What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-11 compared with 2025-11-06 · 156 added, 225 removed, 249 unchanged (60% of the section changed)

3 unchanged sentences

(In thousands, except share amounts)

September 30, 2025

March 31, 2026

December 31, 2025

19 unchanged sentences

Common Stock, $ 0.00001 par value 900,000,000 shares authorized;

204,643,680 issued and 158,836,724 outstanding at September 30, 2025;

195,028,207 issued and 154,133,385 outstanding at December 31, 2024

211,059,707 issued and 164,323,924 outstanding at March 31, 2026 and 207,785,762 issued and 161,049,979 outstanding at December 31, 2025

Additional paid-in capital

Treasury stock, at cost:

45,806,956 and 40,894,822 shares held September 30, 2025 and December 31, 2024, respectively

Accumulated deficit

Accumulated other comprehensive (loss)

46,735,783 shares held at March 31, 2026 and December 31, 2025

Accumulated earnings (deficit)

Accumulated other comprehensive income (loss)

TOTAL LIABILITIES AND EQUITY

3 unchanged sentences

(In thousands, except share amounts and per share data)

Three Months Ended September 30,

Nine Months Ended September 30,

Operating expenses

Three Months Ended March 31,

Commissions and other agent-related costs

Operating expenses

General and administrative expenses

1 unchanged sentence

Sales and marketing expenses

Litigation contingency

Total operating expenses

2 unchanged sentences

Other (income) expense, net

Equity in losses of unconsolidated affiliates

Other (income), net

Equity in (income) losses of unconsolidated affiliates

Other (income) expense, net

Income (loss) before income tax expense

Income tax expense (benefit)

Net income (loss) from continuing operations

Net income (loss) from discontinued operations

Income tax (benefit) expense

Net income (loss)

Earnings (loss) per share

Basic, net (loss) income from continuing operations

Basic, net (loss) income from discontinued operations

Basic, net (loss) income

Diluted, net (loss) income from continuing operations

Diluted, net (loss) income from discontinued operations

Diluted, net (loss) income

Basic, net income (loss)

Diluted, net income (loss)

Weighted average shares outstanding

8 unchanged sentences

(In thousands)

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Common stock:

10 unchanged sentences

Agent equity stock-based compensation

Stock option compensation

Other stock-based compensation

Balance, end of period

Accumulated (deficit) earnings:

Accumulated earnings (deficit):

Balance, beginning of period

6 unchanged sentences

Balance, end of period

Noncontrolling interest:

Balance, beginning of period

Transactions with noncontrolling interests

Balance, end of period

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(In thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

OPERATING ACTIVITIES

Reconciliation of net (loss) to net cash provided by operating activities:

Net income (loss)

Reconciliation of net income (loss) to net cash provided by operating activities:

Depreciation expense

Amortization expense - intangible assets

Allowance for credit losses on receivables/bad debt on receivables

Credit (benefit) losses on receivables/bad debt on receivables

Equity in loss of unconsolidated affiliates

Agent growth incentive stock-based compensation expense

Stock option compensation

Other stock-based compensation

Agent equity stock-based compensation expense

6 unchanged sentences

Accrued expenses

Litigation contingency

Other operating activities

2 unchanged sentences

Purchases of property and equipment

Purchase of business

Investments in unconsolidated affiliates

4 unchanged sentences

Proceeds from exercise of options

Transactions with noncontrolling interests

Dividends declared and paid

6 unchanged sentences

Cash paid for income taxes

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES:

Property and equipment purchases in accounts payable

5 unchanged sentences

eXp World Holdings, Inc.

(“eXp” or, collectively with its subsidiaries, the “Company,” “we,” “us,” or “our”) owns and oversees a diversified portfolio of service-oriented businesses.

These businesses significantly benefit from the integration of our advanced enabling technology platform.

Our strategic focus is to continue to expand our real estate brokerage operations.

To achieve this, we emphasize enhancing the value proposition for our agents, investing in the development of immersive, cloud-based technological solutions, and offering affiliate and media services that bolster these efforts.

The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with U.S.

(the “Company” or “eXp”) operates a cloud-based real estate brokerage and provides related services supporting real estate agents, brokers, and entrepreneurs across North America and international markets through three reportable segments:

North American Realty, International Realty, and Other Affiliated Services.

The accompanying consolidated financial statements are prepared in accordance with U.S.

generally accepted accounting principles (“U.S.

GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10-01 of Regulation S-X.

Accordingly, they do not include all of the information and footnotes required by U.S.

GAAP for complete financial statements.

These interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission (“SEC”) on February 20, 2025 (the “2024 Annual Report”).

In our opinion, the accompanying interim unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation.

Operating results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

The Company is operated and managed as three reportable segments, which are North American Realty, International Realty and Other Affiliated Services.

Our business segments bring together related eXp technologies and services to support the success and development of agents, entrepreneurs and businesses and provide them with remote business solutions.

GAAP”), expressed in U.S.

dollars, and the Company’s fiscal year ends on December 31.

The preparation of these consolidated financial statements and accompanying notes in conformity with U.S.

GAAP requires the use of management estimates.

These interim financial statements should be read in conjunction with the audited consolidated financial statements and related notes contained in the Company’s 2025 Annual Report.

In management’s opinion, these interim financial statements reflect all normal recurring adjustments necessary for a fair presentation and are not necessarily indicative of results expected for the full year ending December 31, 2026.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

The accompanying interim unaudited condensed consolidated financial statements include the accounts of eXp and its consolidated subsidiaries, including those entities in which we have a variable interest of which we are the primary beneficiary.

If the Company has a variable interest in an entity but it is not the primary beneficiary of the entity or does not exercise control over the operations and has less than 50% ownership, it will use the equity method or the cost method of accounting for investments.

Entities in which the Company has less than a 20% investment and where the Company does not exercise significant influence are accounted for under the cost method.

Intercompany transactions and balances are eliminated upon consolidation.

Variable interest entities (“VIEs”) and noncontrolling interests

A company is deemed to be the primary beneficiary of a VIE and must consolidate the entity if the company has both:

(i) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.

The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, and entities in which the Company has a variable interest of which the Company is the primary beneficiary.

Joint ventures

2 unchanged sentences

Joint ventures are accounted for using the equity method and are recognized initially at cost.

Joint ventures are typically included in the Other Affiliated Services segment unless the joint venture specifically supports one of the reportable segments.

Joint ventures are typically included in the Other Affiliated Services unless the joint venture specifically supports one of the other reportable segments.

Investments in Equity Securities

We hold investments in certain equity securities that do not have readily determinable fair values and for which we do not exercise significant influence.

These investments qualify for and are accounted for using the measurement alternative under FASB ASC Topic 321, Investments – Equity Securities .

These investments qualify for and are accounted for using the measurement alternative under Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 321, Investments (“ASC 321”).

Use of Estimates

The preparation of financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The Company regularly evaluates estimates and assumptions related to allowance for credit losses, legal contingencies, income taxes, revenue recognition, stock-based compensation, goodwill, and deferred income tax asset valuation allowances.

The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources.

The actual results experienced by the Company may differ materially and adversely from the Company’s estimates.

To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Preparing financial statements under U.S.

GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures.

Key areas requiring estimates include credit losses, legal contingencies, revenue recognition, stock-based compensation, and deferred tax assets.

Management bases these estimates on current facts, historical experience, and other reasonable factors.

Actual results may differ materially and adversely from these estimates, which could affect future results of operations.

Reclassifications

When necessary, the Company will reclassify certain amounts in prior period financial statements to conform to the current period’s presentation.

The Company maintains a consistent presentation across all periods presented.

Restricted cash

2 unchanged sentences

Once the cash transfers from escrow, the Company reduces the respective customers’ deposit liability.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown on the condensed consolidated statements of cash flows.

The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown on the condensed consolidated statements of cash flows.

Cash and cash equivalents

Restricted cash

Balance, September 30, 2024

Balance, March 31, 2025

Balance, December 31, 2025

Balance, September 30, 2025

Balance, March 31, 2026

EXPECTED CREDIT LOSSES

The Company is exposed to credit losses primarily through trade and other financing receivables arising from revenue transactions.

The Company uses the aging schedule method to estimate current expected credit losses (“CECL”) based on days of delinquency, including information about past events and current economic conditions.

The Company’s accounts receivable is separated into three categories to evaluate allowance under the CECL impairment model.

The receivables in each category share similar risk characteristics.

The three categories include agent non-commission based fees, agent short-term advances, and commissions receivable for real estate property settlements.

The Company increases the allowance for expected credit losses when the Company estimates all or a portion of a receivable is uncollectable.

The Company recognizes recoveries as a decrease to the allowance for expected credit losses.

As of September 30, 2025 and December 31, 2024, receivables from real estate property settlements totaled $ 116,197 and $ 82,300 , respectively, of which the Company recognized expected credit losses of $ 32 and $ 34 , respectively.

As of September 30, 2025 and December 31, 2024, agent non-commission based fees receivable and short-term advances totaled $ 10,093 and $ 6,980 , of which the Company recognized expected credit losses of $ 2,492 and $ 1,555 , respectively.

The Company evaluates expected credit losses using an aging schedule and records an allowance when amounts are determined to be uncollectible.

As of March 31, 2026 and December 31, 2025, the Company recognized expected credit losses of $ 47 and $ 82 , respectively.

PROPERTY AND EQUIPMENT, NET

Property and equipment, net consisted of the following:

September 30, 2025

March 31, 2026

December 31, 2025

6 unchanged sentences

Property and equipment, net

For the three months ended September 30, 2025 and 2024, depreciation expense was $ 1,711 and $ 1,937 , respectively.

For the nine months ended September 30, 2025 and 2024, depreciation expense was $ 5,243 and $ 5,887 , respectively.

For the three months ended March 31, 2026 and 2025, depreciation expense was $ 1,679 and $ 1,945 , respectively.

GOODWILL AND INTANGIBLE ASSETS

Goodwill was $ 17,647 as of September 30, 2025 and $ 17,226 as of December 31, 2024.

As of September 30, 2025, the Company recorded cumulative translation adjustment of $ 421 related to Canadian goodwill.

The Company has a risk of future impairment to the extent that individual reporting unit performance does not meet projections.

Additionally, if current assumptions and estimates, including projected revenues and income growth rates, terminal growth rates, competitive and consumer trends, market-based discount rates and other market factors, are not met, or if valuation factors outside of the Company’s control change unfavorably, the estimated fair value of goodwill could be adversely affected, leading to a potential impairment in the future.

Intangible assets, net consisted of the following:

September 30, 2025

Goodwill was $ 17,635 as of March 31, 2026 and $ 17,872 as of December 31, 2025.

As of March 31, 2026, the Company recorded cumulative translation adjustment of $( 237 ) related to Canadian goodwill.

Definite-lived intangible assets, net consisted of the following:

March 31, 2026

Existing technology

12 unchanged sentences

Definite-lived intangible assets are amortized using the straight-line method over an asset’s estimated useful life.

Amortization expense for definite-lived intangible assets for the three months ended September 30, 2025 and 2024 was $ 713 and $ 442 , respectively.

Amortization expense for definite-lived intangible assets for the nine months ended September 30, 2025 and 2024 was $ 2,014 and $ 1,855 , respectively.

Amortization expense for definite-lived intangible assets for the three months ended March 31, 2026 and 2025 was $ 643 and $ 616 , respectively.

STOCKHOLDERS’ EQUITY

The following table represents a share reconciliation of the Company’s common stock issued for the periods presented:

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

Common stock:

3 unchanged sentences

Agent equity stock-based compensation

Other stock-based compensation

Balance, end of period

The Company’s equity programs described below were administered under the stockholder approved 2015 Equity Incentive Plan, as amended, for issuances prior to September 1, 2024 and under the stockholder approved 2024 Equity Incentive Plan for issuances on or after September 1, 2024.

The purpose of the equity plans is to retain the services of valued

employees, directors, officers, agents, and consultants and to incentivize such persons to make contributions to the Company and motivate excellent performance.

Agent Equity Program (“AEP”)

The Company provides agents and brokers the opportunity to elect to receive 5 % of commissions earned from each completed real estate transaction in the form of shares of the Company’s common stock under the AEP.

If agents and brokers elect to receive portions of their commissions in shares of the Company’s common stock, they are entitled to receive the equivalent number of shares of the Company’s common stock based on the fixed monetary value of the commission payable.

The Company recognized a 10 % discount on these issuances prior to February 29, 2024, and a 5 % discount on these issuances beginning as of March 1, 2024, as an additional cost of sales charge during the periods presented.

During the three months ended September 30, 2025 and 2024, the Company issued 2,520,959 and 2,208,226 shares of the Company’s common stock, respectively, to agents and brokers with a value of $ 27,150 and $ 29,541 , respectively, inclusive of discount.

During the nine months ended September 30, 2025 and 2024, the Company issued 7,564,368 and 7,290,796 shares of common stock, respectively, to agents and brokers with a value of $ 74,709 and $ 85,997 , respectively, inclusive of discount.

Agent Growth Incentive Program (“AGIP”)

The Company administers an equity incentive program whereby agents and brokers become eligible to receive awards of the Company’s common stock under the AGIP through agent attraction and performance benchmarks.

The AGIP encourages greater performance and awards agents with shares of the Company’s common stock based on achievement of performance milestones.

Awards typically vest after performance benchmarks are reached and three years of subsequent service is provided to the Company.

Share-based performance awards are granted on a fixed-dollar amount of shares based on the achievement of performance metrics.

As such, the awards are classified as liabilities until the number of share awards becomes fixed once the performance metric is achieved.

For the three months ended September 30, 2025 and 2024 the Company’s stock-based compensation expense attributable to the AGIP was $ 9,655 and $ 9,910 , respectively, of which the total amount of stock-based compensation attributable to liability classified awards was $ 583 and $ 891 , respectively.

For the nine months ended September 30, 2025 and 2024 the Company’s stock-based compensation expense attributable to the AGIP was $ 27,389 and $ 28,067 , respectively, of which the total amount of stock-based compensation attributable to liability classified awards was $ 1,732 and $ 2,179 , respectively.

During the three months ended March 31, 2026, cash dividends paid totaled $ 7,970 .

The Board currently intends to continue paying quarterly dividends.

However, payment of cash dividends is at the discretion of the Board in accordance with applicable law after considering various factors, including our financial condition, operating results, current and anticipated cash needs and plans for growth.

Under Delaware law, we can only pay dividends either out of surplus or out of the current or the immediately preceding year’s earnings.

Therefore, no assurance is given that we will pay any future dividends to our common stockholders, or as to the amount of any such dividends.

Stock Compensation Programs

Related to the Agent Equity Program, during the three months ended March 31, 2026 and 2025, the Company issued shares of the Company’s common stock to agents and brokers with a value of $ 18,555 and $ 20,756 , respectively, inclusive of discount.

Related to the Agent Growth Incentive Program (“AGIP”), during the three months ended March 31, 2026 and 2025 the Company’s stock-based compensation expense was $ 9,073 and $ 7,922 , respectively, of which the total amount of stock-based compensation attributable to liability classified awards was $ 968 and $ 622 , respectively.

As of March 31, 2026, the total unrecognized compensation costs associated with AGIP, where the performance metric has been achieved and the number of shares awarded are fixed, was $ 58,412 , which is expected to be recognized over a weighted-average period of approximately 2.00 years.

The following table illustrates changes in the Company’s stock-based compensation liability for the periods presented:

5 unchanged sentences

Stock grants reclassified from liability to equity year to date

Balance, September 30, 2025

Stock Option Awards

Stock options are granted to directors, officers, certain employees and consultants with an exercise price equal to the fair market value of common stock on the grant date and expire 10 years from the date of grant (or 5 years from the date of grant for options granted to significant stockholders).

These options typically have time-based restrictions with equal and periodically graded vesting over a three-year period.

During the three months ended September 30, 2025 and 2024, the Company granted 366,424 and 62,735 stock options, respectively, to employees with an estimated grant date fair value of $ 5.52 and $ 6.21 per share, respectively.

During the nine months ended September 30, 2025 and 2024, the Company granted 522,842 and 738,473 stock options, respectively, to employees with an estimated grant date fair value of $ 5.50 and $ 6.57 per share, respectively.

The fair values were calculated using a Black Scholes-Merton option pricing model.

In addition to the core programs described above, the Company may grant other equity-based or ad hoc awards as needed to attract and retain employees, agents, or team leaders.

These awards are generally granted with time-based or performance-based vesting conditions, and the terms are determined based on the specific objectives of the grant.

To date, participation and grants of this variety have been limited.

Restricted Stock Units (“RSUs”)

The Company grants RSUs to officers and certain employees and may grant them to directors and consultants in the future.

Balance, March 31, 2026

Other Restricted Stock Units (“RSUs”)

RSUs may be granted to directors, officers, certain employees and consultants.

Each RSU represents the right to receive one share of the Company’s common stock upon vesting, subject to time-based and/or performance-based restrictions.

RSUs typically vest over a three-year period with equal and periodically graded vesting or cliff vesting, as applicable.

RSUs do not have an exercise price, and no payment is required by the grantee to receive the shares upon vesting.

The Company measures stock-based compensation awards at their grant-date fair value.

The resulting compensation cost is recognized on a straight-line basis over the requisite service period, which is typically the vesting period.

The Company accounts for forfeitures when they occur as a reduction of recorded stock-based compensation.

For the three months ended September 30, 2025 and 2024, the Company granted 131,243 and 13,995 RSUs, respectively, with weighted average grant date fair values of $ 10.41 and $ 14.23 , respectively.

For the nine months ended September 30, 2025 and 2024, the Company granted 259,461 and 41,147 RSUs, respectively, with weighted average grant date fair values of $ 10.10 and $ 12.74 , respectively.

As of September 30, 2025 and 2024, the total unrecognized stock-based compensation associated with these RSUs was $ 2,980 and $ 393 , respectively, which are expected to be recognized over a weighted average period of approximately 2.36 and 1.41 years, respectively.

The fair value of RSUs granted is determined based on the closing market price of the Company's common stock on the grant date.

The total fair value of RSUs is recognized as stock-based compensation expense over the vesting period, with adjustments for estimated forfeitures.

During the three months ended March 31, 2026 and 2025, the Company's stock compensation attributable to RSUs was $ 396 and $ 197 , respectively.

As of March 31, 2026, the total unrecognized compensation costs associated with these RSUs was $ 3,124 , which is expected to be recognized over a weighted-average period of approximately 2.14 years.

Stock Option Awards

Stock options are granted to directors, officers, certain employees and consultants with an exercise price equal to the fair market value of common stock on the grant date and the stock options expire 10 years from the date of grant.

These options generally have time-based restrictions with equal and periodically graded vesting over a three-year period.

During the three months ended March 31, 2026 and 2025, the Company granted 112,510 and 72,845 stock options, respectively, to employees with an estimated grant date fair value of $ 3.79 and $ 5.66 per share, respectively.

The fair values were calculated using a Black Scholes-Merton option pricing model.

Stock Repurchase Plan

In December 2018, the Company’s board of directors (the “Board”) approved a stock repurchase program (the “Stock Repurchase Program”), which has been amended from time to time, most recently in August 2025 as described in more detail below.

Under the current authorization, the Company may repurchase up to $ 1.0 billion of its common stock, inclusive of amounts previously expended.

The Stock Repurchase Program is intended primarily to offset dilution from equity compensation programs.

Pursuant to the updated framework approved by the Board in October 2025, any share repurchases are subject to maintaining a minimum consolidated cash and cash equivalents balance of at least $ 100 million immediately after giving effect to any repurchase.

Subject to that framework, the timing, amount, and pricing of repurchases are at the discretion of the CEO and CFO and depend upon, among other factors, internal financial models and the Company’s liquidity and strategic priorities.

Repurchases may be made in the open market during an open trading window or pursuant to Rule 10b5-1 trading plans, in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

10b5-1 Repurchase Plan

In connection with the Stock Repurchase Program, from time to time, the Company adopts written trading plans pursuant to Rule 10b5-1 of the Exchange Act to conduct repurchases on the open market.

On January 10, 2022, the Company and Stephens Inc.

(“Stephens”), a financial services firm that acts as an agent authorized to purchase shares on behalf of the Company, entered into that certain Issuer Repurchase Plan (as amended, the “Issuer Repurchase Plan”) which authorizes Stephens to repurchase shares of common stock of the Company, and is amended from time to time to adjust the monthly authorized repurchase amount.

Most recently, on August 6, 2025, the Board approved, and the Company entered into the Eleventh Amendment to Issuer Repurchase Plan which provides for the repurchase of up to $ 10.0 million during the calendar month of November 2025 and no repurchases from August 6, 2025 through October 31, 2025 .

Shares of Company common stock repurchased under the Stock Repurchase Program are funded from cash and cash equivalents on hand and recorded based upon the applicable trade date.

The Company’s share repurchase program does not obligate the Company to acquire a minimum amount of shares and it limits the Company’s aggregate repurchases to $ 1.0 billion.

Under the program, shares may be repurchased in privately negotiated or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.

For accounting purposes, common stock repurchased under the stock repurchase program is recorded based upon the trade date of the applicable trade.

Such repurchased shares are held in treasury and are presented using the cost method.

These shares are considered issued but not outstanding.

The following table shows the share changes in treasury stock for the periods presented (not in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

Treasury stock:

Balance, beginning of period

Repurchases of common stock

Balance, end of period

During the three months ended March 31, 2026, there were no repurchases of common stock, and no shares were issued from treasury.

As of March 31, 2026, and December 31, 2025, the Company held 46,735,783 shares in treasury with a total cost of $ 743 million.

SEGMENT INFORMATION

The three reportable segments presented below represent the Company’s segments for which separate financial information is available and is utilized on a regular basis by its Chief Operating Decision Maker to assess performance and to allocate resources.

In identifying its reportable segments, the Company also considers the nature of services provided by its segments.

Management evaluates the operating results of each of its reportable segments based upon Revenues and Adjusted Segment EBITDA, which is a non-U.S.

GAAP measure.

Adjusted Segment EBITDA is defined by the Company as a segment’s operating income (loss) before income taxes plus depreciation and amortization, impairment charges, litigation contingency, stock-based compensation expenses, stock option expense and other (income) expense, net.

The Company’s presentation of Adjusted Segment EBITDA may not be comparable to similar measures used by other companies.

The Company’s three reportable segments are as follows:

● North American Realty:

includes real estate brokerage operations in the United States and Canada, as well as lead-generation and other real estate support services provided in North America.

● International Realty:

includes real estate brokerage operations in all other international locations.

● Other Affiliated Services:

includes our SUCCESS ® Magazine, and other ancillary ventures.

The Company also reports corporate expenses, as further detailed below, as “Corporate and other” which include expenses incurred in connection with business development support provided to the agents as well as resources, including administrative, brokerage operations and legal functions.

All segments follow the same basis of presentation and accounting policies as those described throughout the Notes to the Condensed Consolidated Financial Statements included herein.

The Company accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices.

The following table provides information about the Company’s reportable segments and a reconciliation of the total segment Revenues to consolidated Revenues and Adjusted Segment EBITDA to the consolidated income (loss) before income tax expense (benefit) and Goodwill (in thousands).

Three Months Ended September 30,

Nine Months Ended September 30,

The following table provides information about the Company’s reportable segments and a reconciliation of the total segment revenues to consolidated revenues, commissions and other agent-related costs, and segment adjusted EBITDA to the consolidated income (loss) before income tax expense (benefit) and goodwill (in thousands).

Three Months Ended March 31,

North American Realty

1 unchanged sentence

Other Affiliated Services

Revenues reconciliation:

Commissions reconciliation:

Segment eliminations

1 unchanged sentence

Commissions and other agent-related costs

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

North American Realty

4 unchanged sentences

Consolidated commissions and other agent-related costs

Operating Income (Loss)

Three Months Ended March 31,

North American Realty

International Realty

Other Affiliated Services

Segment Operating Income (Loss)

Corporate expenses and other

Consolidated Operating Income (Loss)

Adjusted EBITDA

Three Months Ended September 30,

Nine Months Ended September 30,

Three Months Ended March 31,

North American Realty

5 unchanged sentences

Depreciation and amortization expense

Litigation contingency

Stock-based compensation expense

Stock option expense

Other stock-based compensation expense

Other (income) expense, net

Consolidated income (loss) before income tax expense

September 30, 2025

March 31, 2026

December 31, 2025

3 unchanged sentences

Segment and consolidated total

The Company does not use segment assets to allocate resources or to assess performance of the segments and therefore, total segment assets have not been disclosed.

EARNINGS PER SHARE

Basic earnings per share is computed based on net income attributable to eXp stockholders divided by the basic weighted-average shares outstanding during the period.

Dilutive earnings per share is computed consistently with the basic computation while giving effect to all dilutive potential common shares and common share equivalents that were outstanding during the period.

Basic earnings (loss) per share is computed based on net income (loss) attributable to eXp stockholders divided by the basic weighted-average shares outstanding during the period.

Dilutive earnings (loss) per share is computed consistently with the basic computation while giving effect to all dilutive potential common shares and common share equivalents that were outstanding during the period.

The Company uses the treasury stock method to reflect the potential dilutive effect of unvested stock awards and unexercised options.

The following table sets forth the calculation of basic and diluted earnings per share attributable to common stock during the periods presented:

Three Months Ended September 30,

Nine Months Ended September 30,

Net income (loss) from continuing operations

Net income (loss) from discontinued operations

The following table sets forth the calculation of basic and diluted earnings (loss) per share attributable to common stockholders during the periods presented:

Three Months Ended March 31,

Net income (loss)

Weighted average shares - basic

2 unchanged sentences

Earnings per share:

Net (loss) income from continuing operations per share - basic

Net (loss) income from discontinued operations per share - basic

Net (loss) income from continuing operations per share - diluted

Net (loss) income from discontinued operations per share - diluted

For three months ended September 30, 2025 and 2024 total outstanding shares of common stock excluded 235,336 and 4,153,812 shares, respectively, from the computation of diluted earnings per share because their effect would have been anti-dilutive.

For nine months ended September 30, 2025 and 2024 total outstanding shares of common stock excluded 3,223,228 and 3,309,505 shares, respectively, from the computation of diluted earnings per share because their effect would have been anti-dilutive.

Net income (loss) per share - basic

Net income (loss) per share - diluted

For three months ended March 31, 2026 and 2025 total outstanding shares of common stock excluded 3,103,669 and 3,424,959 shares, respectively, from the computation of diluted earnings per share because their effect would have been anti-dilutive.

Our quarterly tax provision is computed by applying the estimated annual effective tax rate to the year-to-date pre-tax income or loss plus discrete tax items arising in the period.

Our provision for income tax expense (benefit) amounted to $ 3.1 million and $ 3.5 million for the nine months ended September 30, 2025 and 2024, respectively which represent effective tax rates of ( 45.5 %) and ( 69.6 %), respectively.

Our provision for income tax expense (benefit) amounted to $( 3.6 ) million and $ 1.7 million for the three months ended March 31, 2026 and 2025, respectively, which represent effective tax rates of 41.1 % and ( 17.9 %), respectively.

The effective tax rate differs from our statutory rates in both periods primarily due to foreign and domestic mix of earnings, and stock-based compensation.

1 unchanged sentence

and international tax reform legislation could affect the Company's effective tax rate.

The Company continues to monitor the Organisation for Economic Co-operation and Development’s (OECD) Base Erosion and Profit Shifting (BEPS) framework—including the legislative adoption of Pillar Two and other tax reform legislation by jurisdiction—to evaluate the potential impact on future periods.

The Company continues to monitor the Organisation for Economic Co-operation and Development’s Base Erosion and Profit Shifting (BEPS) framework—including the legislative adoption of Pillar Two and other tax reform legislation by jurisdiction—to evaluate the potential impact on future periods.

The Company does not expect the adoption of Pillar Two rules to have a significant impact on its consolidated financial statements in fiscal year 2026.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted into U.S.

In accordance with ASC 740, the Company evaluated the impact of the legislation on its financial statements, including potential changes to deferred tax assets and liabilities, and the effective tax rate.

The Company determined that OBBBA did not have a material impact on its consolidated financial statements.

FAIR VALUE MEASUREMENT

The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

Financial assets are marked to bid prices and financial liabilities are marked to offer prices.

Fair value measurements do not include transaction costs.

The fair value hierarchy prioritizes the quality and reliability of the information used to determine fair values.

Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The fair value hierarchy is defined into the following three categories:

● Level 1 – Inputs are quoted market prices in active markets for identical assets or liabilities (these are observable market inputs).

● Level 2 – Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability (includes quoted market prices for similar assets or identical or similar assets in markets in which there are few transactions, prices that are not current or prices that vary substantially).

● Level 3 – Inputs are unobservable inputs that reflect the entity's own assumptions in pricing the asset or liability (used when little or no market data is available).

The Company holds funds in a money market account, which are considered Level 1 assets.

The Company values its money market funds at fair value on a recurring basis.

As of September 30, 2025 and December 31, 2024, the fair value of the Company’s money market funds was $ 12,286 and $ 38,344 , respectively.

There have been no transfers between Level 1, Level 2 and Level 3 in the period presented.

The Company did not have any Level 2 financial assets or liabilities in the period presented.

In the first quarter of 2025, the Company acquired $ 11,000 of Level 3 assets, at fair value, and such assets increased in value to $ 11,735 at September 30, 2025 due to an additional capital contribution.

As of March 31, 2026 and December 31, 2025, the fair value of the Company’s money market funds was $ 12,507 and $ 12,397 , respectively.

The Company holds investments in equity securities without readily determinable fair values.

These investments are accounted for under the measurement alternative method in accordance with ASC 321 .

As of March 31, 2026, the carrying value of these investments was $ 12,235 .

There were no transfers between levels of the fair value hierarchy, and the Company held no Level 2 financial instruments during the periods presented.

COMMITMENTS AND CONTINGENCIES

From time to time, the Company is subject to potential liability under laws and government regulations and various claims and legal actions that may be asserted against us that could have a material adverse effect on the business, reputation, results of operations, cash flows or financial condition.

Such litigation includes, but is not limited to, actions or claims relating to cyber-attacks, data breaches, the Real Estate Settlement Procedures Act (“RESPA”), the Telephone Consumer Protection Act of 1991 (“TCPA”) and state consumer protection laws, antitrust and anticompetition, worker classification, timely filing required filings with the Securities and Exchange Commission (the “SEC”), stockholder derivative actions, non-compliance with contractual or other legal obligations, and beginning with the May 2026 acquisition of NextHome, franchise laws and regulations, including the Federal Trade Commission’s Franchise Rule (16 C.F.R.

Part 436), state franchise disclosure and registration requirements, and franchise relationship laws governing termination, renewal, and transfer rights.

Antitrust Litigation

The Company and its affiliated brokerage entities were among several defendants in eight U.S.

and one Canadian putative class action lawsuits alleging that the Company participated in a system that resulted in sellers of residential property paying inflated buyer broker commissions in violation of U.S.

federal and state antitrust laws and federal Canadian antitrust laws, as applicable, and one U.S.

putative class action lawsuit alleging that the Company participated in a system that resulted in buyers of residential property paying inflated home prices as a result of sellers paying inflated buyer broker commissions in violation of federal and Illinois antitrust laws (collectively, the “antitrust litigation”).

The Company and its affiliated brokerage entities are among several defendants in certain sell-side and buy-side class action lawsuits, as detailed below.

Sell-Side Class Action Lawsuits

The Company is currently named in eight U.S.

and one Canadian putative sell-side class action lawsuits alleging that the Company participated in a system that resulted in sellers of residential property paying inflated buyer broker commissions in violation of U.S.

federal and state antitrust laws and federal Canadian antitrust laws, as applicable.

On December 9, 2024, the Company and certain of its subsidiaries entered into a Settlement Agreement (the “Settlement”) with plaintiffs in the U.S.

3 unchanged sentences

brokerage defendants (the “Hooper Action”).

The Settlement resolves all claims set forth in the Hooper Action and similar claims on a nationwide basis against the Company (collectively, the “Claims”) and releases the Company, its subsidiaries and affiliates, and their independent contractor real estate agents in the U.S.

from the Claims.

By the terms of the Settlement, the Company agreed to make certain changes to its business practices and to pay a total settlement amount of $ 34.0 million (not in thousands) (the “Settlement Amount”) into a qualified settlement escrow fund (the “Settlement Fund”).

The Settlement Amount is expected to be deposited into the Settlement Fund in installments, of which 50 % of the settlement (or $ 17.0 million (not in thousands)) is to be deposited into the Settlement Fund within 30 business days after preliminary court approval of the Settlement and the final 50 % (or $ 17.0 million (not in thousands)) is to be deposited on or before the one-year anniversary of the initial settlement payment.

On May 23, 2025, the United States District Court for the Northern District of Georgia granted preliminary approval of the Settlement.

In accordance with the Settlement terms, the Company funded the first $ 17.0 million (not in thousands) installment into the Settlement Fund during the fiscal quarter ended June 30, 2025.

The Company intends to use available cash to pay the remaining Settlement Amount.

Management has determined that a remaining $ 17.0 million (not in thousands) loss is probable and has included a $ 17.0 million (not in thousands) litigation contingency accrual recorded for the quarter ended September 30, 2025.

While management has determined that loss in excess of the accrual is reasonably possible, it is currently unable to reasonably estimate the possible additional loss or range of possible additional loss because, among other reasons, (i) the settlement is subject to court approval and appeals processes, (ii) further developments in the legal proceedings, including but not limited to motions or rulings, could impact the Company’s exposure;

and/or (iii) potential changes in law or precedent could affect the final determination of liability.

The Settlement remains subject to final court approval and will become effective following any appeals process, if applicable.

The Settlement resolves all claims set forth in the Hooper Action and similar claims on a nationwide basis against the Company (collectively, the “Sell-Side Claims”) and releases the Company, its subsidiaries and affiliates, and their independent contractor real estate agents in the U.S.

from the Sell-Side Claims.

By the terms of the Settlement, the Company agreed to make certain changes to its business practices and to pay a total settlement amount of $ 34.0 million (not in thousands) in two equal installments of $ 17.0 million (not in thousands) into a qualified settlement escrow fund.

The Company funded the first installment during the fiscal quarter ended June 30, 2025.

On March 31, 2026, the United States District Court for the Northern District of Georgia granted final approval of the Settlement.

However, during the quarter ended March 31, 2026,

certain objectors filed a notice of appeal of the final approval to the Eleventh Circuit Court of Appeals.

The effectiveness of the settlement agreement is predicated on the outcome of the appeal.

Despite the appeal, the remaining $ 17.0 million (not in thousands) installment is due on or before June 27, 2026, and the Company intends to pay this amount from available cash.

The Settlement and any actions taken to carry out the Settlement are not an admission or concession of liability, or of the validity of any claim, defense, or point of fact or law on the part of any party.

6 unchanged sentences

and/or (v) there are novel legal issues or unsettled legal theories presented.

For the Canadian antitrust litigation, we have not recorded any accruals as of September 30, 2025.

While the Company does not expect such litigation to have a material adverse effect on our business, results of operations, cash flows or financial condition, due to the complexities inherent in such litigation, including the uncertainty of legal processes and potential developments in the cases, the ultimate liability may differ from current expectations.

Buy-Side Class Action Lawsuit

The Company is currently named in one putative nationwide class action on behalf of home buyers (those who were not also sellers) captioned Batton et al.

The National Association of Realtors, et al.

District Court for the Northern District of Illinois Eastern Division), which was filed on November 2, 2023 against the Company and other U.S.

brokerage defendants (the “Batton Action”).

Plaintiffs in the Batton Action allege that the Company participated in a system that resulted in buyers of residential property paying inflated home prices as a result of sellers paying inflated buyer broker commissions in violation of federal and Illinois antitrust laws.

The Company’s motion to dismiss the Batton Action has been denied.

As described in the next paragraph, developments in a separate, but related, buy-side action, Tuccori v.

At World Properties, et al., United States District Court for the Northern District of Illinois (“Tuccori”), have implications for resolution of the claims asserted against the Company in the Batton Action.

Tuccori, to which the Company was not named as a defendant, is a case that consolidated several purported class actions filed by home buyers.

In October 2025, the court preliminarily approved a settlement structure (the “Tuccori Settlement”) which included an opt-in procedure under which other companies subject to home buyer claims could participate in the Tuccori Settlement, subject to preliminary and final court approval.

On April 14, 2026, the Company opted into the Tuccori Settlement via an Opt-In Settlement Agreement.

The Company anticipates that the Tuccori Settlement will apply to any claims based on any or all of the same factual predicates as those in the Batton Action.

Derivative Litigation

Certain current and former directors and officers of the Company were named as defendants, and the Company was named as a nominal defendant, in a derivative lawsuit in the Court of Chancery of the State of Delaware, first filed on September 25, 2024, entitled Los Angeles City Employees’ Retirement System, on behalf of eXp World Holdings, Inc.

Glenn Sanford, et.

Glenn Sanford, et al.

2024-0998-KSJM).

1 unchanged sentence

The complaint seeks a court declaration of fiduciary duty breaches, disgorgement of profits, damages with interest, injunctive relief for improved oversight of sexual misconduct allegations, and reimbursement of plaintiffs’ costs, including expert and attorney fees.

During the quarter ended March 31, 2026, the Court of Chancery denied the defendants' motion to dismiss.

The case will now proceed to discovery.

Although the Company does not anticipate that the outcome of such litigation will have a material adverse effect on its business, results of operations, cash flows, or financial condition, the inherent complexities and uncertainties of legal proceedings may result in a liability that differs from current expectations.

Management is currently unable to reasonably estimate the possible loss or range of possible loss for this matter because, among other reasons, (i) the proceeding is in preliminary stages, (ii) specific damage amounts have not been sought, (iii) there are significant factual issues to be resolved;

Management is currently unable to reasonably estimate the possible loss or range of possible loss for this matter because, among other reasons, (i)

the proceeding is progressing through preliminary stages, (ii) specific damage amounts have not been sought, (iii) there are significant factual issues to be resolved;

and/or (iv) there are novel legal issues or unsettled legal theories presented.

1 unchanged sentence

Quarterly Cash Dividend

On October 25, 2025 , the Company’s Board declared a dividend of $ 0.05 per share which is expected to be payable on December 1, 2025 , to stockholders of record as of the close of business on November 17, 2025 .

The ex-dividend date is expected to be on or around November 14, 2025.

On April 23, 2026 , the Company’s Board declared a dividend of $ 0.05 per share which is expected to be payable on June 5, 2026 , to stockholders of record as of the close of business on May 22, 2026 .

The ex-dividend date is expected to be on or around May 21, 2026.

The dividend will be paid in cash.

NextHome Acquisition

On May 6, 2026, the Company completed the acquisition of NextHome, Inc.

(“NextHome”), a national franchised real estate brokerage network.

The acquisition represents the Company’s initial entry into the franchised real estate brokerage model.

NextHome operates a franchise system through which independent real estate brokerages and agents operate under the NextHome brand pursuant to franchise agreements.

The Company will reflect NextHome’s results in its consolidated financial statements beginning in the second quarter of 2026, from the date of acquisition.

The initial contribution of NextHome to the Company’s consolidated revenues and results of operations is not expected to be material, though the acquisition introduces a new regulatory framework, including federal and state franchise laws and disclosure requirements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements