CCC Intelligent Solutions Holdings Inc.
For the period ended Jun 30, 2026. Filed Jul 30, 2026.
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.
Jun 30, 2026 · Filed Jul 30, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-04-30.
0001193125-26-194147
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-07-30.
0001193125-26-324993
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 114 previous paragraphs and 114 current paragraphs.
53 unchanged; 27 reworded; 27 added; 34 removed; 0 previous and 7 current paragraphs rearranged.
Tables are not compared: 10 previous and 11 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 (27)
Current report
Cost of revenues increased by $8.9 million to $75.3 million, or 13.3%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025.
Current report
Research and development expense decreased by $6.9 million to $53.0 million, or 11.6%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The decrease was primarily due to a $3.6 million increase in the amount of capitalized time on platform and customer solution enhancements and a $2.6 million decrease in stock-based compensation expense.
Current report
Selling and marketing was relatively flat at $43.5 million for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The immaterial change primarily reflected offsetting movements, including a $4.2 million decrease in stock-based compensation and a $4.1 million increase in personnel-related costs.
Current report
General and administrative expense increased by $0.4 million to $48.0 million, or 0.8%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily due to a $2.8 million increase in personnel-related costs, a $2.5 million increase in professional service costs and a $1.5 million increase in IT related costs, mostly offset by a $6.8 million decrease in stock-based compensation.
Current report
Comparison of thesix months ended June 30, 2026 to the six months ended June 30, 2025
Current report
Revenues
Current report
Revenues increased by $55.2 million to $567.2 million, or 10.8%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The Company’s software subscription revenues accounted for $544.1 million and $493.1 million, or 96% of total revenue, during the six months ended June 30, 2026 and 2025, respectively.
Current report
Cost of Revenues
Current report
Cost of revenues increased by $14.7 million to $147.7 million, or 11.0% for the six months ended June 30, 2026, compared to the six months ended June 30, 2025.
Current report
Cost of revenues, exclusive of amortization of acquired technologies, increased by $14.7 million to $139.0 million, or 11.8%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase was primarily due to an $8.4 million increase in IT related costs and a $5.1 million increase in personnel-related costs.
Current report
Amortization of Acquired Technologies
Current report
Amortization of acquired technologies was $8.7 million for the six months ended June 30, 2026 and six months ended June 30, 2025.
Current report
Gross Profit
Current report
Research and Development
Current report
Research and development expense decreased by $16.2 million to $105.5 million, or 13.3%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The decrease was primarily due to a $9.0 million decrease in stock-based compensation expense, a $5.0 million decrease in IT related costs and a $4.1 million increase in the amount of capitalized time on platform and customer solution enhancements, partially offset by a $2.9 million increase in personnel related costs.
Current report
Selling and Marketing
Current report
General and Administrative
Current report
Amortization of Intangible Assets
Current report
Amortization of intangible assets was $37.0 million for the six months ended June 30, 2026 and 2025.
Current report
Interest Expense
Current report
Interest Income
Current report
Other Income (Expense)—Net
Current report
Income Tax (Provision) Benefit
Current report
Our debt capital structure remained stable during the second quarter of 2026. As of June 30, 2026, we had $1,284.5 million outstanding under our senior secured term loan (“Term Loan”), compared to $1,291.0 million as of December 31, 2025. The small reduction reflects principal payments of approximately $3.3 million made during the first two quarters of 2026. We did not incur any new borrowings in 2026. The Term Loan, which matures in January 2032, is part of our 2021 Credit Agreement and requires only modest quarterly payments (approximately $13 million per year) until maturity. We also have a $250.0 million revolving credit facility under the 2021 Credit Agreement that was undrawn at June 30, 2026, providing approximately $249.0 million of additional liquidity net of outstanding letters of credit. Our nearest significant debt maturity is the 2021 Revolving Credit Facility’s expiration in September 2029 (subject to a springing maturity in June 2028 if the Term Loan balance remains above $234.0 million at that time), giving us a long-dated maturity profile.
Current report
The interest rates on our Term Loan and any 2021 Revolving Credit Facility borrowings are variable and tied to market rates (Secured Overnight Financing Rate ("SOFR) or base rate) plus an applicable margin. We have proactively managed our floating interest rate exposure by using interest rate swaps to effectively fix the rate on $750.0 million of our Term Loan at approximately 3.94% through July 2027. These actions helped keep our weighted-average interest rate for the quarter ended June 30, 2026 at about 5.7%, slightly lower than the weighted-average interest rate of 6.4% in the same period last year, despite higher debt levels. The weighted-average interest rate represents the average rate on our outstanding borrowings during the period is calculated based on actual interest incurred and time-weighted average principal balances. A portion of our debt remains unhedged and subject to interest rate fluctuations, so we continue to monitor interest rate trends and consider additional risk management strategies as needed to contain our borrowing costs.
Current report
We believe our current liquidity position and cash flow generation are sufficient to meet our ongoing debt service obligations and other funding requirements. At June 30, 2026, we held $115.9 million in cash and cash equivalents, and the full capacity of our $250.0 million 2021 Revolving Credit Facility (minus letters of credit) remained available, bolstering our liquidity. Our indebtedness is secured by substantially all of our assets and is governed by customary affirmative, negative, and financial covenants. We were in full compliance with all covenants as of June 30, 2026. Notably, the 2021 Credit Agreement’s springing financial covenant (a first lien net leverage ratio test) did not apply at quarter-end because utilization of the Revolver was below the 35% threshold. We will continue to manage our capital structure prudently, balancing the use of cash for debt reduction, strategic opportunities, and shareholder returns as conditions warrant.
Current report
For further details of our long-term debt obligations and related terms, refer to Note 14, “Long-Term Debt,” in the Notes to Condensed Consolidated Financial Statements of this Form 10-Q, and to the “Long-Term Debt” disclosure in our Annual Report on Form 10-K for the year ended December 31, 2025.
Removed paragraphs (34)
Previous report
Cost of revenues increased by $5.8 million to $72.4 million, or 8.7%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Previous report
Research and development expense decreased by $9.3 million to $52.5 million, or 15.0%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease was primarily due to a $6.3 million decrease in stock-based compensation expense, a $4.9 million decrease in IT related costs, partially offset by a $3.1 million increase in personnel and resource related costs.
Previous report
On September 21, 2021, CCC Intelligent Solutions Inc., an indirect wholly owned subsidiary of the Company, together with certain of the Company’s subsidiaries acting as guarantors entered into a credit agreement (as amended, the “2021 Credit Agreement”).
Previous report
2021 Credit Agreement — The 2021 Credit Agreement originally consisted of an $800.0 million term loan, the proceeds of which, with cash on hand were used to repay all outstanding borrowings under the Company’s previous credit agreement. The 2021 Credit Agreement also includes a revolving credit facility (“2021 Revolving Credit Facility”) for an aggregate principal amount of $250.0 million. The 2021 Revolving Credit Facility has a sublimit of $75.0 million for letters of credit.
Previous report
2024 Refinancing — In September 2024, the Company entered into Amendment No. 2 to the 2021 Credit Agreement (the “Second Amendment”) to (i) remove the secured overnight financing rate (“SOFR”) credit adjustment applicable to the 2021 Revolving Credit Facility and (ii) reduce the applicable interest rate for the 2021 Revolving Credit Facility by 0.25%. Additionally, the maturity date for the 2021 Revolving Credit Facility was extended to September 23, 2029, subject to a springing maturity date of June 22, 2028 if greater than $234.0 million of the initial Term B Loan remains outstanding as of such date.
Previous report
At the time of entering into the 2021 Credit Agreement, the Company incurred $3.1 million in financing costs related to the 2021 Revolving Credit Facility. The Company incurred $0.7 million in financing costs related to the Second Amendment. These costs were recorded to a deferred financing fees asset account and are being amortized to interest expense over the term of the 2021 Revolving Credit Facility.
Previous report
2025 Additional Borrowing and Refinancing — On January 6, 2025, in conjunction with the acquisition of EvolutionIQ (Note 3), the Company entered into Amendment No.3 to the 2021 Credit Agreement (the “Third Amendment”) that provided the Company with incremental term loans in an aggregate principal amount of $225.0 million (the “Incremental Term Loans”). Immediately after the Third Amendment, the Incremental Term Loans were repayable in quarterly installments in an amount equal to 0.25% of the original principal amount, with the balance payable at maturity, September 21, 2028.
Previous report
Immediately after the Third Amendment, the interest rate per annum applicable to the Incremental Term Loans were based on a fluctuating rate of interest, determined by the Company’s leverage ratio, as defined in the 2021 Credit Agreement. In connection with the Fourth Amendment (as defined below), the Incremental Term Loans were refinanced together with other term loans outlined in the following paragraphs.
Previous report
On January 23, 2025, the Company entered into Amendment No.4 (the “Fourth Amendment”) to the 2021 Credit Agreement.
Previous report
Pursuant to the terms of the Fourth Amendment, (i) the Company incurred incremental term loans in an aggregate principal amount of $225.0 million, which were used to refinance certain outstanding incremental term loans (including the Incremental Term Loans), (ii) the maturity of all term loans under the 2021 Credit Agreement was extended to January 23, 2032, (iii) the credit spread adjustment applicable to SOFR loans under the 2021 Credit Agreement was removed, and (iv) the interest rate margin applicable to all term loans under the 2021 Credit Agreement was removed.
Previous report
On December 12, 2025, the Company entered into Amendment No.5 to the 2021 Credit Agreement (the “Fifth Amendment”).
Previous report
Pursuant to the terms of the Fifth Amendment, the Company incurred incremental term loans in an aggregate principal amount of $300.0 million, which were used to fund the ASR program.
Previous report
All other terms and conditions within the Company’s 2021 Credit Agreement were unchanged as part of the Amendments.
Previous report
Upon execution of the Fifth Amendment, the Company had outstanding borrowings under all term loans under the 2021 Credit Agreement of $1,291 million (the “Term Loan”) and a revolving credit facility for an aggregate principal amount of $250.0 million (the “2021 Revolving Credit Facility” and together with the Term Loan, the “2021 Credit Facilities”).
Previous report
The Company incurred $6.5 million in costs related to the Third Amendment and Fourth Amendment, recorded as contra debt. The Company incurred $1.2 million in costs related to the Fifth Amendment, recorded as contra debt. These costs are being amortized to interest expense over the term of the Term Loan using the effective interest method.
Previous report
The Term Loan requires quarterly principal payments of $3.3 million until December 31, 2031, with the remaining outstanding principal amount required to be paid on the maturity date, January 23, 2032. If the Company’s leverage ratio, as defined in the 2021 Credit Agreement is greater than 3.5, the Term Loan requires a prepayment of principal, subject to certain exceptions, in connection with the receipt of proceeds from certain asset sales, casualty events, and debt issuances by the Company, and up to 50% of annual excess cash flow, as defined in and as further set forth in the 2021 Credit Agreement. When a principal prepayment is required, the prepayment offsets the future quarterly principal payments of the same amount. As of March 31, 2026 and 2025, the Company’s leverage ratio did not exceed the 3.5 threshold and the Company was not subject to the annual excess cash flow calculation, and as such, was not required to make a prepayment of principal.
Previous report
As of March 31, 2026 and December 31, 2025, the amount outstanding on the Term Loan is $1,287.7 million and $1,291.0 million, respectively, of which $13.0 million, respectively, is classified as current in the accompanying consolidated balance sheets.
Previous report
Borrowings under the 2021 Credit Facilities bear interest at rates based on the ratio of CCC Intelligent Solutions Inc. and certain of its subsidiaries’ consolidated first lien net indebtedness to consolidated EBITDA for applicable periods specified in the 2021 Credit Agreement.
Previous report
From and after the Fourth Amendment, the interest rate per annum applicable to the Term Loan is based on a fluctuating rate of interest equal to the sum of an applicable rate and, at the Company’s election from time to time, either:
Previous report
(1) 1.00% in the case of base rate loans, and 2.00%, in the case of SOFR (or the Euro Interbank Offer Rate (“EURIBOR”) or the Sterling Overnight Indexed Average (“SONIA”)) loans, if S&P and Moody’s Debt First Lien Leverage Ratio Ratings (as defined in the Credit Agreement) are below BB- (with a stable outlook) or below Ba3 (with a stable outlook) (or if for any reason this category does not apply, including if the Borrower has only one Debt Rating or the Borrower does not have any Debt Rating); or
Previous report
(2) 0.75%, in the case of base rate loans, and 1.75%, in the case of SOFR (or EURIBOR or SONIA) loans, if S&P and Moody’s Debt First Lien Leverage Ratio Ratings are both BB- (with a stable outlook) or better and Ba3 (with a stable outlook) or better.
Previous report
Prior to the Fourth Amendment, the interest rate per annum applicable to the loans was based on a fluctuating rate of interest equal to the sum of an applicable rate and term SOFR (or EURIBOR or SONIA) with a term, as selected by the Company, of one, three or six months (subject to (x) in the case of term loans, a 0.50% per annum floor and (y) in the case of revolving loans, a 0.00% per annum floor).
Previous report
A quarterly commitment fee of up to 0.50% is payable on the unused portion of the 2021 Revolving Credit Facility.
Previous report
During the three months ended March 31, 2026 and 2025, the weighted-average interest rate on the outstanding borrowings under the Term B Loan was 5.8% and 6.1%, respectively.
Previous report
As of March 31, 2026 and December 31, 2025, the Company has an outstanding standby letter of credit for $1.0 million and $1.1 million, respectively, which reduces the amount available to be borrowed under the 2021 Revolving Credit Facility. As of March 31, 2026 and December 31, 2025, $249.0 million and $248.9 million, respectively, was available to be borrowed.
Previous report
Borrowings under the 2021 Credit Agreement are guaranteed by Cypress Holdings Intermediate Holdings II, LLC., and certain of its U.S. subsidiaries by a perfected first priority lien on the stock of CCC Intelligent Solutions Inc., and substantially all of its assets, subject to various limitations and exceptions.
Previous report
The 2021 Credit Agreement contains representations and warranties, and affirmative and negative covenants, that among other things, restrict, subject to certain exceptions, our ability to: incur additional indebtedness, incur liens, engage in mergers, consolidations, liquidations or dissolutions; pay dividends and distributions on, or redeem, repurchase or retire our capital stock; and make certain investments, acquisitions, loans, or advances.
Previous report
The terms of the 2021 Credit Agreement include a financial covenant which requires that, at the end of each fiscal quarter, if the aggregate amount of borrowings under the 2021 Revolving Credit Facility exceeds 35% of the aggregate commitments of the Company, the leverage ratio of CCC Intelligent Solutions Inc. and certain of its subsidiaries cannot exceed 6.25 to 1.00. Borrowings under the 2021 Revolving Credit Facility did not exceed 35% of the aggregate commitments and the Company was not subject to the leverage test as of March 31, 2026 and 2025.
Previous report
Interest Rate Swaps—In February 2025, the Company entered into three interest rate swap agreements (the “Swaps”) to reduce its exposure to variability from future cash flows resulting from interest rate risk related to its floating rate long-term debt. Pursuant to the terms of the Swaps, beginning on July 31, 2025, the Company will pay an average fixed interest rate of 3.94% on an aggregate notional amount corresponding to borrowings of $750.0 million in exchange for receipts on the same notional amount at a floating interest rate based on the applicable SOFR at the time of payment. The Swaps expire on July 31, 2027.
Previous report
The fair value of the interest rate swap agreements was estimated using inputs that were observable or that could be corroborated by observable market data and therefore, was classified within Level 2 of the fair value hierarchy as of March 31, 2026. The Company does not designate its interest rate swap agreements as hedging instruments and records the changes in fair value within earnings. As of March 31, 2026, the aggregate fair value of the Swaps was a liability of $3.0 million (see Note 5).
Previous report
Net cash paid related to the Swaps was $0.5 million for the three months ended March 31, 2026, recorded within other income (expense)-net on the condensed consolidated statement of operations and comprehensive income (loss).
Previous report
Interest Rate Caps—In August 2022, the Company entered into two interest rate cap agreements to reduce its exposure to increases in interest rates applicable to its floating rate long-term debt. The interest rate cap agreements had an aggregate notional amount of $600.0 million and a one-month SOFR cap rate of 4.00%.
Previous report
The fair value of the interest rate cap agreements was estimated using inputs that were observable or that could be corroborated by observable market data and therefore, was classified within Level 2 of the fair value hierarchy as of March 31, 2025. The Company did not designate its interest rate cap agreements as hedging instruments and records the changes in fair value within earnings. As of March 31, 2025, the aggregate fair value of the interest rate cap agreements was $0.6 million. The interest rate cap agreements expired in July 2025.
Previous report
Cash received related to the interest rate cap agreements was $0.5 million for the three months ended March 31, 2025, recorded within other income (expense)-net on the condensed consolidated statement of operations and comprehensive income (loss).
Reworded paragraphs (27)
Previous wording
The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from the forward-looking statements included herein. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in the section titled“Cautionary Note Regarding Forward-Looking Statements” and“Risk Factors” as set forth elsewhere in this Quarterly Report on Form 10-Q.
Current wording
The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from the forward-looking statements included herein. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in the section titled“Cautionary Statement Regarding Forward-Looking Statements” and“Risk Factors” as set forth elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
We have strong customer relationships in the end-markets we serve, and these relationships are a key component of our success given the long-term nature of our contracts and the interconnectedness of our network. We have customer agreements with more than 300 insurers (including carriers, self-insurers and other entities processing insurance claims), including 27 of the top 30 automotive insurance carriers and 9 of the top 15 disability insurance carriers in the U.S., based on DWP, and hundreds of regional carriers. We have more than 35,000 total customers, including more than 30,500 automotive collision repair facilities (including repairers and other entities that estimate damaged vehicles), more than 6,000 parts and diagnostics suppliers, 14 of the top 15 automotive manufacturers based on vehicles in operation, and numerous other companies that participate in the insurance economy.
Current wording
We have strong customer relationships in the end-markets we serve, and these relationships are a key component of our success given the long-term nature of our contracts and the interconnectedness of our network. We have customer agreements with more than 300 insurers (including carriers, self-insurers and other entities processing insurance claims), including 27 of the top 30 automotive insurance carriers and 9 of the top 15 disability insurance carriers in the U.S., based on DWP, and hundreds of regional carriers. We have more than 35,000 total customers, including more than 30,500 automotive collision repair facilities (including repairers and other entities that estimate damaged vehicles), more than 6,500 parts and diagnostics suppliers, 14 of the top 15 automotive manufacturers based on vehicles in operation, and numerous other companies that participate in the insurance economy.
Previous wording
Revenues increased by $29.7 million to $281.3 million, or 11.8%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The Company’s software subscription revenues accounted for $270.1 million and $242.5 million, or 96% of total revenue, during the three months ended March 31, 2026 and 2025.
Current wording
Revenues increased by $25.5 million to $285.9 million, or 9.8%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The Company’s software subscription revenues accounted for $274.0 million and $250.6 million, or 96% of total revenue, during the three months ended June 30, 2026 and 2025, respectively.
Previous wording
The increase in revenue was primarily a result of 9% growth from existing customer upgrades and expanding solution offerings to these existing customers and 3% growth from new customers.
Current wording
The increase in revenue was primarily a result of approximately 7% growth from existing customer upgrades and expanding solution offerings to these existing customers and approximately 2% growth from new customers.
Previous wording
Cost of revenues, exclusive of amortization of acquired technologies, increased by $5.8 million to $68.0 million, or 9.3%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily due to a $3.3 million increase in information technology (“IT”) related costs and a $2.3 million increase in personnel-related costs.
Current wording
Cost of revenues, exclusive of amortization of acquired technologies, increased by $8.9 million to $70.9 million, or 14.3%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily due to a $5.1 million increase in information technology (“IT”) related costs, a $1.8 million increase in third-party fees and direct costs associated with revenue growth, and a $2.8 million increase in personnel-related costs, partially offset by a $1.9 million decrease in stock-based compensation expense.
Previous wording
Gross profit increased by $23.9 million to $208.9 million, or 12.9%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Our gross profit margin was 74.3% for the three months ended March 31, 2026, compared to 73.5% for the three months ended March 31, 2025. The increase in gross profit was due to increased software subscription revenues and economies of scale resulting from fixed cost arrangements.
Current wording
Gross profit increased by $16.6 million to $210.6 million, or 8.6%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. Our gross profit margin was 73.7% for the three months ended June 30, 2026, compared to 74.5% for the three months ended June 30, 2025. The increase in gross profit was due to increased software subscription revenues and economies of scale resulting from fixed cost arrangements.
Previous wording
Interest expense increased by $3.4 million to $20.3 million, or 19.9%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was due to the interest incurred on an additional $300 million term loan as part of the fifth amendment to the 2021 credit agreement entered into in December 2025, partially offset by lower variable interest rates during the three months ended March 31, 2026.
Current wording
Interest expense increased by $2.5 million to $20.4 million, or 14.1%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was due to the interest incurred on an additional $300 million term loan as part of the Fifth Amendment to the 2021 Credit Agreement entered into in December 2025, partially offset by lower variable interest rates during the three months ended June 30, 2026 as compared to the variable interest rates during the three months ended June 30, 2025.
Previous wording
Interest income decreased by $1.0 million to $0.9 million, or 51.6%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025, due to lower average balances on interest earning deposits and money market funds during the three months ended March 31, 2026.
Current wording
Interest income decreased by $0.5 million to $0.7 million, or 39.1%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025, due to lower average balances on interest earning deposits and money market funds during the three months ended June 30, 2026 compared to the balances during the three months ended June 30, 2025.
Previous wording
We recognized other income—Net of $4.0 million for the three months ended March 31, 2026 compared to other expense—Net of $5.1 million for the three months ended March 31, 2025. The income recognized during the three months ended March 31, 2026 was primarily due to the decrease in the fair value of derivative instrument liabilities, driven by the fair value of the Company’s three interest rate swap agreements. The expense recognized during the three months ended March 31, 2025 was primarily due to the increase in the fair value of derivative instruments liabilities, driven by the fair value of the Company's three interest rate swap agreements entered into during the three months ended March 31, 2025.
Current wording
We recognized other income—Net of $2.6 million for the three months ended June 30, 2026 compared to other expense—Net of $2.1 million for the three months ended June 30, 2025. The income recognized during the three months ended June 30, 2026 was primarily due to the decrease in the fair value of derivative instrument liabilities, driven by the fair value of the Company’s three interest rate swap agreements. The expense recognized during the three months ended June 30, 2025 was primarily due to the increase in the fair value of derivative instruments, driven by the fair value of the Company's three interest rate swap agreements entered into during the three months ended June 30, 2025.
Previous wording
The Company recognized an income tax provision of $18.0 million and an income tax benefit of $13.4 million for the three months ended March 31, 2026 and 2025, respectively. The income tax provision during the three months ended March 31, 2026 was primarily due to the Company's pre-tax book income, as well as the tax impact related to stock-based compensation expense. The income tax benefit for the three months ended March 31, 2025 was primarily due to the Company’s pre-tax book loss.
Current wording
The Company recognized an income tax provision of $9.8 million and an income tax benefit of $7.2 million for the three months ended June 30, 2026 and 2025, respectively. The income tax provision during the three months ended June 30, 2026 was primarily due to the Company's pre-tax book income, as well as the tax impact related to stock-based compensation expense. The income tax benefit for the three months ended June 30, 2025 was primarily due to the Company’s year-to-date pre-tax book loss and the annual effective tax rate impact related to stock based compensation.
Previous wording
Selling and marketing expense decreased by $8.9 million to $39.4 million, or 18.4%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease was due to a $3.9 million decrease in personnel-related costs and a $5.0 million decrease in stock-based compensation.
Current wording
Selling and marketing expense decreased by $8.9 million to $82.9 million, or 9.6%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The decrease was due to a $9.3 million decrease in stock-based compensation, partially offset by a $0.2 million increase in personnel related costs.
Previous wording
General and administrative expense decreased by $17.5 million to $49.6 million, or 26.1%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The decrease was primarily due to a $17.2 million decrease in stock-based compensation.
Current wording
General and administrative expense decreased by $17.1 million to $97.6 million, or 14.9%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The decrease was primarily due to a $24.0 million decrease in stock-based compensation, partially offset by a $4.6 million increase in personnel related costs and $3.4 million increase in IT related costs.
Previous wording
The following table reconciles Gross Profit to Adjusted Gross Profit for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles Gross Profit to Adjusted Gross Profit for the three and six months ended June 30, 2026 and 2025:
Previous wording
We believe that Adjusted Operating Expenses, as defined below, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring core business operating results. Adjusted Operating Expenses is defined as operating expenses adjusted for amortization of intangible assets, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential mergers and acquisitions (“M&A”), litigation proceeds for matters in which we are the plaintiff and related antitrust matters, debt refinancing costs and costs related to equity transactions, including secondary offerings.
Current wording
We believe that Adjusted Operating Expenses, as defined below, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring core business operating results. Adjusted Operating Expenses is defined as operating expenses adjusted for amortization of intangible assets, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential mergers and acquisitions (“M&A”), costs related to equity transactions, including secondary offerings, litigation expenses (proceeds), net for matters in which we are the plaintiff and related antitrust matters and debt refinancing costs.
Previous wording
The following table reconciles operating expenses to Adjusted Operating Expenses for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles operating expenses to Adjusted Operating Expenses for the three and six months ended June 30, 2026 and 2025:
Previous wording
We believe that Adjusted Operating Income, as defined below, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring core business operating results. Adjusted Operating Income is defined as operating income (loss) adjusted for amortization of intangible assets and acquired technologies, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, litigation proceeds, debt refinancing costs and costs related to equity transactions, including secondary offerings.
Current wording
We believe that Adjusted Operating Income, as defined below, provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring core business operating results. Adjusted Operating Income is defined as operating income (loss) adjusted for amortization of intangible assets and acquired technologies, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, costs related to equity transactions, including secondary offerings, litigation expenses (proceeds), net, and debt refinancing costs.
Previous wording
The following table reconciles operating income (loss) to Adjusted Operating Income for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles operating income (loss) to Adjusted Operating Income for the three and six months ended June 30, 2026 and 2025:
Previous wording
We believe that Adjusted EBITDA, as defined below, is useful in evaluating our operational performance distinct and apart from financing costs, certain expenses and non-operational expenses. Adjusted EBITDA is defined as net income (loss) adjusted for interest, taxes, amortization of intangible assets and acquired technologies, depreciation, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, litigation proceeds, debt refinancing costs, costs related to equity transactions, including secondary offerings, change in fair value of derivative instruments, and income from derivative instruments. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Revenue.
Current wording
We believe that Adjusted EBITDA, as defined below, is useful in evaluating our operational performance distinct and apart from financing costs, certain expenses and non-operational expenses. Adjusted EBITDA is defined as net income (loss) adjusted for interest, taxes, amortization of intangible assets and acquired technologies, depreciation, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, litigation expenses (proceeds), net, debt refinancing costs, costs related to equity transactions, including secondary offerings, change in fair value of derivative instruments, and income from derivative instruments. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by Revenue.
Previous wording
The following table reconciles net income (loss) to Adjusted EBITDA for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2026 and 2025:
Previous wording
We believe that Adjusted Net Income, as defined below, and Adjusted Earnings Per Share are useful in evaluating our operational performance distinct and apart from financing costs, certain expenses and non-operational expenses. Adjusted Net Income is defined as net income (loss) adjusted for the after-tax effects of amortization of intangible assets and acquired technologies, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, litigation proceeds for matters in which we are the plaintiff and related antitrust matters, debt refinancing costs, costs related to equity transactions, including secondary offerings and the change in fair value of derivative instruments.
Current wording
We believe that Adjusted Net Income, as defined below, and Adjusted Earnings Per Share are useful in evaluating our operational performance distinct and apart from financing costs, certain expenses and non-operational expenses. Adjusted Net Income is defined as net income (loss) adjusted for the after-tax effects of amortization of intangible assets and acquired technologies, stock-based compensation expense and related employer payroll tax, costs associated with the acquisition and integration of completed and potential M&A, litigation expenses (proceeds), net for matters in which we are the plaintiff and related antitrust matters, debt refinancing costs, costs related to equity transactions, including secondary offerings and the change in fair value of derivative instruments.
Previous wording
The following table reconciles net income (loss) to Adjusted Net Income and Adjusted Earnings per Share for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles net income (loss) to Adjusted Net Income and Adjusted Earnings per Share for the three and six months ended June 30, 2026 and 2025:
Previous wording
The following table reconciles net cash provided by operating activities to Free Cash Flow for the three months ended March 31, 2026 and 2025:
Current wording
The following table reconciles net cash provided by operating activities to Free Cash Flow for the three and six months ended June 30, 2026 and 2025:
Previous wording
We have financed our operations with cash flows from operations. The Company generated $57.5 million of cash flows from operating activities during the three months ended March 31, 2026. As of March 31, 2026, the Company had cash and cash equivalents of $36.9 million, a working capital surplus of $50.6 million and an accumulated deficit totaling $1,780.3 million. As of March 31, 2026, the Company had $1,287.7 million aggregate principal outstanding on its term loan.
Current wording
We have financed our operations with cash flows from operations. The Company generated $159.0 million of cash flows from operating activities during the six months ended June 30, 2026. As of June 30, 2026, the Company had cash and cash equivalents of $115.9 million, a working capital surplus of $118.4 million and an accumulated deficit totaling $1,759.5 million. As of June 30, 2026, the Company had $1,284.5 million aggregate principal outstanding on its term loan.
Previous wording
The following table provides a summary of cash flow data for the three months ended March 31, 2026 and 2025:
Current wording
The following table provides a summary of cash flow data for the six months ended June 30, 2026 and 2025:
Previous wording
Net cash provided by operating activities was $57.5 million for the three months ended March 31, 2026. Net cash provided by operating activities consists of a net income of $15.4 million, adjusted for $67.8 million of non-cash items, $23.1 million for decreases in working capital and $2.7 million for the effect of decreases in other operating assets and liabilities. Significant non-cash adjustments include stock-based compensation expense of $31.9 million and depreciation and amortization of $36.3 million, and deferred income taxes of $2.8 million, partially offset by a change in fair value of derivative instruments of $4.4 million. The change in working capital was primarily a result of a decrease in accrued expenses of $25.1 million due to employee incentive plan payments and a decrease in accounts payable of $7.3 million due to timing of payments to suppliers.
Current wording
Net cash provided by operating activities was $159.0 million for the six months ended June 30, 2026. Net cash provided by operating activities consists of a net income of $36.2 million, adjusted for $137.9 million of non-cash items, partially offset by a $10.3 million decrease in working capital and a $4.8 million decrease in other operating assets and liabilities. Significant non-cash adjustments include stock-based compensation expense of $62.3 million, depreciation and amortization of $73.1 million and deferred income taxes of $7.5 million, partially offset by a change in fair value of derivative instruments of $7.5 million. The change in working capital was primarily a result of a decrease in accounts payable of $10.8 million due to the timing of suppliers' payments.
Previous wording
Net cash used in investing activities was $15.9 million for the three months ended March 31, 2026. Net cash used in investing activities was due to $15.9 million of capitalized internally developed software projects and purchases of software, equipment, and property.
Current wording
Net cash used in investing activities was $35.0 million for the six months ended June 30, 2026. Net cash used in investing activities was due to $35.0 million of capitalized internally developed software projects and purchases of software, equipment, and property.
Previous wording
Net cash used in financing activities was $115.9 million for the three months ended March 31, 2026. Net cash used in financing activities was primarily due to $100.2 million for a repurchase of common stock, $17.3 million of payments for employee tax liabilities related to the net share settlement of employee equity awards and $3.3 million of principal payments of long-term debt.
Current wording
Net cash used in financing activities was $119.5 million for the six months ended June 30, 2026. Net cash used in financing activities was primarily due to $100.2 million for repurchases of common stock, $18.0 million of payments for employee tax liabilities related to the net share settlement of employee equity awards and $6.5 million of principal payments of long-term debt.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
The increase in revenue was primarily a result of approximately 8% growth from existing customer upgrades and expanding solution offerings to these existing customers and approximately 2% growth from new customers.
Current report — wording carried from elsewhere
Cost of Revenues, exclusive of amortization of acquired technologies
Current report — wording carried from elsewhere
Gross profit increased by $40.5 million to $419.5 million, or 10.7%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. Our gross profit margin was 74.0% for the six months ended June 30, 2026, compared to 74.0% for the six months ended June 30, 2025. The increase in gross profit was due to increased software subscription revenues and economies of scale resulting from fixed cost arrangements.
Current report — wording carried from elsewhere
Interest expense increased by $5.9 million to $40.7 million, or 17.0%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase was due to the interest incurred on an additional $300 million term loan as part of the Fifth Amendment to the 2021 Credit Agreement entered into in December 2025, partially offset by lower variable interest rates during the six months ended June 30, 2026 as compared to the same period in the prior year.
Current report — wording carried from elsewhere
Interest income decreased by $1.5 million to $1.7 million, or 46.8%, for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, due to lower average balances on interest-earning deposits and money market funds during the six months ended June 30, 2026 as compared to the same period in the prior year.
Current report — wording carried from elsewhere
We recognized other income—net of $6.5 million for the six months ended June 30, 2026 compared to other expense—net of $7.2 million for the six months ended June 30, 2025. The income recognized during the six months ended June 30, 2026 was primarily due to the decrease in the fair value of derivative instrument liabilities, driven by the fair value of the Company’s three interest rate swap agreements. The expense recognized during the six months ended June 30, 2025 was primarily due to the increase in the fair value of derivative instruments, driven by the fair value of the Company's three interest rate swap agreements entered into during the six months ended June 30, 2025.
Current report — wording carried from elsewhere
The Company recognized an income tax provision of $27.8 million and an income tax benefit of $20.5 million for the six months ended June 30, 2026 and 2025, respectively. The income tax provision during the six months ended June 30, 2026 was primarily due to the Company's pre-tax book income, as well as the tax impact related to stock-based compensation expense. The income tax benefit for the six months ended June 30, 2025 was primarily due to the Company’s pre-tax book loss and the annual effective tax rate impact related to stock based compensation.