for talent working with clients on our Marketplace offering in favor of a flat fee, (v) implementing a new Enterprise strategy, including expanded offerings to serve broader client segments, and (vi) continuing to invest in generative AI capabilities and premium offerings.

Current wording

Over the past several years, we have implemented a number of strategic initiatives intended to drive long-term growth, enhance monetization, and improve operational efficiency. These initiatives include (i) introducing dynamic pricing for job proposals, designed to optimize talent distribution across categories by adjusting the number of Connects required per proposal based on talent supply and demand, (ii) expanding our ads and monetization products on the work marketplace, (iii) executing operational efficiency initiatives aimed at improving profitability, (iv) retiring the tiered service fee structure for talent working with clients on our Marketplace offering in favor of a flat fee, (v) implementing a new Enterprise strategy, including expanded offerings to serve broader client segments, and (vi) continuing to invest in generative AI capabilities and premium offerings.

Previous wording

While evolving macroeconomic conditions and broader economic headwinds continue to weigh on customer demand and spending behavior, these strategic initiatives contributed to Marketplace take rate expansion and revenue growth in the three months ended March 31, 2025. Marketplace revenue slightly increased by 1% to $166.3 million for the three months ended March 31, 2025, compared to $164.3 million in the same period in 2024. Marketplace take rate increased to 18.3% for the three months ended March 31, 2025, compared to 17.7% in the same period in 2024, reflecting the growing contributions from ads and monetization products. We expect Marketplace take rate to remain relatively constant throughout the remainder of 2025.

Current wording

While evolving macroeconomic conditions continue to weigh on customer demand, these strategic initiatives contributed to Marketplace take rate expansion and revenue growth in the three and six months ended June 30, 2025.

Previous wording

During the three months ended March 31, 2025, we generated net income of $37.7 million and adjusted EBITDA of $56.0 million, compared to net income of $18.4 million and adjusted EBITDA of $33.3 million during the same period in 2024. These changes are primarily due to the cost-saving measures implemented in recent years, including reduced investments in brand marketing and vendor spend. We expect these cost-saving measures will continue to positively impact net income and adjusted EBITDA throughout the remainder of 2025, as compared to 2024.

Current wording

These changes are primarily due to the cost-saving measures implemented in recent years, including reduced investments in brand marketing and vendor spend and workforce reductions. We expect these cost-saving measures will continue to positively impact net income and adjusted EBITDA throughout the remainder of 2025, as compared to 2024.

Previous wording

We monitor the following key financial and operational metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions. As of and for the three months ended March 31, 2025 and 2024, our key financial and operating metrics were as follows:

Current wording

We monitor the following key financial and operational metrics to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions. As of and for the three and six months ended June 30, 2025 and 2024, our key financial and operating metrics were as follows:

Previous wording

GSV represents the amount of business transacted through our work marketplace. The primary component of GSV is client spend, which we define as the total amount that clients spend on our offerings. GSV also includes fees charged to talent and clients, such as for transacting payments through our work marketplace, purchases of Connects, talent memberships, and foreign currency exchange.

Current wording

GSV represents the total amount that clients spend on our offerings as well as additional fees we charge to talent and clients for other services. The primary component of GSV is client spend, which we define as the total amount that clients spend on our offerings. GSV also includes fees charged to talent and clients, such as for transacting payments through our work marketplace, purchases of Connects, talent memberships, and foreign currency exchange.

Previous wording

(1)During the three months ended March 31, 2025 and 2024, we incurred $0.2 million of expense related to the warrant to purchase 500,000 shares of our common stock at an exercise price of $0.01 per share issued to the Tides Foundation in 2018.

Current wording

(1)For the three and six months ended June 30, 2025 and 2024, we incurred $0.2 million and $0.4 million, respectively, of expense related to the warrant to purchase 500,000 shares of our common stock at an exercise price of $0.01 per share issued to the Tides Foundation in 2018.

Previous wording

Marketplace Revenue. Marketplace revenue is primarily generated from talent service fees, and to a lesser extent, client marketplace fees. We maintain a flat talent service fee of 10% for talent working with clients on our Marketplace offerings. Revenue for a majority of our talent service fees is recognized on the Sunday of each week, as this is the day we have the contractual right to bill talent for the service fees. We charge a client marketplace fee of 5% on each transaction—or 3% if paid via ACH for eligible clients.

Current wording

Revenue for a majority of our talent service fees is recognized on the Sunday of each week, as this is the day we have the contractual right to bill talent for the service fees. We charge a client marketplace fee of 5% on each transaction—or 3% if paid via ACH for eligible clients. We also offer a Business Plus plan that includes premium features targeted at larger customers, which is subject to a client marketplace fee of 10% on each transaction—or 8% if paid via ACH for eligible clients.

Previous wording

Through our Managed Services offering, we are responsible for providing services and engaging talent directly or as employees of third-party staffing providers to perform services for clients on our behalf. The talent providing services in connection with our Managed Services offering include independent talent and agencies of varying sizes. Under U.S. GAAP, we are deemed to be the principal in these Managed Services arrangements and therefore recognize the entire GSV of Managed Services projects as Managed Services revenue, as compared to recognizing only the percentage of the client spend that we receive, as we do with our Marketplace and Enterprise Solutions offerings.

Current wording

Through our Managed Services offering, we are responsible for providing services and engaging talent directly or as employees of third-party staffing providers to perform services for clients on our behalf. The talent providing services in connection with our Managed Services offering include independent talent and agencies of varying sizes. Under U.S. GAAP, we are deemed to be the principal in these Managed Services arrangements and therefore recognize the entire GSV of Managed Services projects as

Previous wording

Comparison of the Three Months Ended March 31, 2025 and 2024

Current wording

Comparison of the Three and Six Months Ended June 30, 2025 and 2024

Previous wording

During the three months ended March 31, 2025, macroeconomic conditions adversely impacted GSV, which declined 2%, compared to the same period in 2024. The number of active clients decreased 7% as of March 31, 2025, compared to March 31, 2024, driven by slower growth in acquisition of new clients. GSV per active client increased 3% as of March 31, 2025, compared to March 31, 2024. We expect no material improvement to macroeconomic conditions throughout the remainder of 2025.

Current wording

During the three and six months ended June 30, 2025, macroeconomic conditions impacted GSV, which declined 1%, respectively, compared to the same periods in 2024. The number of active clients decreased 8% as of June 30, 2025, compared to June 30, 2024, driven by slower growth in acquisition of new clients. By contrast, GSV per active client increased 5% as of June 30, 2025, compared to June 30, 2024, reflecting increased client engagement.

Previous wording

For the three months ended March 31, 2025, total revenue was $192.7 million, representing an increase of $1.8 million, or 1%, compared to the same period in 2024.

Current wording

For the three and six months ended June 30, 2025, total revenue was $194.9 million and $387.6 million, representing a 1% increase compared to the same periods in 2024, respectively.

Previous wording

Marketplace revenue increased by $2.0 million, or 1%, compared to the same period in 2024, primarily driven by higher revenue from ads and monetization products. This increase was partially offset by a decrease in talent service fees, attributable to lower recognition of deferred revenue, resulting from our 2023 transition from a tiered service fee structure to a flat fee model. We expect Marketplace revenue to decline for the remainder of 2025 compared to the same periods in 2024, reflecting the anticipated impact of broader macroeconomic conditions.

Current wording

For the three and six months ended June 30, 2025, Marketplace revenue increased by $3.9 million and $5.8 million, respectively, or 2% in each period, compared to the same periods in 2024, primarily due to higher revenue from ads and monetization products and client marketplace fees. This increase was partially offset by a decrease in talent service fees resulting from our 2023 transition from a tiered service fee structure to a flat fee model. We expect Marketplace revenue to increase for the remainder of 2025 compared to the same periods in 2024, driven by a number of strategic initiatives intended to improve monetization and support long-term growth.

Previous wording

For the three months ended March 31, 2025, Enterprise revenue decreased by 1% compared to the same period in 2024. During the first quarter of 2025, we focused on supporting existing Enterprise clients, which contributed to stable active account trends despite a challenging macro environment, and improving year-over-year trends in spend per active enterprise client. As we continue refining our Enterprise strategy, we expect Enterprise revenue to decline for the remainder of the year compared to the same periods in 2024.

Current wording

For the three months ended June 30, 2025, Enterprise revenue decreased by $2.1 million, or 8%, compared to the same period in 2024. For the six months ended June 30, 2025, Enterprise revenue decreased by $2.3 million, or 4% compared to the same period in 2024. These decreases were primarily driven by lower revenue from our Managed Services offering as a result of a reduction in client spend. Additionally, during the first half of 2025, we focused on supporting existing Enterprise clients, which contributed to stable active account trends despite a challenging macro environment, and improving year-over-year trends in spend per active enterprise client. As we continue refining our Enterprise strategy, we expect Enterprise revenue to decline for the remainder of the year compared to the same periods in 2024.

Previous wording

For the three months ended March 31, 2025, cost of revenue decreased by $2.4 million, or 5%, compared to the same period in 2024. This decrease was primarily driven by a $1.9 million reduction in data center and customer support costs and a $1.1 million decrease in costs associated with our Upwork Professional offering, reflecting ongoing hosting optimization efforts and workforce reductions, as well as a $0.4 million reduction in payment processing fees. These decreases were partially offset by a $0.5 million increase in the cost of talent services to deliver Managed Services revenue and $0.6 million in amortization expense related to internal-use software and platform development costs.

Current wording

For the three and six months ended June 30, 2025, cost of revenue decreased by $0.4 million, or 1%, and $2.8 million, or 3%, respectively, compared to the same periods in 2024. The decreases were primarily due to reductions in data center and customer support costs of $1.1 million and $3.0 million, respectively, and lower costs associated with our Upwork Professional offering of $0.9 million and $2.0 million, respectively, reflecting hosting optimization efforts and workforce reductions. These decreases were partially offset by increases in cost to deliver our Managed Services offering of $0.8 million and $1.2 million, respectively, primarily due to contract termination costs triggered by a reduction in work volume under a client contract. In addition, amortization expense related to internal-use software and platform development increased by $0.8 million and $1.4 million, respectively.

Previous wording

For the three months ended March 31, 2025, gross margin increased to 78% compared to 77% in the same period in 2024, primarily due to lower cost of revenue driven by cost-optimization efforts implemented in prior year, including workforce reductions and other cost-saving measures.

Current wording

For each of the three and six months ended June 30, 2025, gross margin increased to 78% compared to 77% in the same periods in 2024, primarily due to lower cost of revenue driven by cost-optimization efforts implemented in prior year, including workforce reductions and other cost-saving measures.

Previous wording

We expect cost of revenue to decrease in absolute dollars in future periods, reflecting both the impact of cost optimization efforts and an expected decrease in revenue on our work marketplace. Amounts paid to talent in connection with our Managed Services offering are tied to the volume of managed services used by our clients. The level and timing of these items could fluctuate and affect our cost of revenue in the future. We expect gross margin to remain consistent throughout the remainder of 2025, compared to 2024.

Current wording

We expect cost of revenue to remain relatively consistent in the third and fourth quarters of 2025 compared to the same periods in 2024, reflecting cost optimization efforts, partially offset by higher amortization of capitalized internal-use software resulting from continued investment in platform enhancements. On a full-year basis, we expect total cost of revenue to be lower for the full year 2025 as compared to 2024. Amounts paid to talent in connection with our Managed Services offering are tied to the volume of managed services used by our clients. The level and timing of these items could fluctuate and affect our cost of revenue in the future. We expect gross margin to remain consistent throughout the remainder of 2025.

Previous wording

For the three months ended March 31, 2025, research and development expense decreased by $6.8 million, or 13%, compared to the same period in 2024. The decrease was primarily driven by a $4.5 million reduction in personnel-related costs, attributable to workforce reduction and other cost-saving measures implemented in 2024, as well as $2.2 million in incremental internal-use software and platform development costs that we capitalized during the three months ended March 31, 2025. These costs were partially offset by a $0.9 million increase in amortization of intangible assets compared to the same period in 2024.

Current wording

For the three and six months ended June 30, 2025, research and development expense decreased by $7.6 million, or 15% and $14.4 million, or 14%, respectively, compared to the same periods in 2024. The decreases were primarily driven by reductions in personnel-related costs of $7.3 million and $12.8 million, respectively, reflecting workforce reductions and other cost-saving measures implemented in 2024. In addition, we capitalized $1.1 million and $2.2 million of incremental internal-use software and platform development costs during the three and six months ended June 30, 2025, respectively. These costs were partially offset by increases in amortization of intangible assets of $0.9 million and $1.8 million, respectively, compared to the same periods in 2024.

Previous wording

For the three months ended March 31, 2025, sales and marketing expense decreased by $12.1 million, or 25%, compared to the same period in 2024. The decrease was primarily due to cost-optimization efforts implemented in the prior year, including the realignment and streamlining of our sales and marketing workforce. As a result, personnel-related costs decreased by $9.4 million and marketing and advertising expense decreased by $1.9 million compared to the same period in 2024.

Current wording

For the three and six months ended June 30, 2025, sales and marketing expense decreased by $10.7 million, or 23% and $22.8 million, or 24%, respectively, compared to the same periods in 2024. The decreases were primarily driven by cost-optimization efforts implemented in the prior year, including the realignment and streamlining of our sales and marketing workforce. As a result, personnel-related costs decreased by $7.3 million and $16.7 million, respectively, and marketing and advertising expense decreased by $2.9 million and $4.8 million, respectively, compared to the same periods in 2024.

Previous wording

For the three months ended March 31, 2025, provision for transaction losses increased by $1.3 million, compared to the same period in 2024. The provision for the three months ended March 31, 2024, was lower primarily due to better than expected collections during that period. We expect provisions for transaction losses to return to normalized levels of between 1% to 2% of revenue for the remainder of 2025.

Current wording

For the six months ended June 30, 2025, provision for transaction losses increased by $1.3 million, compared to the same period in 2024. The provision for the six months ended June 30, 2024 was lower primarily due to better than expected collections during that period. We expect provision for transaction losses to remain at a normalized level of approximately 1% of revenue for the remainder of 2025.

Previous wording

For the three months ended March 31, 2025, our income tax provision increased by $5.9 million, compared to the same period in 2024. Our effective tax rate was 16.2% for the three months ended March 31, 2025, compared to 6.7% for the same period in 2024. The increase in our effective tax rate was primarily driven by the absence of a valuation allowance in the current period, whereas the prior-year rate reflected a lower tax expense due to the impact of a valuation allowance on our U.S. deferred tax assets.

Current wording

The increase in our effective tax rates for the three and six months ended June 30, 2025, was primarily driven by the absence of a valuation allowance in the current periods, whereas the prior-year rates reflected lower tax expense due to the impact of a valuation allowance on our U.S. deferred tax assets.

Previous wording

Our income tax provision for the three months ended March 31, 2025, was primarily driven by income in the United States and non-deductible compensation, offset by the generation of research and development tax credits and the benefit from the Foreign-Derived Intangible Income deduction.

Current wording

Our income tax provision for the three and six months ended June 30, 2025, was primarily driven by income in the United States and non-deductible compensation, partially offset by the generation of research and development tax credits and the benefit from the Foreign-Derived Intangible Income deduction.

Previous wording

Our principal sources of liquidity are our cash and cash equivalents and marketable securities. Our cash equivalents and marketable securities primarily consist of money market funds, commercial paper, treasury bills, corporate bonds, U.S. and foreign government securities, asset-backed securities, and other types of fixed income securities. The primary objective of our investment activities from our operating investments is to preserve principal while maximizing income without significantly increasing risk. Since our inception, our business has consisted of the operation of an online work marketplace that connects businesses with independent talent from across the globe, and we do not make investments for trading or speculative purposes. As of March 31, 2025 and December 31, 2024, we had $304.4 million and $305.8 million in cash and cash equivalents, respectively. As of March 31, 2025 and December 31, 2024, we had $317.6 million and $316.3 million in marketable securities, respectively.

Current wording

Our principal sources of liquidity are our cash and cash equivalents and marketable securities. Our cash equivalents and marketable securities primarily consist of money market funds, commercial paper, treasury bills, corporate bonds, U.S. and foreign government securities, asset-backed securities, and other types of fixed income securities. The primary objective of our investment activities from our operating investments is to preserve principal while maximizing income without significantly increasing risk. Since our inception, our business has consisted of the operation of an online work marketplace that connects businesses with independent talent from across the globe, and we do not make investments for trading or speculative purposes. As of June 30, 2025 and December 31, 2024, we had $291.1 million and $305.8 million in cash and cash equivalents, respectively. As of June 30, 2025 and December 31, 2024, we had $343.5 million and $316.3 million in marketable securities, respectively.

Previous wording

Assuming the outstanding Notes are not converted into our common stock, repurchased, or redeemed prior to maturity on August 15, 2026, (i) annual interest expense relating to the Notes will be $2.1 million for the remainder of fiscal year 2025 and $1.8 million in 2026 and (ii) principal in the amount of $361.0 million will be payable upon maturity. For additional information about our Notes, see the section below titled “—Convertible Senior Notes Due 2026 and Capped Calls.”

Current wording

Assuming the outstanding Notes are not converted into our common stock, repurchased, or redeemed prior to maturity on August 15, 2026, (i) annual interest expense relating to the Notes will be $1.4 million for the remainder of fiscal year 2025 and $1.8 million in 2026 and (ii) principal in the amount of $361.0 million will be payable upon maturity. For additional information about our Notes, see the section below titled “—Convertible Senior Notes Due 2026 and Capped Calls.”

Previous wording

In July 2024, we commenced a non-cancellable agreement for cloud infrastructure and other services that contains future purchase commitments of $40.0 million over two years, with $20.0 million in each year. As of March 31, 2025, we had remaining purchase commitments under this agreement of $23.7 million.

Current wording

In July 2024, we commenced a non-cancellable agreement for cloud infrastructure and other services that contains future purchase commitments of $40.0 million over two years, with $20.0 million in each year. As of June 30, 2025, we had remaining purchase commitments under this agreement of $16.7 million.

Previous wording

In October 2024, our board of directors authorized a share repurchase purchase program for the repurchase of up to $100.0 million of shares of our outstanding common stock, which is referred to as the 2024 Share Repurchase Authorization. Repurchases of our common stock under the 2024 Share Repurchase Authorization may be made from time to time on the open market (including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act of 1934, as amended, which we refer to as the Exchange Act), in privately negotiated transactions, or by other methods, at our discretion, and in accordance with applicable securities laws and other restrictions. The 2024 Share Repurchase Authorization has no expiration date and will continue until otherwise suspended, terminated, or modified at any time for any reason. The 2024 Share Repurchase Authorization does not obligate us to repurchase any dollar amount or number of shares, and the timing and amount of any repurchases will depend on market and business conditions.

Current wording

In October 2024, our board of directors authorized a share repurchase purchase program for the repurchase of up to $100.0 million of shares of our outstanding common stock, which we refer to as the 2024 Share Repurchase Authorization. Repurchases of our common stock under the 2024 Share Repurchase Authorization may be made from time to time on the open market (including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act of 1934, as amended, which we refer to as the Exchange Act), in privately negotiated transactions, or by other methods, at our discretion, and in accordance with applicable securities laws and other restrictions. The 2024 Share Repurchase Authorization has no expiration date and will continue until otherwise suspended, terminated, or modified at any time for any reason. The 2024 Share Repurchase Authorization does not obligate us to repurchase any dollar amount or number of shares, and the timing and amount of any repurchases will depend on market and business conditions.

Previous wording

During the three months ended March 31, 2025, we repurchased and subsequently retired 2.3 million shares of our common stock under the 2024 Share Repurchase Authorization for an aggregate amount of $33.1 million at an average price of $14.18 per share, including fees associated with the repurchases and excluding excise tax. As of March 31, 2025, we had $66.9 million available for repurchases under the 2024 Share Repurchase Authorization.

Current wording

During the three and six months ended June 30, 2025, we repurchased and subsequently retired 2.9 million and 5.2 million shares of our common stock for an aggregate amount of $37.9 million and $70.9 million at an average price of $13.00 and $13.52 per share, including fees associated with the repurchases and excluding excise tax, respectively. As of June 30, 2025, we had $29.1 million available for repurchases under the 2024 Share Repurchase Authorization.

Previous wording

As a licensed internet escrow agent, we offer escrow services to customers of our work marketplace and, as such, we are required to hold our customers’ escrowed cash and in-transit cash in trust as an asset and record a corresponding liability for escrow funds held on behalf of talent and clients on our balance sheet. We expect the balances of our funds held in escrow, including funds held in transit, and the related liability to fluctuate based on marketplace activity and may vary from period to period. Escrow regulations require us to cover the trust with our operating cash in the event of shortages due to the timing of cash receipts from clients for completed hourly billings. Talent submit their billings for hourly contracts to their clients on a weekly basis every Sunday, and the aggregate amount of such billings is added to escrow funds payable to talent on the same day. As of each Sunday of each week, we have not yet collected funds for hourly billings from clients as these funds are in transit. Therefore, in order to satisfy escrow funding requirements, every Sunday we match the shortage of cash in trust by restricting our own operating cash and typically collect this cash shortage from clients within the next several days. As of March 31, 2025 and December 31, 2024, funds held in escrow, including funds in transit, were $215.9 million and $195.7 million, respectively. We deposit a portion of funds held in escrow in interest-bearing checking accounts.

Current wording

As a licensed internet escrow agent, we offer escrow services to customers of our work marketplace and, as such, we are required to hold our customers’ escrowed cash and in-transit cash in trust as an asset and record a corresponding liability for escrow funds held on behalf of talent and clients on our balance sheet. We expect the balances of our funds held in escrow, including funds held in transit, and the related liability to fluctuate based on marketplace activity and may vary from period to period. Escrow regulations require us to cover the trust with our operating cash in the event of shortages due to the timing of cash receipts from clients for completed hourly billings. Talent submit their billings for hourly contracts to their clients on a weekly basis every Sunday, and the aggregate amount of such billings is added to escrow funds payable to talent on the same day. As of each Sunday of each week, we have not yet collected funds for hourly billings from clients as these funds are in transit. Therefore, in order to satisfy escrow funding requirements, every Sunday we match the shortage of cash in trust by restricting our own operating cash and typically collect this cash shortage from clients within the next several days. As of June 30, 2025 and December 31, 2024, funds held in escrow, including funds in transit, were $212.0 million and $195.7 million, respectively. We deposit a portion of funds held in escrow in interest-bearing checking accounts.

Previous wording

For the three months ended March 31, 2025, net cash provided by operating activities was $37.0 million, which resulted from net income of $37.7 million, non-cash adjustments of $18.1 million, and net cash outflows of $18.9 million from changes in operating assets and liabilities.

Current wording

For the six months ended June 30, 2025, net cash provided by operating activities was $109.5 million, which resulted from net income of $70.5 million, non-cash adjustments of $42.8 million, and net cash outflows of $3.8 million from changes in operating assets and liabilities.

Previous wording

For the three months ended March 31, 2024, net cash provided by operating activities was $14.8 million, which resulted from net income of $18.4 million and non-cash adjustments of $17.5 million, offset by net cash outflows of $21.1 million from changes in operating assets and liabilities.

Current wording

For the six months ended June 30, 2024, net cash provided by operating activities was $54.0 million, which resulted from net income of $40.7 million and non-cash adjustments of $40.2 million, offset by net cash outflows of $26.9 million from changes in operating assets and liabilities.

Previous wording

For the three months ended March 31, 2025, net cash used in investing activities was $5.2 million, which was primarily a result of investing $50.7 million in various marketable securities, $3.7 million in internal-use software and platform development costs, and $2.5 million for purchases of property and equipment. These outflows were partially offset by $51.4 million in proceeds from maturities of marketable securities and $0.3 million in proceeds from the sale of marketable securities.

Current wording

For the six months ended June 30, 2025, net cash used in investing activities was $56.7 million, which was primarily a result of investing $259.1 million in various marketable securities, $20.4 million cash paid for the acquisition of Bubty B.V., $8.2 million in internal-use software and platform development costs, and $4.9 million for purchases of property and equipment. These outflows were partially offset by $232.4 million in proceeds from maturities of marketable securities and $3.5 million in proceeds from the sale of marketable securities.

Previous wording

For the three months ended March 31, 2024, net cash provided by investing activities was $6.1 million, which was primarily a result of proceeds from maturities of marketable securities of $131.8 million and proceeds from the sale of marketable securities of $26.9 million, partially offset by investing $149.9 million in various marketable securities, as well as $2.5 million of internal-use software and platform development costs that we paid during the period.

Current wording

For the six months ended June 30, 2024, net cash provided by investing activities was $156.5 million, which was primarily a result of proceeds from maturities of marketable securities of $321.8 million and proceeds from the sale of marketable securities of $35.4 million, partially offset by investing $194.3 million in various marketable securities, as well as $5.6 million of internal-use software and platform development costs that we paid during the period.

Previous wording

For the three months ended March 31, 2024, net cash used in financing activities was $65.4 million, which was driven by $66.9 million cash paid for repurchases under the 2023 Share Repurchase Authorization, partially offset by an increase in escrow funds payable of $1.4 million.

Current wording

For the six months ended June 30, 2025, net cash used in financing activities was $51.5 million, which was driven by $70.9 million cash paid for repurchases under the 2024 Share Repurchase Authorization, partially offset by an increase in escrow funds payable of $16.6 million, proceeds received from our 2018 Employee Stock Purchase Plan, which we refer to as the 2018 ESPP, of $2.2 million, and cash received from stock option exercises of $0.7 million.

Previous wording

For the three months ended March 31, 2025, net cash used in financing activities was $13.1 million, which was driven by $33.1 million cash paid for repurchases under the 2024 Share Repurchase Authorization, partially offset by an increase in escrow funds payable of $19.3 million and cash received from stock option exercises of $0.7 million.

Current wording

For the six months ended June 30, 2024, net cash used in financing activities was $101.1 million, which was driven by $100.0 million cash paid for repurchases under the 2023 Share Repurchase Authorization, a decrease in escrow funds payable of $4.8 million, partially offset by proceeds received from our 2018 ESPP of $2.9 million, and cash received from stock option exercises of $0.8 million.