Cellebrite Announces Third-Quarter 2025 Results

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

[email protected]

+1 973.206.7760

Media

Victor Cooper

Sr. Director of Corporate Communications + Content Operations

[email protected]

+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	%