DocGo Inc. 10-Q

Item 1. Financial Statements Condensed Consolidated Balance Sheets as of March 31 , 202 5 (Unaudited) and December 31, 20 24 2 Unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the Three Months Ended March 31 , 202 5 and 20 24 3 Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31 , 202 5 and 202 4 4 Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31 , 202 5 and 202 4 5 Notes to Unaudited Condensed Consolidated Financial Statements 7 1 Table of Contents DocGo Inc. and Subsidiaries UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS March 31, 2025 December 31, 2024 Unaudited Audited ASSETS Current assets: Cash and cash equivalents $ 79,007,535 $ 89,241,695 Accounts receivable, net of allowance for credit loss of $ 5,782,232 and $ 5,873,942 as of March 31, 2025 and December 31, 2024, respectively 178,755,898 210,899,926 Prepaid expenses and other current assets 4,767,998 4,344,642 Total current assets 262,531,431 304,486,263 Property and equipment, net 15,049,767 14,881,411 Intangibles, net 27,343,578 25,728,813 Goodwill 49,554,226 47,432,550 Restricted cash 24,051,509 18,095,612 Operating lease right-of-use assets 13,665,630 11,958,698 Finance lease right-of-use assets 17,159,190 15,337,299 Investments 5,507,281 5,547,979 Deferred tax assets 12,349,462 8,422,034 Other assets 3,580,924 3,730,473 Total assets $ 430,792,998 $ 455,621,132 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 20,518,829 $ 28,356,430 Accrued liabilities 41,406,981 49,896,796 Line of credit 30,000,000 30,000,000 Notes payable, current 12,931 12,515 Due to seller 1,138,075 28,656 Contingent consideration 4,947,614 4,973,152 Operating lease liability, current 4,447,517 3,844,561 Finance lease liability, current 5,099,151 4,694,467 Total current liabilities 107,571,098 121,806,577 Notes payable, non-current 2,155 5,215 Operating lease liability, non-current 9,898,110 8,599,072 Finance lease liability, non-current 11,396,832 10,031,138 Total liabilities 128,868,195 140,442,002 Commitments and contingencies Stockholders’ equity: Common stock ($ 0.0001 par value; 500,000,000 shares authorized as of March 31, 2025 and December 31, 2024; 100,183,888 and 101,910,883 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively) 10,018 10,191 Additional paid-in-capital 318,417,191 321,087,583 Accumulated deficit ( 10,807,482 ) ( 1,402,167 ) Accumulated other comprehensive income 1,717,407 1,221,869 Total stockholders’ equity attributable to DocGo Inc. and Subsidiaries 309,337,134 320,917,476 Noncontrolling interests ( 7,412,331 ) ( 5,738,346 ) Total stockholders’ equity 301,924,803 315,179,130 Total liabilities and stockholders’ equity $ 430,792,998 $ 455,621,132 The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements. 2 Table of Contents DocGo Inc. and Subsidiaries UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME Three Months Ended March 31, 2025 2024 Revenues, net $ 96,033,055 $ 192,087,529 Expenses: Cost of revenues (exclusive of depreciation and amortization, which is shown separately below) 65,185,060 124,808,914 Operating expenses: General and administrative 32,902,070 40,181,035 Depreciation and amortization 3,761,391 4,182,781 Legal and regulatory 4,210,823 4,313,503 Technology and development 3,639,444 2,388,919 Sales, advertising and marketing 331,705 337,010 Total expenses 110,030,493 176,212,162 (Loss) income from operations ( 13,997,438 ) 15,875,367 Other expense: Interest expense, net ( 426,284 ) ( 369,008 ) Change in fair value of contingent liability — 6,446 Loss on equity method investments ( 40,698 ) ( 83,167 ) Loss on remeasurement of operating and finance leases ( 40,837 ) ( 4,697 ) Gain on disposal of fixed assets 15,139 52,835 Other (expense) income ( 312,869 ) 244,607 Total other expense ( 805,549 ) ( 152,984 ) Net (loss) income before income tax (expense) benefit ( 14,802,987 ) 15,722,383 Benefit from (provision for) income taxes 3,723,687 ( 5,119,004 ) Net (loss) income ( 11,079,300 ) 10,603,379 Net loss attributable to noncontrolling interests ( 1,673,985 ) ( 624,070 ) Net (loss) income attributable to stockholders of DocGo Inc. and Subsidiaries ( 9,405,315 ) 11,227,449 Other comprehensive income (loss) Foreign currency translation adjustment 495,538 ( 140,134 ) Total comprehensive (loss) income $ ( 8,909,777 ) $ 11,087,315 Net (loss) income per share attributable to DocGo Inc. and Subsidiaries - Basic $ ( 0.09 ) $ 0.11 Weighted-average shares outstanding - Basic 101,594,579 103,818,362 Net (loss) income per share attributable to DocGo Inc. and Subsidiaries - Diluted $ ( 0.09 ) $ 0.10 Weighted-average shares outstanding - Diluted 101,594,579 108,506,435 The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements. 3 Table of Contents DocGo Inc. and Subsidiaries UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY Common Stock Additional Paid-in- Capital Accumulated Deficit Accumulated Other Comprehensive Income Noncontrolling Interests Total Stockholders’ Equity Shares Amount Balance - December 31, 2023 104,055,168 $ 10,406 $ 320,693,866 $ ( 21,394,310 ) $ 1,484,905 $ 4,376,089 $ 305,170,956 Common stock repurchased ( 1,255,614 ) ( 126 ) ( 4,877,433 ) — — — ( 4,877,559 ) Stock-based compensation 165,688 17 4,340,388 — — — 4,340,405 Shares withheld for taxes ( 3,747 ) — ( 20,946 ) — — — ( 20,946 ) Net loss attributable to noncontrolling interests — — — — — ( 624,070 ) ( 624,070 ) Foreign currency translation — — — — ( 140,134 ) — ( 140,134 ) Net income attributable to stockholders of DocGo Inc. and Subsidiaries — — — 11,227,449 — — 11,227,449 Balance - March 31, 2024 102,961,495 $ 10,297 $ 320,135,875 $ ( 10,166,861 ) $ 1,344,771 $ 3,752,019 $ 315,076,101 Common Stock Additional Paid-in- Capital Accumulated Deficit Accumulated Other Comprehensive Income Noncontrolling Interests Total Stockholders’ Equity Shares Amount Balance - December 31, 2024 101,910,883 $ 10,191 $ 321,087,583 $ ( 1,402,167 ) $ 1,221,869 $ ( 5,738,346 ) $ 315,179,130 Common stock repurchased ( 1,953,169 ) ( 195 ) ( 5,751,759 ) — — — ( 5,751,954 ) Stock-based compensation 391,777 39 4,282,327 — — — 4,282,366 Shares withheld for taxes ( 165,603 ) ( 17 ) ( 1,200,960 ) — — — ( 1,200,977 ) Net loss attributable to noncontrolling interests — — — — — ( 1,673,985 ) ( 1,673,985 ) Foreign currency translation — — — — 495,538 — 495,538 Net loss attributable to stockholders of DocGo Inc. and Subsidiaries — — — ( 9,405,315 ) — — ( 9,405,315 ) Balance - March 31, 2025 100,183,888 $ 10,018 $ 318,417,191 $ ( 10,807,482 ) $ 1,717,407 $ ( 7,412,331 ) $ 301,924,803 The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements. 4 Table of Contents DocGo Inc. and Subsidiaries UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS Three Months Ended March 31, 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ ( 11,079,300 ) $ 10,603,379 Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: Depreciation of property and equipment 1,220,806 1,431,308 Amortization of intangible assets 1,299,142 1,694,983 Amortization of finance lease right-of-use assets 1,241,443 1,056,490 Gain on disposal of fixed assets ( 15,139 ) ( 52,835 ) Deferred income tax ( 3,927,428 ) ( 55,776 ) Loss on equity method investments 40,698 83,167 Bad debt expense 1,247,991 1,357,621 Stock-based compensation 4,830,312 3,988,339 Loss on remeasurement of operating and finance leases 40,837 4,697 Change in fair value of contingent consideration — ( 6,446 ) Changes in operating assets and liabilities: Accounts receivable 31,437,734 ( 22,401,596 ) Prepaid expenses and other current assets ( 386,734 ) 6,728,337 Other assets 538,190 ( 62,016 ) Accounts payable ( 7,684,101 ) 5,800,891 Accrued liabilities ( 9,148,984 ) ( 20,810,287 ) Net cash provided by (used in) operating activities 9,655,467 ( 10,639,744 ) CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property and equipment ( 1,468,364 ) ( 951,702 ) Acquisition of intangibles ( 712,711 ) ( 773,039 ) Acquisition of a business ( 3,646,318 ) — Proceeds from disposal of property and equipment 94,341 25,000 Net cash used in investing activities ( 5,733,052 ) ( 1,699,741 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from revolving credit line — 45,000,000 Repayments of revolving credit line — ( 40,000,000 ) Repayments of notes payable ( 3,060 ) ( 9,624 ) Due to seller — ( 3,862 ) Earnout payments on contingent liabilities ( 265,538 ) — Payments for taxes related to shares withheld for employee taxes ( 1,200,977 ) ( 20,946 ) Common stock repurchased ( 5,751,954 ) ( 4,877,559 ) Payments on obligations under finance lease ( 1,296,887 ) ( 969,588 ) Net cash used in financing activities ( 8,518,416 ) ( 881,579 ) Effect of exchange rate changes on cash and cash equivalents 317,738 ( 103,059 ) Net decrease in cash and restricted cash ( 4,278,263 ) ( 13,324,123 ) Cash and restricted cash at beginning of period 107,337,307 72,217,986 Cash and restricted cash at end of period $ 103,059,044 $ 58,893,863 The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements. 5 Table of Contents DocGo Inc. and Subsidiaries UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) Three Months Ended March 31, 2025 2024 Supplemental disclosure of cash and non-cash transactions: Cash paid for interest $ 561,707 $ 448,057 Cash paid for interest on finance lease liabilities $ 220,055 $ 181,883 Cash paid for income taxes $ 1,906,712 $ 557,598 Right-of-use assets obtained in exchange for lease liabilities $ 5,966,095 $ 2,791,964 Remeasurement of finance lease right-of-use asset due to lease modification $ — $ 300,000 Reconciliation of cash and restricted cash Cash $ 79,007,535 $ 41,244,446 Restricted cash 24,051,509 17,649,417 Total cash and restricted cash shown in statement of cash flows $ 103,059,044 $ 58,893,863 The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements. 6 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. Description of Organization and Business Operations Background On November 5, 2021, DocGo Inc., a Delaware corporation, then known as Motion Acquisition Corp. (collectively with its subsidiaries, the “Company”), consummated a business combination pursuant to that certain Agreement and Plan of Merger, dated March 8, 2021 (the “Merger Agreement”), by and among the Company, Motion Merger Sub Corp., a Delaware corporation and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Ambulnz, Inc., a Delaware corporation (“Ambulnz”). The transactions contemplated by the Merger Agreement are referred to herein as the “Business Combination.” In connection with the closing of the Business Combination, the Company changed its name from Motion Acquisition Corp. to DocGo Inc. Pursuant to the Merger Agreement and as described in the Company’s definitive proxy statement/consent solicitation/prospectus filed with the U.S. Securities and Exchange Commission (the “SEC”) on October 14, 2021, Merger Sub merged with and into Ambulnz, with Ambulnz continuing as the surviving corporation and becoming a wholly owned subsidiary of the Company. Ambulnz was originally formed in Delaware on June 17, 2015 as Ambulnz, LLC, a limited liability company. On November 1, 2017, with an effective date of January 1, 2017, Ambulnz converted its legal structure from a limited liability company to a C-corporation and changed its name to Ambulnz, Inc. Ambulnz is the sole owner of Ambulnz Holdings, LLC (“Holdings”), which was formed in the state of Delaware on August 5, 2015 as a limited liability company. Holdings is the owner of multiple operating entities incorporated in various states in the United States (“U.S.”) as well as within England and Wales, United Kingdom (“U.K.”). The Business The Company is a mobile healthcare services company that uses proprietary dispatch and communication technology to help provide (i) quality mobile, in-person medical treatment directly to patients in the comfort of their homes, workplaces and other non-traditional locations and (ii) healthcare transportation in major metropolitan cities in the U.S. and the U.K. The Company conducts business in three operating segments: Mobile Health Services, Transportation Services and Corporate. Mobile Health Services include a wide variety of healthcare services performed at homes, offices and other locations and event services such as on-site healthcare support at sporting events and concerts. This segment also provides solutions to large, typically underserved, population groups, typically through arrangements with municipalities, which include both physical and mental healthcare services. Transportation Services encompass both emergency response and non-emergency transport services. Non-emergency transport services include ambulance transports and wheelchair transports. Net revenue from Transportation Services is derived from the transportation of patients based on billings to third party payors and healthcare facilities. The Company’s Corporate segment primarily represents shared services and personnel that support both the Mobile Health Services and Transportation Services segments. It contains operating expenses such as information technology costs, certain insurance costs and the compensation costs of senior and executive leadership. None of the Company’s revenues or cost of revenues are reported within the Corporate segment. 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the U.S. (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Certain information and disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Consolidated 7 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Financial Statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The Consolidated Balance Sheet as of December 31, 2024 included herein was derived from the audited financial statements as of that date but does not include all disclosures including notes required by U.S. GAAP. Principles of Consolidation The unaudited Condensed Consolidated Financial Statements include the accounts and operations of DocGo Inc. and its subsidiaries. All intercompany accounts and transactions are eliminated upon consolidation. Noncontrolling interests (“NCI”) on the unaudited Condensed Consolidated Financial Statements represent a portion of consolidated joint ventures and variable interest entities (“VIEs”) in which the Company does not have direct equity ownership. In accordance with Accounting Standards Codification (“ASC”) 810, Consolidation (“ASC 810”), the Company assesses whether it has a variable interest in legal entities with which it has a financial relationship and, if so, whether or not those entities are VIEs. For those entities that qualify as VIEs, ASC 810 requires the Company to determine if the Company is the primary beneficiary of the VIE, and if so, to consolidate the VIE. The Company has entered into management services agreements (“MSAs”) with professional corporations (“PCs”) that employ or contract with physicians and other health professionals in order to provide healthcare services to the public. Each such PC is established and operated pursuant to the requirements of its respective domestic jurisdiction governing the practice of medicine. The Company provides each PC with everything the PC needs to operate except for clinicians, for which the PC is responsible. Without the administrative services, software, intellectual property and administrative personnel (among other things) provided by the Company, the PCs could not carry out their businesses. Moreover, the PCs do not have sufficient equity to finance their activities without additional subordinated financial support. Based on the foregoing, these entities are considered VIEs, and an enterprise having a controlling financial interest in a VIE must consolidate the VIE if it is the primary beneficiary, meaning it has (1) the power to direct the activities of the VIE that most significantly impacts the VIE’s economic performance (power) and (2) the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits). In accordance with corporate practice of medicine restrictions, all clinical treatment decisions are made solely by licensed healthcare professionals engaged by the PCs. Nevertheless, the PCs cannot operate without the Company through the MSAs; therefore the Company significantly impacts the economic performance of the PCs and funds and absorbs all losses of its VIEs. The Company has therefore determined that it is the primary economic beneficiary of the PCs and appropriately consolidates them as VIEs. Net loss for the Company’s VIEs was $ 1,711,511 and $ 275,905 for the three months ended March 31, 2025 and 2024, respectively. Total assets amounted to $ 34,921,206 and $ 20,837,325 as of March 31, 2025 and December 31, 2024, respectively. Total liabilities were $ 37,312,253 and $ 21,516,860 as of March 31, 2025 and December 31, 2024, respectively. The Company’s VIEs’ total stockholders’ deficit was $ 2,391,046 and $ 679,535 as of March 31, 2025 and December 31, 2024, respectively. Foreign Currency The Company’s functional currency is the U.S. dollar. The functional currency of our foreign operation is the British pound. Assets and liabilities of the Company’s foreign operation denominated in the British pound are translated at the spot rate in effect at the applicable reporting date, except for equity accounts, which are translated at historical rates. The unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income are translated at the weighted average rate of exchange during the applicable period. The resulting unrealized cumulative translation adjustment for the three months ended March 31, 2025 and 2024 were $ 495,538 and $( 140,134 ), respectively. Use of Estimates The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses; the disclosure of contingent assets and liabilities in its financial statements; and the reported amounts of expenses during the reporting period. The most significant estimates in the Company’s financial statements relate to revenue recognition related to the allowance for credit loss, stock-based compensation, calculations related to the incremental borrowing rate for the Company’s lease agreements, estimates related to ongoing lease terms, 8 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) software development costs, impairment of long-lived assets, goodwill and indefinite-lived intangible assets, business combinations, contingent consideration, reserve for losses within the Company’s insurance deductibles, income taxes, and deferred income tax. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations could be adversely affected. Self-Insurance Reserves The Company self-insures a number of risks, including, but not limited to, workers’ compensation, general liability, auto liability and certain employee-related healthcare benefits. Standard actuarial procedures and data analysis are used to estimate the liabilities associated with these risks on an undiscounted basis. The recorded liabilities reflect the ultimate cost for claims incurred but not paid and any estimable administrative run-out expenses related to the processing of these outstanding claim payments. On a regular basis, the liabilities are evaluated for appropriateness with claims reserve valuations. To limit exposure to some risks, the Company maintains insurance coverage with varying limits and retentions, including stop-loss insurance coverage for workers’ compensation, general liability, and auto liability and healthcare benefits. Concentration of Credit Risk and Off-Balance Sheet Risk The Company is potentially subject to concentration of credit risk with respect to its cash, cash equivalents and restricted cash, which the Company attempts to minimize by maintaining cash, cash equivalents and restricted cash with institutions of sound financial quality. At times, cash balances may exceed limits federally insured by the Federal Deposit Insurance Corporation (“FDIC”). The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the funds are held. The Company has no financial instruments with off-balance sheet risk of loss. Major Customers The Company had one customer that accounted for approximately 47 % of revenues and 45 % of net accounts receivable for the three months ended March 31, 2025. The Company had one customer that accounted for approximately 39 % of revenues and 34 % of net accounts receivable and another customer that accounted for approximately 32 % of revenues and 46 % of accounts receivable for the three months ended March 31, 2024. Major Vendor The Company had one vendor that accounted for approximately 20 % and 18 % of total cost for the three months ended March 31, 2025 and 2024, respectively. The Company expects to maintain this relationship with the vendor and believes the services provided by this vendor are available from alternative sources. Cash and Cash Equivalents Cash and cash equivalents include all highly liquid investments with an original maturity of three months or less. The Company maintains most of its cash and cash equivalents with financial institutions in the U.S. The Company’s accounts at financial institutions in the U.S. are insured by the FDIC and are in excess of FDIC insured limits. The Company had cash balances of approximate ly $ 5,196,424 and $ 4,020,221 with foreign financial institutions on March 31, 2025 and December 31, 2024, respectively. Restricted Cash Cash and cash equivalents subject to contractual restrictions and not readily available are classified as restricted cash in the unaudited Condensed Consolidated Balance Sheets. Restricted cash is classified as either a current or non-current asset depending on the restriction period. The Company is required to pledge or otherwise restrict a portion of cash and cash 9 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) equivalents as collateral for self-insurance exposures and a standby letter of credit as required by its insurance carrier (see Note 9). The Company utilizes a combination of insurance and self-insurance programs, including a wholly owned captive insurance entity, to provide for the potential liabilities for certain risks, including workers’ compensation, automobile liability, general liability and professional liability. Liabilities associated with the risks that are retained by the Company within its high deductible limits are not discounted and are estimated, in part, by considering claims experience, exposure and severity factors and other actuarial assumptions. The Company has commercial insurance in place for catastrophic claims above its deductible limits. ARM Insurance, Inc., a Vermont-based wholly owned captive insurance subsidiary of the Company, charges the operating subsidiaries premiums to insure the retained workers’ compensation, automobile liability, general liability and professional liability exposures. Pursuant to Vermont insurance regulations, ARM Insurance, Inc. maintains certain levels of cash and cash equivalents related to its self-insurance exposures. The Company also maintains certain cash balances related to its insurance programs, which are held in a self-depleting trust and restricted as to withdrawal or use by the Company other than to pay or settle self-insured claims and costs. These amounts are reflected in “Restricted cash” in the accompanying unaudited Condensed Consolidated Balance Sheets. Fair Value of Financial Instruments ASC 820, Fair Value Measurements , provides guidance on the development and disclosure of fair value measurements. Under this accounting guidance, fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. The accounting guidance classifies fair value measurements in one of the following three categories for disclosure purposes: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than Level 1 prices for similar assets or liabilities that are directly or indirectly observable in the marketplace. Level 3: Unobservable inputs that are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. Fair value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2025 and December 31, 2024. For certain financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, restricted cash, accounts payable, accrued expenses, and due to seller, the carrying amounts approximate their fair values as they are short term in nature. The notes payable are presented at their carrying value, which, based on borrowing rates currently available to the Company for loans with similar terms, approximates their fair values. Level 3 instruments are valued based on unobservable inputs that are supported by little or no market activity and reflect the Company’s own assumptions in measuring fair value. Future changes in fair value of the contingent consideration, as a result of changes in significant inputs such as the discount rate and estimated probabilities of financial milestone achievements, could have a material effect on the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income and Condensed Consolidated Balance Sheets in the period of the change. Contingent Consideration In connection with the acquisition of Ryan Bros. Fort Atkinson, LLC (“Ryan Brothers”), the Company recorded $ 4,000,000 in contingent consideration to be paid based on the completion of certain performance obligations over a 24-month period. The Company did not record a change in fair value of contingent consideration for the three months ended March 31, 2025, but recorded a change in fair value of contingent consideration in the amount of $ 7,284 for the three 10 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) months ended March 31, 2024. During the year ended December 31, 2024, the Company paid the remaining contingent liability in the amount of $ 2,008,524 . There was no estimated contingent consideration amount payable for Ryan Brothers as of March 31, 2025 and December 31, 2024 (see Note 4). In connection with the acquisition of Exceptional Medical Transportation, LLC (“Exceptional”), the Company also agreed to pay up to $ 2,000,000 in contingent consideration upon meeting certain performance conditions within two years of the closing date of such acquisition. The Company did not record a change in fair value of contingent consideration for the three months ended March 31, 2025, but recorded a change in fair value of contingent consideration in the amount of $( 13,730 ) for the three months ended March 31, 2024. On February 4, 2025, the Company made a payment for the final installment due on the contingent liability in the amount of $ 265,538 . There was no remaining contingent liability balance for Exceptional as of March 31, 2025 and a contingent liability balance of $ 265,538 as of December 31, 2024 (see Note 4). In connection with the acquisition of Location Medical Services, LLC (“LMS”), the Company recorded $ 2,475,540 in contingent consideration to be paid upon LMS meeting certain performance conditions in 2023. The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025 and 2024. The Company did no t record any foreign exchange movement for the three months ended March 31, 2025, but recorded a foreign exchange movement of $( 4,799 ) for the three months ended March 31, 2024. There was no remaining contingent liability balance as of March 31, 2025 and December 31, 2024 (see Note 4). In connection with the acquisition of Cardiac RMS, LLC (“CRMS”), the Company recorded $ 15,822,190 in contingent consideration, consisting of an estimated true-up payment of $ 2,088,243 to be paid in 2024 based on the attainment of full-year 2023 EBIDTA targets (the “True-Up Payment”) and estimated earn out payments amounting to $ 13,733,947 . The earn out payments are to be paid out over 36 months, beginning in 2025, for the remaining 49 % equity of CRMS, based on CRMS’ attainment of full-year EBITDA targets. The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025 and 2024. On May 29, 2024, the Company made a portion of the True-up Payment in the amount of $ 1,000,000 . On July 19, 2024, the Company issued $ 1,814,345 in common stock, par value $ 0.0001 (“Common Stock”), or 578,350 shares, constituting the remainder of the True-up Payment. The estimated contingent consideration amount payable for CRMS was $ 4,707,614 as of March 31, 2025 and December 31, 2024 (see Note 4). In connection with the acquisition of Professional Technicians, LLC (“PTI”), the Company recorded $ 240,000 in contingent consideration upon meeting certain performance conditions during the period beginning on April 1, 2025 and ending on March 31, 2026. The estimated contingent liability for PTI as of the three months ended March 31, 2025 was $ 240,000 (see Note 4). Impairment of Finite-Lived Intangible Assets The Company evaluated its intangible assets as of December 31, 2024 and determined there was an impairment in relation to its customer relationships in CRMS. The impairment is a result of reduced growth expectations and decreases in the estimated future cash flows of the asset group which represented a triggering event that required an evaluation of the underlying finite-lived intangible assets for impairment. The Company used a discounted cash flow analysis to fair value the customer relationships. This calculation contains uncertainties as it requires management to make assumptions including, but not limited to, future cash flows of the asset group, an appropriate discount rate and long-term growth rates. This fair value determination is categorized as Level 3 within the fair value hierarchy. As a result of this impairment, the Company recognized a non-cash impairment charge of $ 8,306,591 in the year ended December 31, 2024 in the Consolidated Statements of Operations and Comprehensive Income. The charge was recorded as part of other income in the Company’s Consolidated Statements of Operations and Comprehensive Income and has no impact on its cash flow, liquidity or compliance with debt covenants (see Note 6). Equity Investment Without Readily Determinable Fair Value The Company has invested in equity securities without readily determinable fair values and has elected to measure them using the measurement alternative in accordance with ASC 321, Investments — Equity Securities (“ASC 321”). This investment is carried at cost less any impairment and adjusted to fair value if there are observable price changes for an identical or similar investment of the same issuer (see Note 7). 11 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Accounts Receivable The Company contracts with hospitals, healthcare facilities, businesses, state and local government entities, and insurance providers to provide Mobile Health Services and Transportation Services at specified rates. These rates are either on a per procedure or per transport basis, or on an hourly or daily basis. Accounts receivable consist of billings for healthcare and transportation services provided to patients. Billings typically are either paid or settled on the patient’s behalf by health insurance providers, managed care organizations, treatment facilities, government sponsored programs or businesses or patients directly. The Company generally does not require collateral for accounts receivable . Accounts receivable are net of insurance provider contractual allowances, which are estimated at the time of billing based on contractual terms or other arrangements. The Company maintains an allowance for credit losses for accounts receivable, net which is recorded as an offset to accounts receivable, net and changes in this allowance are recorded within general and administrative expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. The carrying amount of accounts receivable represents the maximum credit risk exposure of these assets. On a quarterly basis, in accordance with Federal Accounting Standards Board (“FASB”) ASC 326, Measurement of Credit Losses on Financial Instruments , the Company evaluates the collectability of outstanding accounts receivable balances to determine an allowance for credit loss that reflects its best estimate of the lifetime expected credit losses. Individual uncollectible accounts are written off against the allowance when collection of the individual account does not appear probable. Under the current expected credit loss impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on a single portfolio segment. The Company assesses collectability by aggregating and reviewing accounts receivable on a collective basis for customers that share similar risk characteristics. Additionally, when accounts receivable do not share risk characteristics with other accounts receivable, management will evaluate such accounts receivable for expected credit loss on an individual specific identification basis when the Company identifies specific customers with known disputes or collectability issues. Due to the short-term nature of the Company’s accounts receivable, the estimate of expected credit loss is based on the aging of accounts using an aging schedule as of period ends. In determining the amount of the allowance for credit losses, the Company considers historical collection history based on past due status, the current aging of receivables, customer-specific credit risk factors including their current financial condition, current market conditions, and probable future economic conditions which inform adjustments to historical loss patterns. As of January 1, 2025, the Company held a beginning balance in its allowance for credit losses on accounts receivable of $ 5,873,942 . The Company recognized an additional provision for credit losses of $ 1,266,216 and write offs of $( 1,357,926 ) during the three months ended March 31, 2025. The Company’s balance in its allowance for credit losses amounted to $ 5,782,232 as of March 31, 2025. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. When an item is sold or retired, the costs and related accumulated depreciation or amortization are eliminated, and the resulting gain or loss, if any, is recorded in operating expenses in the unaudited Condensed Consolidated Statement of Operations and Comprehensive (Loss) Income. The Company provides for depreciation and amortization using the straight-line method over the estimated useful lives of the respective assets. A summary of estimated useful lives is as follows: Estimated Useful Life Buildings 39 years Office equipment and furniture 3 - 7 years Vehicles 5 - 8 years Medical equipment 5 years Leasehold improvements Shorter of useful life of asset or lease term 12 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Expenditures for repairs and maintenance are charged to expense as incurred. Expenditures that improve an asset or extend its estimated useful life are capitalized. Software Development Costs Costs incurred during the preliminary project stage, maintenance costs and routine updates and enhancements of products are expensed as incurred. The Company capitalizes software development costs intended for internal use in accordance with ASC 350-40, Internal-Use Software . Costs incurred in developing the application of its software and costs incurred to upgrade or enhance product functionalities are capitalized when it is probable that the expenses would result in future economic benefits to the Company and the functionalities and enhancements are used for their intended purpose. Capitalized software costs are amortized over its useful life. Estimated useful life of software development activities are reviewed annually or whenever events or changes in circumstances indicate that intangible assets may be impaired and adjusted as appropriate to reflect upcoming development activities that may include significant upgrades or enhancements to the existing functionality. Business Combinations The Company accounts for its business combinations under the provisions of ASC 805-10, Business Combinations (“ASC 805-10”), which requires that the acquisition method of accounting be used for all business combinations. Assets acquired and liabilities assumed, including noncontrolling interests, are recorded at the date of acquisition at their respective fair values. ASC 805-10 also specifies criteria that intangible assets acquired in a business combination must meet to be recognized and reported apart from goodwill. Goodwill represents the excess purchase price over the fair value of the tangible net assets and intangible assets acquired in a business combination. If the business combination provides for contingent consideration, the Company records the contingent consideration at fair value at the acquisition date and any changes in fair value after the acquisition date are accounted for as measurement-period adjustments. Changes in fair value of contingent consideration resulting from events after the acquisition date, such as earn-outs, are recognized as follows: (1) if the contingent consideration is classified as equity, the contingent consideration is not re-measured and its subsequent settlement is accounted for within equity, or (2) if the contingent consideration is classified as a liability, the changes in fair value are recognized in earnings. For transactions that are business combinations, the Company evaluates the existence of goodwill or a gain from a bargain purchase. The Company capitalizes acquisition-related costs and fees associated with asset acquisitions and immediately expenses acquisition-related costs and fees associated with business combinations. The estimated fair value of net assets to be acquired, including the allocation of the fair value to identifiable assets and liabilities, is determined using established valuation techniques. Management uses assumptions based on historical knowledge of the business and projected financial information of the target. These assumptions may vary based on future events, perceptions of different market participants and other factors outside the control of management, and such variations may be significant to estimated values. Impairment of Long-Lived Assets The Company evaluates the recoverability of the recorded amount of long-lived assets, primarily property and equipment and finite-lived intangible assets, whenever events or changes in circumstance indicate that the recorded amount of an asset may not be fully recoverable. An impairment is assessed when the undiscounted expected future cash flows derived from an asset are less than its carrying amount. If an asset is determined to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. Assets targeted for disposal are reported at the lower of the carrying amount or fair value less cost to sell. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the total purchase consideration over the fair value of the identifiable assets acquired and liabilities assumed in a business combination. Goodwill and indefinite-lived intangible assets are not amortized but are tested for impairment at the reporting unit level annually on December 31 or more frequently if events or changes in circumstances indicate that it is more likely than not to be impaired. These events include: (i) severe adverse industry or economic trends; (ii) significant company-specific actions, including exiting an activity in conjunction with restructuring of 13 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) operations; (iii) current, historical or projected deterioration of the Company’s financial performance; or (iv) a sustained decrease in the Company’s market capitalization, as indicated by its publicly quoted share price, below its net book value. Line of Credit The costs associated with the Company’s line of credit are deferred and recognized over the term of the line of credit as interest expense. Interest expense on outstanding balances is expensed as incurred. Related Party Transactions The Company defines related parties as affiliates of the Company, entities for which investments are accounted for by the equity method, trusts for the benefit of employees, principal owners (beneficial owners of more than 10 % of the voting interest), management, members of immediate families of principal owners or management and other parties with which the Company may deal with if one party controls or can significantly influence management or the operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Related party transactions are recorded within operating expenses in the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. For details regarding the related party transactions that occurred during the three months ended March 31, 2025 and 2024, refer to Note 16. Revenue Recognition On January 1, 2019, the Company adopted ASC 606, Revenue from Contracts with Customers (“ASC 606”). To determine revenue recognition for contractual arrangements that the Company determines are within the scope of ASC 606, the Company performs the following five steps: (1) identify each contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to performance obligations in the contract; and (5) recognize revenue when (or as) the relevant performance obligation is satisfied. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services the Company provides to the customer. The Company generates revenues from the provision of (1) Mobile Health Services and (2) Transportation Services. Since the customer simultaneously receives and consumes the benefits provided by the Company as the performance obligations are fulfilled, the Company satisfies performance obligations immediately. The Company has utilized the “right to invoice” expedient, which allows an entity to recognize revenue in the amount of consideration to which the entity has the right to invoice when the amount that the Company has the right to invoice corresponds directly to the value transferred to the customer. The transaction price associated with the Company’s contracts with customers is generally determined based on fixed and determinable amounts of consideration as specified in a contract, which includes a fixed base rate and/or fixed mileage rate. For Transportation Services arrangements with billings to third party payors and healthcare facilities, this may also include variable consideration in instances where it is considered probable that a significant reversal of cumulative revenue recognized will not occur. For these services, revenues are recorded net of estimated contractual allowances for claims subject to contracts with responsible paying entities. The Company estimates contractual allowance at the time of billing based on contractual terms, historical collections or other arrangements. The Company also estimates the amount unbilled at month end and recognizes such amounts as revenue, based on available data and customer history. The Company utilizes the expected value method when estimating its variable consideration. The assumptions utilized in estimating variable consideration include the Company’s previous experience with similar contracts and history of collection rates on prior trips that have been performed. The Company reevaluates its variable consideration at each reporting period. Nature of the Company’s Services Revenue is primarily derived from: i. Mobile Health Services : These services include a wide variety of healthcare services performed at homes, offices and other locations and event services such as on-site healthcare support at sporting events and concerts. This segment also provides solutions to large, typically underserved, population groups, typically through arrangements with municipalities, which include a variety of healthcare services. 14 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) ii. Transportation Services : These services encompass both emergency response and non-emergency transport services. Non-emergency transport services include ambulance transports and wheelchair transports. Net revenue from Transportation Services is derived from the transportation of patients based on billings to third party payors and healthcare facilities. For Mobile Health Services, the performance of the services and any related support activities in the majority of the Company’s contracts are a single performance obligation under ASC 606. Mobile Health Services are typically billed based on a fixed rate (i.e., time and materials separately or combined) fee structure taking into consideration staff and materials utilized. The Company concluded that Transportation Services and any related support activities are a single performance obligation under ASC 606. As the performance associated with such services is known and quantifiable at the end of a period in which the services occurred (i.e., monthly or quarterly), revenues are typically recognized in the respective period performed. The typical billing cycle for Mobile Health Services and Transportation Services is same day to five days with payments generally due within 30 days. For large municipal customers in the Mobile Health Services segment, invoices are generally produced on a monthly basis, in arrears, and are generally due within 30-60 days of when they are submitted to the customer. The majority of the Company’s Mobile Health Services and Transportation Services each represent a single performance obligation. Therefore, allocation is not necessary as the transaction price (fees) for the services provided is standard and explicitly stated in the contractual fee schedule and/or invoice. For contracts with multiple distinct performance obligations, the Company allocates the transaction price based on their agreed-upon price to the individually identified performance obligations in the contract. The Company monitors and evaluates all contracts on a case-by-case basis to determine if multiple performance obligations are present in a contractual arrangement. For Mobile Health Services, the customer also generally simultaneously receives and consumes the benefits provided by the Company as the performance obligations are fulfilled. Therefore, the Company satisfies performance obligations at the same time. For certain Mobile Health Services that have a fixed fee arrangement and are provided over time, revenue is recognized over time as the services are provided to the customer. For Transportation Services, since the customer simultaneousl y receives and consumes the benefits provided by the Company as the performance obligations are fulfilled, the Company satisfies performance obligations at the same time. For Transportation Services, where the customer pays fixed rate usage-based fees, the actual usage in the period represents the best measure of progress. In the following table, revenues are disaggregated as follows: Revenue Breakdown Three Months Ended March 31, 2025 2024 Primary Geographical Markets U.S. $ 81,974,416 $ 179,110,846 U.K. 14,058,639 12,976,683 Total revenues $ 96,033,055 $ 192,087,529 Major Segments/Service Lines Mobile Health Services $ 45,209,544 $ 143,941,158 Transportation Services 50,823,511 48,146,371 Total revenues $ 96,033,055 $ 192,087,529 Stock-Based Compensation The Company maintains a stock incentive plan under which the Company may issue incentive and non-qualified stock options, restricted stock units and performance-based stock units. The Company accounts for stock-based compensation using the provisions of ASC 718, Stock-Based Compensation , which requires the recognition of the fair value of stock-based compensation. The Company expenses stock-based compensation over the requisite service period based on the estimated grant-date fair value of the awards. The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. The 15 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Company accounts for forfeitures as they occur. For performance-based awards with a market condition, the Company estimates the fair value of awards using a Monte Carlo simulation. All performance-based awards are expensed over the period from the grant date to the estimated attainment date, which is the derived service period of the award, if management determines that it is probable that the performance-based vesting conditions will be achieved. All stock-based compensation costs are recorded in operating expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. Earnings per Share Earnings per share represents the net income attributable to stockholders divided by the weighted-average number of shares outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue Common Stock were exercised or converted into Common Stock during the reporting periods. Potential dilutive Common Stock equivalents consist of the incremental shares of Common Stock issuable upon conversion of stock options, unvested RSUs and PSUs. In reporting periods in which the Company has a net loss, the effect is considered anti-dilutive and excluded from the diluted earnings per share calculation. The following table presents the calculation of basic and diluted net income per share to stockholders of DocGo Inc. and Subsidiaries: Three Months Ended March 31, 2025 2024 Net (loss) income attributable to stockholders of DocGo Inc. and Subsidiaries $ ( 9,405,315 ) $ 11,227,449 Weighted-average shares outstanding - Basic 101,594,579 103,818,362 Effect of dilutive options — 4,688,073 Weighted-average shares outstanding - Diluted 101,594,579 108,506,435 Net (loss) income per share attributable to DocGo Inc. and Subsidiaries - Basic ( 0.09 ) 0.11 Net (loss) income per share attributable to DocGo Inc. and Subsidiaries - Diluted ( 0.09 ) 0.10 Anti-dilutive employee share-based awards excluded 7,131,017 8,675,277 Equity Method Investment The Company uses the equity method to account for investments in which the Company has the ability to exercise significant influence over the operating and financial policies of the investee but does not exercise control. The Company’s judgment regarding its level of influence over an equity method investee includes considering key factors, such as ownership interest, representation on the board of directors and participation in policy-making decisions. Under the equity method, the Company’s investment is initially measured at cost and subsequently increased or decreased to recognize the Company’s share of income and losses of the investee, capital contributions and distributions and impairment losses. The Company periodically reviews the investments for other than temporary declines in fair value below cost or more frequently when events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Equity Investment without Readily Determinable Fair Value Equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the Company) that do not have readily determinable fair values are recorded as equity investments without readily determinable fair value in accordance with ASC 321. All equity investments without readily determinable fair value are assessed for impairment when events or changes in circumstances indicate that the carrying amounts may not be recoverable, and measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. The recoverable value of the investment is determined based on the Company’s best estimate of the amount that could be realized from the investment, which considers the latest financial information. During the three months ended March 31, 2025 and 2024, no impairment losses were recognized for equity investments without readily determinable fair values. 16 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Leases The Company categorizes leases at its inception as either operating or finance leases based on the criteria in ASC 842, Leases (“ASC 842”). The Company adopted ASC 842 on January 1, 2019, using the modified retrospective approach, and has established a right-of-use asset and a current and non-current lease liability for each lease arrangement identified. The lease liability is recorded at the present value of future lease payments discounted using the discount rate that approximates the Company’s incremental borrowing rate for the lease established at the commencement date, and the right-of-use asset is measured as the lease liability plus any initial direct costs, less any lease incentives received before commencement. The Company recognizes a single lease cost, so that the remaining cost of the lease is allocated over the remaining lease term on a straight-line basis. The Company has lease arrangements for vehicles, equipment and facilities. These leases typically have original terms not exceeding 10 years and in some cases contain multi-year renewal options, none of which are reasonably certain of exercise. The Company’s lease arrangements may contain both lease and non-lease components. The Company has elected to combine and account for lease and non-lease components as a single lease component. The Company has incorporated residual value obligations in leases for which there are such occurrences. Regarding short-term leases, ASC 842-10-25-2 permits an entity to make a policy election not to apply the recognition requirements of ASC 842 to short-term leases. The Company has elected not to apply the ASC 842 recognition criteria to any leases that qualify as short-term leases. The Company subleases some of its unused office spaces to third parties for lease terms not exceeding 3 years. The Company recognizes sublease income on a straight-line basis over the sublease term. Income Taxes Income taxes are recorded in accordance with ASC 740, Income Taxes (“ASC 740”), which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or its tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided if based upon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740. When uncertain tax positions exist, the Company recognizes the tax benefit of tax positions to the extent that the benefit would more likely than not be realized assuming examination by the taxing authority. The determination as to whether the tax benefit will more likely than not be realized is based upon the technical merits of the tax position as well as consideration of the available facts and circumstances. The Company recognizes any interest and penalties accrued related to unrecognized tax benefits as income tax expense. Recently Issued Accounting Standards Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure (“ASU 2023-07”). ASU 2023-07 updates reportable segment disclosure requirements, primarily through requiring enhanced disclosures about significant segment expenses and information used to assess segment performance. The Company adopted ASU 2023-07 in the fourth quarter of 2024. Adoption of this standard modified the Company’s segment disclosures but did not have a material impact on the Company’s Consolidated Balance Sheets, Consolidated Statements of Operations and Comprehensive (Loss) Income, or Consolidated Statements of Cash Flows. Refer to Note 11 for the updated presentation. Recently Issued Accounting Standards Not Yet Adopted In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and should be 17 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) applied either prospectively or retrospectively. The Company is currently evaluating the impact of adopting ASU 2023-09 on its disclosures. In November 2024, the FASB issued ASU No. 2024-03 (“ASU 2024-03”), Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses . ASU 2024-03 addresses investor requests for more transparency about expense information through the disaggregation of relevant expense captions in the notes to the financial statements. The provisions of ASU 2024-03 are effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09 on its disclosures. 3. Property and Equipment, Net Property and equipment, net as of March 31, 2025 and December 31, 2024 are as follows: March 31, 2025 December 31, 2024 Vehicles $ 16,863,181 $ 17,300,595 Medical equipment 9,714,029 9,210,203 Office equipment and furniture 4,545,183 4,293,100 Leasehold improvements 1,758,750 1,239,089 Buildings 527,283 527,283 Land 37,800 37,800 33,446,226 32,608,070 Less: Accumulated depreciation ( 18,396,459 ) ( 17,726,659 ) Property and equipment, net $ 15,049,767 $ 14,881,411 During the three months ended March 31, 2025, the Company disposed of assets with a cost of $ 725,303 and accumulated depreciation of $ 646,101 for proceeds of $ 94,341 . The Company recorded a gain on disposal of assets of $ 15,139 for the three months ended March 31, 2025. The Company recorded depreciation expense of $ 1,220,806 and $ 1,431,308 for the three months ended March 31, 2025 and 2024, respectively. 4. Acquisitions Exceptional Medical Transportation, LLC On July 13, 2022, Holdings acquired 100 % of the outstanding shares of common stock of Exceptional, a provider of medical transportation services, in exchange for $ 13,708,333 , consisting of $ 7,708,333 in cash at closing and $ 6,000,000 payable over a 24-month period following the closing date of the acquisition. The Company also agreed to pay up to $ 2,000,000 in contingent consideration upon meeting certain performance conditions within two years of the closing date of such acquisition. During the three months ended March 31, 2025, the Company recorded $ 19,891 additional pre-acquisition accounts receivable through due to seller, the liability established during acquisition. As of March 31, 2025 and December 31, 2024, there were remaining due to seller balances pertaining to pre-acquisition accounts receivable of $ 48,547 and $ 28,656 , respectively. The Company did not record a change in fair value of contingent consideration for the three months ended March 31, 2025 but recorded a change in fair value of contingent consideration in the amount of $( 13,730 ) for the three months ended March 31, 2024. During the three months ended March 31, 2025, the Company made a payment for the second installment due on the contingent liability in the amount of $ 265,538 . There was no contingent consideration amount payable for Exceptional as of March 31, 2025 and a contingent consideration amount payable of $ 265,538 as of December 31, 2024. Ryan Bros. Fort Atkinson, LLC 18 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) On August 9, 2022, Holdings acquired 100 % of the outstanding shares of common stock of Ryan Brothers, a provider of medical transportation services, in exchange for an aggregate purchase price of $ 11,422,252 , consisting of $ 7,422,252 in cash at closing and an estimated $ 4,000,000 in contingent consideration to be paid out over 24 months, commencing on August 1, 2022, based on performance of certain obligations. During the three months ended March 31, 2024, the Company paid $ 3,863 of pre-acquisition accounts receivable through due to seller, the liability established during acquisition. There was no remaining due to seller balance as of March 31, 2025 and December 31, 2024. The Company did not record a change in fair value of contingent consideration for the three months ended March 31, 2025 but recorded a change in fair value of contingent consideration in the amount of $ 7,284 for the three months ended March 31, 2024. There was no estimated contingent consideration amount payable for Ryan Brothers as of March 31, 2025 and December 31, 2024. Location Medical Services, LLC On December 9, 2022, Holdings, through its indirect wholly owned subsidiary Ambulnz U.K. Ltd. (“UK Ltd.”), acquired 100 % of the outstanding shares of common stock of LMS. The aggregate purchase price consisted of $ 302,450 in cash consideration. The Company also agreed to pay LMS an additional $ 11,279,201 in deferred consideration and an estimated $ 2,475,540 in contingent consideration upon LMS meeting certain performance conditions in 2023. The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025 and 2024. Additionally, the Company did not record foreign exchange movements for the three months ended March 31, 2025 but recorded foreign exchange movement in the amount of $( 4,799 ) for the three months ended March 31, 2024. On April 2, 2024, the Company paid the remaining contingent consideration balance in the amount of $ 600,029 . There was no remaining contingent liability balance as of March 31, 2025 and December 31, 2024. Cardiac RMS, LLC On March 31, 2023, Holdings acquired 51 % of the outstanding shares of common stock of CRMS, a provider of cardiac implantable electronic device remote monitoring and virtual care management services. The closing consideration of $ 10,000,000 consisted of $ 9,000,000 in cash and $ 1,000,000 worth of shares of Common Stock issued in a private placement transaction. The Company also agreed to pay additional consideration following the initial closing, consisting of an estimated True-up Payment of $ 2,088,243 to be paid in 2024 based on the attainment of full-year 2023 EBITDA targets and estimated earn out payments amounting to $ 13,733,947 . The earn out payments are to be paid out over 36 months, beginning in 2025, for the remaining 49 % equity of CRMS, based on CRMS’ attainment of full-year EBITDA targets. $ 5,000,000 of such further probable consideration is to be paid in cash and the remaining $ 10,822,190 is to be paid in shares of Common Stock. The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025 and 2024. The estimated contingent consideration amount payable for CRMS was $ 4,707,614 as of March 31, 2025 and December 31, 2024. Ambulnz CO, LLC On July 1, 2024, the Company acquired the remaining noncontrolling interest in its Ambulnz CO, LLC (“Ambulnz CO”) joint venture from the University of Colorado Health in exchange for $ 1,848,000 in cash. Professional Technicians, LLC On February 10, 2025, the Company acquired 100 % of the outstanding shares of common stock of PTI, a provider of mobile phlebotomy services. The aggregate purchase price consisted of $ 4,000,000 in cash consideration, $ 3,800,000 of which was paid at closing. The Company also agreed to pay PTI up to an additional $ 1,500,000 in contingent consideration upon meeting certain performance conditions during the period beginning on April 1, 2025 and ending on March 31, 2026. During the three months ended March 31, 2025, the Company initially recorded an estimated contingent consideration in the amount of $ 240,000 . Additionally, the Company recorded pre-acquisition accounts receivable in the amount of $ 521,806 and other current assets in the amount of $ 388,641 through due to seller, the liability established during acquisition. There was a due to seller balance of $ 910,447 for PTI as of March 31, 2025. 19 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) The following table presents the assets acquired and liabilities assumed at the date of the acquisitions: PTI Ambulnz CO FMC NA CRMS Total Consideration: Cash consideration $ 3,800,000 $ 1,848,000 $ 4,000,000 $ 9,000,000 $ 18,648,000 Stock consideration — — 3,000,000 1,000,000 4,000,000 Due to seller — — — — — Deferred consideration 179,081 — — — 179,081 Contingent liability 240,000 — — 15,822,190 16,062,190 Total consideration $ 4,219,081 $ 1,848,000 $ 7,000,000 $ 25,822,190 $ 38,889,271 Recognized amounts of identifiable assets acquired and liabilities assumed Cash $ 153,682 $ — $ — $ 1,574,604 $ 1,728,286 Accounts receivable 521,806 — — 2,033,533 2,555,339 Prepaid expenses 36,622 — — — 36,622 Other current assets 388,641 — — 293,478 682,119 Property, plant and equipment — — — — — Intangible assets 2,224,990 — — 15,930,000 18,154,990 Total identifiable assets acquired 3,325,741 — — 19,831,615 23,157,356 Accounts payable — — — 28,978 28,978 Due to seller 910,447 — — 2,448,460 3,358,907 Accrued liabilities 111,223 — — — 111,223 Other current liabilities — — — 174,177 174,177 Total liabilities assumed 1,021,670 — — 2,651,615 3,673,285 Noncontrolling interests — 2,188,450 2,567,037 — 4,755,487 Goodwill 1,915,010 — — 8,642,190 10,557,200 Additional paid-in-capital — ( 340,450 ) 4,432,963 — 4,092,513 Total purchase price $ 4,219,081 $ 1,848,000 $ 7,000,000 $ 25,822,190 $ 38,889,271 The results of operations for the acquisition have been included in the Company’s unaudited condensed consolidated financial statements from the date of acquisition. The acquisition of PTI did not have a material impact on the Company’s unaudited condensed consolidated financial statements, and therefore historical and pro forma disclosures have not been presented. 20 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 5. Goodwill The Company recorded an aggregate of $ 1,915,010 in goodwill in connection with its acquisitions in the three months ended March 31, 2025. The Company also updated the carrying value of the goodwill in its unaudited Condensed Consolidated Balance Sheets to reflect the foreign currency translation adjustment. The carrying value of goodwill amounted to $ 49,554,226 as of March 31, 2025. The changes in the carrying value of goodwill for the three months ended March 31, 2025 are as noted in the table below: Carrying Value Balance as of December 31, 2024 $ 47,432,550 Goodwill acquired during the period 1,915,010 Foreign currency translation adjustment 206,666 Balance as of March 31, 2025 $ 49,554,226 6. Intangibles Intangible assets consisted of the following as of March 31, 2025 and December 31, 2024: March 31, 2025 Estimated Useful Life (Years) Gross Carrying Amount Additions Impairment Accumulated Amortization Net Carrying Amount Computer software 5 years $ 247,828 $ — $ — $ ( 242,617 ) $ 5,211 Operating licenses Indefinite 9,399,004 — — — 9,399,004 Internally developed software 4 - 5 years 12,129,913 629,497 — ( 11,981,794 ) 777,616 Material contracts Indefinite 62,550 — — — 62,550 Customer relationships 8 - 14 years 19,993,533 1,211,981 — ( 7,046,154 ) 14,159,360 Trademark 8 - 15 years 405,532 580,233 — ( 121,651 ) 864,114 Non-compete agreements 5 years 100,000 — — ( 40,000 ) 60,000 Domain names 10 years — 15,990 — ( 267 ) 15,723 Software license agreement Indefinite — 500,000 — — 500,000 Trade credits 5 years 1,500,000 — — — 1,500,000 $ 43,838,360 $ 2,937,701 $ — $ ( 19,432,483 ) $ 27,343,578 21 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) December 31, 2024 Estimated Useful Life (Years) Gross Carrying Amount Additions Impairment Accumulated Amortization Net Carrying Amount Computer software 5 years $ 247,828 $ — $ — $ ( 242,059 ) $ 5,769 Operating licenses Indefinite 9,399,004 — — — 9,399,004 Internally developed software 4 - 5 years 10,078,087 2,051,826 — ( 11,227,960 ) 901,953 Material contracts Indefinite 62,550 — — — 62,550 Customer relationships 8 - 9 years 28,337,524 ( 37,400 ) ( 8,306,591 ) ( 6,504,390 ) 13,489,143 Trademark 8 - 15 years 427,531 ( 21,999 ) — ( 100,138 ) 305,394 Non-compete agreements 5 years 100,000 — — ( 35,000 ) 65,000 Trade credits 5 years 1,500,000 — — — 1,500,000 $ 50,152,524 $ 1,992,427 $ ( 8,306,591 ) $ ( 18,109,547 ) $ 25,728,813 The intangible assets include an immaterial foreign currency translation adjustment in the amount of $ 23,794 for the three months ended March 31, 2025. Intangible asset balances are translated into U.S. dollars using exchange rates in effect at period end, and adjustments related to foreign currency translation are included in other comprehensive income. For the three months ended March 31, 2025, the Company did not record any disposal of intangible assets. During the year ended December 31, 2024, the Company disposed of intangible assets with a cost of $ 1,540 and accumulated amortization of $ 276 . The Company evaluated its intangible assets as of December 31, 2024 and determined there was an impairment in relation to its customer relationships in CRMS. The impairment is a result of reduced growth expectations and decreases in the estimated future cash flows of the asset group, which represented a triggering event that required an evaluation of the underlying finite-lived intangible assets for impairment. The Company used a discounted cash flow analysis to fair value the customer relationships. This calculation contains uncertainties as they require management to make assumptions including, but not limited to, future cash flows of the asset group, an appropriate discount rate and long-term growth rates. This fair value determination is categorized as Level 3 within the fair value hierarchy. As a result of this impairment, the Company recognized a non-cash impairment charge of $ 8,306,591 in the year ended December 31, 2024 in the Consolidated Statements of Operations and Comprehensive (Loss) Income. The charge was recorded as part of other income in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income and has no impact on its cash flow, liquidity or compliance with debt covenants. The Company recorded amortization expense of $ 1,299,142 and $ 1,694,983 for the three months ended March 31, 2025 and 2024, respectively. Future amortization expense at March 31, 2025 for the next five years and in the aggregate are as follows: Amortization Expense 2025, remaining $ 2,248,175 2026 2,316,846 2027 2,297,955 2028 2,259,014 2029 2,215,793 Thereafter 4,544,241 Total $ 15,882,024 22 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 7. Investments The Company’s ownership interest and carrying amounts of investments as of March 31, 2025 and December 31, 2024 consist of the following: March 31, 2025 December 31, 2024 Percentage Ownership Amount Percentage Ownership Amount Equity investment without readily determinable fair value $ 5,000,000 $ 5,000,000 Equity method investment Various 507,281 Various 547,979 Total investments $ 5,507,281 $ 5,547,979 Equity Investment without Readily Determinable Fair Value On October 25, 2024, the Company acquired non-marketable equity securities in Firefly Health, Inc. for $ 5,000,000 . These investments are measured at cost, less any impairment, adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer. During the three months ended March 31, 2025, no impairment losses or upward adjustments were recognized for the equity investments without readily determinable fair value. As of March 31, 2025, the Company’s investments in equity securities without readily determinable fair values totaled $ 5,000,000 , and are included in “Investments” on the unaudited Condensed Consolidated Balance Sheets. Equity Method Investments On October 26, 2021, the Company acquired a 50 % interest in RND Health Services Inc. (“RND”) for $ 655,876 . Subsequently, the Company made additional investments amounting to $ 310,450 and $ 298,932 in 2024 and 2023, respectively. No additional investments were made during the three months ended March 31, 2025. The Company’s carrying value in RND, an equity method investee, is reflected in “Investments” on the unaudited Condensed Consolidated Balance Sheets. Changes in value of RND are recorded in “Loss on equity method investments” on the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income . On November 1, 2021, the Company acquired a 20 % interest in National Providers Association, LLC (“NPA”) for $ 30,000 . Effective December 21, 2021, three members withdrew from NPA, resulting in the remaining two members obtaining the remaining ownership percentage. As of March 31, 2025 and December 31, 2024, the Company owned 50 % of NPA. The Company’s carrying value in NPA, an equity method investee, is reflected in “Investments” on the accompanying unaudited Condensed Consolidated Balance Sheets. Changes in value of NPA are recorded in “Loss on equity method investments” on the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income . 8. Accrued Liabilities Accrued liabilities consisted of the following as of March 31, 2025 and December 31, 2024: March 31, 2025 December 31, 2024 Accrued workers' compensation and other insurance liabilities $ 17,903,818 $ 16,738,835 Accrued general expenses 7,557,732 16,530,363 Accrued payroll 7,451,508 4,374,654 Accrued subcontractors 4,313,366 9,174,499 Accrued bonus 4,180,557 3,078,445 Total accrued liabilities $ 41,406,981 $ 49,896,796 23 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 9. Line of Credit On November 1, 2022, the Company entered into a credit agreement (as amended, the “Credit Agreement”) with two banks, with one bank in the capacity as a lender and the administrative agent (collectively with the other lender, the “Lenders”). The Credit Agreement provides for a revolving credit facility in the initial aggregate principal amount of $ 90,000,000 (the “Revolving Facility”). The Revolving Facility includes the ability for the Company to request an increase to the commitment by an additional amount of up to $ 50,000,000 , though no Lender (nor the Lenders collectively) is obligated to increase its respective commitments. Borrowings under the Revolving Facility bear interest at a per annum rate equal to: (i) at the Company’s option, (x) the base rate or (y) the adjusted term SOFR rate, plus (ii) the applicable margin. The applicable margins are based on the Company’s consolidated net leverage ratio, adjusted on a quarterly basis. The initial applicable margins were 1.25 % for an adjusted term SOFR loan and 0.25 % for a base rate loan and are updated based on the Company’s consolidated net leverage ratio. The Revolving Facility matures on November 1, 2027, the five-year anniversary of the closing date. The Revolving Facility is secured by a first-priority lien on substantially all of the Company’s present and future personal assets and intangible assets. The Revolving Facility is subject to certain financial covenants such as a net leverage ratio and interest coverage ratio, as defined in the Credit Agreement. As of December 31, 2023, there was a $ 25,000,000 outstanding balance on the Revolving Facility. The Company drew down an additional $ 15,000,000 on February 8, 2024 under the Revolving Facility. On February 27, 2024, the Company paid the $ 40,000,000 Revolving Facility balance. On March 4, 2024, the Company drew down $ 15,000,000 and made an additional $ 15,000,000 draw on March 18, 2024. As of March 31, 2025, the outstanding balance of the Revolving Facility was $ 30,000,000 and the unused portion of the Revolving Facility was $ 60,000,000 . The Company incurred $ 411,517 and $ 449,099 in interest charges relating to its Revolving Facility for the three months ended March 31, 2025 and 2024 , respectively, which is reflected in interest expense on the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income. Standby Letters of Credit On October 20, 2023, the Company obtained an unconditional and irrevocable letter of credit from a financial institution in the amount of $ 1,080,000 . The letter of credit had an initial one-year term, and is renewed automatically for successive one-year periods, unless earlier terminated by the institution. The letter of credit automatically renewed on October 20, 2024. As of March 31, 2025, no amounts had been drawn. On December 20, 2024, the Company obtained an irrevocable letter of credit from a financial institution in the amount of $ 133,303 . The letter of credit expires on the one-year anniversary of the closing date, or December 20, 2025 and is renewed automatically for successive one-year periods, unless earlier terminated by the institution. As of March 31, 2025, no amounts had been drawn. 10. Notes Payable The Company has various loans with finance companies with monthly installments aggrega ting $ 1,111 , inclusive of interest of 2.5 %. The loan notes mature at various times through 2026 and are secured by transportation equi pment. During the year ended December 31, 2024, the Company fully repaid one of its loan payables that was originally scheduled to mature in August 2026 amounting to $ 38,949 . As of March 31, 2025 and December 31, 2024, the Company had one remaining loan payable, scheduled to mature in May 2026, with an outstanding balance of $ 15,086 and $ 17,730 , respectively. The following table summarizes the Company’s notes payable: March 31, 2025 December 31, 2024 Equipment and financing loans payable, 2.5 % interest and maturing on May 2026 $ 15,086 $ 17,730 Total notes payable 15,086 17,730 Less: current portion of notes payable 12,931 12,515 Total non-current portion of notes payable $ 2,155 $ 5,215 Interest expense was $ 105 and $ 883 for the three months ended March 31, 2025 and 2024, respectively. 24 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Future minimum annual maturities of notes payable as of March 31, 2025 are as follows: Notes Payable 2025, remaining $ 9,698 2026 5,388 2027 — Total maturities 15,086 Current portion of notes payable ( 12,931 ) Long-term portion of notes payable $ 2,155 11. Business Segment Information The Company conducts business in three operating segments: Mobile Health Services, Transportation Services, and Corporate. In accordance with ASC 280, Segment Reporting , operating segments are components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision makers, the Company’s Chief Executive Officer and Chief Financial Officer, in deciding how to allocate resources and assessing performance. All of the Company’s revenues and costs of revenues are reported within the Transportation Services and Mobile Health Services segments. The Corporate segment relates to shared services and personnel that support both the Mobile Health Services and Transportation Services segments and contains operating expenses such as information technology costs, certain insurance costs and the compensation costs of senior and executive leadership. The Company’s Chief Executive Officer and Chief Financial Officer evaluate the Company’s financial information and resources and assess the performance of these resources by revenue stream and by operating income or loss performance. In accordance with ASU 2023-07, the Company has also included disclosure in the tables below about the significant expense categories that are regularly provided to the chief operating decision makers. The Company has also disclosed an amount for other segment items, which are amounts included in income (loss) from operations that are not regularly provided to the chief operating decision makers. Other segment items primarily consist of technology and development expenses, legal and professional fees, medical supplies, and other general and administrative expenses such as management fees, occupancy expense, and insurance costs. The accounting policies of the segments are the same as the accounting policies of the Company as a whole. The Company evaluates the performance of its Mobile Health Services, Transportation Services, and Corporate segments based primarily on results of operations. 25 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Operating results for the business segments of the Company are as follows: Mobile Health Services Transportation Services Corporate Total Three Months Ended March 31, 2025 Revenues $ 45,209,544 $ 50,823,511 $ — $ 96,033,055 Significant segment expenses 38,054,707 39,490,000 11,857,539 89,402,246 Personnel costs 23,735,436 32,361,236 10,733,768 66,830,440 Subcontractor costs 13,397,847 3,356,084 1,123,771 17,877,702 Vehicle costs 921,424 3,772,680 — 4,694,104 Other segment items 4,668,961 10,142,144 5,817,142 20,628,247 Income (loss) from operations 2,485,876 1,191,367 ( 17,674,681 ) ( 13,997,438 ) Depreciation and amortization expense 956,372 1,948,826 856,193 3,761,391 Stock compensation 1,183,962 57,575 3,588,775 4,830,312 Total assets 181,461,175 135,607,214 113,724,609 430,792,998 Long-lived assets 40,118,664 70,142,787 12,510,940 122,772,391 Capital expenditures 2,729,143 3,811,562 3,388,251 9,928,956 Three Months Ended March 31, 2024 Revenues $ 143,941,158 $ 48,146,371 $ — $ 192,087,529 Significant segment expenses 79,432,794 38,170,698 11,527,939 129,131,431 Personnel costs 33,503,364 29,569,420 10,169,477 73,242,261 Subcontractor costs 43,621,035 4,808,113 1,358,462 49,787,610 Vehicle costs 2,308,395 3,793,165 — 6,101,560 Other segment items 32,296,339 8,959,375 5,825,017 47,080,731 Income (loss) from operations 32,212,025 1,016,298 ( 17,352,956 ) 15,875,367 Depreciation and amortization expense 1,200,642 1,998,455 983,684 4,182,781 Stock compensation 1,912,290 138,424 1,937,625 3,988,339 Total assets 290,217,792 134,876,411 65,590,914 490,685,117 Long-lived assets 46,236,132 66,118,463 10,725,695 123,080,290 Capital expenditures 129,190 3,208,082 798,213 4,135,485 Long-lived assets include property and equipment, goodwill, intangible assets, operating lease right-of-use assets and finance lease right-of-use assets. Geographic Information The following table summarizes long-lived assets by geographic location as of March 31, 2025 and 2024: Three Months Ended March 31, 2025 2024 Primary Geographical Markets U.S. $ 104,072,534 $ 103,643,069 U.K. 18,699,857 19,437,221 Total long-lived assets $ 122,772,391 $ 123,080,290 Revenues by geographic location are included in Note 2. 26 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 12. Equity Unregistered Sales of Equity Securities On July 19, 2024, in connection with the CRMS acquisition, the Company issued $ 1,814,345 in Common Stock, or 578,350 shares, constituting the remainder of the True-up Payment. The True-up Payment was based on CRMS’ attainment of full-year EBITDA targets for 2023 (see Note 4). Share Repurchase Program On January 30, 2024, the Board of Directors (the “Board of Directors” or the “Board”) authorized a share repurchase program to purchase up to $ 36,000,000 in shares of Common Stock during a six-month period that ended July 30, 2024 (the “Prior Repurchase Program”). The Prior Repurchase Program did not obligate the Company to repurchase a specific number of shares. On August 5, 2024, following the expiration of the previously authorized share repurchase program on July 30, 2024, the Board effectively extended the Prior Repurchase Program by authorizing a new share repurchase program (the “New Repurchase Program”) on the same terms and conditions as the Prior Repurchase Program other than expiration, pursuant to which the Company may purchase up to $ 26,000,000 in shares of Common Stock, which was the approximate amount remaining under the Prior Repurchase Program at its expiration. The New Repurchase Program was originally set to expire on December 31, 2024. On December 20, 2024, the Board extended the expiration date of the New Repurchase Program from December 31, 2024 to June 30, 2025. The New Repurchase Program may be suspended, extended, modified or discontinued at any time without prior notice. Under the terms of the New Repurchase Program, the Company may purchase shares of Common Stock on a discretionary basis from time to time through open market repurchases or privately negotiated transactions or through other means, including by entering into Rule 10b5-1 trading plans or accelerated share repurchase programs, in each case, during an “open window” and when the Company does not possess material non-public information. The timing, manner, price and amount of shares repurchased under the New Repurchase Program depends on a variety of factors, including stock price, trading volume, market conditions, corporate and regulatory requirements and other general business considerations. The New Repurchase Program does not obligate the Company to repurchase any specific number of shares. Repurchases under the New Repurchase Program may be funded from the Company’s existing cash and cash equivalents, future cash flow or proceeds of borrowings or debt offerings. During the three months ended March 31, 2025, the Company repurchased and subsequently cancelled 1,953,169 shares of Common Stock for $ 5,751,954 . There were no shares repurchased during the three months ended March 31, 2024. 13. Stock-Based Compensation Stock Options In 2021, the Company established the DocGo Inc. 2021 Equity Incentive Plan (the “Plan”), which replaced Ambulnz, Inc.’s 2017 Equity Incentive Plan. The Plan initially reserved 16,607,894 shares of Common Stock for issuance under the Plan. The Company’s stock options generally vest on various terms based on continuous services over periods ranging from three to five years . The stock options are subject to time vesting requirements through 2028 and are nontransferable. Stock options granted have a maximum contractual term of 10 years. As of March 31, 2025, approximately 5.2 million employee stock options had vested. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. Before the consummation of the Business Combination, the management of Ambulnz took the average of several publicly traded companies that were representative of Ambulnz’ size and industry in order to estimate its expected stock volatility. Subsequent to the Business Combination, the Company utilized publicly available pricing. The expected term of the options represented the period of time the instruments were expected to be outstanding. The Company based the risk-free interest rate on the rate payable on the U.S. Treasury securities corresponding to the expected term of the awards at the date 27 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) of grant. Expected dividend yield was zero based on the fact that the Company had not historically paid and does not intend to pay a dividend in the foreseeable future. The following assumptions were used to compute the fair value of the stock option grants during the three months ended March 31, 2025 and 2024: Three Months Ended March 31, 2025 2024 Risk-free interest rate — % 4.3 % Expected term (in years) — 5 Volatility — % 70.7 % Dividend yield — % — % The following table summarizes the Company’s stock option activity under the Plan during the three months ended March 31, 2025: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Aggregate Intrinsic Value Balance as of December 31, 2024 8,167,496 $ 6.98 7.32 $ 2,521,202 Granted/vested — — — — Exercised — — — — Cancelled ( 101,589 ) 7.38 — — Balance as of March 31, 2025 8,065,907 7.00 6.53 830,307 Options vested and exercisable as of March 31, 2025 5,170,113 $ 6.92 6.53 $ 830,307 The aggregate intrinsic value in the above table is calculated as the difference between the fair value of the Common Stock price and the exercise price of the stock options. The weighted average grant date fair value per share for stock option grants during the year ended December 31, 2024 was $ 3.59 . No stock options were granted during the three months ended March 31, 2025. For the three months ended March 31, 2025 and 2024, the total recorded stock-based compensation related to stock option awards granted was $ 1,389,257 , and $ 2,455,143 , respectively. On March 31, 2025 and December 31, 2024, the total unrecognized compensation related to unvested stock option awards granted was $ 9,424,117 and $ 11,246,649 , respectively, which the Company expects to recognize over a weighted-average period of approximately 1.29 years. Restricted Stock Units The fair value of restricted stock units (“RSUs”) is determined on the date of grant. The Company records compensation expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income on a straight-line basis over the vesting period for RSUs. The vesting period for employees and members of the Board of Directors generally ranges from one to four years . 28 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Activity under RSUs during the three months ended March 31, 2025 was as follows: RSUs Weighted- Average Grant Date Fair Value Per RSU Balance as of December 31, 2024 4,068,987 $ 4.63 Granted 74,258 3.03 Vested ( 174,705 ) 4.25 Forfeited ( 56,214 ) 3.91 Balance as of March 31, 2025 3,912,326 4.63 Vested and unissued as of March 31, 2025 14,168 4.32 Non-vested as of March 31, 2025 3,898,158 $ 4.63 The total grant-date fair value of RSUs granted during the three months ended March 31, 2025 was $ 225,000 . For the three months ended March 31, 2025 and 2024, the Company recorded stock-based compensation expense related to RSUs of $ 1,773,094 and $ 1,184,394 , respectively. On March 31, 2025, and December 31, 2024, the total unrecognized compensation related to unvested RSUs granted was $ 15,690,624 and $ 17,458,680 , respectively, which is expected to be recognized over a weighted-average period of approximately 2.95 years. Performance-based Restricted Stock Units The Company grants performance-based restricted stock units (“PSUs”) to certain employees under its long-term incentive compensation plan. PSU awards are subject to service-based and either performance-based or market-based vesting conditions. For the three months ended March 31, 2025 and 2024, the Company recorded stock-based compensation expense related to PSUs of $ 1,667,961 and $ 348,802 , respectively, which are included in accrued liabilities. As of March 31, 2025 and December 31, 2024, the total unrecognized compensation related to unvested PSUs granted was $ 10,179,381 and $ 8,332,535 , respectively, which is expected to be recognized over a weighted-average period of approximately 2.75 years. PSU Grants with Performance Conditions (Revenue Performance Share Unit Grants) As of March 31, 2025, the Company had outstanding PSUs with a performance condition from 2024. The fair value of these awards is based on the Company’s quoted stock price on the grant date and is expected to vest based on the achievement of specific revenue targets in 2024. The Company records compensation expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income on a straight-line basis over the four year vesting period. There were no revenue PSUs granted during the three months ended March 31, 2025 The following is a summary of the revenue PSU grants for the three months ended March 31, 2025: 29 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Revenue PSUs Weighted- Average Grant Date Fair Value Per PSU Balance as of December 31, 2024 868,218 5.16 Granted — — Vested ( 217,055 ) 5.16 Forfeited — — Performance adjustment — — Balance as of March 31, 2025 651,163 5.16 PSU Grants with Market Condition (TSR Performance Share Unit Grants) As of March 31, 2025, the Company had outstanding PSUs with a market condition that will vest based on the Company’s total shareholder return (“TSR”) relative to the TSR of the Nasdaq Healthcare Index in 2025 to 2027. The fair value is determined on the grant date using a Monte Carlo simulation model. The Company recognizes compensation expense on all these awards on a straight-line basis over the vesting period with no changes for final projected payout of the awards. The Company accounts for forfeitures as they occur. There were no TSR PSUs granted during the three months ended March 31, 2025. The following key assumptions were used in the Monte Carlo calculation for TSR PSU awards granted during the year ended December 31, 2024: Valuation date price $ 4.19 Expected company volatility 68.1 % Expected peer group volatility 90.6 % Expected term (in years) 3.05 Risk-free interest rate 4.1 % The following is a summary of the TSR PSU grants for the three months ended March 31, 2025: TSR PSUs Weighted- Average Grant Date Fair Value Per PSU Balance as of December 31, 2024 1,205,251 4.19 Granted — — Vested — — Forfeited — — Balance as of March 31, 2025 1,205,251 4.19 14. Leases The Company has lease arrangements for properties, vehicles and transportation equipment. Certain leases contain options to purchase, extend or terminate the lease. Determining the lease term and amount of lease payments to include in the calculation of the right-of-use asset and lease obligations for leases containing options requires the use of judgment to determine whether the exercise of an option is reasonably certain and whether the optional period and payments should be 30 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) included in the calculation of the associated right-of-use asset and lease obligation. In making such determination, the Company considers all relevant economic factors. The Company’s lease agreements generally do not provide an implicit borrowing rate. Therefore, the Company used a benchmark approach to derive an appropriate imputed discount rate. The Company benchmarked itself against other companies of similar credit ratings and comparable quality and derived imputed rates, which were used to discount its real estate lease liabilities. The Company used estimated borrowing rates of 6 % on January 1, 2019 for all leases that commenced prior to that date for office spaces, vehicles and transportation equipment. Lease Costs The table below comprises lease expenses for the three months ended March 31, 2025 and 2024: Three Months Ended March 31, 2025 2024 Components of total lease cost: Operating lease expense $ 1,322,518 $ 936,750 Finance lease expense: Amortization of right-of-use assets 1,241,443 1,056,490 Interest on lease liabilities 220,055 181,883 Finance lease expense 1,461,498 1,238,373 Short-term lease expense 367,623 468,874 Total lease cost $ 3,151,639 $ 2,643,997 Lease Payments The table below presents lease payments for the three months ended March 31, 2025 and 2024: Three Months Ended March 31, 2025 2024 Components of total lease payments: Operating lease payment $ 1,070,531 $ 928,986 Finance lease payment 1,296,887 969,588 Total lease payments $ 2,367,418 $ 1,898,574 Operating Leases The Company is obligated to make rental payments under non-cancellable operating leases for office, dispatch station space and transportation equipment, expiring at various dates through 2034. Under the terms of the leases, the Company is also obligated for its proportionate share of real estate taxes, insurance and maintenance costs of the property. Loss on Lease Remeasurement During the three months ended March 31, 2025, the Company reassessed the use of an office space, resulting in an early termination. The Company recorded a loss from remeasurement of operating lease of $ 6,589 and $ 7,306 during the three months ended March 31, 2025 and 2024, respectively. Sublease Income 31 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) During the three months ended March 31, 2025, the Company subleased a portion of its corporate office space in New York, NY. The sublease entered into during the three months ended March 31, 2025 has a lease term of one year and four months and has been classified as an operating lease by the Company. Sublease income was $ 75,002 and $ 18,869 for the three months ended March 31, 2025 and 2024, respectively. The Company recognizes sublease income as rental income, presented in the Company’s unaudited Condensed Consolidated Statement of Operations and Comprehensive (Loss) Income under other (expense) income. Lease Position as of March 31, 2025 Right-of-use assets and lease liabilities for the Company’s operating leases were recorded in the unaudited Condensed Consolidated Balance Sheets as follows: March 31, 2025 December 31, 2024 Assets Lease right-of-use assets $ 13,665,630 $ 11,958,698 Total lease assets $ 13,665,630 $ 11,958,698 Liabilities Current liabilities: Lease liability - current portion $ 4,447,517 $ 3,844,561 Noncurrent liabilities: Lease liability, net of current portion 9,898,110 8,599,072 Total lease liability $ 14,345,627 $ 12,443,633 Lease Terms and Discount Rate The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s operating leases as of March 31, 2025: Weighted average remaining lease term (in years) - operating leases 3.62 Weighted average discount rate - operating leases 5.89 % Undiscounted Cash Flows Future minimum lease payments under the operating leases as of March 31, 2025 were as follows: Operating Leases 2025, remaining $ 3,856,243 2026 4,626,104 2027 3,382,021 2028 2,612,916 2029 1,237,259 2030 80,820 Thereafter 234,040 Total future minimum lease payments 16,029,403 Less effects of discounting ( 1,683,776 ) Present value of future minimum lease payments $ 14,345,627 32 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Finance Leases The Company leases vehicles under non-cancellable finance lease agreements with a liability of $ 16,495,983 and $ 14,725,605 as of March 31, 2025 and December 31, 2024, respectively, and a right-of-use net of $ 17,159,190 and $ 15,337,299 as of March 31,2025 and December 31,2024, respectively (accumulated depreciation of $ 9,931,599 and $ 9,128,202 as of March 31, 2025 and December 31, 2024, respectively). Loss (Gain) on Lease Remeasurement During the year, the Company returned a number of leased vehicles, resulting in the termination of contract of these leased vehicles. The Company recorded a loss (gain) on remeasurement of finance lease of $ 34,248 and $( 2,609 ) during the three months ended March 31, 2025 and 2024, respectively. Lease Position as of March 31, 2025 Right-of-use assets and lease liabilities for the Company’s finance leases were recorded in the unaudited Condensed Consolidated Balance Sheets as follows: March 31, 2025 December 31, 2024 Assets Lease right-of-use assets $ 17,159,190 $ 15,337,299 Total lease assets $ 17,159,190 $ 15,337,299 Liabilities Current liabilities: Lease liability - current portion $ 5,099,151 $ 4,694,467 Noncurrent liabilities: Lease liability, net of current portion 11,396,832 10,031,138 Total lease liability $ 16,495,983 $ 14,725,605 Lease Terms and Discount Rate The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s finance leases as of March 31, 2025: Weighted average remaining lease term (in years) - finance leases 3.54 Weighted average discount rate - finance leases 5.78 % 33 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) Undiscounted Cash Flows Future minimum lease payments under the finance leases as of March 31, 2025 are as follows: Finance Leases 2025, remaining $ 4,517,955 2026 5,340,502 2027 4,175,867 2028 2,902,983 2029 1,272,033 2030 89,079 Total future minimum lease payments 18,298,419 Less effects of discounting ( 1,802,436 ) Present value of future minimum lease payments $ 16,495,983 34 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 15. Other Expense The Company recognized $ 805,549 and $ 152,984 of other expense for the three months ended March 31, 2025 and 2024, respectively, as set forth in the table below. Three Months Ended March 31, 2025 2024 Other expense Interest expense, net $ 426,284 $ 369,008 Change in fair value of contingent liability — ( 6,446 ) Loss on equity method investments 40,698 83,167 Loss on remeasurement of operating and finance leases 40,837 4,697 (Gain) on disposal of fixed assets ( 15,139 ) ( 52,835 ) Other expense (income) 312,869 ( 244,607 ) Total other expense $ 805,549 $ 152,984 16. Related Party Transactions Historically, the Company has been involved in transactions with various related parties. Legal Services Ely D. Tendler is compensated for his services to the Company as General Counsel and Secretary through payments to Ely D. Tendler Strategic & Legal Services PLLC (“EDTSLS”), a law firm owned by Mr. Tendler. All payments made to EDTSLS by the Company were for Mr. Tendler’s services to the Company as General Counsel and Secretary. No other services were provided by EDTSLS to the Company. The Company's payments to EDTSLS for Mr. Tendler’s services totaled $ 279,748 and $ 253,250 for the three months ended March 31, 2025 and 2024, respectively. Included in accounts payable were $ 59,915 and $ 55,545 due to related parties as of March 31, 2025 and December 31, 2024, respectively. There were no amounts included in accrued liabilities due to related parties as of March 31, 2025 and December 31, 2024 related to legal services. Subcontractor Services PrideStaff provides subcontractor services to the Company. PrideStaff is owned by a former operations manager of the Company and his spouse, and therefore, is a related party. The Company made subcontractor payments to PrideStaff totaling $ 35,706 and $ 66,011 for the three months ended March 31, 2025 and 2024, respectively. Included in accounts payable were $ 12,972 and $ 17,149 due to related parties as of March 31, 2025 and December 31, 2024, respectively. Included in accrued liabilities were $ 3,617 and $ 13,097 due to related parties as of March 31, 2025 and December 31, 2024 related to subcontractor services. Transition Services Agreement On October 11, 2023, the Company and Anthony Capone, who resigned as Chief Executive Officer of the Company on September 15, 2023, entered into a separation and transition services agreement (the “Transition Agreement”). Pursuant to the Transition Agreement, Mr. Capone served as a consultant to the Company until March 15, 2024 (such period, the “Capone Consulting Period”) to advise on matters relating to business continuity and processes and transition his institutional knowledge with respect to operational and other departmental functions. As compensation for his services during the Capone Consulting Period, and subject to his compliance with the Transition Agreement, including the execution and non-revocation of a general release of claims in favor of the Company, Mr. Capone received a monthly consulting fee of $ 45,000 and subsidized premiums for continued group health plan coverage 35 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) for the duration of the Capone Consulting Period. Mr. Capone did not receive new equity awards or incentive compensation under the Company’s equity incentive compensation program during the Capone Consulting Period. The Transition Agreement further acknowledges and affirms that Mr. Capone will be bound by and comply with certain restrictive covenants. The Company made payments to Mr. Capone under the Transition Agreement totaling $ 0 and $ 135,000 for the three months ended March 31, 2025 and 2024, respectively. There were no amounts included in accounts payable and accrued liabilities due to related parties as of March 31, 2025 and December 31, 2024, respectively related to this Transition Agreement. Consulting Agreement - Stan Vashovsky On March 7, 2024, the Company entered into a separation and consulting agreement (the “Vashovsky Consulting Agreement”) with Stan Vashovsky, who retired as a director and Chair of the Board effective March 31, 2024. Pursuant to the Vashovsky Consulting Agreement, Mr. Vashovsky continued to serve as a consultant to the Company until March 31, 2025 (such period, the “Vashovsky Consulting Period”). During the Vashovsky Consulting Period, Mr. Vashovsky provided advisory services as requested from time to time by the Company’s executive officers or the Board of Directors and assisted with maintaining the Company’s existing customer and investor relationships and, as consideration for his services, received an equity grant during each quarter of the Vashovsky Consulting Period having a grant date fair value of approximately $ 35,000 . In consideration for a release of claims, Mr. Vashovsky was also eligible to receive Company-subsidized healthcare coverage for the duration of the Vashovsky Consulting Period. The Vashovsky Consulting Agreement further acknowledges and affirms that Mr. Vashovsky will be bound by and comply with certain restrictive covenants. The Company granted approximately $ 35,000 in RSUs to Mr. Vashovsky under the Vashovsky Consulting Agreement for the three months ended March 31, 2025. There were no amounts included in accounts payable and accrued liabilities as of March 31, 2025 and December 31, 2024, related to the Vashovsky Consulting Agreement. Consulting Agreement - Steven Katz On September 26, 2024, the Company entered into a transition consulting agreement (the “Katz Consulting Agreement”) with Steven Katz, who resigned as a director and independent Chair of the Board of Directors effective October 1, 2024. Pursuant to the Katz Consulting Agreement, Mr. Katz served as a consultant to the Company until December 31, 2024 (the “Katz Consulting Period”). During the Katz Consulting Period, Mr. Katz provided transition advisory services relating to the Board and its committees as requested from time to time by the Company’s executive officers or the Board of Directors. As compensation for his services during the Katz Consulting Period, and subject to his compliance with the Katz Consulting Agreement, Mr. Katz received consulting fees in the amount of (i) $ 2,500 per month plus (ii) $ 400 for each hour of services rendered in excess of five hours during each month. During the Katz Consulting Period, Mr. Katz’s equity awards also continued to vest under the Plan. The Company made payments to Mr. Katz under the Katz Consulting Period totaling $ 2,500 and $ 0 for the three months ended March 31, 2025 and 2024, respectively. Included in accounts payable and accrued liabilities were $ 0 and $ 2,500 due to related parties as of March 31, 2025 and December 31, 2024, related to the Katz Consulting Agreement. 17. Income Taxes As a result of the Company’s history of net operating losses, the Company had historically provided for a partial valuation allowance against its deferred tax assets for assets that were not more-likely-than-not to be realized. The Company’s Benefit from (provision for) income taxes for the three months ended March 31, 2025 and 2024 were $ 3,723,687 and $( 5,119,004 ), respectively. In determining the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate adjusted for discrete items. This rate is based on the Company's expected annual income, statutory tax rates and best estimates of non-taxable and non-deductible income and expense items. 36 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) 18. 401(k) Plan The Company established a 401(k) plan in January 2022 that qualifies as a deferred compensation arrangement under Section 401 of the Internal Revenue Code. All U.S. employees that complete two months of service with the Company are eligible to participate in the plan. The Company did not make any employer contributions to this plan as of March 31, 2025. 19. Legal Proceedings From time to time, the Company may be involved as a defendant in legal actions that arise in the normal course of business. In the opinion of management, the Company has adequate legal defense on all legal actions, and the results of any such proceedings would not materially impact the unaudited Condensed Consolidated Financial Statements of the Company. The Company provides disclosure and records loss contingencies in accordance with the loss contingencies accounting guidance. In accordance with such guidance, the Company establishes accruals for such matters when potential losses become probable and can be reasonably estimated. If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss in the unaudited Condensed Consolidated Financial Statements. California Labor Actions On March 30, 2023, Paul Lowe v. Rapid Reliable Testing, LLC, et al. was filed in the Los Angeles Superior Court (the “Lowe Action”). The complaint alleges various wage and hour claims on behalf of the plaintiff and a putative class. The complaint also alleges a derivative class claim for violations of California’s Unfair Competition Law and seeks to bring a representative action pursuant to California’s Private Attorneys General Act of 2004 (“PAGA”). In addition, Corielyn Marie Hall v. Rapid Reliable Testing, LLC, et al. involves two separate actions filed in the Los Angeles Superior Court by plaintiff Corielyn Hall (collectively with the Lowe Action, the “California Labor Actions”). The first action is a class complaint filed on December 14, 2023. Similar to the Lowe Action, it alleges various wage and hour claims on behalf of the plaintiff and a putative class and asserts a derivative class claim for violations of California’s Unfair Competition Law. The second action brought by Corielyn Hall was filed on February 20, 2024 and brings claims under PAGA. Given the overlapping claims and time periods presented in the California Labor Actions, in an effort to reach a global resolution, these actions were mediated concurrently on February 5, 2025. The parties reached a resolution, in principle, at the mediation. At the time of this filing, the parties are working to finalize the settlement documents memorializing that resolution. Stockholder Action On October 27, 2023, Joe Naclerio, individually and purportedly on behalf of all others similarly situated, filed a putative class action complaint for violation of federal securities laws in the U.S. District Court for the Southern District of New York against the Company, its then-Chairman and former Chief Executive Officer, another former Chief Executive Officer, current Chief Financial Officer and former Chief Financial Officer (who currently serves as Executive Vice President of Strategy). On January 17, 2024, the Court appointed the Genesee County Employees’ Retirement System as the Lead Plaintiff. On March 18, 2024, the Lead Plaintiff filed an amended complaint against the Company, its now former Chairman and Chief Executive Officer, another former Chief Executive Officer and former Chief Financial Officer (who currently serves as Executive Vice President of Strategy). On June 21, 2024, the defendants moved to dismiss the amended complaint. The motion was fully briefed in September 2024. On March 28, 2025, the motion was granted in part and denied in part. On April 25, 2025, the remaining defendants answered the complaint. Due to the early stage of this proceeding, the Company cannot reasonably estimate the potential range of loss, if any. The Company disputes the allegations of wrongdoing and intends to defend itself vigorously in this matter. Cybersecurity Action On August 22, 2024, Maria Ballesteros, individually and on behalf of others similarly situated, filed a complaint against Ambulnz NY, LLC, a subsidiary of the Company (“Ambulnz NY”), in the U.S. District Court for the Southern District of 37 Table of Contents DocGo Inc. and Subsidiaries NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) New York arising from a data security incident that the Company experienced in April 2024 (the “Cybersecurity Action”). The Cybersecurity Action alleged negligence, negligence per se, breach of fiduciary duty, breach of implied contract and violations of California’s Unfair Competition Law, the California Privacy Act and the California Consumer Records Act, and sought various forms of monetary and injunctive relief. Before Ambulnz NY responded to the complaint, the parties engaged in early mediation that resulted in a settlement in principle. The plaintiff subsequently dismissed the case from the Southern District of New York without prejudice to provide the parties time to finalize the settlement and for eventual re-filing in Florida state court. The parties have since entered into a formal settlement agreement, and the plaintiff re-filed the case in the Circuit Court of the Eleventh Judicial Circuit of Florida on March 21, 2025. The plaintiff also filed a motion for preliminary approval of the settlement on March 24, 2025. On May 2, 2025, the court entered an order granting preliminary approval of the parties’ settlement agreement, directing notice to the settlement class and scheduling a final fairness hearing for August 22, 2025. The settlement class members will have a period of time to file a claim for the benefits under the settlement before final approval is sought. The settlement is on a claims-made basis, so the Company cannot reasonably estimate the amount that will be paid at this time. However, the Company maintains cybersecurity insurance coverage to limit its exposure to losses relating to cybersecurity incidents, including costs arising from litigation such as the Cybersecurity Action and the expected costs of the settlement. 20. Risk and Uncertainties Risks, Impacts and Uncertainties The Company’s current business plan assumes increased demand for Mobile Health Services. Demand for such services was accelerated by the COVID-19 pandemic, but is also being driven by longer-term secular factors, such as the increasing desire on the part of patients to receive treatments outside of traditional settings, such as doctor’s offices and hospitals. Government Contracts In recent years, the Company’s government contract work has represented a substantial portion of its overall revenue, and maintaining and continuing to grow this revenue stream is an important part of the Company’s growth strategy. However, government contract work is subject to risks and uncertainties. Government contract work subjects the Company to government audits, investigations and proceedings, which could also lead to the Company to being barred from government work or subjected to fines if it is determined that a statute, rule, regulation, policy or contractual provision has been violated. Audits can also lead to adjustments to the amount of contract costs that the Company believes are reimbursable or to the ultimate amount the Company may be paid under the agreement. Furthermore, a shift in government policies or priorities, at either the federal, state or local level, surrounding the allocation of public spending to health care-related projects, could have a large impact on the Company’s revenues in this area. A loss of government contract work, if not offset by revenues from new or other existing customers, could have a material adverse effect on the Company’s business, financial condition, and results of operations. 21. Subsequent Events The Company has evaluated subsequent events through the filing date of this Form 10-Q and has determined that there were no events occurring after the balance sheet date that would require adjustments to the financial statements or additional disclosures. 38 Table of Contents