mitk-202602050000807863FALSE00008078632026-02-052026-02-05
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): February 5, 2026
MITEK SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | |
| Delaware | 001-35231 | 87-0418827 |
(State or other jurisdiction
of incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
| | | |
| 770 First Avenue, Suite 425 | | |
| San Diego, | California | | 92101 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (619) 269-6800
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 (see General Instructions A.2. below): | | | | | |
| ☐ | 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 Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.001 per share | MITK | NASDAQ Capital Market |
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). | | | | | |
| 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 1.02 Termination of a Material Definitive Agreement.
On February 1, 2026, Mitek Systems, Inc. (the “Company”) repaid in full its 0.750% Convertible Senior Notes due February 1, 2026, which included $155,250,000 million in aggregate principal plus all accrued interest and terminated all lending commitments thereunder.
Item 2.02 Results of Operations and Financial Condition.
On February 5, 2026, the Company issued a press release announcing the Company’s financial results for the first fiscal quarter ended December 31, 2025. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 5, 2026, the Company appointed Eric Bell as the Company’s Chief Accounting Officer, effective immediately. In this position, Mr. Bell will serve as the Company's principal accounting officer.
Mr. Bell has over 25 years of experience, having served as the Company's Vice President, Global Corporate Controller since December 2023. He previously served as Chief Accounting Officer at Paya Holdings Inc. (NASDAQ:PAYA), a leading provider of integrated payment and frictionless commerce solutions that help customers accept and make payments, expedite receipt of money, and increase operating efficiencies, from November 2020 to November 2023. Prior to that he held several positions, including Senior Corporate Controller at Supernus Pharmaceuticals, Inc. (NASDAQ: SUPN), a biopharmaceutical company focused on developing and commercializing products for the treatment of central nervous system diseases, from May 2012 to November 2020. Mr. Bell, age 48, holds a B.S. in Business Administration, majoring in Accounting from the University of Connecticut, and is a Certified Public Accountant.
In connection with Mr. Bell's appointment, he was granted equity awards with an aggregate grant date fair value of $200,000 in the form of restricted stock units. Fifty percent (50%) of the restricted stock units are time-based restricted stock units that vest over four years in equal annual installments. Fifty percent (50%) of the restricted stock units are performance-based restricted stock units that are eligible to vest on the third anniversary of the grant date upon the achievement of certain stock price performance goals of the Company as compared to the Russell 2000 Index. In each case, vesting of the restricted stock units is subject to Mr. Bell’s continuous employment through the applicable vesting date or earlier vesting due to a "change of control" or "qualified termination" (as such terms are defined in the Restricted Stock Unit Award Agreement and Performance Restricted Stock Unit Award Agreement, which were previously filed with the Securities and Exchange Commission (the "SEC")).
Mr. Bell has entered into the Company’s standard form of indemnification agreement for directors and officers previously filed with the SEC, which provides for the indemnification by the Company in certain circumstances for actions taken in connection with his service to or for the Company.
There are no arrangements or understandings between Mr. Bell and any other persons pursuant to which he was selected as the Company’s Chief Accounting Officer. There are no family relationships between Mr. Bell and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
8.01. Other Events.
On February 5, 2026, the Board of Directors of the Company authorized a new share repurchase program for up to $50 million of the Company’s common stock, par value $0.001 ("Common Stock"), (the "2026 Share Repurchase Program"), supplementing the existing $50 million Common Stock repurchase program approved on May 16, 2024 (the "2024 Share Repurchase Program"). The 2026 Share Repurchase Program is effective as of the completion of the 2024 Share Repurchase Program, and will remain effective for a period of up to two years. The timing, price and actual number of shares of Common Stock repurchased under the 2026 Share Repurchase Program will depend on a variety of factors including price, market conditions and corporate and regulatory requirements. The repurchases may be made from time (i) through open market purchases, block trades, privately negotiated transactions, one or more trading plans adopted in accordance with Rule 10b5-1 of the Exchange Act or any combination of the foregoing, in each case in accordance with applicable laws, rules and regulations or (ii) in such other manner as will comply with the provisions of the Exchange Act. The 2026 Share Repurchase Program does not require the Company to repurchase shares of its Common Stock and it may be
discontinued, suspended or amended at any time. The 2026 Share Repurchase Program will allow the Company to continue to opportunistically repurchase shares after the existing 2024 Share Repurchase Program has been exhausted or expires.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. | | | | | | | | |
| Exhibit Number | | Description |
| 99.1 | | |
| 104 | | Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL) |
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 thereunto duly authorized.
| | | | | | | | | | | |
| | | Mitek Systems, Inc. |
| | | | |
| February 5, 2026 | | By: | /s/ Dave Lyle |
| | | | Dave Lyle |
| | | | Chief Financial Officer |
Mitek Reports Fiscal 2026 First Quarter Results and Raises Full-Year Outlook
Grew Fraud and Identity Revenue 30% Year Over Year
Authorized New $50 Million Share Repurchase Program
Retired $155 Million Convertible Senior Notes
SAN DIEGO, Calif. - February 5, 2026 - Mitek Systems, Inc. (NASDAQ: MITK, www.miteksystems.com, “Mitek” or the “Company”), a global leader in digital identity verification and fraud prevention, today reported financial results for its first quarter ended December 31, 2025 and raised its revenue and adjusted EBITDA Margin guidance range for the fiscal year ending September 30, 2026 (“fiscal 2026”).
“We delivered a strong start to the fiscal year, with growth across the entire product portfolio and early proof points that our fiscal 2026 Unify and Grow ethos is taking hold,” said Ed West, Chief Executive Officer of Mitek. “Execution this quarter was focused on building momentum through a steady drumbeat of progress, disciplined investment, and platform-led customer adoption. Fraud and Identity revenue grew 30% year over year, driven by 21% SaaS growth and broader workflow adoption, while Check Verification continued to serve as a durable, cash-generative foundation. Based on this early execution and improving visibility, we increased our outlook and remain focused on tangible progress and long-term value creation.”
Fiscal 2026 First Quarter Financial Highlights
GAAP
•Total revenue of $44.2 million was a 19% increase year-over-year, compared to $37.3 million a year ago.
•SaaS revenue of $22.2 million was a 21% increase year-over-year, compared to $18.4 million a year ago.
•Gross profit of $32.9 million, compared to $28.0 million a year ago.
•GAAP gross profit margin was 74.3%, compared to 75.1% a year ago.
•GAAP net income was $2.8 million, compared to GAAP net loss of $4.6 million a year ago.
•GAAP net income per diluted share was $0.06, compared to GAAP net loss of $0.10 a year ago.
•Total cash and investments of $191.8 million at December 31, 2025, was a decrease of $4.7 million from $196.5 million at September 30, 2025.
Non-GAAP
•Non-GAAP gross profit of $36.1 million, compared to $31.5 million a year ago.
•Non-GAAP gross profit margin was 81.7%, compared to 84.5% a year ago.
•Adjusted EBITDA was $13.3 million, compared to $7.8 million a year ago.
•Adjusted EBITDA margin was 30.0%, compared to 21.1% a year ago.
•Non-GAAP net income was $12.4 million, compared to $6.6 million a year ago.
•Non-GAAP net income per diluted share was $0.26, compared to $0.15 a year ago.
•Free cash flow was $6.6 million for the three months ended December 31, 2025, compared to $0.2 million for the corresponding period a year ago.
Key Subsequent Events
•On February 1, 2026, the Company repaid the $155.3 million Convertible Senior Notes in full.
•On February 5, 2026, the Board of Directors of the Company approved a new share repurchase program, authorizing the Company to repurchase up to $50 million of its Common Stock. The new share repurchase program will become effective at the completion of the Company’s 2024 share repurchase program and will remain effective for a period of up to two years.
Guidance
Guidance includes non-GAAP financial measures. Mitek is raising its revenue and adjusted EBITDA margin guidance for the fiscal year, and providing guidance for its fiscal second quarter, ending March 31, 2026, as follows:
| | | | | | | | | | | |
| Full Year FY26 | | Q2 FY26 |
| Guidance | | Guidance |
Total revenue | $187 - $197 million | | $50 - $55 million |
Y/Y growth (midpoint) | Approximately 7% | | |
Fraud & Identity solutions revenue(1) | $102 - $107 million | | |
Y/Y growth (midpoint) | Approximately 16% | | |
Adjusted EBITDA margin %(2) | 29% - 32% | | |
(1)See revenue categorizations as presented in the “Disaggregation of Revenue by Product and Type” below.
(2)See “GAAP Net Income to Adjusted EBITDA Reconciliation” below.
Conference Call Information
Mitek management will host a conference call and live webcast for analysts and investors today at 2 p.m. PT (5 p.m. ET) to discuss the Company’s financial results for the first quarter of fiscal 2026. To join the webcast, visit our Investor Relations website at https://investors.miteksystems.com.
Participants may also dial +1 800-717-1738 (US and Canada) or +1 646-307-1865 (International) to access the call. A dial-in replay will be available for one week by dialing +1 844-512-2921 (U.S. and Canada) or +1 412-317-6671 (International) and entering the passcode 1141184. An archived webcast replay will remain accessible for one year on Mitek’s Investor Relations website.
About Mitek Systems, Inc.
Mitek Systems protects what’s real across digital interactions in a world of evolving threats. Mitek helps businesses verify identities, prevent fraud before it happens, and deliver secure, seamless digital experiences in the face of rapidly advancing AI-generated threats. From account opening to authentication and deposit, Mitek’s technology safeguards critical digital interactions. More than 7,000 organizations rely on Mitek to protect their most important customer connections and stay ahead of emerging risks. Learn more at www.miteksystems.com. [(MITK-F)]
Follow Mitek on LinkedIn and YouTube, and read Mitek’s latest blog posts here.
Notice Regarding Forward-Looking Statements
Statements contained in this news release relating to the Company or its management’s intentions, hopes, beliefs, expectations or predictions of the future, including, but not limited to, statements relating to the Company’s fiscal 2026 guidance, are forward-looking statements. Such forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks related to the Company’s ability to withstand negative conditions in the global economy, a lack of demand for or market acceptance of the Company’s products, the Company’s ability to continue to develop, produce and introduce innovative new products in a timely manner, the Company’s ability to capitalize on a growing market, quarterly variations in revenue, the profitability of certain sectors of the Company, the performance of the Company’s growth initiatives, the outcome of any pending or threatened litigation or investigation, and the timing of the implementation and launch of the Company’s products by the Company’s signed customers.
Additional risks and uncertainties faced by the Company are contained from time to time in the Company’s filings with the U.S. Securities and Exchange Commission (SEC), including, but not limited to, the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2025, as filed with the SEC on December 11, 2025 and its quarterly reports on Form 10-Q and current reports on Form 8-K, which you may obtain for free on the SEC’s website at www.sec.gov. Collectively, these risks and uncertainties could cause the Company’s actual results to differ materially from those projected in its forward-looking statements and you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company disclaims any intention or obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Investor Contacts:
Ryan Flanagan Michael Holder
ICR for Mitek Systems VP, Finance and Investor Relations
Note Regarding Use of Non-GAAP Financial Measures
This news release contains non-U.S. generally accepted accounting principles (“GAAP”) financial measures for adjusted EBITDA, adjusted EBITDA margin, non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP gross profit margin, non-GAAP net income per basic share, non-GAAP net income per diluted share, non-GAAP free cash flow, and non-GAAP operating expense that excludes stock-based compensation expense, litigation and other legal costs, executive and other transition costs, non-recurring audit fees, enterprise risk, portfolio positioning and other related costs, and non-GAAP net income which additionally excludes amortization of acquisition-related intangibles, net changes in estimated fair value of acquisition-related contingent consideration, restructuring costs, amortization of debt discount and issuance costs, income tax effect of pre-tax adjustments, and cash tax difference. These financial measures are not calculated in accordance with GAAP and are not based on any comprehensive set of accounting rules or principles. In evaluating the Company’s performance, management uses certain non-GAAP financial measures to supplement financial statements prepared under GAAP. Management believes these non-GAAP financial measures provide a useful measure of the Company’s operating results, a meaningful comparison with historical results and with the results of other companies, and insight into the Company’s ongoing operating performance. Further, management and the Board of Directors of the Company utilize these non-GAAP financial measures to gain a better understanding of the Company’s comparative operating
performance from period-to-period and as a basis for planning and forecasting future periods. Management believes these non-GAAP financial measures, when read in conjunction with the Company’s GAAP financial statements, are useful to investors because they provide a basis for meaningful period-to-period comparisons of the Company’s ongoing operating results, including results of operations against investor and analyst financial models, which helps identify trends in the Company’s underlying business and provides a better understanding of how management plans and measures the Company’s underlying business.
The Company has not provided a reconciliation of its forward outlook for non-GAAP adjusted EBITDA margin with its forward-looking GAAP net income margin in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to quantify share-based compensation expense, which is excluded from our non-GAAP adjusted EBITDA margin, as it requires additional inputs such as the number of shares granted and market prices that are not ascertainable due to the volatility of the Company’s share price. Additionally, a significant portion of the Company’s operations are in foreign countries and the transactional currencies are primarily Euros and British pound sterling and the Company is not able to predict fluctuations in those currencies without unreasonable efforts. The Company expects these items may have a potentially significant impact on future GAAP financial results.
We define free cash flow as net cash provided by operating activities, less cash used for purchases of property and equipment. We define free cash flow margin as free cash flow as a percentage of revenue. In addition to the reasons stated above, we believe that free cash flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash in excess of our capital investments in property and equipment in order to enhance the strength of our balance sheet and further invest in our business and potential strategic initiatives. A limitation of the utility of free cash flow as a measure of our liquidity is that it does not represent the total increase or decrease in our cash balance for the period. We use free cash flow in conjunction with traditional U.S. GAAP measures as part of our overall assessment of our liquidity, including the preparation of our annual operating budget and quarterly forecasts and to evaluate the effectiveness of our business strategies. There are a number of limitations related to the use of free cash flow as compared to net cash provided by operating activities, including that free cash flow includes capital expenditures, the benefits of which are realized in periods subsequent to those when expenditures are made. We may refer to certain financial metrics on a Last Twelve Months (“LTM”) basis. LTM figures represent the sum of the most recently reported four fiscal quarters and are used to provide a view of the company's financial performance over the past year.
Mitek encourages investors to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate Mitek’s business.
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| CONSOLIDATED STATEMENTS OF OPERATIONS |
| (Unaudited) |
| (amounts in thousands except per share data) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Revenue | | | | | | | |
| Software license | | | | | $ | 13,901 | | | $ | 11,985 | |
| SaaS, maintenance, and other | | | | | 30,343 | | | 25,269 | |
| Total revenue | | | | | 44,244 | | | 37,254 | |
| Operating costs and expenses | | | | | | | |
| Cost of revenue—software license (exclusive of depreciation & amortization) | | | | | 33 | | | 67 | |
| Cost of revenue—SaaS, maintenance, and other (exclusive of depreciation & amortization) | | | | | 8,374 | | | 5,877 | |
| Selling and marketing | | | | | 8,148 | | | 9,695 | |
| Research and development | | | | | 7,374 | | | 8,323 | |
| General and administrative | | | | | 11,074 | | | 11,901 | |
| Amortization of acquired intangibles and acquisition-related costs | | | | | 3,286 | | | 3,657 | |
| Restructuring costs | | | | | 515 | | | 808 | |
| Total operating costs and expenses | | | | | 38,804 | | | 40,328 | |
| Operating income (loss) | | | | | 5,440 | | | (3,074) | |
| Interest expense | | | | | 2,542 | | | 2,398 | |
| Other income (expense), net | | | | | 1,500 | | | 563 | |
| Income (loss) before income taxes | | | | | 4,398 | | | (4,909) | |
| Income tax benefit (provision) | | | | | (1,626) | | | 297 | |
| Net income (loss) | | | | | $ | 2,772 | | | $ | (4,612) | |
| Net income (loss) per share—basic | | | | | $ | 0.06 | | | $ | (0.10) | |
| Net income (loss) per share—diluted | | | | | $ | 0.06 | | | $ | (0.10) | |
| Shares used in calculating net income (loss) per share—basic | | | | | 45,702 | | | 45,195 | |
| Shares used in calculating net income (loss) per share—diluted | | | | | 47,162 | | | 45,195 | |
| | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| CONSOLIDATED BALANCE SHEETS |
| (Unaudited) |
| (amounts in thousands except share data) |
| | | |
| December 31, 2025 | | September 30, 2025 |
| ASSETS | | | |
| Current assets: | | | |
| Cash and cash equivalents | $ | 175,122 | | | $ | 154,153 | |
| Short-term investments | 14,953 | | | 38,858 | |
| Accounts receivable, net | 31,936 | | | 36,811 | |
| Contract assets, current portion | 11,697 | | | 12,687 | |
| Prepaid expenses | 2,134 | | | 3,050 | |
| Other current assets | 3,260 | | | 2,935 | |
| Total current assets | 239,102 | | | 248,494 | |
| Long-term investments | 1,713 | | | 3,464 | |
| Property and equipment, net | 3,372 | | | 2,314 | |
| Right-of-use assets | 2,429 | | | 2,624 | |
| Goodwill and intangible assets | 169,868 | | | 173,256 | |
| Deferred income tax assets | 24,973 | | | 25,334 | |
| | | |
| Contract assets, non-current portion | 1,936 | | | 1,405 | |
| Other non-current assets | 3,060 | | | 2,218 | |
| Total assets | $ | 446,453 | | | $ | 459,109 | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | | | |
| Current liabilities: | | | |
| Accounts payable | $ | 5,057 | | | $ | 3,874 | |
| Accrued payroll and related taxes | 10,645 | | | 16,837 | |
| Accrued liabilities | 245 | | | 343 | |
| | | |
| | | |
| Deferred revenue, current portion | 25,206 | | | 29,061 | |
| Lease liabilities, current portion | 911 | | | 890 | |
| | | |
| | | |
| Convertible senior notes | 154,464 | | | 152,216 | |
| Other current liabilities | 6,581 | | | 5,813 | |
| Total current liabilities | 203,109 | | | 209,034 | |
| Convertible senior notes | — | | | — | |
| | | |
| Deferred revenue, non-current portion | 742 | | | 1,085 | |
| Lease liabilities, non-current portion | 1,858 | | | 2,080 | |
| Deferred income tax liabilities | 295 | | | 295 | |
| Other non-current liabilities | 6,793 | | | 6,357 | |
| Total liabilities | 212,797 | | | 218,851 | |
| | | |
| Stockholders’ equity: | | | |
| Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding | — | | | — | |
| Common stock, $0.001 par value, 120,000,000 shares authorized, 45282535 and 44,998,939 issued and outstanding, as of December 31, 2025 and September 30, 2025, respectively | 45 | | | 46 | |
| Additional paid-in capital | 266,568 | | | 265,835 | |
| Accumulated other comprehensive income | 474 | | | 586 | |
| Accumulated deficit | (33,431) | | | (26,209) | |
| | | |
| Total stockholders’ equity | 233,656 | | | 240,258 | |
| Total liabilities and stockholders’ equity | $ | 446,453 | | | $ | 459,109 | |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
CONSOLIDATED STATEMENTS OF CASH FLOWS |
| (Unaudited) |
(amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Operating activities: | | | | | | | |
| Net income (loss) | | | | | $ | 2,772 | | | $ | (4,612) | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | | | | | | | |
| Stock-based compensation expense | | | | | 2,691 | | | 4,465 | |
| | | | | | | |
Amortization of acquired intangible assets | | | | | 3,286 | | | 3,657 | |
Amortization of costs capitalized to obtain revenue contracts | | | | | 606 | | | 472 | |
Depreciation and amortization expense | | | | | 353 | | | 395 | |
Bad debt expense | | | | | (71) | | | 589 | |
| Amortization of investment premiums & other | | | | | (216) | | | (797) | |
Accretion and amortization on convertible senior notes | | | | | 2,249 | | | 2,105 | |
| | | | | | | |
| Deferred taxes | | | | | 366 | | | (343) | |
| Changes in assets and liabilities, net of acquisitions: | | | | | | | |
| Accounts receivable | | | | | 4,911 | | | (1,868) | |
| Contract assets | | | | | 444 | | | (163) | |
| Other assets | | | | | (856) | | | (738) | |
| Accounts payable | | | | | 1,183 | | | (2,161) | |
| Accrued payroll and related taxes | | | | | (6,211) | | | (2,532) | |
| Income taxes payable | | | | | 802 | | | 28 | |
| Deferred revenue | | | | | (4,181) | | | 849 | |
| | | | | | | |
| Other liabilities | | | | | (110) | | | 1,219 | |
Net cash provided by (used in) operating activities | | | | | 8,018 | | | 565 | |
| Investing activities: | | | | | | | |
| Purchases of investments | | | | | — | | | (12,375) | |
Maturities of investments | | | | | 25,842 | | | 12,300 | |
Sales of investments | | | | | — | | | 1,250 | |
| | | | | | | |
| Purchases of property and equipment, net | | | | | (1,426) | | | (335) | |
| Net cash provided by (used in) investing activities | | | | | 24,416 | | | 840 | |
| Financing activities: | | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| Proceeds from the issuance of equity plan common stock | | | | | 25 | | | 177 | |
| Repurchases and retirements of common stock | | | | | (9,995) | | | (3,257) | |
Payment of tax withholding obligations related to net share settlement of equity awards | | | | | (1,983) | | | — | |
| | | | | | | |
| | | | | | | |
| Proceeds from other borrowings | | | | | 442 | | | — | |
| Principal payments on other borrowings | | | | | — | | | (49) | |
| Net cash provided by (used in) financing activities | | | | | (11,511) | | | (3,129) | |
| Foreign currency effect on cash and cash equivalents | | | | | 46 | | | (1,115) | |
| Net Unrealized holding gain (loss) on available-for-sale investments | | | | | 20,969 | | | (2,839) | |
| Cash and cash equivalents at beginning of period | | | | | 154,153 | | | 93,456 | |
| Cash and cash equivalents at end of period | | | | | $ | 175,122 | | | $ | 90,617 | |
| Supplemental disclosures of cash flow information: | | | | | | | |
| | | | | | | |
| Cash paid for income taxes | | | | | $ | 80 | | | $ | 690 | |
| Supplemental disclosures of non-cash investing and financing activities: | | | | | | | |
| | | | | | | |
| | | | | | | |
| Unrealized holding gain (loss) on available-for-sale investments | | | | | $ | (23) | | | $ | (138) | |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| DISAGGREGATION OF REVENUE BY PRODUCT AND TYPE |
| (Unaudited) |
(amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
Fraud and Identity Solutions | | | | | | | |
SaaS | | | | | $ | 20,916 | | | $ | 17,293 | |
Software license and support | | | | | 3,908 | | | 1,722 | |
Professional services and other | | | | | 646 | | | 554 | |
Total fraud and identity solutions revenue | | | | | $ | 25,470 | | | $ | 19,570 | |
| | | | | | | |
Check Verification Solutions | | | | | | | |
| SaaS | | | | | $ | 1,321 | | | $ | 1,134 | |
Software license and support | | | | | 16,907 | | | 16,374 | |
Professional services and other | | | | | 546 | | | 177 | |
Total check verification solutions revenue | | | | | $ | 18,773 | | | $ | 17,685 | |
| | | | | | | |
Consolidated Revenue | | | | | | | |
| SaaS | | | | | $ | 22,237 | | | $ | 18,427 | |
Software license and support | | | | | 20,815 | | | 18,096 | |
Professional services and other | | | | | 1,192 | | | 731 | |
Consolidated revenue | | | | | $ | 44,244 | | | $ | 37,254 | |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| GAAP NET INCOME TO ADJUSTED EBITDA RECONCILIATION |
| (Unaudited) |
| (amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| GAAP net income (loss) | | | | | $ | 2,772 | | | $ | (4,612) | |
| Add: | | | | | | | |
| Income tax (benefit) provision | | | | | 1,626 | | | (297) | |
| Other (income) expense, net | | | | | (1,500) | | | (563) | |
| Interest expense | | | | | 2,542 | | | 2,398 | |
| GAAP operating income (loss) | | | | | $ | 5,440 | | | $ | (3,074) | |
| | | | | | | |
| Non-GAAP Adjustments | | | | | | | |
| Depreciation and amortization expense | | | | | $ | 353 | | | $ | 395 | |
| Amortization of acquired intangible assets | | | | | 3,286 | | | 3,657 | |
| | | | | | | |
| Litigation and other legal costs | | | | | 23 | | | 233 | |
| Executive and other transition costs | | | | | 262 | | | 494 | |
| Stock-based compensation expense | | | | | 2,691 | | | 4,465 | |
| Non-recurring audit fees | | | | | 719 | | | 867 | |
| | | | | | | |
Restructuring costs(1) | | | | | 515 | | | 808 | |
| Adjusted EBITDA | | | | | $ | 13,289 | | | $ | 7,845 | |
Total revenue | | | | | $ | 44,244 | | | $ | 37,254 | |
Adjusted EBITDA margin | | | | | 30.0 | % | | 21.1 | % |
(1)Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were $0.5 million in the three months ended December 31, 2025 and were related to a restructuring that occurred in the first quarter of fiscal 2026. Restructuring costs were $0.8 million in the three months ended December 31, 2024 and were related to a restructuring that occurred in the first quarter of fiscal 2025.
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| NON-GAAP NET INCOME RECONCILIATION |
| (Unaudited) |
| (amounts in thousands except per share data) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Net income (loss) | | | | | $ | 2,772 | | | $ | (4,612) | |
| Non-GAAP adjustments: | | | | | | | |
Amortization of acquired intangible assets | | | | | 3,286 | | | 3,657 | |
| | | | | | | |
Litigation and other legal costs | | | | | 23 | | | 233 | |
| | | | | | | |
| | | | | | | |
| Executive and other transition costs | | | | | 262 | | | 494 | |
| Stock-based compensation expense | | | | | 2,691 | | | 4,465 | |
| Non-recurring audit fees | | | | | 719 | | | 867 | |
| | | | | | | |
Restructuring costs(1) | | | | | 515 | | | 808 | |
| Amortization of debt discount and issuance costs | | | | | 2,249 | | | 2,147 | |
| Income tax effect of pre-tax adjustments | | | | | (3,048) | | | (1,919) | |
| | | | | | | |
Cash tax difference(2) | | | | | 2,965 | | | 493 | |
| Non-GAAP net income | | | | | $ | 12,434 | | | $ | 6,633 | |
| Non-GAAP net income per share—basic | | | | | $ | 0.27 | | | $ | 0.15 | |
| Non-GAAP net income per share—diluted | | | | | $ | 0.26 | | | $ | 0.15 | |
| Shares used in calculating non-GAAP net income per share—basic | | | | | 45,702 | | | 45,195 | |
| Shares used in calculating non-GAAP net income per share—diluted | | | | | 47,162 | | | 45,195 | |
(1)Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were $0.5 million in the three months ended December 31, 2025 and were related to a restructuring that occurred in the first quarter of fiscal 2026. Restructuring costs were $0.8 million in the three months ended December 31, 2024 and were related to a restructuring that occurred in the first quarter of fiscal 2025.
(2)The Company’s non-GAAP net income is calculated using a cash tax rate of 12% in fiscal 2026 and 15% in fiscal 2025. The estimated cash tax rate is the estimated annual tax payable on the Company’s tax returns as a percentage of estimated annual non-GAAP pre-tax net income. The Company uses an estimated cash tax rate to adjust for the historical variation in the effective book tax rate associated with the reversal of valuation allowances, and the utilization of research and development tax credits which currently have an overall effect of reducing taxes payable. The Company believes that the cash tax rate provides a more transparent view of the Company’s operating results. The Company’s effective tax rate used for the purposes of calculating GAAP net income for the three months ended December 31, 2025 and 2024 was 37% and 6%, respectively.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
NON-GAAP FREE CASH FLOW RECONCILIATION |
| (Unaudited) |
| (amounts in thousands) |
| | | | | | | | | |
| Three months ended | | Twelve months ended December 31, 2025 |
| March 30, 2025 | | June 30, 2025 | | September 30, 2025 | | December 31, 2025 | |
| Net cash provided by (used in) operating activities | $ | 13,743 | | | $ | 21,571 | | | $ | 19,461 | | | $ | 8,018 | | | $ | 62,793 | |
| Less: | | | | | | | | | |
| Purchases of property and equipment, net | (232) | | | (329) | | | (259) | | | (1,426) | | | (2,246) | |
| Free Cash Flow | $ | 13,511 | | | $ | 21,242 | | | $ | 19,202 | | | $ | 6,592 | | | $ | 60,547 | |
| | | | | | | | | |
| Three months ended | | Twelve months ended December 31, 2024 |
| March 30, 2024 | | June 30, 2024 | | September 30, 2024 | | December 31, 2024 | |
| Net cash provided by (used in) operating activities | $ | 7,064 | | | $ | 12,985 | | | $ | 21,102 | | | $ | 565 | | | $ | 41,716 | |
| Less: | | | | | | | | | |
| Purchases of property and equipment, net | (483) | | | (431) | | | (283) | | | (335) | | | (1,532) | |
| Free Cash Flow | $ | 6,581 | | | $ | 12,554 | | | $ | 20,819 | | | $ | 230 | | | $ | 40,184 | |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| STOCK-BASED COMPENSATION EXPENSE |
| (Unaudited) |
| (amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Cost of revenue | | | | | $ | 308 | | $ | 161 |
| Selling and marketing | | | | | 56 | | 974 |
| Research and development | | | | | (219) | | 1,124 |
| General and administrative | | | | | 2,546 | | 2,206 |
| Total stock-based compensation expense | | | | | $ | 2,691 | | | $ | 4,465 | |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| NON-GAAP GROSS PROFIT RECONCILIATION |
| (Unaudited) |
| (amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Software license | | | | | | | |
| Software license revenue | | | | | $ | 13,901 | | | $ | 11,985 | |
| Cost of revenue (exclusive of depreciation and amortization expense) | | | | | (33) | | | (67) | |
| Depreciation and amortization expense | | | | | (190) | | | (266) | |
Amortization of acquired completed technology assets | | | | | (501) | | | (924) | |
| GAAP gross profit for software license and hardware | | | | | 13,177 | | | 10,728 | |
Depreciation and amortization expense | | | | | 190 | | | 266 | |
Amortization of acquired completed technology assets | | | | | 501 | | | 924 | |
| | | | | | | |
Non-GAAP gross profit for software license | | | | | $ | 13,868 | | | $ | 11,918 | |
| | | | | | | |
GAAP gross margin for software license | | | | | 94.8 | % | | 89.5 | % |
Non-GAAP gross margin for software license | | | | | 99.8 | % | | 99.4 | % |
| | | | | | | |
| SaaS, maintenance, and other | | | | | | | |
| SaaS, maintenance and other revenue | | | | | $ | 30,343 | | | $ | 25,269 | |
| Cost of revenue (exclusive of depreciation and amortization expense) | | | | | (8,374) | | | (5,877) | |
| Depreciation and amortization expense | | | | | (65) | | | (3) | |
Amortization of acquired completed technology assets | | | | | (2,208) | | | (2,128) | |
| GAAP gross profit for SaaS, maintenance, and other | | | | | 19,696 | | | 17,261 | |
Depreciation and amortization expense | | | | | 65 | | | 3 | |
Amortization of acquired completed technology assets | | | | | 2,208 | | | 2,128 | |
Stock-based compensation expense | | | | | 308 | | | 161 | |
| Non-GAAP gross profit for SaaS, maintenance, and other | | | | | $ | 22,277 | | | $ | 19,553 | |
| | | | | | | |
| GAAP gross margin for SaaS, maintenance, and other | | | | | 64.9 | % | | 68.3 | % |
| Non-GAAP gross margin for SaaS, maintenance, and other | | | | | 73.4 | % | | 77.4 | % |
| | | | | | | |
Consolidated results | | | | | | | |
| Total revenue | | | | | $ | 44,244 | | | $ | 37,254 | |
| Cost of revenue (exclusive of depreciation and amortization expense) | | | | | (8,407) | | | (5,944) | |
| Depreciation and amortization expense | | | | | (255) | | | (269) | |
Amortization of acquired completed technology assets | | | | | (2,709) | | | (3,052) | |
| GAAP gross profit | | | | | 32,873 | | | 27,989 | |
| Depreciation and amortization expense | | | | | 255 | | | 269 | |
Amortization of acquired completed technology assets | | | | | 2,709 | | | 3,052 | |
Stock-based compensation expense | | | | | 308 | | | 161 | |
| Non-GAAP gross profit | | | | | $ | 36,145 | | | $ | 31,471 | |
| | | | | | | |
| GAAP gross profit margin | | | | | 74.3 | % | | 75.1 | % |
Non-GAAP gross profit margin | | | | | 81.7 | % | | 84.5 | % |
| | | | | | | | | | | | | | | |
| MITEK SYSTEMS, INC. |
| NON-GAAP OPERATING EXPENSE RECONCILIATION |
| (Unaudited) |
| (amounts in thousands) |
| | | | | | | |
| | | Three Months Ended December 31, |
| | | | | 2025 | | 2024 |
| Selling and marketing | | | | | $ | 8,148 | | | $ | 9,695 | |
| Non-GAAP adjustments: | | | | | | | |
| Stock-based compensation expense | | | | | 56 | | | 974 | |
Executive and other transition costs | | | | | 170 | | | — | |
| Non-GAAP selling and marketing | | | | | $ | 7,922 | | | $ | 8,721 | |
| | | | | | | |
| Research and development | | | | | $ | 7,374 | | | $ | 8,323 | |
| Non-GAAP adjustments: | | | | | | | |
| Stock-based compensation expense | | | | | (219) | | | 1,124 | |
| Non-GAAP research and development | | | | | $ | 7,593 | | | $ | 7,199 | |
| | | | | | | |
| General and administrative | | | | | $ | 11,074 | | | $ | 11,901 | |
| Non-GAAP adjustments: | | | | | | | |
| Stock-based compensation expense | | | | | 2,546 | | | 2,206 | |
| Litigation and other legal costs | | | | | 23 | | | 233 | |
| Executive and other transition costs | | | | | 92 | | | 494 | |
| Non-recurring audit fees | | | | | 719 | | | 867 | |
| | | | | | | |
| Non-GAAP general and administrative | | | | | $ | 7,694 | | | $ | 8,101 | |
| | | | | | | |
| Total Non-GAAP operating expense | | | | | $ | 23,209 | | | $ | 24,021 | |