8-K
Open Lending Corp (LPRO)
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): March 12, 2026
OPEN LENDING CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-39326 | 84-5031428 |
|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
1501 S. MoPac Expressway
Suite 450
Austin, Texas 78746
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: 512-892-0400
(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 class | Trading<br>Symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Common stock, par value $0.01 per share | LPRO | The Nasdaq Stock Market LLC |
Indicate 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 March 12, 2026, Open Lending Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter and year ended December 31, 2025. A copy of the press release and additional supplemental financial information are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein.
The information furnished under this Item 2.02 and in the accompanying Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Earnings Release, datedMarch 12,2026 |
|---|---|
| 99.2 | Earnings Supplement Q4 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| OPEN LENDING CORPORATION | |
|---|---|
| By: | /s/ Massimo Monaco |
| Name: | Massimo Monaco |
| Title: | Chief Financial Officer |
Date: March 12, 2026
2
Document
Exhibit 99.1
Open Lending Reports Fourth Quarter and Full Year 2025 Financial Results
AUSTIN, Texas, March 12, 2026 – Open Lending Corporation (Nasdaq: LPRO) (the “Company” or “Open Lending”), a leading provider of lending enablement and risk analytics solutions for financial institutions, today reported financial results for its fourth quarter and full year ended December 31, 2025.
“I am proud to conclude my first year as Chief Executive Officer, during which we made meaningful progress across all key areas of the business,” said Jessica Buss, Chief Executive Officer of Open Lending. “In 2025, we delivered strong revenue and adjusted EBITDA in our core business while reducing volatility with a materially flat profit share change in estimate. Throughout the year, we remained focused on disciplined underwriting and disciplined pricing, ensuring we selected the right business at the right price with the appropriate risk profile. We believe this approach strengthens our foundation and positions us for sustainable, profitable growth in 2026.
“In addition, with the launch of the ApexOne Auto platform, we expanded our capabilities to the full auto credit spectrum, moving Open Lending beyond a single-product company and enabling us to operate as a full-scope lending platform. We believe these initiatives position us to deliver durable performance across credit cycles and provide consistent growth for our shareholders and customers.”
Three Months Ended December 31, 2025 Highlights
•The Company facilitated 19,308 certified loans during the fourth quarter of 2025, compared to 26,065 certified loans in the fourth quarter of 2024.
•Total revenue was $19.3 million during the fourth quarter of 2025, compared to $(56.9) million in the fourth quarter of 2024. The fourth quarter of 2025 was impacted by an insignificant change in estimated profit share revenues related to business in historic vintages as compared to a reduction of $81.3 million in the fourth quarter of 2024.
•Gross profit was $14.7 million during the fourth quarter of 2025, compared to gross loss of $63.2 million in the fourth quarter of 2024.
•Net income was $1.7 million during the fourth quarter of 2025, compared to net loss of $144.4 million in the fourth quarter of 2024. The fourth quarter of 2024 was negatively impacted by the recording of a valuation allowance on our deferred tax assets of $86.1 million, which increased our income tax expense during the period.
•Adjusted EBITDA was $2.8 million during the fourth quarter of 2025, compared to $(75.9) million in the fourth quarter of 2024.
Twelve Months Ended December 31, 2025 Highlights
•The Company facilitated 97,348 certified loans during the year ended December 31, 2025, compared to 110,652 certified loans in the prior year.
•Total revenue was $93.2 million during the year ended December 31, 2025, compared to $24.0 million in the prior year. The year ended December 31, 2025 was impacted by an increase of $0.4 million in estimated profit share revenues related to business in historic vintages as compared to a reduction of $96.1 million in the prior year.
•Gross profit was $71.7 million during the year ended December 31, 2025, compared to $0.2 million in the prior year.
•Net loss was $4.2 million during the year ended December 31, 2025, compared to $135.0 million in the prior year.
•Adjusted EBITDA was $15.6 million during the year ended December 31, 2025, compared to $(55.0) million in the prior year.
Adjusted EBITDA is a non-GAAP financial measure. A reconciliation of this non-GAAP financial measure to its most directly comparable GAAP financial measure is provided in the financial table included at the end of this press release. An explanation of this measure and how it is calculated is also included under the heading “Non-GAAP Financial Measures.”
Business Highlights
•Credit unions and banks represented 17,254, or 89.4%, of certified loans in the fourth quarter of 2025, compared to 22,260, or 85.4%, in the fourth quarter of 2024.
•Average profit share revenue per certified loan was $322 in the fourth quarter of 2025, compared to $314 in the fourth quarter of 2024.
•Average program fee revenue per certified loan was $564 in the fourth quarter of 2025, compared to $536 in the fourth quarter of 2024.
•In November 2025, the Company announced the launch of ApexOne Auto, an advanced decisioning platform that supports loans made to prime borrowers.
•In December 2025, the Company made a voluntary principal debt repayment of $48.0 million.
Financial Outlook
The Company is currently providing the following financial outlook for the first quarter and full year 2026:
•Total certified loans expected to be between 20,000 and 21,000 for the first quarter of 2026.
•Total certified loans expected to be between 100,000 and 110,000 for the full year 2026.
•Adjusted EBITDA expected to be between $25 to $29 million for the full year 2026.
The guidance provided includes forward-looking statements within the meaning of U.S. securities laws. See “Forward-Looking Statements” below. The financial outlook above includes forward-looking non-GAAP financial information. A reconciliation of non-GAAP guidance for adjusted EBITDA to the corresponding GAAP net income is not available on a forward-looking basis without unreasonable effort because the exclusions can be uncertain or difficult to predict. The actual amount of these exclusions may have a significant impact on the Company’s GAAP net income.
Open Lending will host a conference call to discuss the fourth quarter and full year 2025 financial results on March 12, 2026 at 5:00 pm ET. The conference call will be webcast live from the Company's investor relations website at https://investors.openlending.com/ under the “Events” section. The conference call can also be accessed live over the phone by dialing (833) 316-1983, or for international callers (785) 838-9310, in each case using access code LENDING. An archive of the webcast will be available at the same location on the website shortly after the call has concluded.
About Open Lending
Open Lending (Nasdaq: LPRO) provides loan analytics, risk-based pricing, risk modeling and default insurance to auto lenders throughout the United States. For 25 years, we have been empowering financial institutions to create profitable auto loan portfolios with less risk and more reward. For more information, please visit www.openlending.com.
Forward-Looking Statements
This press release includes certain statements that are not historical facts but are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, including statements related to the Company's new loan measures, lender profitability, volatility, market trends, consumer behavior and demand for automotive loans, as well as future financial or operating performance under the heading "Financial Outlook" above. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” “on track,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions and on the current expectations of the Company’s management and are not guarantees of actual results. Actual results may differ materially from those expressed or implied by these forward-looking statements due to a number of risks and uncertainties, including general economic, market, political and business conditions; applicable taxes, inflation, tariffs, supply chain disruptions including global hostilities and responses thereto, interest rates and the regulatory environment; the outcome of judicial proceedings to which Open Lending may become a party; and other risks discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2025. There may be additional risks that the Company presently does not know or that it currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect the Company’s expectations, plans or forecasts of future events and views as of the date of this press release. Subsequent events
and developments may cause the Company's assessments to change, but, the Company specifically disclaims any obligation to update these forward-looking statements. These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Non-GAAP Financial Measures
The non-GAAP financial measures included in this press release are financial information that has not been prepared in accordance with GAAP. Adjusted EBITDA and Adjusted EBITDA margin are used by the Company to evaluate its operating performance, generate future operating plans, and make strategic decisions, including those relating to operating expenses and the allocation of internal resources. Accordingly, the Company believes these measures provide useful information to investors and others in understanding and evaluating its operating results in the same manner as its management and board of directors. In addition, the Company believes these measures provide useful analysis for period-to-period comparisons of its business, as they remove the effect of certain non-cash items and certain non-recurring variable charges.
Beginning in the quarter ended June 30, 2025, the Company updated the presentation of Adjusted EBITDA to exclude interest income as the Company believes the exclusion of interest income better aligns its presentation with comparable companies. In addition, beginning in the quarter ended September 30, 2025, the Company updated the presentation of Adjusted EBITDA to exclude certain other non-recurring expenses that do not contribute directly to management’s evaluation of its operating results. Prior periods presented have been conformed to the current period presentation.
Adjusted EBITDA is defined as GAAP net income (loss) excluding interest expense (income), income tax expense (benefit), depreciation expense of property and equipment, amortization expense of capitalized software development costs, share-based compensation expense, loss on extinguishment of debt and certain other non-recurring expenses that do not contribute directly to management’s evaluation of its operating results. Adjusted EBITDA margin is defined as Adjusted EBITDA expressed as a percentage of total revenue.
Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures to their most directly comparable GAAP financial measure provided in the financial statement tables included below in this press release.
Investor Relations Contact:
InvestorRelations@openlending.com
OPEN LENDING CORPORATION
Consolidated Balance Sheets
(Unaudited)
(In thousands, except share data)
| December 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Assets | ||||
| Current assets | ||||
| Cash and cash equivalents | $ | 176,614 | $ | 243,164 |
| Restricted cash | 11,604 | 10,760 | ||
| Accounts receivable, net | 3,653 | 5,055 | ||
| Current contract assets, net | 22,186 | 9,973 | ||
| Income tax receivable | 3,214 | 3,558 | ||
| Other current assets | 5,416 | 3,215 | ||
| Total current assets | 222,687 | 275,725 | ||
| Property and equipment, net | 458 | 729 | ||
| Capitalized software development costs, net | 4,046 | 5,386 | ||
| Operating lease right-of-use assets, net | 3,063 | 3,878 | ||
| Contract assets | 2,893 | 5,094 | ||
| Other assets | 3,532 | 5,556 | ||
| Total assets | $ | 236,679 | $ | 296,368 |
| Liabilities and stockholders’ equity | ||||
| Current liabilities | ||||
| Accounts payable | $ | 446 | $ | 953 |
| Accrued expenses | 8,699 | 5,166 | ||
| Current portion of debt | 7,500 | 7,500 | ||
| Third-party claims administration liability | 11,706 | 10,797 | ||
| Current portion of excess profit share receipts | 18,672 | 19,346 | ||
| Other current liabilities | 2,235 | 3,490 | ||
| Total current liabilities | 49,258 | 47,252 | ||
| Long-term debt, net of deferred financing costs | 77,266 | 132,217 | ||
| Operating lease liabilities | 2,382 | 3,273 | ||
| Excess profit share receipts | 27,574 | 28,210 | ||
| Other liabilities | 5,239 | 7,329 | ||
| Total liabilities | 161,719 | 218,281 | ||
| Stockholders’ equity | ||||
| Preferred stock, $0.01 par value; 10,000,000 shares authorized and none issued and outstanding | — | — | ||
| Common stock, $0.01 par value; 550,000,000 shares authorized, 128,198,185 shares issued and 117,660,648 shares outstanding as of December 31, 2025 and 128,198,185 shares issued and 119,350,001 shares outstanding as of December 31, 2024 | 1,282 | 1,282 | ||
| Additional paid-in capital | 497,663 | 502,664 | ||
| Accumulated deficit | (332,995) | (328,759) | ||
| Treasury stock at cost, 10,537,537 shares at December 31, 2025 and 8,848,184 shares at December 31, 2024 | (90,990) | (97,100) | ||
| Total stockholders’ equity | 74,960 | 78,087 | ||
| Total liabilities and stockholders’ equity | $ | 236,679 | $ | 296,368 |
OPEN LENDING CORPORATION
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share data)
| Three Months Ended<br>December 31, | Twelve Months Ended<br>December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Revenue | ||||||||
| Program fees | $ | 10,853 | $ | 13,734 | $ | 54,340 | $ | 57,040 |
| Profit share | 6,193 | (73,160) | 29,362 | (43,123) | ||||
| Claims administration and other service fees | 2,299 | 2,502 | 9,515 | 10,107 | ||||
| Total revenue | 19,345 | (56,924) | 93,217 | 24,024 | ||||
| Cost of services | 4,644 | 6,265 | 21,555 | 23,855 | ||||
| Gross profit (loss) | 14,701 | (63,189) | 71,662 | 169 | ||||
| Operating expenses | ||||||||
| General and administrative | 9,167 | 10,549 | 53,091 | 43,867 | ||||
| Selling and marketing | 2,832 | 3,958 | 14,800 | 17,218 | ||||
| Research and development | 1,945 | 861 | 8,777 | 4,462 | ||||
| Total operating expenses | 13,944 | 15,368 | 76,668 | 65,547 | ||||
| Operating income (loss) | 757 | (78,557) | (5,006) | (65,378) | ||||
| Interest expense | (2,222) | (2,849) | (9,662) | (11,317) | ||||
| Interest income | 2,097 | 2,812 | 9,317 | 12,090 | ||||
| Other income (expense), net | (203) | — | (18) | — | ||||
| Income (loss) before income taxes | 429 | (78,594) | (5,369) | (64,605) | ||||
| Income tax expense (benefit) | (1,253) | 65,842 | (1,133) | 70,405 | ||||
| Net income (loss) | $ | 1,682 | $ | (144,436) | $ | (4,236) | $ | (135,010) |
| Net income (loss) per common share | ||||||||
| Basic | $ | 0.01 | $ | (1.21) | $ | (0.04) | $ | (1.13) |
| Diluted | $ | 0.01 | $ | (1.21) | $ | (0.04) | $ | (1.13) |
| Weighted average common shares outstanding | ||||||||
| Basic | 117,943 | 119,332 | 118,603 | 119,180 | ||||
| Diluted | 118,105 | 119,332 | 118,603 | 119,180 |
OPEN LENDING CORPORATION
Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
| Year Ended December 31, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Cash flows from operating activities | ||||
| Net income (loss) | $ | (4,236) | $ | (135,010) |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
| Share-based compensation | 7,043 | 8,677 | ||
| Depreciation and amortization | 2,410 | 1,674 | ||
| Amortization of deferred financing costs | 413 | 427 | ||
| Non-cash operating lease cost | 814 | 705 | ||
| Deferred income taxes | — | 70,113 | ||
| Loss on extinguishment of debt | 203 | — | ||
| Other | (177) | 127 | ||
| Changes in operating assets & liabilities: | ||||
| Accounts receivable, net | 1,402 | (439) | ||
| Contract assets, net | (10,012) | 14,247 | ||
| Excess profit share receipts | (1,310) | 47,556 | ||
| Other current and non-current assets | (1,681) | (429) | ||
| Accounts payable | (507) | 578 | ||
| Accrued expenses | 3,521 | (2,473) | ||
| Income tax receivable, net | 1,074 | 4,198 | ||
| Operating lease liabilities | (773) | (624) | ||
| Third-party claims administration liability | 909 | 4,333 | ||
| Other current and non-current liabilities | (2,287) | 3,938 | ||
| Net cash provided by (used in) operating activities | (3,194) | 17,598 | ||
| Cash flows from investing activities | ||||
| Purchase of property and equipment | (56) | (165) | ||
| Capitalized software development costs | (974) | (3,731) | ||
| Net cash used in investing activities | (1,030) | (3,896) | ||
| Cash flows from financing activities | ||||
| Payments on term loans | (55,500) | (4,688) | ||
| Shares repurchased | (4,886) | — | ||
| Payment of excise tax on shares repurchased | — | (314) | ||
| Shares withheld for taxes related to restricted stock units | (1,096) | (1,445) | ||
| Net cash used in financing activities | (61,482) | (6,447) | ||
| Net change in cash and cash equivalents and restricted cash | (65,706) | 7,255 | ||
| Cash and cash equivalents and restricted cash at the beginning of the period | 253,924 | 246,669 | ||
| Cash and cash equivalents and restricted cash at the end of the period | $ | 188,218 | $ | 253,924 |
| Supplemental disclosure of cash flow information: | ||||
| Interest paid | $ | 9,283 | $ | 12,590 |
| Income tax paid (refunded), net | (2,208) | (3,907) |
OPEN LENDING CORPORATION
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
(In thousands, except margin data)
| Three Months Ended<br>December 31, | Twelve Months Ended<br>December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Net income (loss) | $ | 1,682 | $ | (144,436) | $ | (4,236) | $ | (135,010) | ||||
| Non-GAAP adjustments: | ||||||||||||
| Interest (income) expense, net | 125 | 37 | 345 | (773) | ||||||||
| Income tax expense (benefit) | (1,253) | 65,842 | (1,133) | 70,405 | ||||||||
| Depreciation and amortization expense | 653 | 393 | 2,410 | 1,674 | ||||||||
| Share-based compensation | 1,417 | 2,269 | 7,043 | 8,677 | ||||||||
| Loss on extinguishment of debt | 203 | — | 203 | — | ||||||||
| Other non-recurring expense(1) | — | — | 11,000 | — | ||||||||
| Total adjustments | 1,145 | 68,541 | 19,868 | 79,983 | ||||||||
| Adjusted EBITDA | $ | 2,827 | $ | (75,895) | $ | 15,632 | $ | (55,027) | ||||
| Adjusted EBITDA margin | 15 | % | 133 | % | 17 | % | (229) | % |
(1) For the year ended December 31, 2025, the adjustment for other non-recurring expense includes a one-time payment of $11.0 million made pursuant to an amendment to a reseller agreement in exchange for the extinguishment of certain rights to ongoing compensation and the revision of the schedule of referral fees payable. This payment was solely in exchange for such modification of compensation rights and is not conditioned upon, nor related to, any future performance or obligations of either party.
lpro4q25earningssuppleme
Earnings Supplement Q4 and Full Year 2025
2 Fourth Quarter and Full Year 2025 Financial Highlights Q4 2025 (1) See reconciliation of GAAP to non-GAAP financial measures on slide 9. Q4 2024 Revenue $19.3 million $(56.9) million Adj. EBITDA1 $2.8 million $(75.9) million Total Certs 19,308 26,065 2025 2024 Revenue $93.2 million $24.0 million Adj. EBITDA1 $15.6 million $(55.0) million Total Certs 97,348 110,652 Quarterly Results Annual Results
3 Loan Origination Performance by Quarter & Channel Total certified loan volumes reflect typical seasonal patterns along with our strategic implementation of enhanced underwriting standards aimed at building a higher quality loan portfolio. In addition, the decrease in certified loans in 4Q25 was driven by a temporary headwind in conversion rates as we tested pricing adjustments in response to emerging credit trends. Select changes were rolled back in phases and completed by mid-January 2026 and based on current trends, we do not expect this issue to create any ongoing disruption. Our CU/Bank channel loans typically have higher program fees compared to our OEM loans, which leads to more favorable economics. 21,078 22,038 21,808 22,260 24,215 23,591 21,449 17,254 7,111 6,925 5,627 3,805 3,423 2,931 2,431 2,054 28,189 28,963 27,435 26,065 27,638 26,522 23,880 19,308 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Total Cert Volume CU/Bank OEM 74.8% 76.1% 79.5% 85.4% 87.6% 88.9% 89.8% 89.4% 25.2% 23.9% 20.5% 14.6% 12.4% 11.1% 10.2% 10.6% 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Cert Mix by Channel CU/Bank OEM
4 Loan Origination Mix by Segment & Vehicle Category Loan origination mix in 4Q25 reflects a continued shift toward credit union partnerships. We are also seeing refinance volumes start to recover as interest rates decline. Our portfolio remains predominantly focused on used vehicles, which we believe serves the core needs of our target consumer base. 25.2% 23.9% 20.5% 14.6% 12.4% 11.1% 10.2% 10.6% 55.3% 55.0% 56.8% 62.3% 65.1% 64.2% 64.2% 63.5% 15.9% 18.0% 19.5% 19.4% 18.2% 18.8% 19.8% 20.8% 3.6% 3.1% 3.2% 3.7% 4.3% 5.9% 5.8% 5.1% 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Cert Mix by Segment OEM Indirect Direct Refinance 11.0% 12.7% 12.9% 11.9% 11.6% 13.1% 12.5% 13.4% 89.0% 87.3% 87.1% 88.1% 88.4% 86.9% 87.5% 86.6% 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Cert Mix by New/Used New Used
5 We believe our credit portfolio at 4Q25 demonstrates disciplined underwriting with a healthy mix across credit depth segments. SuperThin files made up a negligible amount of loans in 4Q25, having previously peaked at 11% in 4Q24. Our credit builder exposure has also been reduced, with surcharges applied to accounts identified at the time of origination as having credit builder tradelines starting in 4Q24. We are continuing to identify credit builder products in the market; reported figures have been revised to reflect our latest view of this segment. Loan Origination Mix by Credit Profile 16.2% 16.1% 16.5% 10.7% 6.0% 5.9% 6.3% 6.4% 83.8% 83.9% 83.5% 89.3% 94.0% 94.1% 93.7% 93.6% 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Credit Builder % CreditBuilder NonCreditBuilder 0% 5% 10% 15% 20% 25% 30% 35% 40% 45% 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Cert Mix by Credit Depth SuperThin Thin Normal Thick
6 Facilitated Loan Volume & Average Loan Size Trends The decrease in facilitated loan origination volume in 4Q25 was driven by the reduction in loans certified due to a temporary headwind in conversion rates as we tested pricing adjustments in response to emerging credit trends. Average loan size during 2025 increased from 2024 levels. We believe this increase reflects our focus on higher-value lending opportunities and improved customer mix that supports enhanced unit economics for our fees. 787.9 819.3 772.5 732.1 782.9 783.3 701.7 571.6 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Facilitated Loan Origination Volume ($M) 27,948 28,286 28,156 28,089 28,327 29,535 29,384 29,603 1Q24 2Q24 3Q24 4Q24 1Q25 2Q25 3Q25 4Q25 Average Loan Size ($)
7 Key Performance Indicators 2025 2024 2025 2024 Certs Credit Union & Bank 17,254 22,260 86,509 87,184 OEM 2,054 3,805 10,839 23,468 Total Certs 19,308 26,065 97,348 110,652 Unit Economics Avg. Profit Share Revenue per Cert(1) 322$ 314$ 298$ 479$ Avg. Program Fee Revenue per Cert 564$ 536$ 558$ 515$ Originations Facilitated Loan Origination Volume ($ in 000s) 571,579$ 732,129$ 2,839,582$ 3,111,753$ Average Loan Size 29,603$ 28,089$ 29,169$ 28,122$ Channel Overview New Vehicle Certs as a % of Total 13.4% 11.9% 12.6% 12.1% Used Vehicle Certs as a % of Total 86.6% 88.1% 87.4% 87.9% Indirect Certs as a % of Total 74.0% 77.0% 75.4% 78.5% Direct Certs as a % of Total 20.9% 19.3% 19.3% 18.1% Refinance Certs as a % of Total 5.1% 3.7% 5.3% 3.4% Three Months Ended December 31, Year Ended December 31, (1) Represents average profit share revenue per certified loan originated in the period excluding the impact of profit share revenue recognized in the period associated with historical vintages. The profit share revenue impact related to change in estimates of historical vintages was an increase of $0.4 million for the year ended December 31, 2025 and reduced by a change in estimate of $81.3 million and $96.1 million for the three and twelve months ended December 31, 2024.
8 Financial Results (1) Profit share revenue was increased by a change in estimate of historical vintages of $0.4 million for the year ended December 31, 2025 and reduced by a change in estimate of $81.3 million and $96.1 million for the three and twelve months ended December 31, 2024. The profit share change in estimate for the three months ended December 31, 2025 was insignificant. 2025 2024 2025 2024 Revenue Program fees 10,853$ 13,734$ 54,340$ 57,040$ Profit share(1) 6,193 (73,160) 29,362 (43,123) Claims administration and other service fees 2,299 2,502 9,515 10,107 Total revenue 19,345 (56,924) 93,217 24,024 Cost of services 4,644 6,265 21,555 23,855 Gross profit 14,701 (63,189) 71,662 169 Operating expenses General and administrative 9,167 10,549 53,091 43,867 Selling and marketing 2,832 3,958 14,800 17,218 Research and development 1,945 861 8,777 4,462 Total operating expenses 13,944 15,368 76,668 65,547 Operating income (loss) 757 (78,557) (5,006) (65,378) Interest expense (2,222) (2,849) (9,662) (11,317) Interest income 2,097 2,812 9,317 12,090 Other income (expense), net (203) - (18) - Income (loss) before income taxes 429 (78,594) (5,369) (64,605) Income tax expense (benefit) (1,253) 65,842 (1,133) 70,405 Net income (loss) 1,682$ (144,436)$ (4,236)$ (135,010)$ Three Months Ended December 31, Year Ended December 31,
9 Reconciliation of GAAP to Non-GAAP Financial Measures Adjusted EBITDA ($ in 000's) (1) Beginning in the quarter ended June 30, 2025, we updated the presentation of Adjusted EBITDA to exclude interest income, as we believe the exclusion of interest income better aligns our presentation with comparable companies. Prior periods presented have been conformed to the current period presentation. (2) On December 31, 2025, we made a voluntary prepayment of $48.0 million under our Term Loan due 2027. In connection with the partial repayment of debt, we recorded a $0.2 million loss on extinguishment of debt related to the write-off of a proportionate amount of unamortized deferred financing costs. (3) Beginning in the quarter ended September 30, 2025, we updated the presentation of Adjusted EBITDA to exclude certain other non-recurring expenses that do not contribute directly to management’s evaluation of its operating results. For the year ended December 31, 2025, the adjustment for other non-recurring expense includes a one-time payment of $11.0 million made pursuant to an amendment to a reseller agreement in exchange for the extinguishment of certain rights to ongoing compensation and the revision of the schedule of referral fees payable. This payment was solely in exchange for such modification of compensation rights and is not conditioned upon, nor related to, any future performance or obligations of either party. 2025 2024 2025 2024 Net income (loss) 1,682$ (144,436)$ (4,236)$ (135,010)$ Non-GAAP adjustments: Interest (income) expense, net(1) 125 37 345 (773) Income tax expense (benefit) (1,253) 65,842 (1,133) 70,405 Depreciation and amortization expense 653 393 2,410 1,674 Share-based compensation expense 1,417 2,269 7,043 8,677 Loss on extinguishment of debt(2) 203 - 203 - Other non-recurring expense(3) - - 11,000 - Total adjustments 1,145 68,541 19,868 79,983 Adjusted EBITDA 2,827$ (75,895)$ 15,632$ (55,027)$ Total revenue 19,345$ (56,924)$ 93,217$ 24,024$ Adjusted EBITDA margin 15% 133% 17% (229%) Three Months Ended December 31, Year Ended December 31,