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Item 7. Management’s Discussion and Analysis

2026-02-26 compared with 2025-02-28 · 152 added, 156 removed, 255 unchanged (55% of the section changed)

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A discussion regarding our financial condition and results of operations for fiscal year ended December 31, 2024, compared to the fiscal year ended December 31, 2023, can be found under Item 7 in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025.

Alkami is a cloud-based digital banking solutions provider.

Alkami is a cloud-based digital sales and service platform provider.

We inspire and empower community, regional and super-regional financial institutions (“FIs”) to compete with large, technologically advanced and well-resourced banks in the United States.

Our solution, the Alkami Digital Banking Platform, allows FIs to onboard and engage new users, accelerate revenues and meaningfully improve operational efficiency, all with the support of a proprietary, true cloud-based, multi-tenant architecture.

Our solution, the Alkami Digital Sales & Service Platform, consisting of the Alkami Digital Banking Platform, Onboarding & Account Opening, and Data & Marketing, allows FIs to onboard, engage and grow new users, accelerate revenues and meaningfully improve operational efficiency, all with the support of a proprietary, true cloud-based, multi-tenant architecture.

We cultivate deep relationships with our clients through long-term, subscription-based contractual arrangements, aligning our growth with our clients’ success and generating an attractive unit economic model.

Alkami was founded to help level the playing field for FIs.

Since then, our vision has been to create a platform that combines premium technology and fintech solutions in one integrated ecosystem, delivered as a software-as-a-service (“SaaS”) solution and providing our clients’ customers with a single point of access to all things digital.

Since then, our vision has been to create a platform that combines premium technology and fintech solutions in one integrated ecosystem, delivered as a software-as-a-service (“SaaS”) solution and providing our clients’ account holders with a single point of access to all things digital.

We have invested significant resources to build a technology stack that prioritized innovation velocity and speed-to-market given the importance of product depth and functionality in winning and retaining clients.

In October 2020, we acquired ACH Alert, LLC (“ACH Alert”) to pursue adjacent product opportunities, such as fraud prevention and to expand our addressable market.

In September 2021, we acquired MK Decisioning Systems, LLC (“MK”), a technology platform for digital account opening, credit card and loan origination solutions.

In April 2022, we acquired Segmint, Inc.

(“Segmint”), a leading cloud-based financial data analytics and transaction data cleansing provider.

In March 2025, we acquired Fin Technologies, Inc., dba MANTL (“MANTL”), to provide onboarding, account opening, and loan origination solutions that allow FIs to acquire commercial, business and retail customers through a variety of channels for deposit account and loan types.

During 2024, we established a new subsidiary in India to support potential future operational needs.

As of December 31, 2024, this entity had immaterial operations and did not have a significant impact on our consolidated financial results.

We will continue to assess the impact of this entity as operations evolve.

While our presence in India has grown since 2024, these operations remain immaterial to our consolidated financial statements as of December 31, 2025.

Our domain expertise in retail and business banking has enabled us to develop a suite of products tailored to address key challenges faced by FIs.

Due to our architecture, adding products through our single code base is fast, simple and cost-effective.

The key differentiators of the Alkami Digital Banking Platform include:

The key differentiators of the Alkami Digital Sales & Service Platform include:

• User experience :

Personalized and seamless digital experience across user interaction points, including desktop, mobile, chat and SMS, establishing durable connections between FIs and their customers.

Personalized and seamless digital experience across user interaction points, including desktop, mobile, chat and SMS, establishing durable connections between FIs and their customers or members.

• Integrations :

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Data synchronized and stored from back-office systems and third-party fintech solutions and synthesized into meaningful insights, targeted content, and other areas of monetization.

The Alkami Digital Banking Platform offers an end-to-end set of digital banking products.

Our typical relationship with an FI begins with a set of core functional components, which can extend over time to include a rounded suite of products across account opening, marketing, data insights, card experience, money movement, customer service, business banking, financial wellness, security and fraud protection and extensibility.

The Alkami Digital Banking Platform allows us to offer an end-to-end set of software solutions.

Our typical relationship with an FI begins with a set of core functional components, which can expand over time to include a rounded suite of products across onboarding and account opening, marketing, data insights, account management, payments and receivables, admin, risk and reporting, business and commercial banking, retail banking, financial analytics, and extensibility.

We primarily go to market through an internal sales force.

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We predominantly employ a per-registered-user pricing model, with incremental fees above certain contractual client minimum commitments for each licensed solution.

In these cases, our pricing is tiered, with per-registered-user discounts applied as clients achieve higher levels of customer penetration, incentivizing our clients to internally market and promote digital engagement.

In these cases, our pricing is tiered, with per-registered-user discounts applied as clients achieve higher levels of customer or member penetration, incentivizing our clients to internally market and promote digital engagement.

To support our growth and capitalize on our market opportunity, we have increased our operating expenses across all aspects of our business.

In research and development, we continue to focus on innovation and bringing novel capabilities to our platform, extending our product depth.

Similarly, we continue to expand our sales and marketing organization focusing on new client wins, cross-selling opportunities and client

In research and development, we continue to focus on innovation and bringing novel capabilities to our platform, extending our product

Similarly, we continue to expand our sales and marketing organization focusing on new client wins, cross-selling opportunities and client renewals.

For the years ended December 31, 2025, 2024, and 2023, our total revenues were $443.6 million, $333.8 million, and $264.8 million, respectively, representing a growth rate of 32.9% from 2024 to 2025 and 26.1% from 2023 to 2024.

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Recent Developments

Second Amendment to Amended and Restated Credit Agreement.

On July 1, 2024, the Company entered into a Second Amendment to its Amended and Restated Credit Agreement dated as of April 29, 2022, which, among other things, extended the maturity date of the revolving commitment, increased the amount of the revolving loan commitment, increased the according feature, and modified certain existing covenants.

See Note 7 of the Notes to the Consolidated Financial Statements for additional details.

Secondary Offering of Common Stock.

On August 8, 2024, the Company entered into an underwriting agreement with J.P.

Morgan Securities LLC and entities affiliated with General Atlantic, L.P., S3 Ventures Fund III, L.P., George B.

Kaiser and Brian R.

Smith (collectively, the “Selling Stockholders”), relating to an underwritten secondary offering of an aggregate of 5.0 million shares of the Company’s common stock.

Pursuant to the underwriting agreement, the Selling Stockholders sold all 5.0 million shares of common stock.

This offering closed on August 12, 2024.

On November 6, 2024, the Company entered into a subsequent underwriting agreement with J.P.

Morgan Securities LLC and Selling Stockholders relating to an underwritten secondary offering of an aggregate of 7.5 million shares of common stock.

This offering closed on November 8, 2024.

Pursuant to the underwriting agreement, the Selling Stockholders sold all 7.5 million shares of common stock.

The Company did not receive any of the proceeds from the sale of shares by the Selling Stockholders for either offering.

Acquisition of MANTL.

On February 27, 2025, the Company entered into an agreement to acquire Fin Technologies, Inc.

MANTL provides onboarding and account opening solutions that allow financial institutions to acquire commercial, business, and retail customers through a variety of channels for many deposit account types.

Pursuant to the terms of the Merger Agreement, the Company has agreed to acquire MANTL for approximately $380 million, subject to customary purchase price adjustments.

The Company is evaluating various financing options to meet the net cash requirements of the acquisition, which may include utilizing cash and marketable securities, drawing on its credit facility, or leveraging its universal shelf registration to issue equity securities, equity-linked securities, or debt instruments.

See Form 8-K filed on February 27, 2025 for additional information.

Merger with MANTL.

On March 17, 2025, the Company consummated its previously announced merger with MANTL, pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated February 27, 2025, with MANTL surviving as a wholly owned subsidiary of the Company.

MANTL provides onboarding and account opening solutions that allow FIs to acquire commercial, business and retail customers through a variety of channels for many deposit account types.

The aggregate consideration paid in exchange for all of the outstanding equity interests of MANTL was approximately $375 million, net of cash acquired.

Approximately $9.1 million of the consideration was placed into escrow to secure certain post-closing indemnification obligations in the Merger Agreement.

See Note 3 to the Notes to the Consolidated Financial Statements for additional details.

Third Amendment to Amended and Restated Credit Agreement.

In connection with the acquisition of MANTL, on February 27, 2025, the Company entered into a Third Amendment to the its Amended and Restated Credit Agreement dated as of April 29, 2022, which, among other things, extended the maturity date of the revolving commitment, increased the amount of the revolving loan commitment, permits certain convertible indebtedness and equity derivative transactions, subject to certain restrictions, and modified certain covenants.

In connection with the acquisition of MANTL, on February 27, 2025, the Company entered into a Third Amendment (the “Third Amendment”) to its Amended and Restated Credit Agreement dated as of April 29, 2022 (as amended, the “Amended Credit Agreement”), which, among other things, extended the maturity date of the Revolving Facility (as defined below), increased the amount of the Revolving Facility commitment, extended the Financial Covenant Trigger Date (as defined therein), reduced the applicable interest rate margins, permitted the acquisition of MANTL pursuant to the terms of the Merger Agreement, permitted certain convertible indebtedness and equity derivative transactions, subject to certain restrictions, and modified certain covenants.

See Note 8 to the Notes to the Consolidated Financial Statements for additional information.

Issuance of Convertible Senior Notes.

On March 13, 2025, the Company issued $345 million principal amount of its 1.50% Convertible Senior Notes due 2030 (the “2030 Convertible Notes” or “Notes”).

The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of March 13, 2025, between the Company and U.S.

Bank Trust Company, National Association, as trustee (the “Trustee”).

Pursuant to the purchase agreement between the Company and the representatives of the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes are first issued, up to an additional $45 million principal amount of Notes.

The Notes issued on March 13, 2025 include $45 million principal amount of Notes issued pursuant to the full exercise by the initial purchasers of such option.

See Note 8 to the Notes to the Consolidated Financial Statements.

Factors Affecting our Operating Results

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A key part of our strategy is to grow our FI client base.

As of December 31, 2024, we served 272 FIs through the Alkami Digital Banking Platform and over 750 clients when including unique clients only subscribing to one or a combination of ACH Alert, MK or Segmint products.

As of December 31, 2025, we served 301 FIs through the Alkami Digital Banking Platform and over 960 clients when including unique clients only subscribing to one or a combination of ACH Alert, Segmint, or MANTL products.

Each of our digital banking client wins is a competitive takeaway, and as such, our historical ability to grow our client base has been a function of product depth, technological excellence and a sales and marketing function able to match our solutions with the strategic objectives of our clients.

Our future success will significantly depend on our ability to continue to grow our FI client base through competitive wins.

Deepening Client Customer Penetration.

Deepening Client Customer or Member Penetration.

We primarily generate revenues through a per-registered-user pricing model.

Once we onboard a client, our ability to help drive incremental client customer digital adoption translates to additional revenues with very limited additional spend.

Our FI clients are incentivized to market and encourage digital account sign-up based on identifiable improvement in customer engagement, as well as discounts received based on certain levels of customer penetration.

We expect to continue to support digital adoption by client customers through continued investments in new products and platform enhancements.

Our future success will depend on our ability to continue to deepen client customer penetration.

Once we onboard a client, our ability to help drive incremental client customer or member digital adoption translates to additional revenues with very limited additional spend.

We expect to continue to support digital adoption by client customers or members through continued investments in new products and platform enhancements.

Our future success will depend on our ability to continue to deepen client customer or member penetration.

Expanding our Product Suite.

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In a replacement market, we win based on our ability to bring a product suite to market that is superior to the incumbent, as well as to our broader competition.

Of equal importance is the ability to cohesively deliver a deep product suite with as little friction as possible to the client customer.

Of equal importance is the ability to cohesively deliver a deep product suite with as little friction as possible to the client customer or member.

The depth of our product suite is a function of technology and platform partnerships.

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In addition to extending existing relationships, renewals provide an opportunity to grow minimum contract value, as over the course of a contract term our clients often grow, or their needs evolve.

Client renewals are also an important lever in driving our long-term gross margin targets, as we generally achieve

approximately 70% gross margin upon renewal.

Client renewals are also an important lever in driving our long-term gross margin targets, as we generally achieve approximately 70% gross margin upon renewal.

We had 30 client renewals in the year ended December 31, 2025.

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Components of Results of Operations

We derive substantially all of our revenues from SaaS subscription services charged for the use of our digital sales and service solution.

Our client relationships are predominantly based on multi-year contracts for the Alkami Digital Banking Platform that have had an average contract life of approximately 70 months as of December 31, 2025.

We derive the majority of our revenues from SaaS subscription services charged for the use of our digital banking solution.

Subscription services are recognized over time on a ratable basis over the client agreement term beginning on the date our solution is made available to our client.

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In addition, we invoice monthly an additional subscription fee for the number of registered users using each solution and the number of bill-pay and certain other transactions those registered users conduct through our Digital Banking Platform in excess of their contractual client minimum commitments.

Our pricing is tiered, with per-registered-user discounts applied as clients achieve higher levels of customer penetration, incentivizing our clients to internally market our products and promote digital engagement.

Our pricing is tiered, with per-registered-user discounts applied as clients achieve higher levels of customer or member penetration, incentivizing our clients to internally market our products and promote digital engagement.

Variable consideration earned for subscription fees in excess of contractual minimums is recognized as revenues in the month of actual usage.

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Cost of Revenues and Gross Margin

Cost of revenues is comprised primarily of salaries and other personnel-related costs, including employee benefits, bonuses, stock-based compensation, travel and related costs for employees supporting our SaaS subscription, implementation and other services.

This includes the costs of our implementation, client support and development personnel responsible for maintaining and releasing updates to our platform, as well as third-party cloud-based hosting services.

Cost of revenues also includes the direct costs of bill-pay services and other third-party intellectual property included in our solutions, depreciation, and the amortization of acquired technology.

Cost of revenues is comprised primarily of salaries and other personnel-related costs, including employee benefits, bonuses, stock-based compensation, travel, and related costs for employees supporting SaaS subscription, implementation and other services.

This includes the costs of our implementation, client support, development personnel responsible for maintaining and releasing updates to our Platform, as well as third-party cloud-based hosting services.

Cost of revenues also includes the direct costs of bill-pay services and other third-party intellectual property included in our solutions, the amortization of acquired technology, the amortization of capitalized internal use software, and depreciation.

We capitalize certain personnel costs directly related to the implementation of our solutions to the extent those costs are recoverable from future revenues.

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We intend to continue to increase our investments in our implementation, client support teams and technology infrastructure to serve our clients and support our growth.

We expect cost of revenues to continue to grow in absolute dollars as we grow our business, but to vary as a percentage of revenues from period to period as a function of the utilization of implementation and support personnel and the extent to which we

recognize fees from bill-pay services and other third-party functionality integrated into our solutions.

Our gross margin for the years ended December 31, 2025, 2024, and 2023 was 57.8%, 58.9%, and 54.4%, respectively.

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In addition, we also include third-party contractor expenses, software development and testing tools, allocated corporate expenses and other expenses related to developing new solutions and upgrading and enhancing existing solutions.

We expect research and development costs to increase as we expand our platform with new features and functionality, as well as enhance the existing Alkami Digital Banking Platform.

We expect research and development costs to increase as we expand our platform with new features and functionality, as well as enhance the existing Alkami Digital Sales & Service Platform.

Sales and Marketing.

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General and administrative expenses consist primarily of personnel-related costs for our executive, finance, legal, human resources, information technology, security and compliance and other administrative employees, including salaries, bonuses, commissions, other incentive-related compensation, employee benefits and stock-based compensation.

General and administrative expenses also include accounting, auditing and legal professional services fees, secondary offering costs, travel and other unallocated corporate-related expenses, such as the cost of our facilities, employee relations, corporate telecommunication and software.

General and administrative expenses also include accounting, auditing and legal professional services fees, secondary offering related expenses, stockholder matters related expenses, travel and other unallocated corporate-related expenses, such as the cost of our facilities, employee relations, corporate telecommunication and software.

We expect that general and administrative expenses will continue to increase as we scale our business and as we incur costs associated with being a publicly traded company, including legal, audit, business insurance and consulting fees.

Acquisition-Related Expenses, net.

Acquisition-related expenses, net, include acquisition-related expenses primarily related to accrual of deferred compensation, legal, consulting and professional fees.

In addition, these expenses are inclusive of any gain or loss on revaluation of contingent consideration.

However, we expect that general and administrative expenses will decrease as a percentage of revenue over the long term.

Acquisition-Related Expenses.

Acquisition-related expenses are primarily related to insurance, legal, consulting and professional fees incurred for the acquisition of MANTL.

Amortization of Acquired Intangibles.

Amortization of acquired intangibles represents the amortization of intangible assets recorded in connection with our business acquisitions, which are amortized on a straight-line basis over the estimated useful lives of the related assets.

Loss on Impairment of Intangible Assets.

Loss on impairment of intangible assets related to the impact of the acquisition of MANTL to certain historical developed technology, customer relationships and capitalized developed software assets.

Non-operating Income (Expense)

Non-operating income (expense) consists primarily of interest income from our cash balances, interest expense from borrowings under our revolving line of credit, amortization of deferred debt costs, unrealized gains or losses on marketable securities and realized gains on sales of marketable securities.

Provision (Benefit) for Income Taxes

Non-operating income (expense) consists primarily of interest income from our cash balances, interest expense from borrowings under our Revolving Facility and 2030 Convertible Notes, amortization of debt discount and deferred debt costs, unrealized gains or losses on marketable securities and realized gains on sales of marketable securities.

(Benefit from) Provision for Income Taxes

Our effective tax rate differs from the statutory tax rate primarily due to the impact of the valuation allowance against our deferred tax assets and state tax expense.

As a result of our valuation allowance, provision for income taxes consists primarily of state income taxes and deferred taxes related to the tax amortization of acquired goodwill.

As a result of our valuation allowance, (benefit from) provision for income taxes consists primarily of state income taxes and deferred taxes related to the tax amortization of acquired goodwill, offset by a deferred tax benefit attributable to the partial release of the Company’s pre-existing valuation allowance related to the MANTL business combination.

See Notes 3 and 10 of the Notes to the Consolidated Financial Statements for further information.

Results of Operations

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General and administrative 100,892 83,650 72,900

Acquisition-related expenses, net 195 263 (12,529)

Acquisition-related expenses 3,463 195 263

Amortization of acquired intangibles 5,688 1,435 1,435

Loss on impairment of intangible assets 1,655 — —

Total operating expenses 310,235 241,256 207,816

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Interest expense (9,486) (461) (7,384)

Gain (loss) on financial instruments — 534 (200)

Gain on financial instruments — — 534

Loss on extinguishment of debt — — (409)

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(58,962) (40,527) (62,869)

Provision (benefit) for income taxes 308 44 (461)

(Benefit from) provision for income taxes (11,310) 308 44

$ (47,652) $ (40,835) $ (62,913)

(1) Includes amortization of acquired technology of $16.6 million, $5.4 million, and $5.4 million for the years ended December 31, 2025, 2024, and 2023, respectively.

(2) Includes stock-based compensation expenses as follows:

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Net loss $ (47,652) $ (40,835) $ (62,913)

Provision (benefit) for income taxes 308 44 (461)

(Gain) loss on financial instruments — (534) 200

Interest (income) expense, net (4,099) (711) 1,154

(Benefit from) provision for income taxes (11,310) 308 44

Gain on financial instruments — — (534)

Interest expense (income), net 5,326 (4,099) (711)

Depreciation and amortization 26,912 10,508 10,631

Stock-based compensation expense 80,098 59,437 51,231

Secondary offering costs (1)

Acquisition-related expenses, net 195 263 (12,529)

Secondary offering related expenses (1)

Acquisition-related expenses 3,463 195 263

Loss on extinguishment of debt — — 409

Loss on impairment of intangible assets 1,655 — —

Stockholder matters related expenses (2)

Adjusted EBITDA (3)

$ 59,091 $ 26,851 $ (1,580)

(1) Pursuant to the requirements of the Fourth Amended and Restated Investors’ Rights Agreement, dated as of September 24, 2020, by and among the Company and the investors listed therein, the Company incurred secondary offering costs on behalf of the Selling Stockholders related to the offerings closed on August 12, 2024 and November 8, 2024.

(1) Pursuant to the requirements of the Fourth Amended and Restated Investors’ Rights Agreement, dated as of September 24, 2020, by and among the Company and the investors listed therein, the Company incurred secondary offering related expenses on behalf of the Selling Stockholders related to the offerings closed on August 12, 2024 and November 8, 2024.

(2) Stockholder matters related expenses consist primarily of legal, consulting, advisory fees, and other related costs to stockholder matters that are outside of the ordinary course of our business.

We believe such expenses do not have a direct correlation to the operation of our business and may vary in size depending on timing, nature, and resolution of such stockholder matters.

(3) Adjusted EBITDA is a non-GAAP financial measure and should not be considered an alternative to GAAP net loss as a measure of operating performance or as a measure of liquidity.

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Adjusted EBITDA is a non-GAAP financial measure and should not be considered an alternative to GAAP net loss as a measure of operating performance or as a measure of liquidity.

We define adjusted EBITDA as net loss before provision (benefit) for income taxes;

(gain) loss on financial instruments;

interest (income) expense, net;

We define adjusted EBITDA as net loss before (benefit from) provision for income taxes;

gain on financial instruments;

interest expense (income), net;

depreciation and amortization;

stock-based compensation expense;

secondary offering costs;

acquisition-related expenses, net;

and loss on extinguishment of debt.

secondary offering related expenses;

acquisition-related expenses;

loss on extinguishment of debt;

loss on impairment of intangible assets;

and stockholder matters related expenses.

We believe adjusted EBITDA provides investors and other users of our financial information consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations.

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Registered Users.

We define a registered user as an individual or business related to an account holder of an FI client on our digital banking platform who has registered to use one or more of our solutions and has current access to use those solutions as of the last day of the reporting period presented.

We define a registered user as an individual or business related to an account holder of an FI client on our digital banking platform and has access as of the last day of the reporting period presented.

We exclude individuals or businesses that solely use the products and services of our acquisitions.

We price our digital banking platform based on the number of registered users, so as the number of registered users of our digital banking platform increases, our ARR grows.

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Revenues increased $109.8 million, or 32.9%, for 2025 compared to 2024.

The increase in revenues was primarily due to registered user growth of 2.5 million, comprised of 1.3 million in registered user growth from existing clients and 1.2 million in registered users from new clients implemented through our digital banking platform (contractual minimums).

In addition, increased revenues were due to RPU growth of 7.1%.

RPU growth was primarily driven by cross-sell activity to existing clients and higher average RPU of new clients implemented on our digital banking platform compared to aggregate RPU.

The average RPU of users from new clients implemented on our digital platform in the last year of $21.70 is 21.8% higher than the aggregate RPU as of December 31, 2024.

The increase of $109.8 million in revenues for the year ended December 31, 2025 was primarily driven by an increase of $102.4 million in SaaS subscription services revenues due to user growth on our Digital Banking Platform, new client implementations, and selling additional solutions to existing clients as well as a $5.0 million increase in implementation services revenues.

The revenue contribution from the MANTL acquisition was $34.9 million for the year ended December 31, 2025.

Cost of Revenues

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Percentage of revenues 42.2 % 41.1 % 1.1 % 2.7 %

Cost of revenues increased $16.5 million, or 13.7%, for 2024 compared to 2023, generating a gross margin of 58.9% for 2024 compared to a gross margin of 54.4% for 2023.

The increase in cost of revenues was primarily driven by $14.6 million in higher costs of our third-party partners where we resell their solutions as part of the digital platform, and a $0.6 million increase in personnel-related costs (which includes a decrease in stock-based compensation of $0.2 million) resulting from headcount increases supporting our growth in the following teams:

client implementation, site reliability engineering and client support, as well as higher miscellaneous other costs of $1.7 million.

These expenses were partially offset by a decrease in hosting costs of $0.4 million.

Cost of revenues increased $49.8 million, or 36.3%, for 2025 compared to 2024.

The increase in cost of revenues was primarily driven by $22.9 million in higher costs of our third-party partners where we resell their solutions as part of the digital platform, an $12.1 million increase in personnel-related costs (which includes stock-based compensation of $2.9 million, of which $1.0 million was related to certain unvested equity awards settled in cash in conjunction with the acquisition of MANTL), an $11.2 million increase in amortization of intangible assets, primarily related to the acquisition of MANTL, and $3.5 million in higher hosting costs.

We generated a gross margin of 57.8% for 2025 compared to a gross margin of 58.9% for 2024.

The driver for the decrease in gross margin for the year ended December 31, 2025 compared to the same period in 2024 is primarily related to the increased amortization of intangible assets included in cost of revenues due to the acquisition of MANTL.

Operating Expenses

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General and administrative 100,892 83,650 17,242 20.6 %

Acquisition-related expenses, net 195 263 (68) (25.9) %

Acquisition-related expenses 3,463 195 3,268 1675.9 %

Amortization of acquired intangibles 5,688 1,435 4,253 296.4 %

Loss on impairment of intangible assets 1,655 — 1,655 100.0 %

Total operating expenses $ 310,235 $ 241,256 $ 68,979 28.6 %

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Research and Development

Research and development expenses increased $11.6 million, or 13.6%, for 2024 compared to 2023, primarily due to a $5.8 million increase in personnel-related costs (which includes stock-based compensation of $1.3 million) resulting primarily from headcount growth, $5.4 million in higher consulting costs, $1.1 million in higher hosting costs, and higher miscellaneous other costs of $0.7 million.

Research and development expenses increased $22.2 million, or 23.1%, for 2025 compared to 2024, primarily due to a $20.4 million increase in personnel-related costs (which includes stock-based compensation of $5.2 million) associated with headcount growth, $1.5 million in higher hosting costs, and $1.3 million in higher software costs.

These expenses were partially offset by an increase of $1.3 million in capitalized development costs.

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Sales and marketing expenses increased $20.4 million, or 34.1%, for 2025 compared to 2024.

The increase was primarily due to an $8.6 million increase in personnel-related costs (which includes stock-based compensation of $1.8 million) resulting primarily from headcount growth in our sales and marketing teams.

In addition, we incurred $1.7 million in higher consulting costs, and $1.0 million in higher travel costs for our sales team.

These expenses are partially offset by lower miscellaneous other costs of $0.1 million.

The increase was primarily due to an $15.5 million increase in personnel-related costs (which includes stock-based compensation of $4.5 million) associated with headcount growth in our sales and marketing teams.

In addition, we incurred $1.4 million in higher travel costs for our sales team, $1.3 million in higher consulting costs, and $1.0 million in higher costs related to industry conferences and trade shows.

General and Administrative

General and administrative expenses increased $17.2 million, or 20.6%, for 2025 compared to 2024.

The increase was primarily due to a $6.5 million increase in personnel-costs (which includes stock-based compensation of $5.3 million) resulting primarily from headcount growth, higher audit and consulting fees of $2.4 million, higher software costs of $1.7 million, and $1.3 million of secondary offering costs.

These expenses are partially offset by $1.1 million lower miscellaneous other costs.

Acquisition-Related Expenses, Net

Acquisition-related expenses, net was $0.2 million and $0.3 million for the years ended December 31, 2024 and 2023, respectively.

The increase was primarily due to a $14.6 million increase in personnel-costs (which includes stock-based compensation of $8.1 million) associated with headcount growth and higher software costs of $2.2 million.

Acquisition-related expenses

Acquisition-related expenses increased $3.3 million for 2025 compared to 2024 primarily related to insurance, legal, consulting, and professional fees incurred for the acquisition of MANTL.

Amortization of Acquired Intangibles

Amortization of acquired intangibles was $1.4 million for both of the years ended December 31, 2024 and 2023.

Amortization of acquired intangibles was $5.7 million and $1.4 million for the years ended December 31, 2025 and 2024 respectively.

Amortization of acquired intangibles increased for the years ended December 31, 2025 compared to 2024, primarily due to the acquisition of intangible assets as part of the acquisition of MANTL in March 2025 and related additional amortization.

Loss on Impairment of Intangible Assets

Loss on impairment of intangible assets was $1.7 million for the year ended December 31, 2025, related to impairment of certain historical developed technology intangible assets, customer relationship intangible assets, and capitalized developed software assets (included in property and equipment, net on the consolidated balance sheets) as a result of the acquisition of MANTL.

Non-Operating Income (Expense)

Non-operating income increased $3.3 million for 2024 compared to 2023, primarily due to a $3.4 million increase in net interest income and a reduction in loss on extinguishment of debt of $0.4 million, partially offset by a $0.5 million reduction in gain on financial instruments related to marketable securities.

Provision for Income Taxes

The Company recorded a provision for income taxes of $0.3 million and less than $0.1 million, resulting in an effective tax rate of (0.8)% and (0.1)% for 2024 and 2023, respectively.

As a result of our valuation allowance, provision for income taxes consists primarily of current state income taxes and deferred taxes related to the tax amortization of acquired goodwill.

The difference in the effective tax rate for the year ended December 31, 2024 as compared to 2023 is primarily the result of increased current state tax expense in 2024 as compared to 2023.

Our effective tax rate differs from the statutory tax rate primarily due to the impact of the valuation allowance against the Company’s deferred tax assets.

Non-operating expense increased $9.4 million for 2025 compared to 2024, primarily due to a $9.4 million increase in net interest expense related to the 2030 Convertible Notes and Revolving Facility.

(Benefit from) Provision for Income Taxes

The Company recorded a benefit from income taxes of $11.3 million and a provision for income taxes of $0.3 million for the years ended December 31, 2025 and 2024 respectively, resulting in an effective tax rate of 19.2% and (0.8)% for 2025 and 2024, respectively.

The Company’s effective tax rates for the years ended December 31, 2025 and 2024 differ from the statutory tax rate primarily due to the impact of the valuation allowance against its deferred tax assets and state tax expense, offset by a deferred tax benefit attributable to the partial release of the Company’s pre-existing valuation allowance related to the MANTL business combination.

The acquisition of MANTL resulted in the recognition of a net deferred tax liability of $12.6 million.

See Note 3 of the Notes to the

Consolidated Financial Statements for further information.

Prior to the business combination, MANTL had a full valuation allowance on its net deferred tax assets.

The net deferred tax liability generated from the business combination is considered an additional source of income to support the realizability of the Company’s pre-existing deferred tax assets.

As a result, the Company released a portion of the pre-existing valuation allowance against the deferred tax assets and recorded a provisional deferred tax benefit of $12.0 million.

Liquidity and Capital Resources

As of December 31, 2025, we had $99.1 million in cash and cash equivalents and marketable securities, and an accumulated deficit of $523.9 million.

Our net losses have been driven by our investments in developing our digital banking platform, expanding our sales, marketing and implementation organizations, and scaling our administrative functions to support our rapid growth.

Our net losses have been driven by our investments in developing our Digital Sales & Service Platform, expanding our sales, marketing and implementation organizations, and scaling our administrative functions to support our rapid growth.

We funded the acquisition of MANTL through the issuance of the 2030 Convertible Notes, borrowings on our revolving facility under the Amended Credit Agreement (the “Revolving Facility”), and cash from our balance sheet.

We have financed our operations primarily through cash generated from the sale of SaaS subscription services.

Our future capital requirements will depend on many factors, including revenue growth and costs incurred to support client usage and growth in our client base, increased research and development expenses to support the growth of our business and related infrastructure, increased general and administrative expenses associated with being a publicly traded company, investments in office facilities and other capital expenditure requirements and any potential future acquisitions or other strategic transactions.

We believe that our existing cash resources, including our Amended Credit Agreement, will be sufficient to finance our continued operations, growth strategy, planned capital expenditures and the additional expenses we expect to incur as a public company for the short term (at least the next 12 months) and longer term (beyond the next 12 months).

We may, from time to time, seek to raise additional capital to support our growth.

We believe that our existing cash resources, including our Revolving Facility, will be sufficient to finance our continued operations, growth strategy, planned capital expenditures and the additional expenses we expect to incur as a public company for the short term (at least the next 12 months) and longer term (beyond the next 12 months).

We may, from time to time, seek to raise additional capital to support our growth, including fund acquisitions, as we did with the issuance of the 2030 Convertible Notes to fund, in part, the acquisition of MANTL.

Any equity financing we may undertake could be dilutive to our existing stockholders, and any additional debt financing we may undertake could require debt service and financial and operational requirements that could adversely affect our business.

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(in thousands) 2025 2024

Net cash provided by (used in) operating activities $ 18,597 $ (17,502)

Net cash provided by investing activities $ 23,041 $ 33,911

Net cash provided by (used in) financing activities $ 11,794 $ (87,819)

Net Cash Provided by (Used in) Operating Activities

Net cash provided by operating activities $ 42,906 $ 18,597

Net cash (used in) provided by investing activities $ (397,594) $ 23,041

Net cash provided by financing activities $ 323,786 $ 11,794

Net Cash Provided by Operating Activities

During the year ended December 31, 2025, net cash provided by operating activities was $42.9 million, which consisted of a net loss of $47.7 million, adjusted by non-cash charges of $94.1 million, and net cash outflows from the change in net operating assets and liabilities of $3.5 million.

The non-cash charges were primarily comprised of depreciation and amortization expense of $10.5 million, stock-based compensation expense of $59.4 million, and other net activity of $0.3 million, partially offset by accrued interest on marketable securities of $1.1 million.

The non-cash charges were primarily comprised of depreciation and amortization expense of $26.9 million, stock-based compensation expense of $76.2 million (exclusive of $3.9 million of stock-based compensation expense for unvested equity awards settled in cash related to MANTL acquisition), loss on impairment of intangible assets of $1.7 million, and net other non-cash charges of $1.1 million, partially offset by deferred taxes of $11.8 million.

The net cash outflows from the change in our net operating assets and liabilities were primarily due to an $12.3 million increase in deferred costs, an $11.3 million increase in accounts receivable, and a $9.4 million increase in prepaid expenses and other assets, partially offset by a $19.7 million increase in accounts payable and accrued liabilities, and a $9.7 million increase in deferred revenues.

During the year ended December 31, 2024, net cash provided by operating activities was $18.6 million, which consisted of a net loss of $40.8 million, adjusted by non-cash charges of $69.2 million, and net cash outflows from the change in net operating assets and liabilities of $9.8 million.

The non-cash charges were primarily comprised of depreciation and amortization expense of $10.5 million, stock-based compensation expense of $59.4 million, partially offset by accrued interest on marketable securities of $1.1 million.

The net cash outflows from the change in our net operating assets and liabilities were primarily due to an $8.6 million increase in deferred costs, $4.0 million increase in prepaid expenses and other assets, and a $3.2 million increase in accounts receivable, partially offset by a $3.3 million increase in accounts payable and accrued liabilities, and a $2.7 million increase in deferred revenues.

During the year ended December 31, 2023, net cash used in operating activities was $17.5 million, which consisted of a net loss of $62.9 million, adjusted by non-cash charges of $58.2 million and net cash outflows from the change in net operating assets and liabilities of $12.8 million.

The non-cash charges were primarily comprised of depreciation and amortization expense of $10.6 million and stock-based compensation expense of $51.2 million, partially offset by accrued interest on marketable securities of $3.2 million, and other net activity of $0.4 million.

The net cash outflows from the change in our net operating assets and liabilities were primarily due to an $7.7 million increase in deferred costs and a $9.3 million increase in accounts receivable, partially offset by a $3.6 million increase in deferred revenues, a $0.4 million decrease in prepaid expenses and other assets, and a $0.1 million increase in accounts payable and accrued liabilities.

Net Cash Provided by Investing Activities

During the year ended December 31, 2024, net cash provided by investing activities was $23.0 million, primarily consisting of $71.3 million in proceeds from sales, maturities, and redemptions of marketable securities, partially offset by $40.4 million for the purchase of marketable securities, $6.7 million related to capitalized software development costs, and capital expenditures related to updates for computer and other equipment of $1.2 million.

During the year ended December 31, 2023, net cash provided by investing activities was $33.9 million, primarily consisting of $181.0 million in proceeds from sales, maturities, and redemptions of marketable securities, partially offset by $140.8 million for the purchase of marketable securities, $5.2 million related to capitalized software development costs, and capital expenditures related to updates for computer and other equipment of $1.1 million.

Net Cash Provided by (Used in) Financing Activities

For the year ended December 31, 2024, net cash provided by financing activities was $11.8 million, which was primarily due to proceeds of $20.2 million from stock option exercises to purchase 2.6 million shares of common stock and proceeds from issuances under the Employee Stock Purchase Plan (“ESPP”) of $4.7 million, partially offset by payments for taxes related to net settlement of equity awards of $12.8 million and debt issuance costs of $0.4 million.

For the year ended December 31, 2023, net cash used in financing activities was $87.8 million, which was primarily due to $85.0 million of principal payments on term debt, payments for taxes related to net settlement of equity awards of $16.0 million, payment of an acquisition related holdback of $3.6 million and debt issuance costs paid of $0.3 million, partially offset by proceeds of $13.0 million from the exercise of stock options to purchase 2.2 million shares of our common stock and proceeds from issuances under the ESPP of $4.1 million.

Amended Credit Agreement

On July 1, 2024, the Company entered into a Second Amendment (the “Second Amendment”) to the Company’s Amended and Restated Credit Agreement dated as of April 29, 2022 (as amended, the “Amended Credit Agreement”), with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as administrative agent, and other lenders party thereto.

The Second Amendment, among other things, (i) extended the maturity date of the revolving commitment (“Revolving Facility”) from April 29, 2026 to April 29, 2027, (ii) increased the amount of the Revolving Facility commitment by $65.0 million, for a total Revolving Facility of $125.0 million, (iii) increased the accordion feature from $50.0 million to $100.0 million, (iv) modified certain existing covenants, including increasing the minimum trailing four quarters free cash flow requirement to $(25.0) million, and (v) for any fiscal quarter ending after the financial covenant trigger date (which was extended to April 28, 2026 or such earlier date as designated by the Company) (the “Financial Covenant Trigger Date”), replaced compliance with a fixed charge coverage ratio with compliance with a minimum interest coverage ratio of 3.0x.

Revolving Facility loans under the Amended Credit Agreement may be voluntarily prepaid and re-borrowed.

The Amended Credit Agreement previously provided for a term loan, which was fully repaid in December 2023 and cannot be re-borrowed.

The Company has no outstanding borrowings as of December 31, 2024 related to the Amended Credit Agreement.

Obligations under the Amended Credit Agreement are guaranteed by the Company’s subsidiaries and secured by all or substantially all of the assets of the Company and its subsidiaries pursuant to an Amended and Restated Guarantee and Collateral Agreement.

The Company has a standby letter of credit in the amount of $0.3 million, which serves as security under the lease relating to the Company’s office space that expires in 2033.

The Amended Credit Agreement contains customary affirmative and negative covenants.

Before the Financial Covenant Trigger Date, the following covenants are applicable:

(i) an annual recurring revenue growth covenant requiring the loan parties to have recurring revenues in any four consecutive fiscal quarter period in an amount that is 10% greater than the recurring revenues for the corresponding four consecutive quarter period in the previous year;

and (ii) a liquidity (defined as the aggregate amount of cash in bank accounts subject to a control agreement plus availability under the Revolving Facility) covenant, requiring the loan parties to have liquidity, tested on the last day of each calendar month, of $20.0 million or more.

After the Financial Covenant Trigger Date, the existing annual recurring revenue growth and liquidity financial covenants are no longer applicable, and the following covenants take effect:

(i) a consolidated total leverage ratio requiring the ratio, as calculated at the last day of such fiscal quarter for the period of 12 consecutive months then ending, to be less than 3.50:1.00;

and (ii) a consolidated interest coverage ratio requiring the ratio, for any fiscal quarter ending as calculated at the last day of such fiscal quarter for the period of 12 consecutive months then ending, to be more than 3.00:1.00.

The Second Amendment revised the free cash flow covenant, as calculated at the last day of each fiscal quarter for the period of 12 consecutive months then ending, requiring free cash flow to be not less than $(25.0) million for the fiscal quarter ended September 30, 2024 and each fiscal quarter ending thereafter.

The Amended Credit Agreement also contains customary events of default, which if they occur, could result in the termination of commitments under the Amended Credit Agreement, the declaration that all outstanding loans are immediately due and payable in whole or in part, and the requirement to maintain cash collateral deposits in respect of outstanding letters of credit.

The Company was in compliance with all covenants as of December 31, 2024.

Total interest expense, including commitment fees and unused line fees, for the years ended December 31, 2024, 2023, and 2022 was $0.5 million, $7.4 million and $3.9 million, respectively.

In conjunction with closing the Amended Credit Agreement in 2022, First Amendment in 2023, and Second Amendment in 2024, we incurred issuance costs of $0.9 million, $0.3 million and $0.4 million, respectively, which were deferred and were scheduled to be amortized over the remaining term of the agreement.

Unamortized debt issuance costs totaled $0.5 million, $0.3 million, and $0.7 million as of December 31, 2024, 2023, and 2022 respectively.

Amortization expense totaled $0.2 million, $0.4 million, and $0.3 million for the years ended December 31, 2024, 2023, and 2022, respectively.

Net Cash (Used in) Provided by Investing Activities

During the year ended December 31, 2025, net cash used in investing activities was $397.6 million, primarily consisting of $375.5 million related to our acquisition of MANTL, $45.2 million for the purchase of marketable securities, $7.1 million related to capitalized software development costs and capital expenditures related to updates for computer and other equipment of $1.5 million, partially offset by $31.8 million in proceeds from sales, maturities, and redemptions of marketable securities.

equipment of $1.2 million.

Net Cash Provided by Financing Activities

For the year ended December 31, 2025, net cash provided by financing activities was $323.8 million, which was primarily due to proceeds of $335.5 million from the issuance of the 2030 Convertible Notes, proceeds of $60.0 million from revolver loan borrowings, $5.3 million in proceeds from issuances under the Employee Stock Purchase Plan (“ESPP”), and $3.7 million in proceeds from the exercise of stock options to purchase 0.5 million shares of our common stock, partially offset by $45.0 million of payments on the revolving loan, $33.9 million paid for the Capped Calls, and $1.9 million of debt issuance costs paid.

For the year ended December 31, 2024, net cash provided by financing activities was $11.8 million, which was primarily due to proceeds of $20.2 million from stock option exercises to purchase 2.6 million shares of common stock and proceeds from issuances under the ESPP of $4.7 million, partially offset by payments for taxes related to net settlement of equity awards of $12.8 million and debt issuance costs of $0.4 million.

Debt Transactions

On February 27, 2025, the Company entered into the Third Amendment and subsequently borrowed $60 million on the Revolving Facility during March 2025, with the proceeds used for the acquisition of MANTL.

As of December 31, 2025, $15 million remained outstanding on the Revolving Facility.

Refer to Note 8 of the Notes to the Consolidated Financial Statements for more information regarding the Amended Credit Agreement.

On March 13, 2025, the Company issued $345 million 2030 Convertible Notes.

The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of March 13, 2025, between the Company and the Trustee.

In connection with the issuance of the 2030 Convertible Notes, the Company entered into the Capped Calls.

Refer to Note 8 of the Notes to the Consolidated Financial Statements for more information regarding the 2030 Convertible Notes and Capped Calls.

Total interest expense, including commitment fees and unused line fees, was $9.5 million, $0.5 million and $7.4 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Interest expense related to the 2030 Convertible Notes and Revolving Facility was $5.8 million and $2.8 million for the year ended December 31, 2025, respectively.

In conjunction with closing the Amended and Restated Credit Agreement in 2022, First Amendment in 2023, Second Amendment in 2024, and Third Amendment in March 2025, we incurred issuance costs of $0.9 million, $0.3 million, $0.4 million, and $0.9 million, respectively, which were deferred and scheduled to be amortized over the remaining term of the agreement.

In conjunction with the issuance of the 2030 Convertible Notes, the Company recognized an original issue discount of $9.5 million and debt issuance costs of $0.9 million, which were capitalized as components of the carrying amount and included in Convertible senior notes, net in the consolidated balance sheets.

See Note 8 to the Notes to the Consolidated Financial Statements for additional information.

Unamortized discounts and debt issuance costs totaled $10.0 million and $0.5 million as of December 31, 2025 and 2024, respectively.

Amortization expense related to unamortized discounts and debt issuance costs (included in interest expense in the consolidated statements of operations) totaled $2.0 million, $0.2 million, and $0.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.

Off-Balance Sheet Arrangements

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Total future operating lease payments at December 31, 2025 are $23.2 million.

Within the next 12 months, operating lease payments are

expected to be $2.7 million.

Within the next 12 months, operating lease payments are expected to be $2.8 million.

Refer to Note 14 of the Notes to the Consolidated Financial Statements for further details .

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Revenue Recognition

We derive the majority of our revenues from SaaS subscription services charged for the use of our digital banking solutions.

SaaS subscription services are generally recognized as revenues over the term of the contract as a series of distinct SaaS services bundled into a single performance obligation.

Clients are typically charged a one-time, upfront implementation fee and recurring annual and monthly access fees for the use of our digital banking solution.

Implementation and integration of the digital banking platform is complex, and we have determined that the one-time, upfront services are not distinct.

In determining whether implementation services are distinct from subscription services, we considered various factors including the significant level of integration, interdependency, and interrelation between the implementation and subscription service, as well as the inability of the clients’ personnel or other service providers to perform significant portions of the services.

As a result, we defer any arrangement fees for implementation services and recognize such amounts over time on a ratable basis as one performance obligation with the underlying subscription revenue commencing when the client goes live on the platform, which corresponds with the date the client obtains access to our digital banking solution and begins to benefit from the service.

Our performance obligation for the SaaS series of services includes standing ready over the term of the contract to provide access to all the clients’ customers and process any transactions initiated by those customers.

We invoice clients each month for the contracted minimum number of registered users with an additional amount for registered users in excess of those minimums.

We recognize variable consideration related to registered user counts in excess of the contractual minimum amounts each month.

SaaS subscription revenues also include annual and monthly charges for maintenance and support services, which are recognized on a straight-line basis over the subscription term.

During the term of the contract, clients may purchase additional professional services to modify or enhance their licensed SaaS solutions.

These services are distinct performance obligations recognized when control of the enhancement is transferred to the client.

The Company derives substantially all of its revenues from SaaS subscription services charged for the use of its digital sales and service solutions.

SaaS subscription services are generally recognized as revenue over the term of the contract as a series of distinct SaaS services bundled into a single performance obligation.

Clients are typically charged a one-time, upfront implementation fee and recurring annual and monthly access fees for the use of the Company’s Digital Sales and Service solution.

Implementation and integration of the digital sales and service platform is complex, and the Company has determined that the one-time, upfront services are not distinct from the related SaaS subscription services.

In determining whether implementation services are distinct from subscription services, the Company considered various factors including the significant level of integration, interdependency, and interrelation between the implementation and subscription service, as well as the inability of the clients’ personnel or other service providers to perform significant portions of the services.

As a result, the Company defers any upfront fees associated with implementation services and recognizes such amounts over time on a ratable basis as one performance obligation with the underlying subscription revenue commencing when the client goes live on the platform, which corresponds with the date the client obtains access to the Company’s digital sales and service solution and begins to benefit from the service.

The Company’s performance obligation for the SaaS series of services includes standing ready over the term of the contract to provide access to all of the clients’ users and process any transactions initiated by those users.

The Company primarily invoices clients each month for the contracted minimum number of registered users with an additional amount for users in excess of those minimums.

The Company recognizes variable consideration related to registered user counts in excess of the contractual minimum amounts each month in the period in which the uncertainty is resolved, to the extent it is probable that a significant reversal will not occur.

SaaS subscription revenues also include annual and monthly charges for maintenance and support services that are recognized over the subscription term.

In certain enterprise license arrangements, customers are provided unlimited access to the Company’s SaaS platform over the contractual term without minimum user tiers or excess usage pricing.

These arrangements represent a stand-ready obligation to provide continuous access over the contract term and are accounted for as a series of distinct services satisfied over time.

Total fixed consideration specified in the contract, including fixed annual escalators, is recognized ratably over the contractual term, regardless of the timing of invoicing.

Business Combinations

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We typically engage outside appraisal firms to assist in the fair value determination of identifiable intangible assets and any other significant assets or liabilities.

We adjust the preliminary purchase price allocation, as necessary, up to one year after the acquisition closing date as we obtain more information regarding asset valuations and liabilities assumed.

For acquisitions involving additional consideration to be transferred to the selling parties in the event certain future events occur or conditions are met (“contingent consideration”), we recognize the acquisition date fair value of contingent consideration as part of the consideration transferred in exchange for the business combination.

Contingent consideration meeting the criteria to be classified as equity in the consolidated balance sheets is not remeasured, and its subsequent settlement is recorded within stockholders’ equity (deficit).

Contingent consideration classified as a liability is remeasured to fair value at each reporting date until the contingency is resolved, with any changes in fair value recognized in our consolidated statements of operations.

Recently Issued Accounting Pronouncements

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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-K

Item 7. Management’s Discussion and Analysis