# ZIPRECRUITER, INC. (ZIP)

Informational only - not investment advice.

CIK: 0001617553
SIC: 7370 Services-Computer Programming, Data Processing, Etc.
SIC breadcrumb: [Services](/division/I/) > [Business Services](/major-group/73/) > [SIC 7370 Services-Computer Programming, Data Processing, Etc.](/industry/7370/)
Latest 10-K filed: 2026-02-25
SEC page: https://www.sec.gov/edgar/browse/?CIK=1617553
Filing source: https://www.sec.gov/Archives/edgar/data/1617553/000161755326000016/zip-20251231.htm

## Selected Fundamentals
| Metric | Value | Unit | FY | Filed |
| --- | ---: | --- | ---: | --- |
| Revenue | 448952000 | USD | 2025 | 2026-02-25 |
| Net income | -32994000 | USD | 2025 | 2026-02-25 |
| Assets | 569743000 | USD | 2025 | 2026-02-25 |

## Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-25. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001617553.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

| Metric | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Revenue |  | 429,559,000 | 418,142,000 | 741,141,000 | 904,649,000 | 645,722,000 | 474,001,000 | 448,952,000 |
| Net income |  | -6,349,000 | 86,048,000 | 3,600,000 | 61,494,000 | 49,098,000 | -12,854,000 | -32,994,000 |
| Operating income |  | -6,318,000 | 64,432,000 | -8,392,000 | 97,228,000 | 79,437,000 | 1,262,000 | -19,358,000 |
| Gross profit |  | 374,781,000 | 363,979,000 | 661,527,000 | 818,351,000 | 581,413,000 | 423,851,000 | 400,680,000 |
| Diluted EPS |  | -0.13 | 0.70 | 0.02 | 0.51 | 0.46 | -0.13 | -0.37 |
| Operating cash flow |  | -2,135,000 | 88,013,000 | 144,136,000 | 128,808,000 | 103,192,000 | 45,735,000 | 10,958,000 |
| Capital expenditures |  | 2,519,000 | 1,355,000 | 6,083,000 | 2,692,000 | 918,000 | 922,000 | 1,078,000 |
| Share buybacks |  | 0.00 | 19,000,000 | 2,750,000 | 339,256,000 | 147,565,000 | 40,346,000 | 102,105,000 |
| Assets |  |  | 212,129,000 | 398,619,000 | 714,563,000 | 659,500,000 | 664,060,000 | 569,743,000 |
| Liabilities |  |  | 125,569,000 | 163,651,000 | 685,943,000 | 651,135,000 | 650,630,000 | 646,944,000 |
| Stockholders' equity | -120,241,000 | -122,311,000 | -50,296,000 | 234,968,000 | 28,620,000 | 8,365,000 | 13,430,000 | -77,201,000 |
| Cash and cash equivalents |  |  | 114,539,000 | 254,621,000 | 227,380,000 | 283,043,000 | 218,432,000 | 188,028,000 |
| Free cash flow |  | -4,654,000 | 86,658,000 | 138,053,000 | 126,116,000 | 102,274,000 | 44,813,000 | 9,880,000 |

### Ratios

ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported.

| Metric | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
| --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: |
| Net margin |  | -1.48% | 20.58% | 0.49% | 6.80% | 7.60% | -2.71% | -7.35% |
| Operating margin |  | -1.47% | 15.41% | -1.13% | 10.75% | 12.30% | 0.27% | -4.31% |
| Return on equity |  |  |  | 1.53% | 214.86% |  | -95.71% |  |
| Return on assets |  |  | 40.56% | 0.90% | 8.61% | 7.44% | -1.94% | -5.79% |
| Liabilities / equity |  |  |  | 0.70 | 23.97 | 77.84 | 48.45 |  |
| Current ratio |  |  | 2.03 | 2.17 | 4.88 | 6.63 | 6.66 | 6.33 |

## Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001617553.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

| Quarter | End date | Revenue | Net income | Diluted EPS | Method |
| --- | --- | ---: | ---: | ---: | --- |
| 2022-Q2 | 2022-06-30 |  |  | 0.11 | reported discrete quarter |
| 2022-Q3 | 2022-09-30 |  |  | 0.17 | reported discrete quarter |
| 2023-Q1 | 2023-03-31 |  |  | 0.05 | reported discrete quarter |
| 2023-Q2 | 2023-03-31 |  | 5,011,000 |  | reported discrete quarter |
| 2023-Q2 | 2023-06-30 | 170,421,000 |  | 0.14 | reported discrete quarter |
| 2023-Q3 | 2023-06-30 |  | 14,380,000 |  | reported discrete quarter |
| 2023-Q3 | 2023-09-30 | 155,630,000 |  | 0.23 | reported discrete quarter |
| 2023-Q4 | 2023-12-31 | 135,922,000 | 5,631,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2024-Q1 | 2024-03-31 | 122,239,000 | -6,505,000 | -0.07 | reported discrete quarter |
| 2024-Q2 | 2024-03-31 |  | -6,505,000 |  | reported discrete quarter |
| 2024-Q2 | 2024-06-30 | 123,658,000 |  | 0.07 | reported discrete quarter |
| 2024-Q3 | 2024-06-30 |  | 7,014,000 |  | reported discrete quarter |
| 2024-Q3 | 2024-09-30 | 117,084,000 |  | -0.03 | reported discrete quarter |
| 2024-Q4 | 2024-12-31 | 111,020,000 | -10,793,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2025-Q1 | 2025-03-31 | 110,065,000 | -12,831,000 | -0.13 | reported discrete quarter |
| 2025-Q2 | 2025-03-31 |  | -12,831,000 |  | reported discrete quarter |
| 2025-Q2 | 2025-06-30 | 112,232,000 |  | -0.10 | reported discrete quarter |
| 2025-Q3 | 2025-06-30 |  | -9,506,000 |  | reported discrete quarter |
| 2025-Q3 | 2025-09-30 | 114,982,000 |  | -0.11 | reported discrete quarter |
| 2025-Q4 | 2025-12-31 | 111,673,000 | -835,000 |  | derived Q4 = FY annual - nine-month YTD |
| 2026-Q1 | 2026-03-31 | 107,547,000 | -4,738,000 | -0.06 | reported discrete quarter |

## Macro Cross-References
- [CPIAUCSL](/indicator/CPIAUCSL/): Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
- [UNRATE](/indicator/UNRATE/): Unemployment Rate
- [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate
- [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private
- [DFEDTARU](/indicator/DFEDTARU/): Federal Funds Target Range - Upper Limit
- [DFEDTARL](/indicator/DFEDTARL/): Federal Funds Target Range - Lower Limit
- [DGS3MO](/indicator/DGS3MO/): Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
- [DGS2](/indicator/DGS2/): Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
- [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
- [DGS30](/indicator/DGS30/): Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
- [T10Y2Y](/indicator/T10Y2Y/): 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
- [CPILFESL](/indicator/CPILFESL/): Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
- [CPIUFDSL](/indicator/CPIUFDSL/): Consumer Price Index for All Urban Consumers: Food
- [CPIENGSL](/indicator/CPIENGSL/): Consumer Price Index for All Urban Consumers: Energy
- [CUSR0000SAH1](/indicator/CUSR0000SAH1/): Consumer Price Index for All Urban Consumers: Shelter
- [PCEPI](/indicator/PCEPI/): Personal Consumption Expenditures: Chain-type Price Index
- [PCEPILFE](/indicator/PCEPILFE/): Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
- [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities
- [T10YIE](/indicator/T10YIE/): 10-Year Breakeven Inflation Rate
- [U6RATE](/indicator/U6RATE/): Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
- [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm
- [CIVPART](/indicator/CIVPART/): Labor Force Participation Rate
- [EMRATIO](/indicator/EMRATIO/): Employment-Population Ratio
- [UNEMPLOY](/indicator/UNEMPLOY/): Unemployed
- [CE16OV](/indicator/CE16OV/): Employment Level
- [ICSA](/indicator/ICSA/): Initial Claims
- [JTSJOL](/indicator/JTSJOL/): Job Openings: Total Nonfarm
- [JTSQUR](/indicator/JTSQUR/): Quits: Total Nonfarm
- [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product
- [A191RL1Q225SBEA](/indicator/A191RL1Q225SBEA/): Real Gross Domestic Product: Percent Change from Preceding Period
- [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index
- [TCU](/indicator/TCU/): Capacity Utilization: Total Index
- [HOUST](/indicator/HOUST/): New Privately-Owned Housing Units Started: Total Units
- [PERMIT](/indicator/PERMIT/): New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
- [RSAFS](/indicator/RSAFS/): Advance Retail Sales: Retail Trade
- [PCE](/indicator/PCE/): Personal Consumption Expenditures
- [DSPIC96](/indicator/DSPIC96/): Real Disposable Personal Income
- [PSAVERT](/indicator/PSAVERT/): Personal Saving Rate
- [M2SL](/indicator/M2SL/): M2
- [BOPGSTB](/indicator/BOPGSTB/): U.S. International Trade in Goods and Services: Balance
- [MSPUS](/indicator/MSPUS/): Median Sales Price of Houses Sold for the United States
- [HSN1F](/indicator/HSN1F/): New One Family Houses Sold: United States
- [RHORUSQ156N](/indicator/RHORUSQ156N/): Homeownership Rate in the United States
- [TTLCONS](/indicator/TTLCONS/): Total Construction Spending: Total Construction in the United States
- [RRVRUSQ156N](/indicator/RRVRUSQ156N/): Rental Vacancy Rate in the United States
- [TOTALSL](/indicator/TOTALSL/): Total Consumer Credit Owned and Securitized
- [REVOLSL](/indicator/REVOLSL/): Revolving Consumer Credit Owned and Securitized
- [DRCCLACBS](/indicator/DRCCLACBS/): Delinquency Rate on Credit Card Loans, All Commercial Banks
- [GDP](/indicator/GDP/): Gross Domestic Product
- [GPDI](/indicator/GPDI/): Gross Private Domestic Investment
- [GCE](/indicator/GCE/): Government Consumption Expenditures and Gross Investment
- [PCEC](/indicator/PCEC/): Personal Consumption Expenditures
- [NETEXP](/indicator/NETEXP/): Net Exports of Goods and Services
- [GFDEBTN](/indicator/GFDEBTN/): Federal Debt: Total Public Debt
- [GFDEGDQ188S](/indicator/GFDEGDQ188S/): Federal Debt: Total Public Debt as Percent of Gross Domestic Product
- [FYFSD](/indicator/FYFSD/): Federal Surplus or Deficit
- [FGRECPT](/indicator/FGRECPT/): Federal Government Current Receipts
- [FGEXPND](/indicator/FGEXPND/): Federal Government: Current Expenditures
- [MANEMP](/indicator/MANEMP/): All Employees, Manufacturing
- [USCONS](/indicator/USCONS/): All Employees, Construction
- [USTRADE](/indicator/USTRADE/): All Employees, Retail Trade
- [USFIRE](/indicator/USFIRE/): All Employees, Financial Activities
- [USGOVT](/indicator/USGOVT/): All Employees, Government
- [AWHAETP](/indicator/AWHAETP/): Average Weekly Hours of All Employees, Total Private
- [DGORDER](/indicator/DGORDER/): Manufacturers' New Orders: Durable Goods
- [NEWORDER](/indicator/NEWORDER/): Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
- [BUSINV](/indicator/BUSINV/): Total Business Inventories
- [EXPGS](/indicator/EXPGS/): Exports of Goods and Services
- [IMPGS](/indicator/IMPGS/): Imports of Goods and Services
- [IR](/indicator/IR/): Import Price Index (End Use): All Commodities
- [PPIFIS](/indicator/PPIFIS/): Producer Price Index by Commodity: Final Demand

## Latest quarter (10-Q)

Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/1617553/000161755326000031/zip-20260331.htm

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Published MD&A gate trimmed front/tail over-capture.
Confidence: high
Filing date: 2026-05-07
Report date: 2026-03-31

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with the consolidated financial statements and the related notes included in Item 1 “Financial Statements” in this Quarterly Report on Form 10-Q. Some of the information contained in this discussion and analysis or set forth elsewhere in this Quarterly Report on Form 10-Q, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties. You should read the sections titled “Risk Factors” and “Note Regarding Forward-Looking Statements” for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

OVERVIEW

Our Mission is to actively connect people to their next great opportunity.

ZipRecruiter is a two-sided marketplace for work. We generate substantially all of our revenue from fees paid by employers to post jobs and access other features in our marketplace. We offer our employers flat rate pricing on terms typically ranging from a day to a year, or performance-based pricing, such as cost-per-click, to align with each employer’s hiring needs.

ZipRecruiter is free to use for job seekers. Job seekers come to ZipRecruiter in search of their next opportunity. After establishing a profile, job seekers are able to apply to jobs with a single click. Our artificial intelligence-powered platform curates jobs and helps job seekers discover new opportunities and stand out to employers. As our matching technology learns more about job seekers’ preferences and attributes, our technology offers increasingly higher quality matches between job seekers and employers.

We plan to continue to invest aggressively in our marketplace to improve functionality and drive growth for the foreseeable future. We have made significant investments in our business to expand our employer and job seeker footprints, increase their engagement and enhance our datasets and machine learning.

For the three months ended March 31, 2026, our revenue was $107.5 million and we had a net loss of $4.7 million and Adjusted EBITDA of $9.7 million. For the three months ended March 31, 2025, our revenue was $110.1 million, and we had a net loss of $12.8 million and Adjusted EBITDA of $5.9 million. Adjusted EBITDA is a financial measure not presented in accordance with GAAP. For a definition of Adjusted EBITDA, an explanation of our management’s use of this measure and a reconciliation of net income (loss) to Adjusted EBITDA, see the section titled “Key Operating Metrics and Non-GAAP Financial Measures.”

KEY OPERATING METRICS AND NON-GAAP FINANCIAL MEASURES

In addition to the measures presented in our consolidated financial statements, we use the following key operating metrics and non-GAAP financial measures to identify trends affecting our business, formulate business plans, and make strategic decisions:

March 31,

2025

June 30,

2025

September 30,

2025

December 31,

2025

March 31,

2026

Quarterly Paid Employers

63,466 

66,302 

66,959 

59,104 

63,329 

Revenue per Paid Employer

$

1,734 

$

1,693 

$

1,717 

$

1,889 

$

1,698 

23

Table of Contents

Three Months Ended

March 31,

2026

2025

(in thousands, except percentages)

Adjusted EBITDA

$

9,700 

$

5,934 

Adjusted EBITDA margin

9 

%

5 

%

Quarterly Paid Employers

We quantify the revenue-generating customer base as the number of Paid Employers in our marketplace. The Quarterly Paid Employer metric includes all actively recruiting employers (or entities acting on behalf of employers) on a paying subscription plan or performance marketing campaign for at least one day in a given quarter. Paid Employers excludes employers from our third-party sites or other indirect channels, employers who are not actively recruiting and employers on free trials. This group of employers excluded from our Paid Employer count does not contribute a significant amount of revenue.

In the quarter ended March 31, 2026, Quarterly Paid Employers increased 7% when compared to the quarter ended December 31, 2025. Despite the continued uncertainty in the labor market, our marketing and advertising investments and our continued product improvements drove more new and returning paid employers to our platform, increasing the number of Quarterly Paid Employers in our marketplace in the first quarter of 2026, following the holiday slowdown.

Revenue per Paid Employer

We evaluate Revenue per Paid Employer as a key indicator of our efforts to increase value provided to employers in our marketplace. We define Revenue per Paid Employer as total company revenue in a given period divided by Quarterly Paid Employers in the same period.

In the quarter ended March 31, 2026, Revenue per Paid Employer decreased when compared to the quarter ended December 31, 2025. While we believe our products and services continued to improve and offered more value for employers of all sizes, we saw a sequential decline in Revenue per Paid Employer consistent with historical seasonality as new and returning Paid Employers ramped up hiring over the course of the quarter ended March 31, 2026, following the holiday slowdown.

Adjusted EBITDA and Adjusted EBITDA Margin

We define Adjusted EBITDA as our net income (loss) before interest expense, other income (expense), net, income tax expense (benefit), and depreciation and amortization, adjusted to eliminate stock-based compensation expense. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA for a period by revenue for the same period.

We believe Adjusted EBITDA and Adjusted EBITDA margin are helpful to investors, analysts and other interested parties because they can assist in providing a more consistent and comparable overview of our operations across our historical financial periods. In addition, these measures are frequently used by analysts, investors and other interested parties to evaluate and assess performance. Adjusted EBITDA is not intended to be a substitute for any U.S. GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.

Our Adjusted EBITDA and Adjusted EBITDA margin fluctuate from quarter to quarter depending on a variety of factors including, but not limited to, our investments in research and development, sales and marketing, headcount and our ability to generate revenue.

24

Table of Contents

The following table presents a reconciliation of net loss to Adjusted EBITDA for each of the periods indicated:

Three Months Ended

March 31,

2026

2025

(in thousands)

Net loss

$

(4,738)

$

(12,831)

Stock-based compensation

8,370 

14,627 

Depreciation and amortization

2,878 

2,976 

Interest expense

7,446 

7,392 

Other (income) expense, net

(3,420)

(5,355)

Income tax benefit

(836)

(875)

Adjusted EBITDA

$

9,700 

$

5,934 

The following tables present net loss margin and Adjusted EBITDA margin for each of the periods indicated:

Three Months Ended

March 31,

2026

2025

(in thousands, except percentages)

Revenue

$

107,547 

$

110,065 

Net loss

(4,738)

(12,831)

Net loss margin

(4)

%

(12)

%

Three Months Ended

March 31,

2026

2025

(in thousands, except percentages)

Revenue

$

107,547 

$

110,065 

Adjusted EBITDA

9,700 

5,934 

Adjusted EBITDA margin

9 

%

5 

%

Impact of Macroeconomic Conditions

The labor market remains subdued, with employers reducing their demand for hiring, at least in part due to effects of a variety of global business and macroeconomic factors, including inflationary pressures, elevated borrowing costs, cybersecurity incidents, changes in laws, regulations and administrative policy, including those that impact trade agreements and tariffs, and the impacts of the wars in Ukraine and the Middle East. Further, with those currently employed continuing to leave their jobs at a low rate during the three months ended March 31, 2026, hiring levels remained lower compared to the three months ended March 31, 2025. In the three months ended March 31, 2026, we delivered $107.5 million in revenue, a 2% decrease compared to the three months ended March 31, 2025. Despite the continued uncertainty in the labor market, we had a similar number of Quarterly Paid Employers in our marketplace in the three months ended March 31, 2026 compared to the three months ended March 31, 2025.

25

Table of Contents

Components of Our Results of Operations

Revenue

We generate revenue primarily from fees paid by employers to post and distribute jobs in our marketplace, as well as multiple sites managed by Job Distribution Partners, which are third-party sites who have a relationship with us and advertise from our marketplace, and includes job boards, search engines, social networks, talent communities and resume services.

Our subscription revenue consists of time-based job posting plans, upsells which complement or expand visibility and prominence to job posting plans, and resume database plans.

We offer job posting plans with terms typically ranging from a day to a year on a flat rate subscription basis to access our marketplace, where customers may create and manage job postings and review incoming candidate applications. We recognize revenue ratably over the subscription period beginning on the date the subscription service is made available to the customer. Our nonrefundable subscriptions are typically subject to renewal at the end of the subscription term.

Our upsell services complement or expand visibility to job posting plans and are typically sold on a subscription basis. Upsell services revenue is recognized ratably over the term of the agreement beginning on the date the upsell services are made available to the customer. Additionally, upsell services include job posting enhancements which are applied to individual job postings. Such services enhance job postings by providing customers with a temporary boost in the prominence of their job postings, expanding visibility to job postings by inviting highly qualified potential candidates to apply to the job, or highlighting key attributes of job postings to make them stand out to job seekers. Revenue from job posting enhancements is recognized as the customer uses the enhancements on its job postings.

Resume database plans allow our customers to search and view resumes and revenue is recognized ratably over the subscription period.

Performance-based revenue is recognized when a candidate clicks on a job distributed by ZipRecruiter on behalf of a customer. For performance-based revenue, our customers pay an amount per click usually capped at a contractual maximum per job recruitment campaign.

For a description of our revenue accounting policies, see Note 2 – Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies to our audited consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, or the 2025 Form 10-K.

Cost of Revenue and Gross Profit

Cost of Revenue

Cost of revenue consists of third-party hosting fees, credit card processing fees, personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for customer support employees, partner revenue share amounts, job distribution costs from performance-based revenue, and amortization of capitalized software costs associated with our marketplace technology to provide services for our customers. In addition, we allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to cost of revenue based on headcount.

We expect cost of rev

[Excerpt truncated for page length; source filing is linked above.]

## Latest 10-K MD&A

Extracted from Item 7 to the first post-MD&A boundary after HTML sanitization.
Confidence: high

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with the consolidated financial statements and the related notes included in Item 8 “Financial Statements and Supplementary Data” in this Annual Report on Form 10-K. Some of the information contained in this discussion and analysis or set forth elsewhere in this Annual Report on Form 10-K, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties. You should read the sections titled “Risk Factors” and “Note Regarding Forward-Looking Statements” for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

OVERVIEW

Our Mission is to actively connect people to their next great opportunity.

ZipRecruiter is a two-sided marketplace for work. We generate substantially all of our revenue from fees paid by employers to post jobs and access other features in our marketplace. We offer our employers flat rate pricing on terms typically ranging from a day to a year, or performance-based pricing, such as cost-per-click, to align with each employer’s hiring needs.

ZipRecruiter is free to use for job seekers. Job seekers come to ZipRecruiter in search of their next opportunity. After establishing a profile, job seekers are able to apply to jobs with a single click. Our artificial intelligence-powered platform curates jobs and helps job seekers discover new opportunities and stand out to employers. As our matching technology learns more about job seekers’ preferences and attributes, our technology offers increasingly higher quality matches between job seekers and employers.

We plan to continue to invest aggressively in our marketplace to improve functionality and drive growth for the foreseeable future. We have made significant investments in our business to expand our employer and job seeker footprints, increase their engagement and enhance our datasets and machine learning.

For the year ended December 31, 2025, our revenue was $449.0 million and we had a net loss of $33.0 million and Adjusted EBITDA of $40.8 million. For the year ended December 31, 2024, our revenue was $474.0 million and we had a net loss of $12.9 million and Adjusted EBITDA of $78.0 million. Adjusted EBITDA is a financial measure not presented in accordance with GAAP. For a definition of Adjusted EBITDA, an explanation of our management’s use of this measure and a reconciliation of net income (loss) to Adjusted EBITDA, see the section titled “Key Operating Metrics and Non-GAAP Financial Measures.”

52

Table of Contents

KEY OPERATING METRICS AND NON-GAAP FINANCIAL MEASURES

In addition to the measures presented in our consolidated financial statements, we use the following key operating metrics and non-GAAP financial measures to identify trends affecting our business, formulate business plans, and make strategic decisions:

March 31, 2024

June 30, 2024

September 30, 2024

December 31, 2024

March 31, 2025

June 30, 2025

September 30, 2025

December 31, 2025

Quarterly Paid Employers

71,572 

70,458 

65,222 

57,833 

63,466 

66,302 

66,959 

59,104 

Revenue per Paid Employer

$

1,708 

$

1,755 

$

1,795 

$

1,920 

$

1,734 

$

1,693 

$

1,717 

$

1,889 

Year Ended December 31,

2025

2024

(in thousands, except percentages)

Adjusted EBITDA

$

40,750 

$

78,006 

Adjusted EBITDA margin

9 

%

16 

%

Quarterly Paid Employers

We quantify the revenue-generating customer base as the number of Paid Employers in our marketplace. The Quarterly Paid Employer metric includes all actively recruiting employers (or entities acting on behalf of employers) on a paying subscription plan or performance marketing campaign for at least one day in a given quarter. Paid Employers excludes employers from our third-party sites or other indirect channels, employers who are not actively recruiting and employers on free-trials. This group of employers excluded from our Paid Employer count does not contribute a significant amount of revenue.

In the fourth quarter of the year ended December 31, 2025, Quarterly Paid Employers increased 2% when compared to the fourth quarter of the year ended December 31, 2024, versus a decrease in the fourth quarter of the year ended December 31, 2024 compared to the fourth quarter of the year ended December 31, 2023. Despite the continued uncertainty in the labor market, our higher marketing and advertising investments during the year ended December 31, 2025 drove more new and returning paid employers to our platform, increasing the number Quarterly Paid Employers in our marketplace in the fourth quarter of the year ended December 31, 2025 compared to the fourth quarter of the year ended December 31, 2024.

Revenue per Paid Employer

We evaluate Revenue per Paid Employer as a key indicator of our efforts to increase value provided to employers in our marketplace. We define Revenue per Paid Employer as total company revenue in a given period divided by Quarterly Paid Employers in the same period.

In the fourth quarter of the year ended December 31, 2025, Revenue per Paid Employer decreased 2% when compared to the fourth quarter of the year ended December 31, 2024. While we believe our products and services continued to improve and offered more value for employers of all sizes, we saw a 2% year-over-year decrease as hiring demand remains more muted.

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Adjusted EBITDA and Adjusted EBITDA Margin

We define Adjusted EBITDA as our net income (loss) before interest expense, other income (expense), net, income tax expense (benefit), and depreciation and amortization, adjusted to eliminate stock-based compensation expense. Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA for a period by revenue for the same period.

We believe Adjusted EBITDA and Adjusted EBITDA margin are helpful to investors, analysts and other interested parties because they can assist in providing a more consistent and comparable overview of our operations across our historical financial periods. In addition, these measures are frequently used by analysts, investors and other interested parties to evaluate and assess performance. Adjusted EBITDA is not intended to be a substitute for any U.S. GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.

Our Adjusted EBITDA and Adjusted EBITDA margin fluctuate from quarter to quarter depending on a variety of factors including, but not limited to, our investments in research and development, sales and marketing, headcount and our ability to generate revenue.

The following table presents a reconciliation of net loss to Adjusted EBITDA for each of the periods indicated:

Year Ended December 31,

2025

2024

(in thousands)

Net loss

$

(32,994)

$

(12,854)

Stock-based compensation

47,646 

64,453 

Depreciation and amortization

12,462 

12,291 

Interest expense

29,629 

29,597 

Other (income) expense, net

(18,369)

(21,838)

Income tax expense

2,376 

6,357 

Adjusted EBITDA

$

40,750 

$

78,006 

The following tables present net loss margin and Adjusted EBITDA margin for each of the periods indicated:

Year Ended December 31,

2025

2024

(in thousands, except percentages)

Revenue

$

448,952 

$

474,001 

Net loss

(32,994)

(12,854)

Net loss margin

(7)

%

(3)

%

Year Ended December 31,

2025

2024

(in thousands, except percentages)

Revenue

$

448,952 

$

474,001 

Adjusted EBITDA

40,750 

78,006 

Adjusted EBITDA margin

9 

%

16 

%

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FACTORS AFFECTING OUR PERFORMANCE

We believe that the growth and future success of our business depends on many factors. While each of these factors presents significant opportunities for our business, they also pose important challenges that we must successfully address in order to grow and improve our results of operations and profitability.

Attract More Employers

Our ability to maintain and grow an expansive universe of employers and job opportunities in our marketplace over time is critical to our business’s future. We acquire new employers primarily through marketing programs and our sales teams.

Our ability to cost effectively attract both employers and job seekers is critical to our success. Given that our marketplace remains free for job seekers, employers’ spending funds our continued investment in matching technology. The majority of our marketing efforts to date have been toward reaching employers. Our investment in employer-specific marketing has driven a significant increase in brand awareness. We believe scaling our brand has a positive impact on our ability to attract both employers and job seekers to our marketplace. We plan to continue to invest in the sales and marketing channels that we believe will drive further brand awareness and preference amongst both employers and job seekers. We are focused on the effectiveness of our sales and marketing spend and will continue to be disciplined in how we measure and re-invest in growing both sides of our marketplace.

Most of the employers in our marketplace use our self-serve tools to gain access to our marketplace and do not require a salesperson to help them initially onboard and begin using ZipRecruiter. Other employers have more sophisticated needs or require greater assistance from our sales team. We expect that our sales teams will continue to become more efficient over time, even as we scale the team to appropriately meet demand from our employer customers.

Create More Value for Employers

While our marketplace serves a wide variety of employers, all employers benefit from finding the right candidate quickly. We bring employers and job seekers together using industry-leading matching technology. This technology benefits from the billions of data points we gather as job seekers and employers interact, leading to better matches over time.

Average Monthly Revenue per Paid Employer by Employer Cohort Start Year

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Satisfied employers continue to expand their relationship with us in terms of additional jobs and tenure in our marketplace. Those with recurring hiring needs remain active in our marketplace over time and tend to increase their spend each year, posting additional jobs and purchasing job enhancement products.

Despite the impact on employer hiring demand, our cohort trends remained intact: employers across annual cohorts continue to spend more, on average, over time. While some cohorts have seen declines amid a subdued hiring environment in 2025, more recent cohorts are showing steady gains as employers increase their use of ZipRecruiter. As employers engage more deeply with the platform, our matching models learn from their hiring behavior, enabling us to deliver greater value and capture increasing share of wallet over time. When hiring conditions normalize to historical levels, we would expect broader strength across cohorts and for these long-term trends to continue.

Attract More Job Seekers

For job seekers, we operate like a personal recruiter, presenting highly qualified potential candidates to employers before they have applied. Phil, our AI-powered career advisor, engages job seekers on their journey and provides technology that makes their job search and application process more efficient. Our ability to cost effectively grow the number of job seekers and increase their engagement in our marketplace is critical to strengthen our marketplace. We compete for job seekers on many fronts, including our ability to surface unique and attractive jobs, our ability to simplify the hiring process, the transparent feedback job seekers receive on the status of their applications and our trusted brand. We believe our offering to job seekers compares favorably versus alternatives due to the combination of our large and unique set of jobs to choose from, plus our proven matching technology that continues to get smarter over time. We believe that our unique product offering and investments in media campaigns are why we have been the #1 rated job search app on iOS and Android for the past nine years1. We believe that this is a testament to our high aided brand awareness and superior job seeker products.

We will continue to invest in growing the number of job seekers in our marketplace that are either actively or passively open to evaluating new opportunities through a variety of acquisition strategies.

Investments in Technology

The technology that drives high-quality matches between our job seekers and employers remains a significant investment priority. We are continuously improving our data science and machine learning models, leveraging the billions of interactions taking place in our marketplace to drive meaningful improvements in the quality of matches we share with our users. Our continued improvement of the technology underpinning our marketplace and product experience is paramount to our user experience, driving our ability to attract and retain employers and job seekers and generate revenue. As such, we will continue to invest in our technology to continue to evolve our marketplace to provide improved experiences and impact for both employers and job seekers.

We have invested in research and development to improve our matching technology and deliver a high-quality experience to employers and job seekers. In 2025 and 2024, we spent $124.6 million and $134.8 million, respectively, or 28% of total revenue for both 2025 and 2024, on research and development. We believe the return on these investments will create operating leverage over time while continuing to drive top-line growth.

Seasonality

Our business is seasonal, reflecting typical behavior in hiring markets. Hiring activity tends to decelerate in the fourth quarter. Beginning in the second half of 2022, we observed declines in revenue primarily driven by a macroeconomic cooling in the hiring market. This trend continued throughout 2023

1 Based on job seeker app ratings, during the period of January 2017 to January 2026 from AppFollow for ZipRecruiter, Glassdoor, Indeed, LinkedIn, and Monster.

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and 2024 as we continued to observe employers moderating hiring plans and reducing recruitment budgets in response to economic uncertainty. This resulted in atypical seasonal hiring patterns. While hiring continued to slow during 2025, we observed some stabilization in the hiring market. Revenue grew sequentially in the second and third quarters of 2025, before declining in the fourth quarter of 2025. These results were more consistent with typical seasonality.

Impact of Macroeconomic Conditions

The labor market remains subdued, with employers reducing their demand for hiring, at least in part due to effects of a variety of global business and macroeconomic factors, including inflationary pressures, increasing borrowing costs, cybersecurity incidents, changes in laws, regulations and administrative policy, including those that impact trade agreements and tariffs, and the impacts of the wars in Ukraine and the Middle East. Further, with those currently employed continuing to leave their jobs at a low rate during the year ended December 31, 2025, hiring levels remained lower compared to the year ended December 31, 2024. In the year ended December 31, 2025, we delivered $449.0 million in revenue, a 5% decrease compared to the year ended December 31, 2024. Despite the continued uncertainty in the labor market, we had a higher number of Quarterly Paid Employers in our marketplace in the fourth quarter of the year ended December 31, 2025 compared to the fourth quarter of the year ended December 31, 2024.

Components of Our Results of Operations

Revenue

We generate revenue primarily from fees paid by employers to post and distribute jobs in our marketplace, as well as multiple sites managed by Job Distribution Partners, which are third-party sites who have a relationship with us and advertise from our marketplace, and includes job boards, search engines, social networks, talent communities and resume services.

Our subscription revenue consists of time-based job posting plans, upsells which complement or expand visibility and prominence to job posting plans and resume database plans.

We offer job posting plans with terms typically ranging from a day to a year on a flat rate subscription basis to access our marketplace, where customers may create and manage job postings and review incoming candidate applications. We recognize revenue ratably over the subscription period beginning on the date the subscription service is made available to the customer. Our nonrefundable subscriptions are typically subject to renewal at the end of the subscription term.

Our upsell services complement or expand visibility to job posting plans and are typically sold on a subscription basis. Upsell services revenue is recognized ratably over the term of the agreement beginning on the date the upsell services are made available to the customer. Additionally, upsell services include job posting enhancements which are applied to individual job postings. Such services enhance job postings by providing customers with a temporary boost in the prominence of their job postings, expanding visibility to job postings by inviting highly qualified potential candidates to apply to the job, or highlighting key attributes of job postings to make them stand out to job seekers. Revenue from job posting enhancements is recognized as the customer uses the enhancements on its job postings.

Resume database plans allow our customers to search and view resumes and revenue is recognized ratably over the subscription period.

Performance-based revenue is recognized when a candidate clicks on a job distributed by ZipRecruiter on behalf of a customer. For performance-based revenue, our customers pay an amount per click usually capped at a contractual maximum per job recruitment campaign.

For a description of our revenue accounting policies, see the section titled “Critical Accounting Policies and Estimates” below.

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Cost of Revenue and Gross Profit

Cost of Revenue

Cost of revenue consists of third-party hosting fees, credit card processing fees, personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for customer support employees, partner revenue share amounts, job distribution costs from performance-based revenue, and amortization of capitalized software costs associated with our marketplace technology to provide services for our customers. In addition, we allocate a portion of overhead costs, such as rent, IT costs, supplies and depreciation and amortization, to cost of revenue based on headcount.

We expect cost of revenue to increase or decrease in absolute dollars in direct correlation to revenue in future periods due to payment processing fees, third-party hosting fees, personnel-related costs to support additional transaction volume, and amortization expense associated with our capitalized internal-use software and development cost. We expect our cost of revenue as a percentage of revenue to remain relatively flat from year to year but may vary from quarter to quarter as a percentage of our revenue due to the timing and extent of these expenses.

Gross Profit and Gross Margin

Our gross profit may fluctuate from period to period. Such fluctuations may be influenced by our revenue, timing and amount of investments to expand hosting capacity, our continued investments in our support teams, and the amortization expense associated with our capitalized internal-use software and development cost. We expect our gross margin to remain relatively flat from year to year but may vary from quarter to quarter as a percentage of our revenue due to the timing and extent of these expenses.

Costs and Operating Expenses

Sales and Marketing

Marketing and advertising expense includes advertising, online lead generation, customer and industry events, and candidate acquisition. Other sales and marketing expense consists of personnel-related costs (including salaries, sales commissions, bonuses, benefits, and stock-based compensation) for our sales and marketing employees, marketing activities, and related allocated overhead costs. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to sales and marketing expense based on headcount. Sales and marketing costs are expensed as incurred.

We expect that sales and marketing expenses will decrease or increase on an absolute dollar basis as we adjust our highly variable sales and marketing spend budget throughout economic cycles to conserve or reallocate spend where we see the greatest returns. Additionally, sales and marketing expenses may vary from period to period as a percentage of revenue for the foreseeable future as we constantly measure the expected returns of specific sales and marketing initiatives and adjust spend levels up or down accordingly. This discipline has been a key aspect of our strong financial performance through a wide range of macroeconomic conditions. We expect that these expenses will continue to be our largest operating expense category for the foreseeable future as we continue to invest in our sales and marketing efforts over time.

Research and Development

Research and development expense consists of personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for our research and development employees, amortization of capitalized software costs associated with the development of internal databases, candidate insights, reporting that supports our marketplace technology and the cost of certain third-party service providers. We allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and

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amortization, to research and development expenses based on headcount. Research and development costs, other than software development costs qualifying for capitalization, are expensed as incurred.

We believe continued investments in research and development are important to attain our strategic objectives. This expense may vary as a percentage of total revenue for the foreseeable future as we continue to invest in research and development activities related to ongoing improvements to, and maintenance of, our marketplace, expansion of our services, as well as other research and development programs, including the hiring of engineering, product development, and design employees to support these efforts.

General and Administrative

General and administrative expense consists of personnel-related costs (including salaries, bonuses, benefits, and stock-based compensation) for employees in our executive, finance, human resource and administrative departments, and fees for third-party professional services, including consulting, legal and accounting services. In addition, we allocate a portion of overhead costs, such as rent, IT costs, supplies, and depreciation and amortization, to general and administrative expense based on headcount.

Interest Expense

Interest expense consists of interest costs associated with our outstanding borrowings, undrawn fees associated with our credit facility, and amortization of issuance costs for our credit facility and senior unsecured notes.

Other Income (Expense), Net

Other income (expense), net consists primarily of interest income recognized on cash, cash equivalents and marketable securities, gains and losses from foreign currency exchange transactions, and realized gains and losses recognized on sales of available-for-sale debt securities. We have foreign currency exposure primarily related to personnel-related expenses that are denominated in currencies other than the U.S. Dollar, principally the Canadian Dollar, British Pound and the Israeli New Shekel.

Income Tax Expense (Benefit)

We are subject to federal and state income taxes in the United States, as well as several international jurisdictions. The effective tax rate for the year ended December 31, 2025 differed from the U.S. federal statutory rate of 21% primarily due to certain non-deductible stock based compensation expenses, certain executive compensation expenses subject to limitation, changes in unrecognized tax benefits, and valuation allowances on certain tax carryforwards, partially offset by research and development tax credits.

Results of Operations

A discussion regarding our financial condition and results of operations for fiscal year 2025 compared to fiscal year 2024 is presented below.

A discussion regarding our financial condition and results of operations for fiscal year 2024 compared to fiscal year 2023 can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” within our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which is available free of charge on the SEC’s website at http://www.sec.gov.

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The following table sets forth our consolidated results of operations for each of the periods presented:

Year Ended December 31,

2025

2024

(in thousands)

Revenue(1)

$

448,952 

$

474,001 

Cost of revenue(2)

48,272 

50,150 

Gross profit

400,680 

423,851 

Operating expenses

Sales and marketing(2)

227,908 

215,808 

Research and development(2)

124,565 

134,831 

General and administrative(2)

67,565 

71,950 

Total operating expenses

420,038 

422,589 

Income (loss) from operations

(19,358)

1,262 

Other income (expense)

Interest expense

(29,629)

(29,597)

Other income (expense), net

18,369 

21,838 

Total other income (expense), net

(11,260)

(7,759)

Loss before Income taxes

(30,618)

(6,497)

Income tax expense

2,376 

6,357 

Net loss

$

(32,994)

$

(12,854)

____________

(1)Revenue is comprised as follows:

Year Ended December 31,

2025

2024

(in thousands)

Subscription revenue

$

345,155 

$

369,823 

Performance-based revenue

103,797 

104,178 

Total revenue

$

448,952 

$

474,001 

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

Year Ended December 31,

2025

2024

(in thousands)

Cost of revenue

$

425 

$

611 

Sales and marketing

7,974 

10,647 

Research and development

22,715 

33,604 

General and administrative

16,532 

19,591 

Total stock-based compensation

$

47,646 

$

64,453 

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Comparison of the Years Ended December 31, 2025 and 2024

Revenue

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Total revenue

$

448,952 

$

474,001 

$

(25,049)

(5)

%

Revenue decreased by $25.0 million, or 5%, for the year ended December 31, 2025 compared to the year ended December 31, 2024. With those currently employed continuing to leave their jobs at a low rate during the year ended December 31, 2025, hiring levels remained lower compared to the year ended December 31, 2024, reflecting uncertainty in the economy. Subscription revenue decreased by $24.7 million, or 7%, and performance-based revenue decreased slightly for the year ended December 31, 2025 compared to the year ended December 31, 2024. While we believe our products and services continued to improve, providing more value for employers of all sizes by offering solutions with leading matching technology to help employers identify and recruit standout candidates, we saw a decline in employer spending on our marketplace products and services during the year ended December 31, 2025. We believe the decline reflects the prevailing softness in hiring demand amidst the challenging macroeconomic conditions.

Cost of Revenue and Gross Margin

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Cost of revenue

$

48,272 

$

50,150 

$

(1,878)

(4)

%

Gross margin

89 

%

89 

%

Cost of revenue decreased by $1.9 million, or 4%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily due to a decrease of $2.1 million in partner revenue share and a decrease of $1.0 million in IT overhead costs, partially offset by an increase of $1.8 million in job distribution costs from performance-based revenue. Gross margin was 89% for both the years ended December 31, 2025 and December 31, 2024, reflecting our continued commitment to maintaining costs proportionate to revenue.

Sales and Marketing

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Sales and marketing

$

227,908 

$

215,808 

$

12,100 

6 

%

Percentage of revenue

51 

%

46 

%

Sales and marketing expenses increased by $12.1 million, or 6%, for the year ended December 31, 2025 compared to the year ended December 31, 2024. Marketing and advertising spend increased $24.8 million compared to the prior-year period as we deployed marketing dollars towards campaigns we believe will drive a strong return on investment. The increase was partially offset by a decrease of $7.7 million in personnel-related costs for our sales and marketing employees corresponding with lower headcount in the current period. Stock-based compensation expense for our sales and marketing employees also decreased by $2.7 million primarily driven by a lower grant date fair value of equity awards recognized as expense in the current period as well as lower headcount. Additionally, deferred

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commission costs decreased by $2.3 million for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by the change in accounting estimate effective beginning April 1, 2025 by adjusting the expected customer life from three years to four years . For more information on deferred commission costs, please see Note 5 – Revenue Information to the audited financial statements included in this report.

Research and Development

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Research and development

$

124,565 

$

134,831 

$

(10,266)

(8)

%

Percentage of revenue

28 

%

28 

%

Research and development expenses decreased by $10.3 million, or 8%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by a $10.9 million decrease in stock-based compensation expense for our research and development employees corresponding with lower headcount in the current-year period as well as a lower grant date fair value of equity awards recognized as expense in the current period.

General and Administrative

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

General and administrative

$

67,565 

$

71,950 

$

(4,385)

(6)

%

Percentage of revenue

15 

%

15 

%

General and administrative expenses decreased by $4.4 million, or 6%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by a $3.1 million decrease in stock-based compensation expense for our general and administrative employees primarily driven by a lower grant date fair value of equity awards recognized as expense in the current period.

Total Other Income (Expense), Net

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Total other income (expense), net

$

(11,260)

$

(7,759)

$

(3,501)

45 

%

Total other income (expense), net, increased by $3.5 million, or 45%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, primarily driven by a $4.1 million decrease related to income accretion for our marketable securities purchased at a discount.

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Income Tax Expense (Benefit)

Year Ended December 31,

2025

2024

$ Change

% Change

(in thousands, except percentages)

Income tax expense

$

2,376 

$

6,357 

$

(3,981)

(63)

%

Effective tax rate

(8)

%

(98)

%

Income tax expense decreased by $4.0 million, or 63%, for the year ended December 31, 2025 compared to the year ended December 31, 2024. The decrease in income tax expense is primarily due to the impact of a decrease in pre-tax income on federal and state taxes partially offset by an increase in executive compensation limitations and a decrease in tax benefits from research and development tax credits, net of valuation allowances.

Our effective tax rate in the years ended December 31, 2025 and 2024 was (7.8)% and (97.8)%, respectively. Our effective tax rate for the year ended December 31, 2025 differed from the U.S. federal statutory rate of 21% primarily due to certain non-deductible stock based compensation expenses, certain executive compensation expenses subject to limitation, changes in unrecognized tax benefits, and valuation allowances on certain tax carryforwards, partially offset by research and development tax credits. Our effective tax rate for the year ended December 31, 2024 differed from the U.S. federal statutory rate of 21% primarily due to research and development tax credits, partially offset by state taxes, valuation allowances on certain tax credit and loss carryforwards, and non-deductible expenses such as limitations on the amount of deductible executive compensation and certain stock-based compensation expenses.

Liquidity and Capital Resources

As of December 31, 2025, we had cash, cash equivalents, and marketable securities totaling $409.1 million and $287.7 million available in unused borrowing capacity under our current credit facility. We have financed our operations and capital expenditures primarily through cash generated from operations, sales of shares of common and preferred stock and from our senior unsecured notes, bank loans, and convertible notes. As of December 31, 2025, we had no amounts outstanding under our credit facility.

We believe our existing cash, cash equivalents, marketable securities, cash flow from operations, and amounts available for borrowing under our bank loan agreement will be sufficient to meet our working capital requirements for at least the next 12 months. To the extent existing cash, cash equivalents, marketable securities, cash from operations, and amounts available for borrowing are insufficient to fund future activities, we may need to raise additional funds. In the future, we may attempt to raise additional capital through the sale of equity securities or through equity-linked or debt financing arrangements. If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted. If we raise additional financing by the incurrence of additional indebtedness, we may be subject to increased fixed payment obligations and could also be subject to additional restrictive covenants, such as limitations on our ability to incur additional debt, and other operating restrictions that could adversely impact our ability to conduct our business. Any future indebtedness we incur may result in terms that could be unfavorable to equity investors. There can be no assurances that we will be able to raise additional capital. The inability to raise capital could adversely affect our ability to achieve our business objectives.

Credit Facility

In April 2021, we entered into a $250.0 million credit facility agreement with a syndicate of banks. In July 2024, we entered into a supplement to the credit facility agreement, which increased the aggregate revolving commitments available under the credit facility from $250.0 million to $290.0 million. The credit facility has a maturity date of April 30, 2026 and bears interest at a rate based upon our Net Leverage

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Ratio. Our Net Leverage Ratio is defined as total debt less total cash and permitted investments outstanding at period end, with a maximum total cash and permitted investments adjustment of $550.0 million, divided by the trailing 12 months of earnings, adjusted for items such as non-cash expenses and other nonrecurring transactions. We are also obligated to pay other customary fees including a commitment fee on a quarterly basis based on amounts committed but unused under the credit facility at a rate between 0.25% to 0.35%, depending on our Net Leverage Ratio. The amount available under the credit facility is reduced by letters of credit outstanding, which totaled $2.3 million as of December 31, 2025. The letters of credit outstanding relate to various leased office spaces.

The credit facility is collateralized by security interests in substantially all of our assets and includes customary events of default such as non-payment of principal, non-payment of interest or fees, inaccuracy of representations and warranties, violation of certain covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments against us, and a change of control. The occurrence of an event of default could result in the acceleration of the obligations under the credit facility.

The credit facility agreement contains customary representations, warranties, affirmative covenants, such as financial statement reporting requirements, negative covenants, and financial covenants, such as maintenance of certain net leverage ratio requirements. The negative covenants include restrictions that, among other things, restrict our ability to incur liens and indebtedness, make certain investments, declare dividends, dispose of, transfer or sell assets, make stock repurchases and consummate certain other matters, all subject to certain exceptions.

For more information on the credit facility, please see Note 11 – Debt to the audited financial statements included in this report.

We have no amounts outstanding under the credit facility and are in compliance with our debt covenants as of December 31, 2025.

Senior Unsecured Notes

On January 12, 2022, we issued an aggregate principal amount of $550.0 million senior unsecured notes due 2030 in a private placement. The senior unsecured notes were issued pursuant to an indenture dated as of January 12, 2022, or the Indenture. Pursuant to the Indenture, the senior unsecured notes will mature on January 15, 2030 and bear interest at a rate of 5% per year. Interest on the senior unsecured notes is payable semi-annually in arrears on January 15 and July 15 of each year.

The Indenture contains certain customary negative covenants, including, but not limited to, limitations on the incurrence of debt, limitations on liens, limitations on consolidations or mergers, and limitations on asset sales. The Indenture also contains customary events of default.

At any time prior to January 15, 2030, we have the option, at our sole discretion, to redeem all or a portion of our senior unsecured notes subject to the payment of certain premiums, make-whole provisions, and accrued and unpaid interest. In addition, we may, at any time and from time to time, seek to retire or purchase our outstanding debt through open-market purchases, privately negotiated transactions, tender offers, exchange offers or otherwise, which, if completed, could involve the use of cash, in amounts that may be material, and will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors that could materially affect our liquidity. Upon the occurrence of a change of control triggering event, we must offer to repurchase the senior unsecured

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notes at a repurchase price equal to 101% of the aggregate principal amount to be repurchased, and any accrued and unpaid interest.

For more information on the senior unsecured notes, please see Note 11 – Debt to the audited financial statements included in this report.

Share Repurchase Program

As of December 31, 2025, our board of directors has authorized us to repurchase up to $750.0 million of our outstanding common stock, with no fixed expiration. We may, at any time and from time to time, seek to repurchase shares of common stock through open market or privately negotiated transactions, block purchases, or pursuant to one or more Rule 10b5-1 plans which, if completed, could involve the use of cash, in amounts that may be material, and will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors that could materially affect our liquidity.

During the year ended December 31, 2025, we repurchased 18.9 million shares of our Class A common stock for $101.9 million under our share repurchase program, including 6.2 million shares of our Class A common stock delivered under a Rule 10b5-1 plan totaling $35.0 million, 6.3 million shares of our Class A common stock purchased in the open market totaling $35.9 million, and 6.4 million shares of our Class A common stock purchased in privately negotiated transactions with certain entities affiliated with Institutional Venture Partners totaling $31.0 million.

Approximately $121.2 million remains available for future repurchases of our common stock under our share repurchase program as of December 31, 2025. For more information, see Note 15 – Share Repurchase Program to the audited financial statements included in this report.

Investments

During the year ended December 31, 2025, we continued investing primarily in highly rated debt securities and money market mutual funds to manage our excess cash reserves. The primary objectives in investing our excess cash reserves are to preserve capital, provide sufficient liquidity to satisfy both operational cash flow requirements and potential strategic investment opportunities, and to obtain a reasonable or market rate of return on investments. We consider all of our investments as available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities within current assets in our Consolidated Balance Sheets.

As of December 31, 2025, we held $251.0 million in total investments, consisting of money market mutual funds and available-for-sale debt securities. These investments are included within cash and cash equivalents and marketable securities within our Consolidated Balance Sheets. For more information, see Note 7 – Financial Instruments to the audited financial statements included in this report.

Cash Flows

The following table summarizes our cash flows for the periods presented (in thousands):

Year Ended December 31,

2025

2024

(in thousands)

Net cash provided by operating activities

$

10,958 

$

45,735 

Net cash provided by (used in) investing activities

65,091 

(61,983)

Net cash used in financing activities

(106,453)

(48,363)

Net decrease in cash and cash equivalents

$

(30,404)

$

(64,611)

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Operating Activities

The primary source of operating cash inflows is cash collected from our customers for our services. Our primary uses of cash from operating activities are for personnel-related expenditures, marketing costs and third-party costs incurred to support our marketplace.

For the year ended December 31, 2025, cash provided by operating activities was $11.0 million resulting from our net loss of $33.0 million, adjusted by non-cash charges of $58.1 million and a net decrease of $14.1 million in our operating assets and liabilities. The non-cash charges primarily resulted from $47.6 million for stock-based compensation expense, $12.5 million pertaining to amortization of intangible assets and depreciation, and $3.1 million pertaining to non-cash lease expense, partially offset by $6.9 million in amortization and accretion of marketable securities, and $1.8 million related to the change in our deferred income taxes. The decrease of $14.1 million related to changes in our operating assets and liabilities was primarily driven by a $6.5 million decrease in our accrued expenses and other liabilities and accounts payable, a $3.4 million increase in our accounts receivable, a $3.3 million decrease in operating lease liabilities, a $1.1 million increase in prepaid expenses and other assets, and a $1.1 million decrease in deferred revenue, partially offset by a $0.7 million decrease in other assets and a $0.5 million decrease in deferred commissions.

For the year ended December 31, 2024, cash provided by operating activities was $45.7 million resulting from our net loss of $12.9 million, adjusted by non-cash charges of $58.3 million and a net increase of $0.3 million in our operating assets and liabilities. The non-cash charges primarily resulted from $64.4 million for stock-based compensation expense, $12.3 million pertaining to amortization of intangible assets and depreciation, and $4.0 million pertaining to non-cash lease expense, partially offset by $15.5 million related to the change in our deferred tax assets primarily driven by an increase to our current year capitalization of software and research costs from a tax perspective, net of valuation allowances, and $10.6 million in amortization and accretion of marketable securities. The increase of $0.3 million related to changes in our operating assets and liabilities was primarily driven by a $3.7 million decrease in our accounts receivable, a $2.0 million decrease in deferred commissions, net, and a $1.4 million increase in our accrued expenses and other liabilities and accounts payable, partially offset by a $5.3 million decrease in operating lease liabilities and a $2.1 million decrease in deferred revenue.

Investing Activities

For the year ended December 31, 2025, cash provided by investing activities was $65.1 million resulting from $596.7 million received from paydowns, maturities and redemptions of marketable securities and $1.0 million received from sales of marketable securities, partially offset by $525.1 million used in purchases of marketable securities and $6.4 million capitalized for software development costs.

For the year ended December 31, 2024, cash used in investing activities was $62.0 million resulting from $632.6 million used in purchases of marketable securities, $12.0 million paid for the Breakroom acquisition, net of cash acquired, and $8.6 million capitalized for software development costs, partially offset by $592.2 million received from paydowns, maturities and redemptions of marketable securities.

Financing Activities

For the year ended December 31, 2025, cash used in financing activities was $106.5 million which consisted of $102.1 million used for the repurchase of common stock, $7.9 million for the net settlement of taxes on equity awards, and $0.9 million for the payment of acquisition-related non-employee investor holdback consideration, partially offset by $2.8 million of proceeds from the exercise of stock options and $1.7 million of proceeds from the issuance of stock under the employee stock purchase plan.

For the year ended December 31, 2024, cash used in financing activities was $48.4 million which consisted of $40.3 million used for the repurchase of common stock and $13.6 million for the net settlement of taxes on equity awards, partially offset by $3.6 million of proceeds from the issuance of

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stock under the employee stock purchase plan, and $1.9 million of proceeds from the exercise of stock options.

Obligations and Other Commitments

See Note 12 – Commitments and Contingencies to the audited financial statements included in this report for our future minimum commitments related to certain software service agreements. Through December 31, 2025, we did not have any relationships with unconsolidated organizations or financial partnerships, such as structured finance or special purpose entities that have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

Critical Accounting Policies and Estimates

Critical accounting policies and estimates are both the most important to the portrayal of our net assets and results of operations and require difficult, subjective, or complex judgments. We often need to make estimates about the effect of matters that are inherently uncertain and these estimates are developed based on historical experience and various other assumptions that we believe to be reasonable under the circumstances.

Critical accounting estimates are accounting estimates where the nature of the estimates are material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and the impact of the estimates on financial condition or operating performance is material.

The critical accounting policies and estimates, assumptions, and judgments that we believe have the most significant impact on our consolidated financial statements are described below.

Revenue Recognition

We derive our revenue primarily from fees for subscription services and performance-based job posting activities. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.

We determine revenue recognition through the following steps:

•Identification of the contract, or contracts, with a customer

•Identification of all performance obligations in the contract

•Determination of the transaction price

•Allocation of the transaction price to the performance obligations in the contract

•Recognition of revenue when, or as, the performance obligation or obligations are satisfied

We identify enforceable revenue contracts when the terms are agreed to by the customer. Some of our contracts with customers contain multiple performance obligations. For these contracts, we account for performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. We determine the standalone selling prices based on our overall pricing objectives, taking into consideration market conditions and other factors, including the value of our contracts, the products sold, and the number and types of users within our contracts.

Revenue is recognized as performance obligations are satisfied and is presented net of sales allowances.

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We derive our revenues from the following sources:

Subscription Revenue

Subscription revenue consists of time-based job posting plans, upsells which complement or expand visibility and prominence to job posting plans, and resume database plans. Plans are priced at a flat rate based on plan size and whether the plan is for a daily, monthly, or annual term. Customer contracts are typically subject to renewal at the end of the subscription term. Contracts are only cancelable at the end of the term and are nonrefundable.

Time-based job posting plans: Job posting plans provide customers access to cloud-based software services, where they may create job postings that are posted to our marketplace in addition to numerous other job sites or partner networks with job seeker communities. Customers may also access our software to review job applications and manage job postings. We recognize revenue from job posting plans ratably over the term of the agreement beginning on the date the subscription service is made available to the customer. Once a customer requests a cancellation of their subscription, the open job postings are closed at the end of the term; however, the customer may still access the software to review past job postings or prior applications received under a separate upsell subscription. Job posting plans are billed in advance of the subscription period, which typically ranges from one to twelve months, except for daily subscription plans, which are billed in arrears based on how many days the customer uses the services.

Upsell services: Additional features to complement or expand visibility to job posting plans may be purchased as an upsell service. For these services, we bill the customers in advance and recognize revenue ratably over the term of the agreement beginning on the date the upsell services are made available to the customer, which typically ranges from one to twelve months.

Upsell services also include job posting enhancements which are applied to individual job postings. Such services enhance job postings by providing customers with a temporary boost in the prominence of their open jobs, expanding visibility to job postings by inviting highly qualified potential candidates to apply to the job, or highlighting key attributes of job postings to make them stand out to job seekers. Individual job posting enhancements may be purchased by a customer when needed, or in recurring monthly prepaid bundles to complement their job posting subscription plan, and are billed in advance of use. Typically these prepaid bundles can be used over a period ranging from one to twelve months. Revenue from job posting enhancements is recognized as the customer uses the enhancement on their job postings. Unused prepaid job posting enhancements are not refundable, and we recognize revenue for the estimated portion of prepaid job posting enhancements that are expected to expire unused, or breakage, based on estimates considering historical breakage levels for upsell services. Breakage is recognized as revenue in proportion to the pattern of actual usage by customers.

Resume database plans: Access to our resume database is purchased on a subscription basis and allows a customer to search for and view resumes. Resume database plans are priced based on how many resumes the customer would like to view in a month and may be purchased independent of, or in addition to, a job posting plan. Resume database plans are billed in advance of the subscription period, which typically ranges from one to twelve months. Revenue is recognized ratably over the subscription period.

Performance-Based Revenue

Performance-based revenue consists of customers who pay on a per click by job applicant basis for the job postings they wish to distribute through our software. Customers pay an amount per click that is usually capped at a contractual maximum per recruitment campaign, with campaigns typically lasting from one to three months. Customers on this pricing model do not have access to our applicant tracking software for subscription customers though they may purchase resume database subscription plans separately. Customers that use performance-based revenue plans are typically companies with consistent hiring needs and sophisticated recruitment campaigns where they manage incoming applications and job postings on their own applicant tracking systems.

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Performance-based revenue is typically billed monthly, in arrears, and revenue is recognized as job applicants click on the distributed job postings, up to the contractual maximum per recruitment campaign.

Sales Allowance

We establish a sales allowance to estimate refunds and credits that we may grant to customers in the future for cancellations of subscriptions and concessions to customers who are not satisfied with services received. While subscriptions are noncancelable once the contract term has commenced, we may at times allow customers who miss their cancellation window prior to an autorenewal to cancel their contract, and we may issue refunds or credits to maintain overall customer satisfaction. The sales allowance is estimated by considering historical results and trends, and is accounted for as a reduction to revenue or deferred revenue for contracts where payments are received upfront and revenue is recognized over time.

Stock-Based Compensation

Compensation expense related to stock-based awards is measured and recognized in the financial statements based on the fair value of the awards granted. We estimate the fair value of employee stock-based compensation awards on the grant date and recognize forfeitures as they occur. We estimate the fair value of restricted stock units, or RSUs, based on the fair value of our common stock. The fair value of our common stock is determined based on the New York Stock Exchange closing price on the date prior to the date of grant.

We have elected to treat stock-based awards with graded vesting schedules and only time-based service conditions as a single award and recognize stock-based compensation expense on a straight-line basis over the requisite service period. For awards that contain both market or performance conditions and service conditions, the grant date fair value is recognized as stock-based compensation expense using a graded vesting attribution model. No expense is recognized for awards with performance conditions until the performance condition is probable of being met.

Income Taxes

We account for income taxes in accordance with Accounting Standards Codification 740, Income Taxes. Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. Deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse.

We record valuation allowances against our deferred tax assets, when necessary. Realization of deferred tax assets is dependent upon future taxable earnings and is therefore uncertain. At least quarterly, we assess the likelihood that our deferred tax asset balance will be realized against future taxable income. To the extent we believe that realization is not likely, we establish a valuation allowance against our net deferred tax asset, which increases our income tax expense in the period when such determination is made. During the year ended December 31, 2025, we recorded an incremental valuation allowance of $1.4 million against our deferred tax assets in jurisdictions in which we believe that it is more likely than not that we will not generate sufficient taxable income in future years to utilize the corresponding deferred tax asset.

On a quarterly basis, we evaluate the probability a tax position will be effectively sustained, and the appropriateness of the amount recognized for uncertain tax positions based on factors including changes in facts or circumstances, changes in tax law, settled audit issues and new audit activity. Changes in our assessment may result in the recognition of a tax benefit or an additional charge to the tax provision in the period our assessment changes. We recognize interest and penalties related to income tax matters in income tax expense.

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Investments

We maintain an investment portfolio of highly rated debt securities and money market mutual funds to manage our excess cash reserves. Our primary objectives in investing our excess cash reserves are to preserve capital, provide sufficient liquidity to satisfy both operational cash flow requirements and potential strategic investment opportunities, and to obtain a reasonable or market rate of return on investments.

Our investments are all highly liquid and available for use in current operations, including those with maturity dates beyond one year, and therefore we classify these securities within current assets in our Consolidated Balance Sheets. We consider our highly liquid investments with original maturities of three months or less at the date of purchase to be cash equivalents. Investments not considered cash equivalents are classified as marketable securities in our Consolidated Balance Sheets.

We classify and account for our money market mutual funds which have readily determinable fair values as equity securities, and we carry such securities at fair value with unrealized gains and losses reported in other income (expense), net in our Consolidated Statements of Operations. We classify and account for our debt securities as available-for-sale, and we carry such securities at fair value with unrealized gains and losses excluded from earnings and reported net of tax as a separate component of stockholders’ equity in accumulated other comprehensive income until the security is sold or matures.

We determine any realized gains and losses on the sale of our available-for-sale debt securities using a specific identification method, and we record such gains and losses through other income (expense), net in our Consolidated Statements of Operations.

If an available-for-sale debt security’s fair value declines below its amortized cost basis, we evaluate whether we intend to sell the security, or whether we more likely than not will be required to sell the security before the recovery of its amortized cost basis. If either condition is met, we record an impairment loss on the security through other income (expense), net in our Consolidated Statements of Operations. If neither condition is met, we evaluate whether the decline is the result of credit-related factors, in which case we record the credit-related portion of the impairment loss through other income (expense), net in our Consolidated Statements of Operations, and record the non-credit-related portion of the impairment loss, net of tax, through other comprehensive income (loss) in the Consolidated Statements of Comprehensive Income (Loss).

Business Combinations

The results of businesses acquired in a business combination are included in our consolidated financial statements from the date of acquisition. Assets acquired and liabilities assumed in a business combination are recorded at their estimated fair values on the acquisition date. The excess of the purchase price over the fair values of net identifiable assets acquired and liabilities assumed is recorded as goodwill.

Determining the fair values of assets acquired and liabilities assumed may require management to use significant judgment which includes the selection of valuation methodologies. We have determined the fair values of certain intangible assets acquired in a business combination using the replacement cost and relief-from-royalty methods. These methods require estimates surrounding, but not limited to, the time and resources required to replace technology, estimated profit margins and opportunity costs, estimates of future revenue and cash flows, discount and royalty rates, and selection of comparable companies. Our estimates of fair value are based on assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates.

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Recent Accounting Pronouncements

See Note 2 – Basis of Presentation, Principles of Consolidation, and Summary of Significant Accounting Policies to the audited financial statements included in this report for more information.
