Q2 Holdings reports $225.77M revenue for Q3 2026

Cover page 2 changes

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For the quarterly period ended June September 30, 2026

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Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 62,354,695 61,781,542 shares of Common Stock, $0.0001 par value per share as of July 29, October 28, 2026.

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Forward-looking statements 6 changes

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the risks associated with the pace of AI development and resulting cybersecurity threats, including as presented by autonomous AI agent systems, and the limitations of traditional cybersecurity defenses, which may not be fully effective against these novel threat vectors now or as they quickly evolve, the security community s rapidly evolving understanding of agentic-specific attack services, and the resource commitments and investments required to stay informed and evolve our cybersecurity defenses, vulnerability management and solutions to secure them;

the impact of and our ability to respond to global economic uncertainties and challenges or changes in the financial services industry and credit markets, including as a result of mergers and acquisitions within the banking sector, inflationary pressures, fluctuating interest rates, instability in the financial services industry, any changes to, or new, financial regulations and their potential impacts on our prospects' and customers' operations, increased acceptance and use of emerging financial products, such as cryptocurrencies or stablecoin, stablecoins, including any impact on the timing of prospect and customer implementations and purchasing decisions, our business sales cycles and on account holder or end user, or End User, usage of our solutions;

the risks associated with continued market volatility, including in the financial services sector, potential inflationary pressures and the impact of any monetary policy changes that may be implemented as a result, such as the possibility and potential recent increase in interest rates by the Federal Reserve, the impact of any existing and future U.S. tariffs, and uncertainty regarding the legal authority for certain tariffs, global trade measures, including retaliatory tariffs, and the impact on the valuation of marketable securities;

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the risks associated with geopolitical instability, including acts of war or military conflict, uncertainties or discord, including the continuing war in Ukraine, the war in Iran and related disruptions to shipping through the Strait of Hormuz and resulting volatility in energy prices, other conflicts in the Middle East and other parts of the world, heightened risk of state-sponsored cyberattacks or cyber fraud on financial services and other critical infrastructure;

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the risk that errors, interruptions or delays in our solutions or Web hosting negatively impacts impact our business and sales;

the risks associated with the operation of and reliance on third-party public cloud service providers, including any transition, vendor concentration, dependency, integration, resiliency, performance or cost risks following migration; and post-migration specific risks;

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Financial statements 162 changes

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Restricted cash 2,218 1,672

June September 30, 2026 December 31, 2025

Cash and cash equivalents $ 99,917 116,312 $ 367,631

Restricted cash 1,746 1,672

Investments 6,508 6,679 65,064

Accounts receivable, net 70,514 94,041 51,716

Contract assets, current portion, net 8,702 8,868 8,596

Prepaid expenses and other current assets 20,434 20,611 28,234

Deferred solution and other costs, current portion 25,206 22,562 22,631

Deferred implementation costs, current portion 10,972 11,873 10,508

Total current assets 244,471 282,692 556,052

Property and equipment, net 27,843 27,855 27,783

Right of use assets 26,754 25,282 27,188

Deferred solution and other costs, net of current portion 29,914 29,342 27,827

Deferred implementation costs, net of current portion 33,344 34,080 28,929

Intangible assets, net 73,446 71,456 78,377

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Contract assets, net of current portion and allowance 16,144 15,948 14,103

Other long-term assets 3,633 4,530 3,149

Total assets $ 968,418 1,004,054 $ 1,276,277

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Accounts payable $ 16,351 $ 20,473

Accrued liabilities 22,507 24,572

Accrued compensation 24,475 31,754

Accounts payable $ 21,311 $ 20,473

Accrued liabilities 25,769 24,572

Accrued compensation 25,792 31,754

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Total liabilities 324,964 614,466

Deferred revenues, current portion 186,789 197,693 155,003

Lease liabilities, current portion 8,691 8,411 8,915

Total current liabilities 258,813 278,976 544,085

Deferred revenues, net of current portion 24,181 27,467 26,826

Lease liabilities, net of current portion 32,242 30,482 33,832

Other long-term liabilities 9,728 9,344 9,723

Total liabilities 346,269 614,466

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Accumulated deficit ( 555,725 ) ( 612,222 )

Preferred stock: $ 0.0001 par value; 5,000 shares authorized, no shares issued or outstanding as of June September 30, 2026 and December 31, 2025

Common stock: $ 0.0001 par value; 150,000 shares authorized, 62,360 61,782 issued and outstanding as of June September 30, 2026 and 62,741 shares issued and outstanding as of December 31, 2025

Additional paid-in capital 1,201,853 1,183,238 1,275,980

Accumulated other comprehensive loss ( 2,680 2,954 ) ( 1,953 )

Accumulated deficit ( 522,505 ) ( 612,222 )

Total stockholders' equity 643,454 657,785 661,811

Total liabilities and stockholders' equity $ 968,418 1,004,054 $ 1,276,277

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

Revenues $ 219,765 $ 195,148 $ 436,271 $ 384,883

Cost of revenues 89,565 90,584 178,157 179,329

Gross profit 130,200 104,564 258,114 205,554

Sales and marketing 25,944 27,037 51,664 53,564

Research and development 41,115 36,914 82,995 74,767

General and administrative 33,068 31,034 65,255 63,356

Three Months Ended September 30, Nine Months Ended September 30,

Revenues $ 225,771 $ 201,704 $ 662,042 $ 586,587

Cost of revenues 90,928 92,859 269,085 272,188

Gross profit 134,843 108,845 392,957 314,399

Sales and marketing 24,536 26,401 76,200 79,965

Research and development 41,356 38,932 124,351 113,699

General and administrative 33,641 31,705 98,896 95,061

Transaction-related costs 20 270

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Lease and other restructuring charges 712 ( 261 ) 900 1,745

Total operating expenses 100,859 94,724 201,084 193,525

Income from operations 29,341 9,840 57,030 12,029

Lease and other restructuring charges 1,352 803 2,252 2,548

Total operating expenses 100,885 97,841 301,969 291,366

Income from operations 33,958 11,004 90,988 23,033

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Interest and other income 3,405 5,003 6,674 9,589

Interest and other expense ( 1,029 ) ( 1,346 ) ( 2,234 ) ( 2,881 )

Total other income, net 2,376 3,657 4,440 6,708

Income before income taxes 31,717 13,497 61,470 18,737

Provision for income taxes ( 1,859 ) ( 1,733 ) ( 4,973 ) ( 2,220 )

Net income $ 29,858 $ 11,764 $ 56,497 $ 16,517

Interest and other income 917 5,487 7,591 15,076

Interest and other expense ( 544 ) ( 1,283 ) ( 2,778 ) ( 4,164 )

Total other income, net 373 4,204 4,813 10,912

Income before income taxes 34,331 15,208 95,801 33,945

Provision for income taxes ( 1,111 ) ( 160 ) ( 6,084 ) ( 2,380 )

Net income $ 33,220 $ 15,048 $ 89,717 $ 31,565

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Foreign currency translation adjustment ( 44 ) 335 ( 666 ) 512

Comprehensive income $ 29,813 $ 12,046 $ 55,770 $ 16,952

Unrealized gain (loss) on available-for-sale investments ( 1 ) ( 53 ) 65 ( 61 ) ( 77 12 )

Foreign currency translation adjustment ( 274 ) ( 483 ) ( 940 ) 29

Comprehensive income $ 32,946 $ 14,630 $ 88,716 $ 31,582

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Basic $ 0.48 $ 0.19 $ 0.91 $ 0.27

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and 82 more changes in the filing

Note 2: Summary of Significant Accounting Policies 2 changes

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In the Company's opinion, the interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation. Certain information and disclosures normally included in the notes to the annual consolidated financial statements prepared in accordance with GAAP have been omitted from these interim unaudited condensed consolidated financial statements pursuant to the rules and regulations of the SEC. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the accompanying notes for the fiscal year ended December 31, 2025, which are included in the Company's Annual Report on Form 10-K, or Form 10-K, filed with the SEC on February 11, 2026. The results of operations for the three and six nine months ended June September 30, 2026 are not necessarily indicative of the results to be expected for the year ending December 31, 2026 or for any other period.

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Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, restricted cash, investments, accounts receivable and contract assets. The Company's cash and cash equivalents, restricted cash and investments are placed with high credit quality financial institutions and issuers, and at times may exceed federally insured limits. The Company has not experienced any loss relating to cash and cash equivalents or restricted cash in these accounts. The Company provides credit, in the normal course of business, to a majority of its customers. The Company performs periodic credit evaluations of its customers' financial condition and generally does not require collateral. No individual customer accounted for 10% or more of revenues for the three and six nine months ended June September 30, 2026 and 2025. No customer accounted for 10% or more of accounts receivable, net as of June September 30, 2026 and December 31, 2025.

Note 3: Revenues 11 changes

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

Subscription $ 182,773 $ 158,422 $ 362,659 $ 312,711

Transactional 17,924 16,734 35,732 35,351

Services and Other 19,068 19,992 37,880 36,821

Total Revenues $ 219,765 $ 195,148 $ 436,271 $ 384,883

Three Months Ended September 30, Nine Months Ended September 30,

Subscription $ 188,156 $ 165,218 $ 550,815 $ 477,929

Transactional 18,060 17,886 53,792 53,237

Services and Other 19,555 18,600 57,435 55,421

Total Revenues $ 225,771 $ 201,704 $ 662,042 $ 586,587

Deferred revenue primarily consists of payments received and amounts billed in advance for subscription and implementation services prior to satisfying the Company's performance obligations. The Company recognized $ 48.1 24.6 million and $ 41.7 21.3 million of revenue during the three months ended June September 30, 2026 and 2025, respectively, and $ 124.9 149.5 million and $ 107.1 128.4 million of revenue during the six nine months ended June September 30, 2026 and 2025, respectively, that was included in the deferred revenue balance at the beginning of the respective periods.

Notes to the financial statements 5 changes

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The Company classifies its debt investments as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All debt investments are recorded at estimated fair value. Unrealized gains and losses on available-for-sale investments are included in accumulated other comprehensive income (loss), a component of stockholders' equity. If the Company does not expect to recover the entire amortized cost basis of the available-for-sale debt security, it considers the available-for-sale debt security to be impaired. For individual debt securities classified as available-for-sale and deemed impaired, the Company assesses whether such decline has resulted from a credit loss or other factors. Impairment relating to credit losses is recorded through a reserve, limited to the amount that the fair value is less than the amortized cost basis. Impairment is reported in other income (expense), net on the condensed consolidated statements of comprehensive income. Realized gains and losses are determined based on the specific identification method and are reported in other income (expense), net on the condensed consolidated statements of comprehensive income. Interest, amortization of premiums and accretion of discount on all debt investments classified as available-for-sale are also included as a component of interest and other income, net on the condensed consolidated statements of comprehensive income. Based on the Company's assessment, no impairments for credit losses were recognized during either of the six nine months ended June September 30, 2026 or 2025.

The Company has invested in a private financial technology investment fund, funds, classified as an equity investment. investments. Equity investments without a readily determinable fair value, where the Company has no influence over the operating and financial policies of the investee, are recorded at cost, less impairment and adjusted for subsequent observable price changes obtained from orderly transactions for identical or similar investments issued by the same investee. An impairment charge to current earnings is recorded when the cost of the investment exceeds its fair value and this condition is determined to be other-than-temporary. During the six nine months ended June September 30, 2026, the Company determined there were was no other-than-temporary impairment on its equity investment. This investments. These equity investment investments had a carrying amount of $ 0.8 0.9 million as of June September 30, 2026 and $ 0.7 million as of December 31, 2025.

As of June September 30, 2026 and December 31, 2025, the Company's cash was $ 99.9 116.3 million and $ 273.5 million, respectively.

A summary of the Company's cash equivalents and investments that are carried at fair value as of June September 30, 2026 is as follows:

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Certificates of deposit $ 5,708 5,767 $ $ $ 5,708 5,767

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Note 6: Goodwill and Intangible Assets 5 changes

The carrying amount of goodwill was $ 512.9 million at both June September 30, 2026 and December 31, 2025. Goodwill represents the excess purchase price over the fair value of net assets acquired. The annual impairment test was performed as of October 31, 2025. No impairment of goodwill was identified during 2025, no r has any impairment of goodwill been recorded to date.

Intangible assets at June September 30, 2026 and December 31, 2025 were as follows:

As of June September 30, 2026 As of December 31, 2025

1 unchanged paragraph

Acquired technology $ 117,737 $ ( 110,177 114,525 ) $ 7,560 3,212 $ 117,737 $ ( 101,481 ) $ 16,256

Capitalized software development costs 115,408 122,187 ( 49,522 53,943 ) 65,886 68,244 103,884 ( 41,763 ) 62,121

Note 7: Leases 1 change

1 unchanged paragraph

During the three nine months ended June September 30, 2026, the Company recorded $ 2.7 million in lease liabilities related to the commencement of a U.S. based office lease agreement. The Company recognized a corresponding right-of-use asset of $ 2.1 million, net of $ 0.6 million in tenant lease improvements allowances. As of June September 30, 2026, the Company has received no reimbursements for this allowance and has a remaining allowance receivable of $ 0.6 million included as a component of prepaid expenses and other current assets on the Company's consolidated balance sheets.

Note 8: Commitments and Contingencies 4 changes

1 unchanged paragraph

Future minimum contractual commitments that have initial non-cancelable terms in excess of one year at June September 30, 2026 were as follows:

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Total commitments $ 193,405

2026 (July (October 1 to December 31)

Total commitments $ 169,947

Note 9: Debt 4 changes

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In the second quarter 2026, the Company repaid the $ 304.0 million aggregate remaining principal amount of its 0.75 % convertible senior notes due June 2026, or the 2026 Notes, in cash prior to the maturity date of June 1, 2026. No conversions occurred prior to or at maturity.

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As of June September 30, 2026 As of December 31, 2025

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The Revolving Credit Agreement contains customary representations, warranties, affirmative and negative covenants, including covenants which restrict the ability of the Company, or any of its subsidiaries to, among other things, create liens, incur additional indebtedness and engage in certain other transactions, in each case subject to certain exclusions. In addition, the Revolving Credit Agreement contains certain financial covenants which become effective in the event the Company's liquidity (as defined in the Revolving Credit Agreement) falls below specified levels. The Revolving Credit Agreement contains customary events of default relating to, among other things, payment defaults, breach of covenants, cross-default acceleration to material indebtedness, bankruptcy-related defaults, judgment defaults, and the occurrence of certain change of control events. The occurrence of an event of default may result in the termination of the Revolving Credit Agreement and acceleration of repayment obligations with respect to any outstanding principal amounts. As of June September 30, 2026, the Company was in compliance with all financial covenants in the Revolving Credit Agreement.

As of June September 30, 2026, $ 0.6 0.5 million of unamortized debt issuance cost related to the Revolving Credit Agreement is included in prepaid expense and other current assets and other long-term assets in the condensed consolidated balance sheets. As of June September 30, 2026, the Company had no outstanding borrowings under the Revolving Credit Agreement.

Note 10: Stock-Based Compensation 14 changes

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In May 2023, the Company's stockholders approved the 2023 Equity Incentive Plan, or 2023 Plan, with an effective date of June 1, 2023, under which stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and units and other cash-based or stock-based awards may be granted to employees, consultants and directors. At time of approval, up to 14,045 shares of common stock were reserved for issuance under the 2023 Plan, all of which consisted of shares previously reserved for issuance under the 2014 Plan and any shares that would otherwise be returned to the 2014 Plan as a result of the forfeiture, repurchase or termination of awards issued under that plan. The 2023 Plan is a successor to and continuation of the Company's 2014 Plan. As of June September 30, 2026, 3,859 3,912 shares remain authorized and available for future issuance under the 2023 Plan, assuming attainment of maximum performance for any market stock units or performance stock units.

In March 2014, the Company adopted its Employee Stock Purchase Plan, or ESPP. The plan was implemented starting January 3, 2022, pursuant to which certain participating domestic employees are able to purchase shares of the Company's common stock at a 15 % discount of the lower of the market price at the beginning or end of the applicable offering period. Offering periods commence on each June 1 and December 1. The Board provided for a share reserve with respect to the ESPP of 800 shares. The ESPP contained a provision that automatically increased the shares available for issuance under the plan on January 1 of each year through 2024, by an amount equal to the lesser of (a) 500 shares, (b) 1 % of the number of shares issued and outstanding on the immediately preceding December 31, or (c) such other amount as may be determined by the Company's board of directors. As of June September 30, 2026, 1,039 shares remain authorized and available for future issuance under the ESPP.

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

Cost of revenues $ 2,115 $ 2,062 $ 4,302 $ 5,280

Sales and marketing 2,279 3,989 4,823 7,441

Research and development 4,152 4,161 8,298 8,203

General and administrative 12,012 12,288 23,400 22,586

Total stock-based compensation expense $ 20,558 $ 22,500 $ 40,823 $ 43,510

Three Months Ended September 30, Nine Months Ended September 30,

Cost of revenues $ 2,140 $ 2,323 $ 6,442 $ 7,603

Sales and marketing 1,918 3,945 6,741 11,386

Research and development 3,746 4,349 12,044 12,552

General and administrative 12,179 12,640 35,579 35,226

Total stock-based compensation expense $ 19,983 $ 23,257 $ 60,806 $ 66,767

Note 11: Repurchase Program 1 change

In October 2025, the Company's Board of Directors authorized a share repurchase program or the Repurchase Program, that authorizes authorized the Company to repurchase up to $ 150.0 million of its common stock, and in July 2026, the Board of Directors authorized up to an additional $ 350.0 million in repurchases, collectively, the Repurchase Program. The Repurchase Program permits shares of common stock to be repurchased from time to time at management's discretion, through open market purchases or privately negotiated transactions, including accelerated share repurchase transactions, block trades or pursuant to Rule 10b5-1 trading plans. The timing and number of shares of common stock repurchased will depend on a variety of factors, including but not limited to the market price of our common stock, general business and market conditions, alternative investment opportunities and funding considerations. The Repurchase Program does not obligate the Company to repurchase any specific number or dollar amount of shares and has no expiration date. The Repurchase Program may be modified, suspended or terminated by the Company's Board of Directors at any time. During the three months ended June September 30, 2026, the Company repurchased 502 633 shares for $ 22.9 38.8 million. During the six nine months ended June September 30, 2026, the Company repurchased 2,267 2,900 shares for $ 120.1 158.9 million. All shares of common stock that were repurchased were retired. In connection with these repurchases, the Company accrued $ 0.5 million of federal excise tax under the Inflation Reduction Act of 2022, which has been recorded as an additional cost of June the repurchases and reflected as a reduction of additional paid-in capital. As of September 30, 2026, $ 24.9 336.1 million of the above-referenced authorizations remained available for future stock repurchases.

Note 12: Income Taxes 3 changes

In accordance with applicable accounting guidance, the income tax expense for the six nine months ended June September 30, 2026 is based on the estimated annual effective tax rate for fiscal year 2026. The Company's provision for income taxes is based on estimated effective tax rates derived from an estimate of annual consolidated earnings before taxes, adjusted for nondeductible expenses, other permanent items, valuation allowances, and any applicable income tax credits.

The Company's provision for income taxes reflected an effective tax rate of approximately 5.9 3.2 % and 12.8 1.1 % for the three months ended June September 30, 2026 and 2025, respectively, and 8.1 6.4 % and 11.8 7.0 % for the six nine months ended June September 30, 2026 and 2025, respectively. For the three and six nine months ended June September 30, 2026 and 2025, the Company's effective tax rate was lower than the U.S. federal statutory rate primarily due to its valuation allowance offsetting the benefits of losses. The Company's income tax expenses and benefits consist of federal, state and foreign current and deferred income tax expense from global operations.

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As of June September 30, 2026, the Company had $ 5.3 million in uncertain tax positions, including an insignificant amount of accrued interest, of which $ 1.4 million, if recognized, would impact the Company's effective tax rate. The Company's tax years 2022 through 2025 generally remain open to examination by the major taxing jurisdictions to which the Company is subject. Operating losses generated in years prior to 2022 remain open to adjustment until the statue statute of limitation closes for the tax year in which the net operating losses are utilized.

Note 13: Segments and Geographic Information 1 change

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The Company's chief operating decision maker, or CODM, is the Chief Executive Officer, and the financial information reviewed by the CODM is presented on a consolidated basis for the single operating segment for purposes of allocating resources, evaluating financial performance and monitoring budget versus actual results based on net income that is also reported on the condensed consolidated statements of comprehensive income. The significant expenses within net income on which the CODM relies include those that are reported on the condensed consolidated statements of comprehensive income. The measure of the Company's single operating segment assets is reported on the condensed consolidated balance sheets as total assets. Substantially all of the Company's principal operations, assets and decision-making functions are located in the United States.

MD&A 169 changes

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Delivering advanced digital solutions in the complex and heavily regulated financial services industry requires significant resources, personnel and expertise. We provide digital solutions that are designed to be highly configurable, scalable and adaptable to the specific needs of our customers. We design and develop our solutions with an open platform approach intended to provide comprehensive integration among our solution offerings and our customers' internal and third-party systems. Our platform architecture supports modular innovation and enables customers and partners to deploy new capabilities efficiently while maintaining operational resilience and compliance. This integrated approach allows our customers to deliver a unified financial experience across digital channels. Our solutions provide our customers the flexibility to configure their digital services in a manner that is consistent with each customer's specific offerings, workflows, processes and controls. Our solutions also allow our customers to personalize the digital experiences they deliver to their End Users by extending their individual services and brand requirements across digital channels. Our solutions are designed to comply with the stringent security, and technical regulations and regulatory requirements applicable to financial institutions and financial services providers in mind and to safeguard our customers' data and that of their End Users.

Founded over 21 22 years ago, Q2 began by providing digital banking solutions to domestic regional and community financial institutions, or RCFIs. We have rapidly grown since then through a combination of innovation, broad market adoption of our solutions, strategic investments and acquisitions. As customer needs and technology architectures have evolved, we have expanded our solution portfolio to address a broader set of mission-critical technology, data and operational requirements across the financial services value chain. Our expanded collection of solutions now spans digital banking, digital lending and relationship pricing, regulatory and compliance, risk and fraud, account switching, data-driven sales enablement, spending insights and portfolio management, and also includes our open platform solutions as well as our core and BaaS offerings. We serve account holders and borrowers across retail, small to medium business, or SMBs, and commercial segments. While we continue to generate a substantial majority of our revenue from our digital banking platform, we are actively leveraging our broader product portfolio and deep domain expertise to expand our market presence. This strategy includes seeking to further penetrate the digital banking market and drive significant growth across our diverse customer base in the broader financial services sector, while opening up new and meaningful expansion opportunities for our business.

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We believe that financial services providers are best served by a broad portfolio of digital solutions offering rapid, flexible and comprehensive integration with internal and third-party solutions enabling them to deliver modern, intuitive, advanced and regulatory-compliant digital solutions. We also believe our unique position in the market stems from the breadth and depth of our solution offerings and customer base, our open and flexible platform approach, our position as a leading provider of digital banking solutions to a large network of financial institutions, and our expertise in delivering new, advanced, innovative and regulatory-compliant digital solutions designed for the regulated financial services industry. These strengths allow us to address the evolving needs and challenges within the financial services industry, as we continually innovate and adapt our offerings to meet the changing demands of our customers and their End Users. We intend to continue to make investments in technology innovation and software development to enhance our existing solutions and platforms while expanding our product portfolio.

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In October 2025, our Board of Directors authorized a share repurchase program that authorized the Company to repurchase up to $150.0 million of our common stock, which authorized repurchases were completed in full as of September 30, 2026. In July 2026, our Board of Directors authorized up to an additional $350.0 million of repurchases of our common stock under our share repurchase program, collectively with the prior authorization, the Repurchase Program. The Repurchase Program permits shares of common stock to be repurchased from time to time at management's discretion, through open market purchases or privately negotiated transactions, including accelerated share repurchase transactions, block trades or pursuant to Rule 10b5-1 trading plans. The timing and number of shares of common stock repurchased will depend on a variety of factors, including but not limited to the market price of the Company's common stock, general business and market conditions, alternative investment opportunities and funding considerations. The Repurchase Program does not obligate us to repurchase any specific number or dollar amount of shares, and the authorization has no expiration date. The Repurchase Program may be modified, suspended or terminated by our Board of Directors at any time.

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We define a Registered User as an individual associated with an account holder of a customer with an active consumer digital banking solution who has registered to use one or more of our digital banking solutions and has current access to use those solutions as of the last day of the reporting period presented. Growth in Registered Users is driven by expansion within existing customer relationships, increased adoption of digital banking services by End Users and the addition of new customers. Over time, we expect the number of Registered Users to grow at a faster rate than the number of related Customer Accounts as customers increase penetration across their user bases, although growth may fluctuate from period to period. Our customers had approximately 27.3 million, 24.7 million and 22.0 million Registered Users as of December 31, 2025, 2024 and 2023, respectively. Registered Users as of June September 30, 2026 were 27.8 28.5 million compared to 26.2 27.0 million as of June September 30, 2025.

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Our Subscription ARR was $780.1 million, $681.9 million and $593.9 million for the years ended December 31, 2025, 2024 and 2023, respectively. Subscription ARR as of June September 30, 2026 was $825.5 $846.0 million compared to $716.0 $745.4 million as of June September 30, 2025. Our Total ARR was $921.4 million, $824.2 million and $734.8 million for the years ended December 31, 2025, 2024 and 2023, respectively. Total ARR as of June September 30, 2026 was $970.8 $988.6 million compared to $860.6 $888.4 million as of June September 30, 2025.

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

Three Months Ended September 30, Nine Months Ended September 30,

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Stock-based compensation 20,558 22,500 40,823 43,510

Stock-based compensation 19,983 23,257 60,806 66,767

Transaction-related costs 20 270

Amortization of acquired technology 4,347 5,504 8,696 11,009 5,503 13,043 16,512

1 unchanged paragraph

Lease and other restructuring charges 1,045 (88) 1,233 2,062

Lease and other restructuring charges 1,352 946 2,585 3,008

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

Three Months Ended September 30, Nine Months Ended September 30,

1 unchanged paragraph

Net income $ 29,858 $ 11,764 $ 56,497 $ 16,517

Stock-based compensation 20,558 22,500 40,823 43,510

Depreciation and amortization 12,059 13,555 23,802 27,275

Lease and other restructuring charges 1,045 (88) 1,233 2,062

Net income $ 33,220 $ 15,048 $ 89,717 $ 31,565

Stock-based compensation 19,983 23,257 60,806 66,767

Transaction-related costs 20 270

Depreciation and amortization 12,472 13,613 36,274 40,888

Lease and other restructuring charges 1,352 946 2,585 3,008

1 unchanged paragraph

Provision for income taxes 1,859 1,733 4,973 2,220

Interest and other income, net (2,611) (3,666) (4,778) (6,826)

Adjusted EBITDA $ 62,788 $ 45,798 $ 122,820 $ 86,508

Provision for income taxes 1,111 160 6,084 2,380

Interest and other income, net (375) (4,206) (5,153) (11,032)

Adjusted EBITDA $ 67,763 $ 48,818 $ 190,583 $ 135,326

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Transaction-related costs include various legal and professional service expenses incurred in connection with mergers, acquisition, acquisitions, divestitures and other corporate transactions, which are recognized when incurred.

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

Revenues $ 219,765 $ 195,148 $ 436,271 $ 384,883

Three Months Ended September 30, Nine Months Ended September 30,

Revenues $ 225,771 $ 201,704 $ 662,042 $ 586,587

1 unchanged paragraph

Gross profit 130,200 104,564 258,114 205,554

Sales and marketing 25,944 27,037 51,664 53,564

Research and development 41,115 36,914 82,995 74,767

General and administrative 33,068 31,034 65,255 63,356

Gross profit 134,843 108,845 392,957 314,399

Sales and marketing 24,536 26,401 76,200 79,965

Research and development 41,356 38,932 124,351 113,699

General and administrative 33,641 31,705 98,896 95,061

Transaction-related costs 20 270

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Lease and other restructuring charges 712 (261) 900 1,745

Total operating expenses 100,859 94,724 201,084 193,525

Income from operations 29,341 9,840 57,030 12,029

Total other income, net 2,376 3,657 4,440 6,708

Income before income taxes 31,717 13,497 61,470 18,737

Provision for income taxes (1,859) (1,733) (4,973) (2,220)

Net income $ 29,858 $ 11,764 $ 56,497 $ 16,517

Lease and other restructuring charges 1,352 803 2,252 2,548

Total operating expenses 100,885 97,841 301,969 291,366

Income from operations 33,958 11,004 90,988 23,033

Total other income, net 373 4,204 4,813 10,912

Income before income taxes 34,331 15,208 95,801 33,945

Provision for income taxes (1,111) (160) (6,084) (2,380)

Net income $ 33,220 $ 15,048 $ 89,717 $ 31,565

_______________________________________________________________________________ (1) Includes amortization of acquired technology of $4.3 million and $5.5 million for the three months ended June September 30, 2026 and 2025, respectively, and $8.7 $13.0 million and $11.0 $16.5 million for each of the six nine months ended June September 30, 2026 and 2025, respectively.

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

Three Months Ended September 30, Nine Months Ended September 30,

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Gross margin 59.2 53.6 59.2 53.4

Sales and marketing 11.8 13.9 11.8 13.9

Research and development 18.7 18.9 19.0 19.4

General and administrative 15.0 15.9 15.0 16.5

Gross margin 59.7 54.0 59.4 53.6

Sales and marketing 10.9 13.1 11.5 13.6

Research and development 18.3 19.3 18.8 19.4

General and administrative 14.9 15.7 14.9 16.2

Transaction-related costs 0.1

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Total operating expenses 45.9 48.5 46.1 50.3

Income from operations 13.4 5.0 13.1 3.1

Income before income taxes 14.4 6.9 14.1 4.9

Net income 13.6 % 6.0 % 12.9 % 4.3 %

Lease and other restructuring charges 0.6 0.4 0.3 (0.1) 0.2 0.5 0.4

Total operating expenses 44.7 48.5 45.6 49.7

Income from operations 15.0 5.5 13.7 3.9

Total other income, net 1.1 0.2 2.1 0.7 1.9 1.0 1.7

Income before income taxes 15.2 7.5 14.5 5.8

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and 89 more changes in the filing

Market risk 3 changes

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Borrowings under our Revolving Credit Agreement bear interest at rates that are variable. To the extent that we draw amounts under the Revolving Credit Agreement, we would be exposed to increased market risk from changes in the underlying index rates, which would affect our interest expense. As of June September 30, 2026, there were no amounts drawn on the Revolving Credit Agreement.

During the six nine months ended June September 30, 2026, there were no material changes in our quantitative and qualitative market risks described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the SEC on February 11, 2026.

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As of June September 30, 2026, our most significant currency exposures were the Indian rupee, Mexican peso, Canadian dollar, Australian dollar and British pound. As of June September 30, 2026, we had operating subsidiaries in India, Mexico, Canada, Australia and the United Kingdom. Due to the relatively low volume of payments made by us through these foreign subsidiaries, we do not believe we have significant exposure to foreign currency exchange risks. However, fluctuations in currency exchange rates could harm our results of operations in the future.

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Controls and procedures 1 change

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Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of June September 30, 2026, the end of the period covered by this Quarterly Report on Form 10-Q. Based upon such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of such date.

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Risk factors 5 changes

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds (a) Sales of Unregistered Securities (b) Use of Proceeds (c) Issuer Purchases of Equity Securities

Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)

Approximate Dollar Value of Shares That May Be Purchased Under the Plans or Programs (in thousands) (1)

Total 502,055 $ 45.67 502,055

(1) In October 2025, our Board of Directors authorized a share repurchase program, or the Repurchase Program, that authorizes the Company to repurchase up to $150.0 million of our common stock. For further information, see Note 11 Repurchase Program of the Notes to the Condensed Consolidated Financial Statements.

Unregistered sales of stock 9 changes

(a) Sales of Unregistered Securities

(c) Issuer Purchases of Equity Securities

Total Number of Shares Purchased Average Price Paid Per Share (2)

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)

Approximate Dollar Value of Shares That May Be Purchased Under the Plans or Programs (in thousands) (1)(2)

September 1 - 30, 2026

Total 633,019 $ 61.27 633,019

(1) In October 2025, our Board of Directors authorized a share repurchase program that authorized the Company to repurchase up to $150.0 million of our common stock, which authorized repurchases were completed in full as of September 30, 2026. In July 2026, our Board of Directors authorized up to an additional $350.0 million in repurchases, collectively, with the prior authorization, the Repurchase Program. For further information, see Note 11 Repurchase Program of the Notes to the Condensed Consolidated Financial Statements.

(2) Includes broker commissions associated with the repurchases. Excludes federal excise tax incurred under The Inflation Reduction Act of 2022.

Other information 3 changes

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The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our officers and directors for the three months ended June September 30, 2026, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a "Rule 10b5-1 Trading Plan"), were as follows:

Kimberly Rutledge Scott Kerr , Chief People Officer Senior Vice President , modified her previously adopted Rule 10b5-1 Trading Plan. Ms. Rutledge's Rule 10b5-1 Trading Plan was General Counsel, entered into on September 12, 2025, was set to expire February 28, 2027 and provided for the potential sale of up to 74,142 shares of the Company's common stock. The modified a Rule 10b5-1 Trading Plan entered into on May 9, August 12, 2026 covers . Mr. Kerr s plan provides for the potential sale of up to 71,045 32,853 shares of the Company's common stock between August 8, November 11, 2026, and March December 31, 2027 , assuming maximum attainment of applicable performance measures with respect to vesting performance stock unit awards during the specified period. The actual number of shares to potentially be sold under the Rule 10b5-1 Trading Plan will depend on the achievement of applicable performance conditions under the performance stock units less any shares sold pursuant to mandatory sell-to-cover transactions not covered by the plan related to withholding taxes.

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Except for sales made pursuant to the mandatory sell-to-cover policy described above, during the three months ended June September 30, 2026, no director or officer adopted or terminated a non-Rule 10b5-1 trading arrangement (as such term is defined pursuant to Item 408 of Regulation S-K).

Exhibits 2 changes

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** Certification of Chief Executive Officer pursuant to Exchange Act Rule, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

** Certification of Chief Financial Officer pursuant to Exchange Act Rule, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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