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We are one of the world’s leading online marketplaces for connecting design lovers with many of the best sellers and makers of vintage, antique, and contemporary furniture, home décor, jewelry, watches, art, and fashion.
−Removed: We believe we are a
−Removed: leading online marketplace for these luxury design products based on the aggregate number of such listings on our online
−Removed: marketplace and our Gross Merchandise Value (“GMV”).
−Removed: Our thoroughly vetted seller base, in-depth marketing content, and custom-built technology platform create trust in our brand and facilitate high-consideration purchases.
−Removed: By disrupting the way these items are bought and sold, we are both expanding access to, and growing the market for, luxury design products.
−Removed: 1stDibs began in 2000 with the vision of bringing the magic of the Paris flea market online by creating a listings site for top vintage and antique furniture sellers.
−Removed: Soon thereafter, we moved our headquarters to New York City and focused primarily on adding U.S.-based sellers to our site.
−Removed: The quality of our initial seller base enabled us to build a reputation in the design industry as a trusted source for unique luxury design products.
−Removed: In over two decades of operating history, we have strengthened our brand and deepened our seller relationships.
+Added: We believe we are a leading online marketplace for these luxury design items based on the aggregate number of listings on our online marketplace and our Gross Merchandise Value (“GMV”).
+Added: Our sellers, who undergo an evaluation by our in-house experts to vet the integrity of their listings, in-depth marketing content, and custom-built technology platform create trust in our brand and facilitate high-consideration purchases of luxury design items online.
+Added: By disrupting the way these items are bought and sold, we are both expanding access to, and growing the market for, luxury design.
+Added: 1stDibs began over two decades ago with the vision of bringing the magic of the Paris flea market online by creating a listings site for top vintage and antique furniture sellers.
+Added: The quality of our initial seller base enabled us to build a reputation in the design industry as a trusted source for unique luxury design.
+Added: Since then, we have strengthened our brand as well as deepened and broadened our seller relationships.
We launched our e-commerce platform in 2013 and transitioned to a full e-commerce marketplace model in 2016.
As of December 31, 2024, we operate an e-commerce marketplace with approximately 5,900 unique sellers, compared to approximately 7,800 as of December 31, 2023.
+Added: In 2024, we shifted our seller acquisition strategy and monetization approach to concentrate on fewer, but more highly engaged sellers.
As of December 31, 2024, we had 7.0 million users compared to 6.3 million as of December 31, 2023, and approximately 1.8 million listings, compared to 1.7 million as of December 31, 2023.
Users represent non-seller visitors who register on our website, including both buyers and prospective buyers, and are identified by a unique email address.
−Removed: Our online marketplace seller stock value, the sum of the listed stock value of all available products listed on our online marketplace, was consistent year over year and exceeded $10.0 billion as of both December 31, 2023 and 2022.
+Added: Our online marketplace seller stock value, the sum of the listed stock value of all available products listed on our online marketplace, remained consistent year over year and exceeded $10.0 billion as of both December 31, 2024 and 2023.
An individual listing’s stock value is calculated as the item’s current price multiplied by its quantity available for sale.
−Removed: GMV was $362.3 million for the year ended December 31, 2023 compared to $425.4 million for the year ended December 31, 2022, a decrease of 15%.
−Removed: Our net revenue was $84.7 million for the year ended December 31, 2023, compared to $96.8 million for the year ended December 31, 2022, a decrease of 13%.
−Removed: We believe our GMV and net revenue have been adversely impacted, both directly and indirectly, by macroeconomic factors, including significant capital market volatility, significant housing market volatility, rising interest rates, inflation, global economic and geopolitical developments, and changing consumer behavior in a post-COVID-19 environment;
−Removed: however, these impacts are difficult to isolate and quantify.
+Added: GMV remained flat year over year and was $362.3 million for each of the years ended December 31, 2024 and 2023.
+Added: Our net revenue was $88.3 million for the year ended December 31, 2024, compared to $84.7 million for the year ended December 31, 2023, an increase of 4%.
In the year ended December 31, 2024, we generated a net loss of $18.6 million and Adjusted EBITDA of $8.0 million, compared to a net loss of $22.7 million and Adjusted EBITDA of $13.3 million for the year ended December 31, 2023.
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Restructuring Charges
−Removed: In June 2023, we announced a workforce reduction designed to reduce operating costs and realign investment priorities involving the reduction of approximately 20% of the Company’s global workforce.
−Removed: As a result of the reduction, we incurred approximately $2.0 million in restructuring charges during the year ended December 31, 2023, consisting primarily of employee severance and benefits costs.
−Removed: We do not expect to incur any significant additional charges related to restructuring in the fiscal year ended December 31, 2023.
−Removed: See Note 2, “Summary of Significant Accounting Policies” for further discussion of our accounting for the restructuring charges.
In September 2022, we announced and implemented a restructuring plan to reduce operational costs and realign investment priorities involving the reduction of approximately 10% of our workforce.
As a result of the reduction, we incurred approximately $0.7 million in restructuring charges in the year ended December 31, 2022, consisting primarily of employee severance and benefits costs.
−Removed: As of December 31, 2022, the restructuring plan was completed.
−Removed: Sale of Design Manager
−Removed: On June 29, 2022, we sold 100% of our equity interest in Design Manager for $14.8 million.
−Removed: We recognized a net gain on the sale of $9.7 million during the year ended December 31, 2022.
−Removed: See Note 3, “Acquisitions & Disposals” for further discussion of our accounting for the sale of Design Manager.
+Added: In June 2023, we announced a workforce reduction designed to further reduce operating costs and further realign investment priorities involving the reduction of approximately 20% of our global workforce.
+Added: As a result of the reduction, we incurred approximately $2.0 million in restructuring charges during the year ended December 31, 2023, consisting primarily of employee severance and benefits costs.
+Added: During the year ended December 31, 2024, the Company incurred $1.4 million of additional employee severance and benefits costs relating to a further workforce reduction.
+Added: The majority of the accrued severance totaling $1.3 million as of December 31, 2024 is anticipated to be paid during the year ending December 31, 2025, while approximately $0.1 million is expected to be paid during the first quarter of 2026.
+Added: See Note 2, “Summary of Significant Accounting Policies” for further discussion on restructuring charges.
Our Business Model
−Removed: We generate revenue primarily from fees from our seller marketplace services as well as other services, including advertisements and, prior to the sale of Design Manager, software services.
+Added: We generate revenue primarily from fees from our seller marketplace services as well as other services, including advertisements.
Seller Marketplace Services
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We have a commission fee structure that is a function of the item’s category and price.
−Removed: Our commission fees range from 5% to 50% of GMV and processing fees are 3% of the buyer’s total payment, net of expected refunds.
−Removed: Our marketplace transaction fees represent the majority of our net revenue and accounted for 71% of our net revenue in each of the years ended December 31, 2023, 2022, and 2021.
+Added: Our commission fees range from 5% to 50% of GMV and we charge processing fees, which are approximately 3% of the buyer’s total payment, net of expected refunds.
+Added: Our marketplace transaction fees represent the majority of our net revenue and accounted for 74%, 71%, and 71% of our net revenue in the years ended December 31, 2024, 2023, and 2022, respectively.
Subscription & Listing Fees
We offer our sellers various subscription pricing tiers which allows them to choose the plan that best fits their business, with choices of a higher monthly subscription fee and lower commission rates or a lower monthly subscription fee and higher commission rates.
−Removed: Additionally, some sellers have no monthly subscription fees and higher commission rates, however, we no longer offers this option to new sellers.
Subscription fees accounted for 22%, 24%, and 24% of our net revenue in the years ended December 31, 2024, 2023, and 2022, respectively.
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Other Services
−Removed: Other services consist of advertisements and, prior to the sale of Design Manager, software services and accounted for 1%, 3% and 4% of our net revenue in the years ended December 31, 2023, 2022, and 2021, respectively.
+Added: Other services consist of other charges to our sellers including advertising revenues generated from displaying ads on our online marketplace and accounted for 1%, 1% and 3% of our net revenue in the years ended December 31, 2024, 2023, and 2022, respectively.
Advertising revenue is generated when impression-based ads are displayed on our online marketplace on our sellers’ behalf.
−Removed: Software services revenue consisted of monthly and annual subscriptions previously sold through our Design Manager subsidiary which allowed users, typically interior designers, to access our project management and accounting software.
−Removed: On June 29, 2022, we sold Design Manager and no revenue related to software services has been recognized since.
Key Operating and Financial Metrics
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As we do not retroactively adjust such numbers for cancellations occurring after the month, the metrics presented do not reflect subsequent order cancellations.
−Removed: We regularly review and may adjust our processes for calculating these metrics to
−Removed: improve their accuracy.
+Added: We regularly review and may adjust our processes for calculating these metrics to improve their accuracy.
These key operating and financial metrics may vary from period to period and should not be viewed as indicative of other metrics.
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Gross Merchandise Value
−Removed: We define GMV as the total dollar value from items sold by our sellers through 1stDibs in a given month, minus cancellations within that month, and excluding shipping and sales taxes.
+Added: We define GMV as the total dollar value from items sold by our sellers through 1stDibs in a given month, minus cancellations within that month, and excluding shipping and U.S.
GMV includes all sales reported to us by our sellers, whether transacted through the 1stDibs online marketplace or reported as an offline sale.
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Our number of Active Buyers was 64,306 as of December 31, 2024 compared to 60,716 as of December 31, 2023.
−Removed: The total Number of Orders placed or reported through the 1stDibs online marketplace for the year ended December 31, 2023 was 133,072 compared to 148,399 for the year
−Removed: ended December 31, 2022.
−Removed: Similar to GMV and net revenue, we believe these metrics have been negatively impacted, directly and indirectly, by macroeconomic factors.
+Added: The total Number of Orders placed or reported through the 1stDibs online marketplace was 139,239 for the year ended December 31, 2024, compared to 133,072 for the year ended December 31, 2023.
We had no Active Buyers who represented 5% or more of on-platform GMV for the years ended December 31, 2024 or 2023.
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During the year ended December 31, 2024, we retained 23% of the 2023 on-platform GMV from buyers acquired in 2023;
−Removed: this is a decrease from the year ended December 31, 2022, where we retained 27% of the 2021 on-platform GMV from buyers acquired in 2021.
+Added: consistent with the year ended December 31, 2023, where we also retained 23% of the 2022 on-platform GMV from buyers acquired in 2022.
We define new buyers as those who placed their first order on our online marketplace.
We categorize buyers into cohorts based on the date of their first purchase on the 1stDibs platform.
−Removed: GMV attributed to a buyer cohort represents the total dollar value from items purchased by that buyer cohort in a given period, minus cancellations within that period and excluding shipping and sales taxes.
+Added: GMV attributed to a buyer cohort represents the total dollar value from items purchased by that buyer cohort in a given period, minus cancellations within that period and excluding shipping and U.S.
To calculate the percentage of buyers retained, we divide total GMV in a specific period for a given cohort by the GMV of that cohort in the prior period.
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The figures below represent our on-platform GMV from our online marketplace by buyer cohort for the year ended December 31, 2024.
−Removed: We expect the current macroeconomic factors to continue to negatively impact our operations into 2024.
−Removed: We plan to invest in strategic initiatives to drive supply growth through more sellers and listings.
−Removed: If and when macroeconomic conditions improve, we will look to increase retention in existing buyers and grow new buyers by further penetration of the luxury consumer market, including growing our business in non-U.S.
−Removed: markets and the growth of our supply.
−Removed: Other Factors Affecting Our Performance
−Removed: Our results of operations are impacted by a number of other factors, including, but not limited to, those discussed below.
−Removed: The extent to which these factors may positively or negatively impact our GMV and our results of operations, including our net revenue and gross profit, will depend in large part on the degree to which we are able to successfully achieve the following growth strategies.
−Removed: International Growth
−Removed: Our growth will depend in part on international sellers and buyers, both of which constitute an increasing portion of our online marketplace transactions.
−Removed: Currently, our sellers and buyers are based in over 175 countries.
−Removed: Our long-term strategy is to localize the user experience in other countries by providing technology solutions such as translation and payment capabilities, focus on local marketing efforts through organic search, email, performance-based marketing, and optimized public relations, and customize content and collections to suit regional tastes.
−Removed: We had 55% and 52% of unique sellers and 44% and 41% of the supply on our online marketplace come from outside the United States in the years ended December 31, 2023, and 2022, respectively.
−Removed: On-platform GMV from buyers in non-U.S.
−Removed: markets constituted 17% in each of the years ended December 31, 2023, and 2022.
−Removed: We believe there is an opportunity to grow our GMV from non-U.S.
−Removed: Diversify Product Verticals
−Removed: Historically, our largest vertical by GMV has been antique and vintage furniture.
−Removed: Our unique product offerings in this vertical have inspired brand loyalty and increased demand for other luxury design products on the 1stDibs online marketplace allowing us to expand into adjacent verticals, including new and custom furniture, jewelry, and art.
−Removed: Antique and vintage
−Removed: furniture comprised less than 50% of our on-platform GMV in the years ended December 31, 2023 and 2022, respectively.
−Removed: We expect antique and vintage furniture to account for less than 50% of on-platform GMV for the foreseeable future.
−Removed: We anticipate these verticals will account for an increasing percentage of our on-platform GMV for the foreseeable future.
−Removed: Our new and custom furniture, jewelry, watches, art, and fashion verticals together comprised 52% of our on-platform GMV for each of the years ended December 31, 2023 and 2022.
−Removed: We believe our brand and operating track record in existing verticals allow us to unlock valuable supply across adjacent and new verticals, increasing the exclusive products available on our online marketplace, thereby increasing the Lifetime Value (“LTV”) of our new and existing buyer cohorts.
−Removed: We aim to continue to diversify into new verticals so that we can grow our future revenue streams.
−Removed: Growth in Brand Awareness
−Removed: While we rely on strong brand awareness from direct and organic channels such as word of mouth referrals, we have ample opportunity to drive further engagement with new and existing buyers.
−Removed: While a large portion of our advertising spend is dedicated to performance-based marketing, we have opportunities to explore relatively untapped channels, such as television, radio, podcasts, and online display, to bolster engagement on our online marketplace.
−Removed: As many users may continue to view 1stDibs primarily as a vintage and antique furniture marketplace, we have a substantial opportunity to educate our buyers on the breadth of our offerings and drive cross-vertical transactions.
−Removed: Investment in Technology and Innovation
−Removed: We have made, and will continue to make, strategic investments in our platform to drive seller success through new tools, convert users to buyers, grow our long-term revenue and operating results, drive technological innovation, and enhance the overall experience of our online marketplace.
−Removed: As we continue to scale, we plan to strategically invest in innovation to address the needs of our sellers and buyers and drive efficiencies in our business, localize our platform, and enter new verticals and geographies.
−Removed: Overall, investments in our platform are focused on maximizing traffic, increasing conversion rate, and improving the overall efficiency of our operations.
+Added: New buyers represented 38%, 35%, and 37% of GMV for the years ended December 31, 2024, 2023 and 2022, respectively while returning buyers represented 62%, 65%, and 63% of GMV for the years ended December 31, 2024, 2023 and 2022, respectively.
Components of Results of Operations
−Removed: Our net revenue consists principally of seller marketplace services, advertisements, and, prior to the sale of Design Manager, software services.
+Added: Our net revenue consists principally of seller marketplace services.
Seller marketplace services primarily consist of marketplace transactions, subscriptions, and listing fees.
−Removed: Marketplace transaction fees are collected when sellers pay us commissions ranging from 5% to 50% of GMV and processing fees are 3% of the buyer’s total payment, net of expected refunds.
+Added: Marketplace transaction fees are collected when sellers pay us commissions ranging from 5% to 50% of GMV, and processing fees, which are approximately 3% of the buyer’s total payment, net of expected refunds.
If a seller accepts a return or refund of an on-platform purchase, the related commission and processing fees are refunded.
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We offer our sellers various subscription pricing tiers which allows them to choose the plan that best fits their business, with choices of a higher monthly subscription fee and lower commission rates or lower monthly subscription fee and higher commission rates.
−Removed: Additionally, some sellers have no monthly subscription fees and higher commission rates, however, we no longer offer this option to new sellers.
Listing fee revenue is collected when sellers pay us for promoting certain products on their behalf and at their discretion through our online marketplace.
Advertisements consist of impression-based ads displayed on our online marketplace on the seller’s behalf.
−Removed: Prior to the sale of Design Manager, software services revenue consisted of monthly and annual subscriptions allowing access to our Design Manager software, typically used by interior designers.
−Removed: We have not recognized any revenue related to software services since the sale of Design Manager on June 29, 2022, and we do not anticipate that any software services revenue will be included in net revenue in future periods.
Our revenue recognition policies are discussed under “Critical Accounting Policies” and Note 2, “Summary of Significant Accounting Policies,” to our consolidated financial statements.
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Cost of revenue includes payment processor fees and hosting expenses.
−Removed: Cost of revenue also includes expenses associated with payroll, employee benefits, stock-based compensation, other headcount-related expenses associated with operations personnel supporting revenue-related operations and logistics, consulting costs, and amortization expense related to our capitalized internal-use software.
−Removed: In certain transactions where our shipping services are elected by sellers, we enable shipping of items purchased from the seller to the buyer.
+Added: Cost of revenue also includes expenses associated with payroll, employee benefits, stock-based compensation, other headcount-related expenses associated with personnel supporting revenue-related operations and logistics, consulting costs, and amortization expense related to our capitalized internal-use software.
+Added: In certain transactions where our shipping services are elected by sellers, we facilitate shipping of items purchased from the seller to the buyer.
The difference between the amount collected for shipping and the amount charged by the shipping carrier is included in cost of revenue in our consolidated statements of operations.
−Removed: We enable fulfillment and shipping, but do not take ownership of or manage inventory.
+Added: We facilitate fulfillment and shipping, but do not take ownership of or manage inventory.
Gross Profit and Gross Margin
Gross profit is net revenue less cost of revenue, and gross margin is gross profit as a percentage of net revenue.
−Removed: Gross profit has been, and will continue to be, affected by various factors, including leveraging economies of scale, the costs associated with hosting our platform, the level of amortization of our internal-use software, the fluctuations in shipping costs and our ability to pass these costs on to buyers, and the extent to which we expand our operations.
+Added: Gross profit has been, and will continue to be, affected by various factors, including leveraging economies of scale, the costs associated with hosting our platform, the level of amortization of our internal-use software, the fluctuations in shipping costs including our ability to pass these costs on to buyers, and the extent to which we expand our operations.
We expect that our gross margin will fluctuate from period to period depending on the interplay of these various factors.
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General and Administrative
−Removed: General and administrative expenses include payroll, employee benefits, stock-based compensation, other headcount-related expenses associated with finance, legal, facility and human resources related personnel, lease expense, net of sublease income, business liability insurance, accounting, professional fees, and depreciation and amortization of property and equipment.
+Added: General and administrative expenses include payroll, employee benefits, stock-based compensation, and other headcount-related expenses associated with finance, legal, facility and human resources related personnel, lease expense, net of sublease income, business liability insurance, accounting, professional fees, and depreciation of property and equipment.
We expense all general and administrative expenses as incurred.
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Net revenue was $88.3 million for the year ended December 31, 2024, as compared to $84.7 million for the year ended December 31, 2023.
−Removed: The decrease of $12.2 million, or 13%, was primarily due to a $10.4 million decrease in seller marketplace services revenue, which was primarily due to a decrease in marketplace transaction fees as a result of the decrease in our GMV.
−Removed: We believe our GMV and net revenue have been adversely impacted, both directly and indirectly, by macroeconomic factors, including significant capital market volatility, significant housing market volatility, rising interest rates, inflation, global economic and geopolitical developments, and changing consumer behavior in a post-COVID-19 environment;
−Removed: however, these impacts are difficult to isolate and quantify.
−Removed: Additionally, there was a $1.4 million decrease in software services revenue as a result of the sale of Design Manager in June 2022.
−Removed: Our marketplace transaction fees represent the majority of our net revenue and accounted for 71% of our net revenue for each of the years ended December 31, 2023 and 2022.
−Removed: Subscription fees accounted for 24% of our net revenue for each of the years ended December 31, 2023 and 2022.
+Added: The increase of $3.6 million, or 4%, was primarily driven by various strategic initiatives we actioned to improve our take rates, including commission re-tiering.
+Added: Our marketplace transaction fees represent the majority of our net revenue and accounted for 74% and 71% of our net revenue for the years ended December 31, 2024 and 2023, respectively.
+Added: Subscription fees accounted for 22% and 24% of our net revenue for the years ended December 31, 2024 and 2023, respectively.
Cost of Revenue
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Cost of revenue was $24.8 million for the year ended December 31, 2024, as compared to $25.1 million for the year ended December 31, 2023.
−Removed: The decrease of $4.6 million, or 15%, was primarily due to a $1.5 million decrease in credit card processing fees due to the decrease in GMV, and a $1.4 million decrease in salaries and benefits resulting from decreases in headcount, primarily related to our reduction in workforce in June 2023.
−Removed: There was also a $1.1 million decrease in shipping expense resulting from more efficient pricing and better negotiated rates from our carriers, and a $0.3 million decrease in costs associated with Design Manager due to the sale in June 2022.
+Added: The decrease of $0.3 million, or 1%, was primarily driven by a $0.5 million decrease in salaries and benefits resulting from decreases in average headcount from the prior period, primarily related to our reduction in workforce in June 2023, partially offset by annual compensation increases in March.
Gross Profit and Gross Margin
Gross profit was $63.4 million and gross margin was 71.9% for the year ended December 31, 2024, as compared to gross profit of $59.6 million and gross margin of 70.3% for the year ended December 31, 2023.
−Removed: The decrease in gross profit was primarily driven by net revenue decreasing $7.6 million more than cost of revenue, as outlined above.
−Removed: The increase in gross margin percentage was primarily driven by a decrease in our cost of revenue, as explained above, decreasing at a faster pace than the decrease in net revenue.
+Added: The increase in gross profit and gross margin for the year ended December 31, 2024 was primarily driven by our initiatives to improve our take rates, contributing to an increase in net revenue, as well as our cost savings initiatives in the second half of 2023 which contributed to a decrease in our cost of revenue, as outlined above.
Operating Expenses
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Sales and marketing expense was $38.1 million for the year ended December 31, 2024, as compared to $36.6 million for the year ended December 31, 2023.
−Removed: The decrease of $8.1 million, or 18%, was primarily driven by a $6.6 million decrease in discretionary expenses, including performance-based marketing and promotional campaigns.
−Removed: There was also a $1.1 million decrease in salaries and benefits resulting from decreases in headcount, primarily related to our reduction in workforce in June 2023.
+Added: The increase of $1.4 million, or 4%, was primarily driven by a $2.7 million increase in performance-based marketing spend which contributed to an increase in GMV and net revenues during the first half of 2024 and again in the fourth quarter.
+Added: This increase was partially offset by a $1.0 million decrease in salaries and benefits resulting from decreases in headcount, primarily related to our reduction in workforce in June 2023, partially offset by annual compensation increases in March.
Technology Development
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Technology development expense was $21.2 million for the year ended December 31, 2024, as compared to $21.6 million for the year ended December 31, 2023.
−Removed: The decrease of $2.8 million, or 11%, was primarily due to a $2.3 million decrease in salaries and benefits and a $0.5 million decrease in stock-based compensation expense, both resulting from decreases in headcount, primarily related to our reduction in workforce in June 2023.
+Added: The decrease of $0.5 million, or 2%, was primarily driven by a $1.0 million decrease in salaries and benefits resulting from decreases in headcount, primarily related to our reduction in workforce in June 2023, which were partially offset by annual compensation increases in March, including a $0.3 million increase in stock-based compensation expense.
General and Administrative
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General and administrative expense was $27.4 million for the year ended December 31, 2024, as compared to $28.6 million for the year ended December 31, 2023.
−Removed: The increase of $1.0 million, or 4%, was primarily driven by a $1.5 million increase in stock-based compensation expense, and a $1.1 million increase in salaries and benefits, primarily due to our annual equity grants and compensation increases which occur each March and included additional bonuses awarded during the year ended December 31, 2023.
−Removed: These increases were partially offset by lower rates negotiated with vendors, including lower liability insurance expense of $1.7 million.
+Added: The decrease of $1.2 million, or 4%, was primarily driven by a $1.7 million decrease in lease expense, net, primarily due to sublease income related to our August 2023 sublease for our former New York City corporate headquarters, and a $1.1 million decrease related to lower rates negotiated with vendors, including lower insurance expense.
+Added: These decreases were partially offset by a $1.4 million increase in stock-based compensation expense, primarily due to equity grants which occur annually in March.
Provision for Transaction Losses
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Provision for transaction losses was $3.0 million for the year ended December 31, 2024, as compared to $3.7 million for the year ended December 31, 2023.
−Removed: The decrease of $2.2 million, or 37%, was primarily driven by a decrease in damage claims as a result of the decrease in GMV as well as new policies implemented in partnership with our carriers.
+Added: The decrease of $0.7 million, or 19%, was primarily driven by a decrease in damage claims as a result of new policies implemented by us and in partnership with our carriers.
Other Income, Net
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Other income, net was $7.6 million for the year ended December 31, 2024, as compared to $8.3 million for the year ended December 31, 2023.
−Removed: The increase of $5.0 million, or 147%, was primarily driven by an increase in interest income due to our shift in investment strategies in cash, cash equivalents and short-term investments providing higher rates of return.
+Added: The decrease of $0.7 million, or 9%, was due primarily to interest income on our cash, cash equivalents, and short-term investments which decreased in the current year due to less cash, cash equivalents, and short-term investments as well as lower interest rates.
Non-GAAP Financial Measures
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Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our results of operations, enhances the overall understanding of our past performance and future prospects, and allows for greater transparency with respect to key financial metrics used by our management in their financial and operational decision-making.
−Removed: We also believe that the presentation of this non-GAAP financial measure provides an additional tool for investors to use in comparing our core business and results of operations over multiple periods with other companies in our industry, many of which present similar non-GAAP financial measures to investors, and to analyze our operating performance.
+Added: We also believe that the presentation of this non-GAAP financial measure provides an additional tool for investors to use in comparing our core
+Added: business and results of operations over multiple periods with other companies in our industry, many of which present similar non-GAAP financial measures to investors, and to analyze our operating performance.
The non-GAAP financial measures presented may not be comparable to similarly titled measures reported by other companies due to differences in the way that these measures are calculated.
−Removed: The non-GAAP financial measures presented should not be considered as the sole measure of our performance and should not be considered in isolation from, or as a
−Removed: substitute for, comparable financial measures calculated in accordance with GAAP.
+Added: The non-GAAP financial measures presented should not be considered as the sole measure of our performance and should not be considered in isolation from, or as a substitute for, comparable financial measures calculated in accordance with GAAP.
Further, these non-GAAP financial measures have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated statements of operations.
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These limitations of Adjusted EBITDA include the following:
−Removed: • The exclusion of certain recurring, non-cash charges, such as depreciation of property and equipment and amortization of intangible assets.
−Removed: While these are non-cash charges, we may need to replace the assets being depreciated and amortized in the future and Adjusted EBITDA does not reflect cash requirements for these replacements or new capital expenditure requirements;
+Added: • The exclusion of certain recurring, non-cash charges, such as depreciation and amortization of property and equipment.
+Added: While these are non-cash charges, we may need to replace the assets being depreciated in the future and Adjusted EBITDA does not reflect cash requirements for these replacements or new capital expenditure requirements;
• The exclusion of stock-based compensation expense, which has been a significant recurring expense and will continue to constitute a significant recurring expense for the foreseeable future, as equity awards are expected to continue to be an important component of our compensation strategy;
−Removed: • The exclusion of other income, net, which includes interest income related to our cash, cash equivalents and short-term investments, interest expense, and realized and unrealized gains and losses on foreign currency exchange;
+Added: • The exclusion of other income, net, which includes interest income related to our cash, cash equivalents and short-term investments, and realized and unrealized gains and losses on foreign currency exchange;
• The exclusion of gain on sale of Design Manager, which is a one-time sale of our wholly owned subsidiary;
−Removed: • The exclusion of strategic alternative expenses in connection with capital return strategies, buy- and sell-side mergers, acquisitions and partnerships, sale of a business or subsidiary, business optimization costs related to revisions of operational objectives and priorities, cost saving initiatives related to restructuring charges and integration costs, in all cases outside the ordinary course.
+Added: • The exclusion of strategic alternative expenses in connection with capital return strategies, buy- and sell-side mergers, acquisitions and partnerships which include integration costs, sale of a business or subsidiary, business optimization costs related to revisions of operational objectives and priorities which include restructuring charges, in all cases outside the ordinary course.
Because of these limitations, you should consider Adjusted EBITDA alongside other financial performance measures, including net loss and our other GAAP results.
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We have historically experienced increased sales during the fourth quarter holiday shopping season compared to the other quarters which has generally resulted in increased GMV and net revenue during the fourth quarter of each fiscal year.
−Removed: However, in the years ended December 31, 2023, and 2022 we have not experienced meaningful increases and in some recent periods we have seen decreases in GMV and net revenue in the fourth quarter, as we believe they have been adversely impacted, both directly and indirectly, by macroeconomic factors.
+Added: However, in the years ended December 31, 2023 and 2022 we did not experience meaningful increases and had seen decreases in GMV and net revenue in the fourth quarter, as we believed they had been adversely impacted, both directly and indirectly, by macroeconomic factors.
+Added: In the year ended December 31, 2024, we saw a return to an increase in GMV and net revenues during the fourth quarter.
Our cost of revenue and sales and marketing expenses generally follow this trend, with our highest costs being incurred in the fourth quarter;
−Removed: however, similar to net revenue and GMV, cost of revenue and sales and marketing expenses have not followed this trend for the years ended December 31, 2023 and 2022 due to macroeconomic factors.
+Added: but similar to GMV and net revenues, cost of revenue and sales and marketing expenses have not followed this trend in the prior years due to macroeconomic factors.
+Added: However, similar to the GMV and net revenue trend we saw in 2024, our cost of revenue and sales and marketing expenses also increased in the fourth quarter of the year ended December 31, 2024.
As our growth rates fluctuate or other unforeseen factors arise, the impact of these seasonality trends on our results of operations may become more or less pronounced.
2 unchanged sentences
We anticipate that gross margin may fluctuate from quarter to quarter based on variability in the costs associated with hosting our online marketplace and supporting order processing.
−Removed: We intend to continue making strategic investments in marketing to drive future net revenue growth.
−Removed: We also intend to continue strategically investing in our technology development efforts to improve and expand our platform.
+Added: We intend to continue strategically investing in our technology development efforts, inclusive of investments in machine learning and artificial intelligence, to improve and expand our platform.
We expect the majority of our technology development expenses will result from consulting and/or headcount-related expenses.
+Added: We also intend to continue making strategic investments in marketing to drive future net revenue growth.
We expect provision for transaction losses to vary based on fluctuations in GMV.
3 unchanged sentences
We expect operating losses and negative cash flows from operations to continue in the foreseeable future as we continue to strategically invest in growth activities.
−Removed: Our principal use of cash is to fund our operations including platform development to support our strategic initiatives and potential share repurchases under the Stock Repurchase Program.
+Added: Our principal use of cash is to fund our operations including platform development to support our strategic initiatives and anticipated share repurchases under the 2024 Stock Repurchase Program.
Based on our current plans, we believe our existing cash, cash equivalents and short-term investments will be sufficient to fund our operations and capital expenditure requirements through at least the next 12 months.
We expect to continue to incur substantial expenditures in the near term to support our ongoing activities.
−Removed: While management believes that our current cash, cash equivalents and short-term investments are sufficient to fund our operating expenses, capital expenditure requirements and any potential share repurchases under the Stock Repurchase Program for at least the next 12 months, we may need to borrow funds or raise additional equity to achieve our longer-term business objectives.
+Added: While management believes that our current cash, cash equivalents and short-term investments are sufficient to fund our operating expenses, capital expenditure requirements and any anticipated share repurchases under the 2024 Stock Repurchase Program for at least the next 12 months, we may need to borrow funds or raise additional equity to achieve our longer-term business objectives.
Our future capital requirements will depend on many factors, including:
−Removed: • the emergence of competing online marketplaces and other adverse marketing developments;
+Added: • the emergence of competing online marketplaces and other adverse market developments;
• the timing and extent of our sales and marketing and technology development expenditures;
4 unchanged sentences
Stock Repurchase Program
−Removed: In August 2023, the Board of Directors authorized a Stock Repurchase Program to repurchase up to an aggregate of $20.0 million of our common stock.
−Removed: As of December 31, 2023, 823,483 shares have been purchased for a total cost of $3.5 million since the commencement of the program and approximately $16.5 million remains available for future purchases under the program.
+Added: As of December 31, 2024, 6,443,522 shares have been purchased for a total cost of $31.6 million since the commencement of both our 2023 and 2024 stock repurchase programs and approximately $3.8 million remains available for future purchases under the 2024 Stock Repurchase Program.
The following table summarizes our cash flows for the periods indicated:
2 unchanged sentences
Net cash used in operating activities $ (2,910) $ (13,556)
−Removed: Net cash (used in) provided by investing activities (100,232) 12,641
−Removed: Net cash (used in) provided by financing activities (3,629) 2,035
+Added: Net cash provided by (used in) investing activities 22,291 (100,232)
+Added: Net cash used in financing activities (30,706) (3,629)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (29) 349
−Removed: Net (decrease) increase in cash, cash equivalents, and restricted cash $ (117,068) $ (13,516)
+Added: Net decrease in cash, cash equivalents, and restricted cash $ (11,354) $ (117,068)
Cash Flows from Operating Activities
−Removed: Net cash used in operating activities was $13.6 million for the year ended December 31, 2023, and was driven
−Removed: primarily by net revenue decreasing at a faster pace than operating expenses as described in the “Results of Operations” section.
−Removed: Our changes in operating assets and liabilities were impacted by a negative change in operating lease liabilities of $2.8 million due to the continued lease payments on our prior NYC headquarters, a $1.5 million negative change in prepaid and other current assets primarily related to timing of prepayments including the current portion of a significant payment in the fourth quarter of 2023 relating to our platform hosting expense, and a $2.1 million negative change in other assets, primarily related to the long-term portion of the prepayment referenced above and the broker fee paid in connection with our subleasing of our prior NYC headquarters, as discussed in Note 10 “Leases.”
−Removed: Net cash used in operating activities of $27.9 million for the year ended December 31, 2022, was driven primarily by the cash impact of net loss and negative changes in our operating assets and liabilities, including a $5.2 million change in accounts payable and accrued expenses due to timing of invoices and payments, $0.6 million of which relating to our September 2022 reduction in workforce, as well as a $3.0 million change in payables due to sellers primarily due to the timing of payments, and a $2.7 million change in operating lease liabilities due to the continued lease payments on our prior NYC headquarters.
+Added: Net cash used in operating activities was $2.9 million for the year ended December 31, 2024, and was driven primarily by a $3.3 million decrease in operating lease liabilities due to lease payments on our previous and current NYC headquarters, partially offset by our sublease income, a $1.7 million decrease in accounts payable and accrued expenses due to the timing of payments and invoices, and a $1.8 million decrease in other current liabilities and other liabilities related to payments for sales
+Added: and other indirect tax contingencies.
+Added: These decreases were partially offset by a $2.1 million increase in payables due to sellers due to timing of the payments we make to our sellers.
+Added: Net cash used in operating activities was $13.6 million for the year ended December 31, 2023, and was driven primarily by net revenue decreasing at a faster pace than operating expenses as described in the “Results of Operations” section.
+Added: Our changes in operating assets and liabilities were impacted by a negative change in operating lease liabilities of $2.8 million due to the continued lease payments on our prior NYC headquarters, a $1.5 million negative change in prepaid and other current assets primarily related to timing of prepayments including the current portion of a significant payment in the fourth quarter of 2023 relating to our platform hosting expense, and a $2.1 million negative change in other assets, primarily related to the long-term portion of the prepayment referenced above and the broker fee paid in connection with our subleasing of our prior NYC headquarters.
Cash Flows from Investing Activities
+Added: Net cash provided by investing activities was $22.3 million for the year ended December 31, 2024, and was driven primarily by $110.3 million maturities and sales of short-term investments, partially offset by $86.4 million purchases of short-term investments.
Net cash used in investing activities was $100.2 million for the year ended December 31, 2023, and was primarily due to $191.1 million of purchases of short-term investments, offset by $92.7 million of maturities of short-term investments.
−Removed: Net cash provided by investing activities was $12.6 million for the year ended December 31, 2022 and was driven primarily by the $14.6 million of proceeds from the sale of Design Manager, partially offset by $1.9 million of development of internal use software.
Cash Flows from Financing Activities
+Added: Net cash used in financing activities was $30.7 million for the year ended December 31, 2024, and was driven primarily by $27.7 million in purchases of our common stock as part of our 2023 and 2024 stock repurchase programs and $3.8 million of payments for taxes related to net share settlements of stock-based compensation awards, partially offset by $0.8 million in proceeds from the exercise of stock options.
Net cash used in financing activities was $3.6 million for the year ended December 31, 2023 due mainly to the purchase of $3.4 million of our common stock as part of our 2023 Stock Repurchase Program.
−Removed: Net Cash provided by financing activities was $2.0 million for the year ended December 31, 2022 related to the proceeds from the exercise of stock options.
Off-Balance Sheet Arrangements
19 unchanged sentences
Seller marketplace services primarily consist of marketplace transactions, subscriptions, and listing fees.
−Removed: Other services primarily consist of advertising revenues generated from displaying ads on our online marketplace.
−Removed: Revenue is recognized as we transfer control of promised goods or services transfers to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.
+Added: Other services consist of other charges to our sellers including advertising revenues generated from displaying ads on our online marketplace.
+Added: Revenue is recognized as we transfer control of promised goods or services to customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.
+Added: Control is transferred when the buyer and seller have agreed to the sale.
+Added: We do not obtain legal title to or control the goods being purchased.
We evaluate whether it is appropriate to recognize revenue on a gross or net basis based upon our evaluation of whether we obtain control of the specified goods or services by considering if we are primarily responsible for fulfillment of the promise, have inventory risk, or have latitude in establishing pricing and selecting suppliers, among other factors.
16 unchanged sentences
We measure all stock-based awards granted to employees, directors, and non-employees based on the fair value on the date of the grant and recognize compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award.
−Removed: The fair value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model, which requires inputs based on certain subjective assumptions, including the fair value of our common stock, expected stock price volatility, the expected term of the award, the risk-free interest rate for a period that approximates the expected term of the option, and our expected dividend yield.
+Added: The fair value of restricted stock units is based on the closing price of our common stock on the grant date.
+Added: We have not issued any stock options during the years ended December 31, 2024 or 2023;
+Added: however, for stock options issued prior, the fair value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model, which requires inputs based on certain subjective assumptions, including the closing price of the Company's common stock on the grant date, expected stock price volatility, the expected term of the award, the risk-free interest rate for a period that approximates the expected term of the option, and our expected dividend yield.
Expected volatility was calculated based on the implied volatilities from market comparisons of certain publicly traded companies and other factors.
−Removed: The expected option term was calculated based on the simplified method, which uses the midpoint between the vesting date and the contractual term, as we do not have sufficient historical data to develop an estimate based on participant behavior.
+Added: The expected option term was calculated based on the simplified method, which uses the midpoint between the vesting date and the contractual term, as we did not have sufficient historical data to develop an estimate based on participant behavior at the time of the latest stock option grant.
The risk-free interest rate was based on the U.S.
1 unchanged sentence
We have not paid dividends and have no foreseeable plans to pay dividends.
−Removed: The fair value of restricted stock units are estimated on the date of grant based on the fair value of our common stock.
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.