ARR grew 19% to $439.8 million; Revenue grew 18% to $126.0 million

Net income of $20.2 million supports non-GAAP net income of $36.9 million and adjusted EBITDA of $37.7 million, 29.9% adjusted EBITDA margin

TYSONS CORNER, Va. and PETAH TIKVA, Israel, Nov. 12, 2025 (GLOBE NEWSWIRE) -- Cellebrite (NASDAQ:CLBT), a global leader in premier Digital Investigative solutions for the public and private sectors, today announced financial results for the three and nine months ending September 30, 2025.

"Cellebrite once again delivered a balanced and solid performance," stated Thomas E. Hogan, Cellebrite's CEO. "We exceeded the high end of our prior adjusted EBITDA guidance with revenue at the high end of expectations and ARR at the midpoint. Our execution reflects the resilience, operating leverage and importance of our solutions to public safety around the globe. We were also encouraged by the performance of our U.S. Federal business in the quarter which delivered meaningful expansion of business with several marquee clients. We remain enthusiastic about our prospects for renewed growth in this sector in 2026 as budgeting begins to flow, the government reopens and as we achieve full cloud authorization through our sponsorship with the Department of Justice. Beyond our U.S. Federal business, we are similarly optimistic about the pending expansion of our portfolio driven through a powerful combination of organic product development, partnerships and the close of our Corellium acquisition later this quarter."

Third-Quarter Financial Highlights

Revenue of $126.0 million, up 18% year-over-year
Subscription revenue of $112.7 million, up 21% year-over-year
Annual Recurring Revenue (ARR) of $439.8 million, up 19% year-over-year
Recurring revenue dollar-based net retention rate of 117%
GAAP gross profit and gross margin of $105.7 million and 83.9%, respectively; Non-GAAP gross profit and gross profit margin of $106.5 million and 84.5%, respectively
GAAP net income of $20.2 million; Non-GAAP net income of $36.9 million
GAAP diluted earnings per share of $0.08; Non-GAAP diluted earnings per share of $0.14
Adjusted EBITDA and Adjusted EBITDA margin of $37.7 million and 29.9%, respectively

Recent Business Highlights

Innovation

On October 15, 2025, Cellebrite announced its Autumn 2025 Release, evolving and advancing its Digital Investigation Platform with new integrations and powerful new capabilities that span from collection and review to advanced AI-powered analysis.
- A major highlight of the Autumn 2025 Release was the expanded and reimagined Guardian suite. Cellebrite unveiled its plans for the new Guardian Investigate solution, which is scheduled for general availability in early 2026. Guardian Investigate is a SaaS-based investigative solution that uses agentic AI to analyze multiple evidence types such as mobile data, call detail records, open-source intelligence and case files, along with the requisite workflows to support seamless collaboration.
- The announcement also included ongoing enhancements to Cellebrite's flagship digital forensics solution, Inseyets, with expanded access to Android and iOS devices that enhance digital evidence collection and review, plus the addition of field-ready workflows. These enhancements reflect Cellebrite's ongoing investment in internally developed capabilities and third-party technology relationships.
- In addition to other notable innovations for Inseyets, Guardian and Pathfinder, Cellebrite also promoted the availability of Corellium's powerful Arm-based mobile virtualization offerings, further complementing and expanding Cellebrite's value proposition for digital intelligence solutions.

Leadership

On October 30, 2025, Cellebrite announced that Holly Windham was appointed General Counsel and Chief Compliance Officer. Windham brings extensive legal leadership experience for growth-oriented technology companies with deep expertise spanning software, cloud platforms, cybersecurity, data privacy and public sector contracting. She will lead all legal and compliance matters for Cellebrite, including ongoing efforts regarding the appropriate use of the Company's technology around the globe.

Annual General Meeting & Corporate Governance

On September 19, 2025, Cellebrite held its 2025 Annual General Meeting of Shareholders (the "Meeting"). As subsequently disclosed, shareholders approved all of the proposals brought forth during the Meeting by the respective requisite majority in accordance with the Israeli Companies Law, 5759-1999, and the Company's articles of association, as described in the Proxy Statement which was furnished to the U.S. Securities and Exchange Commission on August 15, 2025, and sent to shareholders in connection with the Meeting. As previously disclosed, Elly Keinan, a Cellebrite director since 2020, concluded his service on the Cellebrite Board of Directors immediately following the Meeting, consistent with his decision to not to stand for re-election as a director and pursue other interests unrelated to Cellebrite.

Go-to-Market

On October 28, 2025, Cellebrite announced that Terry Crews will headline the Company's C2C User Summit 2026 – a premier digital investigation and intelligence industry event attended by hundreds of public safety and private sector professionals at the Washington, D.C. Marriott Marquis on April 13-17, 2026. Crews, the host of the popular America's Got Talent television show, is a former NFL player, an artist and actor as well as an avid supporter of organizations that combat human trafficking, sexual assault and harassment.

Supplemental financial information can be found on the Investor Relations section of our website at https://investors.cellebrite.com/financial-information/quarterly-results.

Financial Outlook

David Barter, Cellebrite's CFO, commented, "Strong demand from customers within our U.S. state and local, and Latin America segments helped drive 21% growth in total subscription-based revenue. Our updated 2025 targets underpin our expectation for a free cash flow margin of approximately 30% for the full year. As we advance our 2026 planning activities, we are increasingly excited about the opportunity we see to drive durable top-line growth, drive incremental gains in profitability and generate low 30% free cash flow margins as we build greater scale and expand our wallet share with existing customers worldwide."

Cellebrite's fourth-quarter and full-year 2025 expectations do not incorporate any anticipated contribution associated with the pending acquisition of Corellium, Inc. The Company's financial expectations are as follows:

	Fourth-Quarter 2025 Expectations	Full-Year 2025 Expectations
	(as of 11/12/25)	(as of 11/12/25)
ARR	--	$460 million - $475 million
Annual Growth	--	16% - 20%
Revenue	$123 million - $128 million	$470 million - $475 million
Annual Growth	13% - 17%	17% - 18%
Adjusted EBITDA	$35 million - $38 million	$124 million - $127 million
Adjusted EBITDA margin	28% - 30%	26% - 27%

Conference Call Information

Cellebrite will host a live conference call and webcast later today to review the Company's third-quarter 2025 financial results and discuss its full-year 2025 outlook. Pertinent details include:

Date:		Wednesday, November 12, 2025
Time:		5:00 p.m. ET
Call-In Number:		203-518-9814 / 800-274-8461
Conference ID:		CLBTQ325
Event URL:		https://investors.cellebrite.com/events/event-details/cellebrite-q3-2025-financial-results-conference-call-webcast
Webcast URL:		https://edge.media-server.com/mmc/p/sc8377ap/

In conjunction with the conference call and webcast, historical financial tables and supplemental data will be available on the quarterly results section of Company's investor relations website at https://investors.cellebrite.com/financial-information/quarterly-results.

Non-GAAP Financial Information and Key Performance Indicators

This press release includes non-GAAP financial measures. Cellebrite believes that the use of non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, non-GAAP EPS and Adjusted EBITDA is helpful to investors. These measures, which the Company refers to as its non-GAAP financial measures, are not prepared in accordance with GAAP.

The Company believes that the non-GAAP financial measures provide a more meaningful comparison of its operational performance from period to period, and offer investors and management greater visibility into the underlying performance of its business:

Share-based compensation expenses utilize varying available valuation methodologies, subjective assumptions and a variety of equity instruments that can impact a company's non-cash expenses;
Acquired intangible assets are valued at the time of acquisition and are amortized over an estimated useful life after the acquisition;
Acquisition-related expenses and executive severance expenses relate to the cash component of contractual severance due to our former CEO and CFO, all of which are unrelated to current operations and neither are comparable to the prior period nor predictive of future results;
To the extent that the above adjustments have an effect on tax (income) expense, such an effect is excluded in the non-GAAP adjustment to net income;
Tax expense, depreciation and amortization expense vary for many reasons that are often unrelated to our underlying performance and make period-to-period comparisons more challenging; and
Financial instruments are remeasured according to GAAP and vary for many reasons that are often unrelated to the Company's current operations and affect financial income.

Free cash flow is calculated as net cash provided by or used in operating activities less purchases of property and equipment. We believe that free cash flow is a useful indicator of liquidity that provides information to management and investors about the amount of cash provided by or used in our operations that, after the investments in property and equipment, can be used for strategic initiatives.

Each of our non-GAAP financial measures is an important tool for financial and operational decision making and for evaluating our own operating results over different periods of time. The non-GAAP financial measures do not represent our financial performance under U.S. GAAP and should not be considered as alternatives to operating income or net income or any other performance measures derived in accordance with GAAP. Non-GAAP measures should not be considered in isolated from, or as an alternative to, financial measures determined in accordance with GAAP. Non-GAAP financial measures may not provide information that is directly comparable to that provided by other companies in our industry, as other companies in our industry may calculate non-GAAP financial results differently, particularly related to non-recurring, unusual items. In addition, there are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, and exclude expenses that may have a material impact on our reported financial results. Further, share-based compensation expense has been, and will continue to be for the foreseeable future, significant recurring expenses in our business and an important part of the compensation provided to our employees. In addition, the amortization of intangible assets is expected recurring expense over the estimated useful life of the underlying intangible asset and acquisition-related expenses will be incurred to the extent acquisitions are made in the future. Furthermore, foreign exchange rates may fluctuate from one period to another, and the Company does not estimate movements in foreign currencies.

A reconciliation of each of these non-GAAP financial measures to their most comparable GAAP measure is set forth in a table included at the end of this press release, which is also available on our website at https://investors.cellebrite.com.

In regard to forward-looking non-GAAP guidance, we are not able to reconcile the forward-looking Adjusted EBITDA measure to the closest corresponding GAAP measure without unreasonable efforts because we are unable to predict the ultimate outcome of certain significant items including, but not limited to, fair value movements, share-based payments for future awards, tax expense, depreciation and amortization expense, and certain financing and tax items.

This press release also includes key performance indicators, including annual recurring revenue and dollar-based retention rate.

Annual recurring revenue ("ARR") is defined as the annualized value of active term-based subscription license contracts and maintenance contracts related to perpetual licenses in effect at the end of that period. Subscription license contracts and maintenance contracts for perpetual licenses are annualized by multiplying the revenue of the last month of the period by 12. The annualized value of contracts is a legal and contractual determination made by assessing the contractual terms with our customers. The annualized value of maintenance contracts is not determined by reference to historical revenue, deferred revenue or any other GAAP financial measure over any period. ARR is not a forecast of future revenues, which can be impacted by contract start and end dates and renewal rates.

Dollar-based net retention rate ("NRR") is calculated by dividing customer recurring revenue by base revenue. We define base revenue as recurring revenue we recognized from all customers with a valid license at the last quarter of the previous year period, during the four quarters ended one year prior to the date of measurement. We define our customer revenue as the recurring revenue we recognized during the four quarters ended on the date of measurement from the same customer base included in our measure of base revenue, including recurring revenue resulting from additional sales to those customers.

References to Websites and Social Media Platforms

References to information included on, or accessible through, websites and social media platforms do not constitute incorporation by reference of the information contained at or available through such websites or social media platforms, and you should not consider such information to be part of this press release.

Caution Regarding Forward Looking Statements

This document includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward looking statements may be identified by the use of words such as "forecast," "intend," "seek," "target," "anticipate," "will," "appear," "approximate," "foresee," "might," "possible," "potential," "believe," "could," "predict," "should," "could," "continue," "expect," "estimate," "may," "plan," "outlook," "future" and "project" and other similar expressions that predict, project or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include, but are not limited to, estimated financial information for the fourth quarter of 2025 and for fiscal year 2025 and certain statements such as the timing of the closing of the acquisition of Corellium, the availability of Cellebrite's Guardian Investigate product and including those statements with respect to 2025 revenue and annual recurring revenue, profitability, earnings and free cash flow as well as commentary associated with future performance, strategies, prospects, and other aspects of Cellebrite's business are based on current expectations that are subject to risks and uncertainties. A number of factors could cause actual results or outcomes to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to: Cellebrite's ability to keep pace with technological advances and evolving industry standards; Cellebrite's material dependence on the purchase, acceptance and use of its solutions by law enforcement and government agencies; real or perceived errors, failures, defects or bugs in Cellebrite's digital investigation solutions; Cellebrite's failure to maintain the productivity of sales and marketing personnel, including relating to hiring, integrating and retaining personnel; intense competition in all of Cellebrite's markets; the inadvertent or deliberate misuse of Cellebrite's solutions; failure to manage its growth effectively; Cellebrite's ability to introduce new solutions and add-ons; Cellebrite's dependency on its customers renewing their subscriptions and purchasing new subscriptions; the low volume of business Cellebrite conducts via e-commerce; risks associated with the use of artificial intelligence; the risk of requiring additional capital to support the growth of its business; risks associated with Cellebrite's dependency on third parties for supplying components or services and with higher costs or unavailability of materials used to create its hardware product components; lengthy sales cycle for some of Cellebrite's solutions; near term declines in new or renewed agreements; risks associated with inability to recruit, train and retain qualified personnel and senior management; the security of Cellebrite's operations and the integrity of its software solutions against cyber-attacks, information technology system breaches or disruptions; risks associated with the negative publicity related to Cellebrite's business and use of its products; risks related to Cellebrite's intellectual property; the regulatory constraints to which Cellebrite is subject; risks associated with Cellebrite's operations in Israel, including the ongoing Israel-Hamas war, the increased tension between Israel and Iran and its proxies, including the ongoing hostilities between Israel and Hezbollah, and the risk of a greater regional conflict; risks associated with different corporate governance requirements applicable to Israeli companies and risks associated with being a foreign private issuer and an emerging growth company; market volatility in the price of Cellebrite's shares; changing tax laws and regulations; risks associated with joint, ventures, partnerships and strategic initiatives; risks associated with Cellebrite's significant international operations, including due to fluctuations in foreign currency exchange rates, rising global inflation and exposure to regions subject to political or economic instability; risks associated with Cellebrite's failure to comply with anti-corruption, trade compliance, anti-money-laundering and economic sanctions laws and regulations; risks relating to the adequacy of Cellebrite's existing systems, processes, policies, procedures, internal controls and personnel for Cellebrite's current and future operations and reporting needs; and other factors, risks and uncertainties set forth in the section titled "Risk Factors" in Cellebrite's annual report on Form 20-F filed with the SEC on March 18, 2025, and in other documents filed by Cellebrite with the U.S. Securities and Exchange Commission ("SEC"), which are available free of charge at www.sec.gov. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, in this communication or elsewhere. Cellebrite undertakes no obligation to update its forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

About Cellebrite

Cellebrite's (NASDAQ:CLBT) mission is to enable its global customers to protect and save lives by enhancing digital investigations and intelligence gathering to accelerate justice in communities around the world. Cellebrite's AI-powered Digital Investigation Platform enables customers to lawfully access, collect, analyze and share digital evidence in legally sanctioned investigations while preserving data privacy. Thousands of public safety organizations, intelligence agencies, and businesses rely on Cellebrite's digital forensic and investigative solutions—available via cloud, on-premises, and hybrid deployments—to close cases faster and safeguard communities. To learn more, visit us at www.cellebrite.com and https://investors.cellebrite.com and find us on social media @Cellebrite.

Contacts:

Investors Relations

Andrew Kramer

Vice President, Investor Relations

investors@cellebrite.com

+1 973.206.7760

Media

Victor Cooper

Sr. Director of Corporate Communications + Content Operations

Victor.cooper@cellebrite.com

+1 404.804.5910


Cellebrite DI Ltd. Third-Quarter 2025 Results Summary (U.S Dollars in thousands)

	For the three months ended				For the nine months ended
	September 30,				September 30,
	2025		2024		2025		2024

Revenue	126,029		106,858		346,854		292,154
Gross profit	105,715		91,414		291,373		247,185
Gross margin	83.9	%	85.5	%	84.0	%	84.6	%
Operating income	18,990		19,445		45,675		41,179
Operating margin	15.1	%	18.2	%	13.2	%	14.1	%
Net income (loss)	20,189		(207,093	)	57,065		(302,276	)
Cash flow from operating activities	33,272		41,650		86,733		66,204

Non-GAAP Financial Data:
Operating income	35,970		29,506		84,165		65,191
Operating margin	28.5	%	27.6	%	24.3	%	22.3	%
Net income	36,860		31,847		93,812		71,638
Adjusted EBITDA	37,739		31,334		89,300		70,584
Adjusted EBITDA margin	29.9	%	29.3	%	25.7	%	24.2	%

Cellebrite DI Ltd. Condensed Consolidated Balance Sheets (U.S. Dollars in thousands)

	September 30,			December 31,
		2025			2024
Assets
Current assets
Cash and cash equivalents	$	281,361		$	191,659
Short-term deposits		127,216			153,746
Marketable securities		117,135			101,818
Trade receivables (net of allowance for credit losses of $533 and $594 as of September 30, 2025 and December 31, 2024, respectively)		104,196			82,358
Prepaid expenses and other current assets		20,812			23,246
Contract acquisition costs		9,034			5,827
Inventories		8,648			8,939
Total current assets		668,402			567,593

Non-current assets
Other non-current assets		6,289			7,682
Marketable securities		69,580			36,601
Deferred tax assets, net		12,727			11,072
Property and equipment, net		22,533			16,995
Operating lease right-of-use assets, net		16,267			10,604
Intangible assets, net		9,807			11,306
Goodwill		28,714			28,714
Total non-current assets		165,917			122,974
Total assets	$	834,319		$	690,567

Liabilities and shareholders' equity
Current Liabilities
Trade payables	$	11,136		$	11,077
Other accounts payable and accrued expenses		62,486			63,330
Deferred revenues		239,677			216,970
Operating lease liabilities		3,618			4,125
Total current liabilities		316,917			295,502

Long-term liabilities
Other long-term liabilities		7,510			6,954
Deferred revenues		44,386			45,247
Operating lease liabilities		17,821			6,844
Total long-term liabilities		69,717			59,045
Total liabilities		386,634			354,547

Shareholders' equity
Share capital		*)			*)
Additional paid-in capital		553,111			498,883
Treasury share, NIS 0.00001 par value; 41,776 ordinary shares		(85	)		(85	)
Accumulated other comprehensive income		2,459			2,086
Accumulated deficit		(107,800	)		(164,864	)
Total shareholders' equity		447,685			336,020
Total liabilities and shareholders' equity	$	834,319		$	690,567

*) Less than 1 USD

Cellebrite DI Ltd. Condensed Consolidated Statements of Income (U.S Dollars in thousands, except share and per share data)

	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024

Revenue:
Subscription services	$	84,195		$	69,339		$	241,697		$	197,180
Term-license		28,531			24,038			69,819			60,787
Other non-recurring		5,504			3,938			13,207			10,992
Professional services		7,799			9,543			22,131			23,195
Total revenue		126,029			106,858			346,854			292,154

Cost of revenue:
Subscription services		10,005			6,651			26,959			18,848
Other non-recurring		4,791			3,415			11,290			11,335
Professional services		5,518			5,378			17,232			14,786
Total cost of revenue		20,314			15,444			55,481			44,969

Gross profit	$	105,715		$	91,414		$	291,373		$	247,185

Operating expenses:
Research and development		28,124			25,926			84,012			72,816
Sales and marketing		38,800			32,486			116,253			96,865
General and administrative		19,801			13,557			45,433			36,325
Total operating expenses	$	86,725		$	71,969		$	245,698		$	206,006

Operating income	$	18,990		$	19,445		$	45,675		$	41,179
Financial income (expense), net		5,298			(223,982	)		18,732			(337,060	)
Income (loss) before tax		24,288			(204,537	)		64,407			(295,881	)
Tax expense		4,099			2,556			7,342			6,395
Net income (loss)	$	20,189		$	(207,093	)	$	57,065		$	(302,276	)

Earnings (losses) per share
Basic	$	0.08		$	(0.99	)	$	0.24		$	(1.50	)
Diluted	$	0.08		$	(0.99	)	$	0.23		$	(1.50	)

Weighted average shares outstanding
Basic		243,508,803			208,705,089			240,394,282			201,488,572
Diluted		249,719,713			208,705,089			249,357,070			201,488,572

Other comprehensive income:
Unrealized (loss) income on hedging transactions		(665	)		102			1,492			(748	)
Unrealized income on marketable securities		198			844			301			524
Currency translation adjustments		287			(1,780	)		(1,420	)		(410	)
Total other comprehensive (loss) income, net of tax		(180	)		(834	)		373			(634	)
Total other comprehensive income (loss)	$	20,009		$	(207,927	)	$	57,438		$	(302,910	)

Cellebrite DI Ltd. Condensed Consolidated Statements of Cash Flow (U.S Dollars in thousands, except share and per share data)

	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024

Cash flow from operating activities:
Net income (loss)	$	20,189		$	(207,093	)	$	57,065		$	(302,276	)
Adjustments to reconcile net income to net cash provided by operating activities:
Share-based compensation and RSU's		15,308			9,055			32,895			21,306
Amortization of premium, discount and accrued interest on marketable securities		(488	)		(736	)		(2,213	)		(2,038	)
Depreciation and amortization		2,703			2,622			7,926			7,878
Interest income from short-term deposits		(1,734	)		(2,430	)		(6,417	)		(7,900	)
Deferred tax assets, net		(51	)		(634	)		(1,824	)		(2,202	)
Remeasurement of Warrant liability		—			71,271			—			110,664
Remeasurement of Restricted Sponsor Shares liability		—			37,906			—			65,889
Remeasurement of Price Adjustment Shares liability		—			120,008			—			173,051
Increase in trade receivables		(11,225	)		(22,113	)		(20,435	)		(16,092	)
Increase in deferred revenue		13,310			20,117			16,612			5,062
Decrease (increase) in other non-current assets		398			589			1,393			(294	)
Decrease in prepaid expenses and other current assets		336			3,334			3,068			6,086
Changes in operating lease right-of-use assets		1,197			1,244			3,423			3,885
Changes in operating lease liability		(892	)		(1,019	)		(2,603	)		(3,561	)
Decrease (increase) in inventories		882			(915	)		348			236
Increase (decrease) in trade payables		713			429			(499	)		(1,162	)
(Decrease) increase in other accounts payable and accrued expenses		(8,032	)		9,184			(2,562	)		5,864
Increase in other long-term liabilities		658			831			556			1,808
Net cash provided by operating activities		33,272			41,650			86,733			66,204

Cash flows from investing activities:
Purchases of property and equipment		(3,322	)		(1,820	)		(9,269	)		(5,388	)
Cash paid in conjunction with acquisitions, net of acquired cash		—			(2,748	)		—			(2,748	)
Purchase of Intangible assets		—			—			—			(904	)
Investment in marketable securities		(12,057	)		(13,428	)		(195,203	)		(112,710	)
Proceeds from maturities of marketable securities		58,597			13,550			118,220			48,986
Proceeds from sales of marketable securities		—			—			31,166			—
Investment in short-term deposits		(15,000	)		(46,000	)		(99,000	)		(168,000	)
Redemption of short-term deposits		35,570			31,781			131,947			107,240
Net cash provided by (used in) investing activities		63,788			(18,665	)		(22,139	)		(133,524	)

Cash flows from financing activities:
Exercise of options to shares		3,958			4,622			19,075			11,509
Proceeds from Employee Share Purchase Plan		1,309			864			3,638			2,370
Exercise of Warrants		—			53			—			53
Redemption of Warrants		—			(11	)		—			(11	)
Net cash provided by financing activities		5,267			5,528			22,713			13,921

Net increase (decrease) in cash and cash equivalents		102,327			28,513			87,307			(53,399	)
Net effect of Currency Translation on cash and cash equivalents		(189	)		880			2,395			231
Cash and cash equivalents at beginning of period		179,223			106,956			191,659			189,517
Cash and cash equivalents at end of period	$	281,361		$	136,349		$	281,361		$	136,349

Supplemental cash flow information:
Income taxes paid (received)	$	4,686		$	1,348		$	(3,387	)	$	3,905
Non-cash activities
Operating lease liabilities arising from obtaining right-of-use assets	$	—		$	1,616		$	13,141		$	1,831
Reclassification and exercise of public and private Warrants	$	—		$	164,770		$	—		$	164,770
Reclassification and release of Restricted Sponsor Shares	$	—		$	113,136		$	—		$	113,136
Reclassification and issuance of Price Adjustment Shares	$	—		$	254,766		$	—		$	254,766

Cellebrite DI Ltd. Reconciliation of GAAP to Non-GAAP Financial Information (U.S Dollars in thousands, except share and per share data)

	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Cost of revenue	$	20,314		$	15,444		$	55,481		$	44,969
Less:
Share-based compensation		828			559			2,405			1,652
Acquisition-related costs		—			—			—			2
Non-GAAP cost of revenue	$	19,486		$	14,885		$	53,076		$	43,315


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Gross profit	$	105,715		$	91,414		$	291,373		$	247,185
Share-based compensation		828			559			2,405			1,652
Acquisition-related costs		—			—			—			2
Non-GAAP gross profit	$	106,543		$	91,973		$	293,778		$	248,839


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Operating expenses	$	86,725		$	71,969		$	245,698		$	206,006
Less:
Share-based compensation		14,480			8,496			30,490			19,654
Amortization of intangible assets		934			794			2,791			2,485
Acquisition-related costs		164			212			2,230			219
Executive severance costs		574			—			574			—
Non-GAAP operating expenses	$	70,573		$	62,467		$	209,613		$	183,648


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Operating income	$	18,990		$	19,445		$	45,675		$	41,179
Share-based compensation		15,308			9,055			32,895			21,306
Amortization of intangible assets		934			794			2,791			2,485
Acquisition-related costs		164			212			2,230			221
Executive severance costs		574			—			574			—
Non-GAAP operating income	$	35,970		$	29,506		$	84,165		$	65,191


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Net income (loss)	$	20,189		$	(207,093	)	$	57,065		$	(302,276	)
Share-based compensation		15,308			9,055			32,895			21,306
Amortization of intangible assets		934			794			2,791			2,485
Acquisition-related costs		164			212			2,230			221
Tax (income) expense		(309	)		(306	)		(1,743	)		298
Finance expense from financial derivatives		—			229,185			—			349,604
Executive severance costs		574			—			574			—
Non-GAAP net income	$	36,860		$	31,847		$	93,812		$	71,638

Non-GAAP Earnings per share:
Basic	$	0.15		$	0.15		$	0.39		$	0.34
Diluted	$	0.14		$	0.14		$	0.37		$	0.32

Weighted average shares outstanding:
Basic		243,508,803			208,705,089			240,394,282			201,488,572
Diluted		256,157,437			226,882,633			253,798,919			215,424,847


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Net income (loss)	$	20,189		$	(207,093	)	$	57,065		$	(302,276	)
Financial (income) expense, net		(5,298	)		223,982			(18,732	)		337,060
Tax expense		4,099			2,556			7,342			6,395
Share-based compensation		15,308			9,055			32,895			21,306
Amortization of intangible assets		934			794			2,791			2,485
Acquisition-related costs		164			212			2,230			221
Depreciation expenses		1,769			1,828			5,135			5,393
Executive severance costs		574			—			574			—
Adjusted EBITDA	$	37,739		$	31,334		$	89,300		$	70,584


	For the three months ended						For the nine months ended
	September 30,						September 30,
		2025			2024			2025			2024
	(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)
Net cash provided by operating activities	$	33,272		$	41,650		$	86,733		$	66,204
Less:
Purchases of property and equipment		(3,322	)		(1,820	)		(9,269	)		(5,388	)
Free cash flow	$	29,950		$	39,830		$	77,464		$	60,816
Free cash flow margin		23.8	%		37.3	%		22.3	%		20.8	%

Cellebrite Announces Third-Quarter 2025 Results