veri-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ 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: 001-38093

Veritone, Inc.

(Exact name of registrant as specified in its charter)


Delaware			47-1161641
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

5291 California Avenue, Suite 350 Irvine, California			92617
(Address of principal executive offices)			(Zip Code)

(888) 507-1737

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

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, par value $0.001 per share

VERI

The Nasdaq Global Market

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

There were 92,958,965 shares of common stock outstanding as of May 12, 2026.

TABLE OF CONTENTS


		Page Number
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements	5
	Unaudited Condensed Consolidated Balance Sheets	5
	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss	6
	Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity	7
	Unaudited Condensed Consolidated Statements of Cash Flows	8
	Notes to Unaudited Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	37

	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	40
Item 1A.	Risk Factors	40
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 3.	Defaults Upon Senior Securities	40
Item 4.	Mine Safety Disclosures	40
Item 5.	Other Information	40
Item 6.	Exhibits	40
	Signatures	42


	March 31, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	15,087	$	27,426
Accounts receivable, net	26,717		36,768
Prepaid expenses and other current assets	8,650		9,720
Total current assets	50,454		73,914
Property, equipment, and improvements, net	9,140		9,582
Intangible assets, net	34,063		38,639
Goodwill	53,975		54,256
Restricted cash	284		289
Other assets	7,283		5,600
Total assets	$	155,199	$	182,280
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	12,950	$	16,487
Deferred revenue	13,193		12,290
Convertible Notes, current portion	45,392		45,317
Accrued purchase compensation, current portion	—		1,500
Accrued expenses and other current liabilities	24,729		28,186
Total current liabilities	96,264		103,780
Other non-current liabilities	9,936		10,376
Total liabilities	106,200		114,156
Commitments and contingencies (Note 8)
Stockholders’ equity:
Common stock, $0.001 par value; 150,000 and 150,000 shares authorized as of March 31, 2026 and December 31, 2025, respectively; 92,958 and 92,627 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively	94		93
Additional paid-in capital	646,712		645,962
Accumulated other comprehensive income	713		1,081
Accumulated deficit	(598,520)		(579,012)
Total stockholders’ equity	48,999		68,124
Total liabilities and stockholders’ equity	$	155,199	$	182,280


	Three Months Ended
	March 31, 2026		March 31, 2025
Revenue	$	20,259	$	22,463
Operating expenses:
Cost of revenue (exclusive of depreciation and amortization shown separately below)	6,550		7,834
Sales and marketing	10,653		10,105
Research and development	5,753		5,206
General and administrative	10,948		14,004
Depreciation and amortization	5,778		6,948
Total operating expenses	39,682		44,097
Operating loss	(19,423)		(21,634)
Interest expense, net	178		2,628
Other expense (income), net	520		(4,061)
Loss from operations before income taxes	(20,121)		(20,201)
Income tax benefit	(613)		(326)


Net loss	$	(19,508)	$	(19,875)
Earnings (Loss) per share:


Loss per share, basic and diluted	$	(0.21)	$	(0.41)
Weighted-average common shares outstanding used in computing loss per share, basic and diluted	92,899,169		48,343,476
Comprehensive loss:
Net loss	$	(19,508)	$	(19,875)
Foreign currency translation adjustment, net of income taxes	(368)		(420)
Total comprehensive loss	$	(19,876)	$	(20,295)


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Accumulated Other Comprehensive Income		Accumulated Deficit		Total Stockholders' Equity
Balance as of December 31, 2025	92,627	$	93	$	645,962	$	1,081	$	(579,012)	$	68,124
Common stock issued under employee stock plans	475	1		161		—		—		162
Common stock withheld for employee taxes and other	(144)	—		(652)		—		—		(652)
Other	—	—		4		—		—		4
Stock-based compensation	—	—		1,237		—		—		1,237
Net loss	—	—		—		—		(19,508)		(19,508)
Foreign currency translation adjustment, net of income taxes	—	—		—		(368)		—		(368)
Balance as of March 31, 2026	92,958	94		646,712		713		(598,520)		48,999


Balance at December 31, 2025	$	54,256
Foreign currency translation	(281)
Balance at March 31, 2026	$	53,975


	March 31, 2026
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	44,340	$	(41,140)	$	3,200
Customer relationships	99,689		(69,088)		30,601
Trademarks and trade names	2,300		(2,038)		262
Total finite-lived intangible assets	$	146,329	$	(112,266)	$	34,063


	December 31, 2025
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	44,684	$	(40,555)	$	4,129
Customer relationships	99,225		(65,122)		34,103
Trademarks and trade names	2,300		(1,893)		407
Total finite-lived intangible assets	$	146,209	$	(107,570)	$	38,639


	Amount
2026 (remainder of the year)	$	12,592
2027	13,541
2028	7,870
2029	20
2030	20
Thereafter	20
Total	$	34,063


	As of
	March 31, 2026		December 31, 2025
Accounts receivable - Managed Services (1)	$	11,113	$	13,600
Accounts receivable - Software Products and Services	17,486		24,996
	28,599		38,596
Less: allowance for expected credit losses	(1,882)		(1,828)
Accounts receivable, net	$	26,717	$	36,768


	March 31, 2026		December 31, 2025
Prepaid expenses	$	4,518	$	5,383
Indemnification escrow holdback	1,500		1,500
Other receivables	78		121
Trade credits	1,539		1,557
Other current assets	1,015		1,159
Prepaid expenses and other current assets	$	8,650	$	9,720


	March 31, 2026		December 31, 2025
Investments	2,970		2,970
Deferred tax assets	836		835
Operating lease right-of-use assets	1,623		1,794
Trade credits	1,853		—
Other	1		1
Other assets	$	7,283	$	5,600


	As of
	March 31, 2026		December 31, 2025
Property and equipment	$	3,768	$	3,738
Internal use software development costs	16,628		16,533
Leasehold improvements	464		464
	20,860		20,735
Less: accumulated depreciation	(11,720)		(11,153)
Property, equipment and improvements, net	$	9,140	$	9,582


	As of
	March 31, 2026		December 31, 2025
United States	$	5,843	$	6,059
United Kingdom	3,103		3,333
Others	194		190
Total property, equipment and improvements, net	$	9,140	$	9,582


	Number of Options Outstanding	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term	Aggregate Intrinsic Value(1)
Outstanding as of December 31, 2025(2)	7,958	$	13.08	3.20 years	$	424
Granted	—	$	—
Exercised	(10)	$	2.68
Forfeited or expired(3)	(35)	$	5.90
Outstanding as of March 31, 2026(2)	7,913	$	13.12	2.95 years	$	—
Exercisable as of March 31, 2026(4)	7,887	$	13.15	2.93 years	$	—
Vested and expected to vest as of March 31, 2026(5)	7,913	$	13.12	2.95 years	$	—


	March 31, 2026		December 31, 2025
Accrued compensation	$	3,959	$	4,288
Taxes payable	2,647		3,760
Current portion of operating lease liabilities	529		620
Royalties payable	7,105		7,246
Accrued trade payables	10,489		12,272
Accrued expenses and other current liabilities	$	24,729	$	28,186


	March 31, 2026		March 31, 2025
Software Products & Services	$	13,815	$	14,483

Managed Services:
Representation Services	1,976		2,771
Licensing	4,468		5,209
Total Managed Services	6,444		7,980

Total revenue	$	20,259	$	22,463

SEC Form 10-Q filed by Veritone Inc.