Shutterstock終止與Getty合併錄1.74億美元商譽減值 次季虧損1.56億美元

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Table of Contents                            

    

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 __________________________________________________________________________________________________ 
FORM 10-Q
 ___________________________________________________________________________________________ 
(Mark One)
☒   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
For the quarterly period ended June 30, 2026
or
☐         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from          to         
Commission File Number: 001-35669 
 _____________________________________________________________________
SHUTTERSTOCK, INC.
(Exact name of registrant as specified in its charter)
 ________________________________________________________
Delaware
80-0812659

(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)

350 Fifth Avenue, 20th Floor
New York, NY 10118
(Address of principal executive offices, including zip code)
(646) 710-3417
(Registrant’s telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year, if changed since last report)
 ______________________________________________________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act: 
Title of each class
Trading Symbol(s)Name of each exchange on which registered

Common Stock, $0.01 par value per share
SSTKNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   ☒ Yes   ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   ☒ Yes   ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒
Accelerated filer 
☐
Non-accelerated filer☐Smaller reporting company 
☐
Emerging growth company 
☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐Yes ☒No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of July 31, 2026, 36,947,684 shares of the registrant’s common stock, $0.01 par value per share, were outstanding. 

1

Table of Contents                            

Shutterstock, Inc.
FORM 10-Q
Table of Contents 
For the Quarterly Period Ended June 30, 2026

Page No.

PART I. FINANCIAL INFORMATION

Item 1.
Financial Statements (Unaudited)
4

Consolidated Balance Sheets
4

Consolidated Statements of Operations
5

Consolidated Statements of Comprehensive Income
6

Consolidated Statements of Stockholders’ Equity
7

Consolidated Statements of Cash Flows
8

Notes to Consolidated Financial Statements
9

Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
23

Item 3.
Quantitative and Qualitative Disclosures About Market Risk
40

Item 4.
Controls and Procedures
41

PART II. OTHER INFORMATION

Item 1.
Legal Proceedings
42

Item 1A.
Risk Factors
42

Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
42

Item 4.
Mine Safety Disclosures
42

Item 5.
Other Information
42

Item 6.
Exhibits
42

Signatures
44

2

Table of Contents                            

FORWARD-LOOKING STATEMENTS
 

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, particularly in the discussion under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” All statements other than statements of historical fact are forward-looking. Examples of forward-looking statements include, but are not limited to, statements regarding our guidance, industry prospects, future business, future results of operations or financial condition, future stock performance, our ability to consummate acquisitions and integrate the businesses we have acquired or may acquire into our existing operations, new or planned features, products or services, management strategies and our competitive position. You can identify many forward-looking statements by words such as “may,” “will,” “would,” “should,” “could,” “expects,” “aims,” “anticipates,” “believes,” “estimates,” “intends,” “plans,” “predicts,” “projects,” “seeks,” “potential,” “opportunities” and other similar expressions and the negatives of such expressions. However, not all forward-looking statements contain these words. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from those expressed or implied by the forward-looking statements. Such risks and uncertainties include, among others, risks related to our ability to continue to attract and retain customers of, and contributors to, our creative platform; competition in our industry; the effectiveness and efficiency of our marketing efforts; our ability to innovate technologically or develop, market and offer new products and services, or enhance existing technology and products and services; costs related to litigation or infringement claims, indemnification claims and the inability to prevent misuse of our content; our ability to increase market awareness of our brand and our existing and new products and services; pricing pressure, and increased service, indemnification and working capital requirements; expansion of our operations into new products, services and technologies; the impact of worldwide economic, political and social conditions; issues relating to the use of new and evolving technologies, such as AI; our ability to grow our revenues at historical rates; our ability to effectively expand, train, manage changes to and retain our sales force; our ability to effectively manage our growth; our ability to successfully make, integrate and maintain acquisitions and investments, risks related to our personnel; risks related to our use of independent contractors; the non-payment or late payment of amounts due to us and other payment-related risks; the potential impairment of our goodwill or intangible assets; the need to raise additional capital; risks related to our debt; our reliance on information technologies and systems and other risks related to our intellectual property and security vulnerabilities; our international operations and our continued expansion internationally; foreign exchange risk; risks related to regulatory and tax challenges; as well as those risks discussed under the caption “Risk Factors” in our most recently filed Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission (the “SEC”) on February 17, 2026 (our “2025 Form 10-K”) and in our consolidated financial statements, related notes, and the other information appearing elsewhere in the 2025 Form 10-K, this Quarterly Report on Form 10-Q and our other filings with the SEC. Given these risks and uncertainties, you should not place undue reliance on any forward-looking statements. The forward-looking statements contained in this Quarterly Report on Form 10-Q are made only as of the date hereof, and we do not intend, and, except as required by law, we undertake no obligation to update any forward-looking statements contained herein after the date of this report to reflect actual results or future events or circumstances. 

Unless the context otherwise indicates, references in this Quarterly Report on Form 10-Q to the terms “Shutterstock,” “the Company,” “we,” “our” and “us” refer to Shutterstock, Inc. and its subsidiaries. “Shutterstock,” “Shutterstock Editorial,” “Asset Assurance,” “Offset,” “Bigstock,” “Rex Features,” “PremiumBeat,” “TurboSquid,” “PicMonkey,” “Pattern89,” “Shotzr,” “Pond5,” “Splash News,” “Giphy,” “Shutterstock Studios,” “Shutterstock Editor,” “Shutterstock.AI,” “Creative Flow,” “Backgrid,” “Envato,” “Envato Elements,” “Photodune,” “Tuts+,” “Themeforest,” “Codecanyon,” “Audiojungle,” “Graphicriver,” “Videohive,” “3DOcean,” “Mixkit,” and “Placeit” and their logos are registered trademarks and are the property of Shutterstock, Inc. or one of our subsidiaries. All other trademarks, service marks and trade names appearing in this Quarterly Report on Form 10-Q are the property of their respective owners. 
3

Table of Contents                            

PART I.     FINANCIAL INFORMATION

Item 1.        Financial Statements.

Shutterstock, Inc.
Consolidated Balance Sheets
(In thousands, except par value amount)
(unaudited)
June 30,
December 31,

2026
2025

ASSETS
Current assets:
Cash and cash equivalents$133,208 $178,244 

Accounts receivable, net of allowance of $3,750 and $3,431
102,264 112,626 
Prepaid expenses and other current assets44,025 47,769 

Total current assets279,497 338,639 
Property and equipment, net61,237 62,553 
Right-of-use assets8,238 9,770 
Intangible assets, net192,073 215,673 
Goodwill400,025 574,614 
Deferred tax assets, net77,221 61,289 
Other assets73,986 93,398 
Total assets$1,092,277 $1,355,936 
LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable$12,982 $13,898 
Accrued expenses104,227 129,952 
Contributor royalties payable98,292 94,163 

Deferred revenue198,444 212,984 
Debt158,112 158,110 
Other current liabilities14,719 19,295 
Total current liabilities586,776 628,402 
Deferred tax liability, net1,323 1,134 
Long-term debt115,157 116,639 
Lease liabilities13,518 17,247 
Other non-current liabilities11,843 11,476 
Total liabilities728,617 774,898 
Commitments and contingencies (Note 15)

Stockholders’ equity:

Common stock, $0.01 par value; 200,000 shares authorized; 42,328 and 41,049 shares issued and 36,807 and 35,528 shares outstanding as of June 30, 2026 and December 31, 2025, respectively
422 410 
Treasury stock, at cost; 5,521 shares as of June 30, 2026 and December 31, 2025
(269,804)(269,804)
Additional paid-in capital536,627 520,018 
Accumulated other comprehensive loss(9,249)(4,754)
Retained earnings105,664 335,168 
Total stockholders’ equity363,660 581,038 
Total liabilities and stockholders’ equity$1,092,277 $1,355,936 

See Notes to Unaudited Consolidated Financial Statements.
4

Table of Contents                            

Shutterstock, Inc.
Consolidated Statements of Operations
(In thousands, except for per share data)
(unaudited)

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

2026
2025
2026
2025

Revenue$221,801 $266,990 $420,971 $509,610 

Operating expenses:
Cost of revenue93,787 105,994 188,575 206,882 
Sales and marketing48,008 57,077 96,354 110,436 
Product development17,574 20,754 36,979 40,619 
General and administrative43,930 48,434 111,515 106,741 
Goodwill impairment 173,738 — 173,738 — 
Total operating expenses377,037 232,259 607,161 464,678 
(Loss) / income from operations(155,236)34,731 (186,190)44,932 

Interest expense(3,833)(4,224)(7,593)(8,522)
Other (expense) / income, net(1,862)12,624 (16,523)27,139 
(Loss) / income before income taxes(160,931)43,131 (210,306)63,549 
(Benefit) / provision for income taxes(4,992)13,691 (6,798)15,421 
Net (loss) / income$(155,939)$29,440 $(203,508)$48,128 

(Losses) / Earnings per share:
Basic$(4.25)$0.84 $(5.63)$1.37 
Diluted$(4.25)$0.82 $(5.63)$1.35 

Weighted average common shares outstanding:
Basic36,70335,25736,12635,075
Diluted36,70335,95836,12635,642

See Notes to Unaudited Consolidated Financial Statements.
5

Table of Contents                            

Shutterstock, Inc.
Consolidated Statements of Comprehensive Income
(In thousands)
(unaudited)

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

2026
2025
2026
2025

Net (loss) / income$(155,939)$29,440 $(203,508)$48,128 
Foreign currency translation (loss) / gain (2,900)10,015 (4,495)14,312 

Other comprehensive (loss) / income(2,900)10,015 (4,495)14,312 
Comprehensive (loss) / income$(158,839)$39,455 $(208,003)$62,440 

 
See Notes to Unaudited Consolidated Financial Statements.
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Shutterstock, Inc.
Consolidated Statements of Stockholders’ Equity
(In thousands)
(unaudited)
Additional
Paid-in
CapitalAccumulated
Other
Comprehensive
(Loss) / IncomeRetained
Earnings
Common StockTreasury Stock
Three Months Ended June 30, 2026SharesAmountSharesAmountTotal
Balance at March 31, 202641,076 $410 5,521 $(269,804)$533,004 $(6,349)$274,817 $532,078 

Equity-based compensation— — — — 12,536 — — 12,536 

Issuance of common stock in connection with employee stock option exercises and RSU vesting1,796 17 — — (17)— — — 
Common shares withheld for settlement of taxes in connection with equity-based compensation(544)(5)— — (8,896)— — (8,901)

Cash dividends paid— — — — — — (13,214)(13,214)
Other comprehensive loss— — — — — (2,900)— (2,900)
Net loss— — — — — — (155,939)(155,939)
Balance at June 30, 202642,328 $422 5,521 $(269,804)$536,627 $(9,249)$105,664 $363,660 

Three Months Ended June 30, 2025
Balance at March 31, 202540,422 $403 5,521 $(269,804)$485,736 $(12,544)$343,389 $547,180 

Equity-based compensation— — — — 15,625 — — 15,625 

Issuance of common stock in connection with employee stock option exercises and RSU vesting627 6 — — (6)— — — 
Common shares withheld for settlement of taxes in connection with equity-based compensation(241)(2)— — (4,472)— — (4,474)

Cash dividends paid— — — — — — (11,623)(11,623)
Other comprehensive income— — — — — 10,015 — 10,015 
Net income— — — — — — 29,440 29,440 
Balance at June 30, 202540,808 $407 5,521 $(269,804)$496,883 $(2,529)$361,206 $586,163 

Six Months Ended June 30, 2026

Balance at December 31, 202541,049 $410 5,521 $(269,804)$520,018 $(4,754)$335,168 $581,038 

Equity-based compensation— — — — 25,908 — — 25,908 

Issuance of common stock in connection with employee stock option exercises and RSU vesting1,844 17 — — (17)— — — 
Common shares withheld for settlement of taxes in connection with equity-based compensation(565)(5)— — (9,282)— — (9,287)

Cash dividends paid— — — — — — (25,996)(25,996)
Other comprehensive income— — — — — (4,495)— (4,495)
Net income— — — — — — (203,508)(203,508)
Balance at June 30, 202642,328 $422 5,521 $(269,804)$536,627 $(9,249)$105,664 $363,660 

Six Months Ended June 30, 2025
Balance at December 31, 202440,395 $403 5,521 $(269,804)$468,390 $(16,841)$336,202 $518,350 

Equity-based compensation— — — — 33,509 — — 33,509 

Issuance of common stock in connection with employee stock option exercises and RSU vesting673 6 — — (6)— — — 
Common shares withheld for settlement of taxes in connection with equity-based compensation(260)(2)— — (5,010)— — (5,012)

Cash dividends paid— — — — — — (23,124)(23,124)
Other comprehensive income— — — — — 14,312 — 14,312 
Net income— — — — — — 48,128 48,128 
Balance at June 30, 202540,808 $407 5,521 $(269,804)$496,883 $(2,529)$361,206 $586,163 

See Notes to Unaudited Consolidated Financial Statements.
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Shutterstock, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(unaudited)

Six Months Ended
June 30,

2026
2025

CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) / income$(203,508)$48,128 
Adjustments to reconcile net (loss) / income to net cash provided by operating activities:
Depreciation and amortization45,120 45,282 

Deferred taxes(15,741)(6,798)
Non-cash equity-based compensation25,908 33,509 
Goodwill impairment 173,738 — 

Loss on impairment of long-term investment— 5,000 

Bad debt expense319 960 

Unrealized loss / (gain) on investments, net18,268 (31,288)
Changes in operating assets and liabilities:

Accounts receivable9,701 (55,674)
Prepaid expenses and other current and non-current assets1,592 22,757 

Accounts payable and other current and non-current liabilities(29,386)(14,587)

Contributor royalties payable5,084 9,780 

Deferred revenue(13,104)(4,986)
Net cash provided by operating activities$17,991 $52,083 

CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures(21,710)(22,120)

Cash received related to Giphy Retention Compensation477 861 

Acquisition of content(301)(4,978)

Security deposit receipt249 38 
Net cash used in investing activities$(21,285)$(26,199)

CASH FLOWS FROM FINANCING ACTIVITIES

Cash paid for settlement of employee taxes related to RSU vesting(10,848)(5,012)
Payment of cash dividends(25,996)(23,124)

Repayment of credit facility(1,563)(1,563)

Net cash used in financing activities$(38,407)$(29,699)

Effect of foreign exchange rate changes on cash(3,335)8,974 
Net (decrease) / increase in cash and cash equivalents(45,036)5,159 

Cash and cash equivalents, beginning of period178,244 111,251 
Cash and cash equivalents, end of period$133,208 $116,410 

Supplemental Disclosure of Cash Information:
Cash paid for income taxes $7,678 $14,689 
Cash paid for interest7,288 8,465 

See Notes to Unaudited Consolidated Financial Statements.
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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

(1) Summary of Operations
Summary of Operations
Shutterstock, Inc. (the “Company” or “Shutterstock”) is a leading global creative platform connecting brands and businesses to high quality content. 
The Company’s platform brings together users and contributors of content by providing readily-searchable content that customers pay to license and by compensating contributors as their content is licensed. Contributors upload their content to the Company’s web properties in exchange for royalty payments based on customer download activity. Beyond content, customers also leverage the Company’s platform to assist with the entire creative process from ideation through creative execution. 
 Digital content licensed to customers for their creative needs includes images, footage, music, and 3D models (the Company’s “Content” offering). Content revenues represent the majority of the Company’s business and are supported by the Company’s searchable creative platform and driven by the Company’s large contributor network.
In addition, customers have needs that are beyond traditional content license products and services. These include (i) licenses to metadata associated with the Company’s images, footage, music tracks and 3D models through the Company’s data offering, (ii) distribution and advertising services from the Company’s Giphy business, which consists of GIFs (graphics interchange format visuals) that serve as a critical ingredient in text- and message- based conversations and in contextual advertising settings, (iii) specialized solutions for high-quality content matched with production tools and services through Shutterstock Studios and (iv) other tailored white-glove services (collectively, the Company’s “Data, Distribution, and Services” offerings).
The Company’s Content offering includes:
•Images - consisting of photographs, vectors and illustrations. Images are typically used in visual communications, such as websites, digital and print marketing materials, corporate communications, books, publications and other similar uses. 
•Footage - consisting of video clips, premium footage filmed by industry experts and cinema grade video effects, available in HD and 4K formats. Footage is often integrated into websites, social media, marketing campaigns and cinematic productions. 
•Music - consisting of high-quality music tracks and sound effects, which are often used to complement images and footage. 
•3 Dimensional (“3D”) Models - consisting of 3D models, used in a variety of industries such as advertising, media and video production, gaming, retail, education, design and architecture. 
•Generative AI Content - consisting of images generated from algorithms trained with high-quality, ethically sourced content. Customers can generate images by entering a description of their desired content into model prompts.

(2) Terminated Merger Agreement with Getty Images
On January 6, 2025, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) to combine in a merger-of-equals transaction with Getty Images Holdings, Inc. (NYSE:GETY) (“Getty Images”) (such transaction referred to herein as the “Merger”). 
On June 30, 2026, Getty Images filed a Current Report on Form 8-K announcing that its Board of Directors unanimously resolved to terminate the Merger Agreement. The Merger Agreement was terminated on July 7, 2026.

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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

(3) Summary of Significant Accounting Policies
Basis of Presentation
The unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all information and footnotes required by GAAP for complete financial statements. 
The interim Consolidated Balance Sheet as of June 30, 2026, and the Consolidated Statements of Operations, Comprehensive Income and Stockholders’ Equity for the three and six months ended June 30, 2026 and 2025, and the Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025 are unaudited. The Consolidated Balance Sheet as of December 31, 2025, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures required by GAAP. These unaudited interim financial statements have been prepared on a basis consistent with the Company’s annual financial statements and, in the opinion of management, reflect all adjustments, which include all normal recurring adjustments necessary to fairly state the Company’s financial position as of June 30, 2026, and its consolidated results of operations, comprehensive income, stockholders’ equity and cash flows for the three and six months ended June 30, 2026 and 2025. The financial data and the other financial information disclosed in the notes to the financial statements related to these periods are also unaudited. The results of operations for the six months ended June 30, 2026 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2026 or for any other future annual or interim period.
These financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2025 included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on February 17, 2026. The unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain immaterial changes in presentation have been made to conform the prior period presentation to current period reporting. 
Use of Estimates
The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements. Actual results could differ from those estimates. Such estimates include, but are not limited to, the determination of the allowance for doubtful accounts, the volume of expected unused licenses for our subscription-based products, the assessment of recoverability of property and equipment, the fair value of acquired goodwill and intangible assets, the amount of non-cash equity-based compensation, the assessment of recoverability of deferred tax assets, the measurement of income tax and contingent non-income tax liabilities and the determination of the incremental borrowing rate used to calculate the lease liability. 
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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

Cash and Cash Equivalents
The Company’s cash and cash equivalents consist primarily of bank deposits. 
Accounts Receivable and Allowance for Doubtful Accounts
The Company’s accounts receivable consists of customer obligations due under normal trade terms, carried at their face value less an allowance for doubtful accounts, if required. The Company determines its allowance for doubtful accounts and credit losses based on an evaluation of (i) the aging of its accounts receivable considering historical receivables loss rates, (ii) on a customer-by-customer basis, where appropriate, and (iii) the economic environments in which the Company operates. 
For certain Data, Distribution, and Services transactions, the Company has $56.1 million of unbilled receivables of which $36.8 million are recorded in Accounts Receivable and $19.3 million are recorded in Other Assets, as of June 30, 2026.
During the six months ended June 30, 2026, the Company recorded bad debt expense of $0.3 million. As of June 30, 2026 and December 31, 2025, the Company’s allowance for doubtful accounts was approximately $3.8 million and $3.4 million, respectively. The allowance for doubtful accounts is included as a reduction of accounts receivable on the Consolidated Balance Sheets. 
The Company has certain customer arrangements that contain financing elements. Interest income earned from these financing receivables is recorded on the effective interest method and is included within interest income on the Consolidated Statements of Operations. As of June 30, 2026 and December 31, 2025, approximately $5.6 million and $9.8 million of financing receivables, respectively, were included in accounts receivable and other assets on the Consolidated Balance Sheets.
In addition, as of June 30, 2026 two customers accounted for approximately 16% and 12%, respectively, of the accounts receivable balance. As of December 31, 2025, one customer accounted for approximately 15% of the accounts receivable balance.
Chargeback and Sales Refund Allowance
The Company establishes a chargeback allowance and sales refund reserve allowance based on factors surrounding historical credit card chargeback trends, historical sales refund trends and other information. As of June 30, 2026 and December 31, 2025, the Company’s combined allowance for chargebacks and sales refunds was $0.2 million and $0.2 million, respectively, which was included as a component of other current liabilities on the Consolidated Balance Sheets. 
Revenue Recognition 
A significant portion of the Company’s revenue is earned from the license of content. Content licenses are generally purchased on a monthly or annual basis, whereby a customer pays for a predetermined quantity of content that may be downloaded over a specific period of time, or, on a transactional basis, whereby a customer pays for individual content licenses at the time of download. The Company also generates revenue from tools available through the Company’s platform.
For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price. The standalone selling price is determined based on the price at which the performance obligation is sold separately, or if not observable through past transactions, is estimated taking into account available information including internally approved pricing guidelines and pricing information of comparable products.
The Company recognizes revenue upon the satisfaction of performance obligations. The Company recognizes revenue on both its subscription-based and transaction-based products when content is downloaded by a customer, at which time the license is provided. In addition, for subscription-based products in which the Customer obtains an allotted number of digital assets to download, the Company estimates expected unused licenses and recognizes the revenue associated with the unused licenses as digital assets are downloaded and licenses are obtained for such content by the customer during the subscription period. The estimate of unused licenses is based on historical download activity and future changes in the estimate could impact the timing of revenue recognition of the Company’s subscription products. For unlimited download subscription-based products, the Company recognizes revenue in a manner that reflects estimated content download patterns during the subscription period. The estimate of content download patterns is based on historical download activities from the unlimited download products. Revenue associated with tools available through the Company’s platform is recognized on a straight-line basis over the subscription period. The Company expenses contract acquisition costs as incurred, to the extent that the amortization period would otherwise be one year or less. 
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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

For customers making electronic payments, collectability is probable at the time the order or contract is entered. A significant portion of the Company’s customers purchase products by making electronic payments with a credit card at the time of the transaction. Customer payments received in advance of revenue recognition are contract liabilities and are recorded as deferred revenue. Customers that do not pay in advance are invoiced and are required to make payments under standard credit terms. Collectability for customers who pay on credit terms allowing for payment beyond the date at which service commences, is based on a credit evaluation for certain new customers and transaction history with existing customers.
The Company recognizes revenue gross of contributor royalties because the Company is the principal in the transaction as it is the party responsible for the performance obligation and it controls the product or service before transferring it to the customer. The Company also licenses content to customers through third-party resellers. Third-party resellers sell the Company’s products directly to customers as the principal in those transactions. Accordingly, the Company recognizes revenue net of costs paid to resellers. 
The Company also reports revenue net of return and chargeback allowances. These allowances are based off historical trends when available. 

(4) Fair Value Measurements and Long-term Investments
Fair Value Measurements
The Company had no assets or liabilities requiring fair value hierarchy disclosures as of June 30, 2026 or December 31, 2025, except as noted below.
Other Fair Value Measurements
The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term nature of these instruments. Debt consists of principal amounts outstanding under our credit facility, which approximates fair value as underlying interest rates are reset regularly based on current market rates and is classified as Level 2. The Company’s non-financial assets, which include long-lived assets, intangible assets and goodwill, are not required to be measured at fair value on a recurring basis. However, if the Company is required to evaluate a non-financial asset for impairment, whether due to certain triggering events or because annual impairment testing is required, a resulting asset impairment would require that the non-financial asset be recorded at fair value. 
Long-term Investments
Investment in Meitu, Inc. (“Meitu”)
In 2018, the Company invested $15.0 million in convertible preferred shares issued by ZCool Technologies Limited (“ZCool”) (the “Preferred Shares”). ZCool’s primary business is the operation of an e-commerce platform in the People’s Republic of China (the “PRC”) whereby customers can pay to license content contributed by creative professionals. ZCool and its affiliates have been the exclusive distributor of Shutterstock content in China since 2014.
On March 27, 2024, ZCool was acquired by Meitu, and the Company’s Preferred Shares in ZCool were exchanged for $18.4 million of Meitu common shares, resulting in an investment carrying value increase of $3.4 million, which was recorded in Other income, net in the Consolidated Statement of Operations. Meitu’s primary business is the provision of online advertising and other internet value added services in the PRC, and its common shares are publicly traded on the Main Board of The Stock Exchange of Hong Kong Limited. This investment is recorded at fair value on a recurring basis, with changes in fair value being recorded in Other income, net in the Consolidated Statement of Operations. The investment is subject to a contractual sale restriction that limits the sale or transfer of the investment for a period of 3 years, ending March 2027. Its fair value level hierarchy and amount at June 30, 2026 are as follows (in thousands):

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

Level 1$21,368 $40,021 

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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

Other Long-Term Investments 
In connection with its Data, Distribution, and Services business, the Company may receive equity instruments in addition to cash for revenue contract consideration. As of June 30, 2026 and December 31, 2025, the Company had $30.5 million and $30.5 million, respectively, recorded in Other Assets in the Consolidated Balance Sheets from equity instruments received. The Company estimated the value of these equity instruments based on issuers’ recent market transactions at the time the instruments were received from the customers. The Company uses the measurement alternative for fair value since the equity instruments do not have readily determinable fair values and report the instruments at cost, adjusted for impairments or any observable price changes in ordinary transactions with identical or similar investments. 

(5) Property and Equipment
Property and equipment is summarized as follows (in thousands):
As of June 30, 2026As of December 31, 2025
Computer equipment and software$382,472 $394,200 
Furniture and fixtures10,539 11,046 
Leasehold improvements18,691 20,524 
Property and equipment411,702 425,770 
Less accumulated depreciation(350,465)(363,217)
Property and equipment, net$61,237 $62,553 

Depreciation and amortization expense related to property and equipment was $10.9 million and $10.9 million for the three months ended June 30, 2026 and 2025, respectively, and $21.8 million and $21.5 million for the six months ended June 30, 2026 and 2025, respectively. Cost of revenues included depreciation and amortization expense of $10.6 million and $10.6 million for the three months ended June 30, 2026 and 2025, respectively, and $21.2 million and $20.9 million for the six months ended June 30, 2026 and 2025, respectively. General and administrative expense included depreciation and amortization expense of $0.3 million and $0.3 million for the three months ended June 30, 2026 and 2025, respectively, and $0.5 million and $0.6 million for the six months ended June 30, 2026 and 2025, 
Depreciation and amortization expense is included in cost of revenue and general and administrative expense in the Consolidated Statements of Operations based on the nature of the asset being depreciated.
Capitalized Internal-Use Software
The Company capitalized costs related to the development of internal-use software of $10.1 million and $11.3 million for the three months ended June 30, 2026 and 2025, respectively, and $20.6 million and $20.3 million for the six months ended June 30, 2026 and 2025, respectively. Capitalized amounts are included as a component of property and equipment under computer equipment and software on the Consolidated Balance Sheets. 
The portion of total depreciation expense related to capitalized internal-use software was $10.4 million and $10.3 million for the three months ended June 30, 2026 and 2025, respectively, and $20.8 million and $20.4 million for the six months ended June 30, 2026 and 2025, respectively. Depreciation expense related to capitalized internal-use software is included in cost of revenue in the Consolidated Statements of Operations. 
As of June 30, 2026 and December 31, 2025, the Company had capitalized internal-use software of $57.6 million and $57.7 million, respectively, net of accumulated depreciation, which was included in property and equipment, net.

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Shutterstock, Inc.
Notes to Consolidated Financial Statements 
(unaudited)

(6) Goodwill and Intangible Assets 
Goodwill
 The Company’s goodwill balance is tested for impairment annually on October 1 or upon a triggering event. 
As of June 30, 2026, management determined that Getty Image's termination of the Merger Agreement which was announced after the market close on June 30, 2026 resulted in a triggering event and required the performance of a quantitative goodwill impairment test for its single reporting unit. The Company estimated the fair value of its single reporting unit using a market approach to be $363.7 million based on the Company’s market capitalization and a 10% control premium. Due to the post-market close announcement of the merger termination, the Company utilized an average of the Company’s market capitalization from July 1, 2026 to July 13, 2026, as that was determined to most appropriately reflect the impact of the termination of the M