8-K
Five9, Inc. (FIVN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 6, 2025
FIVE9, INC.
(Exact name of Registrant as specified in its charter)
| Delaware | 001-36383 | 94-3394123 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File No.) | (I.R.S. Employer<br><br>Identification No.) |
3001 Bishop Drive, Suite 350
San Ramon, CA 94583
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (925) 201-2000
Not Applicable
(Former name or former address if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||
|---|---|---|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||
| --- | --- | ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| --- | --- | ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
| --- | --- |
_______________________________
Securities registered pursuant to Section 12(b) of the Act:Title of Each ClassTrading Symbol(s)Name of Each Exchange on Which RegisteredCommon stock, par value $0.001 per shareFIVNThe NASDAQ Global Market
| Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | |
|---|---|
| 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. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 6, 2025, Five9, Inc. (the “Company”) announced its financial results for the fiscal quarter ended September 30, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1 furnished herewith) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 8.01 Other Events.
Also on November 6, 2025, the Company announced a $150 million share repurchase authorization and the Company’s intention to enter into an accelerated share repurchase agreement with JPMorgan Chase Bank, National Association, to repurchase $50 million of the Company’s common stock.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release issued by the Company onNovember 6, 2025. |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FIVE9, INC. | ||
|---|---|---|
| Date: November 6, 2025 | By: | /s/ Bryan Lee |
| Bryan Lee | ||
| Chief Financial Officer |
Document
Exhibit 99.1
Five9 Reports Record Revenue of $286 Million for the Third Quarter
Q3 Enterprise AI Revenue Growth of 41%
Q3 Record Operating Cash Flow of $59 Million
Announces $150 Million Share Repurchase Program
SAN RAMON, Calif. - November 6, 2025 - Five9, Inc. (NASDAQ:FIVN), the Intelligent CX Platform provider, today reported results for the third quarter ended September 30, 2025.
Third Quarter 2025 Financial Results
•Revenue for the third quarter of 2025 increased 8% to a record $285.8 million, compared to $264.2 million for the third quarter of 2024.
•GAAP gross margin was 55.0% for the third quarter of 2025, compared to 53.8% for the third quarter of 2024.
•Adjusted gross margin was 62.8% for the third quarter of 2025, compared to 61.8% for the third quarter of 2024.
•GAAP net income for the third quarter of 2025 was $18.0 million, or $0.21 per diluted share, and 6.3% of revenue, compared to GAAP net loss of $(4.5) million, or $(0.06) per basic share, and (1.7)% of revenue, for the third quarter of 2024.
•Non-GAAP net income for the third quarter of 2025 was $60.6 million, or $0.78 per diluted share, and 21.2% of revenue, compared to non-GAAP net income of $50.5 million, or $0.67 per diluted share, and 19.1% of revenue, for the third quarter of 2024.
•Adjusted EBITDA for the third quarter of 2025 was $71.7 million, or 25.1% of revenue, compared to $52.4 million, or 19.8% of revenue, for the third quarter of 2024.
•GAAP operating cash flow for the third quarter of 2025 was $59.2 million, compared to GAAP operating cash flow of $41.1 million for the third quarter of 2024.
“We're pleased with our third quarter results with Enterprise AI revenue growing 41% YoY and profitability increasing with adjusted EBITDA margin reaching a record 25%. We are in the early innings of an industry shift in CX, which is increasingly being powered by AI. We believe we are
uniquely positioned to win in this evolving market as enterprises seek unified platforms where AI is natively embedded.”
- Mike Burkland, Chairman and CEO, Five9
Five9 also announced today that its Board of Directors has authorized a share repurchase program for up to $150 million of common stock, inclusive of a $50 million accelerated share repurchase.
“We are confident in our ability to deliver sustainable growth while generating robust free cash flow. The share repurchase authorization we announced today demonstrates the conviction of our Board and management team in the strength of our business and long-term value creation opportunity.”
- Bryan Lee, Chief Financial Officer of Five9
Business Outlook
Five9 provides guidance based on current market conditions and expectations. Five9 emphasizes that the guidance is subject to various important cautionary factors referenced in the section entitled "Forward-Looking Statements" below, including risks and uncertainties associated with the ongoing impact of macroeconomic challenges.
•For the full year 2025, Five9 expects to report:
•Revenue in the range of $1.1435 to $1.1495 billion.
•GAAP net income per share in the range of $0.36 to $0.43, assuming diluted shares outstanding of approximately 88.0 million.
•Non-GAAP net income per share in the range of $2.92 to $2.96, assuming diluted shares outstanding of approximately 77.2 million.
•For the fourth quarter of 2025, Five9 expects to report:
•Revenue in the range of $294.7 to $300.7 million.
•GAAP net income per share in the range of $0.14 to $0.21, assuming diluted shares outstanding of approximately 87.3 million.
•Non-GAAP net income per share in the range of $0.76 to $0.80, assuming diluted shares outstanding of approximately 77.8 million.
With respect to Five9’s guidance as provided above, please refer to the “Reconciliation of GAAP Net Income to Non-GAAP net income - Guidance” table for more details, including important assumptions upon which such guidance is based.
Conference Call Details
Five9 will discuss its third quarter 2025 results today, November 6, 2025, via Zoom webinar at 4:30 p.m. Eastern Time. To access the webinar, please register by clicking here. A copy of this press release will be furnished to the Securities and Exchange Commission on a Current Report on Form 8-K and will be posted to our website, prior to the conference call.
A live webcast and a replay will be available on the Investor Relations section of the Company’s web-site at http://investors.five9.com/.
Non-GAAP Financial Measures
In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and the accompanying tables contain certain non-GAAP financial measures. We calculate adjusted gross profit and adjusted gross margin by adding back the following items to gross profit: depreciation, intangibles amortization, stock-based compensation, acquisition and related transaction costs and one-time integration costs, lease amortization for finance leases, and costs related to a reduction in force plan. We calculate adjusted EBITDA by adding back or removing the following items to or from GAAP net income (loss): depreciation and amortization, stock-based compensation, interest expense, gain on early extinguishment of debt, interest income and other, exit costs related to closure and relocation of our Russian operations, acquisition and related transaction costs and one-time integration costs, lease amortization for finance leases, costs related to a reduction in force plan, one-time expenses related to strategic consulting services for operational review, other cost-reduction and productivity initiatives, legal fees related to the securities class action, office closure lease termination costs, and provision for income taxes. We calculate non-GAAP operating income by adding back or removing the following items to or from GAAP loss from operations: stock-based compensation, intangibles amortization, exit costs related to the closure and relocation of our Russian operations, acquisition related transaction costs and one-time integration costs, costs related to a reduction in force plan, one-time expenses related to strategic consulting services for operational review, other cost-reduction and productivity initiatives, legal fees related to the securities class action, and office closure lease termination costs. We calculate non-GAAP net income by adding back or removing the following items to or from GAAP net loss: stock-based compensation, intangibles amortization, amortization of discount and issuance costs on convertible senior notes, gain on early extinguishment of debt, exit costs related to the closure and relocation of our Russian operations, acquisition and related transaction costs and one-time integration costs, costs related to a reduction in force plan, one-time expenses related to strategic consulting services for operational review, other cost-reduction and productivity initiatives, legal fees related to the securities class action, and office closure lease termination costs. For the periods presented, these adjustments from GAAP net income (loss) to non-GAAP net income do not include any presentation of the net tax effect of such adjustments given our significant net operating loss carryforwards. Non-GAAP financial measures do not have any standardized meaning and are therefore unlikely to be comparable to similarly titled measures presented by other companies. The Company considers these non-GAAP financial measures to be important because they provide useful measures of the operating performance of the Company, exclusive of factors that do not directly affect what we consider to be our core operating performance, as well as unusual events. The Company’s management uses these measures to (i) illustrate underlying trends in the Company’s business that could otherwise be masked by the effect of income or expenses that are excluded from non-GAAP measures, and (ii) establish budgets and operational goals for managing the Company’s business and evaluating its performance. In addition, investors often use similar measures to evaluate the operating performance of a company. Non-GAAP financial measures are presented only as supplemental information for purposes of understanding the Company’s operating results. The non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP. Please see the reconciliation of non-GAAP financial measures set forth in this release.
Forward-Looking Statements
This news release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including the statements in the quote from our Chairman and Chief Executive Officer, including statements regarding shifts in the CX industry, customer preferences for unified platforms where AI is natively embedded, Five9's market position and expected impact on the Company's growth, Five9's market opportunity and growth prospects, including as a result of AI, Five9’s ability to deliver sustainable growth and robust free cash flow, Five9’s stock repurchase program and expected $50 million accelerated share repurchase, and the fourth quarter and full year 2025 financial projections and expectations set forth under the caption “Business Outlook,” that are based on our current expectations and involve numerous risks and uncertainties that may cause these forward-looking statements to be inaccurate. Risks that may cause these forward-looking statements to be inaccurate include, among others: (i) the impact of adverse economic conditions, including the impact of macroeconomic challenges, global tariff increases and potential future increases and announcements regarding same, continued inflation, uncertainty regarding consumer spending, high interest rates, fluctuations in currency rates, the impact of the Russia-Ukraine conflict, the impact of the conflicts in the Middle East, and other factors, may continue to harm our business; (ii) if we are unable to attract new customers or sell additional services and functionality to our existing customers, our revenue and revenue growth will be harmed; (iii) if our existing customers terminate their subscriptions or reduce their subscriptions and related usage, or fail to grow subscriptions at the rate they have in the past or that we might expect, our revenues and gross margins will be harmed and we will be required to spend more money to grow our customer base; (iv) because a significant percentage of our revenue is derived from existing customers, downturns or upturns in new sales will not be immediately reflected in our operating results and may be difficult to discern; (v) if we fail to manage our technical operations infrastructure, our existing customers may experience service outages, our new customers may experience delays in the deployment of our solution and we could be subject to claims for credits or damages, among other things; (vi) if we are unable to attract and retain highly skilled leaders and other employees, our business and results of operations may be harmed; (vii) as AI solutions will likely perform an increasing proportion of contact center interactions, if we are unable to replace decreases in subscription revenue from licenses with revenue from the sale of additional AI solutions, our revenue, results of operations and business will be harmed; (viii) further development of our AI solutions may not be successful and may result in reputational harm and our future operating results could be materially harmed; (ix) the AI technology and features incorporated into our solution include new and evolving technologies that may present both legal and business risks; (x) we have established, and are continuing to increase, our network of technology solution distributors and resellers to sell our solution; our failure to effectively develop, manage, and maintain this network could materially harm our revenues; (xi) our quarterly and annual results may fluctuate significantly, including as a result of the timing and success of new product and feature introductions by us, may not fully reflect the underlying performance of our business and may result in decreases in the price of our common stock; (xii) our historical growth may not be indicative of our future growth, and even if we continue to grow rapidly, we may fail to manage our growth effectively; (xiii) failure to adequately retain and expand our sales force will impede our growth; (xiv) the use of AI by our workforce may present risks to our business; (xv) the contact center software solutions market is subject to rapid technological change, and we must develop and sell incremental and new solutions in order to maintain and grow our business; (xvi) our growth depends in part on the success of our strategic relationships with third parties and our failure to successfully maintain, grow and manage these relationships could harm our business; (xvii) the markets in which we participate involve a high number of competitors that is continuing to increase, and if we do not compete effectively, our operating results could be harmed; (xviii) we continue to expand our international operations, which exposes us to significant macroeconomic and other risks; (xix) security breaches,
cybersecurity incidents, and improper access to, use of, or disclosure of our data or our customers’ data, or other cyber-attacks on our systems, could result in litigation and regulatory risk, harm our reputation, our business or financial results; (xx) we may acquire other companies, or technologies, or be the target of strategic transactions, or be impacted by transactions by other companies, which could divert our management’s attention, result in additional dilution to our stockholders or use a significant amount of our cash resources and otherwise disrupt our operations and harm our operating results; (xxi) we sell our solution to larger organizations that require longer sales and implementation cycles and often demand more configuration and integration services or customized features and functions that we may not offer, any of which could delay or prevent these sales and harm our growth rates, business and operating results; (xxii) we rely on third-party telecommunications and internet service providers to provide our customers and their customers with telecommunication services and connectivity to our cloud contact center software and any failure by these service providers to provide reliable services could cause us to lose customers and subject us to claims for credits or damages, among other things; (xxiii) we have a history of losses and we may be unable to achieve or sustain profitability; (xxiv) our stock price has been volatile, may continue to be volatile and may decline, including due to factors beyond our control; (xxv) we may not be able to secure additional financing on favorable terms, or at all, to meet our future capital needs; (xxvi) failure to comply with laws and regulations could harm our business and our reputation; (xxvii) we may not have sufficient cash to service our convertible senior notes and repay such notes, if required, and other risks attendant to our convertible senior notes and increased debt levels; (xxviii) risks that we may not execute repurchases in full, or at all, under our announced stock repurchase program, or that we may not execute our planned accelerated share repurchase, or may not achieve the intended benefits therefrom; and (xxix) the other risks detailed from time-to-time under the caption “Risk Factors” and elsewhere in our Securities and Exchange Commission filings and reports, including, but not limited to, our most recent annual report on Form 10-K and quarterly reports on Form 10-Q. Such forward-looking statements speak only as of the date hereof and readers should not unduly rely on such statements. We undertake no obligation to update the information contained in this press release, including in any forward-looking statements.
About Five9
The Five9 Intelligent CX Platform provides a comprehensive suite of solutions for orchestrating fluid customer experiences. Our cloud-native, multi-tenant, scalable, reliable, and secure platform includes contact center; omni-channel engagement; Workforce Engagement Management; extensibility through more than 1,000 partners; and innovative, practical AI, automation and journey analytics that are embedded as part of the platform. Five9 brings the power of people, technology, and partners to more than 3,000 organizations worldwide. For more information, visit www.five9.com.
FIVE9, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 193,409 | $ | 362,546 |
| Marketable investments | 482,747 | 643,410 | ||
| Accounts receivable, net | 138,486 | 115,172 | ||
| Prepaid expenses and other current assets | 49,590 | 50,840 | ||
| Deferred contract acquisition costs, net | 85,181 | 76,600 | ||
| Total current assets | 949,413 | 1,248,568 | ||
| Property and equipment, net | 164,305 | 144,888 | ||
| Operating lease right-of-use assets | 37,695 | 38,880 | ||
| Finance lease right-of-use assets | 16,507 | 19,269 | ||
| Intangible assets, net | 54,604 | 65,632 | ||
| Goodwill | 366,253 | 365,436 | ||
| Other assets | 11,107 | 13,384 | ||
| Deferred contract acquisition costs, net — less current portion | 168,521 | 155,157 | ||
| Total assets | $ | 1,768,405 | $ | 2,051,214 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 30,430 | $ | 26,282 |
| Accrued and other current liabilities | 80,568 | 83,720 | ||
| Operating lease liabilities | 11,187 | 11,258 | ||
| Finance lease liabilities | 8,826 | 7,768 | ||
| Deferred revenue | 74,737 | 79,173 | ||
| Convertible senior notes | — | 433,490 | ||
| Total current liabilities | 205,748 | 641,691 | ||
| Convertible senior notes — less current portion | 734,553 | 731,855 | ||
| Operating lease liabilities — less current portion | 35,398 | 37,071 | ||
| Finance lease liabilities — less current portion | 8,042 | 11,688 | ||
| Other long-term liabilities | 9,378 | 6,717 | ||
| Total liabilities | 993,119 | 1,429,022 | ||
| Stockholders’ equity: | ||||
| Common stock | 78 | 76 | ||
| Additional paid-in capital | 1,172,401 | 1,039,125 | ||
| Accumulated other comprehensive income | 749 | 636 | ||
| Accumulated deficit | (397,942) | (417,645) | ||
| Total stockholders’ equity | 775,286 | 622,192 | ||
| Total liabilities and stockholders’ equity | $ | 1,768,405 | $ | 2,051,214 |
FIVE9, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||
| Revenue | $ | 285,832 | $ | 264,182 | $ | 848,806 | $ | 763,278 |
| Cost of revenue | 128,552 | 121,933 | 382,390 | 354,877 | ||||
| Gross profit | 157,280 | 142,249 | 466,416 | 408,401 | ||||
| Operating expenses: | ||||||||
| Research and development | 35,218 | 42,482 | 116,230 | 124,717 | ||||
| Sales and marketing | 71,657 | 78,615 | 235,180 | 238,056 | ||||
| General and administrative | 34,362 | 36,575 | 105,952 | 101,111 | ||||
| Total operating expenses | 141,237 | 157,672 | 457,362 | 463,884 | ||||
| Income (loss) from operations | 16,043 | (15,423) | 9,054 | (55,483) | ||||
| Other income (expense), net: | ||||||||
| Interest expense | (3,087) | (4,068) | (11,022) | (10,541) | ||||
| Gain on early extinguishment of debt | — | — | — | 6,615 | ||||
| Interest income and other | 5,660 | 11,144 | 23,880 | 35,503 | ||||
| Total other income (expense), net | 2,573 | 7,076 | 12,858 | 31,577 | ||||
| Income (loss) before income taxes | 18,616 | (8,347) | 21,912 | (23,906) | ||||
| Provision for (benefit from) income taxes | 643 | (3,868) | 2,209 | 466 | ||||
| Net income (loss) | $ | 17,973 | $ | (4,479) | $ | 19,703 | $ | (24,372) |
| Net income (loss) per share: | ||||||||
| Basic | $ | 0.23 | $ | (0.06) | $ | 0.26 | $ | (0.33) |
| Diluted | $ | 0.21 | $ | (0.06) | $ | 0.22 | $ | (0.33) |
| Shares used in computing net income (loss) per share: | ||||||||
| Basic | 77,528 | 74,876 | 76,716 | 74,192 | ||||
| Diluted | 87,295 | 74,876 | 88,413 | 74,192 |
FIVE9, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Nine Months Ended | ||||
|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | |||
| Cash flows from operating activities: | ||||
| Net income (loss) | $ | 19,703 | $ | (24,372) |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||
| Depreciation and amortization | 44,911 | 38,265 | ||
| Reduction in the carrying amount of right-of-use assets | 15,174 | 10,631 | ||
| Amortization of deferred contract acquisition costs | 63,568 | 52,152 | ||
| Accretion of discount on marketable investments | (6,658) | (16,833) | ||
| Provision for credit losses | 1,254 | 806 | ||
| Stock-based compensation | 114,443 | 127,872 | ||
| Amortization of discount and issuance costs on convertible senior notes | 3,614 | 3,991 | ||
| Gain on early extinguishment of debt | — | (6,615) | ||
| Impairment charge of an equity investment | — | 1,250 | ||
| Impairment charge of long-lived assets | 835 | — | ||
| Interest on finance lease obligations | 743 | 258 | ||
| Deferred taxes - excluding tax adjustments from an acquisition | 23 | 441 | ||
| Deferred taxes - tax adjustments from an acquisition | 524 | (4,831) | ||
| Other | 159 | (145) | ||
| Changes in operating assets and liabilities: | ||||
| Accounts receivable | (24,569) | (15,559) | ||
| Prepaid expenses and other current assets | 1,291 | (9,562) | ||
| Deferred contract acquisition costs | (85,513) | (76,288) | ||
| Other assets | 2,645 | (1,452) | ||
| Accounts payable | 523 | 8,651 | ||
| Accrued and other current liabilities | (8,073) | 5,380 | ||
| Deferred revenue | (3,514) | 184 | ||
| Other liabilities | 1,558 | (871) | ||
| Net cash provided by operating activities | 142,641 | 93,353 | ||
| Cash flows from investing activities: | ||||
| Purchases of marketable investments | (569,150) | (993,483) | ||
| Proceeds from sales of marketable investments | 114,406 | 93,995 | ||
| Proceeds from maturities of marketable investments | 622,026 | 829,122 | ||
| Purchases of property and equipment | (18,722) | (33,097) | ||
| Capitalization of software development costs | (29,121) | (14,211) | ||
| Payments of initial direct lease costs | (286) | — | ||
| Cash paid to acquire Acqueon Inc. | — | (167,166) | ||
| Cash settlement for acquisition of businesses | — | 99 | ||
| Net cash used in (provided by) investing activities | 119,153 | (284,741) | ||
| Cash flows from financing activities: | ||||
| Proceeds from issuance of 2029 convertible senior notes, net of issuance costs | — | 731,055 | ||
| Payment of debt issuance costs | — | (2,212) | ||
| Payments for capped call transactions associated with the 2029 convertible senior notes | — | (93,438) | ||
| Repurchase of a portion of 2025 convertible senior notes, net of costs | — | (304,485) | ||
| Repayment of outstanding 2023 convertible senior notes at maturity | (434,405) | — | ||
| Cash received from partial termination of capped calls associated with the 2025 convertible senior notes | — | 539 | ||
| Proceeds from exercise of common stock options | 3,118 | 423 | ||
| Proceeds from sale of common stock under ESPP | 7,921 | 9,522 | ||
| Payment of finance lease liabilities | (7,183) | (2,006) | ||
| Net cash (used in) provided by financing activities | (430,549) | 339,398 | ||
| Net (decrease) increase in cash, cash equivalents and restricted cash | (168,755) | 148,010 | ||
| Cash, cash equivalents and restricted cash: | ||||
| Beginning of period | 364,185 | 144,842 | ||
| End of period | $ | 195,430 | $ | 292,852 |
FIVE9, INC.
RECONCILIATION OF GAAP GROSS PROFIT TO ADJUSTED GROSS PROFIT
(In thousands, except percentages)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||||||
| GAAP gross profit | $ | 157,280 | $ | 142,249 | $ | 466,416 | $ | 408,401 | ||||
| GAAP gross margin | 55.0 | % | 53.8 | % | 54.9 | % | 53.5 | % | ||||
| Non-GAAP adjustments: | ||||||||||||
| Depreciation | 9,917 | 7,218 | 26,343 | 21,956 | ||||||||
| Intangibles amortization | 3,464 | 3,196 | 11,028 | 8,492 | ||||||||
| Stock-based compensation | 6,852 | 7,512 | 21,332 | 22,904 | ||||||||
| Acquisition and related transaction costs and one-time integration costs | 2 | 94 | 2 | 219 | ||||||||
| Lease amortization for finance leases | 2,108 | 895 | 6,043 | 1,807 | ||||||||
| Costs related to a reduction in force plan | — | 2,115 | 1,565 | 2,115 | ||||||||
| Adjusted gross profit | $ | 179,623 | $ | 163,279 | $ | 532,729 | $ | 465,894 | ||||
| Adjusted gross margin | 62.8 | % | 61.8 | % | 62.8 | % | 61.0 | % |
FIVE9, INC.
RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA
(In thousands, except percentages)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||||||
| GAAP net income (loss) | $ | 17,973 | $ | (4,479) | $ | 19,703 | $ | (24,372) | ||||
| Non-GAAP adjustments: | ||||||||||||
| Depreciation and amortization | 15,772 | 13,144 | 44,911 | 38,265 | ||||||||
| Stock-based compensation | 33,339 | 39,556 | 114,443 | 127,872 | ||||||||
| Interest expense | 3,087 | 4,068 | 11,022 | 10,541 | ||||||||
| Gain on early extinguishment of debt | — | — | — | (6,615) | ||||||||
| Interest income and other | (5,660) | (11,144) | (23,880) | (35,503) | ||||||||
| Exit costs related to closure and relocation of Russian operations | — | 21 | — | 78 | ||||||||
| Acquisition and related transaction costs and one-time integration costs | 1,620 | 4,486 | 4,090 | 9,506 | ||||||||
| Lease amortization for finance leases | 2,300 | 951 | 6,619 | 1,863 | ||||||||
| Costs related to a reduction in force plan | 403 | 9,625 | 8,169 | 9,625 | ||||||||
| One-time expenses related to strategic consulting services for operational review | — | — | 1,265 | — | ||||||||
| Other cost-reduction and productivity initiatives | 1,851 | — | 2,825 | — | ||||||||
| Legal fees related to the securities class action | 392 | — | 901 | — | ||||||||
| Office closure lease termination costs | — | — | 95 | — | ||||||||
| Provision for (benefit from) income taxes(1) | 643 | (3,868) | 2,209 | 466 | ||||||||
| Adjusted EBITDA | $ | 71,720 | $ | 52,360 | $ | 192,372 | $ | 131,726 | ||||
| Adjusted EBITDA as % of revenue | 25.1 | % | 19.8 | % | 22.7 | % | 17.3 | % |
(1) Non-GAAP adjustments do not have a material impact on our worldwide income tax provision due to the tax treatment of the non-GAAP adjustments reported, and our domestic valuation allowance position.
FIVE9, INC.
RECONCILIATION OF GAAP OPERATING INCOME (LOSS) TO NON-GAAP OPERATING INCOME
(In thousands)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||
| Income (loss) from operations | $ | 16,043 | $ | (15,423) | $ | 9,054 | $ | (55,483) |
| Non-GAAP adjustments: | ||||||||
| Stock-based compensation | 33,339 | 39,556 | 114,443 | 127,872 | ||||
| Intangibles amortization | 3,464 | 3,196 | 11,028 | 8,492 | ||||
| Exit costs related to closure and relocation of Russian operations | — | 21 | — | 78 | ||||
| Acquisition and related transaction costs and one-time integration costs | 1,620 | 4,486 | 4,090 | 9,506 | ||||
| Costs related to a reduction in force plan | 403 | 9,625 | 8,169 | 9,625 | ||||
| One-time expenses related to strategic consulting services for operational review | — | — | 1,265 | — | ||||
| Other cost-reduction and productivity initiatives | 1,851 | — | 2,825 | — | ||||
| Legal fees related to the securities class action | 392 | — | 901 | — | ||||
| Office closure lease termination costs | — | — | 95 | — | ||||
| Non-GAAP operating income | $ | 57,112 | $ | 41,461 | $ | 151,870 | $ | 100,090 |
FIVE9, INC.
RECONCILIATION OF GAAP NET INCOME (LOSS) TO NON-GAAP NET INCOME
(In thousands, except per share data)
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | September 30, 2025 | September 30, 2024 | |||||
| GAAP net income (loss) | $ | 17,973 | $ | (4,479) | $ | 19,703 | $ | (24,372) |
| Non-GAAP adjustments: | ||||||||
| Stock-based compensation | 33,339 | 39,556 | 114,443 | 127,872 | ||||
| Intangibles amortization | 3,464 | 3,196 | 11,028 | 8,492 | ||||
| Amortization of discount and issuance costs on convertible senior notes | 933 | 1,482 | 3,614 | 3,991 | ||||
| Gain on early extinguishment of debt | — | — | — | (6,615) | ||||
| Exit costs related to closure and relocation of Russian operations | 105 | 176 | (440) | 156 | ||||
| Acquisition and related transaction costs and one-time integration costs | 1,620 | 4,486 | 4,090 | 9,506 | ||||
| Impairment charge of an equity investment | — | 1,250 | — | 1,250 | ||||
| Costs related to a reduction in force plan | 403 | 9,625 | 8,169 | 9,625 | ||||
| One-time expenses related to strategic consulting services for operational review | — | — | 1,265 | — | ||||
| Other cost-reduction and productivity initiatives | 1,851 | — | 2,825 | — | ||||
| Legal fees related to the securities class action | 392 | — | 901 | — | ||||
| Deferred taxes - tax adjustments from an acquisition | 524 | (4,831) | 524 | (4,831) | ||||
| Office closure lease termination costs | — | — | 95 | — | ||||
| Income tax expense effects (1) | — | — | — | — | ||||
| Non-GAAP net income | $ | 60,604 | $ | 50,461 | $ | 166,217 | $ | 125,074 |
| GAAP net income (loss) per share: | ||||||||
| Basic | $ | 0.23 | $ | (0.06) | $ | 0.26 | $ | (0.33) |
| Diluted | $ | 0.21 | $ | (0.06) | $ | 0.22 | $ | (0.33) |
| Non-GAAP net income per share: | ||||||||
| Basic | $ | 0.78 | $ | 0.67 | $ | 2.17 | $ | 1.69 |
| Diluted | $ | 0.78 | $ | 0.67 | $ | 2.15 | $ | 1.68 |
| Shares used in computing GAAP net income (loss) per share: | ||||||||
| Basic | 77,528 | 74,876 | 76,716 | 74,192 | ||||
| Diluted | 87,295 | 74,876 | 88,413 | 74,192 | ||||
| Shares used in computing non-GAAP net income per share: | ||||||||
| Basic | 77,528 | 74,876 | 76,716 | 74,192 | ||||
| Diluted | 77,883 | 75,137 | 77,200 | 74,653 |
(1)Non-GAAP adjustments do not have a material impact on our worldwide income tax provision due to the tax treatment of the non-GAAP adjustments reported, and our domestic valuation allowance position.
FIVE9, INC.
SUMMARY OF STOCK-BASED COMPENSATION, DEPRECIATION AND INTANGIBLES AMORTIZATION
(In thousands)
(Unaudited)
| Three Months Ended | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2025 | September 30, 2024 | |||||||||||
| Stock-Based Compensation | Depreciation | Intangibles Amortization | Stock-Based Compensation | Depreciation | Intangibles Amortization | |||||||
| Cost of revenue | $ | 6,852 | $ | 9,917 | $ | 3,464 | $ | 7,512 | $ | 7,218 | $ | 3,196 |
| Research and development | 6,896 | 731 | — | 8,244 | 721 | — | ||||||
| Sales and marketing | 8,401 | 11 | — | 12,490 | 32 | — | ||||||
| General and administrative | 11,190 | 1,649 | — | 11,310 | 1,977 | — | ||||||
| Total | $ | 33,339 | $ | 12,308 | $ | 3,464 | $ | 39,556 | $ | 9,948 | $ | 3,196 |
| Nine Months Ended | ||||||||||||
| September 30, 2025 | September 30, 2024 | |||||||||||
| Stock-Based Compensation | Depreciation | Intangibles Amortization | Stock-Based Compensation | Depreciation | Intangibles Amortization | |||||||
| Cost of revenue | $ | 21,332 | $ | 26,343 | $ | 11,028 | $ | 22,904 | $ | 21,956 | $ | 8,492 |
| Research and development | 24,415 | 2,147 | — | 29,001 | 2,352 | — | ||||||
| Sales and marketing | 33,330 | 59 | — | 40,334 | 85 | — | ||||||
| General and administrative | 35,366 | 5,334 | — | 35,633 | 5,380 | — | ||||||
| Total | $ | 114,443 | $ | 33,883 | $ | 11,028 | $ | 127,872 | $ | 29,773 | $ | 8,492 |
FIVE9, INC.
RECONCILIATION OF GAAP NET INCOME TO NON-GAAP NET INCOME – GUIDANCE(1)
(In thousands, except per share data)
(Unaudited)
| Three Months Ending | Year Ending | |||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2025 | December 31, 2025 | |||||||
| Low | High | Low | High | |||||
| GAAP net income | $ | 11,986 | $ | 18,098 | $ | 31,681 | $ | 37,769 |
| Non-GAAP adjustments: | ||||||||
| Stock-based compensation(2) | 36,232 | 34,232 | 150,675 | 148,675 | ||||
| Intangibles amortization | 4,094 | 4,094 | 15,122 | 15,122 | ||||
| Amortization of discount and issuance costs on convertible senior notes | 935 | 935 | 4,548 | 4,548 | ||||
| Exit costs related to closure and relocation of Russian operations | — | — | (440) | (440) | ||||
| Acquisition and related transaction costs and one-time integration costs(3) | 3,668 | 2,668 | 7,759 | 6,759 | ||||
| Costs related to a reduction in force plan | — | — | 8,169 | 8,169 | ||||
| One-time expenses related to strategic consulting services for operational review | — | — | 1,265 | 1,265 | ||||
| Other cost-reduction and productivity initiatives | 1,898 | 1,898 | 4,724 | 4,724 | ||||
| Legal fees related to the securities class action | 400 | 400 | 1,301 | 1,301 | ||||
| Office closure lease termination costs | — | — | 95 | 95 | ||||
| Deferred taxes - tax adjustments from an acquisition | — | — | 524 | 524 | ||||
| Income tax expense effects(4) | — | — | — | — | ||||
| Non-GAAP net income | $ | 59,213 | $ | 62,325 | $ | 225,423 | $ | 228,511 |
| GAAP net income per share: | ||||||||
| Diluted | $ | 0.14 | $ | 0.21 | $ | 0.36 | $ | 0.43 |
| Non-GAAP net income per share: | ||||||||
| Diluted | $ | 0.76 | $ | 0.80 | $ | 2.92 | $ | 2.96 |
| Shares used in computing GAAP net income per share: | ||||||||
| Diluted(5) | 87,300 | 87,300 | 88,000 | 88,000 | ||||
| Shares used in computing non-GAAP net income per share: | ||||||||
| Diluted(5) | 77,800 | 77,800 | 77,200 | 77,200 |
(1)Represents guidance discussed on November 6, 2025. Reader shall not construe presentation of this information after November 6, 2025 as an update or reaffirmation of such guidance.
(2)Stock-based compensation expenses are based on a range of probable significance, assuming market price for our common stock that is approximately consistent with current levels.
(3)Acquisition and related transaction costs and one-time integration costs are based on a range of probable significance for completed acquisitions, and no new acquisitions assumed.
(4)Non-GAAP adjustments do not have a material impact on our worldwide income tax provision due to the tax treatment of the non-GAAP adjustments reported, and our domestic valuation allowance position.
(5)This assumes that we execute an accelerated share repurchase agreement in November 2025 to repurchase $50 million of our common stock and receive an estimated upfront delivery of 1.7 million shares (representing approximately 80% of the total number of shares expected to be repurchased under such agreement and assuming a stock price of $23.01, the closing price of our common stock as of November 4, 2025).
Investor Contact:
Tony Righetti
SVP, Investor Relations
IR@five9.com
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