thry-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT 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: 001-35895

THRYV HOLDINGS, INC.

(Exact name of registrant as specified in its charter)


Delaware						13-2740040
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1301 Municipal Way, Suite 220, Grapevine, TX						76051
(Address of principal executive offices)						(Zip Code)


(972)			453-7000
(Registrant’s telephone number, including area code)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	THRY	The Nasdaq Stock Market LLC

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 x 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 x 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 Securities Exchange Act of 1934.


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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

Yes ☐ No x

As of April 28, 2026, there were 44,349,786 shares of the registrant's common stock outstanding.

THRYV HOLDINGS, INC.

TABLE OF CONTENTS


		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Statements of Operations and Comprehensive Income (Loss ) for the Three Months Ended March 31, 2026 and 2025 (unaudited)	3
	Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 2025	4
	Consolidated Statements of Changes in Stockholders' Equity for the Three Months Ended March 31, 2026 and 2025 (unaudited)	5
	Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (unaudited)	6
	Notes to Consolidated Financial Statements (unaudited)	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	38
Item 4.	Controls and Procedures	38

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	38
Item 1A.	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39
Item 3.	Defaults Upon Senior Securities	39
Item 4.	Mine Safety Disclosures	39
Item 5.	Other Information	39
Item 6.	Exhibits	40
	Signatures	41

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (“Quarterly Report”) contains forward-looking statements that reflect our current views with respect to future events and financial performance. Such statements are provided under the “safe harbor” protection of the Private Securities Litigation Reform Act of 1995 and include, without limitation, statements concerning the conditions of our industry and our operations, performance, and financial condition, including, in particular, statements relating to our business, growth strategies, product development efforts, and future expenses. Forward-looking statements include all statements that do not relate solely to historical or current facts and generally can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “could,” “estimates,” “expects,” “likely,” “may,” and similar references to future periods, or by the inclusion of forecasts or projections. Examples of forward-looking statements include, but are not limited to, statements we make regarding the outlook for our future business and financial performance, such as those contained in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy, and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Accordingly, we caution you against relying on forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national, or global political, economic, business, competitive, market, and regulatory conditions and the following:

•significant competition for our Marketing Services solutions and Software as a Service (“SaaS”) offerings, which include companies who use components of our SaaS offerings provided by third parties;

•our ability to maintain profitability;

•our ability to manage our growth effectively;

•our ability to transition our Marketing Services clients to our Thryv Platform (as defined below in Note 1), maintain transitioned clients on that platform and sell them additional or upgraded products, sell our platform into new markets or further penetrate existing markets;

•our ability to maintain our strategic relationships with third-party service providers;

•internet search engines and portals potentially terminating or materially altering their agreements with us;

•our ability to keep pace with rapid technological changes and evolving industry standards;

•our small to medium-sized businesses clients potentially opting not to renew their agreements with us or renewing at lower spend;

•potential system interruptions or failures, including cybersecurity breaches, identity theft, data loss, unauthorized access to data or other disruptions that could compromise our information;

•our potential failure to identify suitable acquisition candidates and consummate such acquisitions;

•our ability to complete acquisitions and the successful integration of such acquisitions, and any failure of an acquired business to achieve its plans and objectives or realize any expected benefit from any such acquisition;

•the potential loss of one or more key employees or our inability to attract and to retain highly skilled employees;

•our ability to maintain the compatibility of our Thryv Platform with third-party applications;

•our ability to successfully expand our operations and current offerings into new markets, including internationally, or further penetrate existing markets;

•our potential failure to provide new or enhanced functionality and features;

•our potential failure to comply with applicable privacy, security and data laws, regulations and standards;

•potential changes in regulations governing privacy concerns and laws or other domestic or foreign data protection regulations;

•our potential failure to meet service level commitments under our client contracts;

•our potential failure to offer high-quality or technical support services;

•our Thryv Platform and add-ons potentially failing to perform properly;

•our use of artificial intelligence in our business, and challenges with properly managing its use, could result in reputational harm, competitive harm, and legal liability;

•the potential impact of future labor negotiations;

•our ability to protect our intellectual property rights, proprietary technology, information, processes, and know-how;

•rising inflation and our ability to control costs, including operating expenses;

•general macro-economic conditions, including a recession or an economic slowdown in the U.S. or internationally;

•adverse tax laws, regulations, audit outcomes, or potential changes to existing tax laws or regulations;

•costs, liabilities and reputational harm resulting from regulatory investigations, including the subpoena from the Division of Enforcement of the Securities and Exchange Commission (the “SEC”);

•volatility and weakness in bank and capital markets; and

•costs, obligations and liabilities incurred as a result of and in connection with being a public company.

For additional information regarding known material factors that could cause the Company’s actual results to differ from its projected results, see Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”), as supplemented by the disclosure in Part II, Item 1A. Risk Factors in subsequent quarterly reports on Form 10-Q. Readers are cautioned not to place undue reliance on forward-looking statements contained in this report, which speak only as of the date of this report. Except as required by applicable law, the Company undertakes no obligation to update or revise any forward-looking statements publicly after the date they are made, whether as a result of new information, future events, or otherwise.

In this Quarterly Report on Form 10-Q, the terms “our Company,” “we,” “us,” “our,” “Company” and “Thryv” refer to Thryv Holdings, Inc. and its subsidiaries, unless the context indicates otherwise.

Part I. FINANCIAL INFORMATION

Item 1. Financial Statements

Thryv Holdings, Inc. and Subsidiaries

Consolidated Statements of Operations and Comprehensive Income (Loss)

(unaudited)


	Three Months Ended
	March 31,
(in thousands, except share and per share data)		2026		2025
Revenue		$	167,684	$	181,371
Cost of services		58,428		62,083
Gross profit		109,256		119,288

Operating expenses:
Sales and marketing		47,948		59,842
Research and development		11,431		10,209
General and administrative		45,819		52,271

Total operating expenses		105,198		122,322

Operating income (loss)		4,058		(3,034)
Other income (expense):
Interest expense		(4,141)		(6,067)
Interest expense, related party		(2,466)		(3,006)
Net periodic pension cost		(345)		(768)
Other income		1,433		392
Loss before income tax benefit		(1,461)		(12,483)
Income tax benefit		6,003		2,865
Net income (loss)		$	4,542	$	(9,618)
Other comprehensive loss:
Foreign currency translation adjustment, net of tax		(395)		(187)
Comprehensive income (loss)		$	4,147	$	(9,805)

Net income (loss) per common share:
Basic		$	0.10	$	(0.22)
Diluted		$	0.10	$	(0.22)

Weighted-average shares used in computing basic and diluted net income (loss) per common share:
Basic		44,207,794		43,412,366
Diluted		45,246,486		43,412,366

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

Thryv Holdings, Inc. and Subsidiaries

Consolidated Balance Sheets


(in thousands, except share data)	March 31, 2026		December 31, 2025
Assets	(unaudited)
Current assets
Cash and cash equivalents	$	7,952	$	10,752
Accounts receivable, net of allowance of $14,381 in 2026 and $13,830 in 2025	147,083		136,394
Contract assets, net of allowance of $2 in 2026 and $2 in 2025	433		411
Taxes receivable	22,710		8,134
Prepaid expenses	14,459		10,939
Deferred costs	7,472		11,548
Other current assets	643		679
Total current assets	200,752		178,857
Fixed assets and capitalized software, net	50,101		50,885
Goodwill	253,809		253,809
Intangible assets, net	24,471		25,929
Deferred tax assets	120,238		133,221
Other assets	44,367		45,886
Total assets	$	693,738	$	688,587

Liabilities and Stockholders' Equity
Current liabilities
Accounts payable	$	10,853	$	9,764
Accrued liabilities	84,225		91,246
Current portion of unrecognized tax benefits	1,803		28,303
Contract liabilities	36,790		28,875
Current portion of Term Loan	15,750		10,500
Current portion of Term Loan, related party	10,500		7,000
Other current liabilities	3,340		3,905
Total current liabilities	163,261		179,593
Term Loan, net	120,716		125,419
Term Loan, net, related party	82,063		85,448
ABL Facility	29,534		25,120
Pension obligations, net	44,016		44,171
Other liabilities	28,738		10,697
Total long-term liabilities	305,067		290,855
Commitments and contingencies (see Note 12)
Stockholders' equity
Common stock - $0.01 par value, 250,000,000 shares authorized; 72,888,889 shares issued and 44,344,879 shares outstanding at March 31, 2026; and 72,002,129 shares issued and 43,815,268 shares outstanding at December 31, 2025	729		720
Additional paid-in capital	1,307,891		1,303,144
Treasury stock - 28,544,010 shares at March 31, 2026 and 28,186,861 shares at December 31, 2025	(499,735)		(498,103)
Accumulated other comprehensive loss	(15,906)		(15,511)
Accumulated deficit	(567,569)		(572,111)
Total stockholders' equity	225,410		218,139
Total liabilities and stockholders' equity	$	693,738	$	688,587

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

Thryv Holdings, Inc. and Subsidiaries

Consolidated Statements of Changes in Stockholders' Equity

(unaudited)


Three Months Ended March 31, 2026
	Common Stock					Treasury Stock
(in thousands, except share amounts)	Shares	Amount		Additional Paid-in Capital		Shares	Amount		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders' Equity
Balance as of December 31, 2025	72,002,129	$	720	$	1,303,144	(28,186,861)	$	(498,103)	$	(15,511)	$	(572,111)	$	218,139
Issuance of shares related to stock-based compensation	886,760	9		(3)		(357,149)	(1,632)		—		—		(1,626)
Stock-based compensation expense	—	—		4,750		—	—		—		—		4,750

Foreign currency translation adjustment, net of tax	—	—		—		—	—		(395)		—		(395)
Net income	—	—		—		—	—		—		4,542		4,542
Balance as of March 31, 2026	72,888,889	$	729	$	1,307,891	(28,544,010)	$	(499,735)	$	(15,906)	$	(567,569)	$	225,410

Three Months Ended March 31, 2025
	Common Stock					Treasury Stock
(in thousands, except share amounts)	Shares	Amount		Additional Paid-in Capital		Shares	Amount		Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders' Equity
Balance as of December 31, 2024	70,556,740	$	706	$	1,272,476	(27,522,780)	$	(488,903)	$	(14,941)	$	(572,418)	$	196,920
Issuance of shares related to stock-based compensation	939,337	9		2,211		(244,966)	(3,841)		—		—		(1,621)
Stock-based compensation expense	—	—		7,737		—	—		—		—		7,737

Foreign currency translation adjustment, net of tax	—	—		—		—	—		(187)		—		(187)
Net loss	—	—		—		—	—		—		(9,618)		(9,618)
Balance as of March 31, 2025	71,496,077	$	715	$	1,282,424	(27,767,746)	$	(492,744)	$	(15,128)	$	(582,036)	$	193,231

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

Thryv Holdings, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(unaudited)


	Three Months Ended March 31,
(in thousands)	2026		2025
Cash Flows from Operating Activities
Net income (loss)	$	4,542	$	(9,618)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	9,166		11,516
Amortization of deferred commissions	1,349		3,499
Amortization of debt issuance costs	741		830
Deferred income taxes	13,026		(2,986)
Provision for credit losses and service credits	3,630		3,782
Stock-based compensation expense	4,750		7,737
Net periodic pension cost	345		768

Gain on foreign currency exchange rates	(1,433)		(392)
Other	2		37
Changes in working capital items:
Accounts receivable	(4,820)		16,840

Prepaid expenses, deferred costs, and other assets	(23,160)		(20,525)
Accounts payable and accrued liabilities	(31,631)		(22,338)
Contract liabilities	7,737		2,407
Other liabilities	17,229		(2,038)
Net cash provided by (used in) operating activities	1,473		(10,481)

Cash Flows from Investing Activities
Additions to fixed assets and capitalized software	(6,926)		(7,085)

Other	—		(143)
Net cash used in investing activities	(6,926)		(7,228)

Cash Flows from Financing Activities


Proceeds from ABL Facility	90,777		109,647
Payments of ABL Facility	(86,363)		(95,748)
Principal payments on finance lease obligation	(216)		—


Other	(1,621)		(1,620)
Net cash provided by financing activities	2,577		12,279
Effect of exchange rate changes on cash, cash equivalents and restricted cash	80		124
Decrease in cash, cash equivalents and restricted cash	(2,796)		(5,306)
Cash, cash equivalents and restricted cash, beginning of period	10,869		17,760
Cash, cash equivalents and restricted cash, end of period	$	8,073	$	12,454

Supplemental Information
Cash paid for interest	$	6,858	$	8,256
Cash (received) paid for income taxes, net	$	(5,587)	$	1,178

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

Thryv Holdings, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

(Unaudited)

Note 1 Description of Business and Summary of Significant Accounting Policies

General

Thryv Holdings, Inc. (“Thryv” or the “Company”) is a software-led platform company focused on enabling small and medium-sized businesses (“SMBs”) to run and grow their businesses more efficiently. The Company's strategy is centered on delivering a unified, extensible SaaS platform that supports customer acquisition, engagement, operations, and retention across the SMB lifecycle.

The Company's SaaS platform (or “Thryv platform”) is designed for active daily use by business owners and operators. Customers engage directly with the platform to help business owners build a strong online presence, manage leads, automate workflows, communicate with customers, process payments, and make data-informed decisions that drive business outcomes.

The Company reports its results based on two reportable segments (see Note 14, Segment Information):

•SaaS, which includes the Company's unified small business marketing platform, supporting software solutions, related extensions, payment solutions, and professional services; and

•Marketing Services, which includes the Company's legacy print (“Print”) and digital marketing solutions (“Digital”) business, which the Company plans to exit by the end of 2028.

Basis of Presentation

The Company prepares its financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”). The consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, certain information and disclosures normally included in the complete financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. The consolidated financial statements include the financial statements of Thryv Holdings, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

In the opinion of management, the accompanying consolidated financial statements reflect all adjustments, consisting of only normal recurring items and accruals, necessary for the fair statement of the financial position, results of operations and cash flows of the Company for the periods presented. The consolidated financial statements as of and for the three months ended March 31, 2026 and 2025 have been prepared on the same basis as the audited annual financial statements. The consolidated balance sheet as of December 31, 2025 was derived from the audited annual financial statements. The consolidated results for interim periods are not necessarily indicative of results for the full year and should be read in conjunction with the Company’s audited financial statements and related footnotes contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

Use of Estimates

The preparation of the Company’s consolidated financial statements requires management to make estimates and assumptions about future events that affect the amounts reported and disclosed in the consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable. The results of those estimates form the basis for making judgments about the carrying values of certain assets and liabilities.

Examples of reported amounts that rely on significant estimates include revenue recognition, allowance for credit losses, assets acquired and liabilities assumed in business combinations, capitalized costs to obtain a contract, stock-based compensation expense, operating lease right-of-use assets and operating lease liabilities, pension obligations and certain amounts relating to the accounting for income taxes, including valuation allowances. Significant estimates are also used in determining the recoverability and fair value of fixed assets and capitalized software, goodwill and intangible assets.

Reclassification of Prior Year Presentation

During the fourth quarter of 2025, as a result of increased investment in research and development activities following the acquisition of Infusion Software, Inc. d/b/a/ Keap (“Keap”) in October 2024 and to provide greater detail of the Company's underlying expenses, the Company began breaking out Research and development expense into a separate line item in the Consolidated Statements of Operations and Comprehensive Income (Loss). These costs were previously included in Sales and marketing expense. This change was made retrospectively to all periods presented for comparability purposes and there was no effect on Total operating expenses or Net loss for the three months ended March 31, 2025.

Summary of Significant Accounting Policies

The Company describes its significant accounting policies in Note 1 to the consolidated financial statements in Part II, Item 8 of its Annual Report on Form 10-K for the year ended December 31, 2025. Except as described below, there have been no changes to the Company's significant accounting policies during the three months ended March 31, 2026.

Costs to Obtain a Contract with a Customer

The Company has determined that sales commissions paid to employees and certified marketing representatives associated with selling the Company’s print, digital and SaaS services are considered incremental and recoverable costs of obtaining a contract. Commissions incurred to obtain a new contract are capitalized and recognized over the benefit period, which is determined based on expected contract renewals, the Company’s technology development life-cycle, and other factors.

In accordance with its policy, the Company reviews the estimated amortization period of its capitalized commissions on a periodic basis. This review indicated that the benefit period for commissions on SaaS contracts had lengthened due to an increase in the average SaaS customer life. As a result, effective January 1, 2026, the Company changed the amortization period for costs incurred to obtain a new contract to better reflect the estimated benefit period of these assets. The estimated useful life of these assets was increased from eighteen months to thirty-six months. The effect of this change in estimate for the three months ended March 31, 2026 was to reduce amortization of deferred commissions by $2.2 million, which resulted in an increase to net income of $2.2 million and an increase to basic and diluted earnings per share of $0.05.

Cash, Cash Equivalents, and Restricted Cash

Restricted cash is primarily associated with security deposits with credit card merchants. The following table presents a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to the amount shown in the Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025:


(in thousands)	March 31, 2026		March 31, 2025
Cash and cash equivalents	$	7,952	$	10,993
Restricted cash, included in Other current assets	121		1,461
Total cash, cash equivalents and restricted cash	$	8,073	$	12,454

Accounts Receivable, Net of Allowance

Accounts receivable represents billed amounts for which invoices have been provided to clients and unbilled amounts for which revenue has been recognized, but amounts have not yet been billed to the client.

The following table represents the components of Accounts receivable, net of allowance:


(in thousands)	March 31, 2026		December 31, 2025
Accounts receivable	$	44,828	$	38,200
Unbilled accounts receivable (1)	116,636		112,024
Total accounts receivable	$	161,464	$	150,224
Less: allowance for credit losses	(14,381)		(13,830)
Accounts receivable, net of allowance	$	147,083	$	136,394

(1) Unbilled accounts receivable relates primarily to the Company’s Print services, which are recognized at a point in time upon delivery of the Print services to the intended market(s), but are billed to customers monthly after the delivery of the Print services. Unbilled accounts receivable are reclassified as billed accounts receivable monthly when the customers are invoiced.

The following table represents the components of unbilled accounts receivable from contracts with customers:


(in thousands)	March 31, 2026		December 31, 2025
Unbilled accounts receivable – current	$	116,636	$	112,024
Unbilled accounts receivable – non-current (1)	32,898		40,722
Total unbilled accounts receivable	$	149,534	$	152,746

(1) Included in Other assets on the Consolidated Balance Sheets.

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 requires additional disclosures primarily related to the rate reconciliation and income taxes paid information. The Company adopted ASU 2023-09 for the annual period ended December 31, 2025, and implemented the new disclosure updates within the Company's consolidated financial statements included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 on a retrospective basis. Because the ASU affects disclosures only, the adoption did not impact the Company's results of operations, financial condition, or cash flows.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU No. 2024-03, “Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), and in January 2025, the FASB issued ASU 2025-01, “Income Statement – Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date” ("ASU 2025-01"). ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted and can be applied either prospectively or retrospectively to all prior periods presented. Management is currently evaluating the extent and impact that the adoption of this standard will have on the Company's disclosures.

In September 2025, the FASB issued ASU No. 2025-06, “Intangibles – Goodwill and Other – Internal-Use Software Subtopic 350-40” (“ASU 2025-06”). The amendments in ASU 2025-06 are intended to simplify the capitalization guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods. ASU 2025-06, which can be applied using a prospective, retrospective, or modified transition approach, is effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years. Early adoption is permitted. Management is currently evaluating the impact that the adoption of this standard will have on the Company's consolidated financial statements.

In December 2025, the FASB issued ASU No. 2025-11, “Topic 270 – Interim Reporting” (“ASU 2025-11”). The amendments in ASU 2025-11 clarify interim reporting requirements by improving navigability of Topic 270 and more clearly specifying what disclosures are required in interim reporting periods. The amendments also establish a principle that requires disclosure of events since the end of the last annual reporting period that have materially impacted the entity. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted, and can be applied either prospectively or retrospectively to all prior periods presented. Management is currently evaluating the impact that the adoption of this standard will have on the Company's interim consolidated financial statements.

Note 2 Revenue Recognition

The Company has determined that each of its SaaS business management tools and services, and each of its Print and Digital marketing services is distinct and represents a separate performance obligation. The client can benefit from each service on its own or together with other resources that are readily available to the client. Services are separately identifiable from other promises in the contract.

SaaS

Revenue in the SaaS segment is generated through subscription plans, platform extensions, payment solutions, and professional services. Our subscription offerings are sold on a recurring basis. Revenues associated with substantially all SaaS offerings are recognized using the series guidance. Under the series guidance, the Company's obligation to provide services is the same for each day under the contract, and therefore represents a single performance obligation. Associated revenues are recognized over time using an output method to measure the progress toward satisfying a performance obligation.

Marketing Services

Our primary Marketing Services offerings include our Print and Digital solutions.

Control over the Company’s Print services transfers to the client upon delivery of the published directories containing their advertisements to the intended market(s). Therefore, revenue associated with Print services is recognized at a point in time upon delivery to the intended market(s). The Company bills clients for Print advertising services monthly over the relative contract term. The difference between the timing of recognition of Print advertising revenue and monthly billing generates the Company’s unbilled receivables balance. The unbilled receivables balance is reclassified as billed accounts receivable through the passage of time as the clients are invoiced each month.

Digital

Digital marketing services includes Internet Yellow Pages, which generate revenue by charging clients for advertisements and priority placement, and Search Engine Marketing solutions, which charge clients a monthly fee based on their contracted budget. Other digital media solutions, such as online display and social advertising and Search Engine Optimization tools, also generate revenues by charging clients a monthly fee. Revenues associated with substantially all Digital marketing services are recognized using the series guidance, with associated revenues recognized over time using an output method to measure the progress toward satisfying a performance obligation.

Disaggregation of Revenue

The Company presents disaggregated revenue based on the type of service within its segment footnote. See Note 14, Segment Information.

Contract Assets and Liabilities

The timing of revenue recognition may differ from the timing of billing to the Company’s clients. These timing differences result in receivables, contract assets, or contract liabilities (deferred revenue) as disclosed on the Consolidated Balance Sheets. Contract assets represent the Company's right to consideration when revenue recognized exceeds the receivable from the client because the consideration allocated to fulfilled performance obligations exceeds the Company’s right to payment, and the right to payment is subject to more than the passage of time. Contract liabilities represent remaining performance obligations that consist of advance payments and revenue deferrals resulting from the allocation of the consideration to performance obligations.

The following table sets forth the Company's contract assets and liabilities:



(in thousands)	March 31, 2026		December 31, 2025		December 31, 2024
Contract assets	$	433	$	411	$

SEC Form 10-Q filed by Thryv Holdings Inc.