CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this “Report”) includes forward-looking statements. All statements other than statements of historical facts contained in this Report, including statements regarding our future results of operations and financial position, business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “anticipate,” assume,” “believe,” budget,” “continue,” “could,” “currently,” “estimate,” “expect,” “forecast,” “future,” “intend,” “may,” “might,” “outlook,” “plan,” “possible,” “goal,” “potential,” “predict,” “project,” “reflect,” “results,” “seem,” “seek,” “should,” “will,” “would” and similar expressions that convey uncertainty of future events or outcomes are intended to identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements include, but are not limited to, information concerning: •our ability to attract new clients or retain and/or sell additional products or services to existing clients; •our ability to achieve and maintain an adequate rate of revenue growth; •cost of revenue, including changes in costs associated with our efforts to grow and the results of any efforts to manage costs to align with current revenue expectations and the expansion of our offerings; •the effects of increased intense competition in our industry and our ability to compete effectively; •our ability to successfully educate the market regarding the advantages of our support and managed services for enterprise resource planning (ERP) software and to sell the products and services comprising our “Rimini Smart Path™” solutions portfolio, including but not limited to our Agentic AI ERP solutions; •our intentions with respect to our pricing model and expectations of client savings relative to use of other providers; •the evolution of the ERP software management and support landscape facing our clients and prospects; •estimates of our total addressable market; •the effects of seasonal trends on our results of operations, including the contract renewal cycles for vendor-supplied software support and managed services; •the effects of the efforts of enterprise software vendors to sell upgrades or migrations to cloud-based versions of their enterprise software on our results of operations; •our ability to scale our operations quickly enough to meet our clients’ changing needs or decrease our costs adequately in response to changing client demand; •risks arising from incorporating artificial intelligence (“AI”) technologies into our products or services or any deficiencies associated with AI technologies used by us or by our third-party vendors and service providers; •our ability to maintain, protect, and enhance our brand; •the loss of one or more members of our management team and our ability to attract and retain additional qualified technical, sales and marketing personnel; •our ability to expand our marketing and sales capabilities; •our ability to avoid interruptions to, or degraded performance of, our services and the impact of interruptions or performance problems on our operations; •our ability to defend against cybersecurity threats, protect the confidential information of our employees and clients and comply with data protection and privacy regulations; •our expectations regarding new product offerings, innovation solutions, partnerships and alliance programs and our ability to develop and maintain strategic partnerships; •our ability to expand internationally and the risks associated with global operations; •the continuing impact of the July 2025 Settlement Agreement, among us, our President, Chief Executive Officer and Chairman of the Board, Mr. Seth Ravin, and certain affiliates of Oracle Corporation relating to the Rimini II litigation and our Wind Down of support services for Oracle PeopleSoft software products; •our successful completion of the Wind Down by July 31, 2028 to comply with the Settlement Agreement and our expectations as to future period revenue loss and costs incurred related to the Wind Down; •the impact of macro-economic trends, including inflation and changes in foreign exchange rates, as well as general financial, economic, regulatory and political conditions affecting the industry in which we operate and the industries in which our clients operate; •our ability to generate significant capital through our operations or to raise additional capital necessary to fund and expand our operations and invest in new services and products; •our business plan and our ability to effectively secure and manage our growth and associated investments; •risks relating to retention rates, including our ability to accurately forecast retention rates; •risks relating to sales of our products and services to governmental entities; •our ability to protect our intellectual property; •our ability to maintain an effective system of internal control over financial reporting; •changes in laws or regulations, including tax laws or unfavorable outcomes of tax positions we take; 23 •tariff costs, including those imposed by the United States government and the potential for retaliatory trade measures by affected countries; •our ability to realize benefits from our net operating losses; •any negative impact of environmental, social and governance (“ESG”) matters on our reputation or business and the exposure of our business to additional costs or risks from our reporting on such matters; •the impact of the debt service obligations and financial and operational covenants under our amended and restated credit agreement dated as of April 30, 2024, as amended (our “Credit Facility”) on our business and related interest rate risk; •our need and ability to raise equity or debt financing on favorable terms; •our ability to generate cash flows from operations to help fund increased investment in our growth initiatives and the sufficiency of our cash and cash equivalents to meet our liquidity requirements; •the volatility of our stock price; •the amount and timing of repurchases, if any, under our stock repurchase program and our ability to enhance stockholder value through such program or any other actions to provide value to stockholders; •our ability to maintain our good standing with the United States government and international governments and capture new contracts with governmental entities/agencies; •the occurrence of catastrophic events, including terrorism and geopolitical actions that may disrupt our business or that of our current and prospective clients; •future acquisitions of, or investments in, complementary companies, products, subscriptions or technologies; •the expected impact of reductions in our workforce during the last and current fiscal year; and •other risks and uncertainties, including those discussed under “Risk Factors” in Part II, Item 1A of this Report. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those referred to under “Risk Factors” in Part II, Item 1A of this Report. Moreover, we operate in very competitive and rapidly changing markets in which new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Report may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable when made, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. The forward-looking statements in this Report are made as of the date of the filing, and except as required by law, we disclaim and do not undertake any obligation to update or revise publicly any forward-looking statements in this Report. You should read this Report and the documents that we reference in this Report and have filed with the United States Securities and Exchange Commission (the “SEC”) as exhibits with the understanding that our actual future results, levels of activity and performance, as well as other events and circumstances, may be materially different from what we expect. Overview The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the Unaudited Condensed Consolidated Financial Statements and the related notes to those statements included in Part I, Item 1 of this Report, and our Audited Consolidated Financial Statements for the year ended December 31, 2025, included in Part II, Item 8 of our 2025 Form 10-K. Certain figures, such as interest rates and other percentages included in this section have been rounded for ease of presentation. Percentage figures included in this section have not in all cases been calculated based on such rounded figures but on the basis of such amounts prior to rounding. For this reason, percentage amounts in this section may vary slightly from those obtained by performing the same calculations using the figures in our Unaudited Condensed Consolidated Financial Statements or in the associated text. Certain other amounts that appear in this section may similarly not sum due to rounding. Rimini Street, Inc. was formed in the State of Nevada in 2005 and, through a merger in 2017 with a public company, became Rimini Street, Inc., a Delaware corporation, trading on the Nasdaq Global Market under the ticker symbol “RMNI.” 24 Rimini Street, Inc. and its subsidiaries (referred to as “Rimini Street”, the “Company”, “we” and “us”) are global providers of end-to-end third-party enterprise software support, managed services and Agentic AI ERP innovation solutions. Our mission is to enable our clients to better control their IT roadmap by offering a comprehensive portfolio of unified software support services and related ERP solutions – designed to be funded within existing budgets – to accelerate the vision of Transformation without Disruption,™ empowering clients to put technology to work to produce more efficient business outcomes to provide a competitive advantage and facilitate growth. We founded Rimini Street to disrupt and redefine the enterprise software support market by developing and delivering new solutions that filled an unmet need in the enterprise software market: an alternative to software vendor support. We became and remain the leading independent software support provider for enterprise software based on both the number of active clients supported and recognition by industry analyst firms. As our reputation for technical capability, value, ingenuity, responsiveness and reliability has grown over the past twenty years, clients and prospects have asked us to expand the scope of our support, product and service offerings to meet other current and evolving needs and opportunities related to their enterprise software. As a result, we began expanding our solutions portfolio (our “Solutions Portfolio”) to provide a wider array of support for enterprise software – including an expanded list of supported software through our Rimini Custom program; managed services for Workday®, Dayforce® and ServiceNow®; and new solutions for security, interoperability, observability and consulting. We believe that our current and prospective clients often seek to reduce the number of IT vendors to allow more manageable governance, with a desire to select vendors who can provide a wider scope of IT services and become true trusted partners. We also understand that clients and client prospects increasingly face shrinking IT budgets, driving a further need to obtain efficiencies and savings across their entire enterprise software landscape while meeting expectations of continued new innovation to remain competitive in their respective industries – doing more with less. To address these evolving needs and to service what we believe is a significantly expanded addressable market opportunity, we have developed a proprietary operating model for enterprise software, the Rimini Smart Path. The Rimini Smart Path methodology applies a portfolio of solutions to transform how businesses support and optimize their software portfolio so they can innovate with new technologies, such as agentic artificial intelligence (AI). It has three steps: Support > Optimize > Innovate. We believe that by following the Rimini Smart Path, IT and business leaders can transform how they support and optimize their enterprise software portfolio to maximize return on their software investments, save on software support costs and improve operational performance. In our experience, these measures unlock the ability to innovate within existing IT budgets, including by investing in AI solutions such as Rimini Agentic UX™, which was initially launched in December 2025 in partnership with ServiceNow® as an intelligent user experience layer powered by AI and deployed across existing enterprise software systems for process automation, AI-enabled productivity and enterprise visibility. For more details about the Rimini Smart Path, please see Item 1 “Business” included in Part I of our 2025 Form 10-K. As of June 30, 2026, we employed over 1,980 professionals and supported 3,132 active clients globally, including 78 Fortune 500 companies and 20 Fortune Global 100 companies across a broad range of industries. We define an active client as a distinct entity, such as a company, an educational or government institution, or a business unit of a company that purchases our services to support a specific product. For example, we count as two separate active clients instances where we provide support for two different products to the same entity. Our subscription-based revenue provides a foundation for, and visibility into, future period results. For the three months ended June 30, 2026 and 2025, we generated revenue of $111.1 million and $104.1 million, respectively, representing an increase of 7%. During the three months ended June 30, 2026, we recorded net income of $2.4 million, and as of June 30, 2026, we had an accumulated deficit of $197.6 million. Approximately 44% and 47% of our revenue was generated in the United States for the three months ended June 30, 2026 and 2025, respectively. Approximately 56% and 53% of our revenue was generated in foreign jurisdictions for the three months ended June 30, 2026 and 2025, respectively. In July 2024, we announced that we would Wind Down services for Oracle PeopleSoft products and began the Wind Down project. The Wind Down includes, but is not limited to, our Rimini Support™, Rimini Manage™ and Rimini Consult™ services for Oracle PeopleSoft products. 25 On July 7, 2025, we and Mr. Ravin entered into a Settlement Agreement with Oracle Corporation relating to the Rimini II litigation. Under the terms of this agreement, we are required to complete the Wind Down no later than July 31, 2028 (the “Wind Down Period”). As we provide services for Oracle PeopleSoft products to clients globally, the Wind Down process is expected to take place over the Wind Down Period, but both the pace of revenue reduction and the final date that the Company will receive revenue from the discontinued services is unknown as of the date of this Report. We expect significant reductions in revenue related to services for Oracle PeopleSoft products over the course of the Wind Down Period. Revenue related to providing services for Oracle PeopleSoft products accounted for approximately 3% and 6% of revenue for the six months ended June 30, 2026 and 2025, respectively. Since our inception, we have financed our operations through cash collected from clients and net proceeds from equity financings and borrowings. Global Economic Uncertainty We have experienced some clients not renewing our services due to the adverse impact on their businesses from current global economic uncertainty, as well as by the economic disruption continuing to be caused by current military conflicts, and recent political and trade turmoil between the U.S. and other countries, amongst other geopolitical challenges. While we do not physically operate in some of these countries where conflict is occurring, we do have operations in Israel. These global events, together with inflationary pressures, have negatively impacted the global economy. Uncertainty regarding changes continuing to be made in laws and regulations by the current U.S. administration, changing interest rates, along with uncertainty about U.S. trade policies, particularly when pertaining to treaties, tariffs and other limitations on international trade, are causing economic and geopolitical uncertainty. Despite these macroeconomic and geopolitical pressures, we expect to continue to be able to market, sell and provide our current and future products and services to clients in non-sanctioned countries globally. We also expect to continue investing in the development and improvement of new and existing products and services to address client needs. Further, although our operations are influenced by general economic conditions, we do not believe the impacts of the economic disruptions described above had a significant net impact on our revenue or results of operations during the three and six months ended June 30, 2026. The extent to which inflation, interest rate changes and continuing global economic and geopolitical uncertainty will impact our business going forward, however, will depend on numerous evolving factors we cannot reliably predict and that are beyond our control, including continued governmental and business actions in response to increasing global economic and geopolitical uncertainty. As such, the effects of inflation, interest rate changes and other negative impacts on the global economy may not be fully reflected in our financial results until future periods. Refer to “Risk Factors” (Part II, Item 1A of this Report) for a discussion of these factors and other risks. Key Business Metrics Number of clients Since the founding of our Company, we have made the expansion of our client base a priority. We believe that our ability to expand our client base is an indicator of the growth of our business, the success of our sales and marketing activities, and the value that our services bring to our clients. We define an active client as a distinct entity, such as a company, an educational or government institution, or a business unit of a company that purchases our services to support a specific product. For example, we count as two separate active clients when support for two different products is being provided to the same entity. As of June 30, 2026 and 2025, we had 3,132 and 3,060 active clients, respectively. We define a unique client as a distinct entity, such as a company, an educational or government institution or a subsidiary, division or business unit of a company that purchases one or more of our products or services. We count as two separate unique clients when two separate subsidiaries, divisions or business units of an entity purchase our products or services. As of June 30, 2026 and 2025, we had 1,569 and 1,553 unique clients, respectively. The increase in both our active and unique client counts is attributable to a combination of new unique client wins as well as to cross-sales of new support, products and services to existing clients. As noted previously, we intend to focus future growth on both new and existing clients who more broadly adopt our enterprise software products and services. Annualized recurring revenue We recognize subscription revenue on a daily basis. We define annualized recurring revenue as the amount of subscription revenue recognized during a quarter and multiplied by four. This gives us an indication of the revenue that can be 26 earned in the following 12-month period from our existing client base, assuming no cancellations or price changes occur during that period. Subscription revenue, which excludes any non-recurring revenue, was $103 million, or 93% of total revenue, for the three months ended June 30, 2026 and $99 million, or 95% of total revenue for the three months ended June 30, 2025. Excluding subscription revenue from support for Oracle PeopleSoft products, our subscription revenue was $100 million and $93 million for the three months ended June 30, 2026 and 2025, respectively. Our annualized recurring revenue was $413 million and $394 million as of June 30, 2026 and 2025, respectively. Excluding subscription revenue from support for Oracle PeopleSoft products, our annualized subscription revenue was $401 million and $371 million as of June 30, 2026 and 2025, respectively. Revenue retention rate A key part of our business model is the recurring nature of our revenue. As a result, it is important that we retain clients after the completion of the non-cancellable portion of the support period. We believe that our revenue retention rate provides insight into the quality of our products and services and the value that our products and services provide to our clients. We define revenue retention rate as the actual subscription revenue (dollar-based) recognized in a 12-month period from clients that existed on the day prior to the start of the 12-month period divided by our annualized recurring revenue as of the day prior to the start of the 12-month period. Our revenue retention rate was 90% and 90% for the 12 months ended June 30, 2026 and 2025, respectively. Gross profit margin We derive revenue through the provision of our enterprise software products and services. All the costs incurred in providing these products and services are recognized as part of the cost of revenue. The cost of revenue includes all direct product line expenses, as well as the expenses incurred by our shared services organization which supports all product lines. We define gross profit as the difference between revenue and the costs incurred in providing the software products and services. Gross profit margin is the ratio of gross profit divided by revenue. Our gross profit margin was approximately 60.9% and 60.4% for the three months ended June 30, 2026 and 2025, respectively. 27 Results of Operations Comparison of Three Months Ended June 30, 2026 and 2025 Our consolidated statements of operations for the three months ended June 30, 2026 and 2025, are presented below (in thousands): Three Months Ended June 30, Variance 2026 2025 Amount Percent Revenue $ 111,075 $ 104,114 $ 6,961 6.7% Cost of revenue: Employee compensation and benefits 25,081 25,574 (493) (1.9)% Engineering consulting costs 7,950 6,609 1,341 20.3% Administrative allocations (1) 4,897 4,273 624 14.6% All other costs 5,450 4,805 645 13.4% Total cost of revenue 43,378 41,261 2,117 5.1% Gross profit 67,697 62,853 4,844 7.7% Gross profit margin 60.9 % 60.4 % Operating expenses: Sales and marketing 42,743 38,020 4,723 12.4% General and administrative 17,301 16,845 456 2.7% Research and development 1,114 — 1,114 N/A Reorganization costs 166 722 (556) (77.0)% Litigation costs and related recoveries, net — (33,932) 33,932 (100.0)% Total operating expenses 61,324 21,655 39,669 183.2% Operating income 6,373 41,198 (34,825) (84.5)% Non-operating income and (expenses): Interest expense (1,130) (1,629) 499 (30.6)% Other income (expenses), net (284) 1,232 (1,516) (123.1)% Income before income taxes 4,959 40,801 (35,842) (87.8)% Income taxes (2,561) (10,543) 7,982 (75.7)% Net income $ 2,398 $ 30,258 $ (27,860) (92.1)% (1)Includes the portion of costs for IT, security services and facilities costs that are allocated to cost of revenue. In our Unaudited Condensed Consolidated Financial Statements, the total of such costs is allocated between cost of revenue, sales and marketing, and general and administrative expenses, based primarily on relative headcount, except for facilities, which is based on occupancy. Revenue. Revenue grew from $104.1 million for the three months ended June 30, 2025 to $111.1 million for the three months ended June 30, 2026, an increase of $7.0 million or 7%. The increase in revenue was driven primarily by growth in our subscription revenue of $4.7 million for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. Excluding revenue for Oracle’s PeopleSoft software products, adjusted revenue increased by 10% for the three months ended June 30, 2026. On a geographic basis, United States revenue declined from $49.2 million for the three months ended June 30, 2025 to $48.4 million for the three months ended June 30, 2026, a decrease of $0.8 million or 2%. Excluding revenue for Oracle’s PeopleSoft software products, U.S. revenue increased 3%. Our international revenue grew from $55.0 million for the three months ended June 30, 2025 to $62.7 million for the three months ended June 30, 2026, an increase of $7.8 million or 14%. Excluding revenue for Oracle’s PeopleSoft software products, international revenue increased 16%. Presented below is a reconciliation of actual reported revenue to adjusted revenue, which excludes PeopleSoft revenue (in thousands): 28 Three Months Ended Three Months Ended June 30, 2026 June 30, 2025 As Reported Less PeopleSoft Adjusted Revenue As Reported Less PeopleSoft Adjusted Revenue Reported Variance Adjusted Variance U.S. $ 48,361 $ 2,056 $ 46,305 $ 49,163 $ 4,269 $ 44,894 (2)% 3% International 62,714 1,004 61,710 54,951 1,660 53,291 14% 16% Total $ 111,075 $ 3,060 $ 108,015 $ 104,114 $ 5,929 $ 98,185 7% 10% We are required to complete our previously-announced Wind Down of support and services for Oracle PeopleSoft products no later than July 31, 2028. The percentage of revenue derived from support and services the Company provides solely for Oracle PeopleSoft products was approximately 3% and 6% of the Company’s total revenue for the three months ended June 30, 2026 and 2025, respectively. Cost of revenue. Cost of revenue increased from $41.3 million for the three months ended June 30, 2025 to $43.4 million for the three months ended June 30, 2026, an increase of $2.1 million or 5%. The key drivers related to the cost of revenue increase were a $1.3 million increase in engineering consulting costs, a $0.6 million increase in administrative allocations and a $0.6 million increase in all other costs. These items were slightly offset by a decrease in employee compensation and benefits of $0.5 million. Gross profit. Gross profit grew from $62.9 million for the three months ended June 30, 2025 to $67.7 million for the three months ended June 30, 2026, an increase of $4.8 million or 8%. Gross profit margin for the three months ended June 30, 2025 was 60.4% compared to 60.9% for the three months ended June 30, 2026. For the three months ended June 30, 2026, the total cost of revenue increased by 5% compared to an increase in revenue of 7% for the three months ended June 30, 2026. As a result, our gross profit margin improved by 50 basis points period over period. We will continue to monitor and manage our overall gross margin as we enter and invest in a broader mix of products and services. Sales and marketing expenses. As a percentage of our revenue, sales and marketing expenses were 38% and 37% for the three months ended June 30, 2026 and 2025, respectively. In dollar terms, sales and marketing expenses increased from $38.0 million for the three months ended June 30, 2025 to $42.7 million for the three months ended June 30, 2026, an increase of $4.7 million or 12%. This increase was primarily due to the following: (i) a $1.8 million increase in employee compensation and benefits, (ii) a $1.1 million increase in travel costs, (iii) a $1.1 million increase related to marketing programs and promotions and (iv) a $0.9 million increase in allocated costs. We will continue to seek additional revenue by selectively investing in resources and marketing programs that we believe will be scalable and help drive future revenue growth. We expect to incur higher sales and marketing expenses associated with supporting the growth of our business as we continue to bring to market our new solutions and partnerships. General and administrative expenses. General and administrative expenses increased from $16.8 million for the three months ended June 30, 2025 to $17.3 million for the three months ended June 30, 2026, an increase of $0.5 million or 3%. This increase was generally due to the following: (i) an increase in employee compensation and benefits of $0.3 million, (ii) an increase in computer and software licenses of $0.6 million, (iii) an increase in professional services of $0.3 million and (iv) an increase of other costs of approximately $1.0 million. The unfavorable variances were offset primarily by an increased benefit of administrative allocation expenses of $1.6 million. Research and development expenses. In 2026, we made a strategic decision to utilize key personnel and resources to focus on research and development in regard to existing products as well as to develop new products for our technology solutions. Our primary development strategy is to incorporate Agentic AI solutions to extend the life cycle of existing highly customizable ERP systems by automating and organizing business processes for enhanced flexibility, scalability and integration. Research and development expenses were $1.1 million for the three months ended June 30, 2026. Reorganization costs. Reorganization costs decreased from $0.7 million for the three months ended June 30, 2025 to $0.2 million for the three months ended June 30, 2026. The costs were primarily related to severance costs associated with our reorganization plan. We may incur additional reorganization costs during the second half of 2026 as we continue to optimize our cost structure in areas where opportunities exist to streamline our operations. 29 Litigation costs and related recoveries, net. Litigation costs and related recoveries, net consist of the following (in thousands): Three Months Ended June 30, 2026 2025 Variance Litigation settlement $ — $ (36,196) $ 36,196 Professional fees and other costs of litigation — 2,264 (2,264) Litigation costs and related recoveries, net $ — $ (33,932) $ 33,932 On July 9, 2025, in accordance with the terms of the Settlement Agreement, we received from Oracle approximately $37.9 million of the $58.7 million in attorneys’ fees and costs that we previously paid to Oracle in late 2024. As a result, we recognized the loss recovery as litigation settlement income of $36.2 million and interest income of $1.7 million for the three months ended June 30, 2025. Professional fees and other costs associated with the above litigation decreased from $2.3 million for the three months ended June 30, 2025 to none for the three months ended June 30, 2026. Please refer to Note 8 to our Unaudited Condensed Consolidated Financial Statements, included in Part I, Item 1 of this Report, for additional information regarding our litigation with Oracle. Interest expense. Interest expense decreased from $1.6 million for the three months ended June 30, 2025 to $1.1 million for the three months ended June 30, 2026. Interest expense declined due to multiple reasons. First, we had no borrowings under the revolving line of credit during the three months ended June 30, 2026 compared to an average principal balance of $12.0 million during the three months ended June 30, 2025. As result, the interest expense incurred under the revolving line of credit declined $0.2 million during the three months ended June 30, 2026. Second, we made voluntary prepayments of $10.0 million, $5.0 million and $5.0 million on the outstanding term loan principal balance on June 25, 2026, March 30, 2026 and February 4, 2026, respectively. These payments resulted in a reduction of the outstanding average principal balance for the three months ended June 30, 2026 compared to the three months ended June 30, 2025, which helped to reduce the interest expense by $0.3 million. Other income (expenses), net. Other income (expenses), net is primarily comprised of interest income, foreign exchange gains and losses, and other non-operating income and expenses. For the three months ended June 30, 2026, net other expense of approximately $0.3 million was comprised of foreign exchange losses of $1.1 million and other expenses of $0.1 million, which were offset by interest income from cash and cash equivalents of $0.9 million. For the three months ended June 30, 2025, net other income of approximately $1.2 million was comprised primarily of interest income from cash and cash equivalents of $2.6 million, which was offset by foreign exchange losses of $1.2 million and other expenses of $0.1 million. Income taxes. We had an income tax expense of $10.5 million for the three months ended June 30, 2025 compared to $2.6 million for the three months ended June 30, 2026. For the three months ended June 30, 2026, the primary reason for the change in income taxes was due to a decrease of income before taxes of $35.8 million in the current year period compared to the prior year period. 30 Comparison of Six Months Ended June 30, 2026 and 2025 Our consolidated statements of operations for the six months ended June 30, 2026 and 2025, are presented below (in thousands): Six Months Ended June 30, Variance 2026 2025 Amount Percent Revenue $ 216,548 $ 208,318 $ 8,230 4.0% Cost of revenue: Employee compensation and benefits 50,955 51,139 (184) (0.4)% Engineering consulting costs 15,547 12,754 2,793 21.9% Administrative allocations (1) 10,060 8,535 1,525 17.9% All other costs 10,024 9,503 521 5.5% Total cost of revenue 86,586 81,931 4,655 5.7% Gross profit 129,962 126,387 3,575 2.8% Gross profit margin 60.0 % 60.7 % Operating expenses: Sales and marketing 81,379 72,275 9,104 12.6% General and administrative 35,151 34,376 775 2.3% Research and development 1,685 — 1,685 N/A Reorganization costs 573 1,184 (611) (51.6)% Litigation costs and related recoveries, net — (32,007) 32,007 (100.0)% Total operating expenses 118,788 75,828 42,960 56.7% Operating income 11,174 50,559 (39,385) (77.9)% Non-operating income and (expenses): Interest expense (2,381) (3,304) 923 (27.9)% Other income (expenses), net (1,524) 1,155 (2,679) (231.9)% Income before income taxes 7,269 48,410 (41,141) (85.0)% Income taxes (3,510) (14,802) 11,292 (76.3)% Net income $ 3,759 $ 33,608 $ (29,849) (88.8)% (1)Includes the portion of costs for IT, security services and facilities costs that are allocated to cost of revenue. In our Unaudited Condensed Consolidated Financial Statements, the total of such costs is allocated between cost of revenue, sales and marketing, and general and administrative expenses, based primarily on relative headcount, except for facilities, which is based on occupancy. Revenue. Revenue grew from $208.3 million for the six months ended June 30, 2025 to $216.5 million for the six months ended June 30, 2026, an increase of $8.2 million or 4%. The increase in revenue was driven primarily by growth in our subscription revenue of $5.9 million for the six months ended June 30, 2026 compared to the six months ended June 30, 2025. Excluding revenue for Oracle’s PeopleSoft software products, adjusted revenue increased by 8% for the six months ended June 30, 2026. On a geographic basis, United States revenue declined from $99.3 million for the six months ended June 30, 2025 to $95.3 million for the six months ended June 30, 2026, a decrease of $4.0 million or 4%. Excluding revenue for Oracle’s PeopleSoft software products, U.S. revenue increased by 1% for the six months ended June 30, 2026. Our international revenue grew from $109.1 million for the six months ended June 30, 2025 to $121.3 million for the six months ended June 30, 2026, an increase of $12.2 million or 11%. Excluding revenue for Oracle’s PeopleSoft software products, international revenue increased by 13% for the six months ended June 30, 2026. Presented below is a reconciliation of actual reported revenue to adjusted revenue, which excludes PeopleSoft revenue (in thousands): 31 Six Months Ended Six Months Ended June 30, 2026 June 30, 2025 As Reported Less PeopleSoft Adjusted Revenue As Reported Less PeopleSoft Adjusted Revenue Reported Variance Adjusted Variance U.S. $ 95,253 $ 4,281 $ 90,972 $ 99,258 $ 9,541 $ 89,717 (4)% 1% International 121,295 2,014 119,281 109,060 3,364 105,696 11% 13% Total $ 216,548 $ 6,295 $ 210,253 $ 208,318 $ 12,905 $ 195,413 4% 8% We are required to complete our previously-announced Wind Down of support and services for Oracle PeopleSoft products no later than July 31, 2028. The percentage of revenue derived from support and services the Company provides solely for Oracle PeopleSoft products was approximately 3% and 6% of the Company’s total revenue for the six months ended June 30, 2026 and 2025, respectively. Cost of revenue. Cost of revenue increased from $81.9 million for the six months ended June 30, 2025 to $86.6 million for the six months ended June 30, 2026, an increase of $4.7 million or 6%. The key drivers related to the cost of revenue increase were a $2.8 million increase in engineering consulting costs, a $1.5 million increase in administrative allocations, and a $0.5 million increase in all other costs. These unfavorable variances were slightly offset by a decrease in employee compensation and benefits of $0.2 million. Gross profit. Gross profit increased from $126.4 million for the six months ended June 30, 2025 to $130.0 million for the six months ended June 30, 2026, an increase of $3.6 million or 3%. Gross profit margin for the six months ended June 30, 2025 was 60.7% compared to 60.0% for the six months ended June 30, 2026. For the six months ended June 30, 2026, the total cost of revenue increased by 6% compared to an increase in revenue of 4% for the six months ended June 30, 2026. As a result, our gross profit margin declined by 70 basis points period over period. We will continue to monitor and manage our overall gross margin as we enter and invest in a broader mix of products and services. Sales and marketing expenses. As a percentage of our revenue, sales and marketing expenses were 38% and 35% for the six months ended June 30, 2026 and 2025, respectively. In dollar terms, sales and marketing expenses increased from $72.3 million for the six months ended June 30, 2025 to $81.4 million for the six months ended June 30, 2026, an increase of $9.1 million or 13%. This increase was primarily due to the following; (i) a $3.3 million increase in employee compensation and benefits, (ii) a $2.4 million increase related to marketing programs and promotions, (iii) a $1.9 million increase in allocated costs and (iv) a $1.4 million increase in travel costs. We will continue to seek additional revenue by selectively investing in resources and marketing programs that we believe will be scalable and help drive future revenue growth. We expect to incur higher sales and marketing expenses associated with supporting the growth of our business as we continue to bring to market our new solutions and partnerships. General and administrative expenses. General and administrative expenses increased from $34.4 million for the six months ended June 30, 2025 to $35.2 million for the six months ended June 30, 2026, an increase of $0.8 million or 2%. This increase was due to the following; (i) an increase in employee compensation and benefits of $1.9 million, (ii) an increase in computer and software licenses of $1.2 million and (iii) an increase of other expenses totaling $1.1 million. These unfavorable variances were offset primarily by an increased benefit of administrative allocation expenses of $3.5 million. Research and development expenses. In 2026, we made a strategic decision to utilize key personnel and resources to focus on research and development in regard to existing products as well as to develop new products for our technology solutions. Our primary development strategy is to incorporate Agentic AI solutions to extend the life cycle of existing highly customizable ERP systems by automating and organizing business processes for enhanced flexibility, scalability and integration. Research and development expenses were $1.7 million for the six months ended June 30, 2026. Reorganization costs. Reorganization costs decreased from $1.2 million for the six months ended June 30, 2025 to $0.6 million for the six months ended June 30, 2026. The costs were primarily related to severance costs associated with our reorganization plan. We may incur additional reorganization costs during the second half of 2026 as we continue to optimize our cost structure in areas where opportunities exist to streamline our operations. 32 Litigation costs and related recoveries, net. Litigation costs and related recoveries, net consist of the following (in thousands): Six Months Ended June 30, 2026 2025 Variance Litigation settlement $ — $ (36,196) $ 36,196 Professional fees and other costs of litigation — 4,189 (4,189) Litigation costs and related recoveries, net $ — $ (32,007) $ 32,007 On July 9, 2025, in accordance with the terms of the Settlement Agreement, we received from Oracle approximately $37.9 million of the $58.7 million in attorneys’ fees and costs that we previously paid to Oracle in late 2024. As a result, we recognized the loss recovery as litigation settlement income of $36.2 million and interest income of $1.7 million for the six months ended June 30, 2025. Professional fees and other costs associated with the above litigation decreased from $4.2 million for the six months ended June 30, 2025 to none for the six months ended June 30, 2026. Please refer to Note 8 to our Unaudited Condensed Consolidated Financial Statements, included in Part I, Item 1 of this Report, for additional information regarding our litigation with Oracle. Interest expense. Interest expense decreased from $3.3 million for the six months ended June 30, 2025 to $2.4 million for the six months ended June 30, 2026. Interest expense declined due to multiple reasons. First, we had no borrowings under the revolving line of credit during the six months ended June 30, 2026 compared to an average principal balance of $13.5 million during the six months ended June 30, 2025. As result, the interest expense incurred under the revolving line of credit declined $0.5 million during the six months ended June 30, 2026. Second, we made voluntary prepayments of $10.0 million, $5.0 million and $5.0 million on June 25, 2026, March 30, 2026 and February 4, 2026, respectively, on the outstanding term loan principal balance. These payments resulted in a reduction of the outstanding average principal balance for the six months ended June 30, 2026 compared to the six months ended June 30, 2025, which helped to reduce the interest expense by $0.5 million. Other income (expenses), net. Other income (expenses), net is primarily comprised of interest income, foreign exchange gains and losses, and other non-operating income and expenses. For the six months ended June 30, 2026, net other expense of approximately $1.5 million was comprised of foreign exchange losses of $2.8 million and other expenses of $0.2 million, which were offset by interest income from cash and cash equivalents of $1.5 million. For the six months ended June 30, 2025, net other income of approximately $1.2 million was comprised primarily of interest income of $3.2 million, which included $1.7 million related to interest income comprising a portion of the total $37.9 million of attorneys’ fees and costs remitted by Oracle to us as well as interest income earned from cash and cash equivalents. The interest income was offset, in part, by foreign exchange losses of $1.8 million and other expenses of $0.2 million for the six months ended June 30, 2025. Income taxes. We recorded an income tax expense of $14.8 million for the six months ended June 30, 2025 compared to $3.5 million for the six months ended June 30, 2026. For the six months ended June 30, 2026, the primary reason for the change in income taxes was due to a decrease of income before taxes of $41.1 million in the current year period compared to the prior year period. 33 Liquidity and Capital Resources Overview As of June 30, 2026, our primary source of cash is collections from client billings. Other customary sources of cash have historically included proceeds from interest income earned on cash and cash equivalents and short-term investments, sales and maturities of short-term investments and proceeds from our Credit Facility. Our primary uses of cash are general business expenses, capital expenditures and repayments of borrowings on our Credit Facility. Other customary uses of cash have included purchases of short-term investments and our stock repurchase program, from time to time. As of June 30, 2026, we had a working capital deficit of $50.0 million and an accumulated deficit of $197.6 million. For the three months ended June 30, 2026, we recorded net income of $2.4 million. As of June 30, 2026, we had available cash and cash equivalents of $123.4 million. Credit Facility In April 2024, we refinanced our $90 million five-year term loan, which had an outstanding principal balance of $70.9 million, with our Credit Facility, a five-year senior secured credit facility consisting of a $75.0 million term loan and a $35.0 million revolving line of credit. As of June 30, 2026, we had outstanding term loan borrowings of $48.4 million and no borrowings on the revolving line of credit under our Credit Facility. During the six months ended June 30, 2026, we made aggregate principal payments of $20.9 million. Our next scheduled principal payment of $48.4 million is not due until April 30, 2029, though we will continue to evaluate whether any additional principal prepayments will be made prior to that date. We have a choice of interest rates under the Credit Facility between (a) SOFR and (b) Base Rate, in each case plus an applicable margin. The applicable margin is based on our Consolidated Total Leverage Ratio (as defined in the Credit Facility) and whether we elect SOFR (ranging from 2.75% to 3.50%) or a Base Rate (ranging from 1.75% to 2.5%). Interest on the unused portion of the revolving credit line is at rates of between 25 to 40 basis points, depending on our Consolidated Total Leverage Ratio. The Credit Facility contains certain financial covenants, including a minimum fixed charge coverage ratio greater than 1.25, a total leverage ratio less than 3.75, and a minimum liquidity balance of at least $20.0 million in U.S. cash. We believe that we are in compliance with these financial covenants for the three months ended June 30, 2026. Please refer to Note 5 to the Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Report for information regarding our Credit Facility, including the first amendment dated March 27, 2026 thereto. A key component of our business model requires that substantially all clients prepay us annually for the services we will provide over the following year or longer. As a result, we typically collect cash from our clients in advance of when the related service costs are incurred, which resulted in deferred revenue of $243.1 million that is included in current liabilities as of June 30, 2026. Therefore, we believe that working capital deficit is not as meaningful in evaluating our liquidity since the costs of fulfilling our commitments to provide services to clients are currently limited to approximately 39% of the related deferred revenue based on our gross profit percentage of 61% for the three months ended June 30, 2026. For the next year, assuming that our operations are not significantly impacted by inflation, continued interest rate changes, other global economic or geopolitical uncertainties, or the litigation matters as disclosed in Note 8 to our Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Report, we believe that cash and cash equivalents of $123.4 million as of June 30, 2026, plus future cash flows from operating activities and our Credit Facility, will be sufficient to meet our anticipated cash needs including working capital requirements, planned capital expenditures and our contractual obligations. Our future capital requirements depend on many factors, including client growth, number of employees, expansion of sales and marketing activities, research and development efforts, and the introduction of new and enhanced services offerings. We may also enter into arrangements to acquire or invest in complementary businesses, services, technologies, or intellectual property rights in the future. In the long term, we may choose to seek additional debt or equity financing to support these capital requirements. In an economic downturn, however, we may be unable to raise capital through debt or equity financings on terms acceptable to us or at all. Covenants in our Credit Facility could also have consequences on our operations, including restricting or delaying our ability to obtain additional financing, potentially limiting our ability to adjust to rapidly changing market conditions or respond to business opportunities. Additionally, in challenging and uncertain economic environments, we cannot 34 predict when macroeconomic uncertainty may arise, whether or when such circumstances may improve or worsen or what impact such circumstances could have on our business and our liquidity requirements. Cash Flows Summary Presented below is a summary of our operating, investing and financing cash flows (in thousands): Six Months Ended June 30, 2026 2025 Net cash provided by (used in): Operating activities $ 22,876 $ 15,937 Investing activities (1,378) (2,661) Financing activities (20,427) (7,057) Effect of foreign currency on cash 2,396 7,046 Net change in cash, cash equivalents and restricted cash $ 3,467 $ 13,265 Cash Flows From Operating Activities Our primary source of operating cash is collections from client billings. A key component of our business model generally requires that customers prepay us annually for the services we will provide over the following year or longer. As a result, we collect cash in advance of the date when the vast majority of the related services are provided. Our primary uses of operating cash are for employee-related expenditures, outsourced labor, marketing activities, computer supplies, software and licenses, litigation and leased facilities. For the six months ended June 30, 2026 and June 30, 2025, cash flow provided by operating activities amounted to $22.9 million and $15.9 million, respectively. For the six months ended June 30, 2026, cash flows provided by operating activities of $22.9 million consisted of net income of $3.8 million adjusted for non-cash expenses, net of $8.7 million, and favorable changes in operating assets and liabilities, net of $10.4 million. The favorable changes in operating assets and liabilities were driven primarily by a decrease in accounts receivable as we collected $242.5 million during the six months ended June 30, 2026, which was offset by billings, net of $196.1 million during the same period. Offsetting this favorable change was a decrease in deferred revenue as we recognized $20.4 million more in revenue than we billed, and a decrease in accrued compensation as we paid bonuses and commissions from the prior year. For the six months ended June 30, 2025, cash flows provided by operating activities of $15.9 million consisted of net income of $33.6 million adjusted for non-cash expenses, net of $20.7 million, and unfavorable changes in operating assets and liabilities, net of $38.4 million. The unfavorable changes in operating assets and liabilities were primarily driven by a decrease in accounts receivable as we collected $218.4 million during the six months ended June 30, 2025, which was offset by billings, net of $190.1 million during the same period. Offsetting this favorable change was a decrease in deferred revenue as we recognized $18.3 million more in revenue than we billed during the six months ended June 30, 2025. Cash Flows From Investing Activities For the six months ended June 30, 2026, cash flows used in investing activities of $1.4 million were driven by capital expenditures for computer equipment and software as we continued to invest in our business infrastructure and geographic locations, primarily in the U.S. and India. For the six months ended June 30, 2025, cash flows used in investing activities of $2.7 million were primarily driven by capital expenditures for leasehold improvements, software development costs, and computer equipment, primarily in Brazil, Korea and the U.S. Cash Flows From Financing Activities For the six months ended June 30, 2026, cash utilized in financing activities of $20.4 million was primarily attributable to principal payments of $20.9 million related to the Credit Facility term loan which were offset, in part, by proceeds from stock option exercises. 35 For the six months ended June 30, 2025, cash utilized in financing activities of $7.1 million was attributable to principal payments related to the Credit Facility revolving line of credit and term loan, and finance lease payments which were offset, in part, by proceeds from stock option exercises. Effect of Foreign Currency Translation and Foreign Subsidiaries The effect of foreign currency translation changes was favorable for $2.4 million and $7.0 million for the six months ended June 30, 2026 and 2025, respectively. For the six months ended June 30, 2026, the favorable foreign currency impact was related to our foreign subsidiaries’ local currencies. As of June 30, 2026, we had cash and cash equivalents of $29.4 million held by our foreign subsidiaries. Our foreign subsidiaries and branches are dependent on our U.S.-based parent for continued funding. We currently do not intend to repatriate any amounts that have been invested overseas back to the U.S.-based parent. However, we may still be liable for withholding taxes, state taxes, or other income taxes that might be incurred upon the repatriation of foreign earnings. We have not made any provision for additional income taxes on undistributed earnings of our foreign subsidiaries. Critical Accounting Estimates Our management’s discussion and analysis of financial condition and results of operations is based on our Unaudited Condensed Consolidated Financial Statements, which have been prepared in accordance with U.S. GAAP. The preparation of these Consolidated Financial Statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements, as well as the reported revenue and expenses during the reporting periods. These items are monitored and analyzed for changes in facts and circumstances, and material changes in these estimates could occur in the future. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Changes in estimates are reflected in reported results for the period in which they become known. Actual results may differ from these estimates under different assumptions or conditions. We describe our significant accounting policies in Note 2 to our Consolidated Financial Statements for the year ended December 31, 2025, included in Part II, Item 8 of our 2025 Form 10-K, and we discuss our critical accounting policies and estimates in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section included in Part II, Item 7 of our 2025 Form 10-K. Since the filing of our 2025 Form 10-K, there have been no material changes in our critical accounting policies and estimates from those disclosed therein. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that are adopted by us as of the specified effective date. For additional information on recently issued accounting standards and our plans for adoption of those standards, please refer to the section titled Recent Accounting Pronouncements under Note 2 to our Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Report.