What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-08-09 compared with 2024-05-03 · 106 added, 75 removed, 425 unchanged (30% of the section changed)

3 unchanged sentences

(in thousands, except share data)

Three Months Ended March 31,

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

2024 2023 2024 2023

Revenue $ 314,800 $ 270,566 $ 620,921 $ 526,895

7 unchanged sentences

Technology and development (1)

8,190 5,232 15,150 10,132

General and administrative (1)

25 unchanged sentences

(in thousands)

Three Months Ended March 31,

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

2024 2023 2024 2023

Net loss $ ( 5,862 ) $ ( 13,714 ) $ ( 12,714 ) $ ( 38,494 )

1 unchanged sentence

Foreign currency translation adjustments ( 185 ) 1,256 ( 1,517 ) 2,811

Net unrealized gain (loss) on available-for-sale investments ( 652 ) 491

Net unrealized loss on available-for-sale investments ( 5 ) ( 1,103 ) ( 657 ) ( 612 )

Other comprehensive income (loss), net of taxes ( 190 ) 153 ( 2,174 ) 2,199

Comprehensive income (loss) $ ( 8,836 ) $ ( 22,734 )

Comprehensive loss $ ( 6,052 ) $ ( 13,561 ) $ ( 14,888 ) $ ( 36,295 )

See accompanying notes to the condensed consolidated financial statements.

2 unchanged sentences

(in thousands, except share data)

March 31, 2024 December 31, 2023

June 30, 2024 December 31, 2023

Assets (unaudited)

2 unchanged sentences

Short-term investments 152,870 129,667

Accounts and other receivables, net of allowance for doubtful accounts of $ 1,093 at March 31, 2024 and $ 1,085 at December 31, 2023

Accounts and other receivables, net of allowance for credit loss of $ 1,019 at June 30, 2024 and $ 1,085 at December 31, 2023

285,944 267,899

23 unchanged sentences

$ 0.00001 par value per share, 100,000,000 shares authorized;

43,032,805 and 42,004,619 issued and outstanding at March 31, 2024;

43,187,817 and 42,159,631 issued and outstanding at June 30, 2024;

42,887,052 and 41,858,866 shares issued and outstanding at December 31, 2023

6 unchanged sentences

Treasury stock, at cost:

1,028,186 shares at March 31, 2024 and December 31, 2023

1,028,186 shares at June 30, 2024 and December 31, 2023

( 16,534 ) ( 16,534 )

7 unchanged sentences

Shares Amount

Balance at April 1, 2024 42,004,619 $ — $ 544,593 $ ( 223,107 ) $ ( 1,581 ) $ ( 16,534 ) $ 303,371

Issuance of common stock in connection with the Company's equity award programs, net of tax withholdings 155,012 — ( 243 ) — — — ( 243 )

Stock-based compensation expense — — 8,772 — — — 8,772

Other comprehensive income (loss) — — — — ( 190 ) — ( 190 )

Net loss — — — ( 5,862 ) — — ( 5,862 )

Balance at June 30, 2024 42,159,631 $ — $ 553,122 $ ( 228,969 ) $ ( 1,771 ) $ ( 16,534 ) $ 305,848

Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Treasury Stock Total Stockholders' Equity

Shares Amount

Balance at April 1, 2023 41,327,702 $ — $ 511,940 $ ( 196,342 ) $ ( 4,255 ) $ ( 16,534 ) $ 294,809

Issuance of common stock in connection with the Company's equity award programs, net of tax withholdings 143,036 — 342 — — — 342

Stock-based compensation expense — — 7,168 — — — 7,168

Other comprehensive income (loss) — — — — 153 — 153

Net loss — — — ( 13,714 ) — — ( 13,714 )

Balance at June 30, 2023 41,470,738 $ — $ 519,450 $ ( 210,056 ) $ ( 4,102 ) $ ( 16,534 ) $ 288,758

See accompanying notes to the condensed consolidated financial statements.

Trupanion, Inc.

Condensed Consolidated Statements of Stockholders' Equity

(in thousands, except share amounts)

Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Treasury Stock Total Stockholders' Equity

Shares Amount

Balance at January 1, 2024 41,858,866 $ — $ 536,108 $ ( 216,255 ) $ 403 $ ( 16,534 ) $ 303,722

2 unchanged sentences

Other comprehensive income (loss) — — — — ( 2,174 ) — ( 2,174 )

Net income (loss) — — — ( 6,852 ) — — ( 6,852 )

Balance at March 31, 2024 42,004,619 $ — $ 544,593 $ ( 223,107 ) $ ( 1,581 ) $ ( 16,534 ) $ 303,371

Net loss — — — ( 12,714 ) — — ( 12,714 )

Balance at June 30, 2024 42,159,631 $ — $ 553,122 $ ( 228,969 ) $ ( 1,771 ) $ ( 16,534 ) $ 305,848

Common Stock Additional Paid-in Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Treasury Stock Total Stockholders' Equity

4 unchanged sentences

Other comprehensive income (loss) — — — — 2,199 — 2,199

Net income (loss) — — — ( 24,780 ) — — ( 24,780 )

Balance at March 31, 2023 41,327,702 $ — $ 511,940 $ ( 196,342 ) $ ( 4,255 ) $ ( 16,534 ) $ 294,809

See accompanying notes to the condensed consolidated financial statements.

Net loss — — — ( 38,494 ) — — ( 38,494 )

Balance at June 30, 2023 41,470,738 $ — $ 519,450 $ ( 210,056 ) $ ( 4,102 ) $ ( 16,534 ) $ 288,758

TRUPANION, INC.

1 unchanged sentence

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities

19 unchanged sentences

Proceeds from debt financing, net of financing fees — 35,130

Repayment of debt financing ( 338 ) ( 607 )

Proceeds from exercise of stock options 471 653

Shares withheld to satisfy tax withholding ( 588 ) ( 1,024 )

Repayments of debt financing ( 675 ) ( 1,042 )

Other ( 452 ) —

13 unchanged sentences

Trupanion, Inc.

(collectively with its wholly-owned subsidiaries, the "Company") provides medical insurance for cats and dogs in the United States, Canada, Continental Europe, and Australia.

(collectively with its wholly-owned subsidiaries, the "Company") provides medical insurance for cats and dogs in the United States, Canada, Continental Europe, Australia, and Puerto Rico.

The Company's data-driven, vertically-integrated approach enables the Company to provide pet owners with products that the Company believes are the highest value medical insurance, priced specifically for each pet’s unique characteristics.

5 unchanged sentences

The Company's accounting policies are described in Note 1 to the audited financial statements included in the 2023 10-K.

Operating results for the three months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year or any other interim period.

Operating results for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year or any other interim period.

Use of Estimates

15 unchanged sentences

The following potentially dilutive equity securities were not included in the diluted earnings per share of common stock calculation because they would have had an antidilutive effect:

Three Months Ended March 31,

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

2024 2023 2024 2023

Stock options 379,436 574,151 379,436 574,151

3 unchanged sentences

Held-to-maturity securities are classified as short-term versus long-term investments based on the effective maturity dates.

The amortized cost, gross unrealized holding gains and losses, and estimates of fair value of long-term and short-term investments by major security type and class of security were as follows as of March 31, 2024 and December 31, 2023 (in thousands):

As of March 31, 2024

The amortized cost, gross unrealized holding gains and losses, and estimates of fair value of long-term and short-term investments by major security type and class of security were as follows as of June 30, 2024 and December 31, 2023 (in thousands):

As of June 30, 2024

Long-term investments:

36 unchanged sentences

Maturities of investments classified as available-for-sale and held-to-maturity were as follows (in thousands):

As of March 31, 2024

As of June 30, 2024

Available-for-sale:

11 unchanged sentences

The Company does not expect any credit losses from its held-to-maturity investments, considering the composition of the investment portfolio and the credit loss history of these investments.

For available-for-sale investments, the Company determined that there were unrealized losses of $ 0.5 million and $ 0.3 million as of March 31, 2024 and December 31, 2023, respectively.

As of March 31, 2024, $ 24.9 million in available-for-sale investments have been in a loss position for more than twelve months, with total unrealized losses of $ 0.3 million.

As of March 31, 2024, $ 39.4 million available-for-sale investments have been in a loss position for less than twelve months, with total unrealized losses of $ 0.2 million.

For available-for-sale investments, the Company determined that there were unrealized losses of $ 0.5 million and $ 0.3 million as of June 30, 2024 and December 31, 2023, respectively.

As of June 30, 2024, $ 15.8 million in available-for-sale investments have been in a loss position for more than twelve months, with total unrealized losses of $ 0.2 million.

As of June 30, 2024, $ 46.7 million available-for-sale investments have been in a loss position for less than twelve months, with total unrealized losses of $ 0.2 million.

As of December 31, 2023, $ 18.9 million in available-for-sale investments have been in a loss position for more than twelve months, with total unrealized losses of $ 0.2 million.

3 unchanged sentences

For those securities, the Company determined it is not likely to, and does not intend to, sell prior to a potential recovery.

Proceeds from the sales of fixed maturities classified as available-for-sale were $ 15.1 million and $ 24.0 million during the three months ended March 31, 2024 and 2023, respectively.

Proceeds from the sales of fixed maturities classified as available-for-sale were $ 40.2 million and $ 58.8 million during the six months ended June 30, 2024 and 2023, respectively.

Other Investments

Preferred Stock Investment

The Company has invested $ 7.0 million in the preferred stock of a variable interest entity, Baystride, Inc.

1 unchanged sentence

The Company does not have power over the activities that most significantly impact the economic performance of the entity and is, therefore, not the primary beneficiary.

The Company has the option to purchase all of the outstanding common stock issued by the entity in August 2027 at an amount approximating its expected fair value.

The Company has the option to purchase all of the outstanding common stock issued by Baystride in August 2027 at an amount approximating its expected fair value.

The preferred stock investment in the entity is redeemable, and therefore, is accounted for as an available-for-sale debt security, and measured at fair value at each balance sheet date — see Note 5.

2 unchanged sentences

The Company's investment and amounts loaned under the line of credit are recorded in other long-term assets on its consolidated balance sheet.

The outstanding loan balance under the line of credit, including accrued interest, was $ 3.3 million and $ 4.0 million as of March 31, 2024 and December 31, 2023, respectively.

The outstanding loan balance under the line of credit, including accrued interest, was $ 2.6 million and $ 4.0 million as of June 30, 2024 and December 31, 2023, respectively.

The Company has also entered into a series of agreements to provide ancillary services to, and receive reimbursement from, Baystride at cost.

The Company provided $ 0.1 million and $ 0.2 million of these services for the three months ended March 31, 2024 and 2023, respectively.

The Company provided $ 0.1 million and $ 0.3 million of these services for the six months ended June 30, 2024 and 2023, respectively.

Allowance for Credit Loss

5 unchanged sentences

The following table presents a rollforward of the allowance for credit losses for this investment.

Balance as of January 1, 2023 $ —

(Addition to) allowance for credit losses —

Balance as of March 31, 2023 $ —

Balance as of January 1, 2024 $ ( 1,674 )

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

2024 2023 2024 2023

Balance at beginning of period $ ( 1,674 ) $ — $ ( 1,674 ) $ —

(Addition to) allowance for credit losses — — — —

Balance as of March 31, 2024 $ ( 1,674 )

Balance at end of period $ ( 1,674 ) $ — $ ( 1,674 ) $ —

Fair Value Disclosures - Investments

The following table summarizes, by major security type, the Company's assets that are measured at fair value on a recurring basis, and placement within the fair value hierarchy (in thousands):

As of March 31, 2024

As of June 30, 2024

Fair Value Level 1 Level 2 Level 3

27 unchanged sentences

An increase or decrease in any of these unobservable inputs would result in a change in the fair value measurement.

The estimated fair value was $ 5.3 million as of March 31, 2024, unchanged from December 31, 2023, and is recorded in other long-term assets on the Company's consolidated balance sheet.

The estimated fair value was $ 5.3 million as of June 30, 2024, unchanged from December 31, 2023, and is recorded in other long-term assets on the Company's consolidated balance sheet.

The Company recognizes transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer.

There were no transfers between levels for the three months ended March 31, 2024 and the year ended December 31, 2023.

The following table presents the change in fair value of the Company’s investment carried at fair value and classified as Level 3 as of March 31, 2024 and 2023 (in thousands):

Preferred Stock Investment

Balance as of January 1, 2024 $ 5,326

Changes in fair value included in earnings —

Balance as of March 31, 2024 $ 5,326

Preferred Stock Investment

Balance as of January 1, 2023 $ 4,115

There were no transfers between levels for the six months ended June 30, 2024 and the year ended December 31, 2023.

The following table presents the change in fair value of the Company’s preferred stock investment carried at fair value and classified as Level 3 as of June 30, 2024 and 2023 (in thousands):

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

2024 2023 2024 2023

Balance at beginning of period $ 5,326 $ 4,115 $ 5,326 $ 4,115

Changes in fair value included in earnings — — — —

Balance as of March 31, 2023 $ 4,115

Balance at end of period $ 5,326 $ 4,115 $ 5,326 $ 4,115

Fair Value Disclosures - Other Assets and Liabilities

The Company's other long-term assets balance also included notes receivable of $ 6.1 million and $ 6.8 million as of March 31, 2024 and December 31, 2023, respectively, recorded at their estimated collectible amount.

The Company's other long-term assets balance also included notes receivable of $ 5.4 million and $ 6.8 million as of June 30, 2024 and December 31, 2023, respectively, recorded at their estimated collectible amount.

The Company estimates that the carrying value of the notes receivable approximates the fair value.

2 unchanged sentences

This is a Level 3 measurement.

Based upon the terms of the debt, the carrying amount of long-term debt approximated fair value at March 31, 2024.

Based upon the terms of the debt, the carrying amount of long-term debt approximated fair value at June 30, 2024.

Commitments and Contingencies

13 unchanged sentences

Summarized below are the changes in the total liability for the Company's subscription business segment (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Subscription 2024 2023

10 unchanged sentences

Reserve at end of period $ 27,936 $ 26,191

The Company had unfavorable development on veterinary invoice reserves for the subscription business segment of $ 0.6 million for the three months ended March 31, 2024, and unfavorable development on veterinary invoice reserves of $ 1.6 million for the three months ended March 31, 2023, both of which were the result of ongoing analysis of recent payment trends.

The Company had favorable development on veterinary invoice reserves for the subscription business segment of $ 0.3 million for the six months ended June 30, 2024, and unfavorable development on veterinary invoice reserves of $ 2.0 million for the six months ended June 30, 2023, both of which were the result of ongoing analysis of recent payment trends.

Summarized below are the changes in total liability for the Company's other business segment (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Other Business 2024 2023

10 unchanged sentences

Reserve at end of period $ 32,638 $ 30,011

The Company had unfavorable development on veterinary invoice reserves for the other business segment of $ 0.3 million for the three months ended March 31, 2024, and unfavorable development on veterinary invoice reserves of $ 1.2 million for the three months ended March 31, 2023, both of which were the result of ongoing analysis of recent payment trends.

The Company had favorable development on veterinary invoice reserves for the other business segment of $ 0.9 million for the six months ended June 30, 2024, and unfavorable development on veterinary invoice reserves of $ 0.8 million for the six months ended June 30, 2023, both of which were the result of ongoing analysis of recent payment trends.

Reserve for veterinary invoices, by year of occurrence

In the following tables, the reserve for veterinary invoices for each segment is presented as the amount (in thousands) by the year to which the veterinary invoice relates, referred to as the year of occurrence.

Subscription As of March 31, 2024

Subscription As of June 30, 2024

Year of Occurrence

2022 and prior $ 207

Other Business As of March 31, 2024

Other Business As of June 30, 2024

Year of Occurrence

2 unchanged sentences

(a) an initial term loan in an aggregate principal amount of $ 60.0 million ("Initial Term Loan"), which was funded at closing;

(b) commitments for delayed draw term loans in an aggregate principal amount not in excess of $ 75.0 million (Delayed Draw Term Loans, and together with the Initial Term Loan, the Term Loans), which may be drawn from time to time until September 25, 2023 .

(b) commitments for delayed draw term loans in an aggregate principal amount not in excess of $ 75.0 million ("Delayed Draw Term Loans", and together with the Initial Term Loan, the "Term Loans"), which were able to be drawn from time to time until September 25, 2023 .

On December 29, 2022, February 17, 2023, and September 21, 2023, the Company borrowed Delayed Draw Term loans of $ 15.0 million, $ 35.0 million, and $ 25.0 million, respectively;

1 unchanged sentence

The Credit Facility bears interest at a floating base rate plus an applicable margin.

The stated interest rate as of March 31, 2024 was approximately 10.46 % for the original $ 60.0 million term loan and for the aggregate $ 75.0 million term loans.

The Company incurred total debt issuance cost of approximately $ 5.9 million, which is reported in the consolidated balance sheet as a direct reduction from the carrying amount of the Credit Facility, and is amortized as interest expense over the term of five years.

The stated interest rate as of June 30, 2024 was approximately 10.46 % for the $ 60.0 million Initial Term Loan and for the aggregate $ 75.0 million Term Loans.

The Company incurred total debt issuance costs of approximately $ 5.9 million, which are reported in the consolidated balance sheet as a direct reduction from the carrying amount of the Credit Facility, and are amortized as interest expense over the term of five years.

The Credit Facility is secured by substantially all assets of the Company and its subsidiaries.

1 unchanged sentence

The Credit Agreement contains financial and other covenants .

As of March 31, 2024, the Company was in compliance with all financial and other covenants .

As of June 30, 2024, the Company was in compliance with all financial and other covenants .

To the extent not previously paid, the Initial Term Loan is due and payable on March 25, 2027 , the Delayed Draw Term Loans are due and payable on the earlier of the five-year anniversary of their initial funding or March 25, 2028 , and Revolving Loans are due and payable on March 25, 2027 .

The Company must repay 0.25 % of any then-outstanding Term Loans, together with accrued and unpaid interest, on a quarterly basis.

Future principal payments on outstanding borrowings as of March 31, 2024 are as follows (in thousands):

Year Ending December 31, March 31, 2024

Future principal payments on outstanding borrowings as of June 30, 2024 are as follows (in thousands):

Year Ending December 31, June 30, 2024

Total $ 132,613

2 unchanged sentences

Stock-based compensation expense recognized in each category of the consolidated statements of operations was as follows (in thousands):

Three Months Ended March 31,

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

2024 2023 2024 2023

Veterinary invoice expense $ 854 $ 866 $ 1,778 $ 1,719

14 unchanged sentences

Forfeited ( 35,345 ) 46.16

Unvested shares as of March 31, 2024 1,262,794 $ 42.28

As of March 31, 2024, the Company had 1,262,794 unvested restricted stock units.

Unvested shares as of June 30, 2024 1,131,801 39.55

As of June 30, 2024, the Company had 1,131,801 unvested restricted stock units.

Stock-based compensation expenses of $ 46.9 million related to unvested restricted stock units are expected to be recognized over a weighted average period of approximately 2.3 years.

1 unchanged sentence

In conjunction with these departures, the Company accelerated the vesting of certain RSUs as of the termination date and extended the purchase date of certain vested options from 90 to 365 days.

These award modifications resulted in the recognition of $ 4.8 million share-based compensation expense during the quarter ended March 31, 2023.

These award modifications resulted in the recognition of $ 4.8 million share-based compensation expense during the six months ended June 30, 2023.

Stock Options

5 unchanged sentences

Forfeited ( 500 ) 14.93 —

Outstanding as of March 31, 2024 386,312 13.95 5,275

Exercisable as of March 31, 2024 386,312 $ 13.95 $ 5,275

As of March 31, 2024, stock options outstanding and stock options exercisable had a weighted average remaining contractual life of 2.4 years.

Outstanding as of June 30, 2024 379,436 13.93 5,871

Exercisable as of June 30, 2024 379,436 13.93 5,871

As of June 30, 2024, stock options outstanding and stock options exercisable had a weighted average remaining contractual life of 2.1 years.

Stockholders' Equity

Common Stock and Preferred Stock

As of March 31, 2024, the Company had 100,000,000 shares of common stock authorized and 42,004,619 shares of common stock outstanding.

As of June 30, 2024, the Company had 100,000,000 shares of common stock authorized and 42,159,631 shares of common stock outstanding.

Holders of common stock are entitled to one vote on each matter properly submitted to the stockholders of the Company except those related to matters concerning possible outstanding preferred stock.

At March 31, 2024, the Company had 10,000,000 shares of undesignated preferred stock authorized for future issuance and did not have any outstanding shares of preferred stock.

At June 30, 2024, the Company had 10,000,000 shares of undesignated preferred stock authorized for future issuance and did not have any outstanding shares of preferred stock.

The holders of common stock are also entitled to receive dividends as and when declared by the board of directors of the Company (the "Board"), whenever funds are legally available.

3 unchanged sentences

In April 2021, the Board approved a share repurchase program, pursuant to which the Company may, between May 2021 and May 2026, repurchase outstanding shares of the Company's common stock.

The Company repurchased no shares during the three months ended March 31, 2024 and 2023, respectively.

The Company repurchased no shares during the six months ended June 30, 2024 and 2023, respectively.

Accumulated Comprehensive Income (Loss)

A summary of the components of accumulated other comprehensive income (loss) is as follows (in thousands):

For the three months ended March 31, 2024 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

For the three months ended June 30, 2024 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

Balance as of April 1, 2024 $ ( 1,408 ) $ ( 173 ) $ ( 1,581 )

Other comprehensive income (loss) ( 185 ) ( 5 ) ( 190 )

Balance as of June 30, 2024 $ ( 1,593 ) $ ( 178 ) $ ( 1,771 )

For the three months June 30, 2023 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

Balance as of April 1, 2023 $ ( 1,233 ) $ ( 3,022 ) $ ( 4,255 )

Other comprehensive income (loss) 1,256 ( 1,103 ) 153

Balance as of June 30, 2023 $ 23 $ ( 4,125 ) $ ( 4,102 )

For the six months ended June 30, 2024 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

Balance as of January 1, 2024 $ ( 76 ) $ 479 $ 403

Other comprehensive income (loss) ( 1,517 ) ( 657 ) ( 2,174 )

Balance as of March 31, 2024 $ ( 1,408 ) $ ( 173 ) $ ( 1,581 )

For the three months ended March 31, 2023 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

Balance as of June 30, 2024 $ ( 1,593 ) $ ( 178 ) $ ( 1,771 )

For the six months ended June 30, 2023 Foreign Currency Translation Net Unrealized Gain (Loss) on Available-for-Sale Securities Total

Balance as of January 1, 2023 $ ( 2,788 ) $ ( 3,513 ) $ ( 6,301 )

Other comprehensive income (loss) 2,811 ( 612 ) 2,199

Balance as of March 31, 2023 $ ( 1,233 ) $ ( 3,022 ) $ ( 4,255 )

Balance as of June 30, 2023 $ 23 $ ( 4,125 ) $ ( 4,102 )

The Company has two aggregated reporting segments:

11 unchanged sentences

Operating income (loss) of the Company’s segments were as follows (in thousands):

Three Months Ended March 31,

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

2024 2023 2024 2023

Subscription business:

22 unchanged sentences

The following table presents the Company’s revenue by geographic region of the member (in thousands):

Three Months Ended March 31,

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

2024 2023 2024 2023

United States $ 263,220 $ 228,673 $ 519,193 $ 445,598

1 unchanged sentence

Total revenue $ 314,800 $ 270,566 $ 620,921 $ 526,895

Substantially all of the Company’s long-lived assets were located in the United States as of March 31, 2024 and December 31, 2023.

Substantially all of the Company’s long-lived assets were located in the United States as of June 30, 2024 and December 31, 2023.

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

What changed 10-Q

Item 1. Financial Statements