What changed in this filing

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Item 1. Business

2021-02-10 compared with 2020-02-06 · 115 added, 102 removed, 213 unchanged (50% of the section changed)

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Please see our consolidated financial statements included elsewhere in this report for additional discussion regarding our results of operations for the year ended December 31, 2020.

(in thousands)

Operating income (1)

Income before income taxes

Net income (2)

Diluted earnings per share (2)

Net cash provided by operating activities

Adjusted Revenues (3)

(in thousands) FY 2020 FY 2019 Change

Revenues $ 136,878 $ 149,370 (8) %

Operating income (loss) (1)

$ (29,605) $ 17,025 (274) %

Income (loss) before income taxes $ (32,434) $ 16,324 (299) %

Net income (loss) (2)

$ (30,015) $ 12,551 (339) %

Diluted earnings (loss) per share (2)

$ (0.62) $ 0.24 (358) %

Net cash flows from operating activities $ 18,683 $ 22,923 (18) %

Adjusted EBITDA (3)

$ 29,924 $ 34,859 (14) %

Adjusted EBITDA Margin (3)

22 % 23 % n.m.

(1) Operating income for the year ended December 31, 2020 includes impairments of intangible assets and goodwill of $38.8 million.

Operating income for the year ended December 31, 2019 includes disposition related and other costs of $1.7 million and a loss of $0.5 million related to the sale of Hcareers.

Operating income for the year ended December 31, 2018 includes a gain of $3.4 million related to the sales of Rigzone and Hcareers and includes disposition related and other costs of $7.6 million.

(2) Net loss and diluted loss per share for the year ended December 31, 2020 includes the negative impact of $37.9 million, net of tax, and $0.78 per share related to the items identified in number 1 above as well as the impairment of an equity investment and the impact of discrete tax items.

Net income and diluted earnings per share for the year ended December 31, 2019 includes the negative impact of $1.6 million, net of tax, and $0.04 per share related to the items identified in number 1 above as well as the impact of discrete tax items.

Net income and diluted earnings per share for the year ended December 31, 2018 includes the negative impact of $4.7 million, net of tax, and $0.09 per share related to the items identified in number 1 above as well as the impact of certain discrete tax items.

(3) For a description of these non-GAAP measures and reasons why management believes they provide useful information to investors, please see “Management’s Discussion and Analysis of Financial Condition and Results of Operations, Liquidity and Capital Resources, and Non-GAAP Measures” located elsewhere in this report.

2020 Highlights

DHI's primary goals for 2019 were to transform the business by investing in its people and its marquee product offerings to accelerate the pace of innovation.

The Company delivered more than 20 major product releases and a dozen minor releases in 2019, representing historic levels of innovation.

DHI strengthened its digital marketing initiatives and hired senior talent, which are key drivers of future revenue growth.

The Company focused on specific key results including:

Increase the Velocity of Product Releases

Dice launched new and improved products powered by IntelliSearch including Candidate Match TM , Job Management for clients, Job Search & Job Alerts and Applications Management.

eFinancialCareers marketplace capabilities grew with the addition of Recruiter Profile, upgraded Candidate Profile, real-time Messaging and tailored Job Search.

Improve Candidate Quality

Upgraded native mobile apps, enhanced premium job detail pages and personalized homepages dramatically improved the candidate experience on Dice and eFinancialCareers, advancing the brands as go-to sources for professionals managing their careers.

In an industry beset by quality issues, the Company invested in fraud detection and training initiatives to deliver relevant and high-quality candidates to recruiters and employers.

Dramatically Improve Client Experiences

ClearanceJobs expanded its NextGen platform with features like Pulse and BrandAmp to help recruiters engage with cleared talent, and dashboards for employers and candidates to gain deep insight into network reach and profile performance.

Dice modernized its client experience through an improved user interface, streamlined recruiter workflow and newly designed intuitive Dice homepage.

Managed services offerings expanded for both eFinancialCareers and Dice, providing clients with sourced and screened candidates.

Build a Foundation for Growth

A shift to a domain-driven development model increased the quality and speed of product delivery, and set the foundation for major product releases in 2020 and beyond.

Behind a growth posture and under the direction of new Chief Revenue Officer, Arie Kanofsky, the Company hired sales talent to focus on clients who recruit for their own needs, standing up commercial sales teams in the West (Denver) and East (New York), to be supported by the velocity of new product innovation.

Invest in Talent to Support a High-Performance Culture

The Company rounded out its executive team, hiring a number of new senior leaders to support performance across the organization including Paul Farnsworth as Chief Technology Officer, Chris Henderson as Chief Strategy Officer, Arie Kanofsky as Chief Revenue Officer and Kevin Bostick as Chief Financial Officer.

Exceed our Financial Commitments

Revenue for the ongoing tech-focused business stabilized and EBITDA margins held at 23% even as we invested for growth.

With all non-core businesses fully divested, the Company focused efforts on product innovation and developing a go-to-market strategy to generate sustained long-term revenue growth in the future.

DHI's primary goals for 2020 were to invest in and to deliver even greater value to both clients and candidates of its three brands, Dice, ClearanceJobs, and eFinancialCareers, including marketplace capabilities and other innovative services to help employers build their tech workforce and technologists to manage their careers, amidst uncertainty and remote work.

The Company also invested significantly in improving its sales and marketing capabilities to drive future growth, while maintaining EBITDA margins.

Key results include:

Deliver Innovative Career Marketplace Features

Dice delivered additional career marketplace capabilities with the launch of Recruiter Profile, allowing clients to enrich profiles with photos, personal information and details, creating greater transparency and personalizing the recruiter behind the role;

and Messaging to allow real-time career connection conversations within the platform.

Dice Remote Jobs launched in May, enabling employers to tap into pools of remote workers across the U.S.

to increase talent pipelines and diversify work forces as part of a nationwide shift toward remote work while allowing easier filtering for technologists to apply for remote-only jobs.

ClearanceJobs further enhanced its dynamic career marketplace launching Favorites, allowing clients to flag top candidate prospects and receive alerts on activity;

Automated Recruiter Workflow, allows recruiting teams to automate recruitment processes like connecting with potential candidates, sending introduction messages, or tagging candidates to a specific job opening, eliminating 3.5 hours of administrative task time per recruiter per day;

and Client Team Dashboard, enabling clients to see the full view of their recruitment team activity, linking activities to successful hiring patterns.

eFinancialCareers completed the foundation of the marketplace, launching Job Alerts, which help candidates find jobs that fit their skills and interests, Enhanced Candidate Profile, enabling finance professionals to create a richer profile and eFC Follow, Voice, Video, a rich set of communication tools for recruiters and professionals to engage in career discussions virtually.

Strengthen Go-To-Market Capabilities

DHI transformed its sales function under new leadership with expansions of sales teams, account management (customer success), sales operations, and sales enablement.

Specifically, the Company added 20 sales reps focusing on Dice SRC and commercial accounts, and ClearanceJobs.

Dice further cemented its position as a trusted market leader through stronger communication of new products and enhanced digital marketing initiatives.

The result was over 10% year-over-year increase in candidate visible profiles, demonstrating greater trust in the platform and more than 45% growth in applications, delivering more relevant candidates for employers to grow their tech workforces.

Pivot to Growth ClearanceJobs began selling directly to the federal government in addition to the government contractors that make up its historical customer base and in the process, added a potentially significant new market and growth vehicle.

Despite overall uncertainty in markets for the majority of 2020, Dice exceeded booking targets in the fourth quarter, indicating a pivot toward growth for 2021.

The Company maintained strong EBITDA margins of 22% while continuing to make strategic investments to maximize growth opportunities.

Company Profile

DHI was incorporated in Delaware on June 28, 2005 and is a leading provider of data, insights and employment connections through specialized services for technology professionals.

DHI was incorporated in Delaware on June 28, 2005 and is a leading provider of software products, online tools and services to deliver career marketplaces to candidates and employers globally.

DHI's three brands — Dice, ClearanceJobs and eFinancialCareers— enable recruiters and hiring managers to efficiently search, match and connect with highly skilled technologists in specialized fields, particularly technology, those with active government security clearances and in financial services.

Our mission is to empower technology professionals and organizations that hire them to compete and win through expert insights and relevant employment connections by delivering three key value propositions:

• Providing the best search and match solution for recruiters and employers;

Delivering the most relevant technology career related content;

• Delivering the most relevant and personalized technology career related content;

• Aggregating and analyzing workforce intelligence data to deliver specialized insights.

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During 2020 we offered our talent acquisition and career development products and tools through the following key brands:

Specialized Focus

Primary Source of Revenues

in Operation Specialized Focus Primary Source of Revenues

30 Technology and engineering in the U.S.

Recruitment packages¹, career fairs and open houses

ClearanceJobs

Security-cleared professionals

Recruitment packages¹

eFinancialCareers

Financial services and technology

Recruitment packages¹

and job postings

¹ Recruitment packages are a combination of job postings and access to our searchable database of candidates.

2 Includes Career Events (formerly known as Targeted Job Fairs)

ClearanceJobs 18 Security-cleared professionals Recruitment packages¹

eFinancialCareers 20 Financial services and technology Recruitment packages¹ and job postings

¹ Recruitment packages are a combination of job postings and/or access to our searchable database of candidates.

2 Includes Career Events

Dice has been a go-to destination for technology and engineering talent in the United States for the past 30 years.

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Recruitment packages offer our customers the ability to access the candidate resume database and post up to a specified number of jobs.

Customers are encouraged to purchase our recruitment packages on an annual basis.

Candidate Match and Search on Dice is powered by IntelliSearch, a proprietary and patent pending machine-learning technology that is foundational to many Dice products and services.

Customers are encouraged to purchase our recruitment packages on

an annual basis.

Candidate Match and Search on Dice is powered by IntelliSearch, a proprietary machine-learning technology that is foundational to many Dice products and services.

Professionals can post their resumes, search jobs and access our career-related content, news and tools.

Skill Center, a tool implemented by Dice, uses data aggregated from across the web to show skill trends, giving professionals insights into potential skills gaps and development areas.

Skill Center, a tool implemented by Dice, uses data aggregated from across the web to show skills trends, giving professionals insights into potential skills gaps and development areas.

Salary Predictor and Salary Calculator offer real-time salary tools leveraging predictive analysis to help tech professionals and employers discover tailored salary estimates based on skills, job titles, years of experience and location.

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ClearanceJobs had approximately 53,000 job postings as of December 31, 2020 and during 2020, ClearanceJobs had, on average, 621,000 monthly users.

eFinancialCareers is one of the world’s leading financial services careers website, operating websites in multiple markets in four languages mainly across the United Kingdom, Continental Europe, Asia, Australia, the Middle East and North America.

eFinancialCareers is one of the world’s leading financial services careers websites, operating websites in multiple markets in four languages mainly across the United Kingdom, Continental Europe, Asia, Australia, the Middle East and North America.

Professionals from across many sectors of the financial services industry, including asset management, risk management, investment banking, and information technology, use eFinancialCareers to advance their careers.

eFinancialCareers extends its global footprint beyond its own sites through job posting distribution agreements with more than 30 finance and business websites around the world, including well-known publications and organizations.

Employers can engage with financial services professionals through real-time messaging and promote their employment brand through Recruiter Profiles.

eFinancialCareers had approximately 14,500 job postings as of December 31, 2020 and during 2020, eFinancialCareers had, on average, 2.0 million monthly users.

During 2018 and 2017, our results also included the activities related to the following brands:

Specialized Focus

Primary Source of Revenues

During 2018, our results also included the activities related to the following brands:

Service Specialized Focus Primary Source of Revenues

Dice Europe 2

Technology and engineering in the U.K.

Job postings and advertising

Recruitment packages¹

and advertising

Biotechnology

Job postings and advertising

Health eCareers 6

¹ Recruitment packages are a combination of job postings and access to our searchable database of candidates.

and Germany Job postings and advertising

Oil and gas Recruitment packages¹ and advertising

Biotechnology Job postings and advertising

Hospitality Job postings

¹ Recruitment packages are a combination of job postings and/or access to our searchable database of candidates.

2 Dice Europe ceased operations on August 31, 2018.

3 Rigzone sold the RigLogix portion of the Rigzone business on February 20, 2018 and DHI transferred majority ownership of remaining Rigzone business to Rigzone management August 31, 2018.

4 Transferred majority ownership of BioSpace on January 31, 2018 to BioSpace management.

3 Rigzone sold the RigLogix portion of the Rigzone business on February 20, 2018 and DHI transferred majority ownership of remaining Rigzone business to Rigzone management on August 31, 2018.

4 DHI transferred majority ownership of BioSpace on January 31, 2018 to BioSpace management and sold its remaining minority stake in BioSpace to BioSpace management on April 30, 2020.

5 Hcareers was sold May 22, 2018.

6 Health eCareers was sold December 4, 2017.

We primarily operate in the talent discovery and acquisition segment of the broader market for human capital management services through career sites for technology professionals.

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As more companies leverage technology to advance their business, employers will increasingly need to hire tech talent to compete.

According to analysis of data from Sand Cherry Associates leveraging data from the Bureau of Labor Statistics and CompTIA, tech jobs such as those that Dice serves account for 6.1% of all jobs in the United States and are expected to outperform national employment growth rates between 2016 to 2026 (10.7% vs 13.1% for tech jobs).

According to analysis from Microsoft, world-wide digital jobs are expected to grow from 41 million in 2020 to 190 million in 2025.

• Continued professional interest in career brands specific to industry and skills.

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As many companies prove the power of analytics in marketing and other business domains, organizations are seeking to gain a competitive advantage by applying data-driven insights to improve their hiring, retention and leadership capabilities.

According to Deloitte’s Global Human Capital Trends 2019 , 87% of surveyed companies expected technology to play an increasing role in sourcing/outreach recruiting activities.

In this environment, we believe there is an opportunity for career management and talent acquisition tools that leverage the common interests, goals and skills of select professional communities.

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The combination of our focused online professional websites and rich data sets allows organizations to find and hire professional talent more efficiently and effectively, and therefore incentivizes them to source talent through our online professional communities.

The benefits our services provide to both professionals and recruiting customers create a robust marketplace.

The benefits our services provided to both professionals and recruiting customers create a robust marketplace.

Benefits we provide to Professionals

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We seek to improve the efficiency of the recruiting process for our customers by providing efficient access to large pools of highly qualified and hard-to-reach professionals.

Because the communities

of professionals who visit our websites are highly-skilled and specialized within specific industries, we believe our customers who post jobs receive applications from candidates who are better qualified for the positions, and that they receive fewer irrelevant applications than when using generalist sites.

In addition, since our resume data and resume search functions are highly tailored by specialty, we believe that our customers can more efficiently identify talent using our resume databases than by using broader services.

Because the communities of professionals who visit our websites are highly-skilled and specialized within specific industries, we believe our customers who post jobs receive applications from candidates who are better qualified for the positions, and that they receive fewer irrelevant applications than when using generalist sites.

In addition, since our resume data and resume search

functions are highly tailored by specialty, we believe that our customers can more efficiently identify talent using our resume databases than by using broader services.

Relevant information on prospective candidates .

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We offer recruiting customers the ability to target hard-to-find professionals with messages in the online forums they frequent.

Our Lengo service leverages our social aggregation capabilities to assemble candidate target lists based on specific factors like skill sets, work experience, location, or interests;

Our social targeting service leverages our social aggregation capabilities to assemble candidate target lists based on specific factors like skill sets, work experience, location, or interests;

then executes hyper-targeted employer branding or job search campaigns in online forums where specific potential candidates spend time.

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Since arriving in April of 2018, CEO Art Zeile has led an aggressive effort to focus and build on our legacy of market leadership in technology talent acquisition and reinvigorate the business in multiple respects, including delivering best-in-class candidate quality and match capabilities;

transforming Dice and eFinancialCareers from their job board legacies into indispensable marketplaces modeled on our market-leading and high growth brand, ClearanceJobs;

transforming Dice and eFinancialCareers from their job board legacies into indispensable career marketplaces modeled on our market-leading and high growth brand, ClearanceJobs;

investing in functional excellence to drive growth and product innovation;

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These attributes provide clear and measurable ROI for clients and has contributed to ClearanceJobs more than doubling its revenue over the past five years.

With over 17 years in the market, ClearanceJobs is, what we believe, a highly defensible and valuable business.

With over 18 years in the market, we believe ClearanceJobs is a highly defensible and valuable business.

We are in the process of transforming our Dice and eFinancialCareers brands into similar career marketplaces customized for the needs of their unique candidate and client communities.

In 2019, we delivered the eFinancialCareers marketplace capabilities and are focused on driving adoption in 2020.

We plan to deliver similar capabilities within Dice in 2020 and expect these changes to transform the way our stakeholders use these solutions and to drive results as adoption increases.

In 2020, we delivered the final components of eFinancialCareers marketplace capabilities focused on driving adoption with clients and candidates.

We delivered foundational career marketplace features for Dice in 2020, focusing on landing launches and driving adoption with customers.

We expect these changes to transform the way our stakeholders use these solutions and to drive results as adoption increases.

Investing in functional excellence and product innovation.

Since joining DHI, CEO Art Zeile has built a leadership team capable of driving growth and supporting a culture of high performance, including new leaders of Product, Marketing, Technology, Strategy, Revenue, and Finance.

While the most recent hires came late in 2019, the team has already begun to engineer a complete transformation of their respective functions and reinvigoration of the business as a whole.

Specifically, 2019 was one of the most productive years in the Company’s history in terms of product innovation with more than 20 major releases for Dice and eFC combined, including Candidate Match TM , Job Management, Job Search and Job Alerts, Recruiter Profile, Candidate Profile and Messaging.

We’re investing to further increase the pace of innovation by adding engineers to our technology team, centered around a domain-driven development model to increase the quality and speed of product delivery.

Finally, our recently rebuilt marketing team is already producing better results at lower cost in terms of driving traffic to Dice and eFC, with candidate registrations increasing to double-digits and with more to come as we leverage new capabilities in customer relationship management (CRM), product marketing, and digital analytics, among others.

Transforming our sales effort to drive growth.

Since joining DHI, CEO Art Zeile has built a leadership team capable of driving growth and supporting a culture of high performance.

Over the course of the year, the team reinvigorated their functional areas to drive results in the business, working towards the common goal of launching and landing innovative products in the market.

Specifically, in 2020 the Company released a number of products to help employers find tech candidates and technologists further their careers.

These include, at Dice:

Recruiter Profile and Instant Messaging;

at ClearanceJobs:

Favorites to flag top candidates;

and at eFinancialCareers:

Job Alerts and Voice, Video and Follow allowing employers and candidates better opportunities to connect in real-time.

As a pandemic forced professionals everywhere to work from home, Dice fast-tracked its Remote Jobs product, enabling employers to tap into pools of remote workers across the U.S.

to increase talent pipelines and diversify work forces and technologists to continue to further their careers through finding remote work opportunities.

We are investing to further increase the pace of innovation by adding engineers to our technology team, centered around a domain-driven development model to increase the quality and speed of product delivery.

Our marketing team is focused on delivering results at lower cost in terms of driving traffic to Dice and eFC, growing visible profiles and applications with less spend and with more to come as we leverage new capabilities in customer relationship management (CRM), product marketing, and digital analytics, among others.

Transforming our sales and customer success efforts to drive growth.

As early leaders in online talent acquisition, DHI’s brands have a legacy of strong recurring clients and revenue and, as a result, renewals have historically provided the majority of the Company’s revenues.

We believe there is significant opportunity to grow our customer base and expand to new revenue opportunities, particularly with

commercial accounts, or clients who recruit for their own needs, with an expanded and better enabled sales force.

Specifically, in late 2019, we added 15 new Dice commercial accounts sales representatives, supported by a new sales development representative team, which we believe will enable a return to sustainable revenue growth.

We believe there is significant opportunity to grow our customer base and expand to new revenue opportunities, particularly with commercial accounts, or clients who recruit for their own needs, with an expanded and better enabled sales force.

Our customer success team implemented new strategies to drive proactive external engagement and report real-time feedback to better include the customer voice to influence our product roadmap.

We will continue to grow our sales team as opportunities arise.

Marketing and Sales

We focus our long-term marketing efforts on growing the number of professionals who visit and engage with our websites, which we believe increases the attractiveness of our websites to our customers.

We use a combination of direct marketing, branding and communications initiatives, including content, to increase our brand awareness, traffic, new resumes posted and applications to job postings.

We primarily engage in search engine marketing, online advertising, and participation in industry events, social media marketing and content marketing.

We focus our long-term consumer marketing efforts on growing the number of professionals who visit and engage with our websites, which we believe increases the attractiveness of our websites to our customers.

We use a combination of direct marketing, branding and communications initiatives, including content, to increase our brand awareness, traffic, new and updated profiles and applications to job postings.

We primarily engage in digital media including search engine marketing, online advertising, social media, email and content marketing.

Many of our brands use strategic alliances with relevant publishers, trade associations and industry groups to increase reach and traffic.

Some of our brands have also invested in broader awareness campaigns that include outdoor advertising in select cities where competition for their respective specializations is high.

Our customer marketing efforts are primarily focused on lead generation activities, such as email campaigns and participation in industry events.

We also use marketing communications, such as media relations, social media, and thought leadership content, to enhance brand awareness and client relationships.

Some of our brands have also invested in broader awareness campaigns through digital media and partnerships.

Our customer marketing efforts are primarily focused on lead generation activities, such as digital media, email campaigns and participation in industry events.

We use marketing communications, such as media relations, social media, and thought leadership content, to enhance brand awareness and client relationships.

Many of our ongoing customer marketing efforts focus on driving increased customer understanding of our product innovation and tools to drive increased product usage.

We sell our products primarily through our direct sales force.

We have a number of direct sales teams organized by brand, market segment, and geography.

We have a number of direct sales teams globally organized by brand, market segment, and geography.

Our field sales groups target Fortune 1000 companies, large staffing and recruiting firms and other large and mid-size businesses.

Our strategy in 2020 focused on implementing new sales processes, methodologies, and forecasting to drive improvements to better address market opportunities and our clients' needs.

We increased our focus on customer success to drive renewal rates with existing customers.

Our in-house sales teams focus on generating new business from recruiters as well as small and mid-size companies, renewing customer contracts, increasing the service levels customers’ purchase and servicing the needs of our largest clients.

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We also invest in fraud detection initiatives and maintain teams of account managers and customer support specialists who work to ensure customers get the most from our products and services by providing training and assistance.

In addition, our customer support departments perform some compliance functions, such as reviewing the websites for false or inaccurate job postings.

In addition to technologies we leverage for fraud detection, our customer support departments perform some compliance functions, such as reviewing the websites for false or inaccurate job postings.

We currently serve a diversified customer base consisting of approximately 9,500 customers in total.

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Our customers include small, mid-sized and large direct employers, staffing companies, recruiting agencies, consulting firms and marketing departments of companies.

As of December 31, 2019, notable customers of the Dice and ClearanceJobs included AT&T, Adecco, Amazon, Cisco, Dell, Equifax, GEICO, Kforce, Manpower, Microsoft, NCI, Oracle, Proctor & Gamble, Samsung and UnitedHealth.

Notable customers of eFinancialCareers included Barclays, Bank of China, BlackRock, Bloomberg, BNY Mellon, BPCE Group, Citibank, Credit Suisse, Deutsche Bank, Ernst & Young, Goldman Sachs, HSBC, Macquarie Group Services, Moody's, Morgan Stanley, Schroders Investment Management, Societe Generale, State Street, Standard Chartered Bank, and UBS AG.

As of December 31, 2020 notable customers of the Dice and ClearanceJobs businesses included AT&T, Adecco, Amazon, Cisco, GEICO, Kforce, Manpower, Microsoft, NCI, Procter & Gamble, Samsung, UnitedHealth and Verizon.

Notable customers of eFinancialCareers included Bank of America, Bank of China, BlackRock, Bloomberg, BNP Paribas, China Construction Bank Corp, China Credit Suisse, CitiBank, Goldman Sachs, HSBC Holdings, JPMorgan Chase & Co., Morgan Stanley, Mistusbishi UFJ Financial Group and Standard Chartered.

We use a variety of open source and proprietary technologies to support our website services.

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Job seekers and customers can access our websites with any standard web browser, mobile web browsers, and iOS and Android applications.

Our websites also utilize AWS disaster recovery, redundancy, and resiliency services, including multi-availability zone, multi-region, redundant storage and networking solutions, and self-healing capabilities.

Our websites also utilize AWS disaster recovery, redundancy, and

resiliency services, including multi-availability zone, multi-region, redundant storage and networking solutions, and self-healing capabilities.

The market for talent acquisition services is highly competitive with multiple online and offline competitors.

With the evolution of the online recruiting model, there has been an increasing need to provide ease-of-use and relevance to professionals, as well as an efficient and cost-effective recruitment method for direct employers, recruiters and staffing companies.

Additionally, further technological advancements and evolution of social networks increasing the interaction between candidates and potential employers

have made it easier for new competitors to emerge, and advertisers have many alternatives available to reach their target audiences.

Additionally, further technological advancements and evolution of social networks increasing the interaction between candidates and potential employers have made it easier for new competitors to emerge, and advertisers have many alternatives available to reach their target audiences.

Our ability to maintain our existing customer base and generate new customers depends to a significant degree on the quality of our candidate databases and audiences, the quality of our services, our ability to enhance our websites and the underlying technology of our websites to meet the needs of a rapidly-evolving marketplace, our pricing strategy and ability to introduce value-added products and services, contracting alternatives such as subscription or consumption based models, and our reputation among our candidates and our customers and potential customers, who are increasingly sophisticated and demanding.

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The steps we have taken to protect our copyrights, trademarks, service marks and other intellectual property may not be adequate, and third parties could infringe, misappropriate or misuse our intellectual property.

If this were to occur, it could harm our reputation and affect our competitive position.

If this were to occur, it could

harm our reputation and affect our competitive position.

“Risk Factors—Misappropriation or misuse of our intellectual property could harm our reputation, affect our competitive position and cost us money.”

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We collect, store and use a variety of information about both professionals and customers on our website properties.

Within the websites, the information that is collected, stored, and used has been provided by the professionals or customers with the intent

of making it publicly available.

Within the websites, the information that is collected, stored, and used has been provided by the professionals or customers with the intent of making it publicly available.

We do not ask professionals or customers to supply social security numbers.

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The GDPR includes operational requirements for companies that receive or process personal data of residents of the European Union that are different than those previously in place in the European Union, and include significant penalties for non-compliance.

Similarly, there are a number of legislative proposals in the United States, at both the federal and state level, that could impose new obligations in areas affecting our business.

Similarly, there are laws as well as a number of legislative proposals in the United States, at both the federal and state level, that impose obligations in areas affecting our business, or may do so in the future.

For example, California adopted the California Consumer Privacy Act of 2018, or CCPA, which became effective on

January 1, 2020.

The CCPA has been characterized as the first "GDPR-like" privacy statute to be enacted in the United States because it mirrors a number of the key provisions of the GDPR, and it includes penalties for non-compliance, as well as creating the right for consumers to bring a private action in certain circumstances.

More recently, on November 3, 2020, California enacted the California Privacy Rights Act ("CPRA").

The CPRA, which goes into effect on January 1, 2023, expands upon the protections provided by the CCPA, including new limitations on the sale or sharing of consumers’ personal information, and the creation of a new state agency to enforce the CPRA’s protections.

In addition, some countries are considering or have passed legislation implementing data protection requirements or requiring local storage and processing of data or similar requirements.

Complying with these varying domestic and foreign requirements could cause us to incur additional costs and change our business practices.

Further, any failure by us to adequately protect our users’ privacy and data could result in a loss of confidence in our products and services and, ultimately, in a loss of customers, which could have an adverse effect on our business.

Furthermore, favorable laws may change, including, for example, in the United States where the FCC voted to repeal net neutrality regulations.

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Compliance with these laws may be expensive and could harm our business.

Any failure by the Company to comply with these laws and regulations could result in actions against us by

governmental authorities or other entities, which could harm our business, including governmental or court orders that we cease certain activities.

Any failure by the Company to comply with these laws and regulations could result in actions against us by governmental authorities or other entities, which could harm our business, including governmental or court orders that we cease certain activities.

Risk Factors "Our business is subject to U.S.

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We believe that we have a good relationship with our employees.

We offer flexible work schedules, abbreviated hours on Fridays and remote working opportunities for all team members to promote work/life balance.

Throughout the COVID-19 pandemic, we have made it a priority to support our employees as they work from home, including increased flexibility surrounding personal and family commitments.

The Company’s Diversity, Equality and Inclusion program is based on promoting a culture of inclusivity, and includes Allyship training and Unconscious Bias training, which teaches team members how to better support marginalized groups.

The internal policies of the Company encourage hiring diverse candidates and ensuring that all team members are treated fairly and equally, amongst other things.

We aim to inspire.

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

What changed 10-K

Item 1. Business