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GENERAL
Management Overview
On June 4, 2026, IAC Inc. changed its name to People Incorporated (NASDAQ: PPLI), which is the owner of publisher, People Inc. Group. People Incorporated also holds a significant minority stake in MGM Resorts International (“MGM”).
On June 30, 2026, Dotdash Meredith Inc. amended and restated its certificate of incorporation to change its name to People Inc. Group. As used herein, “People Inc.” refers to People Inc. Group.
As used herein, “People Incorporated,” the “Company,” “we,” “our,” “us” and other similar terms refer to People Incorporated and its subsidiaries (unless the context requires otherwise).
For a more detailed description of the Company’s operating businesses, see “Description of IAC Businesses” included in “Item 1—Business” to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”).
Proposed Acquisition of MGM
On June 1, 2026, the Company announced that it submitted a non-binding proposal to the board of directors of MGM to acquire all outstanding shares of MGM that the Company does not already own for $48.30 per share in cash. The Company reserves the right to withdraw or modify the proposal at any time, or to terminate discussions and negotiations at any time in our sole discretion. No legal obligation with respect to our proposal or any other matter will arise unless and until we have executed definitive transaction documentation with MGM.
Corporate Restructuring
On April 28, 2026, the Company initiated a plan to consolidate its corporate functions with those of People Inc. through a reduction in workforce, technology integrations and other cost-saving measures over the coming quarters (the “Plan”). The Plan is expected to be completed during the first quarter of 2027.
The total costs expected to be incurred in connection with the Plan are approximately $63.0 million, including approximately $14.0 million in severance and employee separation benefits, $48.0 million in stock-based compensation expense and $0.5 million in other costs related to the Plan. The total expected stock-based compensation expense includes approximately $32.0 million of expense associated with awards that were modified to vest in connection with the Plan and $16.0 million of expense associated with awards that accelerate based on the original terms of the award agreements. The estimates of the charges and expenditures that the Company expects to incur in connection with the Plan, and the timing thereof, are subject to a number of assumptions and actual amounts may differ materially from these estimates. In addition, the Company may incur other charges or cash expenditures not currently contemplated due to unanticipated events that may occur in connection with the implementation of the Plan.
During the three and six months ended June 30, 2026, the Company incurred $0.8 million and $11.1 million of severance and employee separation benefits, respectively, related to the Plan, net of reversals of$0.5 million of previously recorded accrued costs. During both the three and six months ended June 30, 2026, the Company incurred $25.8 million of stock-based compensation expense and $0.2 million of other costs related to the Plan. All charges related to the Plan are included in “General and administrative expense” in the statement of operations. At June 30, 2026, $11.1 million in severance and employee separation benefits is accrued related to the Plan, which is included in “Accrued expenses and other current liabilities” in the balance sheet.
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As the Company moves away from its holding company structure and in connection with the Plan, Christopher Halpin will cease to serve as Executive Vice President (“EVP”), Chief Operating Officer and Chief Financial Officer (“CFO”) of the Company, and Kendall Handler will cease to serve as EVP and Chief Legal Officer of the Company, in each case, effective August 5, 2026 (the “Separation Effective Date”). Upon the Separation Effective Date, Neil Vogel, who served as Chief Executive Officer (“CEO”) of People Inc., will become CEO of the Company, and Timothy Quinn, who served as the CFO of People Inc., will become CFO of the Company. Mr. Halpin and Ms. Handler have each entered into employment transition agreements with the Company, each dated April 27, 2026, pursuant to which each executive will serve in their respective positions through the Separation Effective Date.
People Inc. Change to Composition of Operating Segments
Effective January 1, 2026, People Inc. changed its internal management reporting structure to better align and support its D/Cipher advertising capabilities. As a result, the digital portion of a legacy agency business that had previously been included within the People Inc. Print segment now reports to the D/Cipher management team within the People Inc. Digital segment. This change allows D/Cipher to leverage the agency business as a sales channel and to achieve operational and performance efficiencies. As a result of this change, financial information for both the People Inc. Print and Digital segments for prior periods has been recast to conform to the current period presentation.
Discontinued Operations
Shutdown of Search Segment
On December 10, 2025, the Company received a notice of non-renewal (the “Notice”) from Google Inc. of the services agreement, dated October 26, 2015 and as subsequently amended (the “Services Agreement”). As a result of the Notice, the Services Agreement was due to expire on March 31, 2026; the Services Agreement was extended through April 30, 2026, at which point the Services Agreement expired. In connection with the expiration of the Services Agreement the Company ceased operations of its Search segment, which are presented as discontinued operations within the Company’s consolidated financial statements for all periods presented.
Sale of Care.com
On March 16, 2026, the Company completed the sale of its wholly-owned subsidiary, Care.com, for net proceeds of $300.2 million. In July 2026, the remaining $4.5 million of cash proceeds, which was held in escrow at June 30, 2026, was received by the Company. As a result of the transaction, the consolidated operations of Care.com are presented as discontinued operations within the Company’s consolidated financial statements for all periods prior to March 16, 2026.
Angi Inc. Distribution
On March 31, 2025, the Company completed the spin-off of Angi Inc. (“Angi”) by means of a special dividend (the “Distribution”) of all shares of Angi capital stock held by the Company to holders of its common stock and Class B common stock. Following the Distribution, the Company no longer owns any shares of Angi’s capital stock and Angi became an independent public company. As a result of the Distribution, the consolidated operations of Angi are presented as discontinued operations within the Company’s consolidated financial statements for all periods prior to March 31, 2025.
See “Note 13—Discontinued Operations” in the accompanying notes to the financial statements included in “Item 1—Consolidated Financial Statements” for additional information.
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Defined Terms and Operating Metrics:
Unless otherwise indicated or as the context otherwise requires, certain terms used in this quarterly report, which include the principal operating metrics we use in managing our business, are defined below:
Businesses of the Company (for additional information see “Note 6—Segment Information” in the accompanying notes to the financial statements included in “Item 1—Consolidated Financial Statements”):
•People Inc. - one of the largest digital and print publishers in America and home to over 40 celebrated brands, including PEOPLE, Food & Wine, Travel + Leisure, InStyle, Better Homes & Gardens and Southern Living, attracting more than 175 million consumers each month. People Inc. has two operating segments: (i) Digital, which includes its digital, mobile and licensing operations; and (ii) Print, which includes its magazine subscription and newsstand operations;
•Emerging & Other - consists of:
•Vivian Health, a platform to efficiently connect healthcare professionals with job opportunities; and
•The Daily Beast, IAC Films and the operations of certain legacy businesses.
•People Inc.
•Digital Revenue - includes advertising revenue, performance marketing revenue and licensing and other revenue.
◦Advertising revenue - primarily includes revenue generated from digital advertisements and intent-based advertising targeting capabilities (D/Cipher), which are sold directly to advertisers or through advertising agencies and programmatic advertising networks.
◦Performance marketing revenue - primarily includes commissions generated through affiliate commerce, performance marketing services and affinity marketing channels. Affiliate commerce commission revenue is generated when People Inc.’s branded content refers consumers to commerce partner websites resulting in a purchase or transaction. Performance marketing services commission revenue is generated on a cost-per-click or cost-per-action basis. Affinity marketing programs are arrangements where People Inc. acts as an agent for both People Inc. and third-party publishers to market and place magazine subscriptions online for which commission revenue is earned when a subscriber name has been provided to the publisher.
◦Licensing and Other revenue - primarily includes revenue generated through brand and content licensing and similar agreements. Brand licensing generates royalties from long-term trademark licensing agreements with retailers, service providers, publishers and manufacturers. Content licensing royalties are earned from our relationship with Apple News+ as well as other content use and distribution relationships, including utilization in large-language models and other artificial intelligence (“AI”) related activities.
•Print Revenue - primarily includes subscription, advertising, newsstand, project and other and performance marketing revenue. Project and other revenue primarily includes revenue from custom publishing. Performance marketing revenue includes revenue from marketing third-party magazine subscriptions.
•Session-based Revenue - represents revenue related to advertisements served or performance marketing referrals initiated during a session, which is defined as a unique visit to a site that is part of People Inc.’s network. Session-based revenue includes Advertising and Performance marketing revenue earned from People Inc.’s owned and operated or affiliated sites.
•Non-session-based Revenue - represents revenue not dependent upon a session and primarily includes Advertising and Performance marketing revenue earned outside a session on People Inc.’s owned and operated or affiliated sites, such as D/Cipher+, native campaigns, social platforms, email and affinity marketing, and all Licensing and other revenue.
•Total Sessions - represents unique visits to all sites that are part of People Inc.’s network.
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•Core Sessions - represents a subset of Total Sessions that comprises unique visits to People Inc.’s most significant (in terms of investment) owned and operated sites as follows:
PEOPLE InStyle Simply Recipes
Allrecipes Food & Wine Serious Eats
Investopedia Martha Stewart EatingWell
Better Homes & Gardens Byrdie Parents
Verywell Health REAL SIMPLE Verywell Mind
The Spruce Southern Living Health
Travel + Leisure
Operating Costs and Expenses:
•Cost of revenue (exclusive of depreciation) - consists primarily of compensation expense (including stock-based compensation expense) and other employee-related costs; production, distribution and editorial costs of the People Inc. Print segment; content costs; purchases of advertising inventory for advertising campaigns sold with People Inc.’s D/Cipher product; traffic acquisition costs, which include payment of amounts based on revenue share and other arrangements; and hosting fees.
•Selling and marketing expense - consists primarily of advertising expenditures, which include online marketing expenditures, including fees paid to search engines, social media sites and other online marketing platforms; offline marketing expenditures, which primarily consists of costs related to direct mail and promotional events; compensation expense (including stock-based compensation expense) and other employee-related costs for sales force and marketing personnel; and subscription acquisition costs of the People Inc. Print segment.
•General and administrative expense - consists primarily of compensation expense (including stock-based compensation expense) and other employee-related costs for personnel engaged in executive management, finance, legal, tax, human resources and customer service functions; rent expense (including impairments of right-of-use assets or “ROU assets” and gains or losses on the amendments or early terminations of lease agreements) and facilities cost; fees for professional services (including transaction-related costs related to the sale of Care.com, the Distribution and acquisitions); provision for credit losses; and software license and maintenance costs.
•Product development expense - consists primarily of compensation expense (including stock-based compensation expense) and other employee-related costs; and third-party contractor costs that are not capitalized for personnel engaged in the design, development, testing and enhancement of product offerings and related technology; and software license and maintenance costs.
Long-term debt - The Company’s long-term debt is solely the liability of People Inc. (For additional information see “Note 3—Long-term Debt” in the accompanying notes to the financial statements included in “Item 1—Consolidated Financial Statements”):
•Term Loan A-1 - due May 14, 2030. On May 14, 2025, People Inc. entered into the Incremental Assumption Agreement and Amendment No. 2 to the Credit Agreement (“Amendment No. 2”), which replaced $288.8 million of the then outstanding Term Loan A with $350 million of the Term Loan A-1 and provided for a new five-year $150 million revolving credit facility (“Revolving Facility”). At June 30, 2026 and December 31, 2025, the outstanding balance of the Term Loan A-1 was $332.5 million and $341.3 million, respectively, and bore interest at secured overnight financing rate (“SOFR”) plus 2.00%, or 5.65% and 5.73%, respectively. The Term Loan A-1 requires quarterly principal payments, which commenced September 30, 2025, of $4.4 million through December 31, 2027, $8.8 million thereafter through December 31, 2028 and $13.1 million thereafter through maturity.
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•Term Loan B-2 - due June 16, 2032. On June 16, 2025, People Inc. completed the refinancing and replacement of its then outstanding $1.18 billion Term Loan B-1 with a combination of $700 million of the Term Loan B-2 and $400 million of the 7.625% Senior Secured Notes due June 15, 2032 (“2032 Notes”). At June 30, 2026 and December 31, 2025, the outstanding balance of the Term Loan B-2 was $696.5 million and $700.0 million, respectively, and bore interest at SOFR, subject to a minimum of 0.50%, plus 3.50%, or 7.12% and 7.37%, respectively, as the applicable margin was unchanged under the governing agreements. The Term Loan B-2 requires quarterly principal payments of $1.8 million, which commenced March 31, 2026 through maturity.
The Term Loan A, Term Loan A-1, Term Loan B-1 and Term Loan B-2 are collectively referred to herein as the “Term Loans.”
•2032 Notes - due June 15, 2032. At June 30, 2026 and December 31, 2025, the outstanding balance of the 2032 Notes was $400.0 million.
•Revolving Facility - is a revolving credit facility of $150 million, which expires on May 14, 2030. To date, People Inc. has never borrowed under its revolving credit facilities.
Non-GAAP financial measure:
•Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) - is a non-GAAP financial measure. Beginning with the second quarter of 2026, the Company revised its definition of Adjusted EBITDA to also exclude certain items that management believes are not representative of the Company’s core ongoing operating performance and certain items that affect comparability between periods. Adjusted EBITDA for prior periods has been recast to conform to the current period presentation. See “Principles of Financial Reporting” for the definition of Adjusted EBITDA and required non-GAAP reconciliations.
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Results of Operations for the Three and Six Months Ended June 30, 2026 Compared to the Three and Six Months Ended June 30, 2025
The following discussion should be read in conjunction with “Item 1—Consolidated Financial Statements.”
See “Note 6—Segment Information” in the accompanying notes to the financial statements included in “Item 1—Consolidated Financial Statements” for revenue of the Company’s segments disaggregated by type of service.
Revenue
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
People Inc.
Digital $ 289,946 $ 273,999 $ 15,947 6% $ 543,169 $ 508,519 $ 34,650 7%
Print 132,640 158,263 (25,623) (16)% 270,477 321,533 (51,056) (16)%
Intersegment eliminations (5,899) (4,892) (1,007) (21)% (11,230) (9,611) (1,619) (17)%
Total People Inc. 416,687 427,370 (10,683) (2)% 802,416 820,441 (18,025) (2)%
Emerging & Other 20,049 15,877 4,172 26% 40,127 34,164 5,963 17%
Intersegment eliminations — — — —% (10) (1) (9) NM
Total $ 436,736 $ 443,247 $ (6,511) (1)% $ 842,533 $ 854,604 $ (12,071) (1)%
_____________________
NM = Not meaningful
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Session-based $ 164,581 $ 165,579 $ (998) (1)% $ 315,059 $ 317,461 $ (2,402) (1)%
Non-session-based 125,365 108,420 16,945 16% 228,110 191,058 37,052 19%
Total Digital revenue $ 289,946 273,999 $ 15,947 6% $ 543,169 $ 508,519 $ 34,650 7%
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 Change % Change 2026 2025 Change % Change
Operating metrics:
People Inc.
Digital
Total Sessions (in millions) 1,891 2,444 (553) (23) % 3,932 4,928 (996) (20) %
Core Sessions (in millions) 1,707 2,202 (495) (22) % 3,548 4,413 (865) (20) %
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For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
•People Inc. revenue decreased $10.7 million, or 2%, to $416.7 million, despite the increase of $14.9 million, or 6%, from Digital, net of intersegment eliminations, due to a decrease of $25.6 million, or 16%, from Print.
◦The Digital increase was due primarily to increases of $8.9 million, or 23%, in Licensing and Other revenue and $6.7 million, or 12%, in Performance marketing revenue, net of intersegment eliminations, partially offset by a decrease of $0.6 million in Advertising revenue. The increase in Licensing and Other revenue was due primarily to improved performance of Apple News+ and content syndication partners and from the contribution of a content partnership with Meta that was signed in the fourth quarter of 2025. The increase in Performance marketing revenue was due primarily to an increase in affiliate commerce commission revenue due primarily to higher transaction volumes. Advertising revenue decreased slightly due primarily to lower premium programmatic volume, partially offset by direct-sold advertising growth primarily from the Health and Pharmaceuticals, Media and Entertainment and Beauty and Style categories, higher open programmatic advertising revenue, other Non-session-based revenue, including the contribution from the acquisition of Feedfeed, which was acquired in the fourth quarter of 2025, and increased contribution from the D/Cipher+ advertising product. Open programmatic advertising revenue increased due primarily to higher programmatic rates, partially offset by lower impression volumes driven by a 22% decline in Core Sessions, due primarily to the impact of the increasing prominence of Google AI Overviews on Google search sessions. The Company expects the increasing prominence of Google AI Overviews to continue to negatively impact Core Sessions and advertising revenue.
◦The Print decrease was due primarily to decreases of $15.2 million, or 21%, in subscription revenue, $7.1 million, or 19%, in advertising revenue, $1.7 million, or 11%, in project and other revenue and $1.2 million, or 5%, in newsstand revenue. The decreases in both subscription revenue and advertising revenue are due to ongoing portfolio optimization changes that resulted in a reduction in the number of issues sold in the current year compared to the prior year and the ongoing and continuing broader migration of audience from print to digital platforms. The decrease in project and other revenue was due primarily to fewer project-related contracts compared to the prior year. The decrease in newsstand revenue was due primarily to less favorable rates under a renewed contract with a wholesaler.
•Emerging & Other revenue increased $4.2 million, or 26%, to $20.0 million due primarily to increases of $3.0 million, or 53%, from The Daily Beast and $1.2 million, or 12%, from Vivian Health. The increase in revenue from The Daily Beast was driven by content licensing, advertising and subscription revenue growth. The increase in revenue from Vivian Health was due to higher subscription and usage revenue, due in part to the contribution from its AI Assistant subscription product launched in fourth quarter of 2025.
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For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
•People Inc. revenue decreased $18.0 million, or 2%, to $802.4 million, despite the increase of $33.0 million, or 7%, from Digital, net of intersegment eliminations, due to a decrease of $51.1 million, or 16%, from Print.
◦The Digital increase was due primarily to increases of $17.2 million, or 24%, in Licensing and Other revenue, $14.9 million, or 14%, in Performance marketing revenue, net of intersegment eliminations, and $0.9 million in advertising revenue. The increases in Licensing and Other revenue and Performance marketing revenue were due primarily to the factors described above in the three-month discussion. The increase in Performance marketing revenue was further impacted by the achievement of certain volume-related retailer incentive programs. The increase in advertising revenue was due primarily to growth in direct-sold premium advertising from the Health and Pharmaceuticals, Beauty and Style and Media and Entertainment categories, increased contribution from the D/Cipher+ advertising product and other Non-session-based revenue, partially offset by lower premium programmatic volume.
◦The Print decrease was due primarily to decreases of $28.1 million, or 19%, in subscription revenue, $14.7 million, or 20%, in advertising revenue, $4.1 million, or 13%, in project and other revenue and $2.7 million, or 20%, in performance marketing revenue. The decreases in subscription revenue, advertising revenue, and project and other revenue are all due, in part, to the factors described above in the three-month discussion. The decrease in performance marketing revenue was due to a decrease in renewals following the discontinuation of certain retail relationships.
•Emerging & Other revenue increased $6.0 million, or 17%, to $40.1 million due primarily to increases of $5.2 million, or 44%, from The Daily Beast and $2.1 million, or 10%, from Vivian Health, partially offset by a decrease in revenue of $1.4 million, or 74%, from IAC Films. The increase in revenue from The Daily Beast and Vivian Health was due primarily to the factors described above in the three-month discussion.
Cost of revenue (exclusive of depreciation shown separately below)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Cost of revenue (exclusive of depreciation shown separately below) $ 156,535 $ 160,786 $ (4,251) (3)% $ 308,476 $ 316,917 $ (8,441) (3)%
As a percentage of revenue 36% 36% 37% 37%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Cost of revenue in 2026 decreased from 2025 due to a decrease of $5.4 million from People Inc., partially offset by an increase of $1.2 million from Emerging & Other.
•The People Inc. decrease was due to decreases of $4.7 million from Print and $0.7 million from Digital.
◦The Print decrease was due primarily to decreases of $3.1 million in production and distribution costs (paper, postage, printing and editorial) resulting from the planned reduction in the number of printed copies of certain publications and $1.5 million in compensation expense due primarily to a reduction in headcount.
◦The Digital decrease was due primarily to decreases of $2.0 million in content costs and $0.8 million related to the purchase of advertising inventory for advertising campaigns sold by a legacy business as it increases its use of D/Cipher technology, partially offset by an increase of $2.5 million in revenue share payments to third parties. The decrease in content costs resulted from lower advertising revenue and a decline in Core Sessions.
•The Emerging & Other increase was due primarily to an increase of $0.8 million from The Daily Beast resulting from increases in compensation expense of $0.4 million due primarily to higher headcount and $0.2 million in content costs.
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For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Cost of revenue in 2026 decreased from 2025 due to a decrease of $10.5 million from People Inc., partially offset by an increase of $2.1 million from Emerging & Other.
•The People Inc. decrease was due primarily to a decrease of $10.7 million from Print due primarily to a decrease of $10.4 million in production and distribution costs (postage, paper, printing and editorial) and $1.6 million in compensation expense. The decrease in both production and distribution costs and compensation expense were due primarily to the factors described above in the three-month discussion.
•The Emerging & Other increase was due primarily to an increase of $1.3 million from The Daily Beast resulting from increases in compensation expense of $0.8 million due primarily to the factor described above in the three-month discussion and content costs of $0.3 million.
Selling and marketing expense
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Selling and marketing expense $ 120,706 $ 129,613 $ (8,907) (7)% $ 242,938 $ 255,338 $ (12,400) (5)%
As a percentage of revenue 28% 29% 29% 30%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Selling and marketing expense in 2026 decreased from 2025 due to a decrease of $9.3 million from People Inc. resulting from a decrease of $14.5 million from Print, net of intersegment eliminations, partially offset by an increase of $5.2 million from Digital.
•The Print decrease was due primarily to a decrease of $12.5 million in subscription acquisition costs due primarily to the on-going portfolio optimization changes that reduced the number of issues produced compared to the prior year.
•The Digital increase was due primarily to an increase of $4.1 million in advertising expense resulting from an increase in online marketing spend due primarily to an increase in paid affiliate commerce commission revenue.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Selling and marketing expense in 2026 decreased from 2025 due to a decrease of $12.9 million from People Inc. resulting from a decrease of $26.5 million from Print, net of intersegment eliminations, partially offset by an increase of $13.6 million from Digital.
•The Print decrease was due primarily to a decrease of $22.9 million in subscription acquisition costs due primarily to the factor described above in the three-month discussion.
•The Digital increase was due primarily to an increase of $11.3 million in advertising expense due primarily to the factor described above in the three-month discussion and a new initiative to improve sales channels.
General and administrative expense
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
General and administrative expense $ 113,548 $ 96,497 $ 17,051 18% $ 216,002 $ 137,918 $ 78,084 57%
As a percentage of revenue 26% 22% 26% 16%
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For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
General and administrative expense in 2026 increased from 2025 due to increases of $17.7 million from Corporate and $8.4 million from People Inc., partially offset by a decrease of $9.0 million from Emerging & Other.
•The Corporate increase was due primarily to an increase in compensation expense of $19.6 million due primarily to an increase of $18.4 million in stock-based compensation expense and $0.8 million in severance and employee separation benefits resulting from the planned reduction in workforce as the Company consolidates its corporate functions with those of People Inc. The increase in stock-based compensation expense is due primarily to the acceleration and modification of stock-based awards related to the Plan. See “Corporate Restructuring” above for additional information on the reduction in workforce.
•The People Inc. increase was due primarily to increase of $4.7 million from Other (unallocated corporate costs) and $4.0 million from Digital.
◦The Other (unallocated corporate costs) increase was due primarily to $3.7 million in legal costs related to the antitrust litigation against Google and increase of $1.5 million in compensation expense due primarily to an increase in stock-based compensation expense.
◦The Digital increase was due primarily to $3.3 million in legal costs due to an accrual for a certain legal matter.
•The Emerging & Other decrease was due primarily to the inclusion in the prior year of $6.5 million in legal costs for litigation that concluded in the third quarter of 2025 related to a legacy business.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
General and administrative expense in 2026 increased from 2025 due to increases of $47.9 million from People Inc. and $45.6 million from Corporate, partially offset by a decrease of $15.4 million from Emerging & Other.
•The People Inc. increase was due primarily to increases of $44.3 million from Other (unallocated corporate costs) and $4.0 million from Digital.
◦The Other (unallocated corporate costs) increase was due primarily to the inclusion in the prior year of a net gain of $36.2 million resulting from the amendment of a lease, which provided for the surrender of certain office space early and $5.9 million in legal costs due primarily to the antitrust litigation against Google and increase of $3.5 million in compensation expense resulting from an increase in stock-based compensation expense.
◦The Digital increase was due primarily to $3.5 million in legal costs due to an accrual for a certain legal matter.
•The Corporate increase was due primarily to increases in compensation expense of $45.2 million and legal costs of $2.7 million and $2.2 million in transaction-related costs related to the sale of Care.com on March 16, 2026, partially offset by $4.8 million in transaction-related costs in the prior year related to the Distribution. The increase in compensation expense was due primarily to an increase in stock-based compensation expense of $52.1 million, partially offset by a decrease of $5.4 million in severance and employee separation benefits. The increase in stock-based compensation expense was due primarily to the reversal in the prior year of $49.8 million of previously recognized expense related to the forfeiture of our former Chief Executive Officer’s (“CEO”) restricted stock award, which was forfeited on January 13, 2025, partially offset by $14.9 million of stock-based compensation expense related to the transfer of 5.0 million Class B shares of Angi held by the Company to our former CEO prior to the Distribution pursuant to his employment transition agreement (the “Employment Transition Agreement”), and the acceleration and modification of stock-based awards in the current year related to the planned reduction in workforce as the Company consolidates its corporate functions with those of People Inc. The decrease in severance and employee separation benefits is due primarily to $14.7 million in separation benefits in the prior year related to our former CEO under his Employment Transition Agreement and $2.3 million in severance and employee separation benefits related to other headcount reductions, partially offset by $11.1 million in severance and employee separation benefits in the current year related to the aforementioned planned reduction in workforce. See “Corporate Restructuring” above for additional information on the reduction in workforce.
•The Emerging & Other decrease was due primarily to the inclusion in the prior year of $12.7 million in legal costs as described above in the three-month discussion.
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Product development expense
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Product development expense $ 33,686 $ 34,157 $ (471) (1)% $ 68,318 $ 67,475 $ 843 1%
As a percentage of revenue 8% 8% 8% 8%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Product development expense in 2026 decreased from 2025 due primarily to a decrease of $0.4 million from Digital at People Inc. due primarily to a decrease of $0.5 million in compensation expense resulting from an increase in wages being capitalized related to brand growth initiatives.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Product development expense in 2026 increased from 2025 due primarily to an increase of $1.5 million from People Inc., partially offset by a decrease of $0.7 million from Emerging & Other.
•The People Inc. increase was due primarily to $1.8 million from Digital due primarily to an increase of $1.4 million in software maintenance expense related to AI service costs.
•The Emerging & Other decrease was due primarily to a decrease of $0.3 million in compensation expense from Vivian Health resulting from a reduction in headcount in 2025.
Depreciation
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Depreciation $ 7,504 $ 7,268 $ 236 3% $ 14,818 $ 18,509 $ (3,691) (20)%
As a percentage of revenue 2% 2% 2% 2%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Depreciation in 2026 increased from 2025 due primarily to an increase of $0.3 million at People Inc. resulting from an increase in assets placed in service compared to the prior year period.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Depreciation in 2026 decreased from 2025 due primarily to a decrease of $3.5 million at People Inc. resulting from accelerated depreciation expense recognized in 2025 on certain leasehold improvements in connection with a lease amendment to surrender certain unoccupied office space, partially offset by an increase in assets placed in service compared to the prior year period.
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Amortization of Intangibles
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Amortization of intangibles $ 19,044 $ 22,418 $ (3,374) (15)% $ 38,084 $ 44,836 $ (6,752) (15)%
As a percentage of revenue 4% 5% 5% 5%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Amortization of intangibles in 2026 decreased from 2025 at People Inc. due primarily to the accelerated amortization of certain usage-based intangible assets and lower expense due to certain intangible assets that became fully amortized in the prior year.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Amortization of intangibles in 2026 decreased from 2025 due primarily to the factors described above in the three-month discussion.
Operating income (loss)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
People Inc.
Digital $ 48,740 $ 38,371 $ 10,369 27% $ 76,567 $ 56,247 $ 20,320 36%
Print 4,539 10,905 (6,366) (58)% 6,283 19,649 (13,366) (68)%
Other (19,490) (14,497) (4,993) (34)% (38,656) 2,090 (40,746) NM
Total People Inc. 33,789 34,779 (990) (3)% 44,194 77,986 (33,792) (43)%
Emerging & Other 2,532 (9,221) 11,753 NM 5,403 (14,107) 19,510 NM
Corporate (50,608) (33,050) (17,558) (53)% (95,700) (50,268) (45,432) (90)%
Total $ (14,287) $ (7,492) $ (6,795) (91)% $ (46,103) $ 13,611 $ (59,714) NM
As a percentage of revenue (3)% (2)% (5)% 2%
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For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Operating loss increased $6.8 million, or 91%, to $14.3 million, despite the increase of $7.2 million in Adjusted EBITDA, described below, due primarily to increases of $16.7 million in stock-based compensation expense, $0.8 million in transaction-related costs, $0.4 million in restructuring costs, including certain severance and employee separation benefits, and $0.2 million in depreciation, partially offset by decreases of $3.4 million in amortization of intangibles and $0.5 million in litigation matters. The increase in stock-based compensation expense was due primarily to the acceleration and modification of stock-based awards related to the planned reduction in workforce as the Company consolidates its corporate functions with those of People Inc., partially offset by the reversal in the prior year of previously recognized expense related to the forfeiture of our former CEO restricted stock award, as described above under “General and administrative expense.” See “Corporate Restructuring” above for additional information on the reduction in workforce.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
The operating loss in 2026 of $46.1 million compares to income of $13.6 million in 2025, representing a $59.7 million decline, despite the increase of $14.2 million in Adjusted EBITDA, described below, due primarily to an increase of $54.5 million in stock-based compensation expense, the inclusion in the prior year of $36.2 million in net gains from lease impairments, terminations and amendments and certain asset sales, and $1.6 million in transaction-related costs, partially offset by decreases of $6.8 million in amortization of intangibles, $5.2 million in restructuring costs, including certain severance and employee separation benefits, $3.7 million in depreciation and $2.2 million in litigation costs. Refer to the “General and administrative expense” discussion above for additional details on the net gains from lease impairments, terminations and amendments and certain asset sales, the increase in stock-based compensation, and the decrease in restructuring costs, including certain severance and employee separation benefits.
At June 30, 2026, there was $66.8 million of unrecognized stock-based compensation cost, net of estimated forfeitures, related to all equity-based awards, which is expected to be recognized over a weighted average period of approximately 1.4 years.
Adjusted EBITDA
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
People Inc.
Digital $ 74,463 $ 63,312 $ 11,151 18% $ 124,543 $ 104,671 $ 19,872 19%
Print 9,127 16,475 (7,348) (45)% 15,627 30,846 (15,219) (49)%
Other (10,295) (10,156) (139) (1)% (20,909) (21,693) 784 4%
Total People Inc. 73,295 69,631 3,664 5% 119,261 113,824 5,437 5%
Emerging & Other 2,877 171 2,706 1,587% 6,838 1,728 5,110 296%
Corporate (20,263) (21,065) 802 4% (40,898) (44,544) 3,646 8%
Total $ 55,909 $ 48,737 $ 7,172 15% $ 85,201 $ 71,008 $ 14,193 20%
As a percentage of revenue 13% 11% 10% 8%
See “Principles of Financial Reporting” for the definition of Adjusted EBITDA and required non-GAAP reconciliations.
Approximately one-half of our consolidated annual Adjusted EBITDA is generated in the fourth quarter of each fiscal year. This is due to the concentration of spending by advertisers, which drives higher advertising revenue, and consumer spending, which drives higher performance marketing revenue, during the year-end holiday selling season at People Inc.
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For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
•People Inc. Adjusted EBITDA increased 5% to $73.3 million due principally to an increase in Adjusted EBITDA of $11.2 million from Digital, partially offset by a decrease in Adjusted EBITDA of $7.3 million from Print.
◦The Digital Adjusted EBITDA increase was due primarily to higher revenue and expense leverage.
◦The Print Adjusted EBITDA decrease was due primarily to lower revenue, partially offset by lower operating expenses from continued cost rationalization efforts.
•Emerging & Other Adjusted EBITDA increased $2.7 million to $2.9 million due primarily to increased profits at The Daily Beast and Vivian Health.
•Corporate Adjusted EBITDA loss decreased 4% to $20.3 million due primarily to lower operating expenses.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
•People Inc. Adjusted EBITDA increased 5% to $119.3 million due primarily to an increase in Adjusted EBITDA of $19.9 million from Digital, partially offset by a decrease in Adjusted EBITDA of $15.2 million from Print due to the factors described above in the three-month discussion.
•Emerging & Other Adjusted EBITDA increased $5.1 million to $6.8 million due primarily to increased profits at The Daily Beast and Vivian Health, partially offset by losses in the current year at IAC Films compared to profits in the prior year.
•Corporate Adjusted EBITDA loss decreased 8% to $40.9 million due primarily to the factor described above in the three-month discussion.
Interest expense
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Interest expense $ (25,865) $ (37,167) $ 11,302 30% $ (51,723) $ (65,481) $ 13,758 21%
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
Interest expense in 2026 decreased from 2025 due primarily to both decreases in the amount of debt outstanding and interest rates under the Term Loans, partially offset by interest expense on the 2032 Notes and the inclusion of a $8.5 million extinguishment loss in the second quarter of 2025 in connection with the refinancing of the People Inc. debt.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
Interest expense in 2026 decreased from 2025 due primarily to the factors described above in the three-month discussion.
For further details, see “Note 3—Long-term debt” in the accompanying notes to the financial statements included in “Item 1. Consolidated Financial Statements.”
Unrealized gain (loss) on investment in MGM
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Unrealized gain (loss) on investment in MGM $ 721,682 $ 307,437 $ 414,245 135% $ 755,687 $ (16,828) $ 772,515 NM
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For the three and six months ended June 30, 2026 compared to the three and six months ended June 30, 2025
At June 30, 2026, the Company owns 66.8 million common shares of MGM, including 1.0 million common shares purchased in the first quarter of 2026 for $37.2 million, which represents approximately 26.6% of MGM's common shares outstanding. The Company accounts for its investment in MGM under the equity method of accounting using the fair value option. The fair value of the investment in MGM is remeasured each reporting period based upon MGM’s closing stock price on the New York Stock Exchange on the last trading day in the reporting period; any unrealized pre-tax gains or losses are included in the statement of operations.
See “Note 2—Financial Instruments and Fair Value Measurements” in the accompanying notes to the financial statements included in “Item 1—Consolidated Financial Statements” for additional information on the Company’s investment in MGM.
Other income, net
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
(Dollars in thousands)
Interest income $ 9,103 $ 11,176 $ 18,632 $ 25,533
Gain on sale of an unutilized domain name — — 7,500 —
Net downward adjustments to the carrying value of equity securities without readily determinable fair values and net gains on sales of investments and businesses — (11,219) (4,574) (18,845)
Other 1,449 2,839 3,072 3,740
Other income, net $ 10,552 $ 2,796 $ 24,630 $ 10,428
$ Change $ 7,756 $ 14,202
% Change 277 % 136 %
Income tax (provision) benefit
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Income tax (provision) benefit $ (177,347) $ (74,360) $ (102,987) (138)% $ (167,238) $ 407 $ (167,645) NM
Effective income tax rate 26% 28% 25% 1%
For further details of income tax matters, see “Note 8—Income Taxes” in the accompanying notes to the financial statements included in “Item 1. Consolidated Financial Statements.”
For the three months ended June 30, 2026 compared to the three months ended June 30, 2025
In 2026, the effective income tax rate is higher than the statutory rate of 21% due primarily to state taxes.
In 2025, the effective income tax rate is higher than the statutory rate of 21% due primarily to state taxes, a deferred tax adjustment and non-deductible compensation expense, partially offset by the realization of a capital loss.
For the six months ended June 30, 2026 compared to the six months ended June 30, 2025
In 2026, the effective income tax rate is higher than the statutory rate of 21% due primarily to state taxes.
In 2025, the effective income tax rate is lower than the statutory rate of 21% due primarily to a deferred tax adjustment, non-taxable stock-based compensation expense, which included a reversal due to the forfeiture of our former CEO’s restricted stock award pursuant to the Employment Transition Agreement, and state taxes, partially offset by research credits.
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Net (earnings) loss attributable to noncontrolling interests
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 Change 2026 2025 2026 Change
$ Change % Change $ Change % Change
(Dollars in thousands)
Net (earnings) loss attributable to noncontrolling interests $ (988) $ 819 $ (1,807) NM $ (2,200) $ (1,418) $ (782) (55)%
Net (earnings) loss attributable to noncontrolling interests in 2026 primarily represents the allocation of earnings related to a business in Emerging & Other. Net earnings attributable to noncontrolling interests in 2025 primarily represents the publicly-held interest in Angi’s earnings prior to the Distribution, which was completed on March 31, 2025.
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PRINCIPLES OF FINANCIAL REPORTING
The Company reports Adjusted EBITDA, which is a non-GAAP measure, as a supplemental measure to U.S. generally accepted accounting principles (“GAAP”). This measure is also our primary segment measure of profitability and among the metrics by which we evaluate the performance of our businesses, and our internal budgets are based and may also impact management compensation. We believe that investors and analysts should have access to, and we are obligated to provide, the same set of tools that we use in analyzing our results. This non-GAAP measure should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for or superior to GAAP results. The Company endeavors to compensate for the limitations of the non-GAAP measure presented by providing the comparable GAAP measure with equal or greater prominence and descriptions of the reconciling items, including quantifying such items, to derive the non-GAAP measure. We encourage investors to examine the reconciling adjustments between the GAAP and non-GAAP measure, which we discuss below.
Definition of Non-GAAP Measure
Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) is defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements; and (4) other specific items, including subsequent true-up adjustments related to such items, that management believes are not representative of the Company’s core ongoing operating performance and certain items that affect comparability between periods, including, but not limited to, certain (i) restructuring costs, including certain severance and employee separation benefits; (ii) gains and losses from lease impairments, terminations and amendments and certain asset sales; (iii) transaction-related costs; and (iv) litigation-related gains and losses associated with specific matters.
The above items are excluded from our Adjusted EBITDA measure because these items are noncash in nature, or because the amount and timing of these items is unpredictable, not driven by core operating results and render comparisons with prior periods and competitors less meaningful. Management uses Adjusted EBITDA to evaluate the Company’s performance and facilitate comparisons of the Company’s operating results between periods. We believe Adjusted EBITDA is a useful measure for analysts and investors to evaluate our future on-going performance as this measure allows a more meaningful comparison of our performance and projected cash earnings with our historical results from prior periods and to the results of our competitors. Moreover, our management uses this measure internally to evaluate the performance of our business as a whole and our individual business segments. Adjusted EBITDA has certain limitations because it excludes the impact of these items.
Prior to the second quarter of 2026, Adjusted EBITDA was defined as operating income excluding: (1) stock-based compensation expense; (2) depreciation; and (3) acquisition-related items consisting of (i) amortization of intangible assets and impairments of goodwill and intangible assets, and (ii) gains and losses recognized on changes in the fair value of contingent consideration arrangements. Beginning with the second quarter of 2026, the Company revised its definition of Adjusted EBITDA to also exclude (4) other specific items, including subsequent true-up adjustments related to such items, that management believes are not representative of the Company’s core ongoing operating performance and certain items that affect comparability between periods. Adjusted EBITDA for prior periods has been recast to conform to the current period presentation.
Items Excluded from Our Non-GAAP Measure
Stock-based compensation expense consists principally of expense associated with awards that were granted under various stock and annual incentive plans that are denominated in the Company’s common shares. This expense is not paid in cash and we view the economic costs of stock-based awards to be the dilution to our share base; the related shares are included in our fully diluted shares outstanding for GAAP earnings per share using the treasury stock method. The Company currently settles all stock-based awards on a net basis whereby the Company remits from its current funds the required tax-withholding on behalf of employees for net-settled awards.
Depreciation is a non-cash expense relating to our buildings, equipment, leasehold improvements and capitalized software and is computed using the straight-line method to allocate the cost of depreciable assets to operations over their estimated useful lives, or, in the case of leasehold improvements, the lease term, if shorter.
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Amortization of intangible assets and impairments of goodwill and intangible assets are non-cash expenses related primarily to acquisitions. At the time of acquisition, the identifiable definite-lived intangible assets of the acquired company are valued and amortized over their estimated lives. Value is also assigned to acquired indefinite-lived intangible assets, which comprise trade names and trademarks, and goodwill that are not subject to amortization. An impairment is recorded when the carrying value of an intangible asset or goodwill exceeds its fair value. We believe that intangible assets represent costs incurred by the acquired company to build value prior to acquisition and the related amortization and impairments of intangible assets or goodwill, if applicable, are not ongoing costs of doing business.
Gains and losses recognized on changes in the fair value of contingent consideration arrangements are accounting adjustments to report liabilities for the portion of the purchase price of acquisitions, if applicable, that is contingent upon the financial performance and/or operating targets of the acquired company at fair value that are recognized in “General and administrative expense” in the statement of operations. These adjustments can be highly variable and are excluded from our assessment of performance because they are considered non-operational in nature and, therefore, are not indicative of current or future performance or the ongoing cost of doing business. The last such arrangement expired during the year ended December 31, 2022. Therefore, there were no gains or losses on contingent consideration arrangements in the three and six months ended June 30, 2026 and 2025.
Restructuring costs, including certain severance and employee separation benefits relate to certain discrete strategic actions taken by the Company to improve operating efficiencies and to better align its cost structure. Ordinary course severance and employee separation benefits are not considered restructuring costs.
Gains and losses from lease impairments, terminations and amendments and certain asset sales relate to certain activity to surrender leased space prior to its original lease expiration and the sale of certain assets. These adjustments can be highly variable and are excluded from our assessment of performance because they are considered non-operational in nature and, therefore, are not indicative of current or future performance.
Transaction-related costs reflect third-party costs incurred in connection with acquisitions, dispositions and spinoffs that are not part of the Company’s core operating activities.
Litigation matters reflect settlements, judgments, insurance recoveries and related third-party legal costs arising from certain litigation matters, including gains and losses that management determines, based on their nature and circumstances, are outside of the ordinary course of business and not representative of the Company’s core ongoing operating performance.
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The following tables reconcile operating (loss) income to Adjusted EBITDA for the Company’s reportable segments and net earnings (loss) attributable to People Incorporated shareholders:
Three Months Ended June 30, 2026
Operating Income (Loss) Stock-based Compensation Expense Depreciation Amortization of Intangibles Restructuring Costs, Including Certain Severance and Employee Separation Benefits(a) (Gains) and Losses from Lease Impairments, Terminations and Amendments and Certain Asset Sales Transaction-related Costs Litigation Matters(b) Adjusted EBITDA
(In thousands)
People Inc.
Digital $ 48,740 $ 2,997 $ 3,735 $ 15,580 $ 146 $ — $ — $ 3,265 $ 74,463
Print 4,539 209 904 3,464 11 — — — 9,127
Other (unallocated corporate costs) (19,490) 4,778 920 — (1) (257) 24 3,731 (10,295)
Total People Inc. 33,789 7,984 5,559 19,044 156 (257) 24 6,996 73,295
Emerging & Other 2,532 336 9 — — — — — 2,877
Corporate (50,608) 26,677 1,936 — 1,023 — 672 37 (20,263)
Total (14,287) $ 34,997 $ 7,504 $ 19,044 $ 1,179 $ (257) $ 696 $ 7,033 $ 55,909
Interest expense (25,865)
Unrealized gain on investment in MGM Resorts International 721,682
Other income, net 10,552
Earnings from continuing operations before income taxes 692,082
Income tax provision (177,347)
Net earnings from continuing operations 514,735
Loss on the sale of Care.com, net of income taxes (2,657)
Earnings from discontinued operations, net of income taxes (4,239)
Net earnings 507,839
Net earnings attributable to noncontrolling interests (988)
Net earnings attributable to People Incorporated shareholders $ 506,851
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Three Months Ended June 30, 2025
Operating Income (Loss) Stock-based Compensation Expense Depreciation Amortization of Intangibles Restructuring Costs, Including Certain Severance and Employee Separation Benefits(c) (Gains) and Losses from Lease Impairments, Terminations and Amendments and Certain Asset Sales Transaction-related Costs Litigation Matters(d) Adjusted EBITDA
(In thousands)
People Inc.
Digital $ 38,371 $ 3,034 $ 3,167 $ 18,723 $ 17 $ — $ — $ — $ 63,312
Print 10,905 442 1,403 3,695 30 — — — 16,475
Other (unallocated corporate costs) (14,497) 3,727 651 — 29 (66) — — (10,156)
Total People Inc. 34,779 7,203 5,221 22,418 76 (66) — — 69,631
Emerging & Other (9,221) 2,874 9 — — — — 6,509 171
Corporate (33,050) 8,233 2,038 — 704 — (54) 1,064 (21,065)
Total (7,492) $ 18,310 $ 7,268 $ 22,418 $ 780 $ (66) $ (54) $ 7,573 $ 48,737
Interest expense (37,167)
Unrealized gain on investment in MGM Resorts International 307,437
Other income, net 2,796
Earnings from continuing operations before income taxes 265,574
Income tax provision (74,360)
Net earnings from continuing operations 191,214
Earnings from discontinued operations, net of income taxes 19,419
Net earnings 210,633
Net loss attributable to noncontrolling interests 819
Net earnings attributable to People Incorporated shareholders $ 211,452
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Six Months Ended June 30, 2026
Operating Income (Loss) Stock-based Compensation Expense Depreciation Amortization of Intangibles Restructuring Costs, Including Certain Severance and Employee Separation Benefits(a) (Gains) and Losses from Lease Impairments, Terminations and Amendments and Certain Asset Sales Transaction-related Costs(e) Litigation Matters(b) Adjusted EBITDA
(In thousands)
People Inc.
Digital $ 76,567 $ 5,919 $ 7,322 $ 31,156 $ 79 $ — $ — $ 3,500 $ 124,543
Print 6,283 447 1,831 6,928 138 — — — 15,627
Other (unallocated corporate costs) (38,656) 10,308 1,774 — (3) (257) 57 5,868 (20,909)
Total People Inc. 44,194 16,674 10,927 38,084 214 (257) 57 9,368 119,261
Emerging & Other 5,403 1,671 17 — — — — (253) 6,838
Corporate (95,700) 33,064 3,874 — 11,575 — 6,198 91 (40,898)
Total (46,103) $ 51,409 $ 14,818 $ 38,084 $ 11,789 $ (257) $ 6,255 $ 9,206 $ 85,201
Interest expense (51,723)
Unrealized gain on investment in MGM Resorts International 755,687
Other income, net 24,630
Earnings from continuing operations before income taxes 682,491
Income tax provision (167,238)
Net earnings from continuing operations 515,253
Loss on the sale of Care.com, net of income taxes (78,300)
Earnings from discontinued operations, net of income taxes 216
Net earnings 437,169
Net earnings attributable to noncontrolling interests (2,200)
Net earnings attributable to People Incorporated shareholders $ 434,969
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Six Months Ended June 30, 2025
Operating Income (Loss) Stock-basedCompensationExpense(f) Depreciation Amortization of Intangibles Restructuring Costs, Including Certain Severance and Employee Separation Benefits(c) (Gains) and Losses from Lease Impairments, Terminations and Amendments and Certain Asset Sales(g) Transaction-related Costs(h) Litigation Matters(d) Adjusted EBITDA
(In thousands)
People Inc.
Digital $ 56,247 $ 4,889 $ 6,241 $ 37,447 $ (153) $ — $ — $ — $ 104,671
Print 19,649 892 2,796 7,389 120 — — — 30,846
Other (unallocated corporate costs) 2,090 6,915 5,357 — 49 (36,104) — — (21,693)
Total People Inc. 77,986 12,696 14,394 44,836 16 (36,104) — — 113,824
Emerging & Other (14,107) 3,219 32 — — 130 — 12,454 1,728
Corporate (50,268) (18,995) 4,083 — 16,988 — 4,698 (1,050) (44,544)
Total 13,611 $ (3,080) $ 18,509 $ 44,836 $ 17,004 $ (35,974) $ 4,698 $ 11,404 $ 71,008
Interest expense (65,481)
Unrealized loss on investment in MGM Resorts International (16,828)
Other income, net 10,428
Loss from continuing operations before income taxes (58,270)
Income tax benefit 407
Net loss from continuing operations (57,863)
Earnings from discontinued operations, net of income taxes 53,928
Net loss (3,935)
Net earnings attributable to noncontrolling interests (1,418)
Net loss attributable to People Incorporated shareholders $ (5,353)
_____________________
(a) The three and six months ended June 30, 2026 at Corporate principally represents costs related to a reduction in force as the Company consolidates its corporate function with those of People Inc. as further described under “Management Overview—Corporate Restructuring” above.
(b) The three and six months ended June 30, 2026 at People Inc. Digital and People Inc. Other (unallocated corporate costs) represents third-party costs primarily related to accruals for certain legal matters, including the antitrust litigation against Google Inc.
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(c) The three and six months ended June 30, 2025 at Corporate primarily represents separation benefits to our former CEO under his employment transition agreement.
(d) The three and six months ended June 30, 2025 at Emerging & Other represents third-party costs related to litigation that concluded in the third quarter of 2025 related to a legacy business.
(e) The six months ended June 30, 2026 at Corporate includes third-party costs related to the sale of Care.com on March 16, 2026 and other transaction-related costs.
(f) The six months ended June 30, 2025 at Corporate reflect the reversal of $49.8 million of previously recognized stock-based compensation expense related to the forfeiture of our former CEO’s restricted stock award pursuant to the Employment Transition Agreement, partially offset by $14.9 million of stock-based compensation expense related to the transfer of 5.0 million Class B shares of Angi held by the Company to our former CEO prior to the Distribution pursuant to his employment transition agreement.
(g) The six months ended June 30, 2025 at People Inc. Other (unallocated corporate costs) is principally related to a gain resulting from an amendment to a lease, which provided for the surrender of certain office space early and is included in “General and Administrative expenses” in the statement of operations. Prior to this amendment, the lease for this office space would have expired in 2032. The ROU asset of the amended lease had been previously impaired in prior years.
(h) The six months ended June 30, 2025 represents third-party costs related to the Distribution.
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FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES
Financial Position
June 30, 2026 December 31, 2025
(In thousands)
Cash and cash equivalents at People Inc.:
United States $ 307,772 $ 261,904
All other countries 22,496 22,414
Total cash and cash equivalents at People Inc. 330,268 284,318
Cash and cash equivalents at entities excluding People Inc.
United States 780,272 653,480
All other countries 2,468 3,513
Total cash and cash equivalents at entities excluding People Inc. 782,740 656,993
Total cash and cash equivalents $ 1,113,008 $ 941,311
People Inc. Debt:
Term Loan A-1 $ 332,500 $ 341,250
Term Loan B-2 696,500 700,000
2032 Notes 400,000 400,000
Total long-term debt 1,429,000 1,441,250
Less: current portion of long-term debt 24,500 24,500
Less: original issue discount 3,163 3,397
Less: unamortized debt issuance costs 11,119 12,029
Total People Inc. long-term debt, net $ 1,390,218 $ 1,401,324
The Company’s international cash can be repatriated without significant tax consequences.
The Company’s consolidated debt of approximately $1.43 billion is the liability of People Inc. For a detailed description of long-term debt and interest rate swaps, see “Note 3—Long-term Debt” in the accompanying notes to the financial statements included in “Item 1. Consolidated Financial Statements.”
Cash Flow Information
In summary, the Company’s cash flows are as follows:
Six Months Ended June 30,
2026 2025
(In thousands)
Net cash provided by (used in):
Operating activities attributable to continuing operations $ 55,632 $ (34,449)
Investing activities attributable to continuing operations $ 249,498 $ (373,572)
Financing activities attributable to continuing operations $ (158,786) $ (298,634)
Net cash provided by (used in) operating activities attributable to continuing operations consists of net earnings (loss) attributable to continuing operations adjusted for non-cash items and the effect of changes in working capital. Non-cash adjustments include the unrealized (gain) loss on the investment in MGM, amortization of intangibles, depreciation, stock-based compensation expense, deferred income taxes, non-cash lease expense (including ROU asset impairments), net gains on amendments and early terminations of lease agreements, net downward adjustments to the carrying value of equity securities without readily determinable fair values and net gains on sales of investments and businesses and gain on sale of an unutilized domain name in 2026.
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2026
Adjustments to net earnings attributable to continuing operations consist primarily of an unrealized gain on the investment in MGM of $755.7 million and gain on sale of an unutilized domain name of $7.5 million, partially offset by deferred income taxes of $166.7 million, stock-based compensation expense of $51.4 million, amortization of intangibles of $38.1 million, non-cash lease expense of $15.1 million, depreciation of $14.8 million and net downward adjustments to the carrying value of equity securities without readily determinable fair values and net gains on sales of investments of $4.6 million. The changes in working capital include a decrease in accounts receivable of $77.5 million, partially offset by a decrease in accounts payable and other liabilities of $40.0 million and a decrease in operating lease liabilities of $23.4 million. The decrease in accounts receivable is due primarily to a decrease in revenue in the second quarter of 2026 relative to the fourth quarter of 2025 at People Inc. The decrease in accounts payable and other liabilities is due primarily to a decrease in accrued employee compensation, due primarily to timing of payments, including the payment of 2025 bonuses in 2026, partially offset by an increase in accrued severance and employee separation benefits related to the reduction in workforce as the Company consolidates its corporate functions with those of People Inc., and a decrease in accrued advertising at People Inc. The decrease in operating lease liabilities is due to cash payments on leases, including the final remaining payment of $4.3 million related to an amendment of a lease in the prior year, which provided for the surrender of certain office space early at People Inc., net of interest accretion.
Net cash provided by investing activities attributable to continuing operations includes net proceeds from the sale of Care.com of $295.7 million and proceeds from the sale of an unutilized domain name of $7.5 million, partially offset by the purchase of 1.0 million common shares of MGM for $37.2 million and capital expenditures of $19.1 million.
Net cash used in financing activities attributable to continuing operations includes $133.3 million for the repurchase of 3.5 million shares of common stock, on a settlement date basis, at an average price of $37.88 per share, withholding taxes paid on behalf of employees for net settled stock-based awards of $19.5 million and principal payments on the Term Loans of $12.3 million, partially offset by a distribution from Angi Inc. pursuant to the tax sharing agreement of $8.5 million.
2025
Adjustments to net loss attributable to continuing operations consist primarily of amortization of intangibles of $44.8 million, net downward adjustments to the carrying value of equity securities without readily determinable fair values and net gains on sales of investments and businesses of $18.8 million, depreciation of $18.5 million, non-cash lease expense (including ROU asset impairments) of $17.0 million and an unrealized loss on the investment in MGM of $16.8 million, partially offset by net gains on amendments and early terminations of lease agreements of $36.1 million, stock-based compensation expense of $3.1 million and deferred income taxes of $2.6 million. The changes in working capital include a decrease in operating lease liabilities of $63.9 million, a decrease in accounts payable and other liabilities of $29.0 million, an increase in other assets of $26.5 million and a decrease in deferred revenue of $5.2 million, partially offset by a decrease in accounts receivable of $67.2 million. The decrease in operating lease liabilities is due to cash payments on leases, including $43.1 million related to an amendment of a lease, which provided for the surrender of certain office space early at People Inc., net of interest accretion. The decrease in accounts payable and other liabilities is due, in part, to a decrease in accrued employee compensation, due primarily to payment of 2024 bonuses in 2025 and a decrease at People Inc. due to severance payments, partially offset by the accrual of separation benefits to our former CEO under the Employment Transition Agreement, and a decrease in accrued interest on People Inc.’s long-term debt due to timing of payments following the Term Loans refinancing completed in the second quarter of 2025, partially offset by an increase in a liability related to the settlement of a legal matter. The increase in other assets is due primarily to a receivable related to insurance coverage for the aforementioned legal matter, partially offset by a decrease in prepaid hosting services at People Inc. The decrease in deferred revenue is due primarily to the timing of shipments of certain magazine titles at People Inc. The decrease in accounts receivable is due primarily to a decrease in revenue in the second quarter of 2025 relative to the fourth quarter of 2024 at People Inc.
Net cash used in investing activities attributable to continuing operations includes $386.6 million related to the allocation of Angi Inc.’s cash in the Distribution and capital expenditures of $8.2 million, partially offset by net proceeds from the sales of investments of $9.9 million and proceeds from the sale of a portion of the retirement investment fund of $8.5 million at People Inc.
Net cash used in financing activities attributable to continuing operations includes principal payments on the Term Loans of $1.4 billion and debt issuance and deferred financing costs of $9.9 million, partially offset by the net proceeds from the Term Loans refinancing of $991.5 million and proceeds from the issuance of the 2032 Notes of $400.0 million. Net cash used in financing activities attributable to continuing operations also includes $200.0 million for the repurchase of 4.5 million shares of common stock, on a settlement date basis, for an average price of $44.56 per share, and withholding taxes paid on behalf of employees for net settled stock-based awards of $54.6 million.
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Discontinued Operations
Net cash used in discontinued operations of $10.7 million for the six months ended June 30, 2026 relates to the operations of Care.com and Search and the net cash provided by discontinued operations of $1.2 million for the six months ended June 30, 2025 relates to the operations of Care.com, Search and Angi. The Company does not expect significant future cash flows to be used in or provided by its discontinued operations.
Liquidity and Capital Resources
Financing Arrangements
At June 30, 2026, the Term Loan A-1 bore interest at SOFR plus 2.00%, or 5.65% and the Term Loan B-2 bore interest at SOFR, subject to a minimum of 0.50%, plus 3.50%, or 7.12%.
People Inc. holds interest rate swaps that synthetically convert $350 million of the Term Loan B-2 from a variable rate to a fixed rate through April 1, 2027. Should SOFR continue to equal or exceed 0.50%, then the fixed rate for the Term Loan B-2 will be approximately 7.32% ((i) the weighted average fixed interest rate of approximately 3.82% on the interest rate swaps and (ii) the base rate of 3.50%). In the event SOFR becomes less than or equal to 0.50%, then the interest rate swaps would be fixed in a range from approximately 7.32% to 7.42% as determined by the governing agreements.
For a detailed description of long-term debt and interest rate swaps, see “Note 3—Long-term Debt” in the accompanying notes to the financial statements included in “Item 1. Consolidated Financial Statements.”
Investment in MGM
At June 30, 2026, the Company owns 66.8 million common shares of MGM, including 1.0 million common shares purchased in the first quarter of 2026 for $37.2 million, which represents approximately 26.6% of MGM's common shares outstanding.
Investment in Turo
At June 30, 2026, the Company’s ownership interest in Turo is approximately 33%.
Share Repurchase Activity and Authorization
During the six months ended June 30, 2026, the Company repurchased 3.5 million shares of its common stock, on a trade date basis, at $37.86 per share, or $132.2 million in aggregate, under the 10 million share repurchase authorization approved by the board of directors of the Company on March 16, 2025. On June 16, 2026, the board of directors of the Company approved an authorization for the Company to repurchase an additional 10 million shares of the Company’s common stock. At July 31, 2026, the Company has 12.5 million shares remaining under its authorization.
Share repurchases can be made over an indefinite period of time in the open market and in privately negotiated transactions, depending on those factors management deems relevant at any particular time, including, without limitation, market conditions, price and future outlook.
Contractual Obligations
At June 30, 2026, there have been no material changes to the Company’s contractual obligations disclosures as previously disclosed in our Annual Report.
Capital Expenditures
The Company anticipates that it will need to continue to make capital expenditures in connection with the development and expansion of its operations. The Company’s 2026 capital expenditures are expected to be higher than its 2025 capital expenditures of $17.7 million by approximately 60% to 70%, due primarily to leasehold improvements primarily related to the optimization of the remaining space under certain amended leases.
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Liquidity Assessment
On a consolidated basis, the Company generated positive cash flows from operating activities of $55.6 million for the six months ended June 30, 2026; excluding the positive cash flows from operating activities of $97.6 million generated by People Inc., the Company generated negative cash flows from operating activities of $42.0 million.
At June 30, 2026, the Company’s consolidated cash and cash equivalents were $1.1 billion, of which $330.3 million was held by People Inc., and the consolidated debt at June 30, 2026 of approximately $1.4 billion is solely the liability of People Inc. If defined consolidated net leverage ratios are exceeded or if an event of default has occurred, the governing agreements contain additional covenants that would limit People Inc.’s ability to pay dividends, incur incremental secured indebtedness or make distributions or certain investments. As a result, the Company may not be able to freely access People Inc.’s cash. People Inc.’s consolidated net leverage ratio was in compliance for the test period ended June 30, 2026.
The governing agreements allow the Company to contribute cash to People Inc., which the Company has done in the past and may do so in the future, to provide, among other things, additional liquidity to improve People Inc.’s consolidated net leverage ratios for any test period, which may result in improved interest rates on the Term Loan A-1 and reduced commitment fees on the Revolving Facility. The governing agreements also allow People Inc. to make distributions to the Company in amounts not to exceed these capital contributions, provided that no default has occurred and is continuing. No quarterly contributions have been made to People Inc. since the contribution that the Company made in September 2025, which People Inc. distributed back to the Company in October 2025; therefore, there were no pending contributions or distributions outstanding as of June 30, 2026 and December 31, 2025.
The Company’s liquidity could be negatively affected by a decrease in demand for its products and services resulting from adverse market, macroeconomic or geopolitical conditions, including declines in consumer confidence or spending, high or volatile interest rates, inflationary pressures, labor market disruptions or other factors that reduce customers’ willingness or ability to pay for our offerings.
The Company believes People Inc.’s existing cash, cash equivalents and expected positive cash flows from operations, and the Company’s existing cash and cash equivalents, excluding People Inc., will be sufficient to fund their respective normal operating requirements, including capital expenditures, debt service, the payment of withholding taxes on behalf of employees for net-settled stock-based awards and investing and other commitments for the next twelve months, and thereafter for the foreseeable future. The Company may need to raise additional capital through future debt or equity financing to refinance its existing capital structure and make acquisitions and investments. Additional financing may not be available on terms favorable to the Company, or at all, and may also be impacted by any disruptions or volatility in the financial markets. The indebtedness at People Inc. could further limit the Company’s ability to raise additional financing.
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