SEC Form 10-Q filed by Eventbrite Inc.

5/8/25 4:08:58 PM ET

$EB

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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, 2025


☐			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: 001-38658

_______________________________________________________________________________

EVENTBRITE, INC.

(Exact name of registrant as specified in its charter)

________________________________________________________________________________


Delaware			14-1888467
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
95 Third Street, 2nd Floor San Francisco, CA 94103 (Address of principal executive offices) (Zip Code) (415) 692-7779 (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
Class A common stock, $0.00001 par value	EB	New York Stock Exchange 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 ☒ 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 May 1, 2025, 80,242,095 shares of Registrant's Class A common stock and 15,647,029 shares of Registrant's Class B common stock were outstanding.

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EVENTBRITE, INC.

TABLE OF CONTENTS



		Page
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS		1

PART I. FINANCIAL INFORMATION
Item 1.	Unaudited Condensed Consolidated Financial Statements	2
	Condensed Consolidated Balance Sheets	2
	Condensed Consolidated Statements of Operations	3
	Condensed Consolidated Statements of Stockholders' Equity	4
	Condensed Consolidated Statements of Cash Flows	5
	Notes to Unaudited Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27
Item 4.	Controls and Procedures	27

PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	28
Item 1A.	Risk Factors	28
Item 2.	Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities	29
Item 3.	Defaults Upon Senior Securities	29
Item 4.	Mine Safety Disclosures	29
Item 5.	Other Information	29
Item 6.	Exhibits	30
Signatures		31

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), that involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "appears," "shall," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue," or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements related to our future financial or operational results; our Convertible Notes (as defined below); our future financial performance, including our revenue, costs of revenue and operating expenses; our anticipated growth and growth strategies; our advance payout program; the sufficiency of our cash, cash equivalents and investments to meet our liquidity needs; our ability to successfully defend litigation brought against us and the potential effect of any current litigation on our business, financial position, results of operations or liquidity.

The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties and other factors, including those described in the section titled "Risk Factors" and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2024 and this Quarterly Report on Form 10-Q. We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q. You should not rely upon forward-looking statements as predictions of future events.

All forward-looking statements are based on information and estimates available to the Company at the time of this Quarterly Report on Form 10-Q and are not guarantees of future performance. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law.

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PART I. FINANCIAL INFORMATION

Item 1. Unaudited Condensed Consolidated Financial Statements


EVENTBRITE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except par value amounts and share data) (Unaudited)
	March 31, 2025		December 31, 2024
Assets
Current assets
Cash and cash equivalents	$	502,911	$	416,531
Funds receivable	36,318		37,629
Short-term investments, at amortized cost	—		24,959
Accounts receivable, net	1,350		2,187
Creator signing fees, net	3,375		3,954
Creator advances, net	5,728		3,380
Restricted cash	48,000		48,000
Prepaid expenses and other current assets	17,688		15,856
Total current assets	615,370		552,496

Creator signing fees, net, noncurrent	4,385		3,575
Property and equipment, net	11,418		12,640
Operating lease right-of-use assets	797		823
Goodwill	174,388		174,388
Acquired intangible assets, net	3,149		5,014
Other assets	2,776		3,365
Total assets	$	812,283	$	752,301
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable, creators	$	352,445	$	300,174
Accounts payable, trade	907		1,407
Chargebacks and refunds reserve	10,522		10,315
Accrued compensation and benefits	9,547		4,825
Accrued taxes	5,766		5,932
Current portion of long-term debt	29,837		29,781
Operating lease liabilities	1,801		2,071
Other accrued liabilities	12,139		11,868
Total current liabilities	422,964		366,373
Accrued taxes, noncurrent	4,538		4,278
Operating lease liabilities, noncurrent	226		377
Long-term debt	211,192		210,938
Other liabilities	109		106
Total liabilities	639,029		582,072
Commitments and contingencies (Note 16)
Stockholders’ equity
Preferred stock, $0.00001 par value; 100,000,000 shares authorized, no shares issued or outstanding as of March 31, 2025 and December 31, 2024	—		—
Common stock, $0.00001 par value; 1,100,000,000 shares authorized; 94,634,095 shares issued and outstanding as of March 31, 2025; 94,282,883 shares issued and outstanding as of December 31, 2024	1		1
Treasury stock, at cost; 10,201,720 shares of common stock as of March 31, 2025 and 10,201,720 shares as of December 31, 2024	(50,286)		(50,159)
Additional paid-in capital	1,061,155		1,051,392
Accumulated deficit	(837,616)		(831,005)
Total stockholders’ equity	173,254		170,229
Total liabilities and stockholders’ equity	$	812,283	$	752,301

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

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EVENTBRITE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
	Three Months Ended March 31,
	2025		2024
Net revenue	$	73,833	$	86,252
Cost of net revenue	24,406		25,032
Gross profit	49,427		61,220
Operating expenses
Product development	20,937		26,684
Sales, marketing and support	21,523		20,869
General and administrative	16,691		21,237
Total operating expenses	59,151		68,790
Loss from operations	(9,724)		(7,570)
Interest income	3,754		7,407
Interest expense	(1,080)		(2,800)

Other income (expense), net	1,207		(1,253)
Loss before income taxes	(5,843)		(4,216)
Income tax provision	768		274
Net loss	$	(6,611)	$	(4,490)
Net loss per share, basic and diluted	$	(0.07)	$	(0.05)
Weighted-average number of shares outstanding used to compute net loss per share, basic and diluted	94,745		99,109

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

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EVENTBRITE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(in thousands, except share data)

(Unaudited)


	Common Stock-Class A			Common Stock-Class B			Treasury Stock			Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount		Shares	Amount
Balance at December 31, 2024	78,635,854	$	1	15,647,029	$	—	10,201,720	$	(50,159)	$	1,051,392	$	(831,005)	$	170,229
Issuance of restricted stock awards	16,215	—		—	—		—	—		—		—		—
Issuance of common stock for settlement of RSUs	521,972	—		—	—		—	—		—		—		—
Shares withheld related to net share settlement	(186,975)	—		—	—		—	—		(615)		—		(615)

Excise tax on repurchases of common stock	—	—		—	—		—	(127)		—		—		(127)
Stock-based compensation	—	—		—	—		—	—		10,378		—		10,378
Net loss	—	—		—	—		—	—		—		(6,611)		(6,611)
Balance at March 31, 2025	78,987,066	$	1	15,647,029	$	—	10,201,720	$	(50,286)	$	1,061,155	$	(837,616)	$	173,254


	Common Stock-Class A			Common Stock-Class B			Treasury Stock			Additional Paid-In Capital		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount		Shares	Amount
Balance at December 31, 2023	85,614,983	$	1	15,661,433	$	—	—	$	—	$	1,007,190	$	(815,434)	$	191,757
Issuance of restricted stock awards	9,665	—		—	—		—	—		—		—		—
Issuance of common stock for settlement of RSUs	887,751	—		—	—		—	—		—		—		—
Shares withheld related to net share settlement	(305,537)	—		—	—		—	—		(2,612)		—		(2,612)
Repurchase of common stock (1)	(2,652,174)	—		—	—		2,652,174	(15,055)		—		—		(15,055)
Stock-based compensation	—	—		—	—		—	—		14,523		—		14,523
Net loss	—	—		—	—		—	—		—		(4,490)		(4,490)
Balance at March 31, 2024	83,554,688	$	1	15,661,433	$	—	2,652,174	$	(15,055)	$	1,019,101	$	(819,924)	$	184,123


















(1) includes a 1% excise tax on repurchases of common stock.

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

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EVENTBRITE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, Unaudited)
	Three Months Ended March 31,
	2025		2024(1)
Cash flows from operating activities
Net loss	$	(6,611)	$	(4,490)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	4,022		3,594
Stock-based compensation expense	10,161		13,962
Amortization of debt discount and issuance costs	310		526

Unrealized (gain) loss on foreign currency exchange	(1,225)		1,222
Accretion on short-term investments	(41)		(1,877)
Non-cash operating lease expenses	155		133
Amortization of creator signing fees	472		194
Changes related to creator advances, creator signing fees, and allowance for credit losses	405		423
Provision for chargebacks and refunds	5,129		5,046

Other	351		155
Changes in operating assets and liabilities
Accounts receivable	479		(899)
Funds receivable	1,559		13,298
Creator signing fees and creator advances	(3,098)		(3,036)
Prepaid expenses and other assets	(1,242)		2,142
Accounts payable, creators	50,044		54,852
Accounts payable	(500)		(1,151)
Chargebacks and refunds reserve	(4,932)		(4,416)
Accrued compensation and benefits	4,722		(8,776)
Accrued taxes	(377)		(2,020)
Operating lease liabilities	(550)		(488)
Other accrued liabilities	193		159

Net cash provided by operating activities	59,426		68,553
Cash flows from investing activities
Purchases of short-term investments	—		(84,113)
Maturities of short-term investments	25,000		126,033
Purchases of property and equipment	(56)		(316)
Capitalized internal-use software development costs	(674)		(2,257)

Net cash provided by investing activities	24,270		39,347
Cash flows from financing activities




Repurchase of common stock	—		(12,010)

Taxes paid related to net share settlement of equity awards	(615)		(2,612)


Net cash used in financing activities	(615)		(14,622)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	3,299		(2,538)
Net increase in cash, cash equivalents and restricted cash	86,380		90,740
Cash, cash equivalents and restricted cash
Beginning of period	464,531		489,200
End of period	$	550,911	$	579,940
Supplemental cash flow data
Interest paid	$	798	$	798
Income taxes paid, net of refunds	$	51	$	169
Non-cash investing and financing activities

Operating lease right-of-use assets obtained in exchange for operating lease liabilities	$	103	$	1,011

Other accrued liability recorded for common stock repurchases	$	—	$	3,004

(1)The condensed consolidated statement of cash flows for the three months ended March 31, 2024 has been revised. For further details refer to “Note 1. Overview and Basis of Presentation.”

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

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EVENTBRITE, INC.

Notes to Unaudited Condensed Consolidated Financial Statements

1. Overview and Basis of Presentation

Description of Business

Eventbrite, Inc. (Eventbrite or the Company) operates a two-sided marketplace that connects millions of creators and consumers every month, enabling them to share their passions, artistry, and causes through live experiences. Creators utilize the Company's highly-scalable self-service ticketing and marketing tools to plan, promote, and sell tickets to their events. Event seekers use Eventbrite's website and mobile application to discover and purchase tickets to experiences they love.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal and recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations and cash flows for the interim periods. All intercompany transactions and balances have been eliminated.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Quantitative and Qualitative Disclosures About Market Risk" and the Consolidated Financial Statements and the related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024 (2024 Form 10-K). The results for any interim period are not necessarily indicative of the results for the full annual period or any future period.

Significant Accounting Policies

There have been no changes to the Company's significant accounting policies described in the 2024 Form 10-K that have had a material impact on the Company's unaudited condensed consolidated financial statements and related notes.

Revision of Previously Issued Financial Statements

The Company has revised certain prior period amounts to correct an error related to foreign currency exchange in the condensed consolidated statement of cash flows for comparative purposes. Based on management’s evaluation of both quantitative and qualitative factors, the Company believes that the impact of the error was not significant, individually or in the aggregate, to any previously reported quarterly periods in 2024. Accordingly, the previously issued condensed statement of cash flows has been revised. This correction had no impact on the prior period condensed consolidated balance sheet, condensed consolidated statement of operations or the condensed consolidated statement of stockholders’ equity.

Recently Issued Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures. This Update enhances the transparency and usefulness of income tax disclosures, particularly in the rate reconciliation table and disclosures about income taxes paid. The guidance also eliminates certain existing requirements related to uncertain tax positions and unrecognized deferred tax liabilities. ASU 2023-09 is effective for the Company for the fiscal year ending December 31, 2025. The Company is currently evaluating the impact of adopting ASU 2023-09.

Use of Estimates

In order to conform with U.S. GAAP, the Company is required to make certain estimates, judgments and assumptions when preparing its condensed consolidated financial statements. These estimates, judgments and assumptions affect the reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported periods. These estimates include, but are not limited to, the recoverability of creator signing fees and creator advances, chargebacks and refunds reserve, certain assumptions used in the valuation of equity awards, assumptions used in determining the fair value of business combinations, the allowance for credit

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losses, and indirect tax reserves. The Company evaluates these estimates on an ongoing basis. Actual results could differ from those estimates and such differences could be material to the Company’s condensed consolidated financial statements.

Comprehensive Loss

For all periods presented, comprehensive loss equaled net loss. Therefore, the condensed consolidated statements of comprehensive loss have been omitted from the unaudited condensed consolidated financial statements.

Segment Information

Operating segments are identified as components of an enterprise about which separate discrete financial information is available and reviewed regularly by the chief operating decision-maker (CODM). The Company’s CODM is its Chief Executive Officer (CEO) who reviews discrete financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company’s financial performance. The Company generates revenue from services fees and payment processing fees from the sale of paid tickets on the Eventbrite platform, as well as fees associated with advertising and marketplace services. The Company does not separate costs for its different revenue streams and therefore discrete financial information is only available on a consolidated basis. Accordingly, the Company has determined that it operates as a single operating segment and has one reportable segment.

The CODM assesses performance and decides how to allocate resources based on the Company's consolidated net loss, gross profit, and gross margin. The CODM uses these metrics to monitor forecast versus actual results, which is used in assessing performance of the Company’s single segment and in establishing compensation, whether to reinvest profits, and other factors evaluated by the CODM. The consolidated statements of operations are presented to the CODM without further disaggregation. Significant segment expenses also include depreciation, amortization and stock-based compensation expense, which are disclosed within the consolidated statements of cash flows. The measure of segment assets is reported on the balance sheet as total consolidated assets. The Company does not have any significant intra-entity sales or transfers.

2. Revenue Recognition

The Company derives its revenues from a mix of marketplace activities. Revenue is primarily derived from ticketing fees and payment processing fees. The Company's customers are event creators who use the Company's platform to sell tickets and market events to consumers. Revenue is recognized when or as control of the promised goods or services is transferred to creators, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services.

Ticketing Revenue

For ticketing services, the Company's service provides a platform to the event creator and consumer to transact. The Company's performance obligation is to facilitate and process that transaction and issue the ticket, and ticketing revenue is recognized by the Company when the ticket is sold. The amount that the Company earns for its ticketing services consists of a flat fee and a fixed percentage-based fee per ticket. The Company records ticketing revenue on a net basis related to its ticketing service fees.

For payment processing services, the Company provides the event creator with the choice of whether to use Eventbrite Payment Processing (EPP) or to use a third-party payment processor, referred to as Facilitated Payment Processing (FPP).

Under the EPP option, the Company is the merchant of record and is responsible for processing the transaction and collecting the face value of the ticket and all associated fees at the time the ticket is sold. The Company is also responsible for remitting these amounts collected, less the Company's fees, to the event creator. For EPP services, the Company determined that it is the principal in providing the service as the Company is responsible for fulfilling the promise to process the payment and has discretion in establishing the price of its service. As a result, the Company records revenue on a gross basis related to its EPP service fees. Costs incurred for processing the ticketing transactions are included in cost of net revenues in the condensed consolidated statements of operations. Under the FPP option, the Company is not responsible for processing the transaction or collecting the face value of the ticket and associated fees. In this case, the Company records revenue on a net basis related to its FPP service fees.

Revenue is presented net of indirect taxes, customer refunds, payment chargebacks, estimated uncollectible amounts, creator royalties and amortization of creator signing fees.

If an event is canceled by a creator, then any obligations to provide refunds to event attendees are the responsibility of that creator. If a creator is unwilling or unable to fulfill their refund obligations, the Company may, at its discretion, provide attendee refunds.

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Advertising Revenue

Advertising revenue represents services that enable creators to promote featured content on the Eventbrite platform or mobile application. The Company considers that it satisfies its performance obligation as it provides the services to customers and recognizes revenue as advertising impressions are displayed to consumers.

Organizer Fee Revenue

In June 2023, the Company expanded access to its comprehensive suite of event marketing tools to all creators and introduced new pricing plans and subscription packages to creators when publishing events on the Eventbrite marketplace. Under this pricing plan, the Company charged an organizer fee under two plan options. The Flex plan was charged per event and the Pro plan was a monthly or annual subscription to publish unlimited events.

In September 2024, the Company discontinued the Flex plan and returned to a model that enables creators to publish their events at no cost on the Eventbrite marketplace. Creators continue to have the option to subscribe to the Pro plan, available on an annual or monthly basis, which offers enhanced event marketing capabilities. The Company considers that it satisfies its performance obligation as it provides the subscribed services under the plan and recognizes revenue ratably over the subscription period. Organizer fees are nonrefundable.

3. Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid financial instruments, including bank deposits, money market funds and U.S. Treasury securities with an original maturity of three months or less at the date of purchase to be cash equivalents. Due to the short-term nature of the instruments, the carrying amounts reported in the condensed consolidated balance sheets approximate their fair value.

Cash and cash equivalents balances include the face value of tickets sold on behalf of creators and their share of service charges, which are to be remitted to the creators. Such balances were $319.4 million and $266.0 million as of March 31, 2025 and December 31, 2024, respectively. These ticketing proceeds are legally unrestricted.

In 2024, the Company established a letter of credit in order to manage and mitigate potential risks related to refunds and chargebacks. This cash was classified as restricted cash on the condensed consolidated balance sheets. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):


	March 31, 2025		December 31, 2024		March 31, 2024
Cash and cash equivalents	$	502,911	$	416,531	$	579,940
Restricted cash	48,000		48,000		—
Total cash, cash equivalents and restricted cash	$	550,911	$	464,531	$	579,940

4. Short-term Investments

The Company previously invested certain of its excess cash in short-term debt instruments, which consisted of U.S. Treasury bills with original maturities of less than one year. These short-term investments were classified as held-to-maturity and were recorded and held at amortized cost. As of March 31, 2025, the Company does not hold any short-term investments. No fair value impairment was recognized during the three months ended March 31, 2025 or year ended December 31, 2024.

The following tables summarize the Company's financial instruments that were measured at fair value on a non-recurring basis (in thousands):


		March 31, 2025
Description	Classification	Amortized cost		Gross unrecognized holding gains		Gross unrecognized holdings losses		Aggregate fair value
Savings deposits	Cash equivalents	$	54,130	$	—	$	—	$	54,130


		$	54,130	$	—	$	—	$	54,130

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		December 31, 2024
Description	Classification	Amortized cost		Gross unrecognized holding gains		Gross unrecognized holdings losses		Aggregate fair value
Savings deposits	Cash equivalents	$	28,601	$	—	$	—	$	28,601

US Treasury securities	Short-term investments	24,959		7		—		24,966
		$	53,560	$	7	$	—	$	53,567

5. Funds Receivable

Funds receivable represents cash-in-transit from third-party payment processors that is received by the Company within approximately five business days from the date of the underlying ticketing transaction. For periods ending on a weekend or a bank holiday, the funds receivable balance will typically be higher than for periods ending on a weekday, as the Company settles payment processing activity on business days. The funds receivable balance includes the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such amounts were $33.0 million and $34.2 million as of March 31, 2025 and December 31, 2024, respectively.

6. Accounts Receivable, Net

Accounts receivable, net is comprised of invoiced amounts to customers who use a third-party facilitated payment processor (FPP) or our advertising services. Bad debt expense was immaterial in all of the periods presented in the condensed consolidated financial statements. The following table summarizes the Company’s accounts receivable balance (in thousands):


	March 31, 2025		December 31, 2024
Accounts receivable, customers	$	2,351	$	3,111
Allowance for credit losses	(1,001)		(924)
Accounts receivable, net	$	1,350	$	2,187

7. Creator Signing Fees, Net

Creator signing fees are incentives that are offered and paid by the Company to secure exclusive ticketing and payment processing rights with certain creators. Creator signing fees are presented net of reserves on the condensed consolidated balance sheet.

The balance of creator signing fees, net is being amortized on a straight-line basis over a weighted-average remaining contract life of 3.6 years and 2.3 years as of March 31, 2025 and 2024, respectively. The following table summarizes the activity in creator signing fees for the periods indicated (in thousands):


	Three Months Ended March 31,
	2025		2024
Balance, beginning of period	$	7,529	$	1,937
Creator signing fees paid	1,682		221
Amortization of creator signing fees	(472)		(194)
Write-offs and other adjustments	(979)		(31)
Balance, end of period	$	7,760	$	1,933

Creator signing fees are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):


	March 31, 2025		December 31, 2024		March 31, 2024
Creator signing fees, net	$	3,375	$	3,954	$	651
Creator signing fees, net noncurrent	4,385		3,575		1,282
Total creator signing fees	$	7,760	$	7,529	$	1,933

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8. Creator Advances, Net

Creator advances are incentives that are offered by the Company which provide the creator with funds in advance of the event. Creator advances are presented net of reserves on the condensed consolidated balance sheet.

The following table summarizes the activity in creator advances for the periods indicated (in thousands):


	Three Months Ended March 31,
	2025		2024
Balance, beginning of period	$	3,380	$	2,804
Creator advances paid	2,845		2,987
Creator advances recouped	(464)		(173)
Write-offs and other adjustments	(33)		8
Balance, end of period	$	5,728	$	5,626

9. Accounts Payable, Creators

Accounts payable, creators consists of unremitted ticket sale proceeds, net of Eventbrite service fees and applicable taxes. Amounts are remitted to creators within five business days subsequent to the completion of the related event.

For qualified creators, the Company passes ticket sales proceeds to the creator prior to the event, subject to certain limitations. Internally, the Company refers to these payments as advance payouts. When an advance payout is made, the Company reduces its cash and cash equivalents with a corresponding decrease to its accounts payable, creators. The advance payouts balance at the end of the period may fluctuate due to the timing of events and the creator's payout schedule. As of March 31, 2025 and December 31, 2024, advance payouts outstanding was $134.2 million and $101.2 million, respectively.

10. Chargebacks and Refunds Reserve

The terms of the Company's standard merchant agreement obligate creators to reimburse attendees who are entitled to refunds. The Company records estimates for refunds and chargebacks of its fees as contra-revenue. When the Company provides advance payouts, it assumes risk that the event may be canceled, fraudulent or materially not as described, resulting in significant chargebacks and refund requests. See Note 9, “Accounts Payable, Creators.” If the creator is insolvent, has spent the proceeds of the ticket sales for event-related costs, has canceled the event, or has engaged in fraudulent activity, the Company may not be able to recover its losses from these events, and such unrecoverable amounts could equal the value of the transaction or transactions settled to the creator prior to the event that is disputed, plus any associated chargeback fees not assumed by the creator. The Company records reserves for estimated advance payout losses as an operating expense classified within sales, marketing and support.

Reserves are recorded based on the Company's assessment of various factors, including the amounts paid and outstanding to creators in conjunction with the advance payout program, macroeconomic conditions, and actual chargeback and refund activity trends. As of March 31, 2025, and December 31, 2024, the chargebacks and refunds reserve was $10.5 million and $10.3 million, respectively. These amounts include reserve balances for estimated advance payout losses of $4.9 million and $5.2 million, respectively.

The Company will adjust reserves in the future to reflect best estimates of future outcomes. The Company cannot predict the outcome of or estimate the possible recovery or range of recovery from these matters. It is possible that the reserve amount will not be sufficient and the Company's actual losses could be materially different from its current estimates.

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11. Property and Equipment, Net

Property and equipment, net consisted of the following as of the dates indicated (in thousands):


	March 31, 2025		December 31, 2024
Capitalized internal-use software development costs	$	70,875	$	70,210
Furniture and fixtures	179		179
Computers and computer equipment	3,822		3,820
Leasehold improvements	924		924

Property and equipment	75,800		75,133
Less: Accumulated depreciation and amortization	(64,382)		(62,493)
Property and equipment, net	$	11,418	$	12,640

The Company recorded the following amounts related to depreciation of fixed assets and capitalized internal-use software development costs during the periods indicated (in thousands):


	Three Months Ended March 31,
	2025		2024
Depreciation expense	$	136	$	207
Amortization of capitalized internal-use software development costs	2,021		1,296

12. Leases

Operating Leases

The Company has operating leases primarily for office space. Operating lease right-of-use assets and operating lease liabilities are recognized at the lease commencement date based on the present value of the lease payments over the lease term. Right-of-use assets also include adjustments related to prepaid or deferred lease payments and lease incentives. In calculating the present value of the lease payments, the Company utilizes its incremental borrowing rate, as the rates implicit in the leases were not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located.

The Company subleases certain office spaces to third parties when it identifies excess leased capacity. Sublease income is recorded as a reduction in lease expense.

The components of operating lease costs were as follows (in thousands):


	Three Months Ended March 31,
	2025		2024
Operating lease costs	$	155	$	133
Sublease income	(42)		—
Total operating lease costs, net	$	113	$	133

As of March 31, 2025, the Company's operating leases had a weighted-average remaining lease term of 1.0 years and a weighted-average discount rate of 4.6%. As of March 31, 2024, the Company's operating leases had a weighted-average remaining lease term of 2.0 years and a weighted-average discount rate of 4.6%.

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As of March 31, 2025, maturities of operating lease liabilities were as follows (in thousands):


	Operating Leases
The remainder of 2025	$	1,669
2026	398


Total future operating lease payments	2,067

Less: Imputed interest	(40)
Total operating lease liabilities	$	2,027

Operating lease liabilities, current	$	1,801
Operating lease liabilities, noncurrent	226
Total operating lease liabilities	$	2,027

13. Goodwill and Acquired Intangible Assets, Net

The carrying amount of the Company's goodwill was $174.4 million as of March 31, 2025 and December 31, 2024. The Company tests goodwill for impairment at least annually, in the fourth quarter, or whenever events or changes in circumstances would more likely than not reduce the fair value of its single reporting unit below its carrying value. The Company did not record any goodwill impairment during the three months ended March 31, 2025 and 2024.

Acquired intangible assets consisted of the following (in thousands):


	March 31, 2025						December 31, 2024
	Cost		Accumulated Amortization		Net Book Value		Cost		Accumulated Amortization		Net Book Value
Developed technology	$	22,396	$	(22,396)	$	—	$	22,396	$	(22,396)	$	—
Customer relationships	74,884		(71,735)		3,149		74,884		(69,870)		5,014
Tradenames	1,350		(1,350)		—		1,350		(1,350)		—
Acquired intangible assets, net	$	98,630	$	(95,481)	$	3,149	$	98,630	$	(93,616)	$	5,014

The following table set forth the amortization expense recorded related to acquired intangible assets during the periods indicated (in thousands):


	Three Months Ended March 31,
	2025		2024
Cost of net revenue	$	—	$	206
Sales, marketing and support	1,865		1,885

Total amortization of acquired intangible assets	$	1,865	$	2,091

As of March 31, 2025, the Company expects the total future amortization expense of acquired intangible assets for the remainder of 2025 to be $3.1 million.

14. Fair Value Measurement

The Company measures its financial assets and liabilities at fair value at each reporting date using a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs that are supported by little or no market activity.

The Company’s cash equivalents, funds receivable, accounts receivable, accounts payable and other current liabilities

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approximate their fair value. All of the Company's financial assets and liabilities are Level 1, except for debt. See Note 15, “Debt,” for details regarding the fair value of the Company's 0.750% convertible senior notes due 2026 (the 2026 Notes) and 5.000% convertible senior notes due 2025 (the 2025 Notes, and together with the 2026 Notes, the Convertible Notes).

15. Debt

As of March 31, 2025 and December 31, 2024, the Convertible Notes classified as long-term debt consisted of the following (in thousands):


	March 31, 2025						December 31, 2024
	2026 Notes		2025 Notes		Total		2026 Notes		2025 Notes		Total
Outstanding principal balance	$	212,750	$	30,000	$	242,750	$	212,750	$	30,000	$	242,750
Less: Debt issuance costs	(1,558)		(163)		(1,721)		(1,812)		(219)		(2,031)
Carrying amount, long-term debt	$	211,192	$	29,837	$	241,029	$	210,938	$	29,781	$	240,719

The following tables set forth the total interest expense recognized related to the Convertible Notes for the periods indicated (in thousands):


	Three Months Ended March 31,
	2025		2024
Cash interest expense	$	770	$	2,274


Amortization of debt issuance costs	310		526
Total interest expense	$	1,080	$	2,800

The following table summarizes the Company's contractual obligation to settle commitments related to the Convertible Notes as of March 31, 2025 (in thousands):


	Payments due by Year
	Total		2025		2026
2026 Notes	$	212,750	$	—	$	212,750
Interest obligations on 2026 Notes (1)	2,394		798		1,596
2025 Notes	30,000		30,000		—
Interest obligations on 2025 Notes (1)	1,500		1,500		—

(1) The 2026 Notes and 2025 Notes bear interest at a fixed rate of 0.750% and 5.000% per year, respectively.

2026 and 2025 Notes

The effective interest rate of the 2026 Notes is 1.3%. The Company recorded cash interest of $0.4 million and amortization of debt issuance costs of $0.3 million related to the 2026 Notes during each of the three months ended March 31, 2025 and March 31, 2024.

The effective interest rate of the 2025 Notes is 5.8%. The Company recorded cash interest of $0.4 million and $1.9 million, and amortization of debt issuance costs of $0.1 million and $0.3 million related to the 2025 Notes during the three months ended March 31, 2025 and March 31, 2024, respectively.

The fair value of the 2026 Notes and 2025 Notes, which the Company has classified as Level 2 instruments, was $194.9 million and $29.6 million respectively, as of March 31, 2025. The fair value of the Convertible Notes is determined using observable market prices on the last business day of the period.

Note Repurchases

On August 21, 2024, the Company announced that it had entered into separate, privately negotiated repurchase transactions (collectively, the “Repurchases”) with certain holders of the Company’s outstanding 2025 Notes, pursuant to which the Company repurchased $120 million aggregate principal amount of the 2025 Notes for an aggregate cash repurchase price of $120.5 million, which included accrued and unpaid interest on such 2025 Notes. The Repurchases resulted in a $0.3 million

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loss on extinguishment in the third quarter of 2024.

Gains and losses on extinguishment are included within other income (expense), net on our condensed consolidated statements of operations and included as an adjustment to reconcile net loss to net cash provided by (used in) operating activities in our condensed consolidated statements of cash flows.

The Company had previously entered into capped call transactions with certain financial institutions in connection with the issuance of the 2025 Notes. All of these transactions remain in effect notwithstanding the Repurchases.

16. Commitments and Contingencies

The Company's principal commitments consist of obligations under the Convertible Notes (including principal and coupon interest); and operating leases for office space, as well as non-cancellable purchase commitments. See Note 15, "Debt" for contractual obligations to settle commitments relating to the Convertible Notes and Note 12, "Leases" for operating leases for office space.

Other than as described in Note 12 and Note 15, there were no material changes to the Company's contractual obligations from those disclosed in the 2024 Form 10-K.

Litigation and Loss Contingencies

From time to time, the Company may become a party to litigation and subject to claims incident to the ordinary course of business, including intellectual property claims, labor and employment claims, breach of contract claims, tax and other matters. Future litigation may be necessary to defend the Company or its creators.

The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors.

The Company accrues estimates for resolution of legal and other contingencies when losses are probable and reasonably estimable. The Company's assessment of losses is re-evaluated each accounting period and is based on all available information, including impact of negotiations, settlements, rulings, advice of legal counsel and other information and events pertaining to each case. Nevertheless, it is possible that additional future legal costs including settlements, judgments, legal fees and other related defense costs could have a material adverse effect on the Company’s business, consolidated financial position, results of operations or liquidity.

Tax Matters

The Company is currently under audit in certain jurisdictions with regard to indirect tax matters. The Company establishes reserves for indirect tax matters when it determines that a loss is probable and can be reasonably estimated. As of March 31, 2025, and December 31, 2024, the Company has recognized reserves of $0.5 million and $0.5 million, respectively, reflecting management’s best estimates of potential liabilities, inclusive of interest and penalties.

The Company does not believe that any ultimate liability resulting from any of these matters will have a material adverse effect on its business, consolidated financial position, results of operations or liquidity. However, the outcome of these matters is inherently uncertain. Therefore, if one or more of these matters were resolved against the Company for amounts in excess of management’s expectations, the Company’s financial statements, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected.

Indemnification

In the ordinary course of business, the Company enters into contractual arrangements under which the Company agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities relating to or arising from the Company’s online ticketing platform or the Company’s acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments. In addition, the Company has indemnification agreements with its directors and executive officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The terms of such obligations vary.

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17. Stockholders' Equity

Common Stock Repurchase

On March 14, 2024, the Company announced that its board of directors approved a share repurchase program with authorization to purchase up to $100.0 million of the Company’s Class A common stock, which does not have an expiration date. As of March 31, 2025, approximately $50.0 million remained available and authorized for future repurchases. No shares were repurchased during the three months ended March 31, 2025.

Equity Incentive Plans

In August 2018, the 2018 Stock Option and Incentive Plan (2018 Plan) was adopted by the board of directors and approved by the stockholders and became effective in connection with the IPO. The 2018 Plan replaced the 2010 Stock Plan (2010 Plan) as the board of directors determined not to make additional awards under the 2010 Plan. The 2010 Plan will continue to govern outstanding equity awards granted thereunder.

The 2018 Plan allows for the granting of options, stock appreciation rights, restricted stock, restricted stock units (RSUs), unrestricted stock awards, performance-based restricted stock units (PSUs), dividend equivalent rights and cash-based awards. Every January 1, the number of shares of stock reserved and available for issuance under the 2018 Plan will cumulatively increase by five percent of the number of shares of Class A and Class B common stock outstanding on the immediately preceding December 31, or a lesser number of shares as approved by the board of directors.

As of March 31, 2025, there were 5,203,489 options issued and outstanding under the 2010 Plan and 4,690,299 options issued and outstanding under the 2018 Plan (collectively, the Plans). As of March 31, 2025, 13,276,516 shares of Class A common stock were available for grant under the 2018 Plan.

Stock options granted typically vest over a four-year period from the date of grant. Options awarded under the Plans are exercisable for up to ten years.

Stock Option Activity

Stock option activity for the three months ended March 31, 2025 is presented below:


	Outstanding options	Weighted average exercise price		Weighted average remaining contractual term (years)	Aggregate intrinsic value (thousands)
Balance as of December 31, 2024	10,975,592	$	12.28	3.8	$	5


Canceled	(1,081,804)	14.51
Balance as of March 31, 2025	9,893,788	12.04		4.0	$	—
Vested and exercisable as of March 31, 2025	9,349,201	12.13		3.7	$	—
Vested and expected to vest as of March 31, 2025	9,875,884	$	12.04	4.0	$	—

The aggregate intrinsic value in the table above represents the difference between the fair value of Class A common stock and the exercise price of outstanding, in-the-money stock options at March 31, 2025.

As of March 31, 2025, the total unrecognized stock-based compensation expense related to stock options outstanding was $2.6 million, which will be recognized over a weighted-average period of 1.2 years. There were no options granted during the three months ended March 31, 2025.

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Stock Award Activity

Stock award activity, which includes RSUs, PSUs and restricted stock awards (RSAs), for the three months ended March 31, 2025 is presented below:


	Outstanding RSUs, RSAs and PSUs	Weighted-average grant date fair value per share		Weighted average remaining contractual term (years)	Aggregate intrinsic value (thousands)
Balance as of December 31, 2024	13,672,689	$	6.21	1.3	$	45,936
Awarded	441,136	3.43
Released	(538,187)	10.41
Canceled	(520,759)	8.67
Balance as of March 31, 2025	13,054,879	5.83		1.1	27,479
Vested and expected to vest as of March 31, 2025	12,008,901	$	5.79	1.1	$	25,339

As of March 31, 2025, the total unrecognized stock-based compensation expense related to stock awards, was $37.8 million, which will be recognized over a weighted-average period of 1.8 years.

Stock-based Compensation Expense

Stock-based compensation expense recognized in connection with stock options, RSUs, RSAs, PSUs and the Employee Stock Purchase Plan (ESPP) during each of the three months ended March 31, 2025 and 2024 was as follows (in thousands):


	Three Months Ended March 31,
	2025		2024
Cost of net revenue	$	86	$	152
Product development	4,318		5,974
Sales, marketing and support	1,729		2,433
General and administrative	4,028		5,403
Total	$	10,161	$	13,962

The Company capitalized $0.2 million and $0.6 million of stock-based compensation expense related to capitalized software costs during the three months ended March 31, 2025 and 2024, respectively.

18. Net Loss Per Share

Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period.

The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data):


	Three Months Ended March 31,
	2025		2024
Net loss	$	(6,611)	$	(4,490)
Weighted-average shares used in computing earnings per share, basic and diluted	94,745		99,109
Net loss per share, basic and diluted	$	(0.07)	$	(0.05)

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The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect (in thousands):


	March 31, 2025	March 31, 2024
Shares related to Convertible Notes	10,011	19,538
Stock options to purchase common stock	9,894	12,295
Restricted stock units	12,813	11,641
ESPP	153	138
Total shares of potentially dilutive securities	32,871	43,612

For the 2025 Notes and 2026 Notes, the conversion spread of 2.4 million shares and 7.6 million shares, respectively, will have a dilutive impact on diluted net income per share of Class A common stock when the average market price of the Company’s Class A common stock for a given period exceeds the conversion price of $12.60 per share for the 2025 Notes and $27.89 per share for the 2026 Notes.

19. Income Taxes

The Company recorded an income tax expense of $0.8 million for the three months ended March 31, 2025, compared to $0.3 million for the three months ended March 31, 2024. The increase in income tax expense was primarily attributable to the insignificant non-routine tax expenses recorded in the prior year and changes in the mix of taxable earnings.

The differences in the tax provision for the periods presented and the U.S. federal statutory rate is primarily due to foreign taxes in profitable jurisdictions and the recording of a full valuation allowance on the Company's net deferred tax assets.

The computation of the provision for income taxes for interim periods is determined by applying the estimated annual effective tax rate to year-to-date earnings from recurring operations and adjusting for discrete tax items recorded in the period.

20. Geographic Information

The following table presents the Company's total net revenue by geography based on the currency of the underlying transaction (in thousands):


	Three Months Ended March 31,
	2025		2024
United States	$	54,619	$	63,283
International	19,214		22,969
Total net revenue	$	73,833	$	86,252

No individual country included in international net revenue represents more than 10% of the total consolidated net revenue for any of the periods presented.

Substantially all of the Company's long-lived assets are located in the United States.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and with the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (2024 Form 10-K) filed with the United States Securities and Exchange Commission (SEC) on February 27, 2025. In addition to historical condensed consolidated financial information, the following discussion and analysis contains forward-looking statements that are based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under “Risk Factors” in our 2024 Form 10-K and this Quarterly Report on Form 10-Q. References herein to "Eventbrite," the "Company," "we," "us" or "our" refer to Eventbrite, Inc. and its subsidiaries, unless the context requires otherwise.

Overview

Eventbrite’s mission is to bring the world together through live experiences. Since inception, we have been at the center of the experience economy, helping transform the way people discover and organize events. Our two-sided marketplace connects millions of creators and consumers every month to share their passions, artistry and causes through live experiences. Creators use our highly-scalable self-service ticketing and marketing tools to plan, promote and sell tickets to their events and event seekers use our website and mobile application to discover and purchase tickets to experiences they love.

Key Business Metrics and Non-GAAP Financial Measures

We monitor key metrics to help us evaluate our business, identify trends affecting our business, formulate business plans and make strategic decisions. In addition to revenue, net loss and other results under generally accepted accounting principles (GAAP), the following tables set forth key business metrics and non-GAAP financial measures we use to evaluate our business. We believe these metrics and measures are useful to facilitate period-to-period comparisons of our business performance. We believe that the use of Adjusted EBITDA is helpful to our investors as this metric is used by management in assessing the health of our business and our operating performance, making operating decisions, evaluating performance and performing strategic planning and annual budgeting. This measure is not prepared in accordance with GAAP and has limitations as an analytical tool, and you should not consider this in isolation or as substitutes for analysis of our results of operations as reported under GAAP. You are encouraged to evaluate the adjustments and the reasons we consider them appropriate.

Paid Ticket Volume

Paid ticket volume is measured by the number of tickets sold on our platform that generate ticket fees, referred to as paid ticket volume. We consider paid ticket volume an important indicator of the underlying health of the business. The table below sets forth the paid ticket volume for the periods indicated:


	Three Months Ended March 31,
	2025	2024
	(in thousands)
Paid ticket volume	19,585	21,216

Our paid ticket volume for events in the United States and outside of the United States was 61% and 39% in the three months ended March 31, 2025, compared to 60% and 40% in the three months ended March 31, 2024.

Adjusted EBITDA

Adjusted EBITDA is a key performance measure that our management uses to assess our operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes and in evaluating acquisition opportunities. We calculate Adjusted EBITDA as net loss adjusted to exclude depreciation and amortization, stock-based compensation expense, interest income, interest expense, employer taxes related to employee equity transactions, other (income) expense, net, and income tax provision. Adjusted EBITDA should not be considered as an alternative to net loss or any other measure of financial performance calculated and presented in accordance with GAAP.

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The following table presents our Adjusted EBITDA for the periods indicated and a reconciliation of our Adjusted EBITDA to the most comparable GAAP measure, net loss, for each of the periods indicated:


	Three Months Ended March 31,
	2025		2024
	(in thousands)
Net loss (1)	$	(6,611)	$	(4,490)
Add:
Depreciation and amortization	4,022		3,594
Stock-based compensation	10,161		13,962
Interest income	(3,754)		(7,407)
Interest expense	1,080		2,800
Employer taxes related to employee equity transactions	114		427
Other (income) expense, net	(1,207)		1,253
Income tax provision	768		274
Adjusted EBITDA	$	4,573	$	10,413

(1) Restructuring related costs are included in Net Loss and Adjusted EBITDA.

Some of the limitations of Adjusted EBITDA include (i) Adjusted EBITDA does not properly reflect capital spending that occurs off of the income statement or account for future contractual commitments, (ii) although depreciation and amortization are non-cash charges, the underlying assets may need to be replaced and Adjusted EBITDA does not reflect these capital expenditures and (iii) Adjusted EBITDA does not reflect the interest and principal required to service our indebtedness. Our Adjusted EBITDA may not be comparable to similarly titled measures of other companies because they may not calculate Adjusted EBITDA in the same manner as we calculate the measure, limiting its usefulness as a comparative measure. In evaluating Adjusted EBITDA, you should be aware that in the future we will incur expenses similar to the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these expenses or any unusual or non-recurring items. When evaluating our performance, you should consider Adjusted EBITDA alongside other financial performance measures, including our net loss and other GAAP results.

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Results of Operations

The following tables set forth our condensed consolidated results of operations data and such data as a percentage of net revenue for the periods presented (in thousands):


Condensed Consolidated Statements of Operations	Three Months Ended March 31,
	2025		2024
Net revenue	$	73,833	$	86,252
Cost of net revenue	24,406		25,032
Gross profit	49,427		61,220
Operating expenses:
Product development	20,937		26,684
Sales, marketing and support	21,523		20,869
General and administrative	16,691		21,237
Total operating expenses	59,151		68,790
Loss from operations	(9,724)		(7,570)
Interest income	3,754		7,407
Interest expense	(1,080)		(2,800)

Other income (expense), net	1,207		(1,253)
Loss before income taxes	(5,843)		(4,216)
Income tax provision	768		274
Net loss	$	(6,611)	$	(4,490)


Condensed Consolidated Statements of Operations, as a percentage of net revenue	Three Months Ended March 31,
	2025		2024
Net revenue	100	%	100	%
Cost of net revenue	33	%	29	%
Gross profit	67	%	71	%
Operating expenses:
Product development	28	%	31	%
Sales, marketing and support	29	%	24	%
General and administrative	23	%	25	%
Total operating expenses	80	%	80	%
Loss from operations	(13)	%	(9)	%
Interest income	5	%	9	%
Interest expense	(1)	%	(3)	%

Other income (expense), net	2	%	(1)	%
Loss before income taxes	(8)	%	(5)	%
Income tax provision	1	%	—	%
Net loss	(9)	%	(5)	%

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Net Revenue

We currently generate revenues primarily from service fees and payment processing fees from the sale of paid tickets on our platform. Our ticketing fee structure typically consists of a flat per ticket fee and a percentage of the price of each ticket sold by a creator. We also derive a portion of revenues from fees associated with advertising and other marketplace services. Net revenue excludes sales taxes and value-added taxes (VAT) and is presented net of estimated customer refunds, chargebacks and amortization of creator signing fees.


	Three Months Ended March 31,
	2025		2024		$ Change		% Change
	(in thousands except percentages)
Total net revenue	$	73,833	$	86,252	$	(12,419)	(14)	%

Net revenue decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 primarily due to a decrease in ticketing revenue due to a lower paid ticket volume, and a reduction in revenue from organizer fees. Revenue for the three months ended March 31, 2025 reflects changes to organizer fees, including the discontinuation of the Flex plan and a reduction to Pro plan pricing.

Cost of Net Revenue

Cost of net revenue consists of variable costs related to payment processing fees and fixed costs related to making our platform generally available. Our fixed costs consist primarily of expenses associated with the operation and maintenance of our platform, including website hosting fees and platform infrastructure costs, amortization of capitalized software development costs and customer support costs. Cost of net revenue also includes the amortization expense related to our acquired developed technology assets.

Generally, we expect cost of net revenue to fluctuate as a percentage of net revenue in the near- to mid-term primarily driven by the fixed costs absorption relative to total net revenue and our geographical revenue mix. Our payment processing costs for credit and debit card payments are generally lower outside of the United States due to a number of factors, including lower card network fees and lower cost alternative payment networks. Consequently, if we generate more revenue internationally, we expect that our overall payment processing costs will decline as a percentage of total revenue. Processing fees are the largest component of cost of net revenue, therefore as our total net revenue increases or decreases our cost of net revenue as a percentage of net revenue will similarly fluctuate.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Cost of net revenue	$	24,406		$	25,032		$	(626)	(3)	%
Percentage of total net revenue	33		%	29		%
Gross margin	67		%	71		%

Cost of net revenue decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 primarily due to reduced processing fees and lower personnel costs.

Gross margin decreased for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 primarily due to changes to organizer fees in September 2024, including the discontinuation of the higher-margin Flex plan and reduced pricing for the Pro plan.

Operating Expenses

Operating expenses consist of product development, sales, marketing and support and general and administrative expenses. The most significant recurring cost across these categories is personnel-related expenses, including stock-based compensation.

As our total net revenue increases or decreases, to the extent our operating expenses are not equally affected, our operating expenses as a percentage of net revenue will similarly fluctuate.

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Product development

Product development expenses consist primarily of employee-related costs including salaries, bonuses, benefits and stock-based compensation, and third-party infrastructure expenses incurred in developing our platform including software subscription costs. Generally, we expect our product development expenses to increase in absolute dollars as we focus on enhancing and expanding the capabilities of our platform. Our product development expenses remained generally consistent year-over-year as a percentage of net revenue.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Product development	$	20,937		$	26,684		$	(5,747)	(22)	%
Percentage of total net revenue	28		%	31		%

Product development expenses decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to reduced personnel costs, including stock-based compensation.

Sales, marketing and support

Sales, marketing and support expenses consist primarily of costs associated with our employees involved in selling and marketing our products and in public relations and communication activities, in addition to marketing programs spend. For our sales teams, this also includes commissions. Sales, marketing and support expenses are driven by investments to grow and retain creators and attendees on our platform, and improve the customer experience. Additionally, we classify certain creator-related expenses, including instances in which we issue refunds to consumers on behalf of creators and reserves for estimated advance payout losses, as sales, marketing and support expenses.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Sales, marketing and support	$	21,523		$	20,869		$	654	3	%
Percentage of total net revenue	29		%	24		%

Sales, marketing and support expenses increased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to an increase in personnel costs as we expanded our sales organization.

General and administrative

General and administrative expenses consist of personnel costs, including stock-based compensation, and professional fees for finance, accounting, legal, risk, human resources and other corporate functions. Our general and administrative expenses also include accruals for sales and business taxes, as well as reserves and impairment charges related to creator upfront payments. Over the long-term, we anticipate general and administrative expenses to decline as a percentage of net revenue as we grow and scale our business.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
General and administrative	$	16,691		$	21,237		$	(4,546)	(21)	%
Percentage of total net revenue	23		%	25		%

General and administrative expenses decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to decreased personnel costs, including stock-based compensation, and lower professional services spend.

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Interest Income

Interest income consists primarily of interest earned on our cash, cash equivalents, marketable securities and amounts held on behalf of customers.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Interest income	$	3,754		$	7,407		$	(3,653)	(49)	%
Percentage of total net revenue	5		%	9		%

Interest income decreased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, primarily due to lower interest rates and a lower balance of short-term investments in U.S. Treasury bills.

Interest Expense

Interest expense consists primarily of cash interest expense, amortization of debt discount, and issuance costs on our Convertible Notes.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Interest expense	$	1,080		$	2,800		$	(1,720)	(61)	%
Percentage of total net revenue	1		%	3		%

Interest expense decreased for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, due to the repurchase of $120 million aggregate principal amount of the 2025 Notes in August 2024.

Other Income (Expense), Net

Other income (expense), net consists primarily of foreign exchange rate remeasurement gains and losses recorded from consolidating our subsidiaries each period-end.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Other income (expense), net	$	1,207		$	(1,253)		$	2,460	196	%
Percentage of total net revenue	2		%	(1)		%

Other income increased during the three months ended March 31, 2025 compared to the three months ended March 31, 2024, driven by foreign currency rate measurement fluctuations.

Income Tax Provision

Income tax provision consists primarily of U.S. federal and state income taxes and income taxes in certain foreign jurisdictions in which we conduct business. The differences in the tax provision for the periods presented and the U.S. federal statutory rate is primarily due to foreign taxes in profitable jurisdictions and the recording of a full valuation allowance on our deferred tax assets in certain jurisdictions including the United States. The computation of the provision for income taxes for interim periods is determined by applying the estimated annual effective tax rate to year-to-date earnings from recurring operations and adjusting for discrete tax items recorded in the period.


	Three Months Ended March 31,
	2025			2024			$ Change		% Change
	(in thousands except percentages)
Income tax provision	$	768		$	274		$	494	180	%
Percentage of total net revenue	1		%	—		%

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The increase in provision for income taxes for the three months ended March 31, 2025 compared to the three months ended March 31, 2024 was primarily attributable to non-routine tax expenses recorded in the prior year and changes in taxable earnings mix.

Liquidity and Capital Resources

As of March 31, 2025, we had cash and cash equivalents of $502.9 million, funds receivable of $36.3 million, and restricted cash of $48.0 million. Our cash and cash equivalents include bank deposits and money market funds held by financial institutions. Our funds receivable represents cash-in-transit from credit card processors that is received to our bank accounts within five business days of the underlying ticket transaction. In 2024, we established a letter of credit in order to manage and mitigate potential risks related to refunds and chargebacks. This cash is classified as restricted cash on the consolidated balance sheets. As of March 31, 2025, approximately 23% of our cash was held outside of the United States. We do not expect to incur significant taxes related to these amounts. The cash was held primarily to fund our foreign operations and on behalf of, and to be remitted to, creators. Collectively, our cash and cash equivalents balances represent a mix of cash that belongs to us and cash that is due to creators.

The amounts due to creators, which were $352.4 million as of March 31, 2025, are captioned on our condensed consolidated balance sheets as accounts payable, creators. These ticketing proceeds are legally unrestricted. For qualified creators, we pass ticket sales proceeds to the creator prior to the event, subject to certain limitations. Internally, we refer to these payments as advance payouts. When we provide advance payouts, we assume risk that the event may be canceled, fraudulent or materially not as described, resulting in significant chargebacks and refund requests. The terms of our standard merchant agreement obligate creators to repay us for ticket sales advanced under such circumstances. If the creator is insolvent, has spent the proceeds of the ticket sales for event-related costs, has canceled the event, or has engaged in fraudulent activity, we may not be able to recover our advance payout losses from these events. Such unrecoverable amounts could equal up to the value of the ticket sales or amounts settled to the creator prior to the event that has been postponed or canceled or is otherwise disputed. We record estimates for losses related to chargebacks and refunds based on various factors, including the amounts paid and outstanding to creators in conjunction with the advance payout program, macroeconomic conditions, and actual chargeback and refund activity trends. Due to the nature of macroeconomic events, including but not limited to shifts in consumer behavior, inflation, increased labor costs, and increased interest rates, there is uncertainty around these reserves and our actual losses could be materially different from our current estimates. We will adjust our recorded reserves in the future to reflect our best estimates of future outcomes, and we may pay in cash a portion of, all of, or a greater amount than the $10.5 million provision recorded as of March 31, 2025.

In June 2020, we issued the 2025 Notes, and in March 2021, we issued the 2026 Notes. The 2025 Notes mature and are due for repayment on December 1, 2025, and the 2026 Notes mature on September 15, 2026. Under certain circumstances, holders may surrender their notes of a series for conversion prior to the applicable maturity date. Upon conversion, the notes may be settled in cash, shares of Class A common stock, or a combination of cash and shares of Class A common stock, at our election. During the third quarter of 2024, we entered into separate, privately negotiated repurchases, pursuant to which we repurchased $120 million aggregate principal amount of the 2025 Notes.

In March 2024, we announced that our board of directors approved a share repurchase program with authorization to purchase up to $100.0 million of the Company’s Class A common stock, which does not obligate us to repurchase any specific number of shares, has no time limit, and may be modified, suspended or discontinued at any time at our discretion. Through March 31, 2025, we repurchased 10,201,720 shares of our Class A common stock for an aggregate amount of $50.0 million. As of March 31, 2025, approximately $50.0 million remained available and authorized for future repurchases.

We believe that our existing cash, together with cash generated from operations, will be sufficient to meet our anticipated cash needs for at least the next 12 months. However, our liquidity assumptions may prove to be incorrect, and we could exhaust our available financial resources sooner than we currently expect.

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Cash Flows

Our cash flow activities were as follows for the periods presented:


	Three Months Ended March 31,
	2025		2024
	(in thousands)
Net cash provided by (used in):
Operating activities	$	59,426	$	68,553
Investing activities	24,270		39,347
Financing activities	(615)		(14,622)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	3,299		(2,538)
Net increase in cash, cash equivalents and restricted cash	$	86,380	$	90,740

Comparison of Three Months Ended March 31, 2025 and 2024

Cash Flows from Operating Activities

The net cash provided by operating activities of $59.4 million for the three months ended March 31, 2025 was primarily due to our net loss of $6.6 million, adjusted for non-cash charges of $19.7 million primarily driven by stock-based compensation expense, and changes in our operating assets and liabilities that provided $46.3 million in cash, primarily driven by timing of accounts payable to creators.

The net cash provided by operating activities of $68.6 million for the three months ended March 31, 2024 was primarily due to our net loss of $4.5 million, adjusted for non-cash charges of $23.4 million primarily driven by stock-based compensation expense and changes to our operating assets and liabilities that provided $49.7 million in cash, primarily driven by timing of accounts payable to creators and funds receivable.

Cash Flows from Investing Activities

Net cash provided by investing activities of $24.3 million for the three months ended March 31, 2025 primarily consisted of $25.0 million maturity of short-term investments.

Net cash provided by investing activities of $39.3 million for the three months ended March 31, 2024 primarily consisted of $126.0 million maturity of short-term investments, offset by a $84.1 million in purchases of short-term investments.

Cash Flows from Financing Activities

Net cash used in financing activities of $0.6 million during the three months ended March 31, 2025 was primarily due to $0.6 million in taxes paid related to net share settlement of equity awards.

Net cash used in financing activities of $14.6 million during the three months ended March 31, 2024 was primarily due to $12.0 million repurchase of our Class A common stock and $2.6 million in taxes paid related to net share settlement of equity awards.

Effect of exchange rate changes on cash, cash equivalents and restricted cash

The effect of exchange rate changes on cash, cash equivalents and restricted cash on our condensed consolidated statements of cash flows relates to certain of our assets, primarily cash balances held on behalf of creators that are denominated in currencies other than the functional currency. These cash assets held for creators are directly offset by a corresponding liability to creators. During the three months ended March 31, 2025 and 2024 we recorded an increase of $3.3 million and a decrease of $2.5 million, respectively, in cash, cash equivalents and restricted cash, primarily due to the weakening of the U.S. dollar in 2025 and the strengthening of the U.S. dollar in 2024. The impact of the effect of exchange rate changes are primarily attributed to creator cash balances, which can serve as a natural hedge for the effect of exchange rates on accounts payable, creators presented within operating activities.

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Contractual Obligations and Commitments

Our principal commitments consist of obligations under the Convertible Notes (including principal and coupon interest) and operating leases for office space, as well as non-cancellable purchase commitments. See Note 16, "Commitments and Contingencies" to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Off-Balance Sheet Arrangements

We do not currently have any off-balance sheet arrangements and did not have any such arrangements as of March 31, 2025.

Critical Accounting Policies and Estimates

Our unaudited condensed consolidated financial statements are prepared in accordance with U.S. GAAP. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances, and we evaluate our estimates and assumptions on an ongoing basis. We are not aware of any specific event or circumstance that would require an update to our estimates or assumptions or a revision of the carrying value of assets or liabilities as of the date of filing of this Quarterly Report on Form 10-Q. These estimates and assumptions may change in the future, however, as new events occur and additional information is obtained. Our actual results could differ from these estimates.

Our significant accounting policies are discussed in the "Notes to Consolidated Financial Statements, Note 2 "Significant Accounting Policies" in the 2024 Form 10-K. There have been no significant changes to these policies that have had a material impact on our unaudited condensed consolidated financial statements and related notes.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Sensitivity

We are exposed to market risk for changes in interest rates related primarily to balances of our financial instruments including cash and cash equivalents and short-term investments. As of March 31, 2025, we had cash and cash equivalents of $502.9 million. The primary objective of our investment approach is to preserve capital principal and provide liquidity. Our primary exposure to market risk is interest income sensitivity, which is affected by changes in the general level of interest rates in the United States. A 10% change in the level of market interest rates would not have a material effect on our business, financial conditions or results of operations. In addition, our Convertible Notes are subject to fixed annual interest charges. These Convertible Notes therefore are not exposed to financial or economic risk associated with changes in interest rates. However, the fair value of these Convertible Notes may fluctuate when interest rates change or can be affected when the market price of our Class A common stock fluctuates. We carry the Convertible Notes at face value less unamortized issuance cost on our balance sheet, and we present the fair value for required disclosure purposes only.

Foreign Currency Risk

Many creators live or operate outside the United States, and therefore, we have significant ticket sales denominated in foreign currencies, most notably the British Pound, Euro, Canadian Dollar and Australian Dollar. Our international revenue, as well as costs and expenses denominated in foreign currencies, expose us to the risk of fluctuations in foreign currency exchange rates against the U.S. dollar. Accordingly, we are subject to foreign currency risk, which may adversely impact our financial results. The functional currency of our international subsidiaries is the U.S. dollar. Movements in foreign exchange rates are recorded in other income (expense), net in our consolidated statements of operations. We have experienced and will continue to experience fluctuations in foreign exchange gains and losses related to changes in exchange rates. If our foreign-currency denominated assets, liabilities, revenues or expenses increase, our results of operations may be more significantly impacted by fluctuations in the exchange rates of the currencies in which we do business. A 10% increase or decrease in individual currency exchange rates would not have a material impact on our consolidated results of operations.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of the principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this report.

Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of March 31, 2025, our disclosure controls and procedures were effective to provide reasonable assurance that the information required for disclosure in reports filed or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to Company management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, that occurred during the quarter ended March 31, 2025 which have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Disclosure Controls and Procedures

In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures and internal control over financial reporting must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See Note 16, "Commitments and Contingencies" to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors

There have been no material changes from the risk factors set forth in Part I, Item 1A, of our 2024 Form 10-K, except for the following risk factors which supplement the risk factors previously disclosed and should be considered in conjunction with the risk factors set forth in the 2024 Form 10-K. You should carefully consider the risks and uncertainties described in the 2024 Form 10-K, together with all of the other information in the 2024 Form 10-K and this Quarterly Report on Form 10-Q, including the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our unaudited condensed consolidated financial statements and related notes, and other documents that we file with the U.S. Securities and Exchange Commission. The risks and uncertainties described in the 2024 10-K and this Quarterly Report on Form 10-Q may not be the only ones we face. If any of the risks actually occur, our business, results of operations, financial condition and prospects could be harmed. In that event, the market price of our Class A common stock could decline, and you could lose part or all of your investment.

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Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

Unregistered Sales of Equity Securities

There were no sales of unregistered equity securities during the three months ended March 31, 2025.

Issuer Purchases of Equity Securities

There were no issuer purchases of equity securities during the three months ended March 31, 2025:

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information

Director and Officer 10b5-1 Trading Plans (10b5-1 Plans)

There were no written trading arrangements under Rule 10b5-1 that were adopted, terminated or modified by our directors or officers during the three months ended March 31, 2025.

There were no "non-Rule 10b5-1 trading arrangements," as defined in item 408(c) of Regulation S-K, adopted, terminated or modified by our directors or officers during the three months ended March 31, 2025.

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Item 6. Exhibits

The exhibits listed on the accompanying Exhibit Index are filed or incorporated by reference as part of this Quarterly Report on Form 10-Q.

Exhibit Index

Description of Exhibits

Incorporated by Reference

Exhibit
Number

Form

Exhibit Number

Date Filed

3.1

Amended and Restated Certificate of Incorporation.

S-1/A

3.2

August 28, 2018

3.2

Certificate of Amendment to Amended and Restated Certificate of Incorporation

8-K

3.1

June 12, 2024

3.3

Second Amended and Restated Bylaws.

8-K

3.1

December 21, 2022

4.1

Form of Class A Common Stock Certificate.

S-1/A

4.1

September 7, 2018

10.1#

Form of Performance Stock Unit Award Agreement

Filed herewith

31.1

Certification of the Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Filed herewith

31.2

Certification of the Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Filed herewith

32.1*

Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Filed herewith

101.INS

Inline XBRL Instance Document

Filed herewith

101.SCH

Inline XBRL Taxonomy Extension Schema Document

Filed herewith

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Filed herewith

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

Filed herewith

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

Filed herewith

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith

104

Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

Filed herewith

# Indicates compensatory plan

*The certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	Eventbrite, Inc.

May 8, 2025	By:	/s/ Julia Hartz
		Julia Hartz
		Chief Executive Officer
		(Principal Executive Officer)

May 8, 2025	By:	/s/ Anand Gandhi
		Anand Gandhi
		Chief Financial Officer
		(Principal Accounting and Financial Officer)

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Date	Price Target	Rating	Analyst
2/28/2025	$5.00 → $3.50	Buy → Neutral	B. Riley Securities
8/9/2024		Overweight → Sector Weight	KeyBanc Capital Markets
8/9/2024		Buy → Hold	Truist
8/9/2024	$9.00 → $4.00	Overweight → Neutral	Piper Sandler
12/8/2023	$13.00	Buy	B. Riley Securities
11/27/2023	$12.00	Buy	BWS Financial
7/27/2023	$14.00	Sector Weight → Overweight	KeyBanc Capital Markets
7/15/2022	$13.00	Overweight	Piper Sandler

SEC Form 10-Q filed by Eventbrite Inc.

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