Paradium.AI, Inc.

Previous wording

The following discussion and analysis of our financial condition and results of operations for the three and six months ended June 30, 2026 and 2025 should be read together with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report and in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2025 included in the Annual Report on Form 10-K filed with the SEC on March 16, 2026. The following discussion contains “forward-looking statements” that reflect our future plans, estimates, beliefs and expected performance. Our actual results may differ materially from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors. We caution that assumptions, expectations, projections, intentions or beliefs about future events may, and often do, vary from actual results and the differences can be material. Please see “Forward-Looking Statements.”

Current wording

The following discussion and analysis of our financial condition and results of operations for the three and nine months ended September 30, 2026 and 2025 should be read together with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report and in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2025 included in the Annual Report on Form 10-K filed with the SEC on March 16, 2026. The following discussion contains “forward-looking statements” that reflect our future plans, estimates, beliefs and expected performance. Our actual results may differ materially from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors. We caution that assumptions, expectations, projections, intentions or beliefs about future events may, and often do, vary from actual results and the differences can be material. Please see “Forward-Looking Statements.”

Previous wording

Uncertainty in the global economy presents significant risks to our business. Increases in inflation, instability in the global banking system, geopolitical factors, including the ongoing conflicts in Ukraine and in the Middle East and the responses thereto, and the impact of tariffs on print production costs and the overall market for advertising may have an adverse effect on our business. While we are closely monitoring the impact of the current macroeconomic conditions on all aspects of our business, the ultimate extent of the impact on our business remains highly uncertain and will depend on future developments and factors that continue to evolve. Most of these developments and factors are outside of our control and could exist for an extended period of time. As a result, we are subject to continuing risks and uncertainties. For additional information, see the sections titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026 and in this Quarterly Report.

Current wording

The Company’s industry is characterized by rapid changes in technology and market demands. As a result, the Company’s products, services, or expertise may become obsolete or unmarketable. Changes in algorithms may affect search engine rankings throughout the sector and potentially lead to decreased traffic to the Company's websites. The Company’s future success will depend on its ability to adapt to technological advances, anticipate customer and market demands, and enhance its current technology under development. In addition, uncertainty in the global economy presents significant risks to our business. Increases in inflation, instability in the global banking system, geopolitical factors, including the ongoing conflicts in Ukraine and in the Middle East and the responses thereto, and the impact of tariffs on print production costs and the overall market for advertising may have an adverse effect on our business. While we are closely monitoring the impact of the current macroeconomic conditions on all aspects of our business, the ultimate extent of the impact on our business remains highly uncertain and will depend on future developments and factors that continue to evolve. Most of these developments and factors are outside of our control and could exist for an extended period of time. As a result, we are subject to continuing risks and uncertainties. For additional information, see the sections titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026 and in this Quarterly Report.

Previous wording

•Revenue per page view (“RPM”) – represents the advertising revenue earned per 1,000 page views. It is calculated as our advertising revenue during a period divided by our total page views during that period and multiplied by $1,000; and

Current wording

•Revenue per page view (“RPM”) – represents the advertising revenue earned per 1,000 page views. It is calculated as our advertising revenue during a period divided by our total page views during that period, multiplied by 1,000; and

Previous wording

Monthly average page views are measured across all properties hosted on the Platform and provide us with insight into volume, engagement and effective page management and are therefore our primary measure of traffic. We utilize a third-party source, Google Analytics, to confirm this traffic data.

Current wording

Monthly average page views are measured across all properties hosted on the Platform, our proprietary online publishing platform that provides our owned and operated media businesses and Publisher Partners the ability to produce and manage editorially focused content through tools and services provided by us, and provide us with insight into volume, engagement and effective page management and are therefore our primary measure of traffic. We utilize a third-party source, Google Analytics, to confirm this traffic data.

Previous wording

For the three and six months ended June 30, 2026, our RPM was $23.96 and $21.12 compared to$25.12 and $23.85 for the same periods in 2025. The declines were primarily driven by broader advertising yield softness across the digital media landscape and unfavorable traffic mix shift away from higher yielding properties. For the three and six months ended June 30, 2026, monthly average page views were 187,715,312 and 196,971,983 compared to 423,358,110 and 375,434,097 for the same periods in 2025. These contractions were primarily attributable to core search engine algorithm updates in late 2025 that altered external referral patterns. Though these changes had an adverse impact on our first-half of 2026 results, the results of our optimization testing during the first quarter of 2026 are expected to stabilize audience and maximize yield over the remainder of the year. To further mitigate the impact of these algorithm updates, management is actively executing yield-enhancement initiatives, refining site architecture, elevating high-authority core content, and accelerating AI-driven traffic monetization tools. These technical enhancements are intended to stabilize audience reach, maximize yield, and align with evolving search engine indexing practices.

Current wording

For the three and nine months ended September 30, 2026, our RPM was $25.65 and $22.47, respectively, compared to$25.18 and $24.16 for the same periods in 2025, with the year-to-date decline reflecting audience-growth experiments we initiated in the first quarter of 2026 that in some cases reduced monetization, broader advertising yield softness across the digital media landscape, and an unfavorable shift in traffic mix away from our higher-yielding properties. Third-quarter RPM increased compared to the prior-year period as our efforts to improve monetization began to take effect. For the three and nine months ended September 30, 2026, monthly average page views were 158,115,708 and 184,020,882 compared to 235,005,836 and 328,682,166 for the same periods in 2025. The decreases were primarily attributable to algorithmic updates beginning in mid 2025 which changed external referral patterns and reduced the traffic directed to our sites. These changes adversely affected our results for the nine months ended September 30, 2026. In response, management is executing a series of initiatives designed to stabilize audience reach and improve monetization, including yield-enhancement efforts, refinements to site architecture, greater prominence for high-authority core content, and accelerated adoption of AI-driven traffic monetization tools. These actions are intended to strengthen our audience base, maximize yield per page view, and align our properties with evolving search engine indexing practices.

Previous wording

While we continue to report positive cash flow from operations and currently maintain a cash balance of approxi mately$11 million, our ability to meet ongoing liquidity needs and support future growth is dependent, in part, on our access to external financing. If we cannot generate or obtain needed funds, we might be forced to make substantial reductions in our operating and capital expenses or pursue restructuring plans, which could adversely affect our business operations and ability to execute our current business strategy. In addition, if a default occurs as a result, our lender could elect to declare the indebtedness, together with accrued interest and other fees, to be immediately due and payable and proceed against any collateral securing that indebtedness. In addition, if repayment of our indebtedness is accelerated as a result of such default, we cannot assure you that we would have sufficient assets or access to credit to repay such indebtedness.

Current wording

While we continue to report positive cash flow from operations and currently maintain a cash balance of approxi mately$10 million, our ability to meet ongoing liquidity needs and support future growth depends, in part, on maintaining compliance with our debt covenants and our ability to sustain positive cash flow. As of September 30, 2026, we were in compliance with all debt covenants. A failure to meet these financial covenants in future periods would constitute a default under our debt agreements. In the event of a default, our lender could declare all outstanding indebtedness, together with accrued interest and fees, immediately due and payable and exercise remedies against the collateral securing such indebtedness. If repayment is accelerated, we cannot guarantee that we would have sufficient assets or access to credit to satisfy such obligations. In addition, if we cannot generate or obtain needed funds, we might be forced to make substantial reductions in our operating and capital expenses or pursue restructuring plans, which could adversely affect our business operations and execution of our strategy.

Previous wording

For the three and six months ended June 30, 2026, we reported a loss from continuing operations of $176 and $2,834, respectively. Despite these losses, we generated positive cash flow from operations for the six months ended June 30, 2026, and had cash and cash equivalents of $11,170 as of June 30, 2026.

Current wording

For the three and nine months ended September 30, 2026, we reported a loss from continuing operations of $3,765 and $6,599, respectively. Despite these losses, we generated positive cash flow from operations for the nine months ended September 30, 2026, and had cash and cash equivalents of $10,135 as of September 30, 2026.

Previous wording

As of June 30, 2026, our principal sources of liquidity consisted of cash and cash equivalents of$11,170 and accounts receivable, net of allowance for credit losses, of 18,489. Our cash balance as of the issuance date of our accompanying condensed consolidated financial statements is $11,338.

Current wording

As of September 30, 2026, our principal sources of liquidity consisted of cash and cash equivalents of$10,135 and accounts receivable, net of allowance for credit losses, of$17,682. Our cash balance as of the issuance date of our accompanying condensed consolidated financial statements is $10,317.

Previous wording

Effective August 7, 2026, we entered into a new debt agreement with Renew that replaced our existing Term Debt and eliminated the $25,000 Simplify Loan. See FN 20, Subsequent Event, for further details.

Current wording

Effective August 7, 2026, we entered into a new debt agreement with Renew that refinanced our existing Term Debt. In addition, the $25,000 Simplify Loan was terminated. See Note 9, Simplify Loan, and Note 10, Term Debt, in our accompanying condensed consolidated financial statements for further details.

Previous wording

We have material contractual obligations that arise in the normal course of business primarily consisting of employment contracts, consulting agreements, leases, liquidated damages, debt and related interest payments. Purchase obligations consist of contracts primarily related to merchandise, equipment, and third party services, the majority of which are due in the next 12 months. See Note 5, Leases, Note 7, Liquidated Damages Payable, and Note 9, Simplify Loan and Note 10, Term Debt, in our accompanying condensed consolidated financial statements for amounts outstanding as of June 30, 2026, related to other material contractual obligations.

Current wording

We have material contractual obligations that arise in the normal course of business primarily consisting of employment contracts, consulting agreements, leases, liquidated damages, debt and related interest payments. Purchase obligations consist of contracts primarily related to merchandise, equipment, and third party services, the majority of which are due in the next 12 months. See Note 5, Leases, Note 7, Liquidated Damages Payable, Note 9, Simplify Loan, and Note 10, Term Debt, in our accompanying condensed consolidated financial statements for amounts outstanding as of September 30, 2026, related to other material contractual obligations.

Previous wording

On March 18, 2024, we discontinued the Sports Illustrated media business (the “SI Business”) that was operated under the Licensing Agreement with ABG-SI, LLC (“ABG”) dated June 14, 2019 (as amended to date, the “Licensing Agreement”). This discontinuation of the SI Business (i.e., discontinued operations) followed the termination of the Licensing Agreement by ABG on January 18, 2024. Income from our discontinued operations, net of tax, was$0 and$96,227 for the three months ended June 30, 2026 and 2025, respectively. Income from our discontinued operations, net of tax, was$0 and$96,250 for the six months ended June 30, 2026 and 2025, respectively.

Current wording

On March 18, 2024, we discontinued the Sports Illustrated media business (the “SI Business”) that was operated under the Licensing Agreement with ABG-SI, LLC (“ABG”) dated June 14, 2019 (as amended to date, the “Licensing Agreement”). This discontinuation of the SI Business (i.e., discontinued operations) followed the termination of the Licensing Agreement by ABG on January 18, 2024. Income from our discontinued operations, net of tax, was$0 for each of the three months ended September 30, 2026 and 2025. Income from our discontinued operations, net of tax, was$0 and$96,250 for the nine months ended September 30, 2026 and 2025, respectively.

Previous wording

As of June 30, 2026, we had working capital of $18,777, consisting of $32,435 in total current assets and $13,658 in total current liabilities as compared to working capital of $18,627 as of December 31, 2025. As of December 31, 2025, our working capital surplus consisted of $35,630 in total current assets and $17,003 in total current liabilities.

Current wording

As of September 30, 2026, we had working capital of $15,209, consisting of $28,766 in total current assets and $13,557 in total current liabilities as compared to working capital of $18,627 as of December 31, 2025. As of December 31, 2025, our working capital surplus consisted of $35,630 in total current assets and $17,003 in total current liabilities.

Previous wording

Our cash flows for the six months ended June 30, 2026 and 2025 consisted of the following:

Current wording

Our cash flows for the nine months ended September 30, 2026 and 2025 consisted of the following:

Previous wording

For the six months ended June 30, 2026, net cash provided by operating activities was $2,051, consisting primarily of $44,834 of cash received from customers, offset by $37,871 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements and professional services, and $4,912 of cash paid for interest. For the six months ended June 30, 2025, net cash provided by operating activities was $13,970, consisting primarily of $21,501 of cash received from customers, offset by $1,645 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements and professional services and$5,886 of cash paid for interest. Prior period amounts are impacted by the settlement of discontinued operations liabilities.

Current wording

For the nine months ended September 30, 2026, net cash provided by operating activities was $2,186, consisting primarily of $65,100 of cash received from customers, offset by $55,505 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements and professional services, and $7,409 of cash paid for interest. For the nine months ended September 30, 2025, net cash provided by operating activities was $26,131, consisting primarily of $109,374 of cash received from customers, offset by $74,521 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements and professional services and$8,722 of cash paid for interest.

Previous wording

For the six months ended June 30, 2026, net cash used in investing activities was $1,219, consisting of $769 related to capitalized costs for our Platform and $450 related to purchases of intangible assets. For the six months ended June 30, 2025, net cash used in investing activities consisted of $3,545 for capitalized costs for our Platform.

Current wording

For the nine months ended September 30, 2026, net cash used in investing activities was $2,189, consisting of $970 for the acquisition of InfoSentience, net of cash acquired, $769 related to capitalized costs for our Platform and $450 related to purchases of intangible assets. For the nine months ended September 30, 2025, net cash used in investing activities was $7,291 primarily related to capitalized costs for the Company's Platform and the purchase of intangible assets. Capitalized costs decreased from the prior period, reflecting Platform consolidation and infrastructure efficiencies, including the sunsetting of legacy systems, as the Company continues to rationalize its AI technology stack.

Previous wording

For the six months ended June 30, 2026, there was no net cash used in financing activities. For the six months ended June 30, 2025, net cash used in financing activities was $8,016, consisting of (i) $16 for tax payments relating to the withholding of shares of common stock for certain employees, and (ii) $8,000 for repayments of the Simplify Loan.

Current wording

For the nine months ended September 30, 2026, net cash used in financing activities was $200 related to the payment of debt issuance costs. For the nine months ended September 30, 2025, net cash used in financing activities was $10,679, consisting of (i) $28 for tax payments relating to the withholding of shares of common stock for certain employees upon the vesting of equity awards, and (ii) $10,651 for repayments of the Simplify Loan.

Previous wording

On July 31, 2025, we announced a share repurchase program under which we may have repurchased up to 3 million shares of our common stock through July 31, 2026, from time to time through open-market transactions, privately negotiated transactions, or otherwise, including under Rule 10b5-1 trading plans, subject to market conditions, share price, and other factors. No shares were repurchased under this program prior to its expiration on July 31, 2026.

Current wording

On July 31, 2025, we announced a share repurchase program under which we were authorized to repurchase up to 3 million shares of our common stock through July 31, 2026, from time to time through open-market transactions, privately negotiated transactions, or otherwise, including under Rule 10b5-1 trading plans, subject to market conditions, share price, and other factors. No shares were repurchased under this program prior to its expiration on July 31, 2026.

Previous wording

The following table sets forth revenue, cost of revenue, gross profit, income from operations, income (loss) from continuing operations and net income (loss):

Current wording

The following table sets forth revenue, cost of revenue, gross profit, income from operations, income (loss) from continuing operations and net (loss) income:

Previous wording

For the three months ended June 30, 2026, total revenue decreased by $22,829, or a 50.7% decrease, to $22,183 from $45,012 for the three months ended June 30, 2025. There was a 50.9% decrease in total digital revenue from $44,767 for the three months ended June 30, 2025 to $21,972 for the three months ended June 30, 2026.

Current wording

For the three months ended September 30, 2026, total revenue decreased by $9,216, or 31.0%, to $20,544 from $29,760 for the three months ended September 30, 2025. There was a 30.2% decrease in total digital revenue from $29,267 for the three months ended September 30, 2025 to $20,437 for the three months ended September 30, 2026.

Previous wording

The $18,356 decrease in digital advertising revenue was primarily attributable to lower audience traffic, including the impact of search algorithm changes that reduced referral traffic, together with a modest decline in monetization yield between periods. Performance marketing revenue decreased by $2,842 primarily due to lower traffic and changes in affiliate rates. Publisher revenue declined by $2,117 as traffic levels across certain distribution partners decreased. These decreases were partially offset by a $1,194 increase in other digital revenue, primarily attributable to an increase in revenue from the ShopHQ e-commerce platform. ShopHQ broadened our e-commerce reach by adding drop-ship e-commerce operations, and interactive social selling capabilities, while accelerating first-party data collection efforts that are expected to yield audience and customer insights and improve engagements throughout our business. To mitigate the impact of search and traffic related volatility, we continue to refine our content, yield and distribution strategies.

Current wording

The $5,606 decrease in digital advertising revenue was primarily attributable to lower audience traffic, including the impact of search algorithm changes that reduced referral traffic, partially offset by a slight increase in monetization yield between periods. Performance marketing revenue decreased by $1,251 primarily due to lower traffic levels. Publisher revenue declined by $2,286 as traffic levels across certain distribution partners decreased from traffic levels in the same period for 2025. Digital subscription revenue decreased by $708 as we continued to reposition portions of our portfolio toward ad-supported monetization. These decreases were partially offset by a $1,021 increase in other digital revenue, primarily attributable to an increase in revenue from the ShopHQ e-commerce platform. To mitigate the impact of search and traffic related volatility, we continue to refine our content, yield and distribution strategies.

Previous wording

For the three months ended June 30, 2026, we recognized cost of revenue of $13,515 as compared to $19,577 for the three months ended June 30, 2025, a decrease of $6,062. The decrease reflected the variable nature of the Company’s content cost structure, as lower traffic volumes drove reductions in external cost of content and third-party content costs. Internal costs of content was lower due to continued cost discipline. The Company also realized lower technology costs during the period as reduced traffic and ad-serving activity lowered related variable platform costs. These savings were partially offset by higher costs of products sold associated with the ShopHQ e-commerce business, which increased as revenues associated with ShopHQ increased.

Current wording

For the three months ended September 30, 2026, we recognized cost of revenue of $14,032 as compared to $14,833 for the three months ended September 30, 2025, a decrease of $801. The decrease reflects the variable nature of our content cost structure, as lower traffic volumes drove reductions of $1,691 in external cost of content. Internal cost of content increased slightly due to a write-off of an employee retention tax credit for $600 and the timing of recognition of annual incentive compensation expenses of $280, which was partially offset by cost savings due to continued cost optimization efforts during the period. We also realized increased technology costs of $272 and $220 during the period attributable to the aforementioned tax credit write-off and compensation expenses, respectively. These increased technology costs were partially offset by reduced variable technology costs due to lower traffic levels and ad-serving activity. Other costs of revenue increased due to higher costs of products sold associated with the ShopHQ e-commerce business driven by higher sales volume in 2026.

Previous wording

For the three months ended June 30, 2026, we incurred selling and marketing expenses of $1,825 as compared to $1,942 for the three months ended June 30, 2025. The decrease of $117 reflects savings achieved through ongoing cost-optimization initiatives across advertising, marketing and advertising operations tools, partially offset by incremental marketing spend supporting the expansion of our ShopHQ e-commerce business launched in late 2025.

Current wording

For the three months ended September 30, 2026, we incurred selling and marketing expenses of $2,168 as compared to $1,342 for the three months ended September 30, 2025. The increase of $826 reflects the write-off of an employee retention tax credit of $153, the timing of recognition of annual incentive compensation expenses of $140, and incremental marketing spend supporting the expansion of our ShopHQ e-commerce business launched in late 2025.

Previous wording

Sports & Leisure – the decrease of $10,636 was primarily driven by lower digital advertising and publisher revenue, reflecting industry-wide declines in organic traffic volume and monetization.

Current wording

Sports & Leisure – the decrease of $1,997 was primarily driven by lower digital advertising and publisher revenue, reflecting declines in referral traffic, including the impact of search engine algorithm changes.

Previous wording

Finance – the decrease of $7,187 was attributable to a reduction in digital advertising revenue and in performance marketing revenue, reflecting industry-wide declines in referral traffic volume and changes to commission structures at affiliate partners and a reduction in digital subscription revenue as we transition our portfolio toward more efficient, ad-supported monetization channels.

Current wording

Finance – the decrease of $3,438 was attributable to a reduction in digital advertising revenue and in performance marketing revenue, reflecting declines in referral traffic volume, including the impact of search engine algorithm changes, and a reduction in digital subscription revenue as we transition our portfolio toward more efficient, ad-supported monetization channels.

Previous wording

Platform & Other – the decrease of $854 was primarily driven by a reduction in underperforming partner sites, partially offset by an increase in other digital revenue attributable to the ShopHQ e-commerce business.

Current wording

Platform & Other – the decrease of $630 was primarily driven by a reduction in underperforming partner sites of $1,383, partially offset by an increase in other digital revenue attributable to the ShopHQ e-commerce business of $700.

Previous wording

The $16,897 decrease in total segment gross profit across all categories was primarily driven by the aforementioned reductions in digital advertising revenue resulting from compounded traffic volume headwinds and lower monetization rates, which collectively outpaced the variable cost savings realized from our strategic transition to an entrepreneurial publishing model, lower internal cost of content and lower technology costs.

Current wording

The $6,425 decrease in total segment gross profit across all categories was primarily driven by the aforementioned reductions in digital advertising revenue resulting from compounded traffic volume headwinds, partially offset by a modest increase in monetization rates, which collectively outpaced the variable cost savings realized from our strategic transition to an entrepreneurial publishing model. Segment gross profit was also reduced by higher internal content and technology costs attributable to the write-off of an employee retention tax credit of $872 and the timing of recognition of annual incentive compensation expenses of $500.

Previous wording

Interest Expense – We incurred interest expense of $2,450 for the three months ended June 30, 2026 compared to $2,945 for three months ended June 30, 2025. The $495 decrease in interest expense reflects lower interest charges following repayment of the Simplify Loan throughout 2025 and the $13,000 curtailment payment applied to the Company’s term debt in December 2025 pursuant to Amendment No. 4 to the Third Amended and Restated Note Purchase Agreement.

Current wording

Interest Expense – We incurred interest expense of $2,473 for the three months ended September 30, 2026 compared to $2,857 for the three months ended September 30, 2025. The $384 decrease in interest expense reflects lower interest charges following repayment of the Simplify Loan throughout 2025 and the $13,000 curtailment payment applied to our Term Debt in December 2025 pursuant to Amendment No. 4 to the Third Amended and Restated Note Purchase Agreement. On August 7, 2026, we entered into the 2026 Term Loan, which refinanced four predecessor debt instruments into a single term loan. In addition, the Simplify Loan was terminated. See Note 9, Simplify Loan, and Note 10, Term Debt, in our accompanying condensed consolidated financial statements for further detail.

Previous wording

Liquidated Damages – We recorded liquidated damages of $76 for the three months ended June 30, 2026, as compared to $76 for the three months ended June 30, 2025. The liquidated damages related to (i) certain registration rights agreements that provide for damages if we do not register certain shares of the Company’s common stock within the requisite time frame; and (ii) certain securities purchase agreements that provide for damages if the we do not maintain our periodic filings with the SEC within the requisite time frame.

Current wording

Liquidated Damages – We recorded liquidated damages of $77 for the three months ended September 30, 2026, as compared to $77 for the three months ended September 30, 2025. The liquidated damages related to (i) certain registration rights agreements that provide for damages if we do not register certain shares of the Company’s common stock within the requisite time frame; and (ii) certain securities purchase agreements that provide for damages if we do not maintain our periodic filings with the SEC within the requisite time frame.

Previous wording

The following table sets forth revenue, cost of revenue, gross profit, income from operations, income (loss) from continuing operations and net income (loss):

Current wording

The following table sets forth revenue, cost of revenue, gross profit, income from operations, income (loss) from continuing operations and net (loss) income:

Previous wording

For the six months ended June 30, 2026, loss from continuing operations was$2,834, as compared to income from continuing operations of$16,409 in the prior period. The decline in profitability was primarily attributable to a$34,238 decrease in revenue, largely attributable to lower digital advertising and performance marketing resulting from lower traffic volumes, changes in referral traffic patterns and reduced monetization between periods. This revenue decline was partially offset by the Company’s flexible cost structure and expense discipline, including decreases of $8,883 in cost of revenues, $3,557 in operating expenses, $1,477 benefit from income tax and $1,078 from interest expense.

Current wording

For the nine months ended September 30, 2026, loss from continuing operations was$6,599, as compared to income from continuing operations of$23,274 in the prior period. The decline in profitability was primarily attributable to a$43,454 decrease in revenue, largely attributable to lower digital advertising and performance marketing revenue resulting from lower traffic volumes, changes in referral traffic patterns and reduced monetization between periods. This revenue decline was partially offset by our flexible cost structure and expense optimization, including decreases of $9,684 in cost of revenues, $1,547 in operating expenses, $888 in income tax expense and $1,462 from interest expense.

Previous wording

For the six months ended June 30, 2026, total revenue decreased by $34,238, or a 44.6% decrease, to $42,589 from $76,827 for the six months ended June 30, 2025. There was a 44.9% decrease in total digital revenue from $76,375 for the six months ended June 30, 2025 to $42,117 for the six months ended June 30, 2026.

Current wording

For the nine months ended September 30, 2026, total revenue decreased by $43,454, or 40.8%, to $63,133 from $106,587 for the nine months ended September 30, 2025. There was a 40.8% decrease in total digital revenue from $105,642 for the nine months ended September 30, 2025 to $62,554 for the nine months ended September 30, 2026.

Previous wording

Digital revenue declined year over year primarily as search and referral traffic pressures reduced advertising impressions and high-intent commerce activity. Digital advertising revenue decreased $28,812 due to lower audience traffic and traffic referral patterns, while performance marketing revenue decreased $5,122 due to lower commerce-oriented traffic and changes in affiliate rates. Digital subscription revenue decreased $1,529 as the Company continued to reposition portions of its portfolio toward ad-supported monetization models. These declines were partially offset by a $2,175 increase in Other digital revenue, primarily from the ShopHQ e-commerce business, which broadened the Company’s revenue base by adding transaction-based e-commerce capabilities and incremental first-party customer engagement opportunities. Management continues to address traffic volatility through ongoing refinement of content, distribution and yield strategies, while also pursuing revenue diversification initiatives intended to reduce reliance on search-driven advertising revenue over time.

Current wording

Digital revenue declined year over year primarily as search and referral traffic pressures reduced advertising impressions and high-intent commerce activity. Digital advertising revenue decreased $34,418 due to lower audience traffic and traffic referral patterns, while performance marketing revenue decreased $6,373 due to lower commerce-oriented traffic and changes in affiliate rates. Digital subscription revenue decreased $2,237 as we continued to reposition portions of our portfolio toward ad-supported monetization models. Publisher revenue decreased $3,256 due to softening traffic across certain distribution partners These declines were partially offset by a $3,196 increase in Other digital revenue, primarily from the ShopHQ e-commerce business, which broadened our revenue base by adding transaction-based e-commerce capabilities and incremental first-party customer engagement opportunities. Management continues to address traffic volatility through ongoing refinement of content, distribution and yield strategies, while also pursuing revenue diversification initiatives intended to reduce reliance on search-driven advertising revenue over time.

Previous wording

For the six months ended June 30, 2026, we recognized cost of revenue of $26,840 as compared to $35,723 for the six months ended June 30, 2025, a decrease of $8,883. The decrease reflected the Company’s ability to flex portions of its cost structure in response to lower traffic and revenue levels, including reduced external cost of content and active reductions of internal cost of content. The Company also benefited from lower technology costs as reduced traffic and ad-serving volumes lowered variable platform costs. These savings were partially offset by higher cost of products sold from the ShopHQ e-commerce operations as a result of increased ShopHQ revenue.

Current wording

For the nine months ended September 30, 2026, we recognized cost of revenue of $40,872 as compared to $50,556 for the nine months ended September 30, 2025, a decrease of $9,684. The decrease reflected our ability to flex portions of our cost structure in response to lower traffic and revenue levels, including reduced external cost of content and active reductions of internal cost of content. We also benefited from lower technology costs as reduced traffic and ad-serving volumes lowered variable platform costs. These savings were partially offset by higher cost of products sold from the ShopHQ e-commerce operations beginning in the fourth quarter of 2025.

Previous wording

For thesix months ended June 30, 2026, we incurred selling and marketing expenses of $3,676 as compared to $4,076 for thesix months ended June 30, 2025. The $400 decrease was primarily attributable to continued cost discipline and optimization across advertising, marketing and advertising operations tools, partially offset by incremental marketing investments supporting the growth of the Company’s ShopHQ e-commerce business, which was launched in late 2025. Although selling and marketing costs decreased period over period, they still represent a higher percentage of revenues in the current period due to the decline in revenue levels between periods.

Current wording

For thenine months ended September 30, 2026, we incurred selling and marketing expenses of $5,844 as compared to $5,418 for thenine months ended September 30, 2025. The $426 increase was primarily attributable to marketing investments supporting the growth of our ShopHQ e-commerce business, which was launched in late 2025, partially offset by continued optimization across advertising and marketing operations tools. Although selling and marketing costs increased only modestly period over period, they still represent a higher percentage of revenues in the current period due to the decline in revenue levels between periods.

Previous wording

For the six months ended June 30, 2026, we incurred general and administrative expenses of $8,296 as compared to $11,483 for the six months ended June 30, 2025. The $3,187 decrease primarily reflected lower legal and other professional fees following the successful resolution of certain legacy corporate matters, as well as continued overhead spending discipline, lower bad debt expense from improved accounts receivable collections processes, and reduced corporate and state sales and use tax-related costs associated with lower revenue levels.

Current wording

For the nine months ended September 30, 2026, we incurred general and administrative expenses of $12,563 as compared to $14,696 for the nine months ended September 30, 2025. The $2,133 decrease primarily reflected lower legal and other professional fees of $1,018 following the successful resolution of certain legacy corporate matters, as well as continued overhead spending optimization, lower bad debt expense from improved accounts receivable collections processes, and reduced corporate and state sales and use tax-related costs of $405 associated with lower revenue levels. Although general and administrative costs decreased period over period, they still represent a higher percentage of revenues in the current period due to the decline in revenue levels between periods.

Previous wording

Sports & Leisure – the decrease of $16,873 was primarily driven by lower digital advertising revenue, reflecting industry-wide declines in organic traffic volume and monetization rates. In addition, performance marketing revenue declined due to reduced traffic and changes in affiliate partner commission structures.

Current wording

Sports & Leisure – the decrease of $18,870 was primarily driven by lower digital advertising revenue, reflecting declines in organic search referral traffic, including the impact of search engine algorithm changes, and lower monetization rates. In addition, performance marketing revenue declined due to reduced traffic and changes in affiliate partner commission structures, and publisher revenue decreased due to softening traffic levels.

Previous wording

Finance – the decrease of $10,070 primarily reflected lower digital advertising revenue from industry-wide declines in organic traffic and monetization, lower performance marketing revenue due to changes in referral traffic patterns and affiliate partner commission structures, and reduced digital subscription revenue as the Company continued transitioning portions of its portfolio toward ad-supported monetization channels.

Current wording

Finance – the decrease of $13,508 primarily reflected lower digital advertising and performance marketing revenues from declines in organic search referral traffic, including the impact of search engine algorithm changes, and lower monetization, and reduced digital subscription revenue as we continued transitioning portions of our portfolio toward ad-supported monetization channels.

Previous wording

Platform & Other – the decrease of $1,773 was primarily driven by a reduction in underperforming partner sites, partially offset by an increase in other digital revenue attributable to ShopHQ e-commerce business.

Current wording

Platform & Other – the decrease of $2,403 was primarily driven by a reduction in underperforming partner sites for $5,016, partially offset by an increase in other digital revenue attributable to our ShopHQ e-commerce business of $2,476.

Previous wording

The$25,047 decrease wasprimarily attributable to lower digital advertising revenue as a result of traffic-volume headwinds and lower monetization rates, which reduced digital advertising revenue across the portfolio. Revenue declines were partially offset by reductions in external cost of content under the entrepreneurial publishing model. Internal content costs and technology-related expenses were also reduced due to disciplined spending.

Current wording

The$31,472 decrease wasprimarily attributable to lower digital advertising revenue as a result of traffic-volume headwinds and lower monetization rates, which reduced digital advertising revenue across the portfolio. Revenue declines were partially offset by reductions in external cost of content under the entrepreneurial publishing model. Internal content costs and technology-related expenses were also reduced.

Previous wording

Interest Expense – We incurred interest expense of $4,871 for the six months ended June 30, 2026 compared to $5,949 for six months ended June 30, 2025. The $1,078 decrease in interest expense reflects lower interest charges following repayment of the Simplify Loan throughout 2025 and the $13,000 curtailment payment applied to the Company’s term debt in December 2025 pursuant to Amendment No. 4 to the Third Amended and Restated Note Purchase Agreement.

Current wording

Interest Expense – We incurred interest expense of $7,344 for the nine months ended September 30, 2026 compared to $8,806 for the nine months ended September 30, 2025. The $1,462 decrease in interest expense reflects lower interest charges following repayment of the Simplify Loan throughout 2025 and the $13,000 curtailment payment applied to our Term Debt in December 2025 pursuant to Amendment No. 4 to the Third Amended and Restated Note Purchase Agreement. On August 7, 2026, we entered into the 2026 Term Loan, which refinanced four predecessor debt instruments into a single term loan and eliminated the Simplify Loan. See Note 9, Simplify Loan, and Note 10, Term Debt, in our accompanying condensed consolidated financial statements for further detail.