Getty Images Holdings, Inc.
For the period ended Sep 30, 2025. Filed Nov 10, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 10, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0001628280-25-039595
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-10.
0001628280-25-051077
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 264 previous paragraphs and 263 current paragraphs.
173 unchanged; 66 reworded; 22 added; 14 removed; 11 previous and 2 current paragraphs rearranged.
Tables are not compared: 7 previous and 7 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
On September 18, 2025, Shutterstock irrevocably waived the condition set forth in the Merger Agreement with respect to the Company having amended or otherwise refinanced its 2019 Term Loans and 2019 Senior Unsecured Notes to extend the maturity of each to no earlier than February 19, 2028.
Current report
On October 20, 2025, the Company received notice that the CMA intends to refer the proposed Merger to a Phase 2 review process unless acceptable undertakings to address their competition concerns are offered. On November 3, 2025, the Company received notice that the CMA has referred the Merger to a Phase 2 review process. The Company remains committed to the proposed merger and will continue to engage with CMA and work with Shutterstock to expeditiously secure the necessary clearances.
Current report
Subsequent Financing Activities
Current report
On October 21, 2025, the Company exchanged $294.7 million of its $300 million aggregate principal amount of 2019 Senior Unsecured Notes for newly issued 14.000% Senior Unsecured Notes due 2028 (the “2025 Senior Unsecured Notes”) and obtained related consents to amend the indenture governing the 2019 Senior Unsecured Notes (the “Exchange Offer”).
Current report
Additionally, the Company closed the offering of, $628.4 million aggregate principal amount of 10.500% Senior Secured Notes due 2030 (the “10.500% Senior Secured Notes”). The Company intends to use the proceeds to facilitate the proposed Merger with Shutterstock, primarily to fund the cash portion of the merger consideration and settle Shutterstock's outstanding debt. The 10.500% Senior Secured Notes mature on November 15, 2030, unless earlier redeemed or repurchased. In the event that the Merger Agreement is terminated on or prior to October 6, 2026, the 10.500% Senior Secured Notes will be redeemed at a redemption price equal to 100% of the issue price plus accrued and unpaid interest.
Current report
Creative revenue increased on a reported basis 8.4% (6.4% CN) to $144.9 million for the three months ended September 30, 2025, compared to $133.7 million for the three months ended September 30, 2024. The increase of $11.2 million for the three months ended September 30, 2025 was driven by our Premium Access subscriptions (increased $10.4 million), which included a multi-year agreement signed in the third quarter that had significant upfront revenue recognition. Additionally, subscriber download patterns in the prior year period, with major events during the three months ended September 30, 2024, skewed allocation of revenue more toward Editorial than Creative. No comparable events of this magnitude occurred during the three months ended September 30, 2025, resulting in download trends returning to historical levels.
Current report
Editorial revenue decreased on a reported basis by $3.5 million, or 3.7%, to $89.3 million, and 5.6% on a currency-neutral basis. The decrease was driven by Editorial ALC (decreased $5.2 million), partially offset by an increase in Editorial subscriptions (increased $2.1 million). Overall, the product decrease was driven by declines in Sport, due to the quadrennial UEFA European
Current report
Championship soccer tournament and the Paris Olympics coverage that occurred in the prior year period; and News, driven by the U.S. political spend in the prior year period.
Current report
Reported SG&A increased by $0.9 million or 0.9% (decreased 0.5% CN) for the three months ended September 30, 2025 as compared to the three months ended September 30, 2024. SG&A increases from the prior period were driven by $2.9 million in professional fees, primarily related to higher audit related fees due to our public company requirements. These increases were partially offset by decreases in staff costs ($0.5 million), travel and entertainment ($0.4 million), telecommunications ($0.3 million) and human resources related costs ($0.2 million).
Current report
Depreciation expense was$16.0 millionfor the three months ended September 30, 2025, an increase of $1.1 million or 7.3% compared to$14.9 million for the three months ended September 30, 2024. The increase is due to capital investments made that are primarily related to internally software development as we continue to innovate and invest in the design, user experience and performance of our websites.
Current report
We recognized foreign exchange gain, net of $1.5 million for the three months ended September 30, 2025, compared to net losses of $28.7 million for the three months ended September 30, 2024. The change for the three months ended September 30, 2024 was primarily driven by fluctuations in the EUR related to our 2019 EUR Term Loans, which resulted in a foreign currency loss of $19.2 million for the three months ended September 30, 2024. For the three months ended September 30, 2025, fluctuations in currencies relative to the dollar during the quarter had an immaterial impact.
Current report
Other non-operating income (expense) – net
Current report
On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted in the U.S. The OBBBA includes various tax provisions, such as extending and modifying certain Tax Cuts and Jobs Act provisions and the international tax framework. The Company expects these changes to reduce our annual U.S. tax liability by approximately $4.0 million to $7.0 million in 2025. The Company continues to evaluate the impact of the OBBBA on its consolidated financial statements.
Current report
Comparison of the Nine Months Ended September 30, 2025 and 2024
Current report
•decrease of $7.5 million related to staff costs for the nine months ended September 30, 2025. The decrease was primarily driven by lower equity-based compensation (decreased $5.1 million).
Current report
Depreciation expense was $46.5 million for thenine months ended September 30, 2025, an increase of $2.5 million or 5.7% compared to $43.9 million for thenine months ended September 30, 2024. The increase is due to capital investments made that are primarily related to internally software development as we continue to innovate and invest in the design, user experience and performance of our websites.
Current report
Other non-operating income (expense) – net
Current report
On July 4, 2025, the OBBBA was enacted in the U.S. The OBBBA includes various tax provisions, such as extending and modifying certain Tax Cuts and Jobs Act provisions and the international tax framework. The Company expects these changes to reduce our annual U.S. tax liability by approximately $4.0 to $7.0 million in 2025. The Company continues to evaluate the impact of the OBBBA on its consolidated financial statements.
Current report
On October 21, 2025, the Company exchanged $294.7 million of its $300 million aggregate principal amount of 2019 Senior Unsecured Notes for newly issued 14.000% Senior Unsecured Notes due 2028 (the “2025 Senior Unsecured Notes”) and obtained related consents to amend the indenture governing the 2019 Senior Unsecured Notes (the “Exchange Offer”). Additionally, the Company closed the sale of $628.4 million aggregate principal amount of 10.500% Senior Secured Notes due 2030 (the “10.500% Senior Secured Notes”). The Company intends to use the proceeds for the proposed Merger with Shutterstock. The 10.500% Senior Secured Notes mature on November 15, 2030, unless earlier redeemed or repurchased. In the event that the Merger Agreement with Shutterstock is terminated or will not be consummated on or prior to October 6, 2026, the 10.500% Senior Secured Notes will be redeemed at a redemption price equal to 100% of the issue price plus accrued and unpaid interest.
Current report
In connection with 10.500% Senior Secured Notes, the Company also entered into an escrow agreement, dated as of October 21, 2025 (the “Escrow Agreement). Pursuant to the terms of the Escrow Agreement, the Issuer has deposited the gross proceeds of the offering of the 10.500% Senior Secured Notes in an escrow account. Upon release from escrow, the Company intends to use the escrowed proceeds to pay approximately $350.0 million of fees, expenses and cash consideration in connection with the Merger and to use the remaining proceeds to refinance certain indebtedness of Shutterstock and pay fees and expenses in connection with that offering.
Current report
Total active annual subscribers increased 1.7% to 304,000 for the LTM ended September 30, 2025 compared to 298,000 for the LTM ended September 30, 2024. Annual subscriber growth was driven by Unsplash+ subscriptions with gains partially offset by iStock subscriptions, where there has been some continued impact from the discontinuation of the free-trial customer acquisition program. We continue to maintain our strategic focus on subscription offerings to provide comprehensive content solutions.
Current report
The annual subscriber revenue retention rate decreased to 90.3% for the last twelve months ended September 30, 2025 from 92.2% over the twelve months ended September 30, 2024. The decline in revenue retention was primarily attributable to the absence of certain high-impact events, tied to political, sporting and certain one-time spend, that occurred in the prior year that did not recur during the current year period. As these events are on a multi-year cycle, their absence in the current period led to a year-over-year decline in revenue retention.
Removed paragraphs (14)
Previous report
Following submission of a briefing paper, on April 22, 2025, the United Kingdom Competition and Markets Authority invited Getty Images to submit a Merger Notice and their review process is ongoing.
Previous report
Editorial revenue increased on a reported basis by $4.7 million, or 5.6%, to $88.3 million, and 4.6% on a currency-neutral basis. The increase was driven by Editorial subscriptions (increased $3.5 million) and assignments (increased $2.2 million), offset by
Previous report
•decrease of$2.5 million related to staff costsfor the three months ended June 30, 2025. The decrease was driven by lower accrued bonus expense (decreased $1.0 million), lower healthcare costs (decreased $0.9 million), lower severance expense (decreased $0.8 million), and lower commission expense (decreased $0.7 million), which were partially offset by increases in salary and other wage-related expenses (increased $0.9 million).
Previous report
Depreciation expense was$15.5 millionfor the three months ended June 30, 2025, an increase of$0.8 million or 5.8% compared to$14.7 million for the three months ended June 30, 2024.
Previous report
Foreign exchange (loss) gain – net
Previous report
Other non-operating (expense) income – net
Previous report
Comparison of the Six Months Ended June 30, 2025 and 2024
Previous report
Certain prior period amounts have been reclassified to conform to the current year presentation.
Previous report
•decrease of$7.0 million related to staff costsfor thesix months ended June 30, 2025. The decrease was driven by lower equity-based compensation (decreased $4.8 million), lower healthcare costs (decreased $1.5 million), lower commission expense (decreased $0.9 million), lower payroll taxes (decreased $0.9 million), and lower severance expense (decreased $0.7 million), which were partially offset by increases in salary and bonus expense (increased $1.0 million).
Previous report
Depreciation expense was $30.5 million for thesix months ended June 30, 2025, an increase of $1.4 million or 4.9% compared to $29.0 million for thesix months ended June 30, 2024.
Previous report
Foreign exchange (loss) gain – net
Previous report
Other non-operating (expense) income – net
Previous report
Total active annual subscribers increased 13.8% to 321,000 for the LTM ended June 30, 2025 compared to 282,000 for the LTM ended June 30, 2024. Expanded e-commerce subscriptions including iStock and Unsplash+ subscriptions primarily drove growth. This reflects our strategic focus on subscription offerings to provide comprehensive content solutions. We have a strong pipeline of new customers as demand for visual content remains strong, while also helping existing customers evolve with their expanding visual narratives.
Previous report
The annual subscriber revenue retention rate increased to 93.4% for the last twelve months ended June 30, 2025 from 89.4% over the twelve months ended June 30, 2024. The improvement in revenue retention reflects a return to a more stable trend, driven by an expected stabilization in the growth of smaller e-commerce subscribers, who typically have lower retention rates, as well as the fading impact of last year’s Hollywood strikes. The company expects revenue retention to continue stabilizing in 2025 compared to 2024.
Reworded paragraphs (66)
Previous wording
Following the close of the transaction, based on the common shares outstanding as of April 25, 2025, Getty Images stockholders will own approximately 53.0% and Shutterstock stockholders will own approximately 47.0% of the combined company on a fully diluted basis. The transaction is subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals and other customary closing conditions.
Current wording
Following the close of the transaction, based on the common shares outstanding as of September 9, 2025, Getty Images stockholders will own approximately 53.5% and Shutterstock stockholders will own approximately 46.5% of the combined company on a fully diluted basis. The transaction is subject to the satisfaction of customary closing conditions, including receipt of required regulatory approvals and other customary closing conditions.
Previous wording
During the three and six months ended June 30, 2025, Getty Images has expensed $14.4 million and $32.4 million of legal, accoun ting, and other direct costs related to this proposed Merger in “Other operating expenses (income) – net” in the Condensed Consolidated Statements of Operations, respectively.
Current wording
During the three and nine months ended September 30, 2025, Getty Images has expensed $9.9 million and $38.3 million of legal, accounting, and other direct costs related to this proposed Merger in “Other operating expenses (income) – net” in the Condensed Consolidated Statements of Operations, respectively.
Previous wording
On April 2, 2025, Getty Images and Shutterstock announced that they had each received a Request for Additional Information and Documentary Material (“Second Request”) from the U.S. Department of Justice (“DOJ”) in connection with the transaction. The Second Request was issued under notification requirements of the HSR Act. The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after Getty Images and Shutterstock have substantially complied with the request, unless that period is extended voluntarily by the parties or terminated sooner by the DOJ.
Current wording
On April 2, 2025, Getty Images and Shutterstock announced that they had each received a Request for Additional Information and Documentary Material (“Second Request”) from the U.S. Department of Justice (the “DOJ”) in connection with the transaction. The Second Request was issued under notification requirements of the HSR Act. The effect of the Second Request is to extend the waiting period imposed by the HSR Act until 30 days after Getty Images and Shutterstock have substantially complied with the request, unless that period is extended voluntarily by the parties or terminated sooner by the DOJ.
Previous wording
On February 21, 2025 (the“Amended Effective Date”), the Company entered into the Second Incremental Commitment Amendment and Third Amendment to Credit Agreement (the “Refinancing Amendment”), which amended the Existing Credit Agreement. The Refinancing Amendment provided for a new tranche of senior secured fixed rate incremental term loans denominated in U.S. dollars in an aggregate principal amount of $580.0 million (the “New USD
Current wording
On February 21, 2025 (the“Amended Effective Date”), the Company entered into the Second Incremental Commitment Amendment and Third Amendment to Credit Agreement (the “Refinancing Amendment”), which amended the Existing Credit Agreement. The Refinancing Amendment provided for a new tranche of senior secured fixed rate incremental term loans denominated in U.S. dollars in an aggregate principal amount of $580.0 million (the “2025 USD Term Loans”) and a new tranche of senior secured term loans denominated in Euros in an aggregate principal amount of €440.0 million (the “2025 EUR Term Loans” and together with the 2025 USD Term Loans, the “2025 Term Loans”).
Previous wording
The proceeds of the New Term Loans were used to refinance in full all outstanding term loans under the existing credit agreement, and will mature on February 21, 2030. See “Note 7 - Debt” for additional discussion on our debt refinancing.
Current wording
The proceeds of the 2025 Term Loans were used to refinance in full all outstanding term loans under the existing credit agreement, and will mature on February 21, 2030. See “Note 7 - Debt” for additional discussion on our debt refinancing.
Previous wording
The proceeds from the New Terms Loans were used to retire and repay the following debts:
Current wording
The proceeds from the 2025 Terms Loans were used to retire and repay the following debts:
Previous wording
•Old USD Term Loans, with a $579.2 million principal amount as of the Amendment Effective Date, and
Current wording
•2019 USD Term Loans, with a $579.2 million principal amount as of the Amendment Effective Date, and
Previous wording
•Old EUR Term Loans, with a €419 million principal amount as of the Amendment Effective Date
Current wording
•2019 EUR Term Loans, with a €419 million principal amount as of the Amendment Effective Date
Previous wording
The Company exercised its option to exchange its New USD Term Loans, on a dollar-for-dollar basis, up to an aggregate principal amount of $580.0 million, pursuant to the Refinance Agreement, for newly issued 11.250% Senior Secured Notes due 2030 (the “Senior Secured Notes”). The Company issued Senior Secured Notes in an aggregate principal amount of $539.9 million, pursuant to an Indenture, dated as of May 5, 2025 (the “Indenture”).
Current wording
The Company exercised its option to exchange its 2025 USD Term Loans, on a dollar-for-dollar basis, up to an aggregate principal amount of $580.0 million, pursuant to the Refinance Agreement, for newly issued 11.250% 11.250% Senior Secured Notes due 2030 (the “11.250% Senior Secured Notes”). The Company issued 11.250% Senior Secured Notes in an aggregate principal amount of $539.9 million, pursuant to an Indenture, dated as of May 5, 2025 (the “Indenture”).
Previous wording
Through Getty Images, iStock, and Unsplash, we offer a full range of content solutions to meet the needs of any customer—no matter their size—around the globe, with over 625 million visual assets available through its industry-leading sites. New content and coverage are added daily, with over 11 million new assets added each quarter and over 2.7 billion searches annually. The Company has over 707,000 purchasing customers, with customers from almost every country in the world with websites in 23 languages bringing the world’s best content to media outlets, advertising agencies, and corporations of all sizes and, increasingly, serving individual creators and prosumers.
Current wording
Through Getty Images, iStock, and Unsplash, we offer a full range of content solutions to meet the needs of any customer—no matter their size—around the globe, with almost 635 million visual assets available through its industry-leading sites. New content and coverage are added daily, with over 11 million new assets added each quarter and over 2.7 billion searches annually. The Company has over 700,000 purchasing customers, with customers from almost every country in the world with websites in 23 languages bringing the world’s best content to media outlets, advertising agencies, and corporations of all sizes and, increasingly, serving individual creators and prosumers.
Previous wording
In support of its content, Getty Images employs over 115 staff photographers and videographers and distributes the content of almost 600,000 contributors and more than 355 premium content partners. Over 82,000 of our contributors are exclusive to the Company, creating content that cannot be found anywhere else. Each year, we cover more than 160,000 global events across news, sport, and entertainment, providing a depth and breadth of coverage that is unmatched. Getty Images also maintains one of the largest and best privately-owned photographic archives in the world, with over 150 million images across geographies, periods, and verticals.
Current wording
In support of its content, Getty Images employs over 115 staff photographers and videographers and distributes the content of almost 600,000 contributors and almost 360 premium content partners. Over 82,000 of our contributors are exclusive to the Company, creating content that cannot be found anywhere else. Each year, we cover more than 160,000 global events across news, sport, and entertainment, providing a depth and breadth of coverage that is unmatched. Getty Images also maintains one of the largest and best privately-owned photographic archives in the world, with over 150 million images across geographies, periods, and verticals.
Previous wording
Creative is comprised of royalty-free (“RF”) photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel. This content is available for immediate use by a wide range of customers with depth, breadth, and quality, allowing our customers to produce impactful websites, digital media, social media, marketing campaigns, corporate collateral, textbooks, movies, television, and online video content relevant to their target geographies and audiences. We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefing and art direction to our exclusive contributor community. Creative represents 57.3% and 61.3% of our revenue, of which 59.2% and 55.2% is generated through our annual subscription products for the six months ended June 30, 2025, and 2024, respectively. Annual Subscription products include products and subscriptions for 12 months or longer, Unsplash API, and Custom Content.
Current wording
Creative is comprised of royalty-free (“RF”) photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel. This content is available for immediate use by a wide range of customers with depth, breadth, and quality, allowing our customers to produce impactful websites, digital media, social media, marketing campaigns, corporate collateral, textbooks, movies, television, and online video content relevant to their target geographies and audiences. We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefing and art direction to our exclusive contributor community. Creative represents 58.4% and 59.3% of our revenue, of which 59.5% and 55.5% is generated through our annual subscription products for the nine months ended September 30, 2025, and 2024, respectively. Annual Subscription products include products and subscriptions for 12 months or longer, Unsplash API, and Custom Content.
Previous wording
Editorial is comprised of photos and videos covering the world of entertainment, sports, and news. We combine contemporary coverage of events around the globe with one of the largest privately held archives globally, with access to images from the beginning of photography. We invest in a dedicated editorial team that includes over 115 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content partners. Editorial represents 37.2% and 36.1% of our revenue, of which 54.7% and 52.6% is generated through our annual subscription products for the six months ended June 30, 2025, and 2024, respectively. Annual Subscription products include subscriptions with a duration of 12 months or longer.
Current wording
Editorial is comprised of photos and videos covering the world of entertainment, sports, and news. We combine contemporary coverage of events around the globe with one of the largest privately held archives globally, with access to images from the beginning of photography. We invest in a dedicated editorial team that includes over 115 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content partners. Editorial represents 37.2% and 37.0% of our revenue, of which 55.4% and 52.5% is generated through our annual subscription products for the nine months ended September 30, 2025, and 2024, respectively. Annual Subscription products include subscriptions with a duration of 12 months or longer.
Previous wording
Other represents 5.4% and 2.6% of our revenue for the six months ended June 30, 2025 and 2024, respectively. This includes data access and/or licensing, music licensing, digital asset management, distribution services and print sales.
Current wording
Other represents 4.4% and 3.7% of our revenue for the nine months ended September 30, 2025 and 2024, respectively. This includes data access and/or licensing, music licensing, digital asset management, distribution services and print sales.
Previous wording
Unsplash.com is a platform offering free stock photo downloads and paid subscriptions targeted to the high-growth prosumer and semi-professional creator segments. The Unsplash website reaches a significant and geographically diverse audience with more than 85 million image downloads every month.
Current wording
Unsplash.com is a platform offering free stock photo downloads and paid subscriptions targeted to the high-growth prosumer and semi-professional creator segments. The Unsplash website reaches a significant and geographically diverse audience with more than 87 million image downloads every month.
Previous wording
•Access to a marketplace that reaches almost every country in the world, across all customer categories and sizes and generated annual royaltiesof nearly $220 million for the trailing twelve months ending June 30, 2025.
Current wording
•Access to a marketplace that reaches almost every country in the world, across all customer categories and sizes and generated annual royalties of nearly $220 million for the trailing twelve months ending September 30, 2025.
Previous wording
We generate revenue by licensing content to customers through multiple license models and purchase options, as well as by providing related services to our customers. The key image licensing model in the pre-shot market is RF. Content licensed on a RF basis is subject to a standard set of terms, allowing the customer to use the image for an unlimited duration and without limitation on the use or application. Within our video offering, we also offer a licensing model known as Rights-Ready. The Rights-Ready model offers a limited selection of broader usage categories, thus simplifying the purchase process. In September 2023 and January 2024, we launched Generative AI by Getty Images and Generative AI by iStock, respectively. They are generative AI text to image and image to image tools that were trained on Getty Images’ world‑class creative content and designed for commercial use. Customers that download visuals through the tool will receive the standard royalty‑free license.
Current wording
We generate revenue by licensing content to customers through multiple license models and purchase options, as well as by providing related services to our customers. The key image licensing model in the pre-shot market is RF. Content licensed on a RF basis is subject to a standard set of terms, allowing the customer to use the image for an unlimited duration and without limitation on the use or application. Within our video offering, we also offer a licensing model known as Rights-Ready. The Rights-Ready model offers a limited selection of broader usage categories, thus simplifying the purchase process. In September 2023 and January 2024, we launched Generative AI by Getty Images and Generative AI by iStock, respectively. They are generative AI text to image and image to image tools that were trained on Getty Images’ world‑class creative content and designed for commercial use. Customers that download visuals through the tool will receive the standard RF license.
Previous wording
A significant portion of the business has transitioned to a subscription model with strong revenue retention characteristics. Annual subscriptions now comprise approximately 55% of total revenue for the six months ended June 30, 2025, and we continue to focus on growing subscription revenue.
Current wording
A significant portion of the business has transitioned to an annual subscription model with strong revenue retention characteristics. Annual subscriptions now comprise approximately 56% of total revenue for the nine months ended September 30, 2025, and we continue to focus on growing subscription revenue.
Previous wording
The ownership rights to the majority of the content we license are retained by the owners, and licensing rights are provided to us by a large network of content contributors and content partners. When we license content entrusted to us by content suppliers, we pay royalties to them at varying rates depending on the license model and the use of that content that our customers select. Suppliers who choose to work with us under contract typically receive royalties of 20% to 50% of the total license fee we charge customers, depending on the basis on which their content is licensed by our customers. Contributors are compensated for any inclusion of their content in AI data training sets and may share in the revenue generated by AI tools and services trained with their content. We also own the copyright to certain content in our collections (“wholly-owned content”), including content produced by our staff photographers for our editorial product, for which we do not pay any third-party royalties. Cost of revenue includes certain costs of our assignment photo shoots, but excludes amortization associated with creating or buying content. Cost of revenue consists primarily of royalties owed to content contributors, comprised of photographers, filmmakers, third-party companies that license their collection of content through us (“Content Partners”) and third-party music content provider.
Current wording
The ownership rights to the majority of the content we license are retained by the owners, and licensing rights are provided to us by a large network of content contributors and content partners. When we license content entrusted to us by content suppliers, we pay royalties to them at varying rates depending on the license model and the use of that content that our customers select. Suppliers who choose to work with us under contract typically receive royalties of 20% to 50% of the total license fee we charge customers, depending on the basis on which their content is licensed by our customers. Contributors are compensated for any inclusion of their content in AI data training sets and may share in the revenue generated by AI tools and services trained with their content. We also own the copyright to certain content in our collections (“wholly-owned content”), including content produced by our staff photographers for our editorial product, for which we do not pay any third-party royalties. Cost of revenue includes certain costs of our assignment photo shoots, but excludes amortization associated with creating or buying content. Cost of revenue consists primarily of royalties owed to content contributors, comprised of photographers, filmmakers, third-party companies that license their collection of content through us (“Content Partners”) and our third-party music content provider.
Previous wording
We expect our selling, general and administrative expenses to increase in absolute dollars but remain relatively constant as a percentage of revenue in the near term. Absolute dollar spending will increase as we continue to expand our operations and invest in our growth. Lastly, we expect our marketing to stay relatively constant as a percentage of revenue. However, the Company will continue to evaluate opportunities to incrementally invest in marketing as may be appropriate.
Current wording
We expect our selling, general and administrative expenses to increase in absolute dollars but remain relatively constant as a percentage of revenue in the near term. Absolute dollar spending will increase as certain costs increase and we continue to expand our operations and invest in our growth. Lastly, we expect our marketing to stay relatively constant as a percentage of revenue. However, the Company will continue to evaluate opportunities to incrementally invest in marketing as appropriate.
Previous wording
Assets and liabilities for subsidiaries with functional currencies other than the U.S. dollar are recorded in foreign currencies and translated at the exchange rate on the Balance Sheet date. Revenue and expenses are translated at average rates of exchange prevailing during the period. Translation adjustments resulting from this process are charged or credited to “Other comprehensive income (loss)”, as a separate component of stockholder’s equity. The Company recognized net foreign currency translation adjustment gains of $68.1 million during the six months ended June 30, 2025 and net foreign currency translation adjustment lossesof $18.4 million during the six months ended June 30, 2024.
Current wording
Assets and liabilities for subsidiaries with functional currencies other than the U.S. dollar are recorded in foreign currencies and translated at the exchange rate on the Balance Sheet date. Revenue and expenses are translated at average rates of exchange prevailing during the period. Translation adjustments resulting from this process are charged or credited to “Other comprehensive income (loss)”, as a separate component of stockholder’s equity. The Company recognized net foreign currency translation adjustment gains of $64.6 million during the nine months ended September 30, 2025 and net foreign currency translation adjustment gainsof $7.5 million during the nine months ended September 30, 2024.
Previous wording
Transaction gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved are included in “Foreign exchange (loss) gain – net” in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2025, the Company recognized net foreign currency transaction losses of $79.8 million. For the six months ended June 30, 2024, the Company recognized net foreign currency transaction gains of $18.9 million.
Current wording
Transaction gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved are included in “Foreign exchange gain (loss) – net” in the Condensed Consolidated Statements of Operations. For the nine months ended September 30, 2025, the Company recognized net foreign currency transaction losses of $78.4 million. For the nine months ended September 30, 2024, the Company recognized net foreign currency transaction losses of $9.8 million.
Previous wording
For the three months ended June 30, 2025, total revenue on a reported basis was $234.9 million as compared to $229.1 million for the three months ended June 30, 2024. On a reported basis, revenue increased by 2.5% (1.8% CN) for the three months ended June 30, 2025.
Current wording
For the three months ended September 30, 2025, total revenue on a reported basis was $240.0 million as compared to $240.5 million for the three months ended September 30, 2024. On a reported basis, revenue decreased by 0.2% (2.0% CN) for the three months ended September 30, 2025. Foreign exchange movements positively impacted reported revenue growth for the three months ended September 30, 2025 by 180 basis points, largely driven by the weakening dollar relative to the EUR and GBP.
Previous wording
Other revenue increased on a reported basis by $13.4 million, or 115.0%, to $25.0 million for the six months ended June 30, 2025, compared to $11.6 million for the six months ended June 30, 2024. On a currency-neutral basis, other revenue increased 114.6% compared to the same period in 2024. The increase was primarily driven by new data access and licensing agreements.
Current wording
Other revenue decreased on a reported basis by $8.2 million, or 58.5%, to $5.8 million for the three months ended September 30, 2025, compared to $14.1 million for the three months ended September 30, 2024. On a currency-neutral basis, other revenue decreased 58.8% compared to the same period in 2024. The decrease was driven by data access and/or licensing revenue (decreased $8.2 million), tied to an expanded 5-year Creative content deal with an existing customer that was signed in the prior year period, which was largely recognized upfront.
Previous wording
The timing of our revenue recognition can be influenced by several factors, including the nature of the contract with the customer, and the Company’s estimates regarding unused content and customer download patterns. These factors can lead to variability in the timing and amount of revenue recognized in a given period. The weakening or strengthening of our reporting currency, the U.S. dollar, during any given period compared to currencies we collect revenues in, most notably, the Euro and British pound, impacts our reported revenues.
Current wording
The timing of our revenue recognition can be influenced by several factors, including the nature of the contract with the customer, and the Company’s estimates regarding unused content and customer download patterns and whether we have met our obligation to our customer. These factors can lead to variability in the timing and amount of revenue recognized in a given period.
Previous wording
Cost of revenue for the three months ended June 30, 2025 was $65.6 million compared to$63.1 million in the same prior year period. As a percentage of total revenue, cost of revenue was 27.9% and 27.5% for the three months ended June 30, 2025 and June 30, 2024, respectively. Any changes in cost of revenue as a percentage of revenue compared to a prior period is due primarily to revenue mix by product. Generally, cost of revenue rates vary modestly period over period based on changes in revenue mix by product, as royalty rates vary depending on the license model and use of content.
Current wording
Cost of revenue for the three months ended September 30, 2025 was $64.3 million compared to$64.1 million in the same prior year period. As a percentage of total revenue, cost of revenue was 26.8% and 26.6% for the three months ended September 30, 2025 and September 30, 2024, respectively. Any changes in cost of revenue as a percentage of revenue compared to a prior period is due primarily to revenue mix by product. Generally, cost of revenue rates vary modestly period over period based on changes in revenue mix by product, as royalty rates vary depending on the license model and use of content.
Previous wording
For the three months ended June 30, 2025, amortization expense was$0.6 million, which was flat compared to $0.6 million for the three months ended June 30, 2024.
Current wording
For the three months ended September 30, 2025, amortization expense was $0.6 million, which was flat comparedto $0.6 million for the three months ended September 30, 2024.
Previous wording
For the three months ended June 30, 2025, the Company recognized loss on litigation of$2.0 million compared to $2.8 million for the three months ended June 30, 2024. The loss on litigation consists of the interest on the summary judgment, legal fees, and amortization of fees related to appeal bond. The Company will continue to see these expenses as we navigate through the appeal of the judgment in the actions captioned by Alta Partners, LLC. V Getty Images Holdings, Inc., Case No. 1:22-cv-08916 and CRCM Institutional Master Fund (BVI) LTD. et al v. Getty Images Holdings, Inc., Case No. 1:23-cv-01074, and incur legal fees related to the additional warrant cases.
Current wording
For the three months ended September 30, 2025, the Company recognized loss on litigation of$2.6 million compared to $3.2 million for the three months ended September 30, 2024. The loss on litigation consists of the interest on the summary judgment, legal fees, and amortization of fees related to appeal bond. The Company will continue to see these expenses as we navigate through the appeal of the judgment in the actions in the Initial and Follow on Warrant Litigation, and incur legal fees related to the additional warrant cases. See “Note 12 – Legal Proceedings and Contingencies” for additional discussion.
Previous wording
We recognized interest expense of $36.6 million and $33.9 million for the three months period ended June 30, 2025 and June 30, 2024, respectively. Our interest expense primarily consists of interest charges on our New Term Loans, Senior Secured Notes, Senior Unsecured Notes and our revolving credit facility which remains undrawn, as well as the amortization of original issue discount and debt issuance costs. See “Note 7 - Debt” for additional discussions on our debt.
Current wording
We recognized interest expense of $35.7 million and $34.0 million for the three months period ended September 30, 2025 and September 30, 2024, respectively. Our interest expense primarily consists of interest charges on our debt and revolving credit facility which remains undrawn, as well as the amortization of original issue discount and debt issuance costs. See “Note 7 - Debt” for additional discussions on our debt.
Previous wording
We recognized $1.9 million of other non-operating expense, net for the three months ended June 30, 2025 compared to $1.2 millionof other non-operating income for the three months June 30, 2024. The change of $3.1 million was primarily due to costs related to the Permitted Debt Exchange of $2.8 million and lower interest income, driven by a decrease in U.S. interest rates.
Current wording
We recognized $0.7 million of other non-operating income, net for the three months ended September 30, 2025 compared to $1.5 million of other non-operating income for the three months September 30, 2024. The change of $0.8 million was primarily due to lower interest income, driven by a decrease in U.S. interest rates.
Previous wording
The Company recorded an income tax benefit of $23.3 millionand an income tax expense of$12.5 million for the three months ended June 30, 2025 and June 30, 2024, respectively. For 2025, the Company’s effective tax rate is expected to be a large negative percentage due to the Company’s pre-tax loss and income tax expense items that are not analogous to pre-tax loss, such as foreign withholding taxes, non-deductible interest expense, and change in valuation allowance. The effective tax rate may vary significantly throughout the year depending on the changes in the pre-tax income (loss).
Current wording
The Company recorded an income tax benefit of $10.1 million and $1.2 million for the three months ended September 30, 2025 and September 30, 2024, respectively. For 2025, the Company’s effective tax rate is expected to be a large negative percentage due to the Company’s pre-tax loss and income tax expense items that are not analogous to pre-tax loss, such as foreign withholding taxes, non-deductible interest expense, and change in valuation allowance. The effective tax rate may vary significantly throughout the year depending on the changes in the pre-tax income (loss).
Previous wording
For the six months ended June 30, 2025, total revenue on a reported basis was $459.0 million as compared to $451.4 million for the six months ended June 30, 2024. On a reported basis, revenue increased by 1.7% (2.1% CN) for the six months ended June 30, 2025.
Current wording
For the nine months ended September 30, 2025, total revenue on a reported basis was $699.0 million as compared to $692.0 million for the nine months ended September 30, 2024. On a reported basis, revenue increased by 1.0% (0.7% CN) for the nine months ended September 30, 2025. Foreign exchange movements positively impacted reported revenue growth for the nine months ended September 30, 2025 by 30 basis points, largely driven by the weakening dollar relative to the EUR and GBP.
Previous wording
Creative revenue decreased on a reported basis 5.1% (5.7% CN) to $130.8 million for the three months ended June 30, 2025, compared to $137.9 million for the three months ended June 30, 2024. The decrease of $7.1 million for the three months ended June 30, 2025 was driven by declines in our ALC credit sales and ultra packs, ALC Premium RF stills and video and iStock monthly subscriptions (decreased $6.1 million in the aggregate). The declines were largely driven by reduced revenue from Agency customers, which are accounted for entirely within Creative revenue and purchase mainly on an ALC basis. Declines were also seen from our Unsplash assignments and advertising business largely driven by a one-time project in the prior year period (decreased $2.0 million). Additionally, we saw offsetting increases in Creative subscriptions (increased $1.1 million).
Current wording
Creative revenue decreased on a reported basis 0.6% (0.9% CN) to $407.9 million for the nine months ended September 30, 2025, compared to $410.5 million for the nine months ended September 30, 2024. The decrease of $2.6 million for the nine months ended September 30, 2025 was driven by declines in our ALC credit sales and ultra packs, ALC Premium RF stills and video and iStock monthly subscriptions (decreased $13.3 million in the aggregate). The declines were largely driven by reduced revenue from Agency customers, which are accounted for entirely within Creative revenue and purchase mainly on an ALC basis. Declines were also seen from our Unsplash assignments and advertising business (decreased $4.2 million) largely driven by a one-time project in the prior year period that did not recur during the current year period. Additionally, we saw offsetting increases in Creative subscriptions (increased $14.8 million).
Previous wording
Editorial revenue increased on a reported basis by $7.9 million , or 4.9%, to $171.0 million, and 5.1% on a currency-neutral basis. The increase was driven by Editorial subscriptions (increased $7.8 million) and assignments (increased $2.1 million), offset by Editorial ALC (decreased $2.0 million). Overall, these product net increases were driven bydouble-digit growth in Sport and News, offset by a slight decrease in Entertainment.
Current wording
Editorial revenue increased on a reported basis by $4.4 million, or 1.7%, to $260.3 million, and 1.2% on a currency-neutral basis. The increase was driven by Editorial subscriptions (increased $10.0 million) and assignments (increased $1.7 million), offset by Editorial ALC (decreased $7.2 million). Overall, these product increases were driven by growth in Sport, News and Archive, offset by a decrease in Entertainment.
Previous wording
Other revenue increased on a reported basis by $8.1 million, or 106.1%, to $15.7 million for the three months ended June 30, 2025, compared to $7.6 million for the three months ended June 30, 2024. On a currency-neutral basis, other revenue increased 105.5% compared to the same period in 2024. The increase was primarily driven by new data access and licensing agreements.
Current wording
Other revenue increased on a reported basis by $5.2 million, or 20.1%, to $30.8 million for the nine months ended September 30, 2025, compared to $25.7 million for the nine months ended September 30, 2024. On a currency-neutral basis, other revenue increased 19.8% compared to the same period in 2024. The increase was primarily driven by new data access and licensing agreements.
Previous wording
The timing of our revenue recognition can be influenced by several factors, including the nature of the contract with the customer, and the Company’s estimates regarding unused content and customer download patterns. These factors can lead to variability in the timing and amount of revenue recognized in a given period. The weakening or strengthening of our reporting currency, the U.S. dollar, during any given period compared to currencies we collect revenues in, most notably, the Euro and British pound, impacts our reported revenues.
Current wording
The timing of our revenue recognition can be influenced by several factors, including the nature of the contract with the customer, and the Company’s estimates regarding unused content and customer download patterns and whether we have met our obligation to our customer. These factors can lead to variability in the timing and amount of revenue recognized in a given period.
Previous wording
Cost of revenue for thesix months ended June 30, 2025 was $125.8 million compared to$123.4 million in the same prior year period. As a percentage of total revenue, cost of revenue was 27.4% and 27.3% for thesix months ended June 30, 2025 and June 30, 2024, respectively. Any changes in cost of revenue as a percentage of revenue compared to a prior period is due primarily to revenue mix by product. Generally, cost of revenue rates vary modestly period over period based on changes in revenue mix by product, as royalty rates vary depending on the license model and use of content.
Current wording
Cost of revenue for thenine months ended September 30, 2025 was $190.1 million compared to$187.4 million in the same prior year period. As a percentage of total revenue, cost of revenue was 27.2% and 27.1% for thenine months ended September 30, 2025 and September 30, 2024, respectively. Any changes in cost of revenue as a percentage of revenue compared to a prior period is due primarily to revenue mix by product. Generally, cost of revenue rates vary modestly period over period based on changes in revenue mix by product, as royalty rates vary depending on the license model and use of content.
Previous wording
Reported SG&A expense increased by $1.2 million or 0.6% (increased 1.0% CN) for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024. SG&A fluctuations from the prior period include the following:
Current wording
Reported SG&Aexpense increased by $2.1 million or 0.7% (0.6% CN) for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. SG&A fluctuations from the prior period include the following:
Previous wording
•increase of $6.5 million related to professional fees for the three months ended June 30, 2025, primarily related to legal fees incurred for our ongoing AI litigation cases and higher audit related fees due to our public company requirements.
Current wording
•increase of $10.9 million related to professional fees for the nine months ended September 30, 2025, primarily related to legal fees incurred for our ongoing AI litigation cases and higher audit related fees due to our public company requirements.
Previous wording
For thesix months ended June 30, 2025, amortization expense was $1.1 million, which was flat compared to $1.1 million for thesix months ended June 30, 2024.
Current wording
For thenine months ended September 30, 2025, amortization expense was $1.7 million, which was flat compared to $1.7 million for thenine months ended September 30, 2024.
Showing the first 40 of 66 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Other operating expenses - net was $10.4 million for the three months ended September 30, 2025, compared to $0.2 million in the three months ended September 30, 2024. This increase is primarily driven by costs incurred in connection with our proposed merger with Shutterstock and expect these costs to continue as we proceed through the regulatory process. Other operating expenses will continue to fluctuate from period to period as this line item is heavily influenced by non-recurring events such as mergers and acquisitions, claims, settlements, and gains/losses on asset disposals.
Current report — wording carried from elsewhere
The Company has open tax audits in various jurisdictions and some of these jurisdictions require taxpayers to pay assessed taxes in advance or at the time of appealing such assessments. One such jurisdiction is Canada, where one of the
Rearranged previous paragraphs (11)
Previous report — wording carried elsewhere
Term Loans”) and a new tranche of senior secured term loans denominated in Euros in an aggregate principal amount of €440.0 million (the “New EUR Term Loans” and together with the New USD Term Loans, the “New Term Loans”).
Previous report — wording carried elsewhere
Editorial ALC (decreased $1.0 million). Overall, these product net increases were driven by growth in Sport and News, offset by a slight decrease in Entertainment.
Previous report — wording carried elsewhere
Reported SG&A increased by $3.8 million or 3.8% (increased 3.2% CN) for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024. SG&A fluctuations from the prior period include the following:
Previous report — wording carried elsewhere
Other operating expenses - net was $10.5 million for the three months ended June 30, 2025, compared to $0.3 million in the three months ended June 30, 2024. This increase is primarily driven by costs incurred related to our proposed merger with
Previous report — wording carried elsewhere
Shutterstock. We expect other operating expenses to fluctuate from period to period as this line item is heavily influenced by non-recurring events such as mergers and acquisitions, claims, settlements, and gains/losses on asset disposals.
Previous report — wording carried elsewhere
We recognized foreign exchange loss, net of $54.8 million for the three months ended June 30, 2025, compared to net gains of $2.4 million for the three months ended June 30, 2024. These changes are primarily driven by fluctuations in the EUR related to our New EUR Term Loans.
Previous report — wording carried elsewhere
Creative revenue decreased on a reported basis 5.0% (4.3% CN) to $263.0 million for the six months ended June 30, 2025, compared to $276.7 million for the six months ended June 30, 2024. The decrease of $13.7 million for the six months ended June 30, 2025 was driven by declines in our ALC credit sales and ultra packs, ALC Premium RF stills and video and iStock monthly subscriptions (decreased $12.8 million in the aggregate). The declines were largely driven by reduced revenue from Agency customers, which are accounted for entirely within Creative revenue and purchase mainly on an ALC basis. Declines were also seen from our Unsplash assignments and advertising business largely driven by a one-time project in the prior year period (decreased $3.8 million). Additionally, we saw offsetting increases in Creative subscriptions (increased $2.8 million).
Previous report — wording carried elsewhere
•increase of $7.9 million related to professional fees for thesix months ended June 30, 2025, primarily related to legal fees incurred for our ongoing AI litigation cases and higher audit related fees due to our public company requirements.
Previous report — wording carried elsewhere
CRA were to be successful in the appeal process, the Company estimates the maximum potential outcome could be up to $27.7 million.
Previous report — wording carried elsewhere
U.S. dollar. We believe that this presentation provides useful supplemental information regarding changes in our revenue not driven by fluctuations in the value of foreign currencies.
Previous report — wording carried elsewhere
(Loss) and Earnings (Loss) Per Share, the most directly comparable GAAP measures, to Adjusted Net Income (Loss) and Adjusted Earnings (Loss) Per Share for the periods presented: