Ziff Davis : Q1 2026 Presentation

Published: 2026-05-08 02:59:11 ET ZD

Published on 05/08/2026 at 02:59 am EDT

Exhibit 99.2

FIRST QUARTER 2026 RESULTS

May 7, 2026

Some factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements contained in this presentation include, but are not limited to, our ability and intention to:

Sustain growth or profitability, particularly in light of an uncertain U.S. or worldwide economy, including the possibility of reduced economic growth, recessions, inflationary conditions, fluctuating interest rates, increased unemployment, supply chain disruptions, and other factors and their related impacts on customer acquisition and retention rates, customer usage levels, and credit and debit card payment declines;

Maintain and increase our customer base and average revenue per customer;

Generate sufficient cash flow to make interest and debt payments, reinvest in our business, and pursue desired activities and business plans while satisfying restrictive covenants relating to debt obligations;

Acquire or divest businesses on acceptable terms, execute on our investment strategies, successfully manage our growth, and integrate and realize anticipated synergies from acquisitions;

Complete the planned divestiture of our Connectivity business on the anticipated terms and timing, or at all, including through the satisfaction or waiver of closing conditions, receipt of required regulatory approvals, and the absence of legal or other impediments to closing;

Realize the anticipated benefits from the divestiture of our Connectivity business;

Continue to expand our businesses and operations internationally in the wake of numerous risks, including adverse currency fluctuations, difficulty in staffing and managing international operations, higher operating costs as a percentage of revenues, or the implementation of adverse regulations;

Maintain our financial position, operating results and cash flows in the event that we incur new or unanticipated costs or tax liabilities, including those relating to federal and state income tax and indirect taxes, such as sales, value-added, and telecommunication taxes;

Manage certain risks related to the unauthorized use of our content and the infringement of our intellectual property rights by developers and users of generative artificial intelligence ("AI");

Prevent system failures, security breaches, and other technological issues;

Achieve positive outcomes in our pending and future legal proceedings;

Accurately estimate the assumptions underlying our effective worldwide tax rate;

Maintain favorable relationships with critical third-party vendors that are financially stable;

Create compelling digital media content facilitating increased traffic and advertising levels and additional advertisers or an increase in advertising spend, and effectively target digital media advertisements to desired audiences;

Manage certain risks inherent to our business, such as costs associated with fraudulent activity, system failure, or security breach; effectively maintaining and managing our billing systems; the time and resources required to manage our legal proceedings; liability for legal and other claims; or adhering to our internal controls and procedures;

Compete with other similar providers with regard to price, service, functionality;

Achieve business and financial objectives in light of burdensome domestic and international laws and regulations, including those related to data privacy, access, security, retention, and sharing;

Successfully adapt to technological changes and diversify services and related revenues at acceptable levels of financial return;

Successfully develop and protect our intellectual property, both domestically and internationally, including our brands, content, copyrights, patents, trademarks, and domain names from infringement by third parties, and avoid infringing upon the proprietary rights of others;

Manage certain risks associated with environmental, social, and governance matters, including related reporting obligations, that could adversely affect our reputation and performance;

Recruit and retain key personnel and maintain the beneficial aspects of our corporate culture globally;

Meet any publicly announced guidance or other expectations about our business and future operating results; and

Respond to other factors set forth in our most recent Annual Report on Form 10-K, our most recent Quarterly Report on Form 10-Q, and the other reports we file from time to time with the SEC.

(1.9)%

(in millions)

$272.8

$267.6

Q1 2025 Q1 2026

$63.4

$71.4

(in millions)

$0.77

$0.73

(5.2)%

(11.2)%

Q1 2025 Q1 2026

During the first quarter of 2026, the Company entered into a definitive agreement to sell its Connectivity business. The results of the Connectivity business are classified as discontinued operations for all periods presented in this earnings presentation. Unless otherwise noted, all amounts, percentages, and any discussion in this earnings presentation reflect the results from continuing operations, except for the Net cash provided by operating activities and Free cash flow, which are presented on a combined continuing and discontinued operations basis. Furthermore, upon the reclassification of Connectivity as discontinued operations, the Company determined that Connectivity is no longer a reportable segment. The Company will continue to own and operate the Connectivity business in the ordinary course until the closing of the transaction.

See "Supplemental Information" for non-GAAP reconciliations.

(in millions)

$173

$164

(5.1)%

Advertising and Performance Marketing

Q1 2025 Q1 2026

(in millions)

$96

$98

1.9%

Subscription and Licensing

Q1 2025 Q1 2026

Throughout this presentation, revenues are net of inter-segment revenues and revenues by revenue source may not foot to total revenues due to rounding. 5

Excludes revenues that are classified as "other".

Quarterly Revenues

(in millions)

$71.1

$68.4

$2.8

$79.5

$2.2

$81.7

(12.9)%

Q1 2025 Q1 2026

Other

Advertising and Performance Marketing

Quarterly Adjusted EBITDA & Margin (1)

(in millions)

$17.0

23.8%

25.7%

(19.3)%

$21.0

1. See "Supplemental Information" for non-GAAP reconciliations.

Q1 2025 Q1 2026

Quarterly Revenues

(in millions)

$25.7

$24.4

$13.6

$15.1

7.2%

$38.0 $40.8

Q1 2025 Q1 2026

Quarterly Adjusted EBITDA & Margin (1)

(in millions)

31.9%

31.1%

4.3%

$12.1 $12.7

Advertising and Performance Marketing

1. See "Supplemental Information" for non-GAAP reconciliations.

Q1 2025 Q1 2026

Quarterly Revenues

(in millions)

$85.8 $85.9

$13.1

$13.2

$68.9

$69.9

0.2%

$3.7 $2.8

Q1 2025 Q1 2026

Other

Subscription and Licensing

Advertising and Performance Marketing

Quarterly Adjusted EBITDA & Margin (1)

(in millions)

$24.5

28.5%

34.2%

(16.5)%

$29.4

1. See "Supplemental Information" for non-GAAP reconciliations.

Q1 2025 Q1 2026

Quarterly Revenues

(in millions)

3.6%

$67.3 $69.8

$2.7

$67.3

$67.0

Q1 2025 Q1 2026

Quarterly Adjusted EBITDA & Margin (1)

(in millions)

Other

Subscription and Licensing

31.3%

32.9%

(1.6)%

$22.2 $21.8

See "Supplemental Information" for non-GAAP reconciliations.

Q1 2025 Q1 2026

($ in millions)

March 31, 2026

Cash and Cash Equivalents (1) $

520

Long-term Investments

100

Total Cash, Cash Equivalents, and Long-term Investments $

620

4.625% Senior Notes $

460

1.75% Convertible Notes

149

3.625% Convertible Notes

263

Total Gross Debt (2) $

872

Gross Debt

872

Gross Debt less Cash and Cash Equivalents

352

Gross Debt less Cash, Cash Equivalents, and Long-term Investments

252

Excludes approximately $26 million of cash and cash equivalents related to discontinued operations. 10

Reflects the outstanding principal amount of gross debt.

The below non-GAAP financial measures are not measures presented in accordance with GAAP, and our use of these terms may vary from that of other companies, limiting their usefulness for comparison purposes. These non-GAAP financial measures are not based on any comprehensive set of accounting rules or principles. These non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with the Company's results of operations determined in accordance with GAAP.

Non-GAAP financial measures exclude the certain items listed below. We believe that excluding these items from the non-GAAP measures facilitates comparisons to historical operating results and comparisons to peers, many of which exclude similar items. We believe that non-GAAP financial measures provide meaningful supplemental information regarding operational performance. We further believe these measures are useful to investors in that they allow for greater transparency of certain line items in the Company's financial statements.

Adjusted EBITDA is defined as Net income (loss) from continuing operations with adjustments to reflect the addition or elimination of certain items including, but not limited to: Interest expense, net; (Gain) loss on debt extinguishment, net; (Gain) loss on sale of businesses; (Gain) loss on investments, net; Provision for credit losses on investments; Other (income) loss, net; Income tax (benefit) expense; (Income) loss from equity method investment, net of tax; Depreciation and amortization; Share-based compensation; Transaction, integration, and other charges; Lease asset impairments and other charges; and Goodwill impairment.

Adjusted EBITDA margin is calculated by dividing Adjusted EBITDA by Total Revenues.

Adjusted net income (loss) is defined as Net income (loss) from continuing operations with adjustments to reflect the addition or elimination of certain statement of operations items including, but not limited to: Interest, net; (Gain) loss on debt extinguishment, net; (Gain) loss on sale of businesses; (Gain) loss on investments, net; Provision for credit losses on investments; (Income) loss from equity method investment, net of tax; Amortization; Share-based compensation; Transaction, integration, and other charges; Lease asset impairments and other charges; and Goodwill impairment.

Adjusted diluted EPS is calculated by dividing Adjusted net income (loss) from continuing operations by the diluted weighted average shares of common stock outstanding excluding the effect of convertible debt dilution.

Free cash flow from continuing and discontinued operations is defined as Net cash provided by operating activities from continuing and discontinued operations, less purchases of property and equipment, plus changes in contingent consideration (if any).

Adjusted effective tax rate is calculated based upon the GAAP effective tax rate with adjustments for the tax applicable to non-GAAP adjustments to Net income (loss) from continuing operations, generally based upon the effective marginal tax rate of each adjustment.

Q1 2026

FY 2025

(1)

Q4 2025

(1)

Q3 2025

(1)

Q2 2025

(1)

Q1 2025

(1)

$ in 000's, except per share amounts

Revenues

$ 267,641

$ 1,220,535

$ 346,385

$ 306,531

$ 294,803

$ 272,816

Adjusted EBITDA

$ 63,357

$ 381,385

$ 132,375

$ 97,845

$ 79,783

$ 71,382

Adjusted net income

$ 27,546

$ 207,858

$ 79,961

$ 56,818

$ 38,083

$ 32,996

Adjusted diluted EPS $ 0.73 $ 5.06 $ 2.04 $ 1.40 $ 0.91 $ 0.77

Adjusted EBITDA, Adjusted net income, and Adjusted diluted EPS include certain allocated overhead expenses previously reported in the Connectivity reportable segment. 13

Three months ended

$ in 000's

Ziff Davis

March 31, 2026 December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025

Net (loss) income from continuing operations

$ (775)

$ (17,962)

$ (15,957)

$ 14,308

$ 9,812

Interest expense, net

6,896

6,764

6,541

6,584

6,194

Loss on sale of businesses

57,988

Gain on investment, net

(678)

(4,340)

Provision for credit losses on investments

17,566

Other (income) loss, net

(688)

717

(4,060)

2,402

1,475

Income tax expense (benefit)

2,637

(1,947)

8,037

(69)

3,618

(Income) loss from equity method investment, net

of tax

(5,138)

19,729

(38)

(5,115)

(6,630)

Depreciation and amortization

44,878

50,675

50,203

50,334

48,452

Share-based compensation

8,548

10,272

11,312

10,848

9,082

Transaction, integration, and other charges

6,632

4,190

6,619

3,980

(641)

Lease asset impairments and other charges

367

1,949

721

851

Goodwill impairment - - 17,579 - -

Adjusted EBITDA $ 63,357 $ 132,375 $ 97,845 $ 79,783 $ 71,382

$ in 000's, except per share amounts

Three months ended

Ziff Davis

March 31,

2026

Per diluted share (1)

December 31,

2025

Per diluted share (1)

September 30,

2025

Per diluted share (1)

June 30,

2025

Per diluted share (1)

March 31,

2025

Per diluted share (1)

Net (loss) income from continuing operations

$ (775)

$ (0.02)

$ (17,965)

$ (0.46)

$ (15,957)

$ (0.39)

$ 14,308

$ 0.34

$ 9,812

$ 0.23

Interest, net

Loss on sale of businesses

43,491

1.11

Loss on investments, net

(678)

(0.02)

(4,340)

(0.10)

Provision for credit losses on investments

17,566

0.43

Income from equity method investment, net

(5,138)

(0.14)

19,729

0.51

(38)

(5,115)

(0.13)

(6,630)

(0.16)

Amortization

19,563

0.52

19,903

0.51

23,453

0.58

22,397

0.54

21,107

0.49

Share-based compensation

7,590

0.20

8,712

0.22

8,866

0.22

7,051

0.17

9,226

0.22

Transaction, integration, and other charges

5,905

0.16

4,402

0.11

5,366

0.13

3,045

0.07

(607)

(0.01)

Lease asset impairment and other charges

306

0.01

1,604

0.04

599

0.02

676

0.02

Goodwill impairment

17,579

0.43

Adjusted net income

$ 27,546

0.73

$ 79,961

2.04

$ 56,818

1.40

$ 38,083

0.91

$ 32,996

0.77

The reconciliation of Net (loss) income from continuing operations per diluted share to Adjusted net income per diluted share may not foot since each is calculated independently. 15

Technology & Shopping

Gaming & Entertainment

Health & Wellness

Cybersecurity & Martech

Corporate (1)

Total

$ 71,159

$ 40,764

$ 85,950

$ 69,768

$ -

$ 267,641

$ (6,458)

$ 7,884

$ 8,624

$ 13,697

$ (20,815)

$ 2,932

20,637

3,168

13,846

7,076

151

44,878

1,344

405

1,466

1,007

4,326

8,548

1,430

776

670

3,754

6,632

431

(108)

367

$ 16,953

$ 12,664

$ 24,498

$ 21,826

$ (12,584)

$ 63,357

Technology & Shopping

Gaming & Entertainment

Health & Wellness

Cybersecurity & Martech

Corporate (1)

Total

Q1 2026

$ in 000's

Revenues

Operating (loss) income Depreciation and amortization Share-based compensation

Transaction, integration, and other costs Lease asset impairments and other charges Adjusted EBITDA

Q1 2025

$ in 000's

Revenues $ 81,690 $ 38,026 $ 85,786 $ 67,314 $ - $ 272,816

Operating (loss) income

$ (3,963)

8,774

$ 16,962

$ 11,323

$ (18,627)

$ 14,469

Depreciation and amortization

22,405

2,618

12,928

10,387

114

48,452

Share-based compensation

1,153

329

1,363

967

5,270

9,082

Transaction, integration, and other costs

1,652

338

(1,812)

(754)

(65)

(641)

Lease asset impairments and other charges

(241)

87 (86) 255 5 20

Adjusted EBITDA

$ 21,006

$ 12,146 $ 29,355 $ 22,178 $ (13,303) $ 71,382

Includes certain allocated overhead expenses previously reported in the Connectivity reportable segment. 16

Q1 2026

GAAP amount

Interest, net

(Income) loss from equity method investments, net

Amortization

Share-based compensation

Transaction, integration, and other charges

Lease asset impairments and other charges

Adjusted non-GAAP amount

$ in 000's

Direct costs

$(44,317)

$52

$89

$(44,176)

Sales and marketing

$(115,233)

989

1,474

$(112,770)

Research, development, and engineering

$(13,637)

678

831

$(12,128)

General, administrative, and other related costs

$(46,644)

6,829

4,238

367

$(35,210)

Depreciation and amortization

$(44,878)

23,550

$(21,328)

Interest expense

$(6,896)

126

$(6,770)

Other income (loss), net

$688

234

$922

Income tax expense (1)

$(2,637)

(31)

(3,987)

(958)

(961)

(61)

$(8,635)

Income from equity method investment, net of tax

$5,138

(5,138)

Total non-GAAP adjustments

$95

$(5,138)

$19,563

$7,590

$5,905

$306

Q1 2025

GAAP amount

Interest, net

(Income) loss from equity method investments, net

Amortization

Share-based compensation

Transaction, integration, and other charges

Lease asset impairments and other charges

Adjusted non-GAAP amount

$ in 000's

Direct costs

$(40,401)

$52

$60

$(40,289)

Sales and marketing

$(112,411)

798

903

$(110,710)

Research, development, and engineering

$(13,920)

681

(65)

$(13,304)

General, administrative, and other related costs

$(43,163)

7,551

(1,539)

$(37,131)

Depreciation and amortization

$(48,452)

27,777

$(20,675)

Interest expense

$(6,194)

$(6,113)

Income tax expense (2)

$(3,618)

(20)

(6,670)

144

$(10,123)

Income from equity method investment, net of tax

$6,630

(6,630)

Total non-GAAP adjustments

$61

$(6,630)

$21,107

$9,226

$(607)

$27

Adjusted effective tax rate was approximately 23.9% for the three months ended March 31, 2026. The calculation is based on a ratio where the numerator is the adjusted income tax expense of $8,635 and the denominator is $36,181, which equals adjusted net income of $27,546 plus adjusted income tax expense.

Adjusted effective tax rate was approximately 23.5% for the three months ended March 31, 2025. The calculation is based on a ratio where the numerator is the adjusted income tax expense of $10,123 and the denominator is $43,119, which equals adjusted net income of $32,996 plus adjusted income tax expense.

$ in 000's

Ziff Davis

Q1 2026

Q1 2025

Net cash provided by operating activities from continuing and discontinued operations

$ 29,953

$ 20,613

Less: Purchases of property and equipment

(33,127)

(25,619)

Free cash flow from continuing and discontinued operations

$ (3,174)

$ (5,006)

2025

2026

90.0%

573

586

$138,701

$116,661

92.2%

89.0%

311

402

$78,362

$63,820

94.9%

102.6%

703

730

$94,652

$94,567

Technology & Shopping Net advertising and performance marketing revenue retention (1) Customers (2)

Quarterly revenue per customer (3)

Gaming & Entertainment Net advertising and performance marketing revenue retention (1) Customers (2)

Quarterly revenue per customer (3)

Health & Wellness Net advertising and performance marketing revenue retention (1) Customers (2)

Quarterly revenue per customer (3)

Net advertising and performance marketing revenue retention equals (i) the trailing twelve months revenues recognized related to prior year customers in the current year period (excluding revenues from acquisitions during the stub period) divided by (ii) the trailing twelve months revenues recognized related to prior year customers in the prior year period (excluding revenues from acquisitions during the stub period). This excludes customers that generated less than $10,000 of revenues in the measurement period.

Excludes customers that generated less than $2,500 in the quarter.

Represents total gross quarterly advertising and performance marketing revenues divided by customers as defined in footnote (2). 19

2025

2026

531,000

499,000

$25.68

$30.29

1,820,000

1,762,000

$7.20

$7.49

1,250,000

1,230,000

$53.85

$54.51

Gaming & Entertainment

Customers (1)(2)

Average quarterly revenue per customer (2)(3)

Health & Wellness

Customers (1)(2)

Average quarterly revenue per customer (2)(3)

Cybersecurity & Martech

Customers (1)(4)

Average quarterly revenue per customer (3)

Represents the quarterly average of the end of month customer counts (rounded).

The metric includes the sale of perpetual software licenses, when applicable, revenues for which is recorded at a point in time rather than over time.

Represents quarterly gross subscription and licensing revenues divided by customers as defined in footnote (1).

Resellers within Cybersecurity & Martech segment are counted as one customer when there is not visibility into the number of underlying customers served by the reseller. 20

Disclaimer

Ziff Davis Inc. published this content on May 07, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 08, 2026 at 06:58 UTC.