What changed in this filing

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Item 1. Financial Statements

2025-08-07 compared with 2025-05-08 · 142 added, 98 removed, 512 unchanged (32% of the section changed)

3 unchanged sentences

(in thousands, except par value and share data)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Current assets

32 unchanged sentences

Class A common stock—par value 0.0001 ;

500,000,000 shares authorized as of March 31, 2025 and December 31, 2024 and 43,132,115 and 42,938,701 shares issued as of March 31, 2025 and December 31, 2024, respectively

500,000,000 shares authorized as of June 30, 2025 and December 31, 2024 and 43,245,763 and 42,938,701 shares issued as of June 30, 2025 and December 31, 2024, respectively

Class B common stock—par value 0.0001 ;

100,000,000 shares authorized as of March 31, 2025 and December 31, 2024 and 31,088,085 and 31,090,085 shares issued as of March 31, 2025 and December 31, 2024, respectively

100,000,000 shares authorized as of June 30, 2025 and December 31, 2024 and 31,088,085 and 31,090,085 shares issued as of June 30, 2025 and December 31, 2024, respectively

Treasury stock at cost, 313,160 shares as of June 30, 2025

Additional paid-in capital 605,084 591,281

7 unchanged sentences

(unaudited, in thousands, except per share data)

Three months ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Subscriptions $ 132,657 $ 112,974 $ 267,009 $ 230,668

16 unchanged sentences

Total other non-operating (income) expense ( 12,245 ) 4,562 ( 12,643 ) 18,415

Loss before income taxes ( 436 ) ( 33,388 )

Income (loss) before income taxes

1,261 ( 43,756 ) 825 ( 77,144 )

Income tax expense (benefit) 1,573 ( 164 ) 2,314 ( 629 )

8 unchanged sentences

(unaudited, in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net loss $ ( 312 ) $ ( 43,592 ) $ ( 1,489 ) $ ( 76,515 )

1 unchanged sentence

Foreign currency translation adjustments ( 19,641 ) ( 1,097 ) ( 23,357 ) 11,746

Unrealized (loss) gains on available-for-sale securities

Unrealized loss on available-for-sale securities

( 41 ) ( 7 ) ( 58 ) ( 3 )

Other comprehensive loss, net of income taxes $ ( 19,994 ) $ ( 44,696 ) $ ( 24,904 ) $ ( 64,772 )

3 unchanged sentences

(unaudited, in thousands, except share data)

Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders' Deficit

Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Treasury Stock

Total Stockholders' Deficit

Shares Amount

7 unchanged sentences

Other comprehensive loss — — — ( 3,733 ) — — ( 3,733 )

— — — ( 3,733 ) — ( 3,733 )

Balance, March 31, 2025

74,220,200 $ 7 $ 597,086 $ ( 15,507 ) $ ( 613,331 ) $ — $ ( 31,745 )

Treasury Stock

Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders' Equity (Deficit)

Net loss — — — — ( 312 ) — ( 312 )

Issuance of common stock to directors 5,686 — — — — — —

Vesting of restricted stock units 77,082 — ( 1,269 ) — — — ( 1,269 )

Exercise of stock options 30,880 — 314 — — — 314

Repurchase of common stock ( 313,160 ) — — — — ( 10,000 ) ( 10,000 )

Stock-based compensation expense — — 8,953 — — — 8,953

Other comprehensive loss — — — ( 19,682 ) — — ( 19,682 )

Balance, June 30, 2025

74,020,688 $ 7 $ 605,084 $ ( 35,189 ) $ ( 613,643 ) $ ( 10,000 ) $ ( 53,741 )

Additional Paid-In Capital Accumulated Other Comprehensive Loss Accumulated Deficit Treasury Stock

Total Stockholders' Equity (Deficit)

Shares Amount

10 unchanged sentences

72,236,232 $ 7 $ 603,870 $ ( 10,708 ) $ ( 552,815 ) $ ( 50,019 ) $ ( 9,665 )

Net loss — — — — ( 43,592 ) — ( 43,592 )

Issuance of common stock to directors 4,692 — ( 178 ) — — 178 —

Vesting of restricted stock units 77,116 — ( 4,279 ) — — 2,919 ( 1,360 )

Exercise of stock options 25,037 — ( 785 ) — — 948 163

Stock-based compensation expense — — 9,900 — — — 9,900

Other comprehensive loss — — ( 1,104 ) — — ( 1,104 )

Balance, June 30, 2024

72,343,077 $ 7 $ 608,528 $ ( 11,812 ) $ ( 596,407 ) $ ( 45,974 ) $ ( 45,658 )

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

2 unchanged sentences

(unaudited, in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities

3 unchanged sentences

Depreciation expense and amortization of intangible assets 4,970 4,941

Lease impairment charges — 5,462

Bad debt expense 550 253

Amortization of debt issuance costs 300 290

Loss on disposal of property and equipment — —

Benefit for deferred income taxes ( 689 ) ( 982 )

10 unchanged sentences

Net cash provided by operating activities

44,966 18,866

Cash flows from investing activities

2 unchanged sentences

Purchases of property and equipment ( 1,797 ) ( 2,932 )

Net cash (used by) provided by investing activities

Net cash used by investing activities

( 33,093 ) ( 21,629 )

9 unchanged sentences

Effect of foreign exchange rate changes on cash and cash equivalents 2,687 ( 1,491 )

Net increase in cash and cash equivalents 16,430 20,757

Net decrease in cash and cash equivalents ( 6,345 ) ( 28,564 )

Cash and cash equivalents at beginning of period

37 unchanged sentences

With regard to our customers, credit evaluation and account monitoring procedures are used to minimize the risk of loss.

For the three months ended March 31, 2025, revenue generated from government agencies represented 33.4 % of total revenue, of which revenue from U.S.

federal government agencies was 23.9 % of total revenue.

For the three months ended March 31, 2024, revenue generated from government agencies represented 29.5 % of total revenue, of which revenue from U.S.

federal government agencies was 21.7 % of total revenue.

Additionally, 36.2 % and 37.2 % of our revenue during the three months ended March 31, 2025 and 2024, respectively, was generated from international customers.

No single end-customer accounted for more than 10% of our total revenue in the three months ended March 31, 2025 or 2024.

As of March 31, 2025 and 2024, we had one reseller whose balance comprised 12.2 % and 11.5 % of total accounts receivable, respectively.

For the three and six months ended June 30, 2025, revenue generated from government agencies represented 34.1 % and 33.8 % of total revenue, of which revenue from U.S.

federal government agencies was 25.9 % and 24.9 % of total revenue, respectively.

Additionally, 38.4 % and 37.3 % of our revenue during the three and six months ended June 30, 2025, respectively, was generated from international customers.

For the three and six months ended June 30, 2024, revenue generated from government agencies represented 31.4 % and 30.4 % of total revenue, of which revenue from U.S.

federal government agencies was 22.6 % and 22.1 % of total revenue, respectively.

Additionally, 38.2 % and 37.7 % of our revenue during the three and six months ended June 30, 2024, respectively, was generated from international customers.

No single end-customer accounted for more than 10% of our total revenue in the three and six months ended June 30, 2025 or 2024.

As of June 30, 2025 and December 31, 2024, we had one reseller whose accounts receivable balance comprised 15.2 % and 17.5 % of total accounts receivable, respectively.

Cash and Cash Equivalents

3 unchanged sentences

The allowance is based on our assessment of the collectability of accounts and incorporates an estimation of expected lifetime credit losses on our receivables.

We regularly review the composition of the accounts receivable aging, historical bad debts, changes in payment patterns, customer creditworthiness, current economic trends, and reasonable economic forecasts that affect collectibility.

If the financial condition of our customers were to deteriorate, resulting in their inability to make required payments, additional provisions for doubtful accounts would be required and would increase bad debt expense.

The allowance for doubtful accounts totaled $ 2.3 million and $ 3.4 million as of March 31, 2025 and December 31, 2024, respectively.

The allowance for doubtful accounts totaled $ 2.7 million and $ 3.4 million as of June 30, 2025 and December 31, 2024, respectively.

Deferred Commissions

7 unchanged sentences

Amortization associated with deferred commissions is recorded to sales and marketing expense in our consolidated statements of operations.

Total commission expense was $ 12.2 million and $ 11.4 million for the three months ended March 31, 2025 and 2024, respectively.

Total commission expense was $ 12.8 million and $ 25.0 million for the three and six months ended June 30, 2025, respectively.

Total commission expense was $ 11.5 million and $ 22.9 million for the three and six months ended June 30, 2024, respectively.

Property and Equipment

6 unchanged sentences

We account for treasury stock under the cost method.

In 2024, we reissued treasury stock to satisfy employee stock option exercises and the vesting of restricted stock units as well as for issuances of common stock to our Board of Directors.

We reissue treasury stock to satisfy employee stock option exercises and the vesting of restricted stock units as well as for issuances of common stock to our Board of Directors.

Because we are in an accumulated deficit position, all reissuances of treasury stock were recorded as a decrease to additional-paid-in-capital in our consolidated balance sheets.

16 unchanged sentences

We generate professional services revenue from fees for our consulting services, including application development and deployment assistance as well as training related to our platform.

The following table summarizes revenue recorded during the three months ended March 31, 2025 and 2024 (in thousands):

Three Months Ended March 31,

The following table summarizes revenue recorded during the three and six months ended June 30, 2025 and 2024 (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Cloud subscriptions $ 106,915 $ 88,428 $ 206,741 $ 175,031

48 unchanged sentences

Variable consideration is included in the transaction price to the extent it is probable a significant reversal will not occur.

The amount of variable consideration excluded from the transaction price for the three months ended March 31, 2025 and 2024 was immaterial.

The amount of variable consideration excluded from the transaction price for the three and six months ended June 30, 2025 and 2024 was immaterial.

Our estimates of variable consideration are also subject to subsequent true-up adjustments and may result in changes to transaction prices;

20 unchanged sentences

The following table sets forth our contract asset and contract liability balances (in thousands):

March 31, 2025 December 31, 2024 March 31, 2024 December 31, 2023

June 30, 2025 December 31, 2024 June 30, 2024 December 31, 2023

Contract assets, current *

7 unchanged sentences

* Current and non-current contract assets are reported as components of the ‘Prepaid expenses and other current assets’ and ‘Other assets’ line items, respectively, in our consolidated balance sheets.

Revenue recognized from amounts included in contract liabilities at the beginning of the period totaled $ 118.2 million and $ 94.2 million for the three months ended March 31, 2025 and 2024, respectively.

Revenue recognized from amounts included in contract liabilities at the beginning of the period totaled $ 202.8 million and $ 166.6 million for the six months ended June 30, 2025 and 2024, respectively.

Transaction Price Allocated to the Remaining Performance Obligations

As of March 31, 2025, we had an aggregate transaction price of $ 519.1 million allocated to unsatisfied performance obligations.

As of June 30, 2025, we had an aggregate transaction price of $ 553.2 million allocated to unsatisfied performance obligations.

We expect to recognize $ 349.7 million of this balance as revenue over the next 12 months with the remaining amount recognized thereafter.

As of March 31, 2025, our lease portfolio consists entirely of operating leases for corporate offices.

As of June 30, 2025, our lease portfolio consists entirely of operating leases for corporate offices.

Our operating leases have remaining lease terms with various expiration dates through 2031, and some leases include options to extend the term for up to an additional 10 years.

1 unchanged sentence

We have lease agreements which require payments for lease and non-lease components (i.e., common area maintenance) that are accounted for as a single lease component.

Variable lease payment amounts that cannot be determined at the commencement of the lease such as maintenance costs, utilities, and service charges, are not included in right-of-use (“ROU”) assets or lease liabilities but rather are expensed as incurred and recorded as variable lease expense.

Variable lease payment amounts that cannot be determined at the commencement of the lease such as maintenance costs, utilities, and service charges, are not included in right-of-use (“ROU”) assets for operating leases or operating lease liabilities but rather are expensed as incurred and recorded as variable lease expense.

We often receive customary incentives from our landlords such as tenant improvement allowances (“TIAs”) and rent abatement periods, which effectively reduce total lease payments owed for the leases.

The following table sets forth the components of lease expense for the three months ended March 31, 2025 and 2024 (in thousands, exclusive of sublease income):

Three Months Ended March 31,

The following table sets forth the components of lease expense for the three and six months ended June 30, 2025 and 2024 (in thousands, exclusive of sublease income):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Operating lease cost $ 2,615 $ 2,410 $ 5,008 $ 4,821

2 unchanged sentences

Total $ 4,141 $ 4,178 $ 8,156 $ 8,234

Sublease income totaled $ 0.3 million for each of the three months ended March 31, 2025 and 2024.

Sublease income totaled $ 0.3 million and $ 0.7 million for the three and six months ended June 30, 2025, respectively.

Sublease income totaled $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2024, respectively.

Lease Impairment Charges

There were no lease impairment charges during the three and six months ended June 30, 2025.

During the second quarter of 2024, we initiated actions to reduce the footprint of our leased office spaces.

During the three months ended June 30, 2024, we recorded non-cash lease impairment charges of $ 5.5 million within general and administrative expenses in our consolidated statements of operations related to the two ROU assets.

The non-cash lease impairment charges represent the amount the carrying value of the two asset groups exceeded their estimated fair values.

The asset groups represented two separate floors within our corporate headquarters facility.

The fair values of the two asset groups were measured using discounted cash flow models based on market rents and sublease incomes projected over the remaining lease terms.

Supplemental Lease Information

Supplemental balance sheet information related to operating leases as of March 31, 2025 and December 31, 2024 is presented in the following table (in thousands, except for lease term and discount rate):

March 31, 2025 December 31, 2024

Supplemental balance sheet information related to operating leases as of June 30, 2025 and December 31, 2024 is presented in the following table (in thousands, except for lease term and discount rate):

June 30, 2025 December 31, 2024

Right-of-use assets for operating leases $ 30,951 $ 31,081

4 unchanged sentences

Weighted average discount rate 9.4 % 9.4 %

Supplemental cash flow and expense information related to operating leases for the three months ended March 31, 2025 and 2024 is shown below (in thousands):

Three Months Ended March 31,

Supplemental cash flow and expense information related to operating leases for the three and six months ended June 30, 2025 and 2024 is shown below (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Operating cash outflows for operating leases $ 3,248 $ 3,130 $ 6,441 $ 5,773

1 unchanged sentence

Interest expense on operating lease liabilities 1,466 1,595 2,949 3,224

There were no TIA reimbursements for the three months ended March 31, 2025 or 2024.

A summary of our future minimum lease commitments under non-cancellable leases as of March 31, 2025 is shown below (in thousands):

There were no TIA reimbursements for the three and six months ended June 30, 2025 or 2024.

A summary of our future minimum lease commitments under non-cancellable leases as of June 30, 2025 is shown below (in thousands):

Operating Leases

2025 (excluding the three months ended March 31, 2025)

2025 (excluding the six months ended June 30, 2025)

Thereafter 22,908

3 unchanged sentences

Goodwill and Intangible Assets

The following table details the changes in goodwill during the three months ended March 31, 2025 and fiscal year ended December 31, 2024 (in thousands):

The following table details the changes in goodwill during the six months ended June 30, 2025 and fiscal year ended December 31, 2024 (in thousands):

Carrying Amount

3 unchanged sentences

Foreign currency translation adjustments 3,208

Balance as of March 31, 2025

Intangible assets, net consisted of the following as of March 31, 2025 and December 31, 2024 (in thousands):

March 31, 2025 December 31, 2024

Balance as of June 30, 2025

Intangible assets, net consisted of the following as of June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025 December 31, 2024

Developed technology $ 7,524 $ 6,685

3 unchanged sentences

Intangible assets, net $ 1,882 $ 2,240

Intangible amortization expense was $ 0.3 million and $ 0.4 million for the three months ended March 31, 2025 and 2024, respectively.

As of March 31, 2025, the weighted average remaining amortization periods for developed technology and customer relationships were approximately 1.4 years and 6.1 years, respectively.

The following table shows the projected annual amortization expense related to amortizable intangible assets as of March 31, 2025 (in thousands):

Intangible amortization expense was $ 0.3 million and $ 0.6 million for the three and six months ended June 30, 2025, respectively.

Intangible amortization expense was $ 0.4 million and $ 0.7 million for the three and six months ended June 30, 2024, respectively.

As of June 30, 2025, the weighted average remaining amortization periods for developed technology and customer relationships were approximately 1.2 years and 5.8 years, respectively.

The following table shows the projected annual amortization expense related to amortizable intangible assets as of June 30, 2025 (in thousands):

Projected Amortization

2025 (excluding the three months ended March 31, 2025)

2025 (excluding the six months ended June 30, 2025)

Thereafter 118

1 unchanged sentence

Property and Equipment, net

Property and equipment, net consisted of the following as of March 31, 2025 and December 31, 2024 (in thousands):

March 31, 2025 December 31, 2024

Property and equipment, net consisted of the following as of June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025 December 31, 2024

Leasehold improvements $ 55,523 $ 54,088

7 unchanged sentences

Property and equipment, net $ 34,799 $ 37,109

Depreciation expense totaled $ 2.2 million and $ 2.0 million for the three months ended March 31, 2025 and 2024, respectively.

We had no disposals or retirements during the three months ended March 31, 2025 or 2024.

Depreciation expense totaled $ 2.2 million and $ 4.4 million for the three and six months ended June 30, 2025, respectively.

Depreciation expense totaled $ 2.2 million and $ 4.2 million for the three and six months ended June 30, 2024, respectively.

We had no disposals or retirements during the three and six months ended June 30, 2025.

We disposed of $ 0.3 million worth of fully depreciated equipment during the three and six months ended June 30, 2024.

Accrued Expenses

Accrued expenses consisted of the following as of March 31, 2025 and December 31, 2024 (in thousands):

March 31, 2025 December 31, 2024

Accrued expenses consisted of the following as of June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025 December 31, 2024

Hosting costs $ 4,460 $ 3,047

Legal costs 660 289

Marketing and tradeshow expenses 1,830 1,728

Third party license fees 809 668

Contract labor costs 1,717 1,043

Reimbursable employee expenses 1,297 1,569

Taxes payable 1,002 1,285

Audit and tax expenses 1,071 1,029

Legal costs 994 289

Third party license fees 961 668

Taxes payable 655 1,285

Capital expenditures 16 66

12 unchanged sentences

The following table summarizes outstanding debt balances (in thousands):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Borrowings under revolving credit facility

8 unchanged sentences

(1) Deferred debt issuance costs associated with the term loan facility are recorded net of the debt obligation and amortized to interest expense over the term of the Credit Agreement.

As of March 31, 2025, one of our bank accounts exceeded its permitted cash threshold under the Credit Agreement due to customer payments that were received just prior to quarter end, resulting in a covenant violation.

We promptly cured the matter by transferring cash to be within the permitted threshold and obtained a waiver from our lenders waiving their rights to call our obligations under the Credit Agreement.

As a result, we are currently in compliance with all covenants contained in the Credit Agreement.

As of March 31, 2025, we had $ 62.0 million outstanding under our $ 100.0 million revolving credit facility, and we had outstanding letters of credit totaling $ 14.6 million in connection with securing our leased office space.

As of June 30, 2025, we were in compliance with all covenants contained in the Credit Agreement.

In addition, we had $ 62.0 million outstanding under our $ 100.0 million revolving credit facility, and we had outstanding letters of credit totaling $ 14.7 million in connection with securing leased office spaces.

The provision for income taxes is based upon the estimated annual effective tax rates for the year applied to the current period income before tax plus the tax effect of any significant or unusual items, discrete events, or changes in tax law.

1 unchanged sentence

Fluctuations in the distribution of pre-tax income among our operating subsidiaries can lead to fluctuations of the effective tax rate in the consolidated financial statements.

For the three months ended March 31, 2025 and 2024, the actual effective tax rates were ( 170.0 )% and 1.4 %, respectively.

As of March 31, 2025, our net unrecognized tax benefits totaled $ 7.8 million, which if recognized would result in no net effect on the effective tax rate due to a valuation allowance.

For the three and six months ended June 30, 2025, the actual effective tax rates were 124.7 % and 280.5 %, respectively.

For the three and six months ended June 30, 2024, the actual effective tax rates were 0.4 % and 0.8 %, respectively.

The change in the effective tax rates for each period as compared to the same period in the prior year were primarily due to a near pre-tax break-even position in 2025.

As of June 30, 2025, our net unrecognized tax benefits totaled $ 7.8 million, which if recognized would result in no net effect on the effective tax rate due to a valuation allowance.

The amount of reasonably possible unrecognized tax benefits that could decrease over the next 12 months due to the expiration of certain statutes of limitations or settlements of tax audits is not material to our consolidated financial statements.

3 unchanged sentences

There are no open examinations that would have a meaningful impact on our consolidated financial statements.

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was signed into law, which makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation.

We are currently evaluating the impact of the OBBBA to our consolidated financial statements;

however, we do not anticipate the provisions of OBBBA to materially impact our current year effective income tax rate.

Stock-Based Compensation

7 unchanged sentences

We account for forfeitures of our stock-based awards as they occur rather than estimating expected forfeitures.

As of March 31, 2025, the total compensation cost related to unvested stock options not yet recognized, which relates exclusively to the 2022 CEO option grant, was $ 4.6 million and will be recognized over a weighted average period of 1.0 years.

As of June 30, 2025, the total compensation cost related to unvested stock options not yet recognized, which relates exclusively to the 2022 CEO option grant, was $ 3.4 million and will be recognized over a weighted average period of 0.8 years.

Total unrecognized compensation cost related to unvested RSUs was approximately $ 36.7 million, which will be recognized over a weighted average period of 1.7 years.

2 unchanged sentences

The portion of the 2025 annual bonus to be paid in the form of RSUs is recorded as stock-based compensation expense while the related obligations are recorded as liabilities in the ‘Accrued compensation and related benefits’ line item on our consolidated balance sheets.

During the three months ended March 31, 2025, we recognized $ 1.2 million of stock-based compensation related to this program.

The following table summarizes the components of our stock-based compensation expense for the three months ended March 31, 2025 and 2024 (in thousands):

Three Months Ended March 31,

During the three and six months ended June 30, 2025, we recognized $ 1.7 million and $ 2.9 million of stock-based compensation related to this program, respectively.

The following table summarizes the components of our stock-based compensation expense for the three and six months ended June 30, 2025 and 2024 (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Cost of revenue

9 unchanged sentences

Diluted loss per share is computed similar to basic, except the weighted average number of common shares outstanding is increased to include additional outstanding shares from the assumed exercise of stock options and vesting of RSUs, if dilutive.

The dilutive effect, if any, of convertible shares is calculated using the treasury stock method.

The dilutive effect, if any, of convertible shares is

calculated using the treasury stock method.

As we reported net losses for all periods presented, all outstanding shares would be considered antidilutive if they were to be assumed as vested or exercised.

The following outstanding securities, prior to the use of the treasury stock method, have been excluded from the computation of diluted weighted-average shares outstanding for the respective periods below because they would have been antidilutive to earnings per share:

Three Months Ended March 31,

Three and Six Months Ended June 30,

Stock options 1,005,696 2,530,468

5 unchanged sentences

The agreement, which originated in July 2021 and was amended in October 2024, currently contains minimum annual spending requirements of $ 44.0 million from November 2024 to October 2029.

Spending under this agreement for the three months ended March 31, 2025 and 2024 totaled $ 10.4 million and $ 10.3 million, respectively.

The timing of payments under the agreement may vary.

We expect to meet our minimum annual spending requirement during the term of the arrangement.

Spending under this agreement for the three and six months ended June 30, 2025 totaled $ 12.9 million and $ 23.3 million, respectively.

Spending under this agreement for the three and six months ended June 30, 2024 totaled $ 10.7 million and $ 21.0 million, respectively.

The timing of payments under the agreement may vary, but we expect to meet our minimum annual spending requirement during the term of the arrangement.

Exclusive of the AWS contract, we have other non-cancellable agreements for subscription software products that contain provisions stipulating minimum purchase commitments.

16 unchanged sentences

On August 29, 2024, Appian submitted a petition to the Supreme Court of Virginia seeking to reverse the Court of Appeals decision and reinstate the full judgment against Pegasystems.

Pegasystems filed an

opposition to the petition and cross-issues for appeal on October 21, 2024.

Pegasystems filed an opposition to the petition and cross-issues for appeal on October 21, 2024.

On March 7, 2025, the Supreme Court of Virginia granted Appian’s petition and agreed to hear Appian’s appeal as well as Pegasystems’ cross-issues for appeal.

The timeline for hearing Appian’s appeal is solely in the control of the Supreme Court.

We cannot predict the outcome of any appeals or the exact time it will take to resolve them.

The timeline for hearing Appian’s appeal is solely in the control of the Supreme Court, and we cannot predict the outcome of any appeals or the exact time it will take to resolve them.

Judgment Preservation Insurance

6 unchanged sentences

Amortization expense associated with the JPI premium is recorded to general and administrative expenses in our consolidated statements of operations.

JPI amortization expense was $ 3.1 million and $ 4.5 million for the three months ended March 31, 2025 and 2024, respectively.

As of March 31, 2025, $ 12.5 million of the unamortized balance is classified as ‘Prepaid expenses and other current assets’ while the remaining $ 19.8 million is classified as 'Other assets’ on our consolidated balance sheets.

JPI amortization expense was $ 3.1 million and $ 6.2 million for the three and six months ended June 30, 2025, respectively.

JPI amortization expense was $ 4.5 million and $ 9.0 million for the three and six months ended June 30, 2024, respectively.

As of June 30, 2025, $ 12.5 million of the unamortized balance is classified as ‘Prepaid expenses and other current assets’ while the remaining $ 16.7 million is classified as 'Other assets’ on our consolidated balance sheets.

Other Legal Matters

3 unchanged sentences

Share Repurchase Program

In February 2024, our Board of Directors authorized a program to repurchase up to $ 50.0 million of our common stock from March 2024 to February 2026.

In March 2024, we repurchased 1.3 million shares under this program at an average share price of $ 37.86 , totaling an aggregate cost of $ 50.0 million.

In May 2025, our Board of Directors authorized a program to repurchase up to $ 10.0 million of our common stock from May 2025 to December 2025.

In June 2025, we repurchased 0.3 million shares under this program at an average share price of $ 31.91 , totaling an aggregate cost of $ 10.0 million.

As of June 30, 2025, shareholders’ equity included 74.0 million shares outstanding, net of 0.3 million shares of common stock held in treasury.

Segment and Geographic Information

8 unchanged sentences

Further, the measure of segment assets is total assets as reported on the consolidated balance sheets.

The following table summarizes revenue by geography for the three months ended March 31, 2025 and 2024 (in thousands):

Three Months Ended March 31,

The following table summarizes revenue by geography for the three and six months ended June 30, 2025 and 2024 (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Domestic $ 105,193 $ 90,534 $ 211,386 $ 184,647

2 unchanged sentences

With respect to geographic information, revenue is attributed to respective geographies based on the contracting address of the customer.

The value of our long-lived assets, which are comprised of property and equipment, intangible assets with finite lives, and right-of-use assets, held in the United States and internationally as of March 31, 2025 were $ 54.1 million and $ 15.9 million, respectively.

The value of our long-lived assets, which are comprised of property and equipment, intangible assets with finite lives, and right-of-use assets, held in the United States and internationally as of June 30, 2025 were $ 52.4 million and $ 15.3 million, respectively.

As of December 31, 2024, our long-lived assets held in the United States and internationally were $ 55.9 million and $ 14.6 million, respectively.

9 unchanged sentences

Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs.

There were no instruments measured at fair value on a recurring basis using significant unobservable inputs as of March 31, 2025 and December 31, 2024.

There were no instruments measured at fair value on a recurring basis using significant unobservable inputs as of June 30, 2025 and December 31, 2024.

The valuation techniques that may be used to measure fair value are as follows:

2 unchanged sentences

• Cost approach - Based on the amount that currently would be required to replace the service capacity of an asset (i.e., replacement cost).

The carrying amounts of our accounts receivable, accounts payable, and accrued expenses approximate fair value as of March 31, 2025 and December 31, 2024 because of the relatively short duration of these instruments.

The carrying amounts of our accounts receivable, accounts payable, and accrued expenses approximate fair value as of June 30, 2025 and December 31, 2024 because of the relatively short duration of these instruments.

Additionally, the carrying value of our debt associated with the term loan facility approximates fair value because the interest rates are variable and reset on relatively short durations to the then market rates.

Our investment portfolio consists largely of debt investments classified as available-for-sale.

Changes in the fair value of available-for-sale securities, excluding other-than-temporary impairments, have been recorded in ‘Accumulated other comprehensive income (loss)’ in our consolidated balance sheets.

The components of our cash, cash equivalents, and investments as of March 31, 2025 are as follows (in thousands):

As of March 31, 2025

Changes in the fair value of available-for-sale securities, excluding other-than-temporary impairments, have been recorded in ‘Accumulated other comprehensive loss’ in our consolidated balance sheets.

The components of our cash, cash equivalents, and investments as of June 30, 2025 are as follows (in thousands):

As of June 30, 2025

Fair Value Measurement Balance Sheet Classification

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Total investments $ 159,802 $ 58 $ 159,860 $ 118,552 $ 41,308

We did not hold any Level 3 assets at any point during the three months ended March 31, 2025.

Additionally, there were no transfers between Levels 1 and 2 during the three months ended March 31, 2025.

Interest income on our investments, which is recorded within ‘Other operating (income) expense’ on our consolidated statements of operations, totaled $ 1.6 million and $ 1.9 million for the three months ended March 31, 2025 and 2024, respectively.

The contractual maturities of our debt securities as of March 31, 2025 and December 31, 2024 were all one year or less.

We did not hold any Level 3 assets at any point during the three and six months ended June 30, 2025.

Additionally, there were no transfers between Levels 1 and 2 during the six months ended June 30, 2025.

Interest income on our investments, which is recorded within ‘Other (income) expense, net’ on our consolidated statements of operations, totaled $ 2.0 million and $ 3.6 million for the three and six months ended June 30, 2025, respectively.

Interest income on our investments totaled $ 1.7 million and $ 3.6 million for the three and six months ended June 30, 2024, respectively.

The contractual maturities of our debt securities as of June 30, 2025 and December 31, 2024 were all one year or less.

Actual maturities may differ from contractual maturities because borrowers have the right to call or prepay certain obligations.

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