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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January 25, 2024
AppFolio, Inc.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)
001-37468 26-0359894
(Commission File Number) (IRS Employer Identification Number)
70 Castilian Drive
Santa Barbara, CA 93117
(Address of principal executive offices)
Registrant’s telephone number, including area code: (805) 364-6093
N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Class A Common Stock, $0.0001 par value APPF NASDAQ Global Market


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02. Results of Operations and Financial Condition.
On January 25, 2024, AppFolio, Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended December 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02, including the press release attached as Exhibit 99.1 hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section. Such information shall not be deemed to be incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Number
Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 25, 2024 AppFolio, Inc.
By: /s/ Fay Sien Goon
Name: Fay Sien Goon
Title: Chief Financial Officer












EX-99.1 2 appfq42023exhibit991.htm EX-99.1 Document



primary-inc_wordmarka.jpg



AppFolio, Inc. Announces Fourth Quarter and Fiscal Year 2023 Financial Results
Q4 revenue grows 39%; profitability continues to expand


SANTA BARBARA, Calif., January 25, 2024 -- AppFolio, Inc. (NASDAQ: APPF) ("AppFolio" or the "Company"), a technology leader powering the future of the real estate industry, today announced its financial results for the fourth quarter and fiscal year ended December 31, 2023.

"I am pleased to announce a successful fourth quarter that caps off a year in which AppFolio increased the pace of innovation while prioritizing profitable growth," said Shane Trigg, President and CEO, AppFolio. "Through our disciplined investments, relentless focus on our customers, passion to deliver industry-leading innovation, and great people and culture, we are truly building the platform where the real estate industry comes to do business."

Financial Highlights for Fourth Quarter of 2023
•Revenue grew 39% year-over-year to $171.8 million.
•Total units under management grew 13% year-over-year to 8.2 million.
•GAAP operating income was $28.2 million, or 16.4% of revenue, compared to an operating loss of ($20.0 million), or (16.1%) of revenue, in Q4 2022.
•Non-GAAP operating income was $41.8 million, or 24.3% of revenue, compared to an operating loss of ($3.4 million), or (2.7%) of revenue, in Q4 2022.
•Non-GAAP free cash flow was $34.3 million, or 19.9% of revenue, compared to $1.3 million, or 1.0% of revenue, in Q4 2022.

Financial Highlights for Fiscal Year 2023
•Revenue grew 31% year-over-year to $620.4 million.
•GAAP operating income was $1.0 million, or 0.2% of revenue, compared to an operating loss of ($72.4 million), or (15.3%) of revenue, in fiscal year 2022.
•Non-GAAP operating income was $75.8 million, or 12.2% of revenue, compared to an operating loss of ($2.7 million), or (0.6%) of revenue, in fiscal year 2022.
•Non-GAAP free cash flow was $73.6 million, or 11.9% of revenue, compared to $4.1 million, or 0.9% of revenue in fiscal year 2022.

Financial Outlook
Based on information available as of January 25, 2024, AppFolio's outlook for fiscal year 2024 follows:
•Full year revenue is expected to be $755 million to $765 million.
•Full year non-GAAP operating margin as a percentage of revenue is expected to be 21% to 23%.
•Full year non-GAAP free cash flow margin as a percentage of revenue is expected to be 17% to 19%.
•Diluted weighted average shares outstanding are expected to be approximately 37 million for the full year.





Conference Call Information
As previously announced, the Company will host a conference call today, January 25, 2024, at 2:00 p.m. Pacific Time (PT), 5:00 p.m. Eastern Time (ET), to discuss the company’s fourth quarter and year ended 2023 financial results. A live webcast of the call will be available at: https://edge.media-server.com/mmc/p/s8eddhkz. To access the call by phone, please go to the following link: https://register.vevent.com/register/BIec41f32791a04dabac50dd68f4303504, and you will be provided with dial in details. A replay of the webcast will also be available for a limited time on AppFolio’s Investor Relations website at https://ir.appfolioinc.com/news-events/events.

The Company also provides announcements regarding its financial results and other matters, including SEC filings, investor events, and press releases, on its Investor Relations website at https://ir.appfolioinc.com/, as a means of disclosing material nonpublic information and for complying with AppFolio's disclosure obligations under Regulation FD.

About AppFolio, Inc.
AppFolio is a technology leader powering the future of the real estate industry. Our innovative platform and trusted partnership enable our customers to connect communities, increase operational efficiency, and grow their business. For more information about AppFolio, visit ir.appfolioinc.com.

Investor Relations Contact:
Lori Barker
ir@appfolio.com

Use of Non-GAAP Financial Measures
Reconciliations of non-GAAP financial measures to AppFolio’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled “Statement Regarding the Use of Non-GAAP Financial Measures.”

Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements are subject to considerable risks and uncertainties. Forward-looking statements include all statements that are not statements of historical fact contained in this press release, and can be identified by words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts, “projects,” “seeks,” “should,” “will,” “would” or similar expressions and the negatives of those expressions. In particular, forward-looking statements contained in this press release relate to future operating results and financial position, including the Company's fiscal year 2024 financial outlook, anticipated future expenses and investments, the Company's business opportunities, and the impact of the Company's strategic actions and initiatives.





Forward-looking statements represent AppFolio's current beliefs and assumptions based on information currently available. Forward-looking statements involve numerous known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Some of the risks and uncertainties that may cause the Company's actual results to materially differ from those expressed or implied by these forward-looking statements are described in our Form 10-Q for the quarter ended September 30, 2023 filed with the SEC on October 27, 2023 and the section entitled “Risk Factors” in AppFolio's Annual Report on Form 10-K for the fiscal year ended December 31, 2023 to be filed with the SEC, as well as in the Company's other filings with the SEC. You should read this press release with the understanding that the Company's actual future results may be materially different from the results expressed or implied by these forward-looking statements.

Except as required by applicable law or the rules of the NASDAQ Global Market, AppFolio assumes no obligation to update any forward-looking statements publicly or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future.







CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands)
  December 31,
2023
December 31,
2022
Assets
Current assets
Cash and cash equivalents $ 49,509  $ 70,769 
Investment securities—current 162,196  89,297 
Accounts receivable, net 20,709  16,503 
Prepaid expenses and other current assets 39,943  24,899 
Total current assets 272,357  201,468 
Investment securities—noncurrent —  25,161 
Property and equipment, net 28,362  26,110 
Operating lease right-of-use assets 19,285  23,485 
Capitalized software development costs, net 21,562  35,315 
Goodwill 56,060  56,060 
Intangible assets, net 2,357  4,833 
Other long-term assets 8,906  8,785 
Total assets $ 408,889  $ 381,217 
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable $ 1,141  $ 2,473 
Accrued employee expenses 35,567  34,376 
Accrued expenses 21,723  15,601 
Other current liabilities 11,335  8,893 
Total current liabilities 69,766  61,343 
Operating lease liabilities 41,114  50,237 
Other liabilities 697  4,091 
Stockholders’ equity 297,312  265,546 
Total liabilities and stockholders’ equity $ 408,889  $ 381,217 





CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(in thousands, except per share amounts)

  Three Months Ended
December 31,
Twelve Months Ended
December 31,
  2023 2022 2023 2022
Revenue(1)
$ 171,830  $ 124,058  $ 620,445  $ 471,883 
Costs and operating expenses:
Cost of revenue (exclusive of depreciation and amortization)(2)
61,275  50,342  238,076  191,826 
Sales and marketing(2)
21,501  29,840  107,602  107,398 
Research and product development(2)
34,847  31,152  151,364  111,118 
General and administrative(2)
19,035  24,534  93,452  100,792 
Depreciation and amortization 6,933  8,142  28,988  33,119 
Total costs and operating expenses 143,591  144,010  619,482  544,253 
Income (loss) from operations 28,239  (19,952) 963  (72,370)
Other income (loss), net 286  213  4,469 
Interest income, net 2,404  552  7,031  1,184 
Income (loss) before provision for income taxes 30,929  (19,187) 7,997  (66,717)
Provision for income taxes 661  513  5,295  1,402 
Net income (loss) $ 30,268  $ (19,700) $ 2,702  $ (68,119)
Net income (loss) per common share
Basic $ 0.85  $ (0.56) $ 0.08  $ (1.95)
Diluted $ 0.83  $ (0.56) $ 0.07  $ (1.95)
Weighted average common shares outstanding
Basic 35,812  35,229  35,629  35,010 
Diluted 36,596  35,229  36,417  35,010 





(1) The following table presents our revenue categories:
  Three Months Ended
December 31,
Twelve Months Ended
December 31,
  2023 2022 2023 2022
Core solutions $ 41,252  $ 35,378  $ 156,692  $ 132,541 
Value Added Services 127,990  86,287  454,098  327,636 
Other 2,588  2,393  9,655  11,706 
Total revenue $ 171,830  $ 124,058  $ 620,445  $ 471,883 

(2) Includes stock-based compensation expense as follows:

Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023 2022 2023 2022
Costs and operating expenses:
Cost of revenue (exclusive of depreciation and amortization) $ 798  $ 767  $ 3,703  $ 2,640 
Sales and marketing 1,081  3,185  5,983  8,681 
Research and product development 5,123  4,870  20,974  16,030 
General and administrative 5,430  3,904  21,704  13,584 
Total stock-based compensation expense $ 12,432  $ 12,726  $ 52,364  $ 40,935 





CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
  Three Months Ended
December 31,
Twelve Months Ended
December 31,
  2023 2022 2023 2022
Cash from operating activities
Net income (loss) $ 30,268  $ (19,700) $ 2,702  $ (68,119)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization 6,385  7,525  26,500  30,820 
Amortization of operating lease right-of-use assets 514  689  2,132  3,187 
Gain on lease modification —  —  (4,281) — 
Impairment, net —  2,230  —  22,022 
Stock-based compensation, including as amortized 12,980  13,343  54,852  43,234 
Gain on sale of business —  —  —  (4,156)
Gain on sale of equity-method investment and recovery of note receivable —  —  —  (40)
Other (2,084) 620  (3,598) (818)
Changes in operating assets and liabilities:
Accounts receivable (349) (1,619) (4,206) (4,198)
Prepaid expenses and other assets (12,781) (2,493) (13,493) (7,281)
Accounts payable (80) 945  (1,565) 1,176 
Accrued expenses and other liabilities (4,246) 5,317  3,744  12,062 
Operating lease liabilities 576  (776) (2,504) (2,524)
Net cash provided by operating activities 31,183  6,081  60,283  25,365 
Cash from investing activities
Purchases of available-for-sale investments (86,821) (8,845) (195,740) (79,279)
Proceeds from sales of available-for-sale investments —  994  1,013  994 
Proceeds from maturities of available-for-sale investments 58,130  11,285  152,382  87,883 
Purchases of property and equipment (3,109) (597) (9,041) (6,540)
Capitalization of software development costs (1,431) (4,220) (4,825) (14,688)
Proceeds from sale of business, net of cash divested —  —  —  5,124 
Proceeds from sale of equity-method investment —  —  629  40 
Net cash used in investing activities (33,231) (1,383) (55,582) (6,466)
Cash from financing activities
Proceeds from stock option exercises 410  1,895  2,595  4,474 
Tax withholding for net share settlement (8,790) (3,056) (28,556) (10,637)
Net cash used in financing activities (8,380) (1,161) (25,961) (6,163)
Net (decrease) increase in cash and cash equivalents (10,428) 3,537  (21,260) 12,736 
Cash, cash equivalents and restricted cash
Beginning of period 60,187  67,482  71,019  58,283 
End of period 49,759  71,019  49,759  71,019 





RECONCILIATION FROM GAAP TO NON-GAAP RESULTS
(UNAUDITED)
(in thousands, except per share data)

Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023 2022 2023 2022
Costs and operating expenses:
GAAP cost of revenue (exclusive of depreciation and amortization) $ 61,275  $ 50,342  $ 238,076  $ 191,826 
Stock-based compensation expense (798) (767) (3,703) (2,640)
Workforce reduction costs —  —  (2,135) — 
Non-GAAP cost of revenue (exclusive of depreciation and amortization) $ 60,477  $ 49,575  $ 232,238  $ 189,186 
GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue 36  % 41  % 38  % 41  %
Non-GAAP cost of revenue (exclusive of depreciation and amortization) as a percentage of revenue 35  % 40  % 37  % 40  %
GAAP sales and marketing $ 21,501  $ 29,840  $ 107,602  $ 107,398 
Stock-based compensation expense (1,081) (3,185) (5,983) (8,681)
Workforce reduction costs —  —  (3,401) — 
Non-GAAP sales and marketing $ 20,420  $ 26,655  $ 98,218  $ 98,717 
GAAP sales and marketing as a percentage of revenue 13  % 24  % 17  % 23  %
Non-GAAP sales and marketing as a percentage of revenue 12  % 21  % 16  % 21  %
GAAP research and product development $ 34,847  $ 31,152  $ 151,364  $ 111,118 
Stock-based compensation expense (5,123) (4,870) (20,974) (16,030)
Workforce reduction costs —  —  (2,635) — 
Non-GAAP research and product development $ 29,724  $ 26,282  $ 127,755  $ 95,088 
GAAP research and product development as a percentage of revenue 20  % 25  % 24  % 24  %
Non-GAAP research and product development as a percentage of revenue 17  % 21  % 21  % 20  %
GAAP general and administrative $ 19,035  $ 24,534  $ 93,452  $ 100,792 
Stock-based compensation expense (5,430) (3,904) (21,704) (13,584)
Gain on lease modification —  —  4,281  — 
CEO separation costs, net —  —  (11,520) — 
Impairment, net —  (2,230) —  (22,022)
Workforce reduction costs —  —  (2,106) — 
Non-GAAP general and administrative $ 13,605  $ 18,400  $ 62,403  $ 65,186 
GAAP general and administrative as a percentage of revenue 11  % 20  % 15  % 21  %
Non-GAAP general and administrative as a percentage of revenue % 15  % 10  % 14  %
GAAP depreciation and amortization $ 6,933  $ 8,142  $ 28,988  $ 33,119 
Amortization of stock-based compensation capitalized in software development costs (548) (618) (2,489) (2,299)
Amortization of purchased intangibles (619) (977) (2,476) (4,373)
Non-GAAP depreciation and amortization $ 5,766  $ 6,547  $ 24,023  $ 26,447 
GAAP depreciation and amortization as a percentage of revenue % % % %
Non-GAAP depreciation and amortization as a percentage of revenue % % % %




Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023 2022 2023 2022
Income (loss) from operations:
GAAP income (loss) from operations $ 28,239  $ (19,952) $ 963  $ (72,370)
Stock-based compensation expense 12,432  12,726  52,364  40,935 
Amortization of stock-based compensation capitalized in software development costs 548  618  2,489  2,299 
Amortization of purchased intangibles 619  977  2,476  4,373 
Impairment, net —  2,230  —  22,022 
Gain on lease modification —  —  (4,281) — 
CEO separation costs, net —  —  11,520  — 
Workforce reduction costs —  —  10,278  — 
Non-GAAP income (loss) from operations $ 41,838  $ (3,401) $ 75,809  $ (2,741)
Operating margin:
GAAP operating margin 16.4  % (16.1) % 0.2  % (15.3) %
Stock-based compensation expense as a percentage of revenue 7.2  10.3  8.4  8.7 
Amortization of stock-based compensation capitalized in software development costs as a percentage of revenue 0.3  0.5  0.4  0.5 
Amortization of purchased intangibles as a percentage of revenue 0.4  0.8  0.4  0.9 
Impairment, net as a percentage of revenue —  1.8  —  4.7 
Gain on lease modification as a percentage of revenue —  —  (0.7) — 
CEO separation costs, net as a percentage of revenue —  —  1.9  — 
Workforce reduction costs —  —  1.8  — 
Non-GAAP operating margin 24.3  % (2.7) % 12.2  % (0.6) %
Net income (loss):
GAAP net income (loss) $ 30,268  $ (19,700) $ 2,702  $ (68,119)
Stock-based compensation expense 12,432  12,726  52,364  40,935 
Amortization of stock-based compensation capitalized in software development costs 548  618  2,489  2,299 
Amortization of purchased intangibles 619  977  2,476  4,373 
Impairment, net —  2,230  —  22,022 
Gain on lease modification —  —  (4,281) — 
CEO separation costs, net —  —  11,520  — 
Workforce reduction costs —  —  10,278  — 
Gain on sale of business —  —  —  (4,156)
Gain on sale of equity-method investment —  —  —  (40)
Income tax effect of adjustments (11,556) 1,363  (15,415) 2,087 
Non-GAAP net income (loss) $ 32,311  $ (1,786) $ 62,133  $ (599)
Net income (loss) per share, basic:
GAAP net income (loss) per share, basic $ 0.85  $ (0.56) $ 0.08  $ (1.95)
Non-GAAP adjustments to net income (loss) 0.05  0.51  1.66  1.93 
Non-GAAP net income (loss) per share, basic $ 0.90  $ (0.05) $ 1.74  $ (0.02)
Net income (loss) income per share, diluted:
GAAP net income (loss) per share, diluted $ 0.83  $ (0.56) $ 0.07  $ (1.95)
Non-GAAP adjustments to net income (loss) 0.05  0.51  1.64  1.93 
Non-GAAP net income (loss) per share, diluted $ 0.88  $ (0.05) $ 1.71  $ (0.02)
Weighted-average shares used in GAAP per share calculation
Basic 35,812  35,229  35,629  35,010 
Diluted 36,596  35,229  36,417  35,010 
Weighted-average shares used in non-GAAP per share calculation
Basic 35,812  35,229  35,629  35,010 
Diluted 36,596  35,229  36,417  35,010 







Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023 2022 2023 2022
Free cash flow:
GAAP net cash provided by operating activities $ 31,183  $ 6,081  $ 60,283  $ 25,365 
Purchases of property and equipment (3,109) (597) (9,041) (6,540)
Capitalized software development costs (1,431) (4,220) (4,825) (14,688)
CEO separation costs payment —  —  14,926  — 
Partial lease termination payment —  —  2,851  — 
Severance payments for workforce reduction 7,624  —  9,425  — 
Non-GAAP free cash flow $ 34,267  $ 1,264  $ 73,619  $ 4,137 
Free cash flow margin:
GAAP net cash provided by operating activities as a percentage of revenue 18.1  % 4.9  % 9.7  % 5.4  %
Purchases of property and equipment as a percentage of revenue (1.8) (0.5) (1.4) (1.4)
Capitalized software development costs as a percentage of revenue (0.8) (3.4) (0.8) (3.1)
CEO separation costs payment —  —  2.4  — 
Partial lease termination payment —  —  0.5  — 
Severance payments for workforce reduction 4.4  —  1.5  — 
Non-GAAP free cash flow margin 19.9  % 1.0  % 11.9  % 0.9  %






























Statement Regarding the Use of Non-GAAP Financial Measures

We disclose the following non-GAAP financial measures in this press release: non-GAAP income (loss) from operations, non-GAAP operating expenses (cost of revenue (exclusive of depreciation and amortization), sales and marketing, research and product development, general and administrative, and depreciation and amortization), non-GAAP net income (loss), non-GAAP net income (loss) per share, and free cash flow.

•Non-GAAP presentation of income (loss) from operations, operating expenses, net income (loss), and net income (loss) per share. These measures exclude certain non-cash or non-recurring items, including stock-based compensation expense, amortization of stock-based compensation capitalized in software development costs, amortization of purchased intangibles, impairment, CEO separation costs, net, gain on lease modification, workforce reduction costs and the related income tax effect of these adjustments, as applicable and described below.

•Free cash flow. Free cash flow is defined as net cash from operating activities, less purchases of property and equipment, capitalization of software development costs, payments for separation costs, lease termination payments and severance payments for workforce reduction. We use free cash flow to evaluate our generation of cash from operations that is available for purposes other than capital expenditures and capitalized software development costs. Additionally, we believe that information regarding free cash flow provides investors with a perspective on the cash available to fund ongoing operations, because we review cash flows generated from operations after taking into consideration capital expenditures and the capitalization of software development costs due to the fact that these expenditures are considered to be a necessary component of ongoing operations.

We use each of these non-GAAP financial measures internally to assess and compare operating results across reporting periods, for internal budgeting and forecasting purposes, and to evaluate our financial performance. We believe these adjustments also provide useful supplemental information to investors and facilitate the analysis of our operating results and comparison of operating results across reporting periods.

In particular, we believe these non-GAAP financial measures are useful to investors and others in assessing our operating performance due to the following factors:

•Stock-based compensation expense and amortization of stock-based compensation capitalized in software development costs. We utilize stock-based compensation to attract and retain employees. It is principally aimed at aligning their interests with those of our stockholders while ensuring long-term retention, rather than to address operational performance for any particular period. As a result, stock-based compensation expenses, which include costs related to our workforce reduction, vary for reasons that are generally unrelated to financial and operational performance in any particular period.

•Amortization of purchased intangibles. We view amortization of purchased intangible assets as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are evaluated for impairment regularly, amortization of the cost of purchased intangibles is an expense that is not typically affected by operations during any particular period.

•Impairment. We believe that impairment charges do not reflect future operating expenses, and are generally unrelated to financial and operational performance in any particular period.

•CEO separation costs, net. We incurred one-time separation costs associated with our former Chief Executive Officer's Transition and Separation Agreement, dated March 1, 2023 ("Separation Agreement"). We have excluded these costs, as we do not consider such amounts to be part of the ongoing operation of our business.

•Gain on lease modification. In January 2023 and June 2023 we amended our San Diego lease. We have excluded any gain related to the remeasurement of the lease liability, as we do not consider such amounts to be part of the ongoing operation of our business.





•Workforce reduction costs. We incurred one-time severance and related personnel costs associated with our workforce reduction in the third quarter of 2023. We have excluded these costs as we do not consider such amounts to be part of the ongoing operation of our business.

•Income tax effects of adjustments. We utilize a fixed long-term projected tax rate in our computation of non-GAAP income tax effects to provide better consistency across interim reporting periods. In projecting this long-term non-GAAP tax rate, we utilize a financial projection that excludes the direct impact of other non-GAAP adjustments. The projected rate, which we have determined to be 25%, considers other factors such as our current operating structure, existing tax positions in various jurisdictions, and key legislation in major jurisdictions where we operate. We periodically re-evaluate this tax rate, as necessary, for significant events, based on relevant tax law changes, and material changes in the forecasted geographic earnings mix.

Our non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies may calculate non-GAAP financial results differently. In addition, there are limitations in using non-GAAP financial measures because non-GAAP financial measures are not prepared in accordance with GAAP and can exclude expenses that may have a material impact on our reported financial results. As such, non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation of the historical non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the tables above. We encourage investors to review the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measures.











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