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6-K 1 proposed-launch6xk.htm 6-K Document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of September 2025
Commission File Number: 001-36158
Wix.com Ltd.
(Translation of registrant’s name into English)
5 Yunitsman St.,
Tel Aviv, Israel, 6936025
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
EXPLANATORY NOTE
On September 8, 2025, Wix.com Ltd. (NASDAQ:WIX) (the “Company”) issued a press release announcing a proposed offering of $750 million principal amount of 0.00% convertible senior notes (the “Offering”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). A copy of the press release is attached as Exhibit 99.1 to this Report on Form 6-K.

The unaudited interim condensed financial statements of the Company for the six months ended June 30, 2025 and 2024 and as of June 30, 2025 are attached as Exhibit 99.2 to this Report on Form 6-K.

Supplemental disclosure related to the Company’s results of operations and liquidity and capital resources for the six months ended June 30, 2025 is attached as Exhibit 99.3 to this Report on Form 6-K.

Other than as indicated below, the information in this Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act.

Exhibits 99.2 and 99.3 to this Report on Form 6-K are hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (File Nos. 333-270975, 333-270974, 333-264976, 333-264975, 333-255947, 333-255946, 333-238251, 333-238250, 333-231501, 333-231499, 333-224769, 333-224768, 333-217822, 333-217821, 333-211144, 333-211143, 333-206611, 333-206610, 333-197899 and 333-192172).










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, thereunto duly authorized.

Date: September 8, 2025
WIX.COM LTD.
By:    /s/ Naama Kaenan
Name:    Naama Kaenan
Title:    General Counsel

EXHIBIT INDEX

EX-99.1 2 wixannouncesproposedprivat.htm EX-99.1 Document

Exhibit 99.1

Wix Announces Proposed Private Offering of $750 million of 0.00% Convertible Senior Notes due 2030

NEW YORK, September 8, 2025 – Wix.com Ltd. (Nasdaq: WIX) (“Wix”), the leading SaaS website builder platform1, today announced its intention to offer, subject to market conditions and other factors, $750 million aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”) in a private offering (the “Offering”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). In connection with the Offering, Wix expects to grant the initial purchasers of the Notes a 13-day option to purchase up to an additional $112.5 million aggregate principal amount of the Notes.

The final terms of the Notes, including the initial conversion price and certain other terms, will be determined at the time of pricing of the Offering. When issued, the Notes will be senior, unsecured obligations of Wix. The Notes will not bear regular interest, and the principal amount of the Notes will not accrete. The Notes will mature on September 15, 2030, unless earlier repurchased, redeemed or converted in accordance with their terms prior to such date. Prior to March 15, 2030, the Notes will be convertible at the option of holders of Notes only upon the satisfaction of certain conditions and during certain periods. Thereafter, the Notes will be convertible at any time until the close of business on the second scheduled trading day immediately prior to the maturity date. The Notes will be convertible into cash, ordinary shares of Wix or a combination thereof, with the form of consideration determined at Wix’s election (together with cash in lieu of any fractional ordinary share, if applicable).

Wix may redeem for cash (1) all of the Notes at any time on or prior to the 30th scheduled trading day immediately preceding the maturity date if certain tax-related events occur and (2) all or any portion (subject to certain limitations) of the Notes, at any time, and from time to time, on or after September 20, 2028, and on or before the 30th scheduled trading day immediately before the maturity date, at its option, if the last reported sale price per share of Wix’s ordinary shares has been at least 130% of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.

If certain corporate events that constitute a “fundamental change” occur, then, subject to a limited exception, noteholders may require Wix to repurchase all or a portion of their Notes for cash. The repurchase price will be equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid special interest, if any, up to, but excluding, the applicable repurchase date.

In connection with the pricing of the Notes, Wix expects to enter into privately negotiated capped call transactions with one or more of the initial purchasers of the Offering and/or their respective affiliates and/or other financial institutions (in such capacity, the “Option Counterparties”). The capped call transactions are expected to cover, subject to anti-dilution adjustments substantially similar to those applicable to the Notes, up to the number of Wix’s ordinary shares that will initially underlie the Notes. If the initial purchasers exercise their option to purchase additional Notes, then Wix expects to enter into additional capped call transactions with the Option Counterparties. The capped call transactions are expected to generally reduce the potential dilution to the ordinary shares of Wix upon any conversion of Notes and/or to offset any cash payments Wix is required to make in excess of the principal amount of the converted Notes, as the case may be, in the event that the market price per share of Wix’s ordinary shares, as measured under the terms of the capped call transactions, is greater than the strike price of the capped call transactions, with such reduction of potential dilution and/or offset of cash payments subject to a cap.

Wix has been advised that, in connection with establishing their initial hedges of the capped call transactions, the Option Counterparties or their respective affiliates expect to enter into various derivative transactions with respect to the ordinary shares of Wix concurrently with or shortly after the pricing of the Notes. This activity could have the effect of increasing (or reducing the size of any decrease in) the market price of the ordinary shares or the Notes at that time. In addition, the Option Counterparties or their respective affiliates may modify or unwind their hedge positions by entering into or unwinding various derivatives with respect to the ordinary shares and/or by purchasing or selling ordinary shares or other securities of Wix in secondary market transactions following the pricing of the Notes and from time to time prior to the maturity of the Notes (and are likely to do so following any conversion of the Notes, any repurchase of the Notes by Wix on any fundamental change repurchase date, any redemption date or any other date on which the Notes are retired by Wix, in each case, if Wix exercises the relevant election under the capped call transactions and in connection with any negotiated unwind or modification of the capped call transactions). This activity could also affect the market price of the ordinary shares of Wix or the Notes, which could affect the ability of holders of Notes to convert the Notes and, to the extent the activity occurs during any observation period related to a conversion of the Notes, it could affect the number of ordinary shares, if any, and value of the consideration that holders of Notes will receive upon conversion of the Notes.




Wix intends to use a portion of the net proceeds from the Offering to pay the cost of the capped call transactions, a portion of the net proceeds of the Offering for the concurrent repurchase of Wix’s ordinary shares pursuant to Wix’s existing share repurchase program in an amount that could, subject to market and other conditions, range between approximately $50 and $75 million (the “concurrent repurchase”), and any remaining net proceeds from the Offering for general corporate purposes, including to fund additional repurchases of its ordinary shares under its existing repurchase program and to acquire complementary businesses, products, services, or technologies. However, Wix has not entered into any agreements for or otherwise committed to any specific acquisitions at this time. If the initial purchasers exercise their option to purchase additional Notes, Wix expects to use a portion of the net proceeds from the sale of the additional Notes to enter into additional capped call transactions with the Option Counterparties and the remaining net proceeds for the purposes described above. Concurrently with the pricing of the Notes, Wix expects to enter into privately negotiated transactions through one of the initial purchasers or its affiliate to effect the concurrent repurchase at a price per share equal to the closing price of Wix’s ordinary shares on The Nasdaq Global Select Market on the date of the pricing of the notes. This concurrent share repurchase may increase, or reduce the size of a decrease in, the trading price of Wix's ordinary shares, and may affect the initial terms of the Notes, including the initial conversion price.

The Notes will be offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act. The offer and sale of the Notes and the ordinary shares of Wix potentially issuable upon conversion of the Notes, if any, have not been, and will not be, registered under the Securities Act, any state securities laws or the securities laws of any other jurisdiction, and unless so registered, the Notes and such ordinary shares, if any, may not be offered or sold in the United States except pursuant to an applicable exemption from such registration requirements.

This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any offer or sale of, the Notes (or any ordinary shares of Wix issuable upon conversion of the Notes) in any state or jurisdiction in which the offer, solicitation, or sale would be unlawful prior to the registration or qualification thereof under the securities laws of any such state or jurisdiction.

About Wix.com Ltd.
Wix is a leading global platform for creating, managing and growing a complete digital presence. Founded in 2006, Wix empowers millions of users, including self-creators, agencies, enterprises and more, with industry-leading infrastructure, performance and security. The platform combines advanced AI, flexible design and robust business and commerce solutions to help users build stronger brands, connect with their audiences and scale their businesses online. Wix is shaping the future of how digital experiences are built, with its intuitive AI-powered website builder and no-code application creation through Base44, making sophisticated creation accessible to all.

Forward-Looking Statements
This press release contains forward-looking statements, within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Such forward-looking statements may include, among other things, whether Wix will be able to consummate the Offering, the terms of the Offering, the capped call transactions and the concurrent repurchase, expectations regarding actions of the Option Counterparties and their respective affiliates, the effects of the concurrent repurchase and the satisfaction of customary closing conditions with respect to the Offering, and may be identified by words like “anticipate,” “assume,” “believe,” “aim,” “forecast,” “indication,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “subject,” “project,” “outlook,” “future,” “will,” “seek” and similar terms or phrases. The forward-looking statements contained in this announcement are based on management’s current expectations, which are subject to uncertainty, risks and changes in circumstances that are difficult to predict and many of which are outside of our control.

Important factors that could cause actual outcomes to differ materially from those indicated in the forward-looking statements include, among others, the risk that the Offering will not be consummated; the risk that the capped call transactions will not become effective; and changes in global, national, regional or local economic, business, competitive, market, regulatory and other factors discussed under the heading “Risk Factors” in Wix’s annual report on Form 20-F for the year ended December 31, 2024 filed with the Securities and Exchange Commission on March 21, 2025. The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. Any forward-looking statement made by Wix in this press release speaks only as of the date hereof. Factors or events that could cause Wix’s actual results to differ may emerge from time to time, and it is not possible for Wix to predict all of them. Wix undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise.

1 Based on number of active live sites as reported by competitors' figures, independent third-party data and internal data as of Q1 2025.


EX-99.2 3 wixinterimreporth12025.htm EX-99.2 Document



Exhibit 99.2


WIX.COM LTD. AND ITS SUBSIDIARIES


INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


AS OF JUNE 30, 2025


INDEX






- - - - - - - - - - -

1

WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)



June 30, 2025 December 31, 2024
ASSETS (Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $ 693,042  $ 660,939 
Restricted cash 11,100  — 
Short-term deposits 111,892 106,844 
Restricted deposits 901 773 
Marketable securities 310,061 338,593 
Trade receivables 55,354 44,674 
Prepaid expenses and other current assets 95,975 128,577 
Total current assets 1,278,325  1,280,400 
LONG-TERM ASSETS:
Prepaid expenses and other long-term assets 32,934 27,021 
Property and equipment, net 121,715 128,155 
Deferred tax assets, net 70,325 — 
Marketable securities 5,259 6,135 
Intangible assets, net 24,645 22,141 
Goodwill 87,600 49,329 
Operating lease right-of-use assets 393,460 399,861 
Total long-term assets 735,938  632,642 
TOTAL ASSETS $ 2,014,263  $ 1,913,042 

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
2

WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)


June 30, 2025 December 31, 2024
LIABILITIES AND SHAREHOLDERS' DEFICIENCY (Unaudited)
CURRENT LIABILITIES:
Trade payables $ 25,237  $ 47,077 
Employees and payroll accruals 100,742  143,131 
Deferred revenues 715,705  661,171 
Current portion of convertible notes, net 574,469  572,880 
Accrued expenses and other current liabilities 133,742  63,246 
Operating lease liabilities 32,806  27,907 
Total current liabilities 1,582,701  1,515,412 
LONG-TERM LIABILITIES:
Deferred revenues 105,331  89,271 
Deferred tax liabilities 5,476  1,965 
Other long-term liabilities 45,657  16,021 
Operating lease liabilities 392,761  369,159 
Total long-term liabilities 549,225  476,416 
Total liabilities 2,131,926  1,991,828 
Commitments and contingencies
SHAREHOLDERS' DEFICIENCY:
Ordinary shares of NIS 0.01 par value - Authorized: 500,000,000 shares at June 30, 2025 and December 31, 2024; Issued 65,811,240 and 67,418,465 shares at June 30, 2025 and December 31, 2024, respectively; Outstanding: 55,686,229 and 56,107,932 shares at June 30, 2025 and December 31, 2024, respectively
106  107 
Additional paid-in capital 1,988,990  1,840,574 
Treasury shares at cost, 10,125,011 ordinary shares as of June 30, 2025 and 8,610,533 as of December 31, 2024
(1,325,163) (1,025,167)
Accumulated other comprehensive income 28,477  7,242 
Accumulated deficit (810,073) (901,542)
Total shareholders' deficiency (117,663) (78,786)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY $ 2,014,263  $ 1,913,042 

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
3


WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
U.S. dollars in thousands (except per share data)

Six Months Ended June 30
2025 2024
Revenues
Creative Subscriptions $ 683,132  $ 616,418 
Business Solutions 280,449  239,104 
963,581  855,522 
Cost of Revenues
Creative Subscriptions 110,198  107,842 
Business Solutions 194,934  171,129 
305,132  278,971 
Gross profit 658,449  576,551 
Research and development, net 262,232  243,502 
Selling and marketing 224,718  209,732 
General and administrative 89,788  85,042 
Total operating expenses 576,738  538,276 
Operating income 81,711  38,275 
Financial income (expenses), net (32,545) 31,267 
Other income 187  249 
Income before taxes on income 49,353  69,791 
Income tax expense (benefit) (42,116) 6,271 
Net income $ 91,469 $ 63,520
Other comprehensive income:
Unrealized gain from marketable securities, net 221  1,613 
Unrealized gain (loss) on cash flow hedge, net 21,014  (9,526)
Other comprehensive income (loss) for the year, net 21,235  (7,913)
Total comprehensive income $ 112,704 $ 55,607
Basic net income per ordinary share $ 1.64  $ 1.14 
Diluted net income per ordinary share $ 1.55  $ 1.09 
The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
4

WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIENCY) (UNAUDITED)
U.S. dollars in thousands (except share data)
Ordinary Shares Additional Paid-in Treasury Other Comprehensive Accumulated Total Shareholders'
Shares Amount Capital Shares Income (Loss), net Deficit Deficiency
Balance as of December 31, 2023 57,172,595  $ 110  $ 1,539,952  $ (558,875) $ 4,192  $ (1,039,864) $ (54,485)
Exercise of options, ESPP shares and vesting of RSUs 1,203,593  24,240  —  —  —  24,243 
Share-based compensation —  —  118,227  —  —  —  118,227 
Purchase of treasury shares (3,593,721) (10) —  (466,292) —  —  (466,302)
Other comprehensive income —  —  —  —  (7,913) —  (7,913)
Net income —  —  —  —  —  63,520  63,520 
Balance as of June 30, 2024 54,782,467  103  1,682,419  (1,025,167) (3,721) (976,344) (322,710)
Balance as of December 31, 2024 56,107,932  107  1,840,574  (1,025,167) 7,242  (901,542) (78,786)
Exercise of options, ESPP shares and vesting of RSUs 1,092,775  23,011  —  —  —  23,014 
Share-based compensation —  —  119,885  —  —  —  119,885 
Purchase of treasury shares (1,514,478) (4) —  (299,996) —  —  (300,000)
Release of valuation allowance —  —  5,520  —  —  —  5,520 
Other comprehensive income —  —  —  —  21,235  —  21,235 
Net income —  —  —  —  —  91,469  91,469 
Balance as of June 30, 2025 55,686,229 $ 106  $ 1,988,990  $ (1,325,163) $ 28,477  $ (810,073) $ (117,663)

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
5

WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
U.S. dollars in thousands

Six Months Ended June 30
2025 2024
Cash flows from operating activities:
Net income $ 91,469  $ 63,520 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 12,236 12,869
Amortization 2,731 2,948
Share based compensation expenses 119,700 118,028
Amortization of debt issuance costs 1,589 1,581
Changes in accrued interest and exchange rate on short-term and long-term deposits (98) 1,770
Amortization of premium and discount, accrued interest, and other gains (losses) on marketable debt securities, net (20,852) 3,703
Remeasurement loss (gain) on marketable equity securities and investments in privately held companies (42) (2,536)
Changes in deferred income taxes, net (64,816) (5,219)
Changes in operating lease right-of-use assets 9,603 10,310
Changes in operating lease liabilities 25,299 (11,512)
Loss on foreign exchange, net (16,296) 2,151
Decrease (increase) in trade receivables (10,610) 1,610
Decrease (increase) in prepaid expenses and other current and long-term assets 52,241 (40,763)
Decrease in trade payables (21,919) (16,625)
Increase (decrease) in employees and payroll accruals (42,739) 11,261
Increase in short-term and long-term deferred revenues 70,573 66,745
Increase in accrued expenses and other current liabilities 87,757 14,024
Net cash provided by operating activities 295,826 233,865
Cash flows from investing activities:
Proceeds from short-term and restricted deposits 107,780  985 
Investment in short-term and restricted deposits (112,810) (30,173)
Proceeds from available-for-sale marketable debt securities 51,300  91,155 
Proceeds from trading marketable debt securities 190,217  — 
Investment in trading marketable debt securities (191,006) (191,545)
Purchase of property and equipment and lease prepayment (4,894) (14,586)
Capitalization of internal use of software (826) (734)
Proceeds from sale of marketable equity securities —  22,148 
Investments in privately held companies (3,108) (1,010)
Proceed from investments in privately held companies 417 — 
Payments for businesses acquired, net of acquired cash (18,545)
Proceeds from (investment in) other assets (10,458) 550
Net cash provided by (used in) investing activities 8,067 (123,210)


6

WIX.COM LTD. AND ITS SUBSIDIARIES
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
U.S. dollars in thousands

Six Months Ended June 30
2025 2024
Cash flows from financing activities:
Purchase of treasury shares (300,000) (466,302)
Proceeds from exercise of options and ESPP shares 23,014 24,243
Net cash used in financing activities (276,986) (442,059)
Effect of exchange rate changes on cash, cash equivalents and restricted cash 16,296  (2,151)
Increase (decrease) in cash, cash equivalents and restricted cash 43,203 (333,555)
Cash, cash equivalents and restricted cash at the beginning of the period 660,939 609,622
Cash, cash equivalents and restricted cash at the end of the period $ 704,142  $ 276,067 
Supplemental disclosure of cash flow activities:
Cash paid during the year for taxes $ 2,143  $ 8,718 
Interest received during the year $ 24,425  $ 21,610 
Supplemental information for non-cash transactions:
Right-of-use assets obtained in exchange for operating lease liabilities $ 3,202  $ 2,651 
Non-cash purchase of property and equipment $ 306  $ 323 
Reconciliation of cash, cash equivalents, and restricted cash, end of period:
Cash and cash equivalents $ 693,042  $ 276,067 
Restricted cash 11,100  — 
$ 704,142  $ 276,067 

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.
7

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)

NOTE 1:-    GENERAL
Wix.com Ltd., an Israeli corporation (incorporated in October 2006), and its subsidiaries (collectively, the “Company” or “Wix”), was founded on the belief that the Internet should be accessible to everyone to develop, create and contribute. Wix is a leading, global, web development platform for millions of creators, delivering its solutions through a Software-as-a-Service (SaaS) model. Since its founding, Wix has developed and launched multiple innovative products, services, and business solutions that empower any business, organization or brand worldwide to create, manage and grow a fully integrated and dynamic digital presence.

NOTE 2:-    BASIS OF PRESENTATION
These unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation.

These unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"). The condensed consolidated balance sheet as of December 31, 2024 has been derived from the audited consolidated financial statements as of that date, but does not include all of the accompanying disclosures. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2024 filed with the SEC on March 21, 2025.

In the opinion of the Company, all adjustments considered necessary for a fair presentation have been included. The results for the six months ended June 30, 2025 are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, 2025.

NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES
There have been no material changes to the Company’s significant accounting policies and no material updates in the Company’s assessment of the recent accounting pronouncements not yet adopted, compared to those described in the Company’s annual consolidated financial statements for the year ended December 31, 2024.






8

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES (Cont.)
a.Use of estimates:

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. The accounting estimates that require management’s subjective judgments include, but are not limited to, those related to revenue recognition, income taxes, share-based compensation, lease accounting, and purchase price allocation on acquisitions including the determination of useful lives. The Company evaluates its estimates and judgments on an ongoing basis and revises them when necessary. Actual results may differ from the original or revised estimates.

b.Revenue recognition:

Deferred revenues

Contract liabilities consist of deferred revenues and primarily include payments received in advance of the Company’s performance under the contract. Deferred revenues are recognized as revenue when transfer of control to customers has occurred. The balance of deferred revenues, including current and long-term balances, was $821,036 as of June 30, 2025, and $750,442 as of December 31, 2024. The change in the deferred revenues balance during the period primarily consisted of increases due to payments received in advance of performance, which were offset by decreases due to revenues recognized in the period. During the six months ended June 30, 2025, the Company recognized 70% of the revenue that was included in the current deferred revenues balance at the beginning of the period.

Trade receivables

The Company records trade receivables when it has unconditional right to consideration. An allowance for credit losses is recognized based on the Company’s evaluation of the collectability of accounts, which considers factors such as the nature and size of the customer, historical collection patterns, and the age of overdue invoices. The allowance for credit losses was not material for the periods presented.

Remaining performance obligations

The Company’s remaining performance obligations represent revenues that have not yet been recognized and include deferred revenues and unbilled amounts that will be recognized as revenues in future periods. As of June 30, 2025, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $854,729.
9

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES (Cont.)
As of June 30, 2025, the Company expects to recognize 83% of its remaining performance obligations as revenues over the next 12 months, and the remainder thereafter.

Disaggregation of revenue

The Company provides disaggregation of revenue based on Creative Subscriptions and Business Solutions classification on the condensed consolidated statements of comprehensive income and based on geographic region (see Note 12), as it believes these categories best depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

c.Derivatives instruments:

The Company enters into derivative transactions primarily to hedge foreign exchange risks, using foreign currency derivatives, mainly forward and option contracts.

Derivative instruments are recognized as assets or liabilities at fair value and presented within prepaid expenses and other current assets, or accrued expenses and other current liabilities, as applicable. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative.

Derivative instruments designated as hedging instruments:

The Company has instituted a foreign currency cash flow hedging program to mitigate the impact of exchange rate fluctuations on forecasted salary payments, primarily those denominated in NIS. These exposures are primarily hedged using forward and option contracts designated as cash flow hedging instruments.

The fair value of derivative assets designated as hedging instruments as of June 30, 2025 and December 31, 2024 totaled $32,992 and $9,088, respectively. The Company had no derivative liabilities designated as hedging instruments as of June 30, 2025 and December 31, 2024.

As of June 30, 2025 and December 31, 2024, net unrealized gains related to derivatives designated as hedging instruments, which were accumulated in other comprehensive income, were $29,033 and $7,997, respectively (net of taxes of $3,959 and $1,091, respectively). These amounts are expected to be reclassified into earnings over the next 12 months.




10

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES (Cont.)
During the six months ended June 30, 2025, gains of $8,769 were reclassified from accumulated other comprehensive income into net income. During the six months ended June 30, 2024, losses of $7,198 were similarly reclassified. These reclassifications relate to derivatives designated as hedging instruments and primarily impacted the research and development line item in the condensed consolidated statements of comprehensive income. There were no reclassification adjustments related to other items of other comprehensive income.

As of June 30, 2025 and December 31, 2024, the notional amounts of foreign currency derivative contracts designated as hedging instruments were $292,917 and $334,738, respectively. These contracts will expire over the next 12 months.

Derivative instruments not designated as hedging instruments:

The Company also uses derivative instruments not designated as hedging instruments, primarily to economically hedge foreign exchange risk related to certain revenue transactions denominated in Euros, British pounds, Japanese Yen, and NIS. These exposures are mainly hedged through forward and option contracts.

The fair value of derivative assets not designated as hedging instruments as of June 30, 2025 and December 31, 2024 totaled $4,359 and $4,056, respectively. The fair value of derivative liabilities not designated as hedging instruments as of June 30, 2025 and December 31, 2024 totaled $36,179 and $2, respectively.

During the six months ended June 30, 2025 and 2024, the Company recorded financial income (expenses), net, from derivatives not designated as hedging instruments, in the amount of $(31,820) and $4,054, respectively.

As of June 30, 2025 and December 31, 2024, the notional amounts of foreign currency derivative contracts not designated as hedging instruments were $743,326 and $185,563, respectively. These contracts will expire over the next 14 months.

d.Restricted cash:

Restricted cash represents amounts held in financial institutions that are legally restricted from withdrawal or use. As of December 31, 2024, the Company had no restricted cash.






11

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 3:-    SIGNIFICANT ACCOUNTING POLICIES (Cont.)
e.Concentration of credit risks:

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, short-term and restricted deposits, marketable debt securities, and derivative instruments.

For cash and cash equivalents and short-term and restricted deposits, the Company is exposed to credit risk in the event of default by the financial institutions to the extent of the amounts recorded on the consolidated balance sheets.

The Company maintains its cash and cash equivalents and short-term and restricted deposits with various financial institutions globally that management believes are of high credit quality, and the Company has not experienced any losses on these accounts.

The Company’s marketable debt securities consist of investments in government, corporate and government sponsored enterprises debentures. The Company’s investment policy minimizes credit risk by setting limits for minimum credit rating and maximum concentration per issuer, thereby reducing credit risk concentrations.
























12

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 4:-    BUSINESS COMBINATIONS
Base44:

On June 13, 2025, the Company acquired 100% of the outstanding shares of Base44, Inc. (“Base44”), an AI-powered platform that enables users to create custom software and applications using natural language, without traditional coding. Base44’s acquisition is intended to support the Company’s strategy to further expand its suite of AI-driven solutions and access to the application development market.

The total purchase consideration for the acquisition of Base44 was $35,958, consisting of an initial cash payment of $18,058 and contingent consideration related to the earnout arrangement described below, with a preliminary acquisition-date fair value of $17,900. Of the cash consideration, $1,000 was placed in escrow for 12 months to secure certain indemnification obligations. The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations (“ASC 805”).

Under the purchase agreement, the founder of Base44 (the “Founder”) is eligible to receive additional earnout payments, based on certain revenue-related metrics for the calendar years 2025 through 2028. These earnout payments are accounted for as a liability-classified contingent consideration and included in the purchase price for the acquisition, except for certain portions that require the Founder’s continued employment, which are recognized as compensation for post-combination services and expensed over the applicable service period. The contingent consideration was initially recognized as a liability at its preliminary fair value and will be remeasured at fair value on a recurring basis. See Note 5 for additional information.

Additionally, the Founder and certain employees of Base44 are eligible to receive cash retention bonuses and other payments totaling $42,988, subject to their continued service with the Company. These amounts are accounted for as compensation for post-combination services and will be expensed over the requisite service period through 2028.

In connection with the acquisition, the Company will also grant equity awards to the Founder and certain key employees with a total value of $8,000, consisting of restricted stock units (“RSUs”) and performance stock units (“PSUs”). These awards relate to post-combination services and will be recognized as stock-based compensation expense over a four-year vesting period.

The estimates and assumptions regarding the fair value of certain assets acquired and liabilities assumed, including the valuation of intangible assets acquired, and contingent consideration, are subject to change as additional information is obtained during the measurement period. The measurement period will end no later than one year from the acquisition date.
13

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 4:-    BUSINESS COMBINATIONS (Cont.)
The following table summarizes the preliminary purchase price allocation of the fair values of the assets acquired and liabilities assumed at the acquisition date:
Estimated Fair Value
Cash and cash equivalents $ 117 
Other current assets 65 
Intangible assets 2,710 
Goodwill 33,471 
Total Assets 36,363 
Current liabilities 80 
Deferred tax liabilities 325 
Total Liabilities 405 
Initial cash consideration (*)
18,058 
Contingent consideration 17,900 
Total purchase consideration $ 35,958 
(*) As of June 30, 2025, an amount of $5,335 had not yet been paid and was recorded within accrued expenses and other current liabilities on the condensed consolidated balance sheet. This amount was subsequently paid in July 2025.

The identified intangible assets acquired consist of technology and a trade name, with preliminary acquisition-date fair values of $2,140 and $570, respectively. The Company utilized an income-based approach to determine the preliminary fair value of these assets. As of the acquisition date, the estimated useful lives of both assets are 5 years. The goodwill generated from the acquisition of Base44 is primarily attributable to the anticipated synergies between the Company’s and Base44’s products and services, and the assembled workforce acquired.

Transaction costs incurred in connection with the acquisition during the six months ended June 30, 2025 totaled $816 and were recorded within general and administrative expenses in the condensed consolidated statement of comprehensive income. Pro forma results for this acquisition were not presented as the effects were not material to the Company's financial results.

14

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 4:-    BUSINESS COMBINATIONS (Cont.)
Hour One:

On May 13, 2025, the Company acquired 100% of the outstanding shares of Hour One AI Ltd. (“Hour One”), a generative AI media platform that enables scalable creation of personalized, studio-quality video and interactive content, for a total cash consideration of $6,667. Of this amount, $1,400 was placed in escrow for 12 months to secure certain indemnification obligations. Hour One’s acquisition aims to strengthen the Company’s access to advanced AI-powered content creation technologies, which the Company believes will shape the future of visual design creation. The acquisition was accounted for as a business combination in accordance with ASC 805.

The purchase agreement also provides for cash retention bonuses totaling $3,000 to the founders and certain key employees of Hour One, contingent upon their continued employment with the Company for up to nine-month period following the closing date. Additionally, the agreement provides for grants of RSUs with an aggregate value of approximately $10,000, which vest over a four-year period subject to continued employment. These cash bonuses and RSU awards are accounted for as compensation for post-combination services and will be recognized as expenses over their respective service periods.

The following table summarizes the purchase price allocation of the assets acquired and liabilities assumed at the acquisition date:
Estimated Fair Value
Cash and cash equivalents $ 569 
Other current assets 325 
Intangible assets 2,500 
Goodwill 4,800 
Total Assets 8,194 
Current liabilities 1,227 
Deferred tax liabilities 300 
Total Liabilities 1,527 
Purchase cash consideration (*)
$ 6,667 
(*) As of June 30, 2025, an amount of $159 had not yet been paid and was recorded within accrued expenses and other current liabilities on the condensed consolidated balance sheet.
15

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 4:-    BUSINESS COMBINATIONS (Cont.)
The identified intangible assets acquired are comprised of technology, which was valued using an income-based approach and has an estimated useful life of 8 years. The goodwill generated from the acquisition of Hour One is primarily attributable to the expected synergies from the business combination and acquired workforce.

Transaction costs incurred in connection with the acquisition during the six months ended June 30, 2025 totaled $260 and were recorded within general and administrative expenses in the condensed consolidated statement of comprehensive income. Pro forma results for this acquisition were not presented as the effects were not material to the Company's financial results.

































16

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 5:- FAIR VALUE MEASUREMENTS
The Company measures certain financial assets and liabilities at fair value on a recurring basis and certain financial and non-financial assets and liabilities at fair value on a non-recurring basis, when a change in fair value or impairment is evidenced or for disclosure purposes. Fair value is based on the price that would be received from the sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. Inputs used in the valuation techniques to derive fair values are classified based on a three-level hierarchy, as follows:

Level 1 -    Quoted prices in active markets for identical assets or liabilities.

Level 2 -    Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 -    Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables represent the fair value hierarchy of the Company's financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024:

June 30, 2025
Fair value measurements using input type
Level 1 Level 2 Level 3 Total
Financial assets:
Money market funds $ 430,373  $ —  $ —  $ 430,373 
Marketable securities 301,960  13,360  —  315,320 
Foreign currency derivative assets —  37,352  —  37,352 
Financial liabilities:
Foreign currency derivative liabilities —  (36,179) —  (36,179)
Contingent consideration (*)
—  —  17,900  17,900 
$ 732,333  $ 14,533  $ 17,900  $ 764,766 
(*) As of June 30, 2025, the contingent consideration includes $804 classified within accrued expenses and other current liabilities and $17,096 classified within other long-term liabilities on the Company’s condensed consolidated balance sheet.

17

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 5:- FAIR VALUE MEASUREMENTS (Cont.)
December 31, 2024
Fair value measurements using input type
Level 1 Level 2 Level 3 Total
Financial assets:
Money market funds $ 450,398  $ —  $ —  $ 450,398 
Marketable securities 282,384  62,344  344,728 
Foreign currency derivative assets —  13,144  —  13,144 
Financial liabilities:
Foreign currency derivative liabilities —  (2) —  (2)
$ 732,782  $ 75,486  $ —  $ 808,268 

The Company measures its money market funds, marketable securities and foreign currency derivative contracts at fair value. Money market funds and marketable securities are classified within Level 1 or Level 2. This is because these assets are valued using quoted market prices for identical assets in active markets or alternative pricing sources and models utilizing market observable inputs. Foreign currency derivative contracts are classified within Level 2 as the valuation inputs are based on quoted prices and market observable data of similar instruments.

The contingent consideration presented in the table above relates to the Company’s acquisition of Base44, as described in Note 4. The Company estimates the fair value of the contingent consideration using a Monte Carlo simulation, which incorporates forecasted operating results over the earnout periods, market volatility estimates, discount rates, and the earnout formula specified in the purchase agreement. As the fair value measurement relies on significant unobservable inputs, it is classified as a Level 3 fair value measurement.

Assets Measured at Fair Value on a Non-Recurring Basis
Upon the occurrence of certain events, the Company remeasures the fair values of certain assets on a non-recurring basis, which are generally classified within Level 3 of the fair value hierarchy. These assets include equity investments in privately held companies for which the Company utilizes the measurement alternative, property, plant and equipment, right-of-use (“ROU”) assets, intangible assets and goodwill. No material non-recurring fair value remeasurements occurred during the periods presented.




18

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 5:- FAIR VALUE MEASUREMENTS (Cont.)
Assets and Liabilities Measured at Fair Value for Disclosure Purposes Only
Convertible Notes
As of June 30, 2025 and December 31, 2024, the estimated fair value of the Company’s $575,000 aggregate principal amount of 0% coupon Convertible Senior Notes due 2025 (the “2025 Convertible Notes”) was $570,688 and $555,738, respectively. See Note 7 for further information. The fair value of the Convertible Notes is considered to be Level 2 within the fair value hierarchy and was determined based on quoted prices of the Convertible Notes in an over-the-counter market.
Other Assets and Liabilities
The carrying values of the Company’s financial instruments, other than those presented above, including cash and cash equivalents, short-term and restricted deposits, trade receivables, trade payables, employees and payroll accruals, and accrued expenses and other current liabilities, approximate fair values due to the short-term maturities of these instruments.







19

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 6:- MARKETABLE SECURITIES
The following tables present the amortized cost, gross unrealized gains and losses and fair value of the Company's marketable debt securities as of June 30, 2025 and December 31, 2024:

June 30, 2025 December 31, 2024
Amortized cost Gross unrealized gains Gross unrealized losses Fair Value Amortized cost Gross unrealized gains Gross unrealized losses Fair Value
Available-for-sale debt securities:
U.S. Treasury and other U.S. government agencies securities $ —  $ —  $ —  $ —  $ 1,997  $ —  $ (9) $ 1,988 
Corporate debt securities 13,480  —  (120) 13,360  62,706  (*) (362) 62,344 
13,480  —  (120) 13,360  64,703  —  (371) 64,332 
Trading debt securities: (**)
Debt securities issued by other governments 301,960  280,396 
Total $ 13,480  $ —  $ (120) $ 315,320  $ 64,703  $ —  $ (371) $ 344,728 
(*) Less than $1.
(**) Net unrealized gains from fair value changes on trading debt securities held as of June 30, 2025, amounted to $27,479.

The following tables present the fair values and unrealized losses of the Company's available-for-sale debt securities, that have been in a continuous unrealized loss position, categorized by the length of time, as of June 30, 2025 and December 31, 2024:

June 30, 2025
Less than 12 months 12 months or greater Total
Fair value Gross unrealized losses Fair value Gross unrealized losses Fair value Gross unrealized losses
U.S. Treasury and other U.S. government agencies securities $ —  $ —  $ —  $ —  $ —  $ — 
Corporate debt securities 8,101  (9) 5,259  (111) 13,360  (120)
Total $ 8,101  $ (9) $ 5,259  $ (111) $ 13,360  $ (120)

20

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 6:- MARKETABLE SECURITIES (Cont.)
December 31, 2024
Less than 12 months 12 months or greater Total
Fair value Gross unrealized losses Fair value Gross unrealized losses Fair value Gross unrealized losses
U.S. Treasury and other U.S. government agencies securities $ 1,988  $ (9) $ —  $ —  $ 1,988  $ (9)
Corporate debt securities 55,458  (181) 6,135  (181) 61,593  (362)
Total $ 57,446  $ (190) $ 6,135  $ (181) $ 63,581  $ (371)

The following table outlines the Company's available-for-sale debt securities by contractual maturities, as of June 30, 2025:

Amortized Cost Fair Value
Due within one year $ 8,110  $ 8,101 
Due between one and five years 5,370  5,259 
Total $ 13,480  $ 13,360 

For available-for-sale debt securities with unrealized loss positions, the Company does not intend to sell these securities, and it is more likely than not that the Company will hold these securities until maturity or a recovery of the cost basis. No material credit losses for available-for-sale debt securities were recorded during the periods presented.

Amortized cost and fair value balances exclude accrued interest receivable on available-for-sale debt securities, which totaled $159 and $479 as of June 30, 2025 and December 31, 2024, respectively, and were included within prepaid expenses and other current assets in the consolidated balance sheets.

As of June 30, 2025, the Company did not hold any marketable equity securities.



21

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 7:-    CONVERTIBLE NOTES

2025 Convertible notes

In August 2020, The Company issued $575,000 aggregate principal amount, 0% coupon rate, of Convertible Senior Notes due 2025 (the “2025 Convertible Notes”). The 2025 Convertible Notes will mature on August 15, 2025 unless earlier repurchased or converted. Upon conversion, the Company will pay or deliver, as the case may be, cash, ordinary shares or a combination of cash and ordinary shares, at the Company’s election.

The 2025 Convertible Notes are convertible at an initial conversion rate of 2.4813 Ordinary Shares per $1,000 principal amount of 2025 Convertible Notes (equivalent to an initial conversion price of approximately $403.01 per Ordinary Share). The conversion rate is subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. In addition, following certain corporate events that occur prior to the maturity date, or following Company’s delivery of a notice of tax redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert his notes in connection with such a corporate event or notice of tax redemption, as the case may be.

Conversion terms of the 2025 Convertible Notes:

Holders could convert their Convertible Notes at their option at any time prior to the close of business on the business day immediately preceding February 15, 2025 only under the following circumstances:

a.During any calendar quarter commencing after December 31, 2020 (and only during such calendar quarter), if the last reported sale price of Company’s Ordinary Shares, for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding quarter was greater than or equal to 130% of the conversion price on each applicable trading day.

b.During the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of Convertible Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the ordinary shares and the conversion rate on each such trading day.

c.If the Company called the Convertible Notes for a tax redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the tax redemption date; or

d.Upon the occurrence of specified corporate events.
22

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 7:-    CONVERTIBLE NOTES (Cont.)

On or after February 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert their Convertible Notes at any time, regardless of the foregoing circumstances. The conditions allowing holders of the 2025 Convertible Notes to convert had not been met, and no conversions had occurred as of June 30, 2025. The 2025 Convertible Notes were included within current liabilities in the consolidated balance sheets as of June 30, 2025 and December 31, 2024.

Holders of the 2025 Convertible Notes who convert their Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 Indenture) are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2025 Indenture), holders of the 2025 Convertible Notes may require the Company to repurchase all or a portion of their Notes at a price equal to 100% of the principal amount of the 2025 Convertible Notes being repurchased, plus any accrued and unpaid interest.

The Company could not redeem the 2025 Convertible Notes prior to August 21, 2023, except in the event of certain tax law changes. The Company may redeem for cash all or any portion of the 2025 Convertible Notes, at its option, on or after August 21, 2023, if the last reported sale price of its ordinary shares has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of the redemption at a redemption price equal to 100% of the principal amount of the 2025 Convertible Notes to be redeemed, plus accrued and unpaid special interest if any, to, but excluding, the redemption date.

Upon the occurrence of a fundamental change (as defined in the Indenture), holders may require the Company to repurchase for cash all or any portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid special interest, if any, to, but excluding, the fundamental change repurchase date.

The carrying amount of the liability is represented by the face amount of the notes, less total issuance costs, plus any amortization of issuance costs. The total issuance costs upon issuance of the notes were $15,712 and are amortized to interest expense using the effective interest rate method over the contractual term of the notes. Interest expense is recognized at an annual effective interest rate of 0.56% over the contractual term of the notes.
23

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 7:-    CONVERTIBLE NOTES (Cont.)
The net carrying amount of the 2025 Convertible Notes were as follows:

June 30, December 31,
2025 2024
Principal original amount $ 575,000  $ 575,000 
Unamortized debt issuance costs 531  2,120 
Net carrying amount $ 574,469  $ 572,880 

The Company recognized interest expense on the 2025 Convertible Notes as follows:

Six Months Ended
2025 2024
Amortization of debt issuance costs $ 1,589 $ 1,581

2025 Capped Call Transactions

In connection with the pricing of the 2025 Convertible Notes, the Company entered into capped call transactions (the “2025 Capped Call Transactions”) with certain of the purchasers of the Convertible Notes.

The 2025 Capped Call Transactions are purchased call options that give the Company the option to purchase the Company's ordinary shares, subject to anti-dilution adjustments substantially identical to those in the 2025 Convertible Notes. The 2025 Capped Call Transactions will expire in August 2025, if not exercised earlier. The 2025 Capped Call Transactions are intended to offset potential dilution to the Company’s ordinary shares and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the Convertible Notes under certain circumstances described in the Capped Call Transactions. The 2025 Capped Call Transactions are separate transactions and are not part of the terms of the Convertible 2025 Notes.

As the Capped Call Transactions are considered indexed to the Company's shares and are considered equity classified, they are recorded in shareholders’ equity (deficiency) on the condensed consolidated balance sheets. The Company paid an aggregate amount of $46,000 for the 2025 Capped Call Transactions. The amount paid for the 2025 Capped Call Transactions was recorded as a reduction to additional paid-in capital in the condensed consolidated balance sheets.


24

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 8:-    LEASES

The Company has entered into operating lease agreements, primarily for office facilities located around the world. These leases expire at various dates through January 2044, including renewal options that are reasonably certain to be exercised. The Company's Headquarters Lease is its most significant lease.

The Company entered into a lease agreement for its corporate headquarters in April 2019 (the "Headquarters Lease"). According to the Headquarters Lease, the landlord constructed approximately 80,000 square meters (approximately 861,112 square feet) in Tel Aviv, Israel (the "Premises"), which are leased to the Company and serve as its corporate headquarters. The transfer of possession of the Premises to the Company took place in two phases, in 2022 and 2023. The initial lease term is 10 years, which commenced upon the transfer of possession of the first phase of the Premises. The Company has options to extend the lease for additional periods of up to 15 years, most of which are at its sole discretion and were included in the lease term for accounting purposes, as their exercise was determined to be reasonably certain. Lease payments under the Headquarters Lease are denominated in NIS and are linked to changes in the Israeli Consumer Price Index.

The components of lease expense were as follows for the periods presented:
Six Months Ended June 30,
2025 2024
Operating and variable lease cost $ 20,780  $ 21,423 
Short-term lease cost 985  961 
Total operating lease cost $ 21,765  $ 22,384 

The weighted-average remaining lease term and discount rate related to operating leases were as follows:
June 30, December 31,
2025 2024
Weighted average remaining lease term 17.49 17.93
Weighted average discount rate 5.8% 5.8%
25

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 8:-    LEASES (Cont.)

Cash payments related to operating lease liabilities for the six months ended June 30, 2025 and 2024, were $24,969 and $15,328, respectively.

The maturities of the Company’s operating lease liabilities were as follows:

June 30, 2025
Remainder of 2025 $ 12,363
2026 42,367
2027 41,389
2028 41,420
2029 40,136
Thereafter 502,879
Total undiscounted lease payments $ 680,554
Less imputed interest $ 254,987
Total lease liabilities $ 425,567

The Company subleases certain unused office space to third parties. Sublease income was immaterial for the periods presented.
26

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 9:-    COMMITMENTS AND CONTINGENT LIABILITIES

Legal contingencies:

As of June 30, 2025, the Company is not involved in any claims or legal proceedings which require accrual of liability for the estimated loss or disclosure.


NOTE 10:-    SHAREHOLDERS' EQUITY

a.Share-based compensation:

In October 2013, the Company's Board of Directors (the “Board”) adopted a new Employee Shares Incentive Plan – the 2013 Incentive Compensation Plan, as amended from time to time, most recently on December 7, 2023 (the "2013 Plan"). The 2013 Plan provides for the grant of options, restricted shares, RSUs and PSUs.

Under the 2013 Plan, as of June 30, 2025, an aggregate of 1,727,324 shares were still available for future grant. Each option granted under the Plan expires no later than ten years from the date of grant. The vesting period of the options is generally four years, unless the Board or the Board's Compensation Committee determines otherwise. Any option which is forfeited or cancelled before expiration becomes available for future grants.

The total share-based compensation expense related to all of the Company's equity-based awards, which include options, RSUs, PSUs and employee share purchase rights issued pursuant to the Company's ESPP and recognized for the six months ended June 30, 2025 and 2024, was comprised as follows:

Six Months Ended June 30,
2025 2024
Cost of revenues $ 6,792  $ 7,106 
Research and development 63,589  61,884 
Selling and marketing 18,223  19,689 
General and administrative 31,096  29,349 
Total share-based compensation expense $ 119,700 $ 118,028

Total unrecognized compensation cost amounted to $406,146 as of June 30, 2025, and is expected to be recognized over a weighted average period of approximately 2.70 years.

27

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 10:-    SHAREHOLDERS' EQUITY (Cont.)

b.Options granted to employees:

A summary of the activity in options granted to employees for the six months ended June 30, 2025 is as follows:
Number of options Weighted average exercise price Weighted Average remaining contractual term (in years) Aggregate intrinsic value
Balance at December 31, 2024 3,165,633 $ 107.86  4.38 $ 355,730 
Granted 41,390  224.18 
Exercised (178,910) 102.66 
Forfeited —  — 
Balance at June 30, 2025 3,028,113 109.76  3.92 190,605
Exercisable at June 30, 2025 2,853,927 107.41  3.67 185,970
Vested and expected to vest at June 30, 2025 3,023,143 $ 109.72  3.91 $ 190,402


The Company estimates the fair value of share options granted using the Black-Scholes-Merton option-pricing model. The following table set forth the parameters used in computation of the options compensation to employees for the six months ended June 30, 2025:
Six Months Ended June 30,
2025
Expected volatility 59.53%
Expected dividends 0%
Expected term (in years) 5.13
Risk free rate 4.27%-4.31%

28

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 10:-    SHAREHOLDERS' EQUITY (Cont.)

The following table set forth the parameters used in computation of the ESPP for the six months ended June 30, 2025:

Six Months Ended June 30,
2025
Expected volatility 40.52%-43.55%
Expected dividends 0
Expected term (in years) 0.5
Risk free rate 4.21%-4.84%

c.A summary of RSUs and PSUs activity for the six months ended June 30, 2025, is as follows:

Number of shares Weighted average grant date fair value per share
Unvested as of December 31, 2024 3,343,704  $ 116.59 
Granted 1,138,194  194.23
Vested (846,671) 124.84
Forfeited (97,182) 116.56
Unvested as of June 30, 2025 3,538,045  $ 139.60 

The total fair value of RSUs and PSUs vested during the six months ended June 30, 2025 was $147,951.




29

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 11:-    BASIC AND DILUTED NET INCOME PER SHARE
The following table sets forth the computation of the basic and diluted net income per share for the six months ended June 30, 2025 and 2024:
Six Months Ended June 30,
2025 2024
Numerator:
Net income $ 91,469  $ 63,520 
Add: Interest expense on Convertible Notes (*)
1,589  — 
Net income excluding interest expense on Convertible Notes $ 93,058  $ 63,520 
Denominator:
Basic weighted-average shares used to compute net income per share 55,807,604 55,730,296
Weighted-average effect of dilutive ordinary shares:
Employee stock options and ESPP shares 1,378,142 1,433,606
RSUs and PSUs 1,405,308 1,209,553
Convertible Notes 1,426,748  — 
Dilutive weighted-average shares used to compute net income per share 60,017,802 58,373,455
Basic net income per share $ 1.64  $ 1.14 
Diluted net income per share $ 1.55  $ 1.09 
(*) When the Convertible Notes are dilutive, the associated interest expense, net is added back to net income when calculating diluted net income per share.



30

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 11:-    BASIC AND DILUTED NET INCOME PER SHARE (Cont.)

The following potentially dilutive shares were excluded from the diluted income per share calculations for the periods presented because their effect would have been anti-dilutive:

Six Months Ended June 30,
2025 2024
Employee stock options and ESPP shares 485,910 1,038,953
RSUs and PSUs 782,394 365,229
Convertible Notes —  1,426,748 
1,268,304 2,830,930


NOTE 12:-    SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION

a.Wix is a leading, global, web development platform for millions of creators, delivering its solutions through a SaaS model. The Company generates revenues from Creative Subscriptions and Business Solutions.

The Company operates in one operating and reportable segment. The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer, who utilizes consolidated measures of profit or loss to evaluate the Company's overall performance and inform resource allocation decisions. The measure of profit or loss most consistent with GAAP used by the CODM is consolidated net income, as presented in the consolidated statements of comprehensive income. This measure is primarily utilized to assess budget-to-actual variances and to compare against historical performance.

The Company’s significant segment expenses are those presented in the consolidated statements of comprehensive income. No supplemental expense information beyond what is disclosed in these condensed consolidated financial statements is regularly provided to the CODM. The measure of segment assets is total assets, as presented in the consolidated balance sheets.


31

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 12:-    SEGMENTS, CUSTOMERS AND GEOGRAPHIC INFORMATION (Cont.)

b.The following table presents total revenues by geographic area, based on the location of the end customer, for the six months ended June 30, 2025 and 2024:

Six Months Ended June 30,
2025 2024
North America (*)
$ 580,704  $ 512,703 
Europe 244,265  212,289 
Latin America 34,088  33,834 
Asia and others 104,524  96,696 
$ 963,581  $ 855,522

(*)    Includes revenue from the United States in amount of $538,349 and $506,943 for the six months ended June 30, 2025 and 2024, respectively.

c.The following table presents long-lived assets and ROU assets by geographic area as of June 30, 2025 and December 31, 2024:

June 30, December 31,
2025 2024
Europe and Asia (*)
$ 502,918  $ 516,499 
North America 12,257  11,517 
$ 515,175  $ 528,016

(*)    As of June 30, 2025 and December 31, 2024, long-lived assets and ROU assets located in Israel amounted to $483,841 and $495,354, respectively.











32

WIX.COM LTD. AND ITS SUBSIDIARIES
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
NOTE 13:-    INCOME TAXES

The Company's provision for, or benefit from, income taxes in interim periods is determined by using an estimated annual effective tax rate as prescribed under ASC 740, Income Taxes (“ASC 740”), adjusted for discrete items, if any, that are taken into account in the relevant period. The Company updates its estimate of the annual effective tax rate each period and makes cumulative adjustments if its estimated annual tax rate changes.

The Company recorded an income tax benefit of $42,116 for the six months ended June 30, 2025, compared to an income tax expense of $6,271 for the six months ended June 30, 2024.

The Company periodically evaluates the realizability of its deferred tax assets, taking into consideration all available positive and negative evidence. In prior reporting periods, the Company had concluded that a valuation allowance was required against the majority of its deferred tax assets. As of June 30, 2025, the Company determined that a valuation allowance is no longer necessary, primarily due to its transition to profitability in recent years, which represents objective and verifiable evidence, along with anticipated future taxable income. When a change in valuation allowance is recognized during an interim period, the change in valuation allowance resulting from current year income is included in the annual effective tax rate, and the release of valuation allowance supported by projections of future taxable income is recorded as a discrete tax benefit in the interim period. The income tax benefit for the six months ended June 30, 2025 includes a discrete tax benefit of $53,708, relating to the release of the valuation allowance associated with the Company’s deferred tax assets.

NOTE 14:-    SUBSEQUENT EVENTS

a.On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted. OBBBA amends U.S. tax law, including provisions related to bonus depreciation, research and development and foreign derived intangible income. The Company is currently evaluating the impact of the OBBBA on its condensed consolidated financial statements.

b.In August 2025, the Company repurchased 790,779 ordinary shares for $100,000. In addition, the Board approved an increase to its program to repurchase the Company's securities (ordinary shares and/or Convertible Notes) by an additional amount of $200,000, subject to the satisfaction of certain conditions. If such conditions are satisfied, the aggregate amount that will be available under the repurchase program will be $400,000.

c.In August 2025, the Company repaid the $575,000 principal amount of its 2025 Convertible Notes, upon their scheduled maturity date. See Note 7 for additional information.
33
EX-99.3 4 supplementalcompanydisclos.htm EX-99.3 Document

Exhibit 99.3

Financial Results for the Six Months Ended June 30, 2025


On August 6, 2025, we announced our financial results for the second quarter ended June 30, 2025, and on September 8, 2025, we furnished our unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2025 and 2024. You should read the following in conjunction with the unaudited condensed consolidated financial statements as of and for the six months ended June 30, 2025 and 2024 and related notes in our Current Report on Form 6-K furnished to the Securities and Exchange Commission (the “SEC”) on September 8, 2025, our audited consolidated financial statements and other financial information as of and for the year ended December 31, 2024, appearing in our Annual Report on Form 20-F for the year ended December 31, 2024 (the “Annual Report”) and Item 5—“Operating and Financial Review and Prospects” of the Annual Report. The following may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including the information provided under the caption “Risk Factors” in our Annual Report and other factors discussed in our subsequent public filings with the SEC. Our financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Results for the six months ended June 30, 2025 and 2024 are not necessarily indicative of results that may be expected for the year ending December 31, 2025.

•Total Revenues grew to $963.6 million for the first six months of 2025, up 12.6% from $855.5 million in the first six months of 2024, primarily driven by our premium packages along with strong adoption of business applications.
•Creative Subscriptions revenue grew to $683.1 million for the first six months of 2025, up 10.8% from $616.4 million in the first six months of 2024, primarily driven by strong performance of our core web creation subscription offering.
•Creative Subscriptions Annualized Recurring Revenue (“ARR”) grew to $1.41 billion as of June 30, 2025, up 10.2% from $1.28 billion as of June 30, 2024.
•Business Solutions revenue grew to $280.4 million for the first six months of 2025, up 17.3% from $239.1 million in the first six months of 2024, primarily driven by Google Workspace, transaction revenue growth and our marketing offering.
•Transaction revenue grew to $122.4 million for the first six months of 2025, up 18.4% from $103.4 million in the first six months of 2024, primarily driven by take rate as Wix Payments adoption among new merchants improved as well as GPV growth.
•Partners revenue grew to $354.9 million for the first six months of 2025, up 23.7% from $286.8 million in the first six months of 2024, primarily driven by key products, such as website subscriptions, domains and Google Workspace subscriptions, trending positively, increasing Partners accounts with multiple Studio subscriptions and growing revenue from our B2B partnerships.
•Total Bookings grew to $1,020.8 million for the first six months of 2025, up 11.5% from $915.7 million in the first six months of 2024 with particular strength in the Creative Subscriptions business.
•Creative Subscriptions bookings grew to $734.3 million for the first six months of 2025, up 10.7% from $663.6 million in the first six months of 2024, primarily driven by increasingly better performing new cohorts joining the platform, as well as an increase in bookings from annual and multi-year subscription packages sold.
•Business Solutions bookings grew to $286.5 million for the first six months of 2025, up 13.7% from $252.1 million in the first six months of 2024, primarily driven by transaction revenue and Google Workspace.
•Total gross margin on a GAAP basis in the first six months of 2025 was 68%, an increase from 67% in the first six months of 2024, primarily driven by our realized productivity benefits from artificial intelligence (“AI”) technologies implemented across our Customer Care organization.
•Creative Subscriptions gross margin on a GAAP basis in the first six months of 2025 was 84%, an increase from 83% in the first six months of 2024, primarily driven by the price increases implemented over 2024.
•Business Solutions gross margin on a GAAP basis in the first six months of 2025 was 30%, an increase from 28% in the first six months of 2024, primarily driven by benefits from outperformance of high-margin business applications as well as increased payments gross margin due to continued scale.
•Total non-GAAP gross margin in the first six months of 2025 was 69%, an increase from 68% in the first six months of 2024.
•Creative Subscriptions gross margin on a non-GAAP basis in the first six months of 2025 was 85%, an increase from 83% in the first six months of 2024.
•Business Solutions gross margin on a non-GAAP basis in the first six months of 2025 was 32%, an increase from 30% in the first six months of 2024.
•GAAP net income in the first six months of 2025 was $91.5 million, up 44% from $63.5 million in the first six months of 2024, primarily driven by an approximately $63 million tax benefit from a deferred tax asset, as well as efficiency in our operating expenses, partially offset by financial expenses from hedging activity.



•Non-GAAP net income in the first six months of 2025 was $230.1 million, up 30% from $176.9 million in the first six months of 2024.
•Gross payment volume for the first six months of 2025 was $6.9 billion, up 9.1% year over year.


Key Product and Business Updates
•Recently acquired Base44, an AI-powered platform that enables users to create fully-functional, custom software solutions and applications using natural language, without the need for traditional coding.
•Recently acquired Hour One, a pioneer in generative AI media.
•Launched the AI Visibility Overview, a new solution to position brands for discoverability in the emerging era of large language models.
•Announced Wix Checking and Wix Capital, a financial suite designed to help Wix merchants access their funds, take control of cash flow, and support business growth online and offline.
•Expanded our partnership with PayPal to bring additional online payment options to merchants through Wix Payments, which is expected to increase Wix Payments adoption in the long term.
•Announced our partnership with Alibaba that will enable Wix merchants to expand their global wholesale capabilities through Alibaba.com while providing Alibaba.com merchants with the opportunity to establish direct-to-consumer (D2C) and B2B storefronts powered by our infrastructure.
•Announced a strategic partnership with Monotype, a global leader in type design and technology, extending Wix’s font library.


Liquidity and Capital Resources
We have financed our operations primarily through positive cash flows from our operating activity. Our primary uses of our cash are for ongoing operating expenses, refinancing our existing debt, development of new solutions and services and acquisitions or other investments.

As of June 30, 2025, cash and cash equivalents were $693.0 million. We also had $11.1 million in restricted cash related to our hedging activity, $111.9 million in short-term deposits with a maturity date of less than one year, $0.9 million as restricted deposits that consisted of restricted bank deposits for our leases and also deposits to secure our online merchant activity with one of our billing processors, and $315.3 million in short- and long-term investments in marketable securities.

Our net cash provided by operating activities for the first six months of 2025 was $295.8 million, while capital expenditures totaled $5.7 million, leading to free cash flow of $290.1 million, compared to $233.9 million, $15.3 million and $218.5 million, respectively, in the first six months of 2024.

We believe our existing cash and cash equivalents, short-term deposits and marketable securities, and cash from operations will be sufficient to fund our operations and meet our requirements for at least the next 12 months and for the foreseeable future. Our future capital and working capital requirements will depend on many factors, including our rate of revenue growth and the timing and extent of our spending on selling and marketing activities and research and development efforts.



























Non-GAAP Financial Measures and Key Operating Metrics

To supplement its consolidated financial statements, which are prepared and presented in accordance with U.S. GAAP, Wix uses the following non-GAAP financial measures: bookings, non-GAAP gross margin, non-GAAP net income (loss), free cash flow(collectively the "Non-GAAP financial measures"). Bookings is a non-GAAP financial measure calculated by adding the change in deferred revenues and the change in unbilled contractual obligations for a particular period to revenues for the same period. Bookings include cash receipts for premium subscriptions purchased by users as well as cash we collect from business solutions, as well as payments due to us under the terms of contractual agreements for which we may have not yet received payment. Cash receipts for premium subscriptions are deferred and recognized as revenues over the terms of the subscriptions. Cash receipts for payments and the majority of the additional products and services (other than Google Workspace) are recognized as revenues upon receipt. Committed payments are recognized as revenue as we fulfill our obligation under the terms of the contractual agreement. Bookings and Creative Subscriptions Bookings are also presented on a further non-GAAP basis by excluding, in each case, bookings associated with long term B2B partnership agreements. Non-GAAP gross margin represents gross profit calculated in accordance with GAAP as adjusted for the impact of share-based compensation expense, acquisition-related expenses and amortization, divided by revenue. Non-GAAP net income (loss) represents net loss calculated in accordance with GAAP as adjusted for the impact of share-based compensation expense, amortization, sales tax expense accrual and other G&A expenses (income), amortization of debt discount and debt issuance costs and acquisition-related expenses and non-operating foreign exchange expenses (income). Free cash flow represents net cash provided by (used in) operating activities less capital expenditures.

The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company uses these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons. The Company believes that these measures provide useful information about operating results, enhance the overall understanding of past financial performance and future prospects, and allow for greater transparency with respect to key metrics used by management in its financial and operational decision making.

For more information on the non-GAAP financial measures, please see the reconciliation tables provided below. The accompanying tables have more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliations between these financial measures.

Wix also uses Creative Subscriptions Annualized Recurring Revenue (ARR) as a key operating metric. Creative Subscriptions ARR is calculated as Creative Subscriptions Monthly Recurring Revenue (MRR) multiplied by 12. Creative Subscriptions MRR is calculated as the total of (i) the total monthly revenue of all Creative Subscriptions in effect on the last day of the period, other than domain registrations; (ii) the average revenue per month from domain registrations multiplied by all registered domains in effect on the last day of the period; and (iii) monthly revenue from other partnership agreements including enterprise partners.

Wix also uses Gross payment volume (“GPV”) as a key operating metric. GPV includes the total value, in US dollars, of transactions facilitated by our platform.

Transaction revenue is a portion of Business Solutions revenue, and we define transaction revenue as all revenue generated through transaction facilitation, primarily from Wix Payments, as well as Wix POS, shipping solutions and multi-channel commerce and gift card solutions.

Partners revenue is defined as revenue generated through agencies and freelancers that build sites or applications for other users (“Agencies”) as well as revenue generated through B2B partnerships, such as LegalZoom or Vistaprint. We identify Agencies using multiple criteria, including but not limited to, the number of sites built, participation in the Wix Partner Program and/or the Wix Marketplace or Wix products used (including Wix Studio). Partners revenue includes revenue from both the Creative Subscriptions and Business Solutions businesses.









Forward-Looking Statements

This document contains forward-looking statements, within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties. Such forward-looking statements may include projections regarding our future performance, including, but not limited to revenue, bookings and free cash flow, and may be identified by words like “anticipate,” “assume,” “believe,” “aim,” “forecast,” “indication,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “subject,” “project,” “outlook,” “future,” “will,” “seek” and similar terms or phrases. The forward-looking statements contained in this document, are based on management’s current expectations, which are subject to uncertainty, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Important factors that could cause our actual results to differ materially from those indicated in the forward-looking statements include, among others, our ability to attract and retain registered users and partners, and generate new premium subscriptions and additional business solutions as we continuously adjust our marketing strategy and customer care; maintenance of our brand and reputation, and generation of revenue from sources other than premium subscriptions; risks associated with international operations and the use of platform in various countries; risks related to the macroeconomic environment and ongoing global conflicts; security risks and payment risks and fluctuations in foreign currency exchange rates; failures of third-party hardware, software and infrastructure on which we rely, or failure to manage the operation of our infrastructure; adverse market conditions, including inflation, interest rates and other adverse developments that may adversely affect our cash balances and investment portfolio; our history of operating losses and inability to achieve sustained profitability; downturns or upturns in sales are not immediately reflected in full in our operating results; our ability to repurchase our ordinary shares pursuant to our repurchase program; our ability to raise capital when needed or on acceptable terms; risks related to acquisitions and investments, pricing decisions, pandemics, natural disasters and other catastrophic events; our ability to develop and introduce new products and services, as well as maintain third-party products and are ability to keep up with rapid changes in design and technology; our ability to attract and retain qualified employees and key personnel; our ability to attract a diversified customer base and increased competition; our ability to maintain compatibility of our platform and solutions with changes in third-party applications and changes to technologies used in our solutions; our ability to acquire and service small business users; risks related to security breaches and unauthorized access to data, cyberattacks; our expectation regarding the uncertain future relationship between the United States and other countries with respect to trade policies, taxes, government regulations, and tariffs; our ability to comply with the regulations applicable to our operations, including new governmental regulations regarding the internet, consumer protection, AI, privacy and data protection laws and regulations, as well as contractual privacy and data protection obligations; risks relating to intellectual property, including infringements, litigation and claims, and our ability to maintain and protect our intellectual property rights and proprietary information; our expectations regarding the outcome of any regulatory investigation or litigation, including class actions; risks related to the development and integration of AI, generative AI, agentic AI, machine learning, and similar tools into our offerings, and comply with the regulatory environment impacting AI and AI-related activities; risks related to activities of registered users or content of their websites, and risks related to domain names and industry regulations; risks related to compliance with laws and regulations, including those related to economic sanctions, tariffs, export controls, anti-corruption and anti-money laundering, anti-trust, and consumer protection, and changes in these laws and regulations; risks related to tax, including application of indirect taxes, tax laws, changes in tax laws or changes in provision for income tax and examination of income tax returns; risks related to ordinary shares, activist shareholders, and our status as a foreign private issuer; risks related to our incorporation and location in Israel, including conflicts in the area; our expectations regarding future changes in our cost of revenues and our operating expenses on an absolute basis and as a percentage of our revenues; our planned level of capital expenditures and our belief that our existing cash and cash from operations will be sufficient to fund our operations for at least the next 12 months and for the foreseeable future; and our ability to enter into new markets and attracting new customer demographics, including our ability to successfully attract new partners and large enterprise-level users and to grow our activities, including through the adoption of our Wix Studio product, with these customer types as anticipated and other factors discussed under the heading “Risk Factors” in the Company’s annual report on Form 20-F for the year ended December 31, 2024 filed with the Securities and Exchange Commission on March 21, 2025. The preceding list is not intended to be an exhaustive list of all of our forward-looking statements. Any forward-looking statement made by us in this document speaks only as of the date hereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future developments or otherwise.




Wix.com Ltd.
RECONCILIATION OF REVENUES TO BOOKINGS
(In thousands)
 
  Six Months Ended
  June 30,
  2025 2024
  (unaudited)
Revenues $ 963,581  $ 855,522 
Change in deferred revenues 70,594  66,745 
Change in unbilled contractual obligations (13,346) (6,587)
Bookings $ 1,020,829  $ 915,680 
Y/Y growth 11.5%
  Six Months Ended
  June 30,
  2025 2024
  (unaudited)
Creative Subscriptions Revenues $ 683,132  $ 616,418 
Change in deferred revenues 64,554  53,773 
Change in unbilled contractual obligations (13,346) (6,587)
Creative Subscriptions Bookings $ 734,340  $ 663,604 
Y/Y growth 10.7  %
  Six Months Ended
  June 30,
  2025 2024
  (unaudited)
Business Solutions Revenues $ 280,449  $ 239,104 
Change in deferred revenues 6,040  12,972 
Business Solutions Bookings $ 286,489  $ 252,076 
Y/Y growth 13.7  %






Wix.com Ltd.
RECONCILIATION OF GAAP TO NON-GAAP GROSS PROFIT
(In thousands)
Six Months Ended
June 30,
  2025 2024
(unaudited)
Gross Profit $ 658,449  $ 576,551 
Share based compensation expenses 6,792  7,106 
Acquisition related expenses 163  — 
Amortization 1,335  1,335 
Non GAAP Gross Profit $ 666,739  $ 584,992 
Non GAAP Gross margin 69  % 68  %
Six Months Ended
June 30,
  2025 2024
(unaudited)
Gross Profit - Creative Subscriptions $ 572,934  $ 508,576 
Share based compensation expenses 4,809  5,188 
Acquisition related expenses 163  — 
Non GAAP Gross Profit - Creative Subscriptions $ 577,906  $ 513,764 
Non GAAP Gross margin - Creative Subscriptions 85  % 83  %
Six Months Ended
June 30,
  2025 2024
(unaudited)
Gross Profit - Business Solutions $ 85,515  $ 67,975 
Share based compensation expenses 1,983  1,918 
Amortization 1,335  1,335 
Non GAAP Gross Profit - Business Solutions $ 88,833  $ 71,228 
Non GAAP Gross margin - Business Solutions 32  % 30  %




Wix.com Ltd.
RECONCILIATION OF NET INCOME TO NON-GAAP NET INCOME
(In thousands)
 
  Six Months Ended
  June 30,
  2025 2024
  (unaudited)
Net income $ 91,469  $ 63,520 
Share based compensation expenses and other Non GAAP adjustments:
(1) Share based compensation expenses:
Cost of revenues 6,792  7,106 
Research and development 63,589  61,884 
Selling and marketing 18,223  19,689 
General and administrative 31,096  29,349 
Total share based compensation expenses 119,700  118,028 
(2) Amortization 2,731  2,948 
(3) Acquisition related expenses 6,087 
(4) Amortization of debt discount and debt issuance costs 1,589  1,581 
(5) Sales tax accrual and other G&A expenses (239) 358 
(6) Unrealized loss (gain) on equity and other investments (42) (2,536)
(7) Non-operating foreign exchange income 8,823  (7,584)
(8) Provision for income tax effects related to non-GAAP adjustments —  583 
Total adjustments of GAAP to Non GAAP 138,649  113,384 
Non-GAAP net income $ 230,118  $ 176,904 



Wix.com Ltd.
RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW
(In thousands)
 
  Six Months Ended
  June 30,
  2025 2024
  (unaudited)
Net cash provided by operating activities $ 295,826  $ 233,865 
Capital expenditures, net (5,720) (15,320)
Free Cash Flow $ 290,106  $ 218,545 
Capex related to HQ build out —  10,325 
Free Cash Flow excluding HQ build out $ 290,106  $ 228,870