Claritev Corporation

    CTEV ·NYSE ·Services-Business Services, NEC ·Inc. in DE
    Loading chart...
    Track markets on TradingView
    Unless otherwise noted, "we," "us," "our," "Claritev," and the "Company" and similar terms refer to Claritev Corporation and its subsidiaries. Information concerning shares of our Class A common stock has been adjusted to reflect the 1-for-40 reverse split of our Class A common stock that was made effective on September 20, 2024.
    Item 1.    Business
    Our Business and Market Opportunity
    Claritev Corporation is a technology, data and insights company focused on improving transparency, affordability and quality across the healthcare system. Claritev brings objective, market-based insights to some of the healthcare system's most complex decisions - grounded in decades of claims experience. By applying data, analytics and experience, Claritev helps organizations across the healthcare ecosystem better understand costs, pricing and payment dynamics. This clarity enables more informed decision-making, reduces friction and improves how the healthcare system functions in service of greater affordability, alignment and long-term sustainability. Founded in 1980, Claritev brings over 45 years of claims and data experience and builds on world-class technology and artificial intelligence ("AI") solutions, to deliver its portfolio of product and service offerings.
    We exist to address the growing cost, risk and complexity of healthcare in the United States. According to the Centers for Medicare and Medicaid ("CMS"), U.S. healthcare spending was projected to grow 7.1% in 2025 to $5.6 trillion, or 18.5% of U.S. GDP. Healthcare spending is projected to grow by a compound annual growth rate of 5.4% annually from 2025 through 2033, outpacing the average growth rate for GDP and representing more than $8.6 trillion of total healthcare spending by 2033.
    As healthcare expenditures continue to rise, we believe services aimed at bringing transparency and competitive market efficiencies, utilization management and billing and payment accuracy will continue to be highly important to all aspects of the healthcare marketplace and across the markets and clients we serve. We expect growth in demand for these services will be driven by three major trends: (i) increasing treatment and claims volumes from: (a) an aging population; (b) the growth of the insured population in the United States; and (c) the advent of new treatments, modalities and technologies; (ii) increasing per-unit costs related to medical inflation, driven in part by those same treatment, modalities and technology enhancements; and (iii) the continued complexities of healthcare delivery in the United States, including the prevalence of unintended billing complications and increased administrative burden of complying with new healthcare industry regulations.
    Claritev helps address these challenges by providing solutions and services that deliver objective, data-driven insights that support greater alignment between payers and providers, which improves affordability and fairness and helps patients and members avoid getting caught in the middle of disconnected decisions or unexpected costs. Our services exist to address these unsustainable market inefficiencies and we see an expanding opportunity to generate value for all consumers of U.S. healthcare services. According to a recent report by the Peter G. Peterson Foundation, an estimated 25% of U.S. healthcare spending is considered wasteful and about one-fourth of that amount could be recovered through interventions that addresses such waste. Claritev’s services directly address many of the types of wasteful healthcare spending, including errors in enrollment data, unnecessary services, fraud and abuse and pricing failures such as above fair market value prices, clinical billing and coding errors and suspect billing schemes and patterns. We estimate the total addressable market ("TAM") for our out-of-network cost management and out-of-network payment integrity solutions is approximately $10.0 billion. We estimate the TAM for our in-network payment and revenue integrity solutions is approximately $3.0 billion. Additionally, as a result of our recent corporate and product development activities, Claritev has entered new markets that significantly expand its addressable markets. Among others, we see opportunities to provide payer risk analytics, network transparency and analytic services, representing an estimated TAM of $17.0 billion.
    Since our founding, the Company has augmented its product offering through internal development and acquisitions, and invested significant capital in data and technology assets to become a leading independent provider of out-of-network cost management and in- and out-of-network billing and payment accuracy services. These investments, which include over $500 million in cumulative capitalized software development over the past five years, have enhanced a data and technology platform that integrates deeply with many of our clients' technology environments and occupies a unique position in our clients' workflow by accessing and processing claims prior to payment of those claims to providers ("pre-payment"). This platform approach to product development and expansion has enabled the Company to pursue a strategy of developing and acquiring new product and service offerings and swiftly and efficiently bringing them to scale.
    Claritev’s platform integrates technology, data and insights across the full healthcare ecosystem, connecting payers, employers/plan sponsors, plan members and providers with purpose-built solutions that drive transparency, affordability and quality. We operate across this ecosystem with a client and partner base that includes more than 750 clients, more than 100,000 employers and other plan sponsors that actively use our solutions through these payers. We estimate that over 60 million
    3
    consumers have access to our solutions through these plan sponsors and contracted providers within our propriety provider network. We feel our platform is uniquely positioned as a provider of independent solutions that reduce healthcare costs in a manner that is systematic, efficient and fair to these stakeholders.
    Although our direct clients are typically payers, including administrative services only platforms ("ASO") and third-party administrators ("TPA"), the end beneficiaries of our solutions include employers and other plan sponsors and the health plan members and patients they serve. These payers distribute our solutions to those end beneficiaries through Claritev's platform. Our platform offers these payers a single interface to our solutions, which may be used individually or in combination to help reduce the medical cost burden borne by health plans and their members by managing the utilization of medical services, lowering the per-unit cost of medical services incurred and producing fair and efficient reimbursements.
    Claritev offers solutions to our clients across four solution categories from our platform:
    •Claims Intelligence Solutions: a suite of data-driven algorithms and insights that detect claims that are priced anomalously above fair market value and either negotiate or recommend a fair market value reimbursement for out-of-network medical costs using a variety of data sources and pricing algorithms. These solutions are applied prior to the payment of the claim and are often processed within a day of receipt. Also included in this category is our VistaraTM solutions (formerly known as Value-Driven Health Plan or VDHP), which bundle reference-based pricing and member and provider engagement tools, enabling employers and other health plan sponsors to offer low-cost health plans;
    •Network Solutions: contracted discounts with more than 1.4 million healthcare providers to form one of the largest PPOs in the United States, as well as outsourced network development and/or management solutions. These solutions are applied prior to the payment of the claim and are typically processed within a day of receipt;
    •Payment and Revenue Integrity Solutions: data, technology and clinical expertise deployed to identify improper and unnecessary charges before or after claims are paid, or to identify and help restore and preserve underpaid premium dollars; and
    •Data and Analytics Solutions: a suite of solutions that apply innovative methods of data science to produce descriptive, predictive and prescriptive analytics that help employers drive optimized benefit plan design, support decision-making for payers and providers, help improve clinical outcomes and aim to reduce the total cost of care.
    The breadth of our solution offerings allows our clients the flexibility to tailor solutions for a wide range of plan sponsors with varying plan sizes and benefit needs. At the same time, our solution offerings are delivered from our common platform and are often bundled together to provide a comprehensive cost management solution for each individual client. As such, we manage our solution offerings as integrated components of a holistic value proposition, rather than as distinct solution lines.
    Our Competitive Advantages
    In support of our mission to improve affordability, transparency and quality in and across the U.S. healthcare system, Claritev has historically focused on helping payers manage medical spend by lowering per-unit claim costs and improving billing and payment accuracy. Over time, the evolution of our business and the significant investments we have made to support this mission have positioned Claritev to address healthcare cost, risk and complexity more holistically across the ecosystem. As a result, Claritev is able to support the needs of multiple stakeholders - including payers, employers and plan sponsors, providers and the members and patients they serve - across both commercial and government markets. This broader capability is underpinned by a set of distinctive assets developed over many years, including long-standing client relationships and a proprietary data and technology platform. These assets are comprised of difficult-to-replicate resources that have competitively differentiated attributes:
    •Leading position with healthcare payers and a large, established distribution channel – Over many decades, we have cultivated relationships with over 750 payers. Our relationships with many of our larger clients are characterized by strategic collaboration to advance these clients’ performance objectives and competitive positioning. This collaboration produces knowledge about our clients’ most pressing challenges and opportunities, which in turn informs our product development priorities and facilitates cross-selling that enables us to more quickly scale revenues from new products and generate returns on our product investments. The solutions we provide are often governed by contracts with multi-year terms in the case of our larger clients, or one-year terms with automatic renewals in the case of most of our smaller clients. As a result, our revenues are typically recurring, allowing us to engage and invest in longer-term strategic, operational and financial relationships that benefit both our clients and the Company.
    •Our platform is deeply integrated with our clients’ technology environments – Developed over time from our industry-leading provider network and cumulative capitalized software development, our platform is deeply integrated with many of our clients' information technology environments in a highly customized manner and occupies a differentiated position in our clients' workflow by accessing and processing claims prior to payment of those claims to
    4
    providers. Our team of professionals manage approximately 15 petabytes of data capacity, which help orchestrate our clients' diverse workflows. We have approximately 300 proprietary applications that support thousands of client business rules across public and proprietary data sources.
    •Deep domain expertise, and significant claims and proprietary data – Over the course of our history, we have developed and acquired significant intellectual capital and proprietary data by strategically engaging with our clients and continuously developing our suite of solutions. Our differentiated knowledge and data uniquely position us to customize and improve our solution offerings to meet our clients’ diverse needs and preferences.
    •Operational scale – We process significant volumes of transactions. For the year ended December 31, 2025, we used our core solutions to identify $25.0 billion in potential savings on $179.8 billion in claim charges. Our platform can integrate additional products or process increased volumes without significant investments in infrastructure or people. These economies of scale allow us to produce valuable solutions for our clients at potentially lower unit costs than our competitors and to make significant investments in these solutions on behalf of our clients.
    •Unique products and capabilities, including:
    ◦Broad range of out-of-network solutions – We believe no single competitor currently offers the same breadth of out-of-network cost management services that we provide. Our ability to offer flexible packages of solutions to all segments of the market, ranging from a point solution to fuller configurations, enables us to meet the diverse needs of our clients, who serve plan sponsors with widely varying health plan sizes and health benefit needs.
    ◦A nationwide network of over 1.4 million contracted providers – Our provider network was developed over the course of our history and is supported by our credentialing and data management expertise, sophisticated matching engine and a network development team. The breadth of our provider network enables us to offer extensive, flexible network configurations to our clients.
    ◦Proprietary claim pricing methodologies that in some cases are supported by a patented benchmarking process and that produce high levels of provider acceptance based on their rigor, transparency, independence and track record of producing fair and efficient reimbursements.
    ◦A team of expert claims negotiators and knowledge workers who solve the most complex repricing, payment integrity and subrogation cases at scale, supported by best-in-class data and analytics tools and AI-driven workflows.
    ◦Next generation data and decision science capabilities

    Loading financial statements...

    Financial statements

    data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .

    showing loading…

    From 10-Q filed 2026-08-07 (period ending 2026-06-30).


    Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
    Forward-Looking Statements
    This item and other sections of this Quarterly Report on Form 10-Q contain forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), which are subject to the "safe harbor" created by those sections based on management’s beliefs and assumptions and on information currently available to management. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Forward-looking statements can also be identified by words such as "future," "anticipates," "believes," "estimates," "expects," "intends," "predicts," "will," "would," "could," "can," "may," and similar terms. Forward-looking statements are not guarantees of future performance and the Company’s actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item 1A of the 2025 Form 10-K and Part II, Item 1A of this Form 10-Q, in each case under the heading “Risk Factors.” Given these risks, uncertainties, and other factors, you should not place undue reliance on these forward-looking statements. Also, these forward-looking statements represent our estimates and assumptions only as of the date of this filing. We hereby qualify our forward-looking statements by these cautionary statements. The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.
    The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the information included in the Company's 2025 Annual Report on Form 10-K and the condensed consolidated financial statements and accompanying notes included in Part I, Item 1 in this Quarterly Report on Form 10-Q and risks described elsewhere in this Quarterly Report on Form 10-Q and our other filings with the SEC.
    Company Overview
    Claritev is a healthcare technology, data and insights company focused on delivering affordability, transparency and quality across the healthcare system. We bring objective, market-based insights to some of the healthcare system's most complex decisions based on decades of claims expertise. By applying data, analytics, and experience, we help organizations across the healthcare ecosystem better understand costs, pricing, and payment dynamics. This clarity enables more informed decision-making, reduces friction, and improves how the healthcare system functions in service of greater affordability, alignment, and long-term sustainability.
    Although the end beneficiaries of our solutions are employers and other plan sponsors and their health plan members, our direct clients are typically payers, including payers providing administrative services only, and third-party administrators, who go to market with our solutions to those end clients. We offer these payers a single interface to our solutions, which are used in combination or individually to reduce the medical cost burden on their health plan clients by lowering the per-unit cost of medical services incurred, managing the utilization of medical services, and increasing the likelihood that the services are reimbursed without error and accepted by the provider. We are a technology-enabled service provider and transaction processor and do not deliver health-care services, provide or manage healthcare services, provide care or care management, or adjudicate or pay claims.
    The Company, primarily through its operating subsidiary, Multiplan, Inc., d/b/a Claritev, offers its solutions nationally through a range of solution lines, which include:
    •Claims Intelligence Solutions are designed to reduce medical cost through data-driven algorithms and insights that detect claims over-charges and either negotiate or recommend fair reimbursement for out-of-network medical costs using a variety of data sources and pricing algorithms. Within our claims intelligence solutions, the claim pricing solutions are generally priced based on a percentage of savings achieved. Also included in this category are solutions that enable lower cost health plans that feature reference-based pricing either in conjunction with or in place of a provider network. These solutions are generally priced at a bundled per-employee-per-month ("PEPM") rate;
    •Network Solutions are designed to reduce medical cost by providing access to contracted discounts with healthcare providers with whom payers do not have a contractual relationship, through our expansive network of healthcare providers, which forms one of the largest independent preferred provider organizations in the United States. Our network solutions are priced based on either a percentage of savings achieved or at a per employee/member per month fee. This solution category also includes customized network development and management services for payers seeking to expand their network footprint using outsourced services. These solutions are generally priced on a per provider contract or other project-based price;
    •Payment and Revenue Integrity Solutions are designed to reduce medical cost through data, technology, and clinical expertise deployed to identify and remove improper and unnecessary charges before or after claims are paid, or to
    16

    identify and help restore premium dollars underpaid by CMS for government health plans caused by discrepancies with enrollment-related data. Payment and revenue integrity solutions are generally priced based on a percentage of savings achieved; and
    •Data and Analytics Solutions are designed to reduce medical costs through a next generation suite of solutions that apply modern methods of data science to produce descriptive, predictive, and prescriptive analytics that enable clients to optimize decision-making about plan design and network configurations and to support decision-making to improve clinical outcomes, plan performance, and competitive positioning. Data and analytics solutions are generally priced based on a subscription, licensing, or per-member-per month basis. The Company currently reports revenues from data and analytics solutions in claims intelligence solutions and will likely do so until revenues from this solution line become more significant.
    We believe our solutions provide a strong value proposition to payers, their health plan customers and healthcare consumers, as well as to providers. Overall, our solution offerings aim to reduce healthcare costs in a manner that is orderly, efficient, and fair to all parties. In addition, because in most instances the fee for our services is linked to the savings we identify, our revenue model is aligned with the interests of our clients.
    Results of Operations
    The following table provides the results of operations for the periods indicated (in thousands, except percentages):
    Three Months Ended June 30,ChangeSix Months Ended June 30,Change
    20262025$%20262025$%
    Revenues$257,478 $241,570 $15,908 6.6 %$502,156 $472,900 $29,256 6.2 %
    Costs of services (exclusive of depreciation and amortization of intangible assets shown below)67,667 60,823 6,844 11.3 %136,747 121,259 15,488 12.8 %
    General and administrative expenses55,389 51,118 4,271 8.4 %113,219 98,086 15,133 15.4 %
    Depreciation24,796 25,261 (465)(1.8)%49,979 49,807 172 0.3 %
    Amortization of intangible assets85,908 85,971 (63)(0.1)%171,816 171,942 (126)(0.1)%
    Loss on disposal of leases252 1,689 (1,437)(85.1)%290 5,006 (4,716)(94.2)%
    Loss on disposal of assets57 130 (73)(56.2)%57 480 (423)(88.1)%
    Total expenses234,069 224,992 9,077 4.0 %472,108 446,580 25,528 5.7 %
    Operating income23,409 16,578 6,831 41.2 %30,048 26,320 3,728 14.2 %
    Interest expense100,253 99,746 507 0.5 %199,795 191,382 8,413 4.4 %
    Interest income(195)(323)128 (39.6)%(377)(811)434 (53.5)%
    Transaction costs related to refinancing transaction— 87 (87)(100.0)%— 7,879 (7,879)(100.0)%
    Loss on extinguishment of debt— — — n/a— 670 (670)(100.0)%
    Net loss before taxes(76,649)(82,932)6,283 (7.6)%(169,370)(172,800)3,430 (2.0)%
    Benefit for income taxes (17,423)(20,292)2,869 (14.1)%(36,584)(38,841)2,257 (5.8)%
    Net loss (59,226)(62,640)3,414 (5.5)%(132,786)(133,959)1,173 (0.9)%
    Less: net loss attributable to non-controlling interests— — — n/a— — — n/a
    Net loss attributable to Claritev Corporation$(59,226)$(62,640)$3,414 (5.5)%$(132,786)$(133,959)$1,173 (0.9)%

    17

    Revenues
    The following table presents the total revenue for the periods presented (in thousands, except percentages):
    Three Months Ended June 30,
    Change
    		Six Months Ended June 30,Change
    20262025$ Change% Change20262025$ Change% Change
    Claims intelligence solutions
    		$178,465 $156,966 $21,499 13.7 %$344,770 $310,396 $34,374 11.1 %
    Network solutions
    		50,333 54,125 (3,792)(7.0)%97,809 101,015 (3,206)(3.2)%
    Payment and revenue integrity solutions
    		28,680 30,479 (1,799)(5.9)%59,577 61,489 (1,912)(3.1)%
    Total revenue$257,478 $241,570 $15,908 6.6 %$502,156 $472,900 $29,256 6.2 %
    Revenues increased by $15.9 million, or 6.6%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $21.5 million.
    Claims intelligence solutions revenues increased by $21.5 million, or 13.7%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
    Network solutions revenues decreased by $3.8 million, or 7.0%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
    Payment and revenue integrity solutions revenue decreased by $1.8 million, or 5.9%, for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.
    Revenues increased by $29.3 million, or 6.2%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This increase in revenues was due to the increase in Claims intelligence solutions revenues of $34.4 million.
    Claims intelligence solutions revenues increased by $34.4 million, or 11.1%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This increase in revenue was primarily due to an increase in Data iSight and Surprise Bill Services.
    Network solutions revenues decreased by $3.2 million, or 3.2%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in the property and casualty market due to non-recurring revenue in the prior period.
    Payment and revenue integrity solutions revenue decreased by $1.9 million, or 3.1%, for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025. This decrease in revenue was primarily due to a decrease in Clinical Negotiation.








    18

    Costs of Services (exclusive of depreciation and amortization of intangible assets):
    The following table presents the total cost of services for the periods presented (in thousands, except percentages):
    Three Months Ended June 30,ChangeSix Months Ended June 30,Change
    20262025$%20262025$%
    Personnel expenses excluding stock-based compensation$52,576 $46,084 $6,492 14.1 %$103,931 $93,963 $9,968 10.6 %
    Stock-based compensation, including cRSUs3,108 2,518 590 23.4 %5,494 4,295 1,199 27.9 %
    Access and bill review fees4,796 6,713 (1,917)(28.6)%13,666 12,221 1,445 11.8 %
    Other cost of service expenses7,187 5,508 1,679 30.5 %13,656 10,780 2,876 26.7 %
    Total cost of services$67,667 $60,823 $6,844 11.3 %$136,747 $121,259 $15,488 12.8 %
    The increase in costs of services of $6.8 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025 was primarily due to the increase in personnel expenses of $6.5 million and other cost of service expenses of $1.7 million, offset by a decrease in access and bill review fees of $1.9 million.
    The increase in costs of services of $15.5 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was primarily due to the increase in personnel expenses of $10.0 million and other cost of service expenses of $2.9 million.
    General and Administrative Expenses:
    The following table presents the total general and administrative expenses for the periods presented (in thousands, except percentages):
    Three Months Ended June 30,ChangeSix Months Ended June 30,Change
    20262025$%20262025$%
    Personnel expenses excluding stock-based compensation$16,512 $18,307 $(1,795)(9.8)%$28,244 $35,075 $(6,831)(19.5)%
    Stock-based compensation, including cRSUs6,422 6,580 (158)(2.4)%9,864 11,521 (1,657)(14.4)%
    Transformation costs9,250 7,925 1,325 16.7 %21,040 15,653 5,387 34.4 %
    Other general and administrative expenses23,205 18,306 4,899 26.8 %54,071 35,837 18,234 50.9 %
    Total general and administrative expenses$55,389 $51,118 $4,271 8.4 %$113,219 $98,086 $15,133 15.4 %
    The increase in general and administrative expenses of $4.3 million for the three months ended June 30, 2026, as compared to the three months ended June 30, 2025 was primarily due to $3.8 million of legal expenses related to certain antitrust matters and other transaction expenses, as well as an increase in transformation costs of $1.3 million, offset by a decrease in personnel expenses of $1.8 million, due to more personnel assigned to capital and transformation projects.
    The increase in general and administrative expenses of $15.1 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025 was primarily due to $14.6 million of legal expenses related to certain antitrust matters and other transaction expenses, as well as an increase in consulting professional fees of $2.3 million, increase in transformation costs of $5.4 million, offset by a decrease in personnel expenses of $6.8 million, due to more personnel assigned to capital and transformation projects, and lower stock-based compensation of $1.7 million.
    Interest Expense
    Interest expense remained stable in the three months ended June 30, 2026, as compared to the three months ended June 30, 2025.
    19

    The increase in interest expense of $8.4 million, or 4.4% for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025 was primarily due to the increase in average indebtedness outstanding during the periods as a result of PIK interest charges.
    As of June 30, 2026 and June 30, 2025, our total debt had an annualized weighted average cash interest rate of 6.85% and 6.95%, respectively, which decreased by 0.10%. As of December 31, 2025, our total debt had a weighted average cash interest rate of 6.92%.
    Benefit for income taxes
    Net loss before income taxes for the three months ended June 30, 2026 of $76.6 million generated a benefit for income taxes of $17.4 million. Net loss before income taxes for the three months ended June 30, 2025 of $82.9 million generated a benefit for income taxes of $20.3 million.
    Net loss before income taxes for the six months ended June 30, 2026 of $169.4 million generated a benefit for income taxes of $36.6 million. Net loss before income taxes for the six months ended June 30, 2025 of $172.8 million generated a benefit for income taxes of $38.8 million.
    The effective tax rate for the six months ended June 30, 2026 differed from the statutory rate primarily due to non-deductible stock-based compensation expense, limitation on executive compensation and state taxes. The effective tax rate for the six months ended June 30, 2025 differed from the statutory rate primarily due to non-deductible stock-based compensation expense, limitations on executive compensation and state taxes.
    Non-GAAP Financial Measures
    We use EBITDA, Adjusted EBITDA, and adjusted earnings per share ("Adjusted EPS") to evaluate our financial performance. EBITDA, Adjusted EBITDA, and Adjusted EPS are financial measures that are not presented in accordance with GAAP. We believe the presentation of these non-GAAP financial measures provides useful information to investors in assessing our financial condition and results of operations across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our financial operating results of our core business.
    These measurements of financial performance have important limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Additionally, they may not be comparable to other similarly titled measures of other companies. Some of these limitations are:
    •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 significant interest expense, or cash requirements necessary to service interest or principal payments on our debt;
    •such measures do not reflect any cash requirements for any future replacement of depreciated assets;
    •such measures do not reflect the impact of stock-based compensation upon our results of operations;
    •such measures do not reflect our income tax (benefit) expense or the cash requirements to pay our income taxes;
    •such measures do not reflect the impact of certain cash charges resulting from matters we consider not to be indicative of our ongoing operations; and
    •other companies in our industry may calculate these measures differently from how we do, limiting their usefulness as a comparative measure.
    In evaluating EBITDA, Adjusted EBITDA, and Adjusted EPS, you should be aware that in the future we may incur expenses similar to those eliminated in the presentation.

    20

    EBITDA, Adjusted EBITDA, and Adjusted EPS are widely used measures of corporate profitability eliminating the effects of financing and capital expenditures from the operating results. We define EBITDA as net loss adjusted for interest expense, interest income, income tax (benefit) expense, depreciation, amortization of intangible assets, and non-income taxes. Non-income taxes includes personal property taxes, real estate taxes, sales and use taxes and franchise taxes which are included in cost of services and general and administrative expenses. We define Adjusted EBITDA as EBITDA further adjusted to eliminate the impact of certain items that we do not consider to be indicative of our core business, including legal expenses associated with antitrust matters, loss on disposal of assets, including right-of-use assets, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on extinguishment of debt, stock-based compensation, including cRSUs, and other expenses. See our condensed consolidated financial statements included in this Quarterly Report for more information regarding these adjustments. Adjusted EBITDA is used in our agreements governing our outstanding indebtedness for debt covenant compliance purposes. Our Adjusted EBITDA calculation is consistent with the definition of Adjusted EBITDA used in our debt instruments.
    Adjusted EPS is used in reporting to our Board and executive management and as a component of the measurement of our performance. We believe that this measure provides useful information to investors because it is the profitability measure we use to evaluate earnings performance on a comparable year-to-year basis. Adjusted EPS is defined as net loss adjusted for amortization of intangible assets, legal expenses associated with antitrust matters, other expenses, net, transformation costs, integration expenses, transaction costs related to refinancing transaction, loss on disposal of assets, including right-of-use assets, loss on extinguishment of debt, stock-based compensation, including cRSUs, and tax effect of adjustments to arrive at adjusted net income divided by our basic weighted average number of shares outstanding.
    The following table presents a reconciliation of net loss to EBITDA and Adjusted EBITDA for the periods presented (in thousands):

    Loading holders...

    Held by

    holders ( registered funds via N-PORT, institutional investors via 13F). Showing top by dollar value.

    Holder Type ETF MF Position ($) % of holder Δ % of holder Holder AUM

    Recent insider activity

    Last 90 days. Open-market trades (purchases & sales) by directors, officers, and 10%+ owners. 4 transactions across 3 insiders. Net: -10,831 shares, -$393,607.

    Date Insider Role Action Shares Price Value
    2026-08-28 Dalton Travis indirect Pres., CEO & Executive Chair Buy +1,950 $38.48 $75,040
    2026-08-27 Dalton Travis indirect Pres., CEO & Executive Chair Buy +4,500 $38.81 $174,623
    2026-08-14 Misencik Tiffani SVP, Chief Growth Officer Sell -8,850 $40.07 -$354,593
    2026-08-10 Mintz William B. SVP, Chief Strategy Officer Sell -8,431 $34.24 -$288,677

    Source: SEC Form 4 filings.

    Next expected filings

    • ~2026-11-07 10-Q expected by 2026-11-09 (in 55 days)
    • ~2027-02-26 10-K expected by 2027-02-28 (in 166 days)
    • ~2027-05-07 10-Q expected by 2027-05-09 (in 236 days)
    • ~2027-08-07 10-Q expected by 2027-08-09 (in 328 days)

    Predicted from historical filing cadence; not an SEC commitment.

    Recent SEC filings

    • 2026-08-07 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-08-07 10-Q Quarterly Report
    • 2026-07-06 8-K Other Events
    • 2026-05-07 8-K Earnings Release; Financial Statements and Exhibits
    • 2026-05-07 10-Q Quarterly Report
    • 2026-05-07 S-8 Employee Benefit Plan Registration
    • 2026-04-30 8-K Officer/Director Change; Shareholder Vote Results; Financial Statements and Exhibits
    • 2026-02-26 10-K Annual Report
    • 2026-02-23 8-K Earnings Release; Financial Statements and Exhibits
    • 2025-12-29 8-K Officer/Director Change
    • 2025-11-14 8-K Other Events; Financial Statements and Exhibits
    • 2025-11-07 10-Q Quarterly Report
    • 2025-11-07 8-K Earnings Release; Financial Statements and Exhibits
    • 2025-10-16 8-K Other Events
    • 2025-09-26 8-K Officer/Director Change