tbla-20260331


Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the Quarterly Period Ended March 31, 2026
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
			1934 For the transition period from ___________ to ___________

Commission File Number: 001-40566

TABOOLA.COM LTD.

(Exact name of registrant as specified in its charter)

Israel

Not Applicable

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

16 Madison Square West

7th Floor

New York, NY

10010

(Address of principal executive offices)

212-206-7633

(Zip code)

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Trading

Title of each class

Symbol(s)

Name of each exchange on which registered

Ordinary shares, no par value

TBLA

The Nasdaq Global Select Market

Warrants to purchase ordinary shares

TBLAW

The Nasdaq Global Select Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. ☐ Yes ☒ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

As of April 29, 2026 the Registrant had a total of 273,324,352 outstanding shares, which includes 243,284,708 Ordinary shares and 30,039,644 Non-voting Ordinary shares.


Table of Contents

TABLE OF CONTENTS


		Page
Part I	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Consolidated Interim Balance Sheets	3
	Consolidated Interim Statements of Income (Loss)	4
	Consolidated Interim Statements of Comprehensive Income (Loss)	6
	Consolidated Interim Statements of Shareholders’ Equity	6
	Consolidated Interim Statements of Cash Flows	7
	Notes to Consolidated Interim Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 4.	Controls and Procedures	15

Part II	OTHER INFORMATION
Item 1.	Legal Proceedings	16
Item 1A.	Risk Factors	16
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
Item 3.	Defaults upon Senior Securities	16
Item 4.	Mine Safety Disclosures	16
Item 5.	Other Information	16
Item 6.	Exhibits	17
Signatures


Table of Contents

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this Quarterly Report on Form 10-Q may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Unless otherwise stated or unless the context otherwise requires, the terms “Company,” “the registrant,” “our company,” “the company,” “we,” “us,” “our,” “ours,” and “Taboola” refer to Taboola.com Ltd., a company organized under the laws of the State of Israel, and its consolidated subsidiaries.


Table of Contents						TABOOLA.COM LTD.
CONSOLIDATED INTERIM BALANCE SHEETS
U.S. dollars in thousands, except share and per share data


	March 31,		December 31,
	2026		2025
	Unaudited
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	150,275	$	120,865


Trade receivables (net of allowance for credit losses of $15,273 and $13,889 as of March 31, 2026 and December 31, 2025, respectively) (1)	309,909		360,166
Prepaid expenses and other current assets	60,909		77,000
Total current assets	521,093		558,031
NON-CURRENT ASSETS
Long-term prepaid expenses	13,934		15,116
Commercial agreement asset	266,211		270,248
Restricted deposits	1,462		1,462
Deferred tax assets, net	22,239		20,624
Operating lease right of use assets	72,528		79,167
Property and equipment, net	96,185		95,335
Intangible assets, net	5,537		13,925
Goodwill	555,931		555,931
Total non-current assets	1,034,027		1,051,808
Total assets	$	1,555,120	$	1,609,839






LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
Trade payables (2)	$	278,147	$	330,684
Short-term operating lease liabilities	30,652		30,408
Accrued expenses and other current liabilities	152,077		159,874

Total current liabilities	460,876		520,966
LONG-TERM LIABILITIES
Revolving credit facility	66,400		102,300
Long-term operating lease liabilities	54,532		61,382
Warrants liability	105		501
Deferred tax liabilities, net	736		628
Other long-term liabilities	17,141		16,867
Total long-term liabilities	138,914		181,678
COMMITMENTS AND CONTINGENCIES (Note 10)
SHAREHOLDERS' EQUITY
Ordinary shares with no par value- Authorized: 700,000,000 as of March 31, 2026 and December 31, 2025; 345,272,825 and 341,610,237 shares issued, and 243,107,545 and 246,330,707 shares outstanding as of March 31, 2026 and December 31, 2025, respectively	—		—
Non-voting Ordinary shares with no par value- Authorized: 46,000,000 as of March 31, 2026 and December 31, 2025; 45,198,702 shares issued, and 30,039,644 shares outstanding as of March 31, 2026 and December 31, 2025.	—		—
Treasury Ordinary shares, at cost - 117,324,338 (102,165,280 Ordinary shares and 15,159,058 Non-voting Ordinary shares) and 110,438,588 (95,279,530 Ordinary shares and 15,159,058 Non-voting Ordinary shares) as of March 31, 2026 and December 31, 2025, respectively	(409,284)		(385,651)
Additional paid-in capital	1,417,818		1,404,248
Accumulated other comprehensive income (loss)	(334)		534
Accumulated deficit	(52,870)		(111,936)
Total shareholders' equity	955,330		907,195
Total liabilities and shareholders' equity	$	1,555,120	$	1,609,839

(1) Includes related party trade receivables of $51,313 and $39,210, as of March 31, 2026 and December 31, 2025, respectively.

(2) Includes related party trade payables of $71,229 and $70,950, as of March 31, 2026 and December 31, 2025, respectively.

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


Table of Contents						TABOOLA.COM LTD.
CONSOLIDATED INTERIM STATEMENTS OF INCOME (LOSS)
U.S. dollars in thousands, except share and per share data


	Three Months Ended March 31,
	2026		2025
	Unaudited
Revenues (1)	$	466,395	$	427,493

Cost of revenues:
Traffic acquisition cost (2)	302,379		279,797
Other cost of revenues	34,439		28,389
Total cost of revenues	336,818		308,186

Gross profit	129,577		119,307

Operating expenses:
Research and development, net	39,580		35,956
Sales and marketing	72,565		65,890
General and administrative	25,048		23,723
Other income, net (3)	(77,000)		—
Total operating expenses	60,193		125,569

Operating income (loss)	69,384		(6,262)
Finance expenses, net (4)	(245)		(4,500)

Income (loss) before income taxes	69,139		(10,762)
Income tax benefit (expenses)	(10,073)		2,012
Net income (loss)	$	59,066	$	(8,750)

Net income (loss) per share attributable to Ordinary and Non-voting Ordinary shareholders, basic	$	0.21	$	(0.03)
Net income (loss) per share attributable to Ordinary and Non-voting Ordinary shareholders, diluted	$	0.20	$	(0.03)
Weighted-average shares used in computing net income (loss) per share attributable to Ordinary and Non-voting Ordinary shareholders, basic	282,244,774		341,960,999
Weighted-average shares used in computing net income (loss) per share attributable to Ordinary and Non-voting Ordinary shareholders, diluted	288,764,244		341,960,999

(1) Includes revenues from related party of $69,680 and $48,324, for the three months ended March 31, 2026 and 2025, respectively.

(2) Includes traffic acquisition cost to related party of $96,790 and $82,159 for the three months ended March 31, 2026 and 2025, respectively.

(3) See Note 10 Commitments and Contingencies.

(4) Includes loss on extinguishment of debt of $6,597 for the three months ended March 31, 2025.

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


Table of Contents						TABOOLA.COM LTD.
CONSOLIDATED INTERIM STATEMENTS OF INCOME (LOSS)
U.S. dollars in thousands, except share and per share data


CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

	Three Months Ended March 31,
	2026		2025
	Unaudited
Net income (loss)	$	59,066	$	(8,750)
Other comprehensive loss:
Unrealized losses on derivative instruments, net	(868)		(1,191)
Other comprehensive loss	(868)		(1,191)
Comprehensive income (loss)	$	58,198	$	(9,941)

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


Table of Contents						TABOOLA.COM LTD.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
U.S. dollars in thousands, except share and per share data


	Non-voting Ordinary shares			Ordinary shares			Treasury Ordinary shares		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income (loss)		Total shareholders’ equity
	Number	Amount		Number	Amount
Balance as of January 1, 2026	30,039,644	$	—	246,330,707	$	—	$	(385,651)	$	1,404,248	$	(111,936)	$	534	$	907,195
Share-based compensation expenses	—	—		—	—		—		14,663		—		—		14,663
Repurchase of Ordinary shares	—	—		(6,885,750)	—		(23,633)		—		—		—		(23,633)
Exercise of options and vested RSUs	—	—		3,662,588	—		—		1,482		—		—		1,482
Payments of tax withholding for share-based compensation	—	—		—	—		—		(2,575)		—		—		(2,575)
Other comprehensive loss	—	—		—	—		—		—		—		(868)		(868)
Net income	—	—		—	—		—		—		59,066		—		59,066
Balance as of March 31, 2026 (unaudited)	30,039,644	$	—	243,107,545	$	—	$	(409,284)	$	1,417,818	$	(52,870)	$	(334)	$	955,330

	Non-voting Ordinary shares			Ordinary shares			Treasury Ordinary shares		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income (loss)		Total shareholders’ equity
	Number	Amount		Number	Amount
Balance as of January 1, 2025	44,210,406	$	—	293,134,865	$	—	$	(130,117)	$	1,335,825	$	(154,220)	$	418	$	1,051,906
Share-based compensation expenses	—	—		—	—		—		15,796		—		—		15,796
Repurchase of Ordinary shares and non-voting Ordinary shares	(4,156,062)	—		(12,086,097)	—		(49,507)		—		—		—		(49,507)
Exercise of options and vested RSUs	—	—		3,395,786	—		—		797		—		—		797
Payments of tax withholding for share-based compensation	—	—		—	—		—		(842)		—		—		(842)
Other comprehensive loss	—	—		—	—		—		—		—		(1,191)		(1,191)
Net loss	—	—		—	—		—		—		(8,750)		—		(8,750)
Balance as of March 31, 2025 (unaudited)	40,054,344	$	—	284,444,554	$	—	$	(179,624)	$	1,351,576	$	(162,970)	$	(773)	$	1,008,209

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


Table of Content						TABOOLA.COM LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands


	Three months ended March 31,
	2026		2025
	Unaudited
Cash flows from operating activities
Net income (loss)	$	59,066	$	(8,750)
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities:
Depreciation, amortization and write-offs	16,072		20,682
Share-based compensation expenses	14,195		15,517
Net loss (gain) from financing expenses	209		(1,038)
Revaluation of the Warrants liability	(396)		(1,726)
Amortization of loan and credit facility issuance costs	184		413
Loss on extinguishment of debt	—		6,597
Commercial agreement asset amortization	4,037		4,037

Change in operating assets and liabilities:
Decrease in trade receivables, net (1)	50,257		65,196
Decrease in prepaid expenses and other current assets and long-term prepaid expenses	16,257		4,434
Decrease in trade payables (2)	(42,229)		(31,758)
Decrease in accrued expenses and other current liabilities and other long-term liabilities	(7,523)		(22,196)
Increase in deferred taxes, net	(1,507)		(3,120)
Change in operating lease right of use assets	7,040		6,211
Change in operating lease liabilities	(7,007)		(6,388)
Net cash provided by operating activities	108,655		48,111

Cash flows from investing activities
Purchase of property and equipment	(18,374)		(12,041)
Proceeds from maturities of short-term investments	—		3,780
Net cash used in investing activities	(18,374)		(8,261)

Cash flows from financing activities
Issuance costs	—		(663)
Exercise of options	997		705
Payment of tax withholding for share-based compensation expenses	(2,575)		(842)
Repurchase of Ordinary shares and non-voting Ordinary shares	(22,691)		(49,342)
Payments on account of repurchase of Ordinary shares	(493)		(2,355)
Repayment of long-term loan	—		(122,736)
Proceeds from revolving credit line, net of issuance costs	—		123,985
Additional proceeds from revolving credit line	109,000		—
Repayment of revolving credit line	(144,900)		—
Net cash used in financing activities	(60,662)		(51,248)

Exchange rate differences on balances of cash and cash equivalents	(209)		1,038
Increase (decrease) in cash and cash equivalents	29,410		(10,360)
Cash and cash equivalents - at the beginning of the period	120,865		226,583
Cash and cash equivalents - at end of the period	$	150,275	$	216,223

(1) Includes an (increase) decrease in related party trade receivables of $(12,103) and $28,093, for the three months ended March 31, 2026 and 2025, respectively.

(2) Includes an increase (decrease) in related party trade payables of $279 and $(10,723), for the three months ended March 31, 2026 and 2025, respectively.


	Three months ended March 31,
	2026		2025
	Unaudited
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Income taxes	$	2,595	$	3,764
Interest	$	1,491	$	2,189
Non-cash investing and financing activities:
Purchase of property and equipment	$	617	$	1,895
Share-based compensation included in capitalized internal-use software	$	468	$	279
Exercise of options	$	485	$	92
Creation and modification of operating lease right-of-use assets and operating lease liability	$	401	$	28,922

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


Table of Contents			TABOOLA.COM LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data

NOTE 1:- GENERAL

a.Taboola.com Ltd. (together with its subsidiaries, the “Company” or “Taboola”) was incorporated under the laws of the state of Israel on September 3, 2006.

Taboola is a technology company that powers recommendations across the Open Web with an artificial intelligence-based, algorithmic engine developed since the Company began operations in 2007. Taboola partners with websites, devices, and mobile apps (collectively referred to as “digital properties”), to recommend editorial content and advertisements on the Open Web. Digital properties use Taboola’s technology platforms to achieve their business goals, such as driving new audiences to their sites and apps or increasing engagement with existing audiences. Taboola also provides monetization opportunities to digital properties by surfacing paid recommendations by advertisers. Taboola is a business-to-business company with no competing consumer interests. Taboola empowers advertisers to leverage its proprietary AI-powered recommendation platform to reach targeted audiences utilizing effective, native ad-formats across digital properties. As part of the Company e-Commerce offerings, it also syndicates its retailer advertisers’ monetized product listings and links (clickable advertisements) into commerce content-oriented consumer experiences on both the Open Web and within the dominant traditional ad platforms. Taboola generates revenues when people (consumers) click on, purchase from or, in some cases, view the ads that appear within its recommendation platform. The Company’s customers are the advertisers, merchants and affiliate networks that advertise on the Company’s platform (“Advertisers”). Advertisers pay Taboola for those clicks, purchases or impressions, and Taboola shares a portion of the resulting revenue with the digital properties who display those ads.

b.In November 2022, the Company announced that it entered into a 30‑year exclusive commercial agreement (the “Commercial agreement”) with Yahoo Inc. and its affiliated entities (“Yahoo”), under which Taboola will power native advertising across all of Yahoo’s digital properties, expanding the Company’s native advertising offering. The Company issued Yahoo Ordinary shares and Non‑voting Ordinary shares with an aggregate fair value of $288,063, which the Company accounts for as an upfront payment for traffic acquisition costs paid to the digital property partner (the “Commercial Agreement Asset”). The Commercial Agreement Asset is amortized over the shorter of the respective contractual terms and the economic benefit period of the digital property arrangement, estimated at 18 years, commencing in January 2024. For each of the three‑month periods ended March 31, 2026 and 2025, the Company recorded amortization expense of $4,037 related to the Commercial Agreement Asset. For further information on related‑party transactions, see Note 11.

NOTE 2:- SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated interim financial statements have been prepared in accordance with Generally Accepted Accounting Principles in the United States (“GAAP”), and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting and include the accounts of Taboola.com Ltd. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

The consolidated balance sheet as of December 31, 2025, included herein, was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures, including certain notes required by GAAP on an annual reporting basis. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations.

Therefore, these unaudited consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2025, filed with the SEC on February 25, 2026.

In the opinion of the Company’s management, the unaudited consolidated interim financial statements have been prepared on a basis consistent with the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair presentation of the Company’s unaudited interim consolidated financial statements. The results of operations for the three months ended March 31, 2026, are not necessarily indicative of the results to be expected for the full year ending December 31, 2026, or any other future interim or annual period.

Significant Accounting Policies

The Company’s significant accounting policies are discussed in Note 2, Summary of Significant Accounting Policies, in the Company’s Annual Report on Form 10-K as of and for the year ended December 31, 2025, as filed with the SEC on February 25, 2026. There have been no significant changes to these policies during the three months ended March 31, 2026.

Refundable Tax Credit

The Company accounts for refundable tax credits that are not subject to the scope of ASC 740 using a grant accounting model, by analogy to International Accounting Standards 20, Accounting for Government Grants and Disclosure of Government Assistance, and recognizes such grants when the Company has reasonable assurance that it will comply with the grant’s conditions and that the grant will be received. Refundable tax credits are accounted for by analogy to government grants, as the Company can realize the benefit regardless of whether or not it has an income tax liability. Therefore, these amounts are not considered income taxes and fall outside the scope of Topic 740, Income Tax. Refundable tax credits are recorded in the interim consolidated financial statements in accordance with their purpose, generally as a reduction of expenses, or a reduction of asset costs.

Use of Estimates

The preparation of the interim consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the interim consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period and accompanying notes. Actual results could differ from those estimates.

The Company’s management regularly evaluates its estimates, primarily those related to: (1) revenue recognition criteria, including the determination of revenue reporting as gross versus net in the Company’s revenue arrangements, (2) allowances for credit losses, (3) operating lease assets and liabilities, including the incremental borrowing rate and terms and provisions of each lease (4) the useful lives of its Commercial agreement asset, property and equipment and capitalized software development costs, (5) income taxes, (6) the fair value of financial assets and liabilities, including Private Warrants and derivative instruments (7) Impairment of intangible assets and goodwill annual impairment test.

These estimates are based on historical data and experience, as well as various other factors that management believes to be reasonable under the circumstances; the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources.

Concentrations of Credit Risk

The Company’s trade receivables are geographically diversified and derived mainly from sales in the United States, Israel, Germany and United Kingdom. Concentration of credit risk with respect to trade receivables is limited by credit limits, ongoing credit evaluation and account monitoring procedures. The Company performs ongoing credit evaluations of its accounts receivables and establishes an allowance for expected losses as necessary.

As of March 31, 2026 and December 31, 2025, no single customer accounted for 10% or more of accounts receivable or total revenue for those respective years then ended, except as disclosed in Note 11.

Recently Adopted Accounting Pronouncements:

In July 2025, the FASB issued ASU 2025-05, to address complexities in applying current expected credit losses for current accounts receivable and contract assets. The amendments allow entities to make an accounting policy election to apply a practical expedient when estimating expected credit losses for certain assets, which allows entities to assume that economic conditions at the balance sheet date will remain unchanged for the remaining life of those assets. The Company adopted the provisions of the amendments as of January 1, 2026. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements.

Recently Issued Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, “Income Statement-Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual

basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.

In September 2025, the FASB issued ASU 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software”. The ASU simplifies the capitalization guidance by removing all references to prescriptive and sequential software development stages (referred to as “project stages”) throughout ASC 350-40. The ASU is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years. Adoption of this ASU can be applied prospectively for reporting periods after its effective date; or follow a modified transition approach that is based on the status of the respective projects and whether software costs were capitalized before the date of adoption; or retrospectively to any or all prior periods presented in the consolidated financial statements. The Company is currently evaluating the provisions of this ASU.

In November 2025, the FASB issued ASU 2025-09 to amend the guidance in Derivatives and Hedging (Topic 815). The update provides targeted improvements intended to enhance the application of hedge accounting, including expanded eligibility of forecasted transactions, additional flexibility in measuring hedge effectiveness, and clarifications related to hedging non-financial items. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating the impact on its financial statement disclosures.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities, which establishes authoritative guidance on the recognition, measurement, presentation, and disclosure of government grants. Under ASU 2025-10, government grants are recognized when it is probable that the entity will both comply with the conditions of the grant and the grant will be received. The ASU provides specific accounting models for grants related to assets and grants related to income, including options to recognize government grants as deferred income or as a reduction of the asset’s cost basis. The ASU also requires enhanced disclosures regarding the nature of government grants, significant terms and conditions, accounting policies applied, and amounts recognized in the financial statements. ASU 2025-10 is effective for fiscal years beginning after December 15, 2028, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-10.

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow-Scope Improvements”, which clarifies the guidance in Topic 270 to improve the consistency of interim financial reporting. The ASU provides a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. ASU 2025-11 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-11.

NOTE 3:- CASH AND CASH EQUIVALENTS

The following table presents for each reported period, the breakdown of cash and cash equivalents:


	March 31,		December 31,
	2026		2025
	Unaudited
Cash	$	148,944	$	111,651

Time deposits	1,331		9,214
Total Cash and cash equivalents	$	150,275	$	120,865


Table of Contents			TABOOLA.COM LTD.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data

NOTE 4:- FAIR VALUE MEASUREMENTS

The Company evaluates assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level to classify them for each reporting period. The Company did not have any transfers between fair value measurements levels during the three months ended March 31, 2026.

The following table sets forth the Company’s assets and liabilities that were measured at fair value as of March 31, 2026 and December 31, 2025, by level within the fair value hierarchy:

Fair Value Hierarchy

Fair value measurements as of

Description

March 31, 2026

December 31, 2025

Unaudited

Assets:

Derivative instruments asset:

Derivative instruments designated as cash flow hedging instruments

Level 2

636

534

Liabilities:

Warrants liability:

Public Warrants

Level 1

(105)

(501

SEC Form 10-Q filed by Taboola.com Ltd.