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0001806201false00018062012025-11-062025-11-06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 6, 2025
lpro logo.jpg
OPEN LENDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 001-39326 84-5031428
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1501 S. MoPac Expressway
Suite 450
Austin, Texas 78746
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 512-892-0400
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class Trading
Symbol(s)
Name of each exchange
on which registered
Common stock, par value $0.01 per share LPRO The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company ☐ 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 2.02 Results of Operations and Financial Condition.
On November 6, 2025, Open Lending Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended September 30, 2025. A copy of the press release and additional supplemental financial information are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.
The information furnished under this Item 2.02 and in the accompanying Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.
(d)    Exhibits
99.1
99.2
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


1


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
OPEN LENDING CORPORATION
By:   /s/ Massimo Monaco
Name:   Massimo Monaco
Title:   Chief Financial Officer
Date: November 6, 2025

2
EX-99.1 2 a20250930-ex991.htm EX-99.1 Document

Exhibit 99.1
openlendinglogoa.jpg
Open Lending Reports Third Quarter 2025 Financial Results

AUSTIN, Texas, November 6, 2025 – Open Lending Corporation (Nasdaq: LPRO) (the “Company” or “Open Lending”), a leading provider of lending enablement and risk analytics solutions for financial institutions, today reported financial results for its third quarter ended September 30, 2025.
“Our results reflect the strategic implementation of enhanced underwriting standards and a more conservative booking approach that we believe will reduce volatility in our profit share unit economics,” said Jessica Buss, Chief Executive Officer of Open Lending. “We believe our value proposition is further enhanced by the launch of ApexOne Auto, an advanced decisioning platform that expands our capabilities to serve the full spectrum of auto borrowers. We have a high degree of confidence in our business model as we head into 2026.”
Three Months Ended September 30, 2025 Highlights
•The Company facilitated 23,880 certified loans during the third quarter of 2025, compared to 27,435 certified loans in the third quarter of 2024.
•Total revenue was $24.2 million during the third quarter of 2025, compared to $23.5 million in the third quarter of 2024. The third quarter of 2025 was impacted by an increase of $1.1 million in estimated profit share revenues related to business in historic vintages as compared to a $7.0 million reduction in the third quarter of 2024.
•Gross profit was $18.9 million during the third quarter of 2025, compared to $17.3 million in the third quarter of 2024.
•Net loss was $7.6 million during the third quarter of 2025, compared to net income of $1.4 million in the third quarter of 2024.
•Adjusted EBITDA was $5.6 million during the third quarter of 2025, compared to $4.5 million in the third quarter of 2024.
Adjusted EBITDA is a non-GAAP financial measure. Beginning in the quarter ended June 30, 2025, we have updated the presentation of Adjusted EBITDA to exclude interest income as we believe the exclusion of interest income aligns our definition with comparable companies. Prior periods presented have been conformed to the current period presentation. In addition, beginning in the quarter ended September 30, 2025, we have updated the presentation of Adjusted EBITDA to exclude certain other non-recurring expenses that do not contribute directly to management’s evaluation of our operating results. A reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure is provided in the financial table included at the end of this press release. An explanation of this measure and how it is calculated is also included under the heading “Non-GAAP Financial Measures.”
Business Highlights
•Credit unions and banks represented 21,449, or 89.8%, of certified loans in the third quarter of 2025, compared to 21,808, or 79.5%, in the third quarter of 2024.
•Average profit share revenue per certified loan was $310 in the third quarter of 2025, compared to $502 in the third quarter of 2024.
•Average program fee revenue per certified loan was $558 in the third quarter of 2025, compared to $516 in the third quarter of 2024.
•On August 13, 2025, the Company and Allied Solutions, LLC (“Allied”) entered into an amendment to their reseller agreement to, among other matters, extend the term of the agreement and to provide for a one-time payment of $11.0 million in exchange for the extinguishment of Allied’s right to certain ongoing compensation and the amendment of the schedule of referral fees payable to Allied.
Fourth Quarter 2025 Outlook
For the fourth quarter of 2025, the Company currently expects total certified loans to be between 21,500 and 23,500.




The guidance provided includes forward-looking statements within the meaning of U.S. securities laws. See “Forward-Looking Statements” below.
Open Lending will host a conference call to discuss the third quarter 2025 financial results on November 6, 2025 at 5:00 pm ET. The conference call will be webcast live from the Company's investor relations website at https://investors.openlending.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (800) 343-4849, or for international callers (203) 518-9848, in each case using access code LENDING. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.
About Open Lending
Open Lending (Nasdaq: LPRO) provides loan analytics, risk-based pricing, risk modeling and default insurance to auto lenders throughout the United States. For 25 years, we have been empowering financial institutions to create profitable auto loan portfolios with less risk and more reward. For more information, please visit www.openlending.com.
Forward-Looking Statements
This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, including statements related to the Company's new loan measures, lender profitability, volatility, market trends, consumer behavior and demand for automotive loans, as well as future financial performance under the heading "Fourth Quarter 2025 Outlook" above. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” “on track,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions and on the current expectations of the Company’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the Company’s control. These forward-looking statements are subject to a number of risks and uncertainties, including general economic, market, political and business conditions; applicable taxes, inflation, tariffs, supply chain disruptions including global hostilities and responses thereto, the prolonged U.S. government shutdown, interest rates and the regulatory environment; the outcome of judicial proceedings to which Open Lending may become a party; and other risks discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2024. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that the Company presently does not know or that it currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. Subsequent events and developments may cause the Company's assessments to change, but, the Company specifically disclaims any obligation to update these forward-looking statements. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Non-GAAP Financial Measures
The non-GAAP financial measures included in this press release are financial information that has not been prepared in accordance with GAAP. The Company uses Adjusted EBITDA and Adjusted EBITDA margin internally in analyzing our financial results and believes these measures are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. The Company believes that the use of non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.
The Company believes these measures provide useful information to investors and others in understanding and evaluating its operating results in the same manner as its management and board of directors. In addition, these measures provide useful measures for period-to-period comparisons of our business, as they remove the effect of certain non-cash items and certain non-recurring variable charges.



Adjusted EBITDA is defined as GAAP net income (loss) excluding interest expense, interest income, income tax expense, depreciation and amortization expense, share-based compensation expense and certain other non-recurring expenses that do not contribute directly to management’s evaluation of our operating results. Adjusted EBITDA margin is defined as Adjusted EBITDA expressed as a percentage of total revenue.
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measure provided in the financial statement tables included below in this press release.
Investor Relations Contact:
InvestorRelations@openlending.com



OPEN LENDING CORPORATION
Consolidated Balance Sheets
(Unaudited)
(In thousands, except share data)

  September 30,
2025
December 31,
2024
Assets
Current assets
Cash and cash equivalents $ 222,134  $ 243,164 
Restricted cash 11,595  10,760 
Accounts receivable, net 4,418  5,055 
Current contract assets, net 24,015  9,973 
Income tax receivable 4,015  3,558 
Other current assets 6,391  3,215 
Total current assets 272,568  275,725 
Property and equipment, net 518  729 
Capitalized software development costs, net 4,645  5,386 
Operating lease right-of-use assets, net 3,273  3,878 
Contract assets 3,087  5,094 
Other assets 3,560  5,556 
Total assets $ 287,651  $ 296,368 
Liabilities and stockholders’ equity
Current liabilities
Accounts payable $ 1,038  $ 953 
Accrued expenses 8,640  5,166 
Current portion of debt 7,500  7,500 
Third-party claims administration liability 11,650  10,797 
Current portion of excess profit share receipts 17,231  19,346 
Other current liabilities 2,700  3,490 
Total current liabilities 48,759  47,252 
Long-term debt, net of deferred financing costs 126,852  132,217 
Operating lease liabilities 2,613  3,273 
Excess profit share receipts 30,001  28,210 
Other liabilities 6,601  7,329 
Total liabilities 214,826  218,281 
Stockholders’ equity
Preferred stock, $0.01 par value; 10,000,000 shares authorized and none issued and outstanding —  — 
Common stock, $0.01 par value; 550,000,000 shares authorized, 128,198,185 shares issued and 118,175,598 shares outstanding as of September 30, 2025 and 128,198,185 shares issued and 119,350,001 shares outstanding as of December 31, 2024
1,282  1,282 
Additional paid-in capital 496,827  502,664 
Accumulated deficit (334,677) (328,759)
Treasury stock at cost, 10,022,587 shares at September 30, 2025 and 8,848,184 shares at December 31, 2024
(90,607) (97,100)
Total stockholders’ equity 72,825  78,087 
Total liabilities and stockholders’ equity $ 287,651  $ 296,368 




OPEN LENDING CORPORATION
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
 
  Three Months Ended September 30, Nine Months Ended September 30,
  2025 2024 2025 2024
Revenue
Program fees $ 13,344  $ 14,161  $ 43,487  $ 43,306 
Profit share 8,470  6,822  23,169  30,037 
Claims administration and other service fees 2,355  2,493  7,216  7,605 
Total revenue 24,169  23,476  73,872  80,948 
Cost of services 5,318  6,127  16,911  17,590 
Gross profit 18,851  17,349  56,961  63,358 
Operating expenses
General and administrative 21,062  9,594  43,924  33,318 
Selling and marketing 3,440  4,897  11,968  13,260 
Research and development 2,050  992  6,832  3,601 
Total operating expenses 26,552  15,483  62,724  50,179 
Operating income (loss) (7,701) 1,866  (5,763) 13,179 
Interest expense (2,432) (2,962) (7,440) (8,468)
Interest income 2,363  3,221  7,220  9,278 
Other income (expense), net 185  —  185  — 
Income (loss) before income taxes (7,585) 2,125  (5,798) 13,989 
Income tax expense (benefit) (16) 688  120  4,563 
Net income (loss) $ (7,569) $ 1,437  $ (5,918) $ 9,426 
Net income (loss) per common share
Basic $ (0.06) $ 0.01  $ (0.05) $ 0.08 
Diluted $ (0.06) $ 0.01  $ (0.05) $ 0.08 
Weighted average common shares outstanding
Basic 118,173  119,253  118,825  119,129 
Diluted 118,173  119,481  118,825  119,428 




OPEN LENDING CORPORATION
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)

Nine Months Ended September 30,
2025 2024
Cash flows from operating activities
Net income (loss)
$ (5,918) $ 9,426 
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Share-based compensation 5,626  6,408 
Depreciation and amortization 1,757  1,281 
Amortization of debt issuance costs 310  321 
Non-cash operating lease cost 605  511 
Deferred income taxes —  4,499 
Other 149  37 
Changes in operating assets & liabilities:
Accounts receivable, net 637  50 
Contract assets, net (12,035) (10,594)
Excess profit share receipts (324) — 
Other current and non-current assets (3,137) (576)
Accounts payable 85  (92)
Accrued expenses 3,476  2,164 
Income tax receivable, net 1,479  881 
Operating lease liabilities (587) (464)
Third-party claims administration liability 853  4,286 
Other current and non-current liabilities (1,620) 2,838 
Net cash provided by (used in) operating activities (8,644) 20,976 
Cash flows from investing activities
Purchase of property and equipment (56) (161)
Capitalized software development costs (855) (2,577)
Net cash used in investing activities (911) (2,738)
Cash flows from financing activities
Payments on term loans (5,625) (2,813)
Shares repurchased (3,952) — 
Shares withheld for taxes related to restricted stock units (1,063) (1,147)
Net cash used in financing activities (10,640) (3,960)
Net change in cash and cash equivalents and restricted cash (20,195) 14,278 
Cash and cash equivalents and restricted cash at the beginning of the period 253,924  246,669 
Cash and cash equivalents and restricted cash at the end of the period $ 233,729  $ 260,947 
Supplemental disclosure of cash flow information:
Interest paid $ 7,148  $ 7,981 
Income tax paid (refunded), net (1,359) (817)
Right-of-use assets obtained in exchange for lease obligations —  592 



OPEN LENDING CORPORATION
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
(In thousands, except margin data)

 
  Three Months Ended September 30, Nine Months Ended September 30,
  2025 2024 2025 2024
Net income (loss)
$ (7,569) $ 1,437  $ (5,918) $ 9,426 
Non-GAAP adjustments:
Interest (income) expense, net 69  (259) 220  (810)
Income tax expense (benefit) (16) 688  120  4,563 
Depreciation and amortization expense 623  494  1,757  1,281 
Share-based compensation 1,446  2,186  5,626  6,408 
Other non-recurring expense(1)
11,000  —  11,000  — 
Total adjustments 13,122  3,109  18,723  11,442 
Adjusted EBITDA $ 5,553  $ 4,546  $ 12,805  $ 20,868 
Adjusted EBITDA margin 23.0  % 19.4  % 17.3  % 25.8  %
(1) For the three and nine months ended September 30, 2025, the adjustment for other non-recurring expense includes a one-time payment of $11.0 million made pursuant to an amendment to a reseller agreement in exchange for the extinguishment of certain rights to ongoing compensation and the revision of the schedule of referral fees payable. This payment was solely in exchange for such modification of compensation rights and is not conditioned upon, nor related to, any future performance or obligations of either party.


EX-99.2 3 lpro3q25earningssuppleme.htm EX-99.2 lpro3q25earningssuppleme
Earnings Supplement Q3 2025


 
2 Q3 2025 Financial Highlights Q3 2025 (1) See reconciliation of GAAP to non-GAAP financial measures on page 9. Q3 2024 Revenue $24.2 million $23.5 million Adj. EBITDA1 $5.6 million $4.5 million Total Certs 23,880 27,435


 
3 Loan Origination Performance by Quarter & Channel Total certified loan volumes reflect typical seasonal patterns along with our strategic implementation of enhanced underwriting standards aimed at building a higher quality loan portfolio. Our CU/Bank channel loans typically have higher program fees compared to our OEM loans, which leads to more favorable economics. 78.2% 74.8% 76.1% 79.5% 85.4% 87.6% 88.9% 89.8% 21.8% 25.2% 23.9% 20.5% 14.6% 12.4% 11.1% 10.2% 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Cert Mix by Channel CU/Bank OEM 20,541 21,078 22,038 21,808 22,260 24,215 23,591 21,449 5,722 7,111 6,925 5,627 3,805 3,423 2,931 2,431 26,263 28,189 28,963 27,435 26,065 27,638 26,522 23,880 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Total Cert Volume CU/Bank OEM


 
4 Loan Origination Mix by Segment & Vehicle Category Loan origination mix in 3Q25 reflects a continued shift toward higher-quality credit union partnerships, with OEM volumes continuing to decline as a percentage of total originations. We are also seeing refinance volumes start to recover as interest rates decline. Our portfolio remains predominantly focused on used vehicles, which we believe serves the core needs of our target customer base. 21.8% 25.2% 23.9% 20.5% 14.6% 12.4% 11.1% 10.3% 56.0% 55.3% 55.1% 56.8% 62.4% 65.1% 64.2% 64.1% 17.2% 15.9% 18.0% 19.5% 19.3% 18.2% 18.8% 19.8% 5.0% 3.6% 3.0% 3.2% 3.7% 4.3% 5.9% 5.8% 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Cert Mix by Segment OEM Indirect Direct Refinance 13.9% 11.0% 12.7% 12.9% 11.9% 11.6% 13.1% 12.5% 86.1% 89.0% 87.3% 87.1% 88.1% 88.4% 86.9% 87.5% 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Cert Mix by New/Used New Used


 
5 We believe our credit portfolio in 3Q25 demonstrates disciplined underwriting with a healthy mix across credit depth segments. SuperThin files made up a negligible amount of loans in 3Q25, having previously peaked at 11% in 4Q24. Our credit builder exposure has also been reduced, with surcharges applied to accounts identified at the time of origination as having credit builder tradelines starting in 4Q24. We are continuing to identify credit builder products in the market; reported figures have been revised to reflect our latest view of this segment. *In addition to the revisions indicated above, credit builder percentages have been corrected from the corresponding figures reported in our Q2 2025 Earnings Supplement, which were reported incorrectly due to a clerical error. Corrected credit builder percentages as of 2Q25 are 15.9% for 3Q24, 8.7% for 4Q24, 4.8% for 1Q25; and 4.0% for 2Q25. Loan Mix by Credit Profile 13.0% 16.2% 16.1% 16.5% 10.7% 6.0% 5.9% 6.3% 87.0% 83.8% 83.9% 83.5% 89.3% 94.0% 94.1% 93.7% 4Q23 1Q24 2Q24 3Q24* 4Q24* 1Q25* 2Q25* 3Q25 Credit Builder % CreditBuilder NonCreditBuilder 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 50% 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Cert Mix by Credit Depth SuperThin Thin Normal Thick


 
6 Facilitated Loan Volume & Average Loan Size Trends Average loan size during the current year has increased from 2024 levels. We believe this increase reflects our focus on higher-value lending opportunities and improved customer mix that supports enhanced unit economics for our fees. 29,096 27,948 28,286 28,156 28,089 28,327 29,535 29,384 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Average Loan Size ($) 764.1 787.8 819.3 772.5 732.1 782.9 783.3 701.7 4Q23 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 Facilitated Loan Origination Volume ($M)


 
7 Key Performance Indicators Three Months Ended September 30, 2025 2024 Certs Credit Union & Bank 21,449 21,808 OEM 2,431 5,627 Total Certs 23,880 27,435 Unit Economics Avg. Profit Share Revenue per Cert(1) $ 310 $ 502 Avg. Program Fee Revenue per Cert $ 558 $ 516 Originations Facilitated Loan Origination Volume ($ in 000s) $ 701,678 $ 772,469 Average Loan Size $ 29,384 $ 28,156 Channel Overview New Vehicle Certs as a % of Total 12.5 % 12.9 % Used Vehicle Certs as a % of Total 87.5 % 87.1 % Indirect Certs as a % of Total 74.4 % 77.3 % Direct Certs as a % of Total 19.8 % 19.5 % Refinance Certs as a % of Total 5.8 % 3.2 % (1) Represents average profit share revenue per certified loan originated in the period excluding the impact of profit share revenue recognized in the period associated with historical vintages. The profit share revenue impact related to change in estimates of historical vintages was an increase of $1.1 million and a reduction of $7.0 million for the three months ended September 30, 2025 and 2024, respectively.


 
8 Financial Results ($ in '000s) Three Months Ended September 30, 2025 2024 Revenue Program fees $ 13,344 $ 14,161 Profit share(1) 8,470 6,822 Claims administration and other service fees 2,355 2,493 Total revenue 24,169 23,476 Cost of services 5,318 6,127 Gross profit 18,851 17,349 Operating expenses General and administrative 21,062 9,594 Selling and marketing 3,440 4,897 Research and development 2,050 992 Total operating expenses 26,552 15,483 Operating income (loss) (7,701) 1,866 Interest expense (2,432) (2,962) Interest income 2,363 3,221 Other income (expense), net 185 — Income (loss) before income taxes (7,585) 2,125 Income tax expense (benefit) (16) 688 Net income (loss) $ (7,569) $ 1,437 (1) Profit share revenue was increased by a change in estimate of historical vintages of $1.1 million for the three months ended September 30, 2025 and reduced by a change in estimate of $7.0 million for the three months ended September 30, 2024.


 
9 Reconciliation of GAAP to Non-GAAP Financial Measures Three Months Ended September 30, 2025 2024 Net income (loss) $ (7,569) $ 1,437 Non-GAAP adjustments: Interest (income) expense, net(1) 69 (259) Income tax expense (benefit) (16) 688 Depreciation and amortization expense 623 494 Share-based compensation expense 1,446 2,186 Other non-recurring expense(2) 11,000 — Total adjustments 13,122 3,109 Adjusted EBITDA $ 5,553 $ 4,546 Adjusted EBITDA margin 23 % 19 % Adjusted EBITDA ($ in 000's) (1) Beginning in the quarter ended June 30, 2025, we have updated the presentation of Adjusted EBITDA to exclude interest income as we believe the exclusion of interest income aligns our definition with comparable companies. Prior periods presented have been conformed to the current period presentation. (2) For the three months ended September 30, 2025, the adjustment for other non-recurring expense includes a one-time payment of $11.0 million made in connection with an amendment to the reseller agreement with Allied Solutions, LLC.