Digital Turbine首季收入增26.8% 經營利潤轉正 虧損收窄至1133萬美元

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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

Commission File Number 001-35958

DIGITAL TURBINE, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
22-2267658

(State or Other Jurisdiction of
Incorporation or Organization)(I.R.S. Employer
Identification No.)
110 San Antonio Street, Suite 160, Austin, TX
78701

(Address of Principal Executive Offices)(Zip Code)

(512) 387-7717
(Registrant’s Telephone Number, Including Area Code)
Securities Registered Pursuant to Section 12(b) of the Act:

Common Stock, Par Value $0.0001 Per Share
APPS
The Nasdaq Stock Market LLC
(NASDAQ Capital Market)
(Title of Class)(Trading Symbol)(Name of Each Exchange on Which Registered)

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 ☒
As of July 31, 2026, the Company had 121,016,250 shares of its common stock, $0.0001 par value per share, outstanding.

DIGITAL TURBINE, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED June 30, 2026
TABLE OF CONTENTS

PART I
FINANCIAL INFORMATION
3

ITEM 1.
CONSOLIDATED FINANCIAL STATEMENTS
3

CONDENSED CONSOLIDATED BALANCE SHEETS
3

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
5

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
7

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
8

ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
23

ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
32

ITEM 4.
CONTROLS AND PROCEDURES
32

PART II
OTHER INFORMATION
33

ITEM 1.
LEGAL PROCEEDINGS
33

ITEM 1A.
RISK FACTORS
33

ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
33

ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
33

ITEM 4.
MINE SAFETY DISCLOSURES
33

ITEM 5.
OTHER INFORMATION
33

ITEM 6.
EXHIBITS
34

SIGNATURES
34

Table of Contents

PART I - FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

Digital Turbine, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except par value and share amounts)
(Unaudited)

June 30, 2026March 31, 2026

ASSETS
Current assets
Cash, cash equivalents, and restricted cash$43,206 $37,960 

Accounts receivable, net263,063 251,240 
Prepaid expenses6,734 6,060 
Value-added tax receivable3,192 4,461 
Other current assets17,077 12,149 
Total current assets333,272 311,870 
Property and equipment, net48,173 49,111 
Right-of-use assets8,145 7,739 
Intangible assets, net208,485 217,448 
Goodwill222,909 223,053 

Other non-current assets22,509 32,433 
TOTAL ASSETS$843,493 $841,654 

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable$150,866 $132,807 
Accrued revenue share85,755 87,215 
Accrued compensation12,310 22,408 
Acquisition purchase price liabilities436 436 
Current portion of long-term debt9,375 7,031 
Other current liabilities17,852 14,671 
Total current liabilities276,594 264,568 
Long-term debt, net343,488 353,932 
Derivative liabilities12,963 2,164 
Deferred tax liabilities, net14,531 15,818 
Other non-current liabilities5,325 4,838 
Total liabilities652,901 641,320 
Commitments and contingencies (Note 13)

Stockholders’ equity

Series A convertible preferred stock, $0.0001 par value; 2,000,000 shares authorized, 100,000 issued and outstanding (liquidation preference of $1)
100 100 

Common stock, $0.0001 par value: 200,000,000 shares authorized; 121,694,163 issued and 120,936,038 outstanding at June 30, 2026; 121,073,328 issued and 120,315,203 outstanding at March 31, 2026
10 10 
Additional paid-in capital971,823 969,062 
Treasury stock, (758,125 shares at June 30, 2026, and March 31, 2026)
(71)(71)
Accumulated other comprehensive loss(52,940)(51,766)
Accumulated deficit(728,330)(717,001)
Total stockholders’ equity190,592 200,334 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$843,493 $841,654 

The accompanying notes are an integral part of these condensed consolidated financial statements.
3

Table of Contents

Digital Turbine, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
(in thousands, except per share amounts)
(Unaudited)

Three Months Ended June 30,

20262025
Net revenue$165,983 $130,926 
Costs of revenue and operating expenses
Revenue share71,048 58,138 
Other direct costs of revenue12,964 10,804 
Product development10,590 10,147 
Sales and marketing15,333 13,589 
General and administrative32,987 42,909 

Total costs of revenue and operating expenses142,922 135,587 
Income (loss) from operations23,061 (4,661)
Interest and other expense, net

Interest expense, net(12,890)(9,954)

Unrealized loss on derivatives(10,799)— 
Foreign exchange transaction gain (loss)681 (914)

Other expense, net(9,094)(668)
Total interest and other expense, net(32,102)(11,536)
Loss before taxes(9,041)(16,197)
Income tax expense (benefit)2,288 (2,093)
Net loss(11,329)(14,104)

Other comprehensive income (loss)
Foreign currency translation gain (loss)(1,174)4,200 
Comprehensive loss$(12,503)$(9,904)

Net loss per share
Basic$(0.09)$(0.13)
Diluted$(0.09)$(0.13)
Weighted average common shares outstanding
Basic120,672 106,627 
Diluted120,672 106,627 

The accompanying notes are an integral part of these condensed consolidated financial statements.
4

Table of Contents

Digital Turbine, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)

Three Months Ended June 30,
20262025

Cash flows from operating activities
Net loss$(11,329)$(14,104)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization16,805 23,337 
Amortization of debt discount, issuance costs, and exit and duration fees1,600 1,154 

Provision for credit losses on accounts receivable277 788 
Unrealized loss on derivatives10,799 — 
Stock-based compensation expense2,448 6,267 

Fair value adjustment to non-marketable equity securities9,281 — 
Foreign exchange transaction loss (gain)(681)914 

Non-cash lease expense869 790 
Change in deferred income taxes
(1,259)797 

Changes in operating assets and liabilities:
Accounts receivable(12,228)(22,917)
Prepaid expenses(681)595 
Value-added tax receivable1,279 (368)
Other current assets(4,612)(727)
Right-of-use assets— (141)
Other non-current assets278 291 

Accounts payable18,054 (26,939)
Accrued revenue share(1,457)44,493 
Accrued compensation(10,057)2,112 
Other current liabilities(1,597)(6,276)

Other non-current liabilities70 (1,278)

Net cash provided by operating activities17,859 8,788 
Cash flows from investing activities

Proceeds from sale of assets4,700 — 
Capital expenditures(6,679)(7,616)
Net cash used in investing activities(1,979)(7,616)
Cash flows from financing activities

Payment of original debt discount(5,000)— 
Payment of debt issuance costs— (9,298)
Payment of deferred business acquisition consideration— (534)
Repayment of debt obligations(4,700)(40)

Payment of withholding taxes for net share settlement of equity awards(271)(144)
Proceeds from options exercised281 1,560 
Net cash used in financing activities(9,690)(8,456)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash(944)1,332 
Net change in cash, cash equivalents, and restricted cash5,246 (5,952)
Cash, cash equivalents, and restricted cash, beginning of period37,960 40,084 
Cash, cash equivalents, and restricted cash, end of period$43,206 $34,132 

5

Table of Contents

Digital Turbine, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)

Three Months Ended June 30,

20262025

Reconciliation of cash, cash equivalents, and restricted cash
Cash and cash equivalents$42,930 $33,427 
Restricted cash276705
Total cash, cash equivalents, and restricted cash$43,206 $34,132 

Supplemental disclosure of cash flow information
Interest paid$11,585 $8,665 
Income taxes paid$7,506 $3,066 

Supplemental disclosure of non-cash investing and financing activities
Assets acquired not yet paid$128 $326 

Stock-based compensation included in capitalized software development costs$303 $557 
Fair value of unpaid contingent consideration in connection with business acquisitions$— $644 

The accompanying notes are an integral part of these condensed consolidated financial statements.
6

Table of Contents

Digital Turbine, Inc. and Subsidiaries
Condensed Consolidated Statements of Stockholders’ Equity
(in thousands, except share counts)
(Unaudited)

For the Three Months Ended June 30, 2026
Common Stock
SharesAmountPreferred Stock
SharesAmountTreasury Stock
SharesAmountAdditional
Paid-In
CapitalAccumulated
Other
Comprehensive
LossAccumulated
DeficitTotal
Balance at March 31, 2026120,315,203 $10 100,000 $100 758,125 $(71)$969,062 $(51,766)$(717,001)$200,334 
Net loss— — — — — — — — (11,329)(11,329)
Foreign currency translation— — — — — — — (1,174)— (1,174)

Shares issued:
Exercise of stock options94,568 — — — — — 281 — — 281 
Issuance of restricted shares and vesting of restricted units, net of share settlements for tax withholdings526,267 — — — — — (271)— — (271)

Stock-based compensation expense— — — — — — 2,751 — — 2,751 

Balance at June 30, 2026120,936,038 $10 100,000 $100 758,125 $(71)$971,823 $(52,940)$(728,330)$190,592 

For the Three Months Ended June 30, 2025
Common Stock
SharesAmountPreferred Stock
SharesAmountTreasury Stock SharesAmountAdditional
Paid-In
CapitalAccumulated
Other
Comprehensive
LossAccumulated
DeficitTotal
Balance at March 31, 2025105,977,642 $10 100,000 $100 758,125 $(71)$892,665 $(51,304)$(679,269)$162,131 
Net loss
— — — — — — — — (14,104)(14,104)
Foreign currency translation— — — — — — — 4,200 — 4,200 
Shares issued:
Exercise of stock options926,215 — — — — — 1,560 — — 1,560 
Issuance of restricted shares and vesting of restricted units, net of share settlements for tax withholdings1,008,970 — — — — — (144)— — (144)

Stock-based compensation expense— — — — — — 6,824 — — 6,824 

Balance at June 30, 2025107,912,827 $10 100,000 $100 758,125 $(71)$900,905 $(47,104)$(693,373)$160,467 

The accompanying notes are an integral part of these condensed consolidated financial statements.
7

Table of Contents

Digital Turbine, Inc. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(in thousands, except share and per share amounts)

Note 1—Description of Business
Digital Turbine, Inc., through its subsidiaries (collectively “Digital Turbine,” or the “Company”), is a leading independent mobile growth platform that levels up the landscape for advertisers, publishers, carriers, and device original equipment manufacturers (“OEMs”). The Company offers end-to-end products and solutions leveraging proprietary technology to all participants in the mobile application ecosystem, enabling brand discovery and advertising, user acquisition and engagement, and operational efficiency for advertisers. In addition, the Company’s products and solutions provide monetization opportunities for OEMs, carriers, and application (“app” or “apps”) publishers and developers.

Note 2—Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Consolidation
The accompanying condensed consolidated financial statements are prepared and presented in accordance with United States of America generally accepted accounting principles (“GAAP”) and the reporting regulations of the Securities and Exchange Commission (the “SEC”). They do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements include the accounts of Digital Turbine, Inc. and the accounts of its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. 
The interim financial information is unaudited, but reflects all normal adjustments that are, in our opinion, necessary to provide a fair statement of results for the interim periods presented. This interim information should be read in conjunction with the Company’s audited financial statements and related notes included in its Annual Report on Form 10-K for the fiscal year ended March 31, 2026.
Revision of Prior Period Financial Statements
During the preparation of the Company's condensed consolidated financial statements as of and for the three months ended June 30, 2026, the Company identified an immaterial error related to certain liabilities recognized in connection with a prior business combination. These liabilities were previously presented within other current liabilities and other non-current liabilities in the consolidated balance sheet as of March 31, 2026 and 2025. Upon further evaluation, the Company concluded that the liabilities did not meet the recognition criteria under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification ("ASC") Topic 805, Business Combinations, and therefore should not have been recognized as assumed liabilities as part of the acquisition accounting. The corresponding offset would have decreased goodwill, which was subsequently included in the impairment charge recognized during the year ended March 31, 2024. The correction of this error reduced other current liabilities by $3,731 and other non-current liabilities by $4,442 as of March 31, 2026 and 2025, resulting in a total decrease in liabilities of $8,173. The corresponding adjustment decreased accumulated deficit, and as a result, increased total stockholders' equity, by $8,173. The correction of this error did not impact the Company's previously reported cash flows or compliance with debt covenants and was not material to the previously reported interim and annual results of operations.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses during the reporting period. Significant estimates and assumptions reflected in the financial statements include: 
•revenue recognition, including the determination of gross versus net revenue reporting, 
•allowance for credit losses, 
•stock-based compensation, 
•fair value of acquired intangible assets and goodwill, 
•useful lives of acquired intangible assets and property and equipment, 
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•incremental borrowing rates for right-of-use assets and lease liabilities, 
•fair value of derivative liabilities, and 
•tax valuation allowances. 
These estimates are based on information available as of the date of the financial statements; therefore, actual results could differ materially from management’s estimates using different assumptions or under different conditions.
In light of ongoing macroeconomic uncertainty due to global events such as the conflicts in Israel, Gaza, Lebanon, Syria, Iran, Russia and Ukraine, inflation, disruptions in supply chains, including the continued global memory chip shortage resulting from high artificial intelligence (“AI”) demand, recessionary concerns impacting the markets in which the Company operates, geopolitical tensions with China, and others, management has considered the potential impacts on the Company’s critical and significant accounting estimates. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates or judgments or revise the carrying value of its assets or liabilities as a result of such factors. Management's estimates may change as new events occur and additional information is obtained. Actual results could differ from estimates and any such differences may be material to the Company’s condensed consolidated financial statements.
Summary of Significant Accounting Policies
There have been no significant changes to the Company’s significant accounting policies as described in Note 2—Basis of Presentation and Summary of Significant Accounting Policies, of the notes to the consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended March 31, 2026.
Recent Accounting Pronouncements Issued and Adopted
In July 2025, the FASB issued Accounting Standards Update (“ASU”) 2025-05 Measurement of Credit Losses for Accounts Receivable and Contract Assets ("ASU 2025-05") amending the guidance around estimation of credit losses on current accounts receivable and current contract assets to allow entities to elect a practical expedient to assume that the current conditions as of the balance sheet date will remain unchanged for the remaining life of the asset when developing a reasonable and supportable forecast. The Company adopted the ASU 2025-05, effective April 1, 2026, on a prospective basis and elected the practical expedient. The adoption did not have a material impact on the Company's condensed consolidated financial statements.
Recent Accounting Pronouncements Issued and Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires disaggregated disclosures, in the notes to the consolidated financial statements, of certain categories of expenses that are included in expense line items on the face of the income statement. The amendments will be effective for annual periods beginning December 15, 2026, and interim periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2024-03 and expects that its adoption will result in additional disclosures in its consolidated financial statements.
 In September 2025, the FASB issued ASU 2025-06 Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06") amending existing internal-use software guidance, changing the timing and thresholds for capitalizing these software costs. ASU 2025-06 is effective for annual reporting periods beginning after December 15, 2027, with early adoption permitted and can be applied on either a prospective, modified, or retrospective basis. The Company is currently evaluating ASU 2025-06 to determine its impact on the consolidated financial statements.
In December 2025, the FASB issued ASU 2025-11 Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”), which clarifies the guidance in ASC Topic 270 Interim Reporting to improve the consistency of interim financial reporting. ASU 2025-11 provides a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-11.
In December 2025, the FASB issued ASU 2025-12, Codification Improvements (“ASU 2025-12”) to address 
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suggestions received from stakeholders on the ASC and to make other incremental improvements to U.S. GAAP. The update represents changes to the ASC that clarify, correct errors in or make other improvements to a variety of topics that are intended to make it easier to understand and apply. The amendments to this update are effective for fiscal years beginning after December 15, 2026 and interim periods within those annual reporting periods. The Company is currently evaluating the impact that the updated standard will have on its financial statements.

Note 3—Fair Value Measurements
Equity Securities Without Readily Determinable Fair Values
Occasionally, the Company may purchase certain non-marketable equity securities for strategic reasons. The Company did not make any such investments during the three months ended June 30, 2026 or in either of the years ended March 31, 2026 or 2025.
As of June 30, 2026 and March 31, 2026, the carrying value of the Company’s investments in equity securities without readily determinable fair values totaled $17,978 and $27,594, respectively, and is included in other non-current assets in the condensed consolidated balance sheet. These equity securities without readily determinable fair values represent the Company’s strategic investments in alternative app stores.
As the non-marketable equity securities are investments in privately held companies without a readily determinable fair value, the Company applied the principles of FASB ASC Topic 321-10, Investments - Equity Securities, and elected the measurement alternative to account for these investments. Under the measurement alternative, the carrying value of the non-marketable equity securities is adjusted based on price changes from observable transactions of identical or similar securities of the same issuer or for impairment. Any changes in carrying value are recorded within other expense, net in the Company's condensed consolidated statements of operations and comprehensive income (loss). During the three months ended June 30, 2026, the Company identified an observable transaction indicating a decline in fair value for one of its strategic equity investments and recorded a non-cash adjustment to fair value of $9,281 accordingly. The Company did not make any adjustments to the carrying value of equity securities without readily determinable fair values during the three months ended June 30, 2025.
Fair Value Measurements
The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:
Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2. Significant other inputs that are directly or indirectly observable in the marketplace.
Level 3. Significant unobservable inputs which are supported by little or no market activity.
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Fair Value Measurements at June 30, 2026 
Using
Quoted Prices in Active Markets for Identical AssetsSignificant Other Observable Inputs 
Significant Unobservable Inputs 

(Level 1)
(Level 2)(Level 3)

Assets:
Other non-current assets:
Investments in common stock$164 $— $— 

Liabilities: 
Derivative liabilities: 
Warrant instruments$— $12,963 $— 

Fair Value Measurements at March 31, 2026 Using
Quoted Prices in Active Markets for Identical AssetsSignificant Other Observable Inputs 
Significant Unobservable Inputs 

(Level 1)
(Level 2)(Level 3)

Assets:

Other non-current assets:

Investments in common stock
$164 $— $— 

Liabilities: 

Derivative liabilities: 

Warrant instruments
$— $2,164 $— 

As of June 30, 2026 and March 31, 2026, the carrying value of our long-term debt approximates its estimated fair value as the interest rate on the debt agreements is adjusted for changes in the market rates. See Note 9—Debt for additional information regarding our debt.
The fair value of our non-financial assets and liabilities, which include goodwill, intangible assets, property and equipment, non-marketable equity securities, as described above, and contingent consideration are measured on a non-recurring basis. Fair value adjustments are made in the period an impairment charge is recognized. During the three months ended June 30, 2026, the Company recorded a non-cash fair value adjustment of $9,281 to a certain non-marketable equity security. The fair value of our reporting units is classified as Level 3 within the fair value hierarchy due to the significant unobservable inputs developed using company-specific information. 

Note 4—Segment Information
Operating segments are identified as components of an enterprise for which separate discrete financial information is available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The Company has determined that its Chief Executive Officer is the CODM. The Company reports its results of operations through the following two segments, each of which represents an operating and reportable segment, as follows:
•On Device Solutions (“ODS”) - This segment generates revenue from the delivery of mobile application media or content to end users with solutions for all participants in the mobile application ecosystem that want to connect with end users and consumers who hold the device. This includes mobile carriers and device OEMs that participate in the app economy, app publishers and developers, and brands and advertising agencies. This segment's product offerings are enabled through relationships with mobile device carriers and OEMs.
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•App Growth Platform (“AGP”) - AGP customers are primarily advertisers and publishers, and the segment provides platforms that allow mobile app publishers and developers to monetize their monthly active users via display, native, and video advertising. The AGP platforms allow demand side platforms (“DSPs”), advertisers, agencies, and publishers to buy and sell digital ad impressions, primarily through programmatic, real-time bidding auctions and, in some cases, through direct-bought/sold advertiser budgets. The segment also provides brand and performance advertising products to advertisers and agencies. 
The Company’s CODM evaluates the performance of the segments and makes resource allocation decisions based on segment net revenue and segment profit. The Company’s CODM regularly reviews the revenue share by segment and treats it as a significant segment expense.
Segment net revenue and revenue share are exclusive of certain activities and expenses that are not allocated to specific segments and are reported on a consolidated basis. In addition, operating expenses are evaluated on a consolidated basis and are not disaggregated or analyzed by segment within the Company’s internal reporting, as shown in the reconciling table below.

A summary of segment information follows:

Three Months Ended June 30, 2026Three Months Ended June 30, 2025
Net RevenueRevenue ShareSegment ProfitNet Revenue
Revenue Share
Segment Profit

ODS$109,996 $60,131 $49,865 $95,448 $52,694 $42,754 
AGP56,596 11,526 45,070 36,292 6,258 30,034 
Elimination(609)(609)— (814)(814)— 
Consolidated$165,983 $71,048 $94,935 $130,926 $58,138 $72,788 

Three Months Ended June 30,
20262025
Segment profit$94,935 $72,788 
Other direct costs of revenue12,964 10,804 
Product development10,590 10,147 
Sales and marketing15,333 13,589 
General and administrative32,987 42,909 

   Income (loss) from operations$23,061 $(4,661)

The reporting package provided to the Company’s CODM does not include the measure of assets by segment, as that information is not reviewed by the CODM when assessing segment performance or allocating resources.

Geographic Area Information
The Company’s segments operate in the following regions: the U.S. and Canada, Europe, the Middle East and Africa (“EMEA”), Asia Pacific and China (“APAC”), and Mexico, Central America and South America (“LATAM”). 
Long-lived assets, excluding deferred tax assets, by region follow:

Property and Equipment, NetRight-of-Use AssetIntangible Assets, Net
June 30, 2026March 31, 2026June 30, 2026
March 31, 2026
June 30, 2026
March 31, 2026

U.S. and Canada$46,196 $46,489 $3,268 $2,096 $86,573 $90,347 
EMEA1,930 2,575 4,661 5,364 118,428 123,509 
APAC47 47 216 279 3,484 3,592 
Total$48,173 $49,111 $8,145 $7,739 $208,485 $217,448 

The Company had no significant long-lived assets in LATAM as of June 30, 2026 and March 31, 2026.
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Net revenue by geography is based on the billing addresses of the Company’s customers and a reconciliation of disaggregated revenue by segment follows:

Three Months Ended June 30, 2026Three Months Ended June 30, 2025
ODSAGPConsolidatedODS
AGP
Consolidated

U.S. and Canada
$38,048 $24,056 $62,104 $37,218 $16,313 $53,531 
EMEA30,164 13,362 43,526 26,003 11,431 37,434 
APAC39,642 19,175 58,817 31,051 8,391 39,442 
LATAM2,142 3 2,145 1,176 157 1,333 
Elimination— — (609)— — (814)
Total
$109,996 $56,596 $165,983 $95,448 $36,292 $130,926 

Note 5—Goodwill and Intangible Assets
Goodwill
Changes in the carrying amount of goodwill by segment for the three months ended June 30, 2026 were as follows:

ODSAGPTotal

Goodwill as of March 31, 2026
$80,176 $142,877 $223,053 

Foreign currency translation— (144)(144)
Goodwill as of June 30, 2026
$80,176 $142,733 $222,909 

Accumulated goodwill impairment on our condensed consolidated balance sheet was $336,640 at both June 30, 2026 and March 31, 2026.
Intangible Assets
The components of intangible assets, net as of June 30, 2026 and March 31, 2026 were as follows:

As of June 30, 2026

Weighted-Average Remaining Useful LifeCostAccumulated AmortizationNet
Customer relationships10.13 years$137,693 $(50,940)$86,753 
Developed technology2.14 years145,467 (104,376)41,091 

Publisher relationships14.67 years109,536 (28,895)80,641 
Total$392,696 $(184,211)$208,485 

As of March 31, 2026

Weighted-Average Remaining Useful LifeCostAccumulated AmortizationNet
Customer relationships10.36 years$137,836 $(48,670)$89,166 
Developed technology2.38 years145,487 (99,268)46,219 
Publisher relationships14.92 years109,542 (27,479)82,063 
Total$392,865 $(175,417)$217,448 

The Company recorded amortization expense of $8,866 and $13,451 during the three months ended June 30, 2026 and 2025, respectively, in general and administrative expenses on the condensed consolidated statements of operations and comprehensive income (loss). 
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As of June 30, 2026, estimated amortization expense for future fiscal years is expected to be as follows:

Fiscal year 2027 (remaining nine months)$26,551 
Fiscal year 202835,401 
Fiscal year 202918,447 
Fiscal year 203014,645 
Fiscal year 203114,473 
Thereafter98,968 
Total$208,485 

The expected amortization expense is an estimate. Actual amounts of amortization expense may differ from estimated amounts due to additional intangible asset acquisitions, changes in foreign currency exchange rates, impairment of intangible assets, future changes to expected asset lives of intangible assets and other events.

Note 6—Accounts Receivable
Accounts receivable consisted of the following:

June 30,March 31,

20262026

Billed$172,720 $159,381 
Unbilled99,080 100,342 
Allowance for credit losses(8,737)(8,483)
Accounts receivable, net$263,063 $251,240 

All unbilled receivables as of June 30, 2026 are expected to be billed and collected, subject to the allowance for credit losses, within twelve months.
Allowance for Credit Losses

The changes to the allowance for credit losses on accounts receivable for the three months ended June 30, 2026 were as follows:

Allowance for credit losses as of March 31, 2026$8,483 
Provision for credit losses277 
Write-offs(23)
Allowance for credit losses as of June 30, 2026$8,737 

The Company recorded $277 and $788 of credit loss expense during the three months ended June 30, 2026 and 2025, respectively. The provision for credit loss expense is reported in general and administrative expenses on the condensed consolidated statements of operations and comprehensive income (loss).

Note 7—Property and Equipment
 Property and equipment, including software, consisted of the following:

June 30,March 31,

20262026

Computer equipment
$8,133 $8,478 
Developed software154,755 147,399 
Furniture and fixtures1,380 1,378 
Leasehold improvements3,649 3,668 
167,917 160,923 
Accumulated depreciation(119,744)(111,812)
Property and equipment, net$48,173 $49,111 

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Depreciation and amortization expense for the three months ended June 30, 2026 and 2025 were as follows:

Three Months Ended June 30,
20262025
Other direct cost of revenue(1)
$— $283 
Product development3 9 
General and administrative expenses7,936 9,593 
Depreciation and amortization expense$7,939 $9,885 

____________
(1) Amounts represent amortization of internally developed software to be sold, leased or otherwise marketed.
Cloud Computing Arrangements
The net carrying value of capitalized implementation costs related to cloud computing arrangements that were incurred during the application development stage were as follows:

June 30,March 31,
20262026
Current$1,233 $1,233 
Non-current2,959 3,267 
Cloud computing arrangements, net of accumulated amortization$4,192 $4,500 

The current amount is reported in other current assets, and the non-current amount is recorded in other non-current assets on the condensed consolidated balance sheet.
During the three months ended June 30, 2026, and 2025, amortization expenses for implementation costs of cloud-based computing arrangements were $308 and $308, respectively.

Note 8—Other Current Liabilities
Other current liabilities consisted of the following:

June 30,March 31,
20262026

Accrued expenses$8,274 $9,008 
Accrued interest123 305 

Foreign income tax payable— 875 
Current lease liabilities3,227 3,149 
Other current liabilities6,228 1,334 
Total other current liabilities
$17,852 $14,671 

During the three months ended June 30, 2026, the Company entered into an agreement with a third-party to sell its dormant exchange, originally acquired in connection with the AdColony acquisition in 2021, for total cash consideration of $4,700 (the “Consideration”). The Company deferred the Consideration as the transfer of assets was not completed by June 30, 2026. The Consideration was recorded in other current liabilities within the Company’s condensed consolidated balance sheet. The Company will recognize the gain in the second quarter of fiscal 2027. 
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Note 9—Debt
The following table summarizes borrowings under the Company’s debt obligations and the associated interest rates:

June 30, 2026March 31, 2026
Amount
Effective Rate
Amount
Effective Rate

Term loan A (due August 2029)$285,000 11.2 %$285,000 11.7 %
Term loan B (due August 2029)102,800 11.6 106,150 11.7 
Less: Original debt discount(14,704)(11,917)
Less: Debt issuance costs(6,966)(7,517)
Less: Unamortized exit and duration fees
(13,267)(10,753)
Total debt, net352,863 360,963 
Less: Current portion of long-term debt(9,375)(7,031)
Long-term debt, net$343,488 $353,932 

Financing Agreement
On August 29, 2025 (the “Closing Date”), the Company and certain wholly owned subsidiaries of the Company, as guarantors (the “Guarantors”), entered into a Financing Agreement (the “Financing Agreement”) with Blue Torch Finance LLC, as both administrative and collateral agent, and the lenders from time to time party thereto (“Lenders”), pursuant to which the Lenders made loans and other extensions to the Company under certain term loan credit facilities on the terms and conditions as set forth therein. The proceeds from the Financing Agreement were used to repay in full the outstanding balance under and terminate the Company’s amended and restated credit agreement with Bank of America, who served as lender and administrative agent.
The Financing Agreement (i) has a four-year term from the Closing Date and (ii) provides for three separate tranches of term loans in an aggregate principal amount of $430,000 (the “Loans”), all of which were borrowed in full by the Company on the Closing Date. The Loans are secured by substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. Since the Closing Date, the Company repaid in full a term loan tranche in the aggregate amount of $55,000 using proceeds from the Company's At-the-Market equity sales offering, which was subsequently terminated.
 Pursuant to the Financing Agreement, the Company issued warrants to the lenders providing the term loans. The Company recorded the warrants as a liability at their full fair value and allocated the remaining proceeds from the incremental borrowings of the Financing Agreement to the term loans, net of a discount.
The Loans accrue interest, at the Company’s option, at a term Secured Overnight Financing Rate (“SOFR rate”) or a reference rate for U.S. dollar borrowings, plus an applicable margin. The applicable margin for Loans accruing interest at the term SOFR rate ranges from 7.50% to 8.00% and ranges from 6.50% to 7.00% for loans accruing interest at the reference rate. The outstanding principal amount of the Loans is subject to scheduled repayment as follows: (i) on the last day of each fiscal quarter, beginning September 30, 2026, until the maturity of the Loans, the Company will repay the outstanding principal amount of term loans in an amount equal to $2,344 in the aggregate across the remaining two tranches and (ii) on the maturity date, the Company will pay the remaining aggregate outstanding principal amount, including all accrued and unpaid interest thereon. As of June 30, 2026, $9,375 was recorded as the current portion of long-term debt on the Company’s consolidated balance sheet, with the remainder of the principal of the Loans recorded as long-term debt, net.
On April 20, 2026 (the “Amendment Date”), the Company amended its Financing Agreement. The amendment reduced the liquidity covenant requirement for the period between April 1, 2026 and December 31, 2026 from $20,000 to $15,000 and modified the timing and amount of its exit and duration fees. The Company (i) paid a $5,000 amendment fee, capitalized as original debt discount to be amortized over the remaining term of the Financing Agreement; (ii) limited its remaining exit fees to $1,350; and (iii) limited future duration fees to $5,000, payable in cash, which will be waived if the Company prepays the principal of a certain tranche of the outstanding term loan by December 31, 2026. The exit fees were added to the outstanding principal balance on the Amendment Date.
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The Financing Agreement requires certain exit and duration fees which are earned on various contractual dates through December 31, 2026 and a portion of these fees are added to the outstanding principal balance when due. As of June 30, 2026, the Company has ad