# Kaltura Inc: Form 10-Q for the period ended Mar 31, 2026

- Company: [Kaltura Inc](/companies/kltr.md) (CIK 1432133)
- Form: 10-Q
- Filed: 2026-05-11
- Accepted by EDGAR: May 11, 2026, 16:10 ET
- Period: 2026-03-31
- Accession: 0001628280-26-033466
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1432133/000162828026033466/kltr-20260331.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1432133/000162828026033466/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2026-03-31.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2026-01-01 to 2026-03-31 | $44.6m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2026-01-01 to 2026-03-31 | $12.5m | us-gaap:CostOfRevenue |
| Gross profit | 3 months, 2026-01-01 to 2026-03-31 | $32.1m | us-gaap:GrossProfit |
| Research and development | 3 months, 2026-01-01 to 2026-03-31 | $10.7m | us-gaap:ResearchAndDevelopmentExpense |
| Operating income | 3 months, 2026-01-01 to 2026-03-31 | −$1.2m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2026-01-01 to 2026-03-31 | $544.0k | us-gaap:InterestExpenseNonoperating |
| Income tax | 3 months, 2026-01-01 to 2026-03-31 | $2.5m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2026-01-01 to 2026-03-31 | −$3.8m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2026-01-01 to 2026-03-31 | −$0.03 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2026-01-01 to 2026-03-31 | −$0.03 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2026-01-01 to 2026-03-31 | 145,840,668 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2026-01-01 to 2026-03-31 | $656.0k | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2026-01-01 to 2026-03-31 | $61.0k | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Share repurchases | 3 months, 2026-01-01 to 2026-03-31 | $0 | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2026-03-31 | $58.4m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2026-03-31 | $98.6m | us-gaap:AssetsCurrent |
| Total assets | at 2026-03-31 | $159.8m | us-gaap:Assets |
| Current liabilities | at 2026-03-31 | $122.3m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2026-03-31 | $155.1m | us-gaap:Liabilities |
| Long-term debt | at 2026-03-31 | $27.8m | us-gaap:LongTermDebt |
| Current portion of debt | at 2026-03-31 | $27.8m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2026-03-31 | $4.6m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 64,278 characters.

*The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 16, 2026 (the "2025 10-K"). This discussion contains forward-looking statements based upon current plans, expectations and beliefs involving risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth in Part I, Item 1A, “Risk Factors” of our 2025 10-K and elsewhere in this Quarterly Report on Form 10-Q.*

### Overview

We, Kaltura, Inc. (“Kaltura,” “we,” “us,” or “our”), are a market-leading provider of video and rich media offerings for enterprises. Our mission is to power rich, agentic digital experiences across organizational journeys for customers, employees, learners, and audiences.

Kaltura's Digital Experience Platform enables organizations to create, manage, and deliver video and rich media experiences that increasingly incorporate agentic artificial intelligence (“AI”) capabilities, including conversational interfaces, workflow automation, and outcome-oriented engagement across digital touchpoints. We believe this combination of video, rich media and agentic capabilities enables organizations to move beyond static, one-size-fits-all digital experiences toward more personalized, contextual, and interactive agentic digital experiences at scale.

Video and other forms of rich media - including interactive, data-driven, and conversational media - are central to digital interaction and engagement, transforming how people communicate, work, learn, and consume content. For organizations, rich media increasingly sits at the core of digital transformation initiatives, with businesses adopting media-driven solutions to engage customers, employees, learners, and audiences across a growing range of use cases. At the same time, advances in generative artificial intelligence (“Gen AI”) are enabling the real-time and automated creation of highly personalized and contextually relevant content, including video and other forms of rich media. We believe the convergence of rich media and AI is increasing the scale, speed, and strategic importance of digital experiences and driving demand for platforms that support more interactive, contextual, and outcome-oriented engagement.

Founded in 2006, Kaltura was among the pioneers to recognize the potential of integrating video into enterprise workflows and to offer a system for enterprise video content management and online video publishing. Over time, we expanded our platform to support additional experiences, including virtual events and webinars and cloud-based television services. Today, Kaltura provides a cloud-based rich media platform designed to help organizations create, manage, and deliver rich media experiences at scale across customer-facing, employee-facing, learner-facing, and audience-facing use cases.

Our Digital Experience platform is designed around three core layers: rich media content creation, rich media content management, and rich media experiences. Together, these layers enable organizations to produce and generate live and on-demand video and other forms of rich media, securely manage content, users, permissions, and metadata across enterprise and media environments, and deliver media-rich experiences across a wide range of internal and external workflows. The platform increasingly incorporates agentic AI-driven capabilities designed to enable more interactive, contextual, and goal-oriented experiences, while maintaining enterprise-grade security, privacy, and governance.

As video usage continues to accelerate across communication, work, and learning environments, organizations are increasingly deploying sophisticated video solutions to further engage with their customers, partners, and employees. The introduction of Gen AI further amplifies this demand and is expected to have a substantial impact on our business by enabling the automatic production of hyper-personalized and contextually relevant video experiences in real time. We believe this powerful new tool will expand opportunities for increased video creation, consumption, and monetization, and drives a need for advanced video content management solutions.

To support our AI capabilities, in 2025, we acquired eSelf AI, a multimodal AI lab developing technology for agentic interactions with live avatars. Through this acquisition, we expanded our content creation and experience capabilities to include AI-generated video and avatar-based interactions, enhancing our rich media content creation layer. In addition, in April, 2026, we completed our previously announced acquisition of PathFactory Holdings ULC (“PathFactory”), a provider of content journey orchestration and engagement analytics solutions. We believe this acquisition, will strengthen our position in the emerging conversation automation and agentic engagement solutions market and complement the eSelf AI acquisition by adding journey-level orchestration, intent data, analytics, and integrations across additional content types and enterprise systems.

We generate revenue primarily from the sale of Software-as-a-Service (“SaaS”) subscriptions, and we also derive revenue from platform usage license subscriptions and associated professional services. Our sales typically target medium to large enterprises, educational institutions, technology providers, and media and telecom companies. In addition, we are expanding our go-to-market approaches to support a wider range of adoption models and customer sizes. Our professional services revenue is generally driven by implementation and support services for new and existing customers.

We organize our business into two reporting segments: (i) Enterprise, Education, and Technology (“EE&T”); and (ii) Media and Telecom (“M&T”). Accordingly, our financial reporting distinguishes between revenue and gross profit from Subscription and Professional Services from customers who use our products and services to address Entertainment & Monetization use cases (for their audiences), reported in our M&T segment, and those that are attained from customers who are using us to address all other use cases (for their customers, employees, and learners), reported in our EE&T segment. These segments share a common underlying platform consisting of our API-based architecture, as well as unified product development, operations, and administrative resources.

- **Enterprise, Education & Technology**: In the EE&T segment, subscription revenue is primarily generated on a per full‑time equivalent or platform usage‑license basis for all of our products, in addition to revenue derived from associated professional services. This segment encompasses customers utilizing Kaltura’s solutions to deliver agentic rich-media experiences for their customers, employees, and learners such as buyer enablement, employee recruiting, learning and teaching. Contracts in this segment typically range from 12 to 24 months, with billing generally executed on an annual basis.
- **Media & Telecom**: The M&T segment includes revenue from customers using Kaltura to deliver entertainment and streaming use cases to their audiences, along with the associated professional services. For customers of our telecom TVCMS and TV Streaming Applications, revenue is recognized primarily on a per end‑subscriber basis, while media customers leveraging our Online Video Platform are billed on a platform usage‑license basis. Contracts in this segment generally extend for two to five years, with billing performed on either a quarterly or annual basis. Implementation of TV offerings typically requires six to 12 months, with upfront resource requirements generally higher than those for our other offerings. Consequently, there is an extended period from initial booking to go‑live, accompanied by a higher proportion of professional services revenue relative to overall revenue. Additionally, a greater share of revenue in this segment is derived from customers licensing our offerings through private cloud and on‑premise deployments, which has an impact on our gross margin.

Reflected below is a summary of reportable segment revenue and reportable segment gross profit for the three months ended March 31, 2026 and 2025.

*(in thousands)*

| Revenue | Three Months Ended March 31, 2026 | 2025 |
| --- | ---: | ---: |
| Enterprise, Education & Technology | $34,151 | $34,416 |
| Media & Telecom | 10,475 | 12,568 |
| Total Revenue | $44,626 | $46,984 |
| Gross Profit |  |  |
| Enterprise, Education & Technology | 26,462 | 26,568 |
| Media & Telecom | 5,646 | 6,168 |
| Total Gross Profit | $32,108 | $32,736 |

We employ a "land and expand strategy" with the aim of having our customers increase their usage of our offerings and/or purchase additional offerings over time. For the three months ended March 31, 2026 and 2025, our Net Dollar Retention Rate was 95% and 107%, respectively, primarily reflecting the lagging impact of elevated churn in our M&T segment in 2025 . Our Annualized Recurring Revenue (as defined below), declined by 3% in the three months ended March 31, 2026, compared to the three months ended March 31, 2025.

For any given year, a large majority of our revenue comes from existing customers, with whom we are in active dialogue and tend to have visibility into their expected usage of our offerings.

We are expanding our go-to-market approaches to support a wider range of adoption models and customer sizes. We believe certain of our newer offerings, particularly AI-assisted content creation tools and conversational rich media agents, are well suited for more targeted departmental deployments, self-service adoption, and product-led growth (“PLG”) motions. These offerings may enable us to engage smaller organizations, teams, and departments, including small and medium enterprises (“SMEs”) and individual groups within larger enterprises, while remaining complementary to our core enterprise business. In addition, we are investing in developer-led growth (“DLG”) initiatives by expanding our APIs, SDKs, and developer tools, including planned offerings such as an Agentic Avatar SDK. These capabilities are designed to enable independent software vendors (“ISVs”), system integrators, partners, and developers to embed Kaltura-powered rich media and conversational interfaces into their own products, workflows, and applications. We also intend to continue expanding our ecosystem of channel partners, including co-sell, resell, OEM, and marketplace relationships. We believe that broader partner distribution, including through cloud marketplaces and digital channels, may increase reach, reduce customer acquisition costs, and accelerate adoption across both enterprise and self-service use cases. Recent partnerships with platforms such as Descript and Cornerstone illustrate this strategy: by integrating the Company’s AI-powered video, avatar, content management, and engagement capabilities into adjacent creation, learning, and workforce-development workflows, the Company intends to meet customers where they already work, package its capabilities into higher-value solutions, and unlock partner-led demand from established enterprise ecosystems.

### Key Factors Affecting Our Performance

### Expansion of our Platform

We believe our platform is ideally suited for expansion across solutions, industries, and use cases. For example, in 2020, we entered the real-time conferencing market with the introduction of our Virtual and Hybrid Events, Webinars, and Online Learning products, focusing on learning, training, events, and marketing.

Since then, we expanded the capabilities of our Virtual & Hybrid Events product to support a broader range of event types and use cases, fitted them to also address low-touch and self-serve sales and introduced a set of Gen AI-powered capabilities designed to increase productivity in creating content and setting up events and to foster user engagement.

We plan to continue enhancing our platform’s capabilities—including by further integrating Gen AI features that enable automatic video creation, advanced personalization, and real-time analytics. Our robust API-first architecture supports deep integration into multiple workflows, which we believe is critical for driving adoption and delivering enhanced value for our customers.

### Acquiring New Customers

We remain focused on acquiring customers across our key verticals (technology, education, regulated industries, professional and commercial services, and media & telecom). Our approach includes direct enterprise sales for larger customers, as well as channel partnerships and more self-serve or inside sales–led motions to capture SMEs. We believe that increasing brand awareness and continued product innovation will help us attract new customers across geographies and industries. We also continue to provide our self-serve offering that can be purchased completely online, which serves as a demand generation engine for our low-touch and enterprise offerings. We believe this will enable us to efficiently acquire smaller customers across all industries over time–expanding beyond enterprises into SMEs, beyond universities into K-12 schools, beyond tier 1 media and telecom companies to tier 2 and 3 media and telecom companies, and beyond providing Media Services to large technology companies to also addressing smaller technology firms and startups.

### Increasing Revenue from Existing Customers

Many of our customers run multiple Kaltura products for various use cases, ranging from employee training and collaboration to external marketing and virtual events. By cross-selling and upselling additional solutions—such as our newly introduced Gen AI-powered capabilities and expanded application suites—we aim to drive higher usage and expand overall revenue. Sustained customer adoption and usage growth are also supported by strong integration, ongoing support, and a commitment to evolving security and compliance requirements. We are focused on increasing sales within our existing customer base through increased usage of our platform and the cross-selling of additional products and solutions. For the three months ended March 31, 2026, our Net Dollar Retention Rate was 95%. In order for us to increase revenue within our customer base, we will need to maintain engineering-level customer support and continue to introduce new products and features as well as innovative new use cases that are tailored to our customers' needs.

### Continued Investment in Growth

Although we have invested significantly in our business to date, we believe that we still have a significant market opportunity ahead of us. We intend to continue to make investments to support the growth and expansion of our business and to increase revenue. We expect that our cost of revenue and operating expenses will fluctuate.

### Key Financial and Operating Metrics

We measure our business using both financial and operating metrics. We use these metrics to assess the progress of our business, make decisions on where to allocate capital, time, and technology investments, and assess the near-term and long-term performance of our business. The key financial and operating metrics we use are:

*(in thousands)*

|  | Three Months Ended March 31, 2026 | 2025 |
| --- | ---: | ---: |
| Net Dollar Retention Rate | 95% | 107% |

*(in thousands)*

|  | As of March 31, 2026 | 2025 |
| --- | ---: | ---: |
| Remaining Performance Obligations(1) | $154,471 | $154,621 |
| Annualized Recurring Revenue | $168,786 | $174,842 |

(1) Remaining Performance Obligations as of March 31, 2025 reflect a reassessment of the historical treatment of certain customer contracts that contain “termination for convenience” clauses, which has resulted in a negative adjustment of $30,239.

### Annualized Recurring Revenue

We use Annualized Recurring Revenue (“ARR”) as a measure of our revenue trend and an indicator of our future revenue opportunity from existing recurring customer contracts. We calculate ARR by annualizing our recurring revenue for the most recently completed fiscal quarter. Recurring revenues are generated from SaaS and PaaS subscriptions, as well as term licenses for software installed on the customer’s premises (“On-Prem”). For the SaaS and PaaS components, we calculate ARR by annualizing the actual recurring revenue recognized for the latest fiscal quarter.

For the On-Prem components for which revenue recognition is not ratable across the license term, we calculate ARR for each contract by dividing the total contract value (excluding professional services) as of the last day of the specified period by the number of days in the contract term and then multiplying by 365.

Recurring revenue excludes revenue from one-time professional services and setup fees. ARR is not adjusted for the impact of any known or projected future customer cancellations, upgrades or downgrades, or price increases or decreases.

The amount of actual revenue that we recognize over any 12-month period is likely to differ from ARR at the beginning of that period, sometimes significantly. This may occur due to new bookings, cancellations, upgrades or downgrades, pending renewals, professional services revenue, foreign exchange rate fluctuations and acquisitions or divestitures. ARR should be viewed independently of revenue as it is an operating metric and is not intended to be a replacement or forecast of revenue. Our calculation of ARR may differ from similarly titled metrics presented by other companies.

### Net Dollar Retention Rate

Our Net Dollar Retention Rate, which we use to measure our success in retaining and growing recurring revenue from our existing customers, compares our recognized recurring revenue from a set of customers across comparable periods. We calculate our Net Dollar Retention Rate for a given period as the recognized recurring revenue from the latest reported fiscal quarter from the set of customers whose revenue existed in the reported fiscal quarter from the prior year (the numerator), divided by recognized recurring revenue from such customers for the same fiscal quarter in the prior year (denominator). For annual periods, we report Net Dollar Retention Rate as the arithmetic average of the Net Dollar Retention Rate for all fiscal quarters included in the period.

In calculating the Net Dollar Retention Rate, we consider subdivisions of the same legal entity (such as divisions of a parent company or separate campuses within the same state university system) as a single customer. This also includes Value-add Resellers, which are resellers that directly manage customer relationships, along with the customers they oversee.

Our calculation of Net Dollar Retention Rate for any fiscal period includes the positive recognized recurring revenue impacts of selling new services to existing customers and the negative recognized recurring revenue impacts of contraction and attrition among this set of customers. Our Net Dollar Retention Rate may fluctuate as a result of a number of factors, including the growing level of our revenue base, the level of penetration within our customer base, expansion of products and features, and our ability to retain our customers. Our calculation of Net Dollar Retention Rate may differ from similarly titled metrics presented by other companies.

### Remaining Performance Obligations

Remaining Performance Obligations represents the amount of contracted future revenue that has not yet been recognized, including both subscription and professional services revenues. Remaining Performance Obligations consists of both deferred revenue and contracted non-cancelable amounts that will be invoiced and recognized in future periods.

As of March 31, 2026, our Remaining Performance Obligations was $154.5 million, which consists of both billed consideration in the amount of $55.7 million and unbilled consideration in the amount of $98.8 million that we expect to invoice and recognize in future periods. We expect to recognize 67% of our Remaining Performance Obligations as revenue over the next 12 months and the remainder over the next four years, in each case, in accordance with our revenue recognition policy.

### Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe that EBITDA and Adjusted EBITDA, non-GAAP financial measures, are useful in evaluating the performance of our business.

We define EBITDA as net profit (loss) before financial expenses (income), net, provision for income taxes and depreciation and amortization expenses. Adjusted EBITDA is defined as EBITDA (as defined above), adjusted for the impact of certain non-cash and other items that we believe are not indicative of our core operating performance, such as non-cash stock-based compensation expenses, certain professional consulting and other expenses associated with strategic initiatives expenses and change in the fair value of the contingent consideration.

EBITDA and Adjusted EBITDA are supplemental measures of our performance, are not defined by or presented in accordance with GAAP, and should not be considered in isolation or as an alternative to net profit (loss) or any other performance measure prepared in accordance with GAAP.

EBITDA and Adjusted EBITDA are presented because we believe that they provide useful supplemental information to investors and analysts regarding our operating performance and are frequently used by these parties in evaluating companies in our industry. By presenting EBITDA and Adjusted EBITDA, we provide a basis for comparison of our business operations between periods by excluding items that we do not believe are indicative of our core operating performance. We believe that investors’ understanding of our performance is enhanced by including these non-GAAP financial measures as a reasonable basis for comparing our ongoing results of operations. Additionally, our management uses Adjusted EBITDA as a supplemental measure of our performance because it assists us in comparing the operating performance of our business on a consistent basis between periods, as described above.

Although we use EBITDA and Adjusted EBITDA, as described above, EBITDA and Adjusted EBITDA, have significant limitations as analytical tools. Some of these limitations include:

- such measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;
- such measures do not reflect changes in, or cash requirements for, our working capital needs;
- such measures do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;
- such measures do not reflect our tax expense or the cash requirements to pay our taxes;
- although depreciation and amortization expense and non-cash stock-based compensation expense are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures do not reflect any cash requirements for such replacements; and
- other companies in our industry may calculate such measures differently than we do, thereby further limiting their usefulness as comparative measures.

Due to these limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using these non-GAAP measures only supplementally. Adjusted EBITDA includes an adjustment for non-cash stock-based compensation expenses. It is reasonable to expect that this item will occur in future periods. However, we believe this adjustment is appropriate because the amount recognized can vary significantly from period to period, does not directly relate to the ongoing operations of our business, and complicates comparisons of our internal operating results between periods and with the operating results of other companies over time. Each of the normal recurring adjustments and other adjustments described above help to provide management with a measure of our core operating performance over time by removing items that are not related to day-to-day operations. Nevertheless, because of the limitations described above, management does not view EBITDA, or Adjusted EBITDA in isolation and also uses other measures, such as revenue, operating loss, and net loss, to measure operating performance.

The following table reconciles EBITDA and Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is net loss:

*(in thousands)*

|  | Three Months Ended March 31, 2026 | 2025 |
| --- | ---: | ---: |
| Net loss | $(3,769) | $(1,119) |
| Financial expense (income), net (a) | 85 | (1,803) |
| Provision for income taxes | 2,460 | 1,345 |
| Depreciation and amortization | 1,189 | 1,185 |
| EBITDA | (35) | (392) |
| Non-cash stock-based compensation expense | 3,761 | 4,533 |
| Strategic initiatives expenses (b) | 1,624 | — |
| Change in fair value of contingent consideration | 317 | — |
| **Adjusted EBITDA** | $5,667 | $4,141 |

(a) The three months ended March 31, 2026 and 2025 included $544 and $609 respectively, of interest expenses and $540 and $896 respectively, of interest income.

(b) Strategic initiatives expenses for the three months ended March 31, 2026 relate to professional fees, consulting services, transaction-related costs incurred in connection with the acquisition of PathFactory and other costs associated with strategic initiatives.

### Components of Results of Operations

### Revenue

#### Subscription

Our revenues are mainly comprised of revenue from SaaS and PaaS subscriptions. SaaS and PaaS subscriptions provide access to our Video Experience Cloud which powers all types of video experiences: live, real-time, and on-demand video. We provide access to our platform either as a cloud-based service, which represent most of our SaaS and PaaS subscriptions, or, less commonly, as a term license to On-Prem software. Revenue from SaaS and PaaS subscriptions is recognized ratably over the time of the subscription, beginning from the date on which the customer is granted access to our Video Experience Cloud. Revenue from the sale of a term license is recognized at a point in time in which the license is delivered to the customer. Revenue from post-contract services (“PCS”) included in On-Prem deals is recognized ratably over the period of the PCS.

#### Professional Services

Our revenue also includes professional services, which consist of consulting, integration and customization services, technical solution services and training related to our video experience. In some of our arrangements, professional services are accounted for as a separate performance obligation, and revenue is recognized upon rendering of the service.

In some of our SaaS and PaaS subscriptions, we determined that the professional services are solely set up activities that do not transfer goods or services to the customer and therefore are not accounted for as a separate performance obligation and are recognized ratably over the time of the subscription.

### Cost of Revenue

Cost of subscription revenue consists primarily of employee-related costs including payroll, benefits and stock-based compensation expense for operations and customer support teams, costs of cloud hosting providers and other third-party service providers, amortization of capitalized software development costs and acquired technology and allocated overhead costs.

Cost of professional services consists primarily of personnel costs of our professional services organization, including payroll, benefits, and stock-based compensation expense, allocated overhead costs and other third-party service providers.

The costs associated with providing professional services are significantly higher as a percentage of related revenue than the costs associated with delivering our subscriptions due to the labor costs of providing professional services. As such, the implementation and professional services costs relating to an arrangement with a new customer are more significant than the costs to renew an existing customer’s license and support arrangement.

Cost of revenue decreased in absolute dollars from the three months ended March 31, 2025 to the three months ended March 31, 2026. For the three months ended March 31, 2026 and 2025, our cost of revenue was $12,518 and $14,248, respectively.

### Gross Margins

Gross margin has improved year-over-year since 2020, on an aggregate basis, and while it has and will continue to vacillate between quarters, we expect our growth trend to continue in the coming years. Gross margins have been, and will continue to be, affected by a variety of factors, including the average sales price of our products and services, volume growth, the mix of revenue between software licenses, maintenance and support, professional services, onboarding of new media and telecom customers, hosting of major virtual events, and changes in cloud infrastructure and personnel costs. In particular, the gross margins in the M&T segment are lower than in the EE&T segment because of resources required for implementing solutions for TV experiences, which generally exceed those of other offerings. This results in a longer period for M&T from initial booking to go-live and a higher proportion of professional services revenue as a percentage of overall revenue. Additionally, a higher proportion of M&T revenue comes from customers who choose to license our offerings through private cloud and on-premise deployments, which also impacts our M&T gross margin.

Going forward, we expect to see a gradual improvement in gross margins for both EE&T and M&T, driven by enhanced efficiencies in both production and professional services costs.

For the three months ended March 31, 2026 and 2025, our gross margins were 72% (77% for subscriptions and (93)% for professional services) and 70% (77% for subscriptions and (81)% for professional services), respectively.

For our EE&T segment, gross margins for the three months ended March 31, 2026 and 2025 were 77% (83% for subscriptions and (301)% for professional services) and 77% (83% for subscriptions and (163)% for professional services), respectively.

For our M&T segment, gross margins for the three months ended March 31, 2026 and 2025 were 54% (58% for subscriptions and 9% for professional services) and 49% (58% for subscriptions and (29)% for professional services), respectively.

### Research and Development

Our research and development expenses consist primarily of costs incurred for personnel-related expenses for our technical staff, including salaries and other direct personnel-related costs. Additional expenses include consulting and professional fees for third-party development resources and software subscriptions. We expect our research and development expenses to gradually decrease as a percentage of revenue. Subsequent costs incurred for the development of future upgrades and enhancements, which are expected to result in additional functionality, may qualify for capitalization under internal-use software and therefore may cause research and development expenses to fluctuate.

### Sales and Marketing Expenses

Our sales and marketing expenses consist primarily of personnel-related costs for our sales and marketing functions, including salaries and other direct personnel-related costs, such as sales commissions.

Additional expenses include marketing program costs and amortization of acquired customer relationships intangible assets. We expect our sales and marketing expenses to increase as a percentage of revenue.

### General and Administrative Expenses

Our general and administrative expenses consist primarily of personnel-related costs for our executive, finance, human resources, information technology, and legal functions, including salaries and other direct personnel-related costs. Additional expenses include costs for other operational and administrative functions, professional fees for external legal, accounting, and consulting services, directors’ and officers’ insurance, and strategic initiatives. We expect our general and administrative expenses to gradually decrease as a percentage of revenue.

We allocate overhead costs such as rent, utilities, and supplies to all departments based on relative headcount to each operating expense category.

### Financial Expenses (Income), Net

Financial expenses (income), net consists of interest expense accrued or paid on our indebtedness, net of interest income earned on our cash balances and marketable securities. Financial expenses (income), net also includes foreign exchange gains and losses and bank fees.

We expect interest expenses to vary each reporting period depending on the amount of outstanding indebtedness and prevailing interest rates.

We expect interest income will vary in each reporting period depending on our average cash and marketable securities balances during the period and applicable interest rates.

### Provision for Income Taxes

We are subject to taxes in the United States as well as other tax jurisdictions or countries in which we conduct business. Earnings from our non-U.S. activities are subject to local country income tax and may be subject to current U.S. income tax. Due to cumulative losses, we maintain a valuation allowance against our deferred tax assets. We consider all available evidence, both positive and negative, in assessing the extent to which a valuation allowance should be applied against our deferred tax assets. Realization of our U.S. deferred tax assets depends upon future earnings, the timing and amount of which are uncertain. Our effective tax rate is affected by tax rates in foreign jurisdictions and the relative amounts of income we earn in those jurisdictions, as well as non-deductible expenses, such as share-based compensation, and changes in our valuation allowance.

### Results of Operations

The following table summarizes key components of our results of operations for the periods presented. The period-to-period comparisons of our historical results are not necessarily indicative of the results that may be expected in the future.

*(in thousands, except percentages)*

| Revenue: | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Enterprise, Education & Technology | $34,151 | $34,416 | $(265) | (1)% |
| Media & Telecom | 10,475 | 12,568 | (2,093) | (17)% |
| Total revenue | 44,626 | 46,984 | (2,358) | (5)% |
| Cost of revenue | 12,518 | 14,248 | (1,730) | (12)% |
| Total gross profit | 32,108 | 32,736 | (628) | (2)% |
| Operating expenses: |  |  |  |  |
| Research and development expenses | 10,736 | 12,088 | (1,352) | (11)% |
| Sales and marketing expenses | 11,849 | 11,923 | (74) | (1)% |
| General and administrative expenses | 10,747 | 10,302 | 445 | 4% |
| Total operating expenses | 33,332 | 34,313 | (981) | (3)% |
| Loss from operations | 1,224 | 1,577 | (353) | (22)% |
| Financial expenses (income), net | 85 | (1,803) | 1,888 | (105)% |
| Income (loss) before provision for income taxes | (1,309) | 226 | (1,535) | (679)% |
| Provision for income taxes | 2,460 | 1,345 | 1,115 | 83% |
| Net loss | $3,769 | $1,119 | $2,650 | 237% |

### Segments

We manage and report operating results through two reportable segments:

- **Enterprise, Education & Technology** (77% and 73% of revenue for the three months ended March 31, 2026 and 2025, respectively): Our EE&T segment represents revenues from all of our products, industry solutions for education customers, and Media Services (except for M&T customers), as well as associated professional services for those offerings.
- **Media & Telecom** (23% and 27% of revenue for the three months ended March 31, 2026 and 2025, respectively): Our M&T segment primarily represents revenues from our TV Solution and Media Services sold to media and telecom customers.

### Comparison of the three months ended March 31, 2026 and 2025

### Enterprise, Education & Technology

The following table presents our EE&T segment revenue and gross profit (loss) for the periods indicated:

*(in thousands, except percentages)*

| Enterprise, Education & Technology revenue: | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Subscription revenue | $33,678 | $33,607 | $71 | 0% |
| Professional services revenue | 473 | 809 | (336) | (42)% |
| Total Enterprise, Education & Technology revenue | $34,151 | $34,416 | $(265) | (1)% |
| Enterprise, Education & Technology gross profit: |  |  |  |  |
| Subscription gross profit | $27,884 | $27,888 | $(4) | 0% |
| Professional services gross loss | (1,422) | (1,320) | (102) | 8% |
| Total Enterprise, Education & Technology gross profit | $26,462 | $26,568 | $(106) | 0% |

#### Enterprise, Education & Technology Revenue

Total EE&T revenue decreased by $0.3 million, or 1%, to $34.2 million for the three months ended March 31, 2026, from $34.4 million for the three months ended March 31, 2025. This decrease was due to a $1.0 million decrease in revenue from existing customers partially offset by a $0.7 million increase in revenue from new customers.

EE&T subscription revenue grew slightly to $33.7 million for the three months ended March 31, 2026, from $33.6 million for the three months ended March 31, 2025.

EE&T professional services revenue decreased by $0.3 million, or 42%, to $0.5 million for the three months ended March 31, 2026, from $0.8 million for the three months ended March 31, 2025.

#### Enterprise, Education & Technology Gross Profit

Total EE&T gross profit was $26.5 million for the three months ended March 31, 2026, almost flat compared to $26.6 million for the three months ended March 31, 2025.

EE&T subscription gross profit was $27.9 million for the three months ended March 31, 2026, consistent with $27.9 million for the three months ended March 31, 2025.

EE&T professional services gross loss increased by $0.1 million, or 8%, to $1.4 million for the three months ended March 31, 2026, from $1.3 million for the three months ended March 31, 2025.This decrease was due to decrease in revenue.

### Media & Telecom

The following table presents our M&T segment revenue and gross profit for the periods indicated:

*(in thousands, except percentages)*

| Media & Telecom revenue: | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Subscription revenue | $9,511 | $11,299 | $(1,788) | (16)% |
| Professional services revenue | 964 | 1,269 | (305) | (24)% |
| Total Media & Telecom revenue | $10,475 | $12,568 | $(2,093) | (17)% |
| Media & Telecom gross profit: |  |  |  |  |
| Subscription gross profit | $5,560 | $6,532 | $(972) | (15)% |
| Professional services gross profit (loss) | 86 | (364) | 450 | 124% |
| Total Media & Telecom gross profit | $5,646 | $6,168 | $(522) | (8)% |

#### Media & Telecom Revenue

Total M&T revenue decreased by $2.1 million, or 17%, to $10.5 million for the three months ended March 31, 2026, from $12.6 million for the three months ended March 31, 2025. The decrease is mainly attributable to a revenue decrease from existing customers.

M&T subscription revenue decreased by $1.8 million, or 16%, to $9.5 million for the three months ended March 31, 2026, from $11.3 million for the three months ended March 31, 2025.

M&T professional services revenue decreased by $0.3 million, or 24%, to $1.0 million for the three months ended March 31, 2026, from $1.3 million for the three months ended March 31, 2025.

#### Media & Telecom Gross Profit

Total M&T gross profit decreased by $0.5 million, or 8%, to $5.6 million for the three months ended March 31, 2026, from $6.2 million for the three months ended March 31, 2025. This decrease was mainly due to the revenue decrease of $2.1 million, partially offset by lower headcount and reduction in production costs, which is a result of improved efficiency.

M&T subscription gross profit decreased by $1.0 million, or 15%, to $5.6 million for the three months ended March 31, 2026, from $6.5 million for the three months ended March 31, 2025.

M&T professional services gross profit increased by $0.5 million, or 124%, to $0.1 million gross profit for the three months ended March 31, 2026, from $0.4 million gross loss for the three months ended March 31, 2025.

### Operating Expenses

#### Research and Development expenses

*(in thousands, except percentages)*

|  | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Employee compensation | $7,440 | $8,290 | $(850) | (10)% |
| Subcontractors and consultants | 1,315 | 1,554 | (239) | (15)% |
| IT related | 1,179 | 1,220 | (41) | (3)% |
| Other | 802 | 1,024 | (222) | (22)% |
| Total research and development expenses | $10,736 | $12,088 | $(1,352) | (11)% |

Research and development expenses decreased by $1.4 million, or 11%, to $10.7 million for the three months ended March 31, 2026, from $12.1 million for the three months ended March 31, 2025. The decrease was primarily due to a $0.9 million decrease in compensation expenses, mainly due to lower headcount and the capitalization of compensation costs related to a development internal use software. In addition the decrease was also due to a $0.2 million decrease in subcontractor and consultant costs, primarily attributable to reduced use of outsourced resources.

#### Sales and Marketing expenses

*(in thousands, except percentages)*

|  | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Employee compensation & commission | $9,497 | $9,350 | $147 | 2% |
| Marketing expenses | 582 | 837 | (255) | (30)% |
| Travel and entertainment | 244 | 339 | (95) | (28)% |
| Other | 1,526 | 1,397 | 129 | 9% |
| Total sales and marketing expenses | $11,849 | $11,923 | $(74) | (1)% |

Sales and marketing expenses slightly decreased by $0.1 million, or 1%, to $11.8 million for the three months ended March 31, 2026, from $11.9 million for the three months ended March 31, 2025.

#### General and Administrative expenses

*(in thousands, except percentages)*

|  | Three Months Ended March 31, 2026 | 2025 | Period-over-Period Change Dollar | Percentage |
| --- | ---: | ---: | ---: | ---: |
| Employee compensation | $5,871 | $7,303 | $(1,432) | (20)% |
| Professional fees and insurance | 1,073 | 1,074 | (1) | 0% |
| IT related | 623 | 607 | 16 | 3% |
| Human resources related | 275 | 293 | (18) | (6)% |
| Subcontractors and consultants | 163 | 317 | (154) | (49)% |
| Travel and entertainment | 234 | 224 | 10 | 4% |
| Change in fair value of contingent consideration | 317 | — | 317 | NM |
| Strategic initiatives | 1,624 | — | 1,624 | NM |
| Other | 567 | 484 | 83 | 17% |
| Total general and administrative expenses | $10,747 | $10,302 | $445 | 4% |

General and administrative expenses increased by $0.4 million to $10.7 million for the three months ended March 31, 2026, from $10.3 million for the three months ended March 31, 2025. The increase was primarily due to a $1.6 million increase in strategic initiatives costs, primarily related to acquisition-related expenses, incurred in connection with the acquisition of PathFactory and professional fees, consulting, and other expenses associated with strategic initiatives, and a $0.3 million increase from the accretion of contingent consideration. These were partially offset by a $1.4 million decrease in compensation expenses, primarily reflects lower stock-based compensation costs, largely driven by the full recognition of high fair value options and RSUs granted in December 2021, which were fully expensed prior to 2025.

### Financial Expenses (Income), net

Financial expenses, net increased by $1.9 million, or 105%, to $0.1 million expenses for the three months ended March 31, 2026, from $1.8 million income for the three months ended March 31, 2025. The increase was primarily due to exchange rate differences.

### Provision for Income Taxes

Provision for income taxes increased by $1.1 million, or 83%, to $2.5 million for the three months ended March 31, 2026, from $1.3 million for the three months ended March 31, 2025, primarily due to increased tax liability related to income generated by our subsidiaries organized under the laws of Israel and the United Kingdom.

### Liquidity and Capital Resources

### Overview

Since our inception, we have financed our operations primarily through net cash provided by operating activities, equity issuances, and borrowings under our long-term debt arrangements. Our primary requirements for liquidity and capital are to finance working capital, capital expenditures and general corporate purposes. Our principal sources of liquidity are expected to be our cash on hand and borrowings available under our Revolving Credit Facility. As of March 31, 2026, we had no balance outstanding under the Revolving Credit Facility and the total revolving commitment of $25.0 million is available for future borrowings.

We believe that our net cash provided by operating activities, cash on hand, and availability under our Revolving Credit Facility will be adequate to meet our operating, investing, and financing needs for at least the next 12 months.Our future capital requirements will depend on many factors, including our revenue growth, the timing and extent of investments to support such growth, the expansion of sales and marketing activities, increases in general and administrative costs and many other factors as described under Part I, Item 1A. “Risk Factors” of our 2025 10-K, and “—Key Factors Affecting Our Performance.” above. In addition, our cash and cash equivalents are maintained at financial institutions in amounts that exceed federally insured limits. In the event of failure of any of the financial institutions where we maintain our cash and cash equivalents, there can be no assurance that we will be able to access uninsured funds in a timely manner or at all.

If necessary, we may borrow funds under our Revolving Credit Facility to finance our liquidity requirements, subject to customary borrowing conditions. To the extent additional funds are necessary to meet our long-term liquidity needs as we continue to execute our business strategy, we anticipate that they will be obtained through the incurrence of additional indebtedness, additional equity financings or a combination of these potential sources of funds; however, such financing may not be available on favorable terms, or at all. In particular, the current global economic volatility, including due to uncertainty around U.S. and foreign tariffs and other trade barriers, rising inflation and uncertainty with respect to interest rates, price increases and supply chain issues, deteriorating global political conditions and various other factors, has resulted in, and may continue to result in, significant disruption of global financial markets, reducing our ability to access capital. Our ability to access capital may also be impacted by political, economic, and military conditions in Israel, including the current security situation or any escalation of conflicts with Israel, and in other regions in which we operate, or changes in the business environment in those regions. If we are unable to raise additional funds when desired, our business, financial condition and results of operations could be adversely affected.

### Repurchase Program

In March 2025, the Board approved a new repurchase program (the “2025 Repurchase Program”), providing for repurchases up to a total of $15 million thereunder.

On November 7, 2025, pursuant to additional repurchase authority approved by the Board, the Company entered into a stock purchase agreement (the “2025 Stock Purchase Agreement” ) with Special Situations Investing Group II, LLC (the “Sellers”), pursuant to which the Company has repurchased 14,443,739 shares of Common Stock from the Sellers at a purchase price of $16,610,300, representing a price per share of $1.15 for each of the Company’s share of common stock, calculated on the basis of a 25% discount over the average daily VWAP over the 30-day period ending on November 5, 2025. In addition, the Board terminated the 2025 Repurchase Program.

During the three months ended March 31, 2026, the Company did not repurchase any shares of common stock.

### Credit Facilities

In January 2021, we entered into a credit agreement (as amended, the “Credit Agreement”) with one of our existing lenders, which provided for a senior secured term loan facility in the aggregate principal amount of $40.0 million (the “Term Loan Facility”) and a senior secured revolving credit facility in the aggregate principal amount of $10.0 million (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”), which thereafter were extended and amended to align our business needs and other developments. In December 2023, we refinanced all amounts outstanding under the then-existing Credit Agreement, and entered into a new amendment to the credit agreement (the “Fifth Amendment”) with an existing lender, which provides for an additional term loan facility of $3.5 million in addition to the existing $31.5 million in term loans outstanding immediately prior to the Fifth Amendment. Commitments under the Revolving Credit Facility decreased to $25.0 million.

In July 2024, we entered into an amendment to the Credit Agreement with an existing lender, in connection with our share repurchase program, which updated the aggregate amount of permitted Restricted Payments (as defined in the Credit Agreement, which term includes, among others, the repurchase of the Company’s outstanding common stock) and conditions for making such payments.

In March and October 2025, the Company entered into amendments to the Credit Agreement that, among other things, increased the aggregate amount of permitted Restricted Payments and modified the conditions applicable to such payments to facilitate the Company’s repurchases of securities. In November 2025, the Company entered into an additional amendment to the Credit Agreement to permit the Company to enter into certain strategic transactions, including an increase to the aggregate amount of Permitted Acquisitions (as defined in the Credit Agreement). In April 2026, the Company entered into a further amendment to the Credit Agreement that, among other things, reduced the aggregate amount of permitted Restricted Payments to zero and updated the amount of Permitted Acquisitions.

The amount available for borrowing under the Revolving Credit Facility is limited to a borrowing base, which is equal to the product of (a) 500% (which will automatically reduce to 350% on the date the Term Loan Facility is repaid in full), multiplied by (b) monthly Recurring Revenue for the most recently ended monthly period, multiplied by (c) the Retention Rate (in each case, as defined in the Credit Agreement).

The Revolving Credit Facility includes a sub-facility for letters of credit in the aggregate availability amount of $10.0 million and a swingline sub-facility in the aggregate availability amount of $5.0 million, each of which reduces borrowing availability under the Revolving Credit Facility

Following the effectiveness of the Fifth Amendment, borrowings under the Credit Facilities are subject to interest, determined as follows: (a) SOFR loans accrue interest at a rate per annum equal to Term SOFR (as defined in the Credit Agreement) plus 0.10% per annum plus a margin of 2.50% (the Adjusted Term SOFR (as defined in the Credit Agreement) is subject to a 1.00% floor), and (b) Alternative Base Rate ("ABR") loans (as defined in the Credit Agreement) accrue interest at a rate per annum equal to the ABR plus a margin of 1.50% (ABR is equal to the highest of (i) the prime rate and (ii) the Federal Funds Effective Rate plus 0.50%, subject to a 2.00% floor). As of March 31, 2026, the current rate of interest under the Credit Facilities was equal to a rate per annum of 6.30%, consisting of 3.70% (the 3-month SOFR rate as of March 31, 2026), 0.10% credit spread adjustment and the margin of 2.50%.

We are required to prepay amounts outstanding under the Term Loan Facility with 100% of the net cash proceeds of any indebtedness incurred by us or any of our subsidiaries other than certain permitted indebtedness. In addition, we are required to prepay amounts outstanding under the Credit Facilities with the net cash proceeds of any Asset Sale or Recovery Event (each as defined in the Credit Agreement), subject to certain limited reinvestment rights.

Amounts outstanding under the Credit Facilities may be voluntarily prepaid at any time and from time to time, in whole or in part, without premium or penalty.

All voluntary prepayments (other than ABR loans borrowed under the Revolving Credit Facility) must be accompanied by accrued and unpaid interest on the principal amount being prepaid and customary “breakage” costs, if any, with respect to prepayments of SOFR loans.

The Term Loan Facility is payable in consecutive quarterly installments on the last day of each fiscal quarter in an amount equal to (i) $0.4 million for installments payable on December 31, 2023 (deferred to January 9, 2024), through September 30, 2024, (ii) $0.7 million for installments payable on December 31, 2024 ($0.2 million of the amount deferred to January 2025), through September 30, 2025, and (iii) $1.3 million for installments payable on and after December 31, 2025. The remaining unpaid balance on the Term Loan Facility is due and payable on December 21, 2026, together with accrued and unpaid interest on the principal amount to be paid to, but excluding, the payment date. Amounts outstanding under the Credit Facilities may be voluntarily prepaid at any time and from time to time, in whole or in part, without premium or penalty.

Our obligations under the Credit Facilities are currently guaranteed by Kaltura Europe Limited, and are required to be guaranteed by all of our future direct and indirect subsidiaries other than certain excluded subsidiaries and immaterial foreign subsidiaries. Our obligations and those of Kaltura Europe Limited are, and the obligations of any future guarantors are required to be, secured by a first priority lien on substantially all of our respective assets.

The Credit Agreement contains a number of covenants that, among other things and subject to certain exceptions, restrict our ability, and the ability of our subsidiaries, to:

- create, issue, incur, assume, become liable in respect of or suffer to exist any debt or liens;
- consummate any merger, consolidation or amalgamation, or liquidate, wind up or dissolve, or dispose of all or substantially all of our or their respective property or business;
- dispose of property or, in the case of our subsidiaries, issue or sell any shares of such subsidiary’s capital stock;
- repay, prepay, redeem, purchase, retire or defease subordinated debt;
- declare or pay dividends or make certain other restricted payments;
- make certain investments;
- enter into transactions with affiliates;
- enter into new lines of business; and
- make certain amendments to our or their respective organizational documents or certain material contracts.

The Credit Agreement also contains certain financial covenants that require us to maintain (i) a minimum amount of Consolidated Adjusted EBITDA (as defined in the Credit Agreement) as of the last day of each fiscal quarter (the “Adjusted EBITDA Covenant”), and (ii) Liquidity (as defined in the Credit Agreement) of at least $20.0 million as of the last day of any calendar month. We were in compliance with these covenants as of March 31, 2026.

The Credit Agreement also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. In addition, the lenders under the Credit Facilities will be permitted to accelerate all outstanding borrowings and other obligations, terminate outstanding commitments and exercise other specified remedies upon the occurrence of certain events of default (subject to certain grace periods and exceptions), which include, among other things, payment defaults, breaches of representations and warranties, covenant defaults, certain cross-defaults and cross-accelerations to other indebtedness, certain events of bankruptcy and insolvency, certain judgments and Change of Control events (as defined in the Credit Agreement).

As of March 31, 2026, we had no balance outstanding under the Revolving Credit Facility and the total revolving commitment of $25.0 million remains available for future borrowings. As of March 31, 2026, we had approximately $27.8 million of borrowings outstanding under the Term Loan Facility.

### Cash Flows

The following table summarizes our cash flows for the periods presented:

*(in thousands)*

|  | Three Months Ended March 31, 2026 | 2025 |
| --- | ---: | ---: |
| Net cash provided by (used in) operating activities | $656 | $(1,047) |
| Net cash provided by investing activities | 31,429 | 2,246 |
| Net cash used in financing activities | (1,172) | (2,624) |
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (39) | 61 |
| Net increase (decrease) in cash, cash equivalents, and restricted cash | 30,874 | (1,364) |
| Cash, cash equivalents, and restricted cash at beginning of period | 27,621 | 33,159 |
| Cash, cash equivalents and restricted cash at end of period | $58,495 | $31,795 |

#### Operating Activities

Net cash provided by operating activities increased by $1.7 million for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025.

Net cash provided by operating activities of $0.7 million for three months ended March 31, 2026 was primarily due to $3.8 million incremental net loss, adjusted for non-cash charges of $7.7 million, and net cash outflows of $3.2 million due to changes in our operating assets and liabilities.

Non-cash charges primarily consisted of depreciation and amortization of $1.2 million, stock-based compensation expenses of $3.8 million, amortization of deferred contract acquisitions and fulfillment costs of $2.6 million ,and non-cash interest expense, net of $0.1 million. The main drivers of net cash outflows were a increase in trade receivables of $0.7 million, a decrease in deferred revenue of $6.8 million, an increase in deferred contract acquisition and fulfillment cost of $0.7 million and a net change in operating right-of-use asset and lease liability of $0.1 million partially offset by an increase in trade payables of $4.5 million, an aggregate increase in employees accruals, accrued expenses and other liabilities of $0.3 million, and a decrease of $0.1 million in prepaid expenses and other current assets.

Net cash used in operating activities of $1.0 million for three months ended March 31, 2025 was primarily due to $1.1 million incremental net loss, adjusted for non-cash charges of $8.5 million, and net cash outflows of $8.4 million due to changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $1.2 million, stock-based compensation expenses of $4.5 million, and amortization of deferred contract acquisitions and fulfillment costs of $2.9 million partially offset by non-cash interest income, net of $0.1 million. The main drivers of net cash outflows were derived from the changes in operating assets and liabilities and were related to a decrease in deferred revenue of $9.3 million, an aggregate increase in employees accruals, and accrued expenses and other liabilities of $3.5 million, an increase in trade receivables of $1.8 million, an increase of $1.3 million in prepaid expenses and other current assets and other assets, increase in deferred contract acquisition and fulfillment cost of $1.1 million and net change in operating lease right of use assets and lease liabilities of $0.2 million, partially offset by increase in trade payables of $5.2 million.

#### Investing Activities

Net cash provided by investing activities increased by $29.2 million for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.

Net cash provided by investing activities of $31.4 million for the three months ended March 31, 2026 was related mainly to proceeds from maturities of marketable securities of $31.8 million, partially offset by capitalized internal-use software development costs of $0.3 million, and $0.1 million of capital expenditures.

Net cash provided by investing activities of $2.2 million for the three months ended March 31, 2025 was related mainly to proceeds from maturities of marketable securities of $28.9 million, partially offset by purchases of marketable securities of $26.4 million, and $0.3 million of capital expenditures.

#### Financing Activities

Net cash used in financing activities decreased by $1.5 million for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.

Net cash used in financing activities of $1.2 million for the three months ended March 31, 2026 was primarily due to repayment of long-term loans of $1.3 million, offset by $0.1 million due to proceeds from the exercise of stock options.

Net cash used in financing activities of $2.6 million for the three months ended March 31, 2025 was primarily due to repurchase of common stock of $2.3 million, repayment of long-term loans of $0.9 million, and cash settlement of equity classified share-based payment awards of $0.9 million, offset by $1.5 million due to proceeds from the exercise of stock options.

### Contractual Obligations and Commitments

Our principal commitments consist of obligations under operating leases, purchase obligations with third-party providers for the use of cloud hosting and other services and outstanding debt. There were no material changes to our commitments and contractual obligations during the three months ended March 31, 2026 from the commitments and contractual obligations disclosed in Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations," of our 2025 10-K. For further information on our commitments and contractual obligations, refer to Note 8, Note 9 and Note 15 of the notes to our unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

### Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Our management believes that the estimates, judgment and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.

Our critical accounting policies and estimates were disclosed in Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations," of our 2025 10-K. There have been no significant changes to these policies and estimates during the three months ended March 31, 2026.

## Market risk

As filed, 3,429 characters.

We are exposed to market risk from changes in exchange rates, interest rates and inflation. All of these market risks arise in the ordinary course of business, as we do not engage in speculative trading activities. The following analysis provides additional information regarding these risks.

### Foreign Currency and Exchange Risk

Our revenue and expenses are primarily denominated in U.S. dollars. Our functional currency is the U.S. dollar. Our sales are mainly denominated in U.S. dollars and Euros. A significant portion of our operating costs are in Israel, consisting principally of salaries and related personnel expenses, and facility expenses, which are denominated in NIS. These foreign currency exposures give rise to market risk associated with exchange rate movements of the U.S. dollar against the NIS and Euros. Furthermore, we anticipate that a significant portion of our expenses will continue to be denominated in NIS as well as that a significant portion of our revenue will continue to be denominated in Euros.

To reduce the impact of foreign currency exchange risks associated with forecasted future cash flows and certain existing assets and liabilities and the volatility in our consolidated statements of operations, we established a hedging program. Currently, our hedging activity relates to U.S. dollar/NIS exchange rate exposure. We do not intend to enter into derivative instruments for trading or speculative purposes. We account for our derivative instruments as either assets or liabilities and carry them at fair value in the consolidated balance sheets. The accounting for changes in the fair value of the derivative depends on the intended use of the derivative and the resulting designation. Our hedging activities are expected to reduce but not eliminate the impact of currency exchange rate movements.

A hypothetical 10% change in foreign currency exchange rates applicable to our business would have had an impact on our results for the three months ended March 31, 2026, of $0.3 million due to NIS (after considering cash-flow hedges) and $1.4 million due to Euros.

### Interest Rate Risk

As of March 31, 2026, we had outstanding floating rate debt obligations of $27.8 million (consisting of the outstanding principal balance under our credit facilities). Accordingly, fluctuations in market interest rates may increase or decrease our interest expense which will, in turn, increase or decrease our net income and cash flow. We seek to manage exposure to adverse interest rate changes through our normal operating and financing activities. At this time, we do not use derivative instruments to mitigate our interest rate risk. A hypothetical 10% change in interest rates during the periods presented would have resulted in a change to interest expense of $0.1 million for the three months ended March 31, 2026.

### Impact of Inflation

While it is difficult to accurately measure the impact of inflation due to the imprecise nature of the estimates required, we do not believe inflation has had a material effect on our historical results of operations and financial condition. However, if our costs were to become subject to significant inflationary pressures, we may not be able to fully offset higher costs through price increases or other corrective measures, and our inability or failure to do so could adversely affect our business, financial condition, and results of operations.

## Controls and procedures

As filed, 1,625 characters.

### Limitations on effectiveness of controls and procedures

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

### Evaluation of disclosure controls and procedures

Our management, with the participation and supervision of our Chief Executive Officer and our Interim Principal Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q.

Based on such evaluation, our Chief Executive Officer and Interim Principal Financial Officer have concluded that as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

### Changes in internal control over financial reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Filed May 11, 2026.
Source: SEC EDGAR, the filing index for accession 0001628280-26-033466. Last ingested by Listed: Oct 30, 2026, 15:14 ET. No prices; not investment advice.