kltr-20260630

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended June 30, 2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from ___________ to ____________

Commission File Number: 001-40644

Kaltura, Inc.

(Exact name of Registrant as specified in its Charter)


Delaware			20-8128326
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
860 Broadway 3rd Floor New York, New York			10003
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (646) 290-5445

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.0001 par value per share	KLTR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☒
Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares of the registrant’s common stock, par value $0.0001, outstanding as of August 3, 2026 was 152,551,223

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		Page
PART I	FINANCIAL INFORMATION
Item 1.	Consolidated Financial Statements (unaudited)
	Condensed Consolidated Balance Sheets as of June 30, 202 6 (unaudited) and December 31, 202 5 (audited)	4
	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 202 6 and 202 5 (unaudited)	6
	Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 202 6 and 202 5 (unaudited)	7
	Condensed Consolidated Statement of Stockholders’ Equity for the three and six months ended June 30, 202 6 and 202 5 (unaudited)	8
	Condensed Consolidated Statement of Cash Flows for the six months ended June 30, 202 6 and 202 5 (unaudited)	10
	Notes to Condensed Consolidated Interim Financial Statements (unaudited)	12
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	40
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	63
Item 4.	Controls and Procedures	62

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	64
Item 1A.	Risk Factors	64
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	65
Item 3.	Defaults Upon Senior Securities	65
Item 4.	Mine Safety Disclosures	65
Item 5.	Other Information	65
Item 6.	Exhibits	66
	Signatures	67

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FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “forecasts,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions or terminology. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements regarding our future results of operations and financial position, industry and business trends, projections of demand, growth prospects, product development, expected impact of strategic transactions, competitive pressure, cost savings, stock-based compensation, revenue recognition, business strategy, plans, market growth, the economic climate and its impact on us, and other financial and market matters.

The forward-looking statements in this Quarterly Report on Form 10-Q are only predictions. We have based these forward-looking statements largely on our current assumptions, expectations and projections about future events and financial trends that we believe may affect our business, financial condition, and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to the following:

•We may not be able to successfully assess or mitigate the current volatile economic climate and its direct and indirect impact on our business and operations, or to correctly predict the duration and depth of the current instability of the global economy and take the right or sufficient measures to address it;

•Political, economic, and military conditions in Israel could materially and adversely affect our business;

•Our dependency on existing customer demand and exposure to changes in demand by our customers, loss of one or more of our significant customers, or any other reduction in the amount of revenue we derive from any such customer makes it difficult to evaluate our current business and future prospects and may adversely affect our business, financial condition, results of operations and growth prospects;

•We have a history of losses and may not be able to achieve or maintain profitability;

•Our future success depends on the growth and expansion of the markets for our offerings, which are constantly evolving and may develop more slowly or differently than we expect, and on our ability to adapt and respond effectively to evolving market conditions;

•If we are not able to keep pace with technological and competitive developments and develop or otherwise introduce new products and solutions and enhancements to our existing offerings, our offerings may become less marketable, less competitive or obsolete, and our business, financial condition and results of operations may be adversely affected;

•We may face risks associated with our use of certain artificial intelligence (“AI”) and machine learning models, including generative artificial intelligence (“generative AI” or “Gen AI” collectively with AI, the "AI Technologies"), as well as data-driven conversational AI-based avatars, and compliance with the evolving regulatory framework around AI development and use;

•If we do not maintain the interoperability of our offerings across devices, operating systems and third-party applications that we do not control, and if we are not able to maintain and expand our relationships with third-party technology partners to integrate our offerings with their products and solutions (and vice-versa), our business, financial condition and results of operations may be adversely affected;

•Part of our Application Programming Interfaces (APIs) and other components in our offerings are licensed to the public under an open-source license, which could negatively affect our ability to monetize our offerings and protect our intellectual property rights;

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•The markets in which we compete are nascent and highly fragmented, and we may not be able to compete successfully against current and future competitors, which could harm our business, financial condition and results of operations could be harmed;

•If we are unable to increase sales of our subscriptions to new customers, expand the offerings to which our existing customers subscribe or the value of their subscriptions, or have them renew their subscriptions in terms that are economically beneficial to us, our future revenue and results of operations would be adversely affected;

•Political, economic, and military conditions in Ukraine, Russia and other countries following the Russian invasion to Ukraine, geopolitical instability and hostilities in the Middle East and Gulf region and their possible impact on global trade and financial markets, or such and other conditions in other regions in which we operate, or changes in the business environment in those regions, could materially and adversely affect our business;

•We recognize a significant portion of revenue from subscriptions over the term of the relevant subscription period, and as a result, downturns or upturns in sales are not immediately reflected in full in our results of operations;

•Increased breaches of network or information technology security along with an increase in cyber-attack activities, increases the risk that we shall be subject to cybersecurity threats that could have an adverse effect on our business;

•Data privacy, data protection and digital resilience laws are rapidly evolving and present increasing compliance challenges. Additionally, if we or our third-party service providers experience a security breach, data loss or other compromise, including if unauthorized parties obtain access to our customers’ data, our reputation may be harmed, demand for our platform, products and solutions may be reduced, and we may incur significant liabilities;

•The EU Data Act increases compliance and financial uncertainty, and may impact our contractual, operational and pricing models, and our future forecasts, any of which could lower our revenue and adversely affect our business, financial condition and results of operation;

•If we fail to meet contractual commitments under our customer agreements, we could be obligated to provide credits for future service, face contract termination with refunds of prepaid amounts, be charged penalties, or could experience a decrease in customer renewals in future periods, any of which would lower our revenue and adversely affect our business, financial condition and results of operations;

•We rely on third parties, including third parties outside the United States, for some of our software development, quality assurance, operations, and customer support;

•We depend on our management team and other key employees, and the loss of one or more of these employees or an inability to attract and retain highly skilled employees could adversely affect our business;

•Failure to effectively develop and expand our marketing and sales capabilities or to maintain or expand our international business could harm our ability to increase our customer base and achieve broader market acceptance of our offerings;

•We expect our revenue mix to vary over time, which could negatively impact our gross margin and results of operations;

•Our international operations and expansion expose us to risk;

•A portion of our revenue is generated by sales to government entities, which subjects us to specific challenges and risks;

•If we are unable to consummate acquisitions at acceptable rate or prices or achieve our expected goals, to integrate prior acquisitions successfully, and to enter into other strategic transactions and relationships that support our long-term strategy, our growth rate and the trading price of our common stock could be negatively affected;

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•A real or perceived bug, defect, security vulnerability, error, or other performance failure involving our platform, products or solutions could cause us to lose revenue, damage our reputation, and expose us to liability;

•Failure to protect our proprietary technology, or to obtain, maintain, protect and enforce sufficiently broad intellectual property rights therein could substantially harm our business, financial condition and results of operations;

•Our failure to raise additional capital or generate the significant capital necessary to promote and expand our operations and invest in new offerings could reduce our ability to compete and could adversely affect our business; and

•Significant changes or developments in U.S. or international laws or policies, including with respect to trade policies and tariffs, may have a material adverse effect on our business, results of operations, and financial condition.

•The other important factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2026.

The forward-looking statements in this Quarterly Report on Form 10-Q are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed as exhibits to this Quarterly Report on Form 10-Q with the understanding that our actual future results, levels of activity, performance and achievements may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. These forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained in this Quarterly Report on Form 10-Q, whether as a result of any new information, future events or otherwise.

As used in this Quarterly Report on Form 10-Q, unless otherwise stated or the context requires otherwise, references to “Kaltura,” the “Company,” “we,” “us,” and “our,” refer to Kaltura, Inc. and its subsidiaries on a consolidated basis.

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PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share and per share data)
(unaudited)


	June 30, 2026		December 31, 2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	25,965	$	27,521
Marketable securities	5,333		24,358
Trade receivables	26,635		16,358
Prepaid expenses and other current assets	10,644		13,938
Deferred contract acquisition and fulfillment costs, current	6,769		8,508

Total current assets	75,346		90,683

NONCURRENT ASSETS:
Marketable securities	4,225		10,883
Property and equipment, net	11,309		12,361
Other assets, noncurrent	3,556		3,501
Deferred contract acquisition and fulfillment costs, noncurrent	7,461		9,403
Operating lease right-of-use assets	9,346		10,311
Intangible assets, net	9,915		2,137
Goodwill	47,660		25,418

Total noncurrent assets	93,472		74,014

TOTAL ASSETS	$	168,818	$	164,697

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term loans	$	26,568	$	29,035
Trade payables	10,488		3,788
Employees and payroll accruals	14,489		14,876
Accrued expenses and other current liabilities	21,523		15,592
Operating lease liabilities, current	3,103		2,901
Deferred revenue, current	58,318		60,291

Total current liabilities	134,489		126,483

NONCURRENT LIABILITIES:
Deferred revenue, noncurrent	1,434		2,159
Operating lease liabilities, noncurrent	13,841		14,398
Other liabilities, noncurrent	17,362		15,325

Total noncurrent liabilities	32,637		31,882

TOTAL LIABILITIES	$	167,126	$	158,365

The accompanying notes are an integral part of the condensed consolidated financial statements

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share and per share data)
(unaudited)


	June 30, 2026		December 31, 2025
COMMITMENTS AND CONTINGENCIES (NOTE 8)

STOCKHOLDERS' EQUITY:
Preferred stock, $0.0001 par value per share, 20,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 0 shares issued and outstanding as of June 30, 2026, and December 31, 2025	—		—
Common stock $0.0001 par value per share, 1,000,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 180,765,157 and 176,766,256 shares issued as of June 30, 2026 and December 31, 2025, respectively; 151,753,819 and 147,754,918 outstanding as of June 30, 2026 and December 31, 2025, respectively	18		18
Treasury stock – 29,011,338 shares of common stock, $0.0001 par value per share, as of June 30, 2026 and December 31, 2025	(34,006)		(34,006)
Additional paid-in capital	525,924		518,443
Accumulated other comprehensive (loss) income	(49)		2,759
Accumulated deficit	(490,195)		(480,882)

Total stockholders' equity	1,692		6,332

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	168,818	$	164,697

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. dollars in thousands, except share and per share data)
(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Revenue:
Subscription	$	45,642	$	42,384	$	88,831	$	87,290
Professional services	1,252		2,078		2,689		4,156

Total revenue	46,894		44,462		91,520		91,446

Cost of revenue:
Subscription	9,863		9,642		19,608		20,129
Professional services	2,494		3,601		5,266		7,362

Total cost of revenue	12,357		13,243		24,874		27,491

Gross profit	34,537		31,219		66,646		63,955

Operating expenses:

Research and development	12,710		11,568		23,446		23,656
Sales and marketing	12,838		11,519		24,688		23,442
General and administrative	8,491		10,889		19,238		21,191
Restructuring	1,273		—		1,273		—

Total operating expenses	35,312		33,976		68,645		68,289

Operating loss	775		2,757		1,999		4,334

Financial expense, net	2,310		4,569		2,394		2,766

Loss before provision for income taxes	3,085		7,326		4,393		7,100

Provision for income taxes	2,459		424		4,920		1,769

Net loss	5,544		7,750		9,313		8,869

Net loss per share attributable to common stockholders, basic and diluted	$	0.04	$	0.05	$	0.06	$	0.06

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	147,582,585		153,536,740		146,716,438		153,771,875

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(U.S. dollars in thousands, except for share data)
(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Net loss	$	5,544	$	7,750	$	9,313	$	8,869
Other comprehensive income (loss):
Net unrealized gains (losses) on cash flow hedges	(1,127)		3,872		(2,732)		2,948
Net unrealized losses on available-for-sale marketable securities	(14)		(13)		(76)		(1)
Other comprehensive income (losses)	(1,141)		3,859		(2,808)		2,947
Comprehensive loss	$	6,685	$	3,891	$	12,121	$	5,922

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
U.S. dollars in thousands (except share data)
(unaudited)


	Common stock			Treasury stock			Additional paid-in capital		Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders' equity
	Number	Amount		Number	Amount

Balance as of April 1, 2026	149,561,621	$	18	29,011,338	$	(34,006)	$	522,191	$	1,092	$	(484,651)	$	4,644

Stock-based compensation	—	—		—	—		3,703		—		—		3,703
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units	2,192,198	—		—	—		30		—		—		30
Other comprehensive losses	—	—		—	—		—		(1,141)		—		(1,141)
Net loss	—	—		—	—		—		—		(5,544)		(5,544)

Balance as of June 30, 2026	151,753,819	$	18	29,011,338	$	(34,006)	$	525,924	$	(49)	$	(490,195)	$	1,692


	Common stock			Treasury stock			Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total stockholders' equity
	Number	Amount		Number	Amount

Balance as of April 1, 2025	154,247,031	$	16	11,098,868	$	(10,119)	$	502,644	$	47	$	(469,929)	$	22,659

Stock-based compensation	—	—		—	—		4,004		—		—		4,004
Repurchase of common stock	(3,468,731)	—		3,468,731	(7,277)		—		—		—		(7,277)
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units	2,823,350	1		—	—		1,458		—		—		1,459
Other comprehensive income	—	—		—	—		—		3,859		—		3,859
Net loss	—	—		—	—		—		—		(7,750)		(7,750)

Balance as of June 30, 2025	153,601,650	$	17	14,567,599	$	(17,396)	$	508,106	$	3,906	$	(477,679)	$	16,954

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
U.S. dollars in thousands (except share data)
(unaudited)


	Common stock			Treasury stock			Additional paid-in capital		Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders' equity
	Number	Amount		Number	Amount

Balance as of January 1, 2026	147,754,918	$	18	29,011,338	$	(34,006)	$	518,443	$	2,759	$	(480,882)	$	6,332

Stock-based compensation	—	—		—	—		7,426		—		—		7,426
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units	3,998,901	—		—	—		55		—		—		55
Other comprehensive losses	—	—		—	—		—		(2,808)		—		(2,808)
Net loss	—	—		—	—		—		—		(9,313)		(9,313)

Balance as of June 30, 2026	151,753,819	$	18	29,011,338	$	(34,006)	$	525,924	$	(49)	$	(490,195)	$	1,692


	Common stock			Treasury stock			Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total stockholders' equity
	Number	Amount		Number	Amount

Balance as of January 1, 2025	152,057,148	$	15	9,923,759	$	(7,801)	$	500,024	$	959	$	(468,810)	$	24,387

Stock-based compensation	—	—		—	—		8,447		—		—		8,447
Cash settlement of equity classified share based payment awards	—	—		—	—		(3,089)		—		—		(3,089)
Repurchase of common stock	(4,643,840)	—		4,643,840	(9,595)		—		—		—		(9,595)
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units	6,188,342	2		—	—		2,724		—		—		2,726
Other comprehensive income	—	—		—	—		—		2,947		—		2,947
Net loss	—	—		—	—		—		—		(8,869)		(8,869)

Balance as of June 30, 2025	153,601,650	$	17	14,567,599	$	(17,396)	$	508,106	$	3,906	$	(477,679)	$	16,954

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
(unaudited)


	Six Months Ended June 30,
	2026		2025
Cash flows from operating activities:
Net loss	$	(9,313)	$	(8,869)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	2,749		2,279
Stock-based compensation expenses	7,500		8,624
Amortization of deferred contract acquisition and fulfillment costs	4,880		5,746
Loss on sale of property and equipment	14		—
Non-cash interest expenses (Income), net	162		(194)
Gain on foreign exchange	(89)		(487)
Changes in operating assets and liabilities:
Increase in trade receivables	(6,795)		(1,263)
Decrease (Increase) in prepaid expenses and other current assets and other assets, noncurrent	1,040		(98)
Increase in deferred contract acquisition and fulfillment costs	(1,325)		(2,001)
Increase in trade payables	5,753		6,101
Increase (decrease) in accrued expenses and other current liabilities	5,354		(1,552)
Decrease in employees and payroll accruals	(1,028)		(1,316)
Increase in other liabilities, noncurrent	2,052		1,643
Decrease in deferred revenue	(12,861)		(8,068)
Operating lease right-of-use assets and lease liabilities, net	610		1,065

Net cash provided by (used in) operating activities	(1,297)		1,610

Cash flows from investing activities:

Investment in available-for-sale marketable securities	(9,451)		(30,436)
Proceeds from maturities of available-for-sale marketable securities	35,058		42,484
Purchases of property and equipment	(182)		(423)
Capitalized internal-use software development costs	(886)		—
Payments for businesses acquired, net of acquired cash	(22,454)		—

Net cash provided by investing activities	2,085		11,625

Cash flows from financing activities:

Repayment of long-term loans	(2,625)		(1,531)
Proceeds from exercise of stock options	192		2,849
Cash settlement of equity classified share-based payment awards	—		(3,089)
Repurchase of common stock	—		(9,595)
Change in prepayments for repurchase of common stock	—		31

Net cash used in financing activities	(2,433)		(11,335)

Effect of exchange rate changes on cash, cash equivalents and restricted cash	89		487

Net increase (decrease) in cash, cash equivalents and restricted cash	(1,556)		2,387
Cash, cash equivalents and restricted cash at the beginning of the period	27,621		33,159
Cash, cash equivalents and restricted cash at the end of the period	$	26,065	$	35,546

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
(unaudited)


	Six Months Ended June 30,
	2026		2025

Supplemental disclosure of non-cash activity:

Purchase of property, equipment and internal-use software in credit	$	52	$	35

Pending proceeds from option exercises	$	—	$	93

Supplemental disclosure of cash flow information

Net cash received (paid), net for income taxes	$	3,302	$	(1,595)

Cash paid for interest	$	905	$	1,122

Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheet

Cash and cash equivalents	$	25,965	$	35,446
Restricted cash included in other assets, noncurrent	100		100

Total cash, cash equivalents, and restricted cash	$	26,065	$	35,546

The accompanying notes are an integral part of the condensed consolidated financial statements.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 1: GENERAL

Description of Business

Kaltura, Inc. (together with its subsidiaries, the “Company”) was incorporated in October 2006 and commenced operations in January 2007. The Company’s business operations are allocated between two main segments, Enterprise, Education, and Technology (“EE&T”) and Media and Telecom (“M&T”). The Company is a provider of video and rich media offerings for enterprises, with a mission to power rich, agentic digital experiences across organizational journeys for customers, employees, learners, and audiences. The Company’s cloud-based rich media platform is designed to help organizations create, manage, and deliver rich media experiences at scale across customer-facing, employee-facing, learner-facing, and audience-facing use cases. The Company’s core offerings consist of various Software-as-a-Service (“SaaS”) products and solutions and a Platform-as-a-Service (“PaaS”).

NOTE 2: BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting.

The consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures, including certain notes required by U.S. GAAP on an annual reporting basis. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2025, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 16, 2026.

In management’s opinion, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements with normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of June 30, 2026, and the Company’s consolidated results of operations, stockholders’ equity, and cash flows for the three and six months ended June 30, 2026 and 2025. The results for the three and six months ended June 30, 2026, are not necessarily indicative of the results to be expected for the full year ending December 31, 2026, or any other future interim or annual period.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company evaluates on an ongoing basis its assumptions, including those related to contingencies, income tax uncertainties, incremental borrowing rate for operating leases, fair value of financial assets and liabilities, including fair value of derivatives, fair value and useful life of intangible assets, as well as in estimates used in applying the revenue recognition policy. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates.

Concentration of Credit Risks

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, restricted cash and trade receivables.

The majority of the Company's and its subsidiaries' cash and cash equivalents and restricted cash are invested with major banks in Israel, the United Kingdom and the United States. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. However, in general, these investments may be redeemed upon demand and therefore bear minimal risk.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

The Company's trade receivables are geographically dispersed and derived from sales to customers mainly in the United States, Europe and Asia. Concentration of credit risk with respect to trade receivables is limited by credit limits, ongoing credit evaluation and account monitoring procedures.

Major customer data as a percentage of total revenues:

The following table sets forth customers that represented 10% or more of the Company’s total revenue in each of the periods set forth below:


	Three Months Ended June 30,			Six Months Ended June 30,
	2026		2025	2026		2025

Customer A (M&T)	10.18	%	*)	10.32	%	10.00	%

*) Represents an amount that is lower than 10% of the Company’s total revenue.

Significant Accounting Policies and Estimates

The Company’s significant accounting policies are discussed in Note 2 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on March 16, 2026. There have been no significant changes to these policies during the six months ended June 30, 2026 except as noted below.

Recently Adopted Pronouncements

As an "emerging growth company," the Jumpstart Our Business Startups Act ("JOBS Act") allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election.

In July 2025, the FASB issued ASU 2025-05, to address complexities in applying current expected credit losses for current accounts receivable and contract assets. The amendments allow entities to make an accounting policy election to apply a practical expedient when estimating expected credit losses for certain assets, which allows entities to assume that economic conditions at the balance sheet date will remain unchanged for the remaining life of those assets. The Company adopted the provisions of the amendments as of January 1, 2026. The adoption of these amendments did not have a material impact on the Company’s consolidated financial statements.

Recent Accounting Guidance Not Yet Adopted

In November 2024, the Financial Accounting Standards Board issued ASU 2024-03, “Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures”, which requires disclosure, on an annual and interim basis, of disaggregated information about certain income statement expense line items. The ASU does not change the expense captions presented on the face of the income statement; rather, it mandates the disaggregation of certain expense captions into specified categories within the footnotes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating the impact of adopting this standard.

In September 2025, the Financial Accounting Standards Board issued ASU 2025-06, "Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software" (“ASU 2025-06”), to modernize the accounting guidance for the costs to develop software for internal use. The standard applies to costs incurred to develop or obtain software for internal use.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

ASU 2025-06 amends the existing standard that refers to various stages of a software development project to align better with current software development methods, such as agile programming. Under the new standard, entities will commence capitalizing eligible costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The new standard also supersedes the guidance related to costs incurred to develop a website. ASU 2025-06 guidance is effective for annual periods beginning after December 15, 2027. The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis. The Company is currently evaluating the impact of the adoption of this standard.

ASU 2025-09 derivatives and hedging - “In November 2025, the FASB issued ASU 2025-09 to amend the guidance in Derivatives and Hedging (Topic 815). The update provides targeted improvements intended to enhance the application of hedge accounting, including expanded eligibility of forecasted transactions, additional flexibility in measuring hedge effectiveness, and clarifications related to hedging non-financial items. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating the impact on its financial statement disclosures.

ASU 2025-11 interim reporting - “In December 2025, the FASB issued ASU 2025-11 to amend the guidance in Interim Reporting (Topic 270). The update provides clarifications intended to improve the consistency and usability of interim disclosure requirements, including a comprehensive listing of required interim disclosures and a new disclosure principle for reporting material events occurring after the most recent annual period. The amendments do not change the underlying objectives of interim reporting but are designed to enhance clarity in application. The guidance is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years. The Company is currently evaluating the impact on its consolidated financial statement disclosures.

ASU 2025-12 codification improvements - “In December 2025, the FASB issued ASU 2025-12 Codification Improvements to address suggestions received from stakeholders on the Accounting Standards Codification and to make other incremental improvements to U.S. GAAP. The update represents changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements. The amendments make the Codification easier to understand and apply. The guidance is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. The Company is currently evaluating the impact on its consolidated financial statement.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 3: BUSINESS COMBINATIONS

On April 1, 2026, the Company acquired 100% of the outstanding shares of PathFactory Holdings ULC (“PathFactory”), a provider of content intelligence, engagement analytics and journey orchestration solutions that help organizations deliver personalized digital experiences, understand user intent, and optimize content engagement across multiple channels and enterprise systems. PathFactory’s acquisition is intended to support the Company’s strategy to further expand its suite of AI-driven solutions and access to the application development market.

The total purchase consideration for the acquisition of PathFactory was $22,000, all of which was paid in cash at the acquisition date.

The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations (“ASC 805”).

The following table summarizes the preliminary purchase price allocation of the fair values of the assets acquired and liabilities assumed at the acquisition date:


	Fair Value

Cash and cash equivalents	$	124
Accounts receivable	3,478
Other current assets	549
Fixed assets, net	31
Intangible assets	7,323
Goodwill	21,846

Total assets	33,351

Accrued expenses and other current liabilities	1,132
Accounts payable	846
Deferred revenues	9,373

Total liabilities	11,351

Total purchase consideration	$	22,000

The identified intangible assets acquired consist of technology and customer relations, with preliminary acquisition-date fair values of $3,300 and $4,023, respectively. The weighted-average useful lives of the acquired intangible assets are 5 and 6 years, respectively.

The goodwill, which is not deductible for tax purposes, generated from the acquisition of PathFactory is primarily attributable to the anticipated synergies between the Company’s and PathFactory’s products and services, and the assembled workforce acquired.

Transaction costs incurred in connection with the acquisition during the three months ended June 30, 2026 totaled $1,742 and were recorded within general and administrative expenses in the consolidated statement of operations.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

The stand-alone results of operations of PathFactory have been included in the consolidated financial statements since the acquisition date. PathFactory revenue and net income included in the Company's consolidated statement of income from the acquisition date through June 30, 2026, were $4,878 and $566, respectively.

The following table presents the unaudited supplemental consolidated financial results of the Company on a pro forma basis, as if the acquisition of PathFactory had been completed on January 1, 2025. The unaudited pro forma financial information includes adjustments primarily related to amortization of the acquired intangible assets, elimination of historical amortization expense, transactions cost and adjustment to financial expenses:


	Six Months Ended June 30,
	2026		2025
	Unaudited

Revenue	$	96,783	$	104,818
Net loss	$	8,950	$	10,114

On June 17, 2026, the Company completed the acquisition of substantially all of the assets and certain liabilities of BlueRush Inc. and BlueRush Digital Media Corp. in an asset purchase transaction. The acquisition was undertaken to expand the Company's digital engagement and personalized video capabilities and to strengthen its product offering and customer base. The acquisition was accounted for as a business combination in accordance with ASC 805. The total purchase consideration was $638, paid in cash at closing. Based on the purchase price allocation, the Company recognized identifiable intangible assets of $1,013, consisting of developed technology and customer relationships, goodwill of $428 and assumed liabilities including deferred revenue of $1,284 and accounts payable of $179.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 4: REVENUES FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenue

The following tables present disaggregated revenue by category:


	Three Months Ended June 30, 2026
	Enterprise, Education and Technology				Media and Telecom
	Amount		Percentage of revenue		Amount		Percentage of revenue

Subscription	$	36,426	99.0	%	$	9,216	91.3	%
Professional services	378		1.0	%	874		8.7	%

	$	36,804	100	%	$	10,090	100	%


	Three Months Ended June 30, 2025
	Enterprise, Education and Technology				Media and Telecom
	Amount		Percentage of revenue		Amount		Percentage of revenue

Subscription	$	32,574	98.0	%	$	9,810	87.4	%
Professional services	668		2.0	%	1,410		12.6	%

	$	33,242	100	%	$	11,220	100	%


	Six Months Ended June 30, 2026
	Enterprise, Education and Technology				Media and Telecom
	Amount		Percentage of revenue		Amount		Percentage of revenue

Subscription	$	70,104	98.8	%	$	18,727	91.1	%
Professional services	851		1.2	%	1,838		8.9	%

	$	70,955	100	%	$	20,565	100	%

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Six Months Ended June 30, 2025
	Enterprise, Education and Technology				Media and Telecom
	Amount		Percentage of revenue		Amount		Percentage of revenue

Subscription	$	66,181	97.8	%	$	21,109	88.7	%
Professional services	1,477		2.2	%	2,679		11.3	%

	$	67,658	100	%	$	23,788	100	%

The following tables summarize revenue by region based on the billing address of customers:


	Three Months Ended June 30,
	2026				2025
	Amount		Percentage of revenue		Amount		Percentage of revenue

United States (“US”)	$	27,554	58.8	%	$	24,182	54.4	%
Europe, the Middle East and Africa ("EMEA")	16,866		36.0	%	16,987		38.2	%
Other	2,474		5.2	%	3,293		7.4	%

	$	46,894	100	%	$	44,462	100	%


	Six Months Ended June 30,
	2026				2025
	Amount		Percentage of revenue		Amount		Percentage of revenue

US	$	51,153	55.9	%	$	48,372	52.9	%
EMEA	35,199		38.5	%	35,755		39.1	%
Other	5,168		5.6	%	7,319		8.0	%

	$	91,520	100	%	$	91,446	100	%

Remaining Performance Obligations

Remaining performance obligations represent the amount of contracted future revenue that has not yet been recognized, including both deferred revenue and contracted amounts that will be invoiced and recognized as revenue in future periods. As of June 30, 2026, the aggregate amount of the transaction price allocated to remaining performance obligations was $164,327, which consists of both billed consideration in the amount of $59,752 and unbilled consideration in the amount of $104,575 that the Company expects to recognize as revenue but that was not yet recognized on the balance sheet. The Company expects to recognize 71% of its remaining performance obligations as revenue over the next 12 months and the remainder over the next four years.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

Costs to Obtain a Contract

The following table represents a roll forward of costs to obtain a contract:


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Beginning balance	$	15,057	$	20,603	$	16,800	$	22,202
Additions to deferred contract acquisition costs during the period	632		897		1,326		2,001
Amortization of deferred contract acquisition costs	(2,163)		(2,627)		(4,600)		(5,330)

Ending balance	$	13,526	$	18,873	$	13,526	$	18,873

Deferred contract acquisition costs, current	$	6,282	$	8,807	$	6,282	$	8,807
Deferred contract acquisition costs, noncurrent	7,244		10,066		7,244		10,066

Total deferred costs to obtain a contract	$	13,526	$	18,873	$	13,526	$	18,873

Costs to Fulfill a Contract

The following table represents a roll forward of costs to fulfill a contract:


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Beginning balance	$	907	$	1,918	$	1,110	$	2,167
Amortization of deferred costs to fulfill a contract	(203)		(343)		(406)		(592)

Ending balance	$	704	$	1,575	$	704	$	1,575

Deferred fulfillment costs, current	487		863		487		863
Deferred fulfillment costs, noncurrent	217		712		217		712

Total deferred costs to fulfill a contract	$	704	$	1,575	$	704	$	1,575

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 5: MARKETABLE SECURITIES

The following is a summary of available-for-sale marketable securities as of June 30, 2026 and December 31, 2025, respectively:


	June 30, 2026
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale – matures within one year:
Corporate bonds	$	5,277	$	—	$	(4)	$	5,273
Municipal bonds	60		—		—		60
	5,337		—		(4)		5,333

Available-for-sale – matures after one year:
Corporate bonds	498		—		—		498
Agency bonds	1,006		—		(4)		1,002
U.S. Treasury	2,729		—		(4)		2,725
	4,233		—		(8)		4,225

Total	$	9,570	$	—	$	(12)	$	9,558


	December 31, 2025
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Available-for-sale – matures within one year:
Corporate bonds	$	15,474	$	20	$	—	$	15,494
U.S. Treasury	6,490		13		—		6,503
Commercial paper	986		1		—		987
Agency bonds	1,135		2		—		1,137
Municipal bonds	236		1		—		237
	24,321		37		—		24,358

Available-for-sale – matures after one year:
Corporate bonds	8,324		23		—		8,347
U.S. Treasury	2,026		3		—		2,029
Agency bonds	507		—		—		507
	10,857		26		—		10,883

Total	$	35,178	$	63	$	—	$	35,241

As of June 30, 2026 and December 31, 2025, the Company did not record an allowance for credit losses for its available-for-sale marketable debt securities and all of the gross unrealized losses of the Company's marketable securities have been in a continuous loss position for less than 12 months. During the three months ended June 30, 2026 there were no gains or losses from available-for-sale marketable securities that were reclassified out of accumulated other comprehensive loss during the periods presented.

NOTE 6: FAIR VALUE MEASUREMENTS

In accordance with ASC 820, the Company measures its cash equivalents and marketable securities at fair value using the market approach valuation technique. Cash equivalents and marketable securities are classified within Level 1 or Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Foreign currency derivative contracts are classified within the Level 2 value hierarchy, as the valuation inputs are based on quoted prices and market observable data of similar instruments.

The following table sets forth the Company’s assets and liabilities that were measured at fair value as of June 30, 2026 and December 31, 2025 by level within the fair value hierarchy:

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


		Fair Value Measurements As Of
Description	Fair Value Hierarchy	June 30, 2026		December 31, 2025

Measured at fair value on a recurring basis:

Assets:
Cash equivalents:
Money market funds	Level 1	$	15,426	$	15,783

Short-term marketable securities:
Corporate bonds	Level 2	$	5,273	$	15,494
U.S. Treasury	Level 2	$	—	$	6,503
Commercial paper	Level 2	$	—	$	987
Agency bonds	Level 2	$	—	$	1,137
Municipal bonds	Level 2	$	60	$	237

Long-term marketable securities:
Corporate bonds	Level 2	$	498	$	8,347
U.S. Treasury	Level 2	$	2,725	$	2,029
Agency bonds	Level 2	$	1,002	$	507

Prepaid expenses and other current assets:
Restricted bank deposits	Level 2	$	3,665	$	3,644
Options and forward contracts designated as hedging instruments	Level 2	$	—	$	2,697

Other assets, noncurrent:
Restricted bank deposit	Level 2	$	1,249	$	1,166

Liabilities:
Derivative instruments liability included in accrued expenses and other current liabilities:
Options and forward contracts designated as hedging instruments	Level 2	$	35	$	—
Contingent consideration	Level 3	$	5,532	$	6,493

Under the eSelf purchase agreement, the former shareholders of eSelf are entitled to contingent earn out payments based on the Company’s achievement of certain revenue metrics for 2026 to 2028. If all targets are achieved (100%), the payments would total $12,500.

We recorded $6,493 as the initial fair value of contingent earn-out consideration. The fair value was estimated using a Monte-Carlo simulation model, which included significant unobservable Level 3 inputs, such as projected revenue over the earn-out period along with estimates for market volatility and the discount rate applicable to potential cash payouts.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

The following table presents changes in the fair value of the earn-out consideration, which were recognized in general and administrative expenses in the condensed consolidated statements of operations for the six months ended June 30, 2026:


Balance as of December 31, 2025	$	6,493
Income from changes in the fair value	(961)

Balance as of June 30, 2026	$	5,532

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 7: DERIVATIVES AND HEDGING

The Company enters into forward contracts to hedge certain forecasted payroll costs denominated in new Israeli shekel ("NIS") against exchange rate fluctuations of the U.S. dollar for a period of up to twelve months. The Company recorded the cash flows associated with these derivatives under operating activities. The Company does not use derivative instruments for trading or speculative purposes.

Notional Amount of Foreign Currency Contracts

The Company had outstanding contracts designated as hedging instruments in the aggregate notional amount of $3,265 and $15,864 as of June 30, 2026 and December 31, 2025, respectively. The fair value of the Company’s outstanding contracts amounted to an asset of $0 and $2,697, and a liability of $35 and $0 as of June 30, 2026 and December 31, 2025, respectively. These assets and liabilities were recorded under prepaid expenses and other current assets and accrued expenses and other current liabilities, respectively. Gains of $1,669, $3,555, $817 and $1,143 were reclassified from accumulated other comprehensive income (loss) during the three and six months ended June 30, 2026 and 2025, respectively. Such gains were reclassified from accumulated other comprehensive income when the related expenses were incurred.

Effect of Foreign Currency Contracts on the Condensed Consolidated Statements of Operations

The effect of foreign currency contracts on the condensed consolidated statements of operations during the three and six months ended June 30, 2026 and 2025 were as follows:


Condensed Statement of Operations Location:	Three Months Ended June 30, 2026		Three Months Ended June 30, 2025		Six Months Ended June 30, 2026		Six Months Ended June 30, 2025

Cost of revenue	$	(132)	$	(102)	$	(302)	$	(140)
Research and development	(886)		(435)		(1,877)		(606)
Sales and marketing	(267)		(90)		(557)		(138)
General and administrative	(372)		(174)		(807)		(243)
Restructuring	(12)		—		(12)		—
Financial income, net	—		(16)		—		(16)

Total	$	(1,669)	$	(817)	$	(3,555)	$	(1,143)

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 8: LEASES

The Company leases its office facilities under non-cancelable agreements that expire at various dates through November 2027. The Company has a lease agreement for offices in Israel which includes two extension options for five years each. The Company estimates that it is reasonably certain that it will exercise the option for the first extension period. Therefore, for the purposes of determining the amount of the expense and the value of the right of use asset and lease liability according to ASC 842, the Company determined that the lease term would end in November 2032.

Components of operating lease expense were as follows:


	Three Months Ended June 30, 2026		Three Months Ended June 30, 2025		Six Months Ended June 30, 2026		Six Months Ended June 30, 2025

Operating lease cost	$	730	$	694	$	1,455	$	1,597
Variable lease cost	91		60		178		119

Total	$	821	$	754	$	1,633	$	1,716

Supplementary cash flow information related to operating leases was as follows:


	Three Months Ended June 30, 2026		Three Months Ended June 30, 2025		Six Months Ended June 30, 2026		Six Months Ended June 30, 2025

Cash paid for operating leases	$	1,071	$	993	$	1,225	$	1,179

As of June 30, 2026 and June 30, 2025, the weighted-average discount rate is 4.7%. Maturities of the Company’s operating lease liabilities as of June 30, 2026 were as follows:


Year Ending December 31,

2026 (Remainder)	1,837
2027	3,245
2028	2,887
2029	2,887
2030	2,887
2031 and thereafter	5,294
Total operating lease payments	19,037
Less: imputed interest	2,093
Total operating lease liabilities	$	16,944

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 9: COMMITMENTS AND CONTINGENCIES

Purchase Commitments

The Company has entered into various non-cancelable agreements with third-party providers for use of mainly cloud and other services, under which it committed to minimum and fixed purchases through the year ending December 31, 2026. The following table presents details of the aggregate future non-cancelable purchase commitments under such agreements as of June 30, 2026:


Year Ending December 31,

2026 (Remainder)	13,856
2027	1,911
2028	53

Total purchase commitment	$	15,820

Litigation

The Company is occasionally a party to claims or litigation in the normal course of the business. The Company does not believe that it is a party to any pending legal proceeding that is likely to have a material adverse effect on its business, financial condition, or results of operations.

NOTE 10: CONDENSED CONSOLIDATED BALANCE SHEET COMPONENTS

Prepaid expenses and other current assets

Prepaid expenses and other current assets consisted of the following:


	June 30, 2026		December 31, 2025

Prepaid expenses	$	6,182	$	6,149
Derivative instrument	—		2,697
Restricted bank deposits	3,665		3,644
Other current assets	797		1,448

	$	10,644	$	13,938

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

Property and Equipment, net

Composition of property and equipment is as follows:


	June 30, 2026		December 31, 2025
Cost:
Computers and peripheral equipment	$	3,408	$	2,238
Office furniture and equipment	2,260		2,266
Leasehold improvements	7,127		7,127
Internal use software	14,692		13,755

	27,487		25,386

Accumulated depreciation	(16,178)		(13,025)

Depreciated cost	$	11,309	$	12,361

Depreciation expenses for the three months ended June 30, 2026 and 2025, and for the six months ended June 30, 2026 and 2025 were $1,090, $1,082, $2,159 and $2,156, respectively.

Other assets, noncurrent


	June 30, 2026		December 31, 2025

Restricted cash	$	100	$	100
Severance pay fund	1,986		2,002
Restricted deposit	1,249		1,166
Other	221		233

	$	3,556	$	3,501

Accrued expenses and other current liabilities


	June 30, 2026		December 31, 2025

Accrued expenses	$	3,271	$	3,358
Accrued taxes	17,124		10,801
Derivative instruments	35		—
Other current liabilities	1,093		1,433

	$	21,523	$	15,592

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

Other liabilities, noncurrent


	June 30, 2026		December 31, 2025

Accrued taxes, noncurrent	$	9,170	$	6,151
Deferred tax liability	530		507
Contingent consideration	5,532		6,493
Other	2,130		2,174

	$	17,362	$	15,325

NOTE 11: GOODWILL AND INTANGIBLE ASSETS

The carrying amounts and accumulated amortization expenses of the intangible assets, as of June 30, 2026 and December 31, 2025, were as follows:


	June 30, 2026			December 31, 2025
	Weighted average remaining useful life (in years)	Balance		Balance
Gross carrying amount:
Technology	4.54	$	10,620	$	6,809
Customer relationship	5.86	6,379		1,822

		16,999		8,631
Accumulated amortization and impairments:
Technology		(5,134)		(4,735)
Customer relationship		(1,950)		(1,759)

		(7,084)		(6,494)

Intangible assets, net		$	9,915	$	2,137

During the three months ended June 30, 2026 and 2025, and the six months ended June 30, 2026 and 2025, the Company recorded amortization expenses in the amount of $470, $12, $590 and $123, respectively, included in cost of revenue and sales and marketing expenses in the consolidated statements of operations.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

The estimated future amortization expense of intangible assets as of June 30, 2026, is as follows:


	Year Ending December 31,

2026 (Remainder)	$	1,027
2027	2,015
2028	1,913
2029	1,882
2030	1,847
2031	948
2032	244
2033	39

	$	9,915

Changes in the carrying amount of goodwill:


	Enterprise, Education and Technology		Media and Telecom		Total

Balance as of December 31, 2025	$	16,037	$	9,381	$	25,418
Goodwill acquired	22,242		—		22,242

Balance as of June 30, 2026	$	38,279	$	9,381	$	47,660

NOTE 12: INCOME TAXES

The Company recognized an income tax expense of $2,459, $424, $4,920 and $1,769 for the three and six months ended June 30, 2026, and 2025, respectively. The tax expense for these periods was primarily attributable to pre-tax foreign earnings. The Company’s effective tax rates of (80)%, (6)%, (112)% and (25)% for the three and six months ended June 30, 2026 and 2025, respectively, differ from the U.S. statutory tax rate primarily due to U.S. losses for which there is no benefit and the tax rate differences between the U.S. and foreign countries.

The Company has a full valuation allowance on its net deferred tax assets. The residual deferred tax liability is from indefinite life goodwill intangibles and included under other liabilities, noncurrent in the balance sheet. Management currently believes that it is more likely than not that the deferred tax regarding the tax loss carry forwards and other temporary differences will not be realized in the foreseeable future in the U.S.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 13: NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented:


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Numerator:
Net loss	$	5,544	$	7,750	$	9,313	$	8,869
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	147,582,585		153,536,740		146,716,438		153,771,875

Net loss per share attributable to common stockholders, basic and diluted	$	0.04	$	0.05	$	0.06	$	0.06

Instruments potentially exercisable for common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive are as follows:


	As of June 30,
	2026	2025

Outstanding stock options and RSUs	21,649,576	28,870,136

Total	21,649,576	28,870,136

NOTE 14: REPORTABLE SEGMENTS AND GEOGRAPHICAL INFORMATION

Reportable segments

ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's chief operating decision maker ("CODM") is its Chief Executive Officer. The Company's CODM does not regularly review asset information by segments and, therefore, the Company does not report asset information by segment.

The Company organizes its operations in two segments: Enterprise, Education and Technology and Media and Telecom. The Enterprise, Education and Technology segment represents products related to industry solutions for education customers, and media services (except for Media and Telecom customers). The Media and Telecom segment primarily represents TV solutions that are sold to media and telecom operators and mass broadcasting and entertainment.

The measurement of the reportable operating segments is based on the same accounting principles applied in these financial statements, which includes certain corporate overhead allocations.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Three Months Ended June 30, 2026
	Enterprise, Education and Technology		Media and Telecom		Total


Revenue	$	36,804	$	10,090	$	46,894

Cost of revenue

Production costs	3,908		3,033		6,941

Compensation	2,206		805		3,011

Depreciation and amortization	479		517		996

Other segment items	980		429		1,409

Total cost of revenue	7,573		4,784		12,357

Gross profit	29,231		5,306		34,537

Operating expenses					35,312
Financial expense, net					2,310
Provision for income taxes					2,459

Net loss					$	5,544

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Three Months Ended June 30, 2025
	Enterprise, Education and Technology		Media and Telecom		Total


Revenue	$	33,242	$	11,220	$	44,462

Cost of revenue

Production costs	4,021		3,376		7,397

Compensation	2,551		1,230		3,781

Depreciation and amortization	226		536		762

Other segment items	577		726		1,303

Total cost of revenue	7,375		5,868		13,243

Gross profit	25,867		5,352		31,219

Operating expenses					33,976
Financial expense, net					4,569
Provision for income taxes					424

Net loss					$	7,750

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Six Months Ended June 30, 2026
	Enterprise, Education and Technology		Media and Telecom		Total


Revenue	$	70,955	$	20,565	$	91,520

Cost of revenue

Production costs	8,139		5,991		14,130

Compensation	4,669		1,647		6,316

Depreciation and amortization	775		1,034		1,809

Other segment items	1,678		941		2,619

Total cost of revenue	15,261		9,613		24,874

Gross profit	55,694		10,952		66,646

Operating expenses					68,645
Financial expense, net					2,394
Provision for income taxes					4,920

Net loss					$	9,313

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Six Months Ended June 30, 2025
	Enterprise, Education and Technology		Media and Telecom		Total


Revenue	$	67,658	$	23,788	$	91,446

Cost of revenue

Production costs	8,197		6,883		15,080

Compensation	5,206		2,578		7,784

Depreciation and amortization	550		1,071		1,621

Other segment items	1,270		1,736		3,006

Total cost of revenue	15,223		12,268		27,491

Gross profit	52,435		11,520		63,955

Operating expenses					68,289
Financial expense, net					2,766
Provision for income taxes					1,769

Net loss					$	8,869

Other segment items include costs related to subcontractors and consultants, allocated rent, IT expenses and other general costs.

Geographical information

See Note 3 for disaggregated revenue by geographic region.

NOTE 15: LONG-TERM LOAN

In January 2021, the Company refinanced all amounts outstanding under the then-existing loan agreements, terminated all outstanding commitments, and entered into a new credit agreement (the “Credit Agreement”) with an existing lender, which provides for a new senior secured term loan facility in the aggregate principal amount of $40,000 (the “Term Loan Facility”) and a new senior secured revolving credit facility in the aggregate principal amount of $10,000 (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”), which subsequently has been amended according to the Company's needs and other developments.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

In May 2023, the Company entered into an amendment (the "Fourth Amendment") to the then-existing Credit Agreement to replace the London Interbank Offered Rate (“LIBOR”) with the Secured Overnight Financing Rate (“SOFR”) as the benchmark rate under the Credit Agreement. Prior to the Fourth Amendment, borrowings under the Credit Agreement would bear interest, at the Company's election, at (a) the Eurodollar Rate (as defined in the Credit Agreement as in effect prior to the Fourth Amendment) plus a margin of 3.50% or (b) Alternative Base Rate (“ABR”) (as defined in the Credit Agreement) plus a margin of 2.50%.

In December 2023, the Company entered into a new amendment to the then-existing Credit Agreement (the “Fifth Amendment”), which provides for a new term loan facility in the aggregate principal amount of $35,000, while the commitments under the Revolving Credit Facility decreased to $25,000.

In July 2024, the Company entered into an amendment to the then-existing Credit Agreement in connection with the Company’s repurchase programs, which updated the aggregate amount of permitted Restricted Payments (as defined in the Credit Agreement; which term includes, among others, repurchase of the Company’s outstanding common stock) and conditions for making such payments.

In March and October 2025, the Company entered into amendments to the Credit Agreement that, among other things, increased the aggregate amount of permitted Restricted Payments and modified the conditions applicable to such payments to facilitate the Company’s repurchases of securities. In November 2025, the Company entered into an additional amendment to the Credit Agreement to permit the Company to enter into certain strategic transactions, including an increase to the aggregate amount of Permitted Acquisitions (as defined in the Credit Agreement). In April 2026, the Company entered into a further amendment to the Credit Agreement that, among other things, reduced the aggregate amount of permitted Restricted Payments to zero and updated the amount of Permitted Acquisitions.

Following the effectiveness of the Fifth Amendment, borrowings under the Credit Facilities are subject to interest, determined as follows: (a) SOFR loans accrue interest at a rate per annum equal to Term SOFR (as defined in the Credit Agreement) plus 0.10% per annum plus a margin of 2.50% (the Adjusted Term SOFR (as defined in the Credit Agreement) is subject to a 1.00% floor), and (b) ABR loans accrue interest at a rate per annum equal to the ABR plus a margin of 1.50% (ABR is equal to the highest of (i) the prime rate and (ii) the Federal Funds Effective Rate plus 0.50%, subject to a 2.00% floor). As of June 30, 2026, the current rate of interest under the Credit Facilities was equal to a rate per annum of 6.33%, consisting of 3.73% (the 3-month SOFR rate as of June 26, 2026), 0.10% credit spread adjustment and the margin of 2.50%.

The Term Loan Facility is payable in consecutive quarterly installments on the last day of each fiscal quarter in an amount equal to (i) $438 for installments payable on December 31, 2023 (deferred to January 9, 2024) through September 30, 2024, (ii) $656 for installments payable on December 31, 2024 ($218 of the amount deferred to January 2025), through September 30, 2025, and (iii) $1,313 for installments payable on and after December 31, 2025. The remaining unpaid balance on the Term Loan Facility is due and payable on December 21, 2026, together with accrued and unpaid interest on the principal amount to be paid to, but excluding, the payment date. Amounts outstanding under the Credit Facilities may be voluntarily prepaid at any time and from time to time, in whole or in part, without premium or penalty.

Under the terms of the Credit Facilities, the Company is obligated to maintain compliance with certain covenants as defined therein. As of June 30, 2026, the Company met these covenants.

The aggregate principal annual maturities according to the Credit Facilities agreements are as follows:


Year Ending December 31,

2026 (Remainder)	$	26,688

	$	26,688

The carrying amounts of the loans approximate their fair value.

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 16: STOCKHOLDERS' EQUITY AND EQUITY INCENTIVE PLANS

Equity Incentive Plans

On January 1, 2026, the number of shares of common stock authorized for issuance under the 2021 Incentive Award Plan (the “2021 Plan”) automatically increased by 7,387,746 shares pursuant to the terms of the 2021 Plan.

Stock Options

A summary of the Company's stock option activity with respect to options granted under the 2021 Plan is as follows:


	Number of Options	Weighted Average exercise price		Weighted remaining contractual term (years)	Aggregate Intrinsic Value

Outstanding as of January 1, 2026	13,615,770	$	3.37	3.76	$	1,582

Granted	—	$	—
Exercised	(225,114)	$	0.25		$	269
Forfeited	(4,360,153)	$	4.52

Outstanding and exercisable as of June 30, 2026	9,030,503	$	2.90	2.90	$	823

RSUs

The following table summarizes the RSU activity with respect to the 2021 Plan for the six months ended June 30, 2026:


	RSUs Outstanding	Weighted Average Grant Date Fair Value per Share
Outstanding as of December 31, 2025	9,635,959	$2.16
RSUs granted	7,037,000	$1.39
RSUs vested	(3,773,787)	$1.99
RSUs forfeited	(280,099)	$2.13
Unvested and Outstanding as of June 30, 2026	12,619,073	$1.78

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

Stock-Based Compensation Expense

The stock-based compensation expense by line item in the accompanying consolidated statement of operations is summarized as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Cost of revenue	$	102	$	119	$	208	$	247
Research and development	1,033		760		2,046		1,609
Sales and marketing	753		383		1,236		815
General and administrative	1,852		2,829		4,010		5,953

Total expenses	$	3,740	$	4,091	$	7,500	$	8,624

As of June 30, 2026, there was $23,761 of total unrecognized compensation cost related to non-vested stock-based compensation arrangements granted under the Company's equity incentive plans. These costs are expected to be recognized over a weighted-average period of approximately two years.

Shares Reserved for Future Issuance

The Company has the following common stock reserved for future issuance under the 2021 Plan:


						June 30, 2026
Outstanding options						9,030,503
Outstanding RSUs						12,619,073
Shares reserved under 2021 Plan						12,322,908

Total						33,972,484

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

NOTE 17: SELECTED STATEMENTS OF OPERATIONS DATA


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025

Financial income:

Interest income	$	663	$	737	$	1,203	$	1,632

	663		737		1,203		1,632
Financial expenses:

Foreign currency translation adjustments, net	2,321		4,464		2,325		2,892
Bank fees	60		44		98		83
Interest expense	532		602		1,075		1,210
Other	60		196		99		213

	2,973		5,306		3,597		4,398

Financial expense, net	$	2,310	$	4,569	$	2,394	$	2,766

NOTE 18: ACCUMULATED OTHER COMPREHENSIVE INCOME

The following tables summarize the changes in accumulated other comprehensive income (loss) by component, net of tax (AOCI), during the six months ended June 30, 2026 and 2025:


	Net Unrealized Gains (Losses) on Available-for-Sale Securities Instruments		Net Unrealized Gains (Losses) on Derivatives Designated as Hedging Instruments		Total

Balance as of December 31, 2025	$	63	$	2,696	$	2,759
Other comprehensive income (loss) before reclassifications	(95)		823		728
Net realized losses (gains) reclassified from accumulated other comprehensive income	19		(3,555)		(3,536)
Other comprehensive income (loss)	(76)		(2,732)		(2,808)
Balance as of June 30, 2026	$	(13)	$	(36)	$	(49)

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)


	Net Unrealized Gains on Available-for-Sale Securities Instruments		Net Unrealized Gains on Derivatives Designated as Hedging Instruments		Total

Balance as of December 31, 2024	$	23	$	936	$	959
Other comprehensive income (loss) before reclassifications	(1)		4,091		4,090
Net realized losses reclassified from accumulated other comprehensive income	—		(1,143)		(1,143)
Other comprehensive income (loss)	(1)		2,948		2,947
Balance as of June 30, 2025	$	22	$	3,884	$	3,906

NOTE 19: RESTRUCTURING ACTIVITIES

Restructuring Plans

On April 1, 2026, in connection with the acquisition of PathFactory, the Company implemented a restructuring plan (the "PathFactory Restructuring Plan") to integrate the acquired operations into the Company's existing organizational structure and streamline operations. As part of the PathFactory Restructuring Plan, approximately 50% of the employees of the acquired business were terminated. During the three months ended June 30, 2026, the Company recorded restructuring expenses of $713, primarily related to employee termination benefits.

On May 7, 2026, the Company approved a cost-reduction and re-organization plan that included, among other things, downsizing approximately 5% of the Company's workforce (the "2026 Reorganization Plan" and together with PathFactory Restructuring Plan, the "2026 Restructuring Plans"). During the three months ended June 30, 2026, the Company recorded restructuring expenses of $560, primarily related to employee termination benefits.

These charges were recorded within restructuring expenses in the Company's condensed consolidated statements of operations and were not included as part of the consideration transferred or the allocation of the purchase price related to the acquisition.

Restructuring Accruals

The following table is a reconciliation of the beginning and ending restructuring liability for the three months ended June 30, 2026:


	Enterprise, Education and Technology		Media and Telecom		Total
Balance as of March 31, 2026	$	30	$	—	$	30
Accrual and accrual adjustments	1,242		31		1,273
Cash payments	(738)		(31)		(769)
Balance as of June 30, 2026	$	534	$	—	$	534

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KALTURA, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands (except share and per share data)
(unaudited)

The restructuring liability for severance and termination benefits is reflected in "Employees and payroll accruals" in the consolidated balance sheet as of June 30, 2026.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 16, 2026 (the "2025 10-K"). This discussion contains forward-looking statements based upon current plans, expectations and beliefs involving risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth in Part I, Item 1A, “Risk Factors” of our 2025 10-K and elsewhere in this Quarterly Report on Form 10-Q.

Overview

We, Kaltura, Inc. (“Kaltura,” “we,” “us,” or “our”), are a market-leading provider of video and rich media offerings for enterprises. Our mission is to power rich, agentic digital experiences across organizational journeys for customers, employees, learners, and audiences.

Kaltura's Digital Experience Platform enables organizations to create, manage, and deliver video and rich media experiences that increasingly incorporate agentic artificial intelligence (“AI”) capabilities, including conversational interfaces, workflow automation, and outcome-oriented engagement across digital touchpoints. We believe this combination of video, rich media and agentic capabilities enables organizations to move beyond static, one-size-fits-all digital experiences toward more personalized, contextual, and interactive agentic digital experiences at scale.

Video and other forms of rich media - including interactive, data-driven, and conversational media - are central to digital interaction and engagement, transforming how people communicate, work, learn, and consume content. For organizations, rich media increasingly sits at the core of digital transformation initiatives, with businesses adopting media-driven solutions to engage customers, employees, learners, and audiences across a growing range of use cases. At the same time, advances in generative artificial intelligence (“Gen AI”) are enabling the real-time and automated creation of highly personalized and contextually relevant content, including video and other forms of rich media. We believe the convergence of rich media and AI is increasing the scale, speed, and strategic importance of digital experiences and driving demand for platforms that support more interactive, contextual, and outcome-oriented engagement.

Founded in 2006, Kaltura was among the pioneers to recognize the potential of integrating video into enterprise workflows and to offer a system for enterprise video content management and online video publishing. Over time, we expanded our platform to support additional experiences, including virtual events and webinars and cloud-based television services. Today, Kaltura provides a cloud-based rich media platform designed to help organizations create, manage, and deliver rich media experiences at scale across customer-facing, employee-facing, learner-facing, and audience-facing use cases.

Our Digital Experience platform is designed around three core layers: rich media content creation, rich media content management, and rich media experiences. Together, these layers enable organizations to produce and generate live and on-demand video and other forms of rich media, securely manage content, users, permissions, and metadata across enterprise and media environments, and deliver media-rich experiences across a wide range of internal and external workflows. The platform increasingly incorporates agentic AI-driven capabilities designed to enable more interactive, contextual, and goal-oriented experiences, while maintaining enterprise-grade security, privacy, and governance.

As video usage continues to accelerate across communication, work, and learning environments, organizations are increasingly deploying sophisticated video solutions to further engage with their customers, partners, and employees. The introduction of Gen AI further amplifies this demand and is expected to have a substantial impact on our business by enabling the automatic production of hyper-personalized and contextually relevant video experiences in real time. We believe this powerful new tool will expand opportunities for increased video creation, consumption, and monetization, and drives a need for advanced video content management solutions.

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To support our AI capabilities, in 2025, we acquired eSelf AI, a multimodal AI lab developing technology for agentic interactions with live avatars. Through this acquisition, we expanded our content creation and experience capabilities to include AI-generated video and avatar-based interactions, enhancing our rich media content creation layer. In addition, in April, 2026, we completed our previously announced acquisition of PathFactory Holdings ULC (“PathFactory”), a provider of content journey orchestration and engagement analytics solutions. We believe this acquisition, will strengthen our position in the emerging conversation automation and agentic engagement solutions market and complement the eSelf AI acquisition by adding journey-level orchestration, intent data, analytics, and integrations across additional content types and enterprise systems.

We generate revenue primarily from the sale of Software-as-a-Service (“SaaS”) subscriptions, and we also derive revenue from platform usage license subscriptions and associated professional services. Our sales typically target medium to large enterprises, educational institutions, technology providers, and media and telecom companies. In addition, we are expanding our go-to-market approaches to support a wider range of adoption models and customer sizes. Our professional services revenue is generally driven by implementation and support services for new and existing customers.

We organize our business into two reporting segments: (i) Enterprise, Education, and Technology (“EE&T”); and (ii) Media and Telecom (“M&T”). Accordingly, our financial reporting distinguishes between revenue and gross profit from Subscription and Professional Services from customers who use our products and services to address Entertainment & Monetization use cases (for their audiences), reported in our M&T segment, and those that are attained from customers who are using us to address all other use cases (for their customers, employees, and learners), reported in our EE&T segment. These segments share a common underlying platform consisting of our API-based architecture, as well as unified product development, operations, and administrative resources.

•Enterprise, Education & Technology: In the EE&T segment, subscription revenue is primarily generated on a per full‑time equivalent or platform usage‑license basis for all of our products, in addition to revenue derived from associated professional services. This segment encompasses customers utilizing Kaltura’s solutions to deliver agentic rich-media experiences for their customers, employees, and learners such as buyer enablement, employee recruiting, learning and teaching. Contracts in this segment typically range from 12 to 24 months, with billing generally executed on an annual basis.

•Media & Telecom: The M&T segment includes revenue from customers using Kaltura to deliver entertainment and streaming use cases to their audiences, along with the associated professional services. For customers of our telecom TVCMS and TV Streaming Applications, revenue is recognized primarily on a per end‑subscriber basis, while media customers leveraging our Online Video Platform are billed on a platform usage‑license basis. Contracts in this segment generally extend for two to five years, with billing performed on either a quarterly or annual basis. Implementation of TV offerings typically requires six to 12 months, with upfront resource requirements generally higher than those for our other offerings. Consequently, there is an extended period from initial booking to go‑live, accompanied by a higher proportion of professional services revenue relative to overall revenue. Additionally, a greater share of revenue in this segment is derived from customers licensing our offerings through private cloud and on‑premise deployments, which has an impact on our gross margin.

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Reflected below is a summary of reportable segment revenue and reportable segment gross profit for the three and six months ended June 30, 2026 and 2025.


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
	(in thousands)
Revenue
Enterprise, Education & Technology	$	36,804	$	33,242	$	70,955	$	67,658
Media & Telecom	10,090		11,220		20,565		23,788
Total Revenue	$	46,894	$	44,462	$	91,520	$	91,446
Gross Profit
Enterprise, Education & Technology	29,231		25,867		55,694		52,435
Media & Telecom	5,306		5,352		10,952		11,520
Total Gross Profit	$	34,537	$	31,219	$	66,646	$	63,955

We employ a "land and expand strategy" with the aim of having our customers increase their usage of our offerings and/or purchase additional offerings over time. Our Net Dollar Retention Rate (as defined below) measures our success in retaining and growing recurring revenue from our existing customers over a given period. For the three months ended June 30, 2026 and 2025, our Net Dollar Retention Rate was 96% and 101%, respectively. We grew our Annualized Recurring Revenue (as defined below) by 8% in the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase includes the contribution of the PathFactory acquisition, together with growth from new customers.

For any given year, a large majority of our revenue comes from existing customers, with whom we are in active dialogue and tend to have visibility into their expected usage of our offerings.

We are expanding our go-to-market approaches to support a wider range of adoption models and customer sizes. We believe certain of our newer offerings, particularly AI-assisted content creation tools and conversational rich media agents, are well suited for more targeted departmental deployments, self-service adoption, and product-led growth (“PLG”) motions. These offerings may enable us to engage smaller organizations, teams, and departments, including small and medium enterprises (“SMEs”) and individual groups within larger enterprises, while remaining complementary to our core enterprise business. In addition, we are investing in developer-led growth (“DLG”) initiatives by expanding our APIs, SDKs, and developer tools, including planned offerings such as an Agentic Avatar SDK. These capabilities are designed to enable independent software vendors (“ISVs”), system integrators, partners, and developers to embed Kaltura-powered rich media and conversational interfaces into their own products, workflows, and applications. We also intend to continue expanding our ecosystem of channel partners, including co-sell, resell, OEM, and marketplace relationships. We believe that broader partner distribution, including through cloud marketplaces and digital channels, may increase reach, reduce customer acquisition costs, and accelerate adoption across both enterprise and self-service use cases. Recent partnerships with platforms such as Descript and Cornerstone illustrate this strategy: by integrating the Company’s AI-powered video, avatar, content management, and engagement capabilities into adjacent creation, learning, and workforce-development workflows, the Company intends to meet customers where they already work, package its capabilities into higher-value solutions, and unlock partner-led demand from established enterprise ecosystems.

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Key Factors Affecting Our Performance

Expansion of our Platform

We believe our platform is ideally suited for expansion across solutions, industries, and use cases. For example, in 2020, we entered the real-time conferencing market with the introduction of our Virtual and Hybrid Events, Webinars, and Online Learning products, focusing on learning, training, events, and marketing. Since then, we expanded the capabilities of our Virtual & Hybrid Events product to support a broader range of event types and use cases, fitted them to also address low-touch and self-serve sales and introduced a set of Gen AI-powered capabilities designed to increase productivity in creating content and setting up events and to foster user engagement. Our acquisition of PathFactory further expanded our platform by adding AI-powered content intelligence, personalized content experiences, journey orchestration, and engagement analytics built to enable customers to better understand user intent and deliver more relevant experiences throughout the buyer journey. We plan to continue enhancing our platform’s capabilities—including by further integrating Gen AI features that enable automatic video creation, advanced personalization, and real-time analytics. Our robust API-first architecture supports deep integration into multiple workflows, which we believe is critical for driving adoption and delivering enhanced value for our customers. One example of recently growing use-case being adopted by our customers is customer-support and call-centers, where Kaltura Genie and Agents are used to improve support ticket resolution times and training of support personnel and customers.

Acquiring New Customers

We remain focused on acquiring customers across our key verticals (technology, education, regulated industries, professional and commercial services, and media & telecom). Our approach includes direct enterprise sales for larger customers, as well as channel partnerships and more self-serve or inside sales–led motions to capture small and medium enterprises (“SMEs”). We believe that increasing brand awareness and continued product innovation will help us attract new customers across geographies and industries. We also continue to provide our self-serve offering that can be purchased completely online, which serves as a demand generation engine for our low-touch and enterprise offerings. We believe this will enable us to efficiently acquire smaller customers across all industries over time – expanding beyond enterprises into SMEs, beyond universities into K-12 schools, beyond tier 1 media and telecom companies to tier 2 and 3 media and telecom companies, and beyond providing Media Services to large technology companies to also addressing smaller technology firms and startups.

Increasing Revenue from Existing Customers

Many of our customers run multiple Kaltura products for various use cases, ranging from employee training and collaboration to external marketing and virtual events. By cross-selling and upselling additional solutions — such as our newly introduced Gen AI-powered capabilities and expanded application suites — we aim to drive higher usage and expand overall revenue. Our strong integration, ongoing support, and a commitment to evolving security and compliance requirements also helps us support sustained customer adoption and usage growth. We are focused on increasing sales within our existing customer base through increased usage of our platform and the cross-selling of additional products and solutions. For the three months ended June 30, 2026, our Net Dollar Retention Rate was 96%. In order for us to increase revenue within our customer base, we will need to maintain engineering-level customer support and continue to introduce new products and features as well as innovative new use cases that are tailored to our customers' needs.

Continued Investment in Growth

Although we have invested significantly in our business to date, we believe that we still have a significant market opportunity ahead of us. We intend to continue to make investments to support the growth and expansion of our business and to increase revenue. We believe there is a significant opportunity to continue our growth. We expect that our cost of revenue and operating expenses will fluctuate over time.

Key Financial and Operating Metrics

We measure our business using both financial and operating metrics. We use these metrics to assess the progress of our business, make decisions on where to allocate capital, time, and technology investments, and assess the near-term and long-term performance of our business. The key financial and operating metrics we use are:

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	Three Months Ended June 30,
	2026		2025
	(in thousands)
Net Dollar Retention Rate	96	%	101	%


	As of June 30,
	2026		2025
	(in thousands)
Remaining Performance Obligations(1)	$	164,327	$	165,414
Annualized Recurring Revenue	$	184,570	$	170,364

(1) Remaining Performance Obligations as of June 30, 2025 reflect a reassessment of the historical treatment of certain customer contracts that contain “termination for convenience” clauses, which has resulted in a negative adjustment of $22,710.

Annualized Recurring Revenue

We use Annualized Recurring Revenue ("ARR") as a measure of our revenue trend and an indicator of our future revenue opportunity from existing recurring customer contracts. We calculate ARR by annualizing our recurring revenue for the most recently completed fiscal quarter. Recurring revenues are generated from SaaS and PaaS subscriptions, as well as term licenses for software installed on the customer’s premises (“On-Prem”). For the SaaS and PaaS components, we calculate ARR by annualizing the actual recurring revenue recognized for the latest fiscal quarter.

For the On-Prem components for which revenue recognition is not ratable across the license term, we calculate ARR for each contract by dividing the total contract value (excluding professional services) as of the last day of the specified period by the number of days in the contract term and then multiplying by 365.

Recurring revenue excludes revenue from one-time professional services and setup fees. ARR is not adjusted for the impact of any known or projected future customer cancellations, upgrades or downgrades, or price increases or decreases.

The amount of actual revenue that we recognize over any 12-month period is likely to differ from ARR at the beginning of that period, sometimes significantly. This may occur due to new bookings, cancellations, upgrades or downgrades, pending renewals, professional services revenue, foreign exchange rate fluctuations and acquisitions or divestitures. ARR should be viewed independently of revenue as it is an operating metric and is not intended to be a replacement or forecast of revenue. Our calculation of ARR may differ from similarly titled metrics presented by other companies.

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Net Dollar Retention Rate

Our Net Dollar Retention Rate, which we use to measure our success in retaining and growing recurring revenue from our existing customers, compares our recognized recurring revenue from a set of customers across comparable periods. We calculate our Net Dollar Retention Rate for a given period as the recognized recurring revenue from the latest reported fiscal quarter from the set of customers whose revenue existed in the reported fiscal quarter from the prior year (the numerator), divided by recognized recurring revenue from such customers for the same fiscal quarter in the prior year (denominator). For annual periods, we report Net Dollar Retention Rate as the arithmetic average of the Net Dollar Retention Rate for all fiscal quarters included in the period. We consider subdivisions of the same legal entity (for example, divisions of a parent company or separate campuses that are part of the same state university system) ,as well as Value-add Resellers (“VARs”) (meaning resellers that directly manage the relationship with the customer) and the customers they manage, to be a single customer for purposes of calculating our Net Dollar Retention Rate. Our calculation of Net Dollar Retention Rate for any fiscal period includes the positive recognized recurring revenue impacts of selling new services to existing customers and the negative recognized recurring revenue impacts of contraction and attrition among this set of customers. Our Net Dollar Retention Rate may fluctuate as a result of a number of factors, including the growing level of our revenue base, the level of penetration within our customer base, expansion of products and features, and our ability to retain our customers. Our calculation of Net Dollar Retention Rate may differ from similarly titled metrics presented by other companies.

Remaining Performance Obligations

Remaining Performance Obligations represents the amount of contracted future revenue that has not yet been delivered, including both subscription and professional services revenues. Remaining Performance Obligations consists of both deferred revenue and contracted non-cancelable amounts that will be invoiced and recognized in future periods. As of June 30, 2026, our Remaining Performance Obligations was $164.3 million, which consists of both billed consideration in the amount of $59.8 million and unbilled consideration in the amount of $104.5 million that we expect to invoice and recognize in future periods.

We expect to recognize 71% of our Remaining Performance Obligations as revenue over the next 12 months and the remainder over the next four years, in each case, in accordance with our revenue recognition policy.

Non-GAAP Financial Measures

In addition to our results determined in accordance with GAAP, we believe that EBITDA and Adjusted EBITDA, non-GAAP financial measures, are useful in evaluating the performance of our business.

We define EBITDA as net profit (loss) before financial expenses (income), net, provision for income taxes and depreciation and amortization expenses. Adjusted EBITDA is defined as EBITDA (as defined above), adjusted for the impact of certain non-cash and other items that we believe are not indicative of our core operating performance, such as non-cash stock-based compensation expenses, restructuring expenses, acquisition-related compensation costs, certain professional consulting and other expenses associated with strategic initiatives and change in the fair value of the contingent consideration.

EBITDA and Adjusted EBITDA are supplemental measures of our performance, are not defined by or presented in accordance with GAAP, and should not be considered in isolation or as an alternative to net profit (loss) or any other performance measure prepared in accordance with GAAP.

EBITDA and Adjusted EBITDA are presented because we believe that they provide useful supplemental information to investors and analysts regarding our operating performance and are frequently used by these parties in evaluating companies in our industry. By presenting EBITDA and Adjusted EBITDA, we provide a basis for comparison of our business operations between periods by excluding items that we do not believe are indicative of our core operating performance. We believe that investors’ understanding of our performance is enhanced by including these non-GAAP financial measures as a reasonable basis for comparing our ongoing results of operations. Additionally, our management uses Adjusted EBITDA as a supplemental measure of our performance because it assists us in comparing the operating performance of our business on a consistent basis between periods, as described above.

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Although we use EBITDA and Adjusted EBITDA, as described above, EBITDA and Adjusted EBITDA, have significant limitations as analytical tools. Some of these limitations include:

•such measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;

•such measures do not reflect changes in, or cash requirements for, our working capital needs;

•such measures do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;

•such measures do not reflect our tax expense or the cash requirements to pay our taxes;

•although depreciation and amortization expense and non-cash stock-based compensation expense are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and such measures do not reflect any cash requirements for such replacements; and

•other companies in our industry may calculate such measures differently than we do, thereby further limiting their usefulness as comparative measures.

Due to these limitations, EBITDA and Adjusted EBITDA should not be considered as measures of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using these non-GAAP measures only supplementally. Adjusted EBITDA includes an adjustment for non-cash stock-based compensation expenses. It is reasonable to expect that this item will occur in future periods. However, we believe this adjustment is appropriate because the amount recognized can vary significantly from period to period, does not directly relate to the ongoing operations of our business, and complicates comparisons of our internal operating results between periods and with the operating results of other companies over time. Each of the normal recurring adjustments and other adjustments described above help to provide management with a measure of our core operating performance over time by removing items that are not related to day-to-day operations. Nevertheless, because of the limitations described above, management does not view EBITDA, or Adjusted EBITDA in isolation and also uses other measures, such as revenue, operating loss, and net loss, to measure operating performance.

The following table reconciles EBITDA and Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is net loss:


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
	(in thousands)
Net loss	$	(5,544)	$	(7,750)	$	(9,313)	$	(8,869)
Financial expense (income), net (a)	2,310		4,569		2,394		2,766
Provision for income taxes	2,459		424		4,920		1,769
Depreciation and amortization	1,560		1,094		2,749		2,279
EBITDA	785		(1,663)		750		(2,055)
Non-cash stock-based compensation expense	3,740		4,091		7,500		8,624
Strategic initiatives (b)	704		1,632		2,328		1,632
Change in fair value of contingent consideration	(1,278)		—		(961)		—
Restructuring (c)	1,273		—		1,273		—
Acquisition-related compensation costs (d)	633		—		633		—
Adjusted EBITDA	$	5,857	$	4,060	$	11,523	$	8,201

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(a)The three months ended June 30, 2026 and 2025, and the six months ended June 30, 2026 and 2025 include $532, $602, $1,075 and $1,210, respectively, of interest expenses and $663, $737, $1,203 and $1,632, respectively, of interest income.

(b)Strategic initiatives for the three and six months ended June 30, 2026 and 2025 relate to professional fees, consulting services, and transaction-related costs incurred in connection with the acquisition of PathFactory and other costs associated with strategic initiatives.

(c)The three and six months ended June 30, 2026 includes employee termination benefits incurred in connection with the 2026 Reorganization Plans.

(d)Acquisition-related compensation costs for the three months ended June 30, 2026 relate to statutory termination costs and other severance payments associated with integrating the PathFactory acquisition.

Components of Our Results of Operations

Revenue

Subscription

Our revenues are mainly comprised of revenue from SaaS and PaaS subscriptions. SaaS and PaaS subscriptions provide access to our Video Experience Cloud which powers all types of video experiences: live, real-time, and on-demand video. We provide access to our platform either as a cloud-based service, which represents most of our SaaS and PaaS subscriptions, or, less commonly, as a term license to software installed on the customer's premises. Revenue from SaaS and PaaS subscriptions is recognized ratably over the time of the subscription, beginning from the date on which the customer is granted access to our Video Experience Cloud. Revenue from the sale of a term license is recognized at a point in time in which the license is delivered to the customer. Revenue from post-contract services ("PCS") included in On-Prem deals is recognized ratably over the period of the PCS.

Professional Services

Our revenue also includes professional services, which consist of consulting, integration and customization services, technical solution services and training related to our video experience. In some of our arrangements, professional services are accounted for as a separate performance obligation, and revenue is recognized upon rendering of the service.

In some of our SaaS and PaaS subscriptions, we determined that the professional services are solely set up activities that do not transfer goods or services to the customer and therefore are not accounted for as a separate performance obligation and are recognized ratably over the time of the subscription.

Cost of Revenue

Cost of subscription revenue consists primarily of employee-related costs including payroll, benefits and stock-based compensation expense for operations and customer support teams, costs of cloud hosting providers and other third-party service providers, amortization of capitalized software development costs and acquired technology and allocated overhead costs.

Cost of professional services consists primarily of personnel costs of our professional services organization, including payroll, benefits, and stock-based compensation expense, allocated overhead costs and other third-party service providers.

The costs associated with providing professional services are significantly higher as a percentage of related revenue than the costs associated with delivering our subscriptions due to the labor costs of providing professional services. As such, the implementation and professional services costs relating to an arrangement with a new customer are more significant than the costs to renew an existing customer’s license and support arrangement.

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Cost of revenue decreased in absolute dollars in the three and six months ended June 30, 2026 from the three and six months ended June 30, 2025. For the three months ended June 30, 2026 and 2025, and for the six months ended June 30, 2026 and 2025, our cost of revenue was $12,357, $13,243, $24,874 and $27,491, respectively.

Gross Margins

Gross margins have improved year-over-year since 2020, and while this measure has and will continue to vacillate between quarters, we expect it to continue the growth trend in the coming years. Gross margins have been, and will continue to be, affected by a variety of factors, including the average sales price of our products and services, volume growth, the mix of revenue between software licenses, maintenance and support, professional services, onboarding of new media and telecom customers, hosting of major virtual events, and changes in cloud infrastructure and personnel costs. In particular, the gross margins in the M&T segment are lower than in the EE&T segment because of resources required for implementing solutions for TV experiences, which generally exceed those of other offerings. This results in a longer period for M&T from initial booking to go-live and a higher proportion of professional services revenue as a percentage of overall revenue. Additionally, a higher proportion of M&T revenue comes from customers who choose to license our offerings through private cloud and on-premise deployments, which also impacts our M&T gross margin. Going forward, over the long term, we expect to see a gradual improvement in gross margins for both EE&T and M&T, driven by enhanced efficiencies in both production and professional services costs.

For the three months ended June 30, 2026 and 2025, our gross margins were 74% (78% for subscriptions and (99)% for professional services) and 70% (77% for subscriptions and (73)% for professional services), respectively. For the six months ended June 30, 2026 and 2025, our gross margins were 73% (78% for subscriptions and (96)% for professional services) and 70% (77% for subscriptions and (77)% for professional services), respectively.

For our EE&T segment, gross margins for the three months ended June 30, 2026 and 2025, were 79% (84% for subscription and (348)% for professional services), and 78% (84% for subscription and (226)% for professional services), respectively. For the six months ended June 30, 2026 and 2025, our gross margins for our EE&T segment were 78% (83% for subscriptions and (322)% for professional services) and 78% (84% for subscriptions and (192)% for professional services), respectively.

For our M&T segment, gross margins for the three months ended June 30, 2026 and 2025 were 53% (57% for subscriptions and 9% for professional services) and 48% (55% for subscriptions and (1)% for professional services), respectively. For the six months ended June 30, 2026 and 2025, our gross margins for our M&T segment were 53% (58% for subscription and 9% for professional services) and 48% (56% for subscription and (14)% for professional services), respectively.

Research and Development

Our research and development expenses consist primarily of costs incurred for personnel-related expenses for our technical staff, including salaries and other direct personnel-related costs. Additional expenses include consulting and professional fees for third-party development resources and software subscriptions. We expect our research and development expenses to gradually decrease as a percentage of revenue. Subsequent costs incurred for the development of future upgrades and enhancements, which are expected to result in additional functionality, may qualify for capitalization under internal-use software and therefore may cause research and development expenses to fluctuate.

Sales and Marketing Expenses

Our sales and marketing expenses consist primarily of personnel related costs for our sales and marketing functions, including salaries and other direct personnel-related costs, such as sales commissions.

Additional expenses include marketing program costs and amortization of acquired customer relationships intangible assets. We expect our sales and marketing expenses to increase as a percentage of revenue.

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General and Administrative Expenses

Our general and administrative expenses consist primarily of personnel-related costs for our executive, finance, human resources, information technology, and legal functions, including salaries and other direct personnel-related costs. Additional expenses include costs for other operational and administrative functions, professional fees for external legal, accounting, and consulting services, directors’ and officers’ insurance, and strategic initiatives. We expect our general and administrative expenses to gradually decrease as a percentage of revenue.

We allocate overhead costs such as rent, utilities, and supplies to all departments based on relative headcount to each operating expense category.

Financial Expenses, Net

Financial expenses, net consists of interest expense accrued or paid on our indebtedness, net of interest income earned on our cash balances and marketable securities. Financial expenses, net also includes foreign exchange gains and losses and bank fees.

We expect interest expenses to vary each reporting period depending on the amount of outstanding indebtedness and prevailing interest rates.

We expect interest income will vary in each reporting period depending on our average cash and marketable securities balances during the period and applicable interest rates.

Provision for Income Taxes

We are subject to taxes in the United States as well as other tax jurisdictions or countries in which we conduct business. Earnings from our non-U.S. activities are subject to local country income tax and may be subject to current U.S. income tax. Due to cumulative losses, we maintain a valuation allowance against our deferred tax assets. We consider all available evidence, both positive and negative, in assessing the extent to which a valuation allowance should be applied against our deferred tax assets. Realization of our U.S. deferred tax assets depends upon future earnings, the timing and amount of which are uncertain. Our effective tax rate is affected by tax rates in foreign jurisdictions and the relative amounts of income we earn in those jurisdictions, as well as non-deductible expenses, such as share-based compensation, and changes in our valuation allowance.

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Results of Operations

The following tables summarize key components of our results of operations for the periods presented. The period-to-period comparisons of our historical results are not necessarily indicative of the results that may be expected in the future.


	Three Months Ended June 30,				Period-over-Period Change				Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage		2026		2025		Dollar		Percentage
	(in thousands, except percentages)								(in thousands, except percentages)
Revenue:
Enterprise, Education & Technology	$	36,804	$	33,242	$	3,562	11	%	$	70,955	$	67,658	$	3,297	5	%
Media & Telecom	10,090		11,220		(1,130)		(10)	%	20,565		23,788		(3,223)		(14)	%
Total revenue	46,894		44,462		2,432		5	%	91,520		91,446		74		0	%
Cost of revenue	12,357		13,243		(886)		(7)	%	24,874		27,491		(2,617)		(10)	%
Total gross profit	34,537		31,219		3,318		11	%	66,646		63,955		2,691		4	%
Operating expenses:
Research and development expenses	12,710		11,568		1,142		10	%	23,446		23,656		(210)		(1)	%
Sales and marketing expenses	12,838		11,519		1,319		11	%	24,688		23,442		1,246		5	%
General and administrative expenses	8,491		10,889		(2,398)		(22)	%	19,238		21,191		(1,953)		(9)	%
Restructuring	1,273		—		1,273		NM		1,273		—		1,273		NM
Total operating expenses	35,312		33,976		1,336		4	%	68,645		68,289		356		1	%
Loss from operations	775		2,757		(1,982)		(72)	%	1,999		4,334		(2,335)		(54)	%
Financial expense, net	2,310		4,569		(2,259)		(49)	%	2,394		2,766		(372)		(13)	%
Loss before provision for income taxes	3,085		7,326		(4,241)		(58)	%	4,393		7,100		(2,707)		(38)	%
Provision for income taxes	2,459		424		2,035		480	%	4,920		1,769		3,151		178	%
Net loss	$	5,544	$	7,750	$	(2,206)	(28)	%	$	9,313	$	8,869	$	444	5	%

Segments

We manage and report operating results through two reportable segments:

•Enterprise, Education & Technology (78% and 75% of revenue for the three months ended June 30, 2026 and 2025, respectively, and 78% and 74% for the six months ended June 30, 2026 and 2025, respectively): Our EE&T segment represents revenues from all of our products, industry solutions for education customers, and Media Services (except for M&T customers), as well as associated professional services for those offerings.

•Media & Telecom (22% and 25% of revenue for the three months ended June 30, 2026 and 2025, respectively, and 22% and 26% for the six months ended June 30, 2026 and 2025, respectively): Our M&T segment primarily represents revenues from our TV Solution and Media Services sold to media and telecom customers.

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Comparison of the three months ended June 30, 2026 and 2025

Enterprise, Education & Technology

The following table presents our EE&T segment revenue and gross profit (loss) for the periods indicated:


	Three Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Enterprise, Education & Technology revenue:
Subscription revenue	$	36,426	$	32,574	$	3,852	12	%
Professional services revenue	378		668		(290)		(43)	%
Total Enterprise, Education & Technology revenue	$	36,804	$	33,242	$	3,562	11	%

Enterprise, Education & Technology gross profit:
Subscription gross profit	$	30,550	$	27,378	$	3,172	12	%
Professional services gross loss	(1,319)		(1,511)		192		13	%
Total Enterprise, Education & Technology gross profit	$	29,231	$	25,867	$	3,364	13	%

Enterprise, Education & Technology Revenue

EE&T revenue increased by $3.6 million, or 11%, to $36.8 million for the three months ended June 30, 2026, from $33.2 million for the three months ended June 30, 2025. The increase was primarily driven by a $5.2 million increase in revenue from new customers, partially offset by a $1.6 million decrease in revenue from existing customers. These figures include contributions from the PathFactory acquisition.

EE&T subscription revenue increased by $3.9 million, or 12%, to $36.4 million for the three months ended June 30, 2026, from $32.6 million for the three months ended June 30, 2025.

EE&T professional services revenue decreased by $0.3 million, or 43%, to $0.4 million for the three months ended June 30, 2026, from $0.7 million for the three months ended June 30, 2025.

Enterprise, Education & Technology Gross Profit

EE&T gross profit increased by $3.4 million, or 13%, to $29.2 million for the three months ended June 30, 2026, from $25.9 million for the three months ended June 30, 2025. This increase was mainly due to the increase in revenue and reduction in production and compensation costs, from improved operational efficiency, driven by workforce reductions.

EE&T subscription gross profit increased by $3.2 million, or 12%, to $30.6 million for the three months ended June 30, 2026, from $27.4 million for the three months ended June 30, 2025.

EE&T professional services gross loss decreased by $0.2 million, or 13%, to $1.3 million for the three months ended June 30, 2026, from $1.5 million for the three months ended June 30, 2025.

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Media & Telecom

The following table presents our M&T segment revenue and gross profit for the periods indicated:


	Three Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Media & Telecom revenue:
Subscription revenue	$	9,216	$	9,810	$	(594)	(6)	%
Professional services revenue	874		1,410		(536)		(38)	%
Total Media & Telecom revenue	$	10,090	$	11,220	$	(1,130)	(10)	%

Media & Telecom gross profit:
Subscription gross profit	$	5,230	$	5,364	$	(134)	(2)	%
Professional services gross profit (loss)	76		(12)		88		733	%
Total Media & Telecom gross profit	$	5,306	$	5,352	$	(46)	(1)	%

Media & Telecom Revenue

M&T revenue decreased by $1.1 million, or 10%, to $10.1 million for the three months ended June 30, 2026, from $11.2 million for the three months ended June 30, 2025. The decrease is mainly due to a $1.2 million decrease in revenue from existing customers, partially offset by a $0.1 million increase in revenue from new customers.

M&T subscription revenue decreased by $0.6 million, or 6%, to $9.2 million for the three months ended June 30, 2026, from $9.8 million for the three months ended June 30, 2025.

M&T professional services revenue decreased by $0.5 million, or 38%, to $0.9 million for the three months ended June 30, 2026, from $1.4 million for the three months ended June 30, 2025.

Media & Telecom Gross Profit

M&T gross profit decreased by 1%, to $5.3 million for the three months ended June 30, 2026, from $5.4 million for the three months ended June 30, 2025. This decrease was mainly due to the decrease in revenue partially offset by lower headcount and reduction in production costs, which is a result of improved efficiency.

M&T subscription gross profit decreased by $0.1 million, or 2%, to $5.2 million for the three months ended June 30, 2026, from $5.4 million for the three months ended June 30, 2025.

M&T professional services gross profit increased by $0.1 million, or 733%, to $0.1 million profit for the three months ended June 30, 2026, from $0.0 million loss for the three months ended June 30, 2025.

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Operating Expenses

Research and Development expenses


	Three Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation	$	8,595	$	8,015	$	580	7	%
Subcontractors and consultants	1,746		1,513		233		15	%
IT related	1,450		1,200		250		21	%
Other	919		840		79		9	%
Total research and development expenses	$	12,710	$	11,568	$	1,142	10	%

Research and development expenses increased by $1.1 million, or 10%, to $12.7 million for the three months ended June 30, 2026, from $11.6 million for the three months ended June 30, 2025. The increase was primarily due to a $0.6 million increase in compensation expenses mainly due to the impact of the depreciation of the U.S. dollar against the New Israeli Shekel compared to the prior-year period and a $0.2 million increase in subcontractor and consultants costs, mainly due to additional resources following the acquisition of PathFactory. In addition, research and development expenses were impacted by a $0.3 million increase in IT related expenses, also attributable to software applications supporting the operations of the acquired PathFactory business.

Sales and Marketing expenses


	Three Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation & commission	$	9,501	$	9,049	$	452	5	%
Marketing expenses	1,255		1,042		213		20	%
Travel and entertainment	395		395		—		0	%
Other	1,687		1,033		654		63	%
Total sales and marketing expenses	$	12,838	$	11,519	$	1,319	11	%

Sales and marketing expenses increased by $1.3 million, or 11%, to $12.8 million for the three months ended June 30, 2026, from $11.5 million for the three months ended June 30, 2025. The increase was primarily driven by a $0.5 million increase in compensation expenses, mainly due to organizational realignment initiatives, including the reclassification of certain personnel into the sales organization, partially offset by a decrease in commission expenses. In addition, other expenses increased by $0.7 million, primarily due to higher IT-related expenses associated with software applications supporting the operations of the acquired PathFactory business, as well as higher amortization expense related to the identified intangible assets recognized as part of the PathFactory purchase price allocation.

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General and Administrative expenses


	Three Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation	$	5,876	$	6,653	$	(777)	(12)	%
Professional fees and insurance	1,156		1,088		68		6	%
IT related	672		639		33		5	%
Human resources related	266		313		(47)		(15)	%
Subcontractors and consultants	151		286		(135)		(47)	%
Travel and entertainment	209		259		(50)		(19)	%
Strategic initiatives	704		1,632		(928)		(57)	%
Change in fair value of contingent consideration	(1,278)		—		(1,278)		NM
Other	735		19		716		3768	%
Total general and administrative expenses	$	8,491	$	10,889	$	(2,398)	(22)	%

General and administrative expenses decreased by $2.4 million, or 22%, to $8.5 million for the three months ended June 30, 2026, from $10.9 million for the three months ended June 30, 2025. The decrease was primarily due to a gain of $1.3 million recognized from the remeasurement of contingent consideration to fair value during the current quarter, a decrease of $0.9 million in expenses related to the evaluation of strategic initiatives and opportunities, and a decrease of $0.8 million in compensation costs primarily driven by lower headcount levels and the reallocation of certain executive personnel to sales functions. These decreases were partially offset by an increase of $0.7 million in other expenses, primarily due to the absence of a prior-year benefit related to the release of a withholding tax accrual following a favorable tax assessment.

Financial expense, net

Financial expense, net decreased by $2.3 million, or 49%, to $2.3 million expense for the three months ended June 30, 2026, from $4.6 million expense for the three months ended June 30, 2025. The decrease was primarily due to $2.1 million related to exchange rate differences.

Provision for Income Taxes

Provision for income taxes increased by $2.0 million or 480%, to $2.5 million for the three months ended June 30, 2026, from $0.4 million for the three months ended June 30, 2025 primarily due to increased tax liability related to income generated by our subsidiaries organized under the laws of Israel and the United Kingdom.

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Comparison of the six months ended June 30, 2026 and 2025

Enterprise, Education & Technology

The following table presents our EE&T segment revenue and gross profit (loss) for the periods indicated:


	Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Enterprise, Education & Technology revenue:
Subscription revenue	$	70,104	$	66,181	$	3,923	6	%
Professional services revenue	851		1,477		(626)		(42)	%
Total Enterprise, Education & Technology revenue	$	70,955	$	67,658	$	3,297	5	%

Enterprise, Education & Technology gross profit:
Subscription gross profit	$	58,434	$	55,266	$	3,168	6	%
Professional services gross loss	(2,740)		(2,831)		91		3	%
Total Enterprise, Education & Technology gross profit	$	55,694	$	52,435	$	3,259	6	%

Enterprise, Education & Technology Revenue

Total EE&T revenue increased by $3.3 million, or 5%, to $71.0 million for the six months ended June 30, 2026, from $67.7 million for the six months ended June 30, 2025. The increase was primarily driven by a $5.5 million increase in revenue from new customers, partially offset by $2.2 million decrease in revenue from existing customers. These figures include contributions from the PathFactory acquisition.

EE&T subscription revenue increased by $3.9 million, or 6%, to $70.1 million for the six months ended June 30, 2026, from $66.2 million for the six months ended June 30, 2025.

EE&T professional services revenue decreased by $0.6 million, or 42%, to $0.9 million for the six months ended June 30, 2026 from $1.5 million for the six months ended June 30, 2025.

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Enterprise, Education & Technology Gross Profit

EE&T gross profit increased by $3.3 million, or 6%, to $55.7 million for the six months ended June 30, 2026, from $52.4 million for the six months ended June 30, 2025. This increase was mainly due to a $3.3 million increase in revenue and reduction in compensation costs, from improved operational efficiency, driven by workforce reductions.

EE&T subscription gross profit increased by $3.2 million, or 6%, to $58.4 million for the six months ended June 30, 2026, from $55.3 million for the six months ended June 30, 2025.

EE&T professional services gross loss decreased by $0.1 million, or 3%, to a gross loss of $2.7 million for the six months ended June 30, 2026, from a gross loss of $2.8 million for the six months ended June 30, 2025.

Media & Telecom

The following table presents our M&T segment revenue and gross profit for the periods indicated:


	Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Media & Telecom revenue:
Subscription revenue	$	18,727	$	21,109	$	(2,382)	(11)	%
Professional services revenue	1,838		2,679		(841)		(31)	%
Total Media & Telecom revenue	$	20,565	$	23,788	$	(3,223)	(14)	%

Media & Telecom gross profit:
Subscription gross profit	10,790		11,896		$	(1,106)	(9)	%
Professional services gross profit (loss)	162		(376)		538		143	%
Total Media & Telecom gross profit	$	10,952	$	11,520	$	(568)	(5)	%

Media & Telecom Revenue

M&T revenue decreased by $3.2 million, or 14%, to $20.6 million for the six months ended June 30, 2026, from $23.8 million for the six months ended June 30, 2025. The decrease is mainly attributable to a decrease in revenue from existing customers.

M&T subscription revenue decreased by $2.4 million, or 11%, to $18.7 million for the six months ended June 30, 2026, from $21.1 million for the six months ended June 30, 2025.

M&T professional services revenue decreased by $0.8 million, or 31%, to $1.8 million for the six months ended June 30, 2026, from $2.7 million for the six months ended June 30, 2025.

Media & Telecom Gross Profit

M&T gross profit decreased by $0.6 million, or 5%, to $11.0 million for the six months ended June 30, 2026, from $11.5 million for the six months ended June 30, 2025. This decrease was mainly due to the revenue decrease of $3.3 million, partially offset by lower headcount and reduction in production costs, which is a result of improved efficiency.

M&T subscription gross profit decreased by $1.1 million, or 9%, to $10.8 million for the six months ended June 30, 2026, from $11.9 million for the six months ended June 30, 2025.

M&T professional services gross profit increased by $0.5 million, or 143%, to $0.2 million profit for the six months ended June 30, 2026, from a $0.4 million gross loss for the six months ended June 30, 2025.

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Operating Expenses

Research and Development expenses


	Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation	$	16,035	$	16,305	$	(270)	(2)	%
Subcontractors and consultants	3,061		3,067		(6)		0	%
IT related	2,629		2,420		209		9	%
Other	1,721		1,864		(143)		(8)	%
Total research and development expenses	$	23,446	$	23,656	$	(210)	(1)	%

Research and development expenses decreased by $0.2 million, or 1%, to $23.4 million for the six months ended June 30, 2026, from $23.7 million for the six months ended June 30, 2025. The decrease was primarily due to a $0.3 million decrease in compensation expenses, largely driven by capitalization of compensation costs related to the development of internal use software, partially offset by impact of the depreciation of the U.S. dollar against the New Israeli Shekel.

Sales and Marketing expenses


	Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation & commission	$	18,998	$	18,399	$	599	3	%
Marketing expenses	1,838		1,879		(41)		(2)	%
Travel and entertainment	638		734		(96)		(13)	%
Other	3,214		2,430		784		32	%
Total sales and marketing expenses	$	24,688	$	23,442	$	1,246	5	%

Sales and marketing expenses increased by $1.2 million, or 5%, to $24.7 million for the six months ended June 30, 2026, from $23.4 million for the six months ended June 30, 2025. The increase was primarily due to a $0.6 million increase in compensation expenses, mainly due to organizational realignment initiatives, including the reclassification of certain personnel into the sales organization, partially offset by a decrease in commission expenses. In addition, other expenses increased by $0.8 million, primarily due to higher IT-related expenses associated with software applications supporting the operations of the acquired PathFactory business, as well as higher amortization expense related to the identified intangible assets recognized as part of the PathFactory purchase price allocation.

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General and Administrative expenses


	Six Months Ended June 30,				Period-over-Period Change
	2026		2025		Dollar		Percentage
	(in thousands, except percentages)
Employee compensation	$	11,746	$	13,956	$	(2,210)	(16)	%
Professional fees and insurance	2,229		2,162		67		3	%
IT related	1,295		1,246		49		4	%
Human resources related	541		606		(65)		(11)	%
Subcontractors and consultants	314		603		(289)		(48)	%
Travel and entertainment	444		483		(39)		(8)	%
Strategic initiatives	2,328		1,632		696		43	%
Change in fair value of contingent consideration	(961)		—		(961)		NM
Other	1,302		503		799		159	%
Total general and administrative expenses	$	19,238	$	21,191	$	(1,953)	(9)	%

General and administrative expenses decreased by $2.0 million, or 9%, to $19.2 million for the six months ended June 30, 2026, from $21.2 million for the six months ended June 30, 2025. The decrease was primarily due to a gain of $1.0 million recognized from the remeasurement of contingent consideration to fair value during the current quarter, and a decrease of $2.2 million in compensation costs primarily reflects lower stock-based compensation costs, largely driven by the full recognition of high fair value options and RSUs granted in December 2021, which were fully expensed prior to 2025, and the reallocation of certain personnel to sales functions. These decreases were partially offset by an increase of $0.7 million in other expenses, primarily due to the absence of a prior-year benefit related to the release of a withholding tax accrual following a favorable tax assessment, and $0.7 million increase in strategic initiatives costs, primarily related to acquisition-related expenses, incurred in connection with the acquisition of PathFactory and professional fees, consulting, and other expenses associated with strategic initiatives.

Financial Expense, net

Financial expense, net decreased by $0.4 million, or 13%, to $2.4 million expenses for the six months ended June 30, 2026, from $2.8 million expenses for the six months ended June 30, 2025. The decrease was primarily due to change of $0.6 million related to exchange rate differences.

Provision for Income Taxes

Provision for income taxes increased by $3.2 million, or 178%, to $4.9 million for the six months ended June 30, 2026, from $1.8 million for the six months ended June 30, 2025 primarily due to increased tax liability related to income generated by our subsidiaries organized under the laws of Israel and the United Kingdom.

Liquidity and Capital Resources

Overview

Since our inception, we have financed our operations primarily through net cash provided by operating activities, equity issuances, and borrowings under our long-term debt arrangements. Our primary requirements for liquidity and capital are to finance working capital, capital expenditures and general corporate purposes. Our principal sources of liquidity are expected to be our cash on hand and borrowings available under our Revolving Credit Facility. As of June 30, 2026, we had no balance outstanding under the Revolving Credit Facility and the total revolving commitment of $25.0 million is available for future borrowings.

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We believe that our net cash provided by operating activities, cash on hand, and availability under our Revolving Credit Facility will be adequate to meet our operating, investing, and financing needs for at least the next 12 months. Our future capital requirements will depend on many factors, including our revenue growth, the timing and extent of investments to support such growth, the expansion of sales and marketing activities, increases in general and administrative costs and many other factors as described under Part I, Item 1A. “Risk Factors” of our 2025 10-K, and “—Key Factors Affecting Our Performance.” above. In addition, our cash and cash equivalents are maintained at financial institutions in amounts that exceed federally insured limits. In the event of failure of any of the financial institutions where we maintain our cash and cash equivalents, there can be no assurance that we will be able to access uninsured funds in a timely manner or at all.

If necessary, we may borrow funds under our Revolving Credit Facility to finance our liquidity requirements, subject to customary borrowing conditions. To the extent additional funds are necessary to meet our long-term liquidity needs as we continue to execute our business strategy, we anticipate that they will be obtained through the incurrence of additional indebtedness, additional equity financings or a combination of these potential sources of funds; however, such financing may not be available on favorable terms, or at all. In particular, the current global economic volatility, including due to uncertainty around U.S. and foreign tariffs and other trade barriers, rising inflation and uncertainty with respect to interest rates, price increases and supply chain issues, and various other factors, has resulted in, and may continue to result in, significant disruption of global financial markets, reducing our ability to access capital. Our ability to access capital may also be impacted by political, economic, and military conditions in Israel, including the current security situation or any escalation of conflicts with Israel, and in other regions in which we operate, or changes in the business environment in those regions. If we are unable to raise additional funds when desired, our business, financial condition and results of operations could be adversely affected.

Credit Facilities

In January 2021, we entered into a credit agreement (as amended, the “Credit Agreement”) with one of our existing lenders, which provided for a senior secured term loan facility in the aggregate principal amount of $40.0 million (the “Term Loan Facility”) and a senior secured revolving credit facility in the aggregate principal amount of $10.0 million (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”), which thereafter were extended and amended to align with our business needs and other developments. In December 2023, we refinanced all amounts outstanding under the then-existing Credit Agreement and entered into a new amendment to the credit agreement (the “Fifth Amendment”) with an existing lender, which provides for an additional term loan facility of $3.5 million in addition to the existing $31.5 million in term loans outstanding immediately prior to the Fifth Amendment. Commitments under the Revolving Credit Facility decreased to $25.0 million.

In July 2024, we entered into an amendment to the Credit Agreement with an existing lender, in connection with our share repurchase program, which updated the aggregate amount of permitted Restricted Payments (as defined in the Credit Agreement, which term includes, among others, the repurchase of the Company’s outstanding common stock) and conditions for making such payments.

The amount available for borrowing under the Revolving Credit Facility is limited to a borrowing base, which is equal to the product of (a) 500% (which will automatically reduce to 350% on the date the Term Loan Facility is repaid in full), multiplied by (b) monthly Recurring Revenue for the most recently ended monthly period, multiplied by (c) the Retention Rate (in each case, as defined in the Credit Agreement).

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The Revolving Credit Facility includes a sub-facility for letters of credit in the aggregate availability amount of $10.0 million and a swingline sub-facility in the aggregate availability amount of $5.0 million, each of which reduces borrowing availability under the Revolving Credit Facility.

Following the effectiveness of the Fifth Amendment, borrowings under the Credit Facilities are subject to interest, determined as follows: (a) SOFR loans accrue interest at a rate per annum equal to Term SOFR (as defined in the Credit Agreement) plus 0.10% per annum plus a margin of 2.50% (the Adjusted Term SOFR (as defined in the Credit Agreement) is subject to a 1.00% floor), and (b) Alternative Base Rate ("ABR") loans (as defined in the Credit Agreement) accrue interest at a rate per annum equal to the ABR plus a margin of 1.50% (ABR is equal to the highest of (i) the prime rate and (ii) the Federal Funds Effective Rate plus 0.50%, subject to a 2.00% floor). As of June 30, 2026, the current rate of interest under the Credit Facilities was equal to a rate per annum of 6.33%, consisting of 3.73% (the 3-month SOFR rate as of June 26, 2026), 0.10% credit spread adjustment and the margin of 2.50%.

We are required to prepay amounts outstanding under the Term Loan Facility with 100% of the net cash proceeds of any indebtedness incurred by us or any of our subsidiaries other than certain permitted indebtedness. In addition, we are required to prepay amounts outstanding under the Credit Facilities with the net cash proceeds of any Asset Sale or Recovery Event (each as defined in the Credit Agreement), subject to certain limited reinvestment rights.

All voluntary prepayments (other than ABR loans borrowed under the Revolving Credit Facility) must be accompanied by accrued and unpaid interest on the principal amount being prepaid and customary “breakage” costs, if any, with respect to prepayments of SOFR loans.

The Term Loan Facility is payable in consecutive quarterly installments on the last day of each fiscal quarter in an amount equal to (i) $0.4 million for installments payable on December 31, 2023 (deferred to January 9, 2024), through September 30, 2024, (ii) $0.7 million for installments payable on December 31, 2024 ($0.2 million of the amount deferred to January 2025), through September 30, 2025, and (iii) $1.3 million for installments payable on and after December 31, 2025. The remaining unpaid balance on the Term Loan Facility is due and payable on December 21, 2026, together with accrued and unpaid interest on the principal amount to be paid to, but excluding, the payment date. Amounts outstanding under the Credit Facilities may be voluntarily prepaid at any time and from time to time, in whole or in part, without premium or penalty.

Our obligations under the Credit Facilities are currently guaranteed by Kaltura Europe Limited, and are required to be guaranteed by all of our future direct and indirect subsidiaries other than certain excluded subsidiaries and immaterial foreign subsidiaries. Our obligations and those of Kaltura Europe Limited are, and the obligations of any future guarantors are required to be, secured by a first priority lien on substantially all of our respective assets.

The Credit Agreement contains a number of covenants that, among other things and subject to certain exceptions, restrict our ability, and the ability of our subsidiaries, to:

•create, issue, incur, assume, become liable in respect of or suffer to exist any debt or liens;

•consummate any merger, consolidation or amalgamation, or liquidate, wind up or dissolve, or dispose of all or substantially all of our or their respective property or business;

•dispose of property or, in the case of our subsidiaries, issue or sell any shares of such subsidiary’s capital stock;

•repay, prepay, redeem, purchase, retire or defease subordinated debt;

•declare or pay dividends or make certain other restricted payments;

•make certain investments;

•enter into transactions with affiliates;

•enter into new lines of business; and

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•make certain amendments to our or their respective organizational documents or certain material contracts.

The Credit Agreement also contains certain financial covenants that require us to maintain (i) a minimum amount of Consolidated Adjusted EBITDA (as defined in the Credit Agreement) as of the last day of each fiscal quarter (which minimum amount increased through the fiscal quarter ended December 31, 2023) (the “Adjusted EBITDA Covenant”), and (ii) Liquidity (as defined in the Credit Agreement) of at least $20.0 million as of the last day of any calendar month. We were in compliance with these covenants as of June 30, 2026.

The Credit Agreement also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. In addition, the lenders under the Credit Facilities will be permitted to accelerate all outstanding borrowings and other obligations, terminate outstanding commitments and exercise other specified remedies upon the occurrence of certain events of default (subject to certain grace periods and exceptions), which include, among other things, payment defaults, breaches of representations and warranties, covenant defaults, certain cross-defaults and cross-accelerations to other indebtedness, certain events of bankruptcy and insolvency, certain judgments and Change of Control events (as defined in the Credit Agreement).

As of June 30, 2026, we had no balance outstanding under the Revolving Credit Facility and the total revolving commitment of $25.0 million remains available for future borrowings. As of June 30, 2026, we had approximately $26.6 million of borrowings outstanding under the Term Loan Facility.

Cash Flows

The following table summarizes our cash flows for the periods presented:


	Six Months Ended June 30,
	2026		2025
	(in thousands)

Net cash provided by (used in) operating activities	$	(1,297)	$	1,610
Net cash provided by investing activities	2,085		11,625
Net cash used in financing activities	(2,433)		(11,335)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	89		487
Net increase (decrease) in cash, cash equivalents, and restricted cash	(1,556)		2,387
Cash, cash equivalents, and restricted cash at beginning of period	27,621		33,159
Cash, cash equivalents and restricted cash at end of period	$	26,065	$	35,546

Operating Activities

Net cash flows used in operating activities decreased by $2.9 million for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025.

Net cash used in operating activities of $1.3 million for the six months ended June 30, 2026, was primarily due to $9.3 million incremental net loss, adjusted for non-cash charges of $15.2 million, and net cash outflows of $7.2 million due to changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $2.7 million, stock-based compensation expenses of $7.5 million, amortization of deferred contract acquisitions and fulfillment costs of $4.9 million and non-cash interest expense, net of $0.2 million, partially offset by gain on foreign exchange of $0.1 million.

The main drivers of net cash outflows were derived from the changes in operating assets and liabilities and were related to a decrease in deferred revenue of $12.9 million, an increase in trade receivables of $6.8 million, an increase in deferred contract acquisition and fulfillment cost of $1.3 million, partially offset by an aggregate increase in employees accruals, and accrued expenses and other liabilities of $6.4 million, an increase in trade payables of $5.8 million, a decrease of $1.0 million in prepaid expenses and other current assets and other assets, and net change in operating right-of-use asset and lease liability of $0.6 million.

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Net cash provided by operating activities of $1.6 million for the six months ended June 30, 2025, was primarily due to $8.9 million incremental net loss, adjusted for non-cash charges of $16.0 million, and net cash outflows of $5.5 million due to changes in our operating assets and liabilities. Non-cash charges primarily consisted of depreciation and amortization of $2.3 million, stock-based compensation expenses of $8.6 million and amortization of deferred contract acquisitions and fulfillment costs of $5.7 million partially offset by non-cash interest income, net of $0.2 million. The main drivers of net cash outflows were derived from the changes in operating assets and liabilities and were related to a decrease in deferred revenue of $8.1 million, an increase in trade receivables of $1.3 million, an increase in deferred contract acquisition and fulfillment cost of $2.0 million, an aggregate decrease in employees accruals, and accrued expenses and other liabilities of $1.2 million and an increase of $0.1 million in prepaid expenses and other current assets and other assets, partially offset by, an increase in trade payables of $6.1 million and net change in operating right-of-use asset and lease liability of $1.1 million.

Investing Activities

Net cash flows provided by investing activities decreased by $9.5 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025.

Net cash provided by investing activities of $2.1 million for the six months ended June 30, 2026 was related to proceeds from maturities of available-for-sale marketable securities of $35.1 million, partially offset by payments for businesses acquired of $22.5 million, purchases of marketable securities of $9.5 million, capitalized internal-use software development costs of $0.9 million and $0.2 million of capital expenditures.

Net cash provided by investing activities of $11.6 million for the six months ended June 30, 2025 was related to proceeds from maturities of available-for-sale marketable securities of $42.5 million, partially offset by purchases of marketable securities of $30.4 million and $0.4 million of capital expenditures.

Financing Activities

Net cash flows used in financing activities decreased by $8.9 million for the six months ended June 30, 2026 as compared to the six months ended June 30, 2025.

Net cash used in financing activities of $2.4 million for the six months ended June 30, 2026 was primarily due to repayment of long-term loans of $2.6 million, partially offset by $0.2 million due to proceeds from the exercise of stock options.

Net cash used in financing activities of $11.3 million for the six months ended June 30, 2025 was primarily due to repurchase of common stock of $9.6 million, cash settlement of equity classified share-based payment awards of $3.1 million and repayment of long-term loans of $1.5 million, partially offset by $2.8 million due to proceeds from the exercise of stock options.

Contractual Obligations and Commitments

Our principal commitments consist of obligations under operating leases, purchase obligations with third-party providers for the use of cloud hosting and other services and outstanding debt. There were no material changes to our commitments and contractual obligations during the six months ended June 30, 2026 from the commitments and contractual obligations disclosed in Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations," of our 2025 10-K. For further information on our commitments and contractual obligations, refer to Note 8, Note 9 and Note 15 of the notes to our unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

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Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Our management believes that the estimates, judgment and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.

Our critical accounting policies and estimates were disclosed in Part II, Item 7, "Management’s Discussion and Analysis of Financial Condition and Results of Operations," of our 2025 10-K. There have been no significant changes to these policies and estimates during the six months ended June 30, 2026.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

We are exposed to market risk from changes in exchange rates, interest rates and inflation. All of these market risks arise in the ordinary course of business, as we do not engage in speculative trading activities. The following analysis provides additional information regarding these risks.

Foreign Currency Exchange Risk

Our revenue and expenses are primarily denominated in U.S. dollars. Our functional currency is the U.S. dollar. Our sales are mainly denominated in U.S. dollars and Euros. A significant portion of our operating costs are in Israel, consisting principally of salaries and related personnel expenses, and facility expenses, which are denominated in NIS. These foreign currency exposures give rise to market risk associated with exchange rate movements of the U.S. dollar against the NIS and Euros. Furthermore, we anticipate that a significant portion of our expenses will continue to be denominated in NIS as well as that a significant portion of our revenue will continue to be denominated in Euros.

To reduce the impact of foreign currency exchange risks associated with forecasted future cash flows and certain existing assets and liabilities and the volatility in our consolidated statements of operations, we established a hedging program. Currently, our hedging activity relates to U.S. dollar/NIS exchange rate exposure. We do not intend to enter into derivative instruments for trading or speculative purposes. We account for our derivative instruments as either assets or liabilities and carry them at fair value in the consolidated balance sheets. The accounting for changes in the fair value of the derivative depends on the intended use of the derivative and the resulting designation. Our hedging activities are expected to reduce but not eliminate the impact of currency exchange rate movements.

A hypothetical 10% change in foreign currency exchange rates applicable to our business would have had an impact on our results for the three and six months ended June 30, 2026, of $0.7 million and $1.0 million, respectively due to the NIS (after considering cash-flow hedges) and $0.8 million and $2.1 million, respectively due to the Euros.

Interest Rate Risk

As of June 30, 2026, we had outstanding floating rate debt obligations of $26.6 million (consisting of the outstanding principal balance under our credit facilities). Accordingly, fluctuations in market interest rates may increase or decrease our interest expense which will, in turn, increase or decrease our net income and cash flow. We seek to manage exposure to adverse interest rate changes through our normal operating and financing activities. At this time, we do not use derivative instruments to mitigate our interest rate risk. A hypothetical 10% change in interest rates during the periods presented would have resulted in a change to interest expense of $0.1 million for the three and six months ended June 30, 2026.

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Impact of Inflation

While it is difficult to accurately measure the impact of inflation due to the imprecise nature of the estimates required, we do not believe inflation has had a material effect on our historical results of operations and financial condition. However, if our costs were to become subject to significant inflationary pressures, we may not be able to fully offset higher costs through price increases or other corrective measures, and our inability or failure to do so could adversely affect our business, financial condition, and results of operations.

Item 4. Controls and Procedures.

Limitations on effectiveness of controls and procedures

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Evaluation of disclosure controls and procedures

Our management, with the participation and supervision of our Chief Executive Officer and our Interim Principal Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief Executive Officer and Interim Principal Financial Officer have concluded that as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in internal control over financial reporting

Management believes that the controls and procedures implemented during the integration period, including entity-level controls, consolidation controls, formalized data transfer procedures, and process-level compensating controls, provide reasonable assurance regarding the completeness and accuracy of PathFactory's financial information for purposes of the Company's consolidated financial reporting. Based on the foregoing, management determined that the temporary exclusion of PathFactory from the scope of the Company's assessment of internal control over financial reporting for fiscal year 2026 is appropriate and consistent with applicable SEC guidance and generally accepted practice related to acquired businesses.

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

From time to time, we are involved in various legal proceedings arising from the normal course of business activities. We are not presently a party to any litigation the outcome of which, we believe, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows or financial condition. Defending such proceedings is costly and can impose a significant burden on management and employees. We may receive unfavorable preliminary or interim rulings in the course of litigation, and there can be no assurances that favorable final outcomes will be obtained.

Item 1A. Risk Factors.

There have been no material changes from the risk factors previously disclosed in our 2025 10-K.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Equity Securities by the Issuer or Affiliated Purchaser

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

During the three months ended June 30, 2026, the following directors and officers of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K:

Director/Sec. 16 Officer

Action

Date Adopted

Total Shares to be Sold

Termination Date

Rule 10b5-1*

Non-Rule 10b5-1**

Eyal Manor

Adopt

May 28, 2026

325,564

—

May 31, 2027

* Intended to satisfy the affirmative defense of Rule 10b5-1(c)

** Not intended to satisfy the affirmative defense of Rule 10b5-1(c)

Item 6. Exhibits

The documents listed below are incorporated by reference or are filed with this Quarterly Report on Form 10-Q, in each case as indicated below:

Incorporated by Reference

Exhibit Number

Exhibit Description

Form

File No.

Exhibit

Filing Date

Filed/Furnished Herewith

3.1

Amended and Restated Certificate of Incorporation of Kaltura, Inc.

8-K

001-40644

3.1

07/23/2021

3.2

Certificate of Designations of Series A Junior Participating Preferred Stock of Kaltura, Inc.

8-K

001-40644

3.2

08/08/2022

3.3

Amended and Restated Bylaws of Kaltura, Inc.

8-K

001-40644

3.2

07/23/2021

4.1

Specimen Common Stock Certificate of Kaltura, Inc.

S-1/A

333-253699

4.1

03/23/2021

4.2

Sixth Amended and Restated Investor Rights Agreement, dated as of July 22, 2016, by and among Kaltura, Inc. and each of the investors listed on Exhibit A thereto, as amended.

S-1/A

333-253699

4.2

03/23/2021

10.1

Incentive Award Cancellation Agreement, dated as of June 29, 2026, by and between Ron Yekutiel and Kaltura, Inc.

31.1

Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a).

31.2

Certification of I nterim Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).

32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.

32.2

Certification of Interim Pr incipal Financial Officer pursuant to 18 U.S.C. Section 1350.

101.INS

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (as formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith.

** Furnished herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	KALTURA, INC.

Date: August 5, 2026	By:	/s/ Ron Yekutiel
		Ron Yekutiel
		Chairman, President and Chief Executive Officer
		(Principal Executive Officer)


Date: August 5, 2026	By:	/s/ Claire Rotshten
		Claire Rotshten
		Executive Vice President of Finance
		(Interim Principal Accounting Officer)


Date: August 5, 2026	By:	/s/ Liron Sharon
		Liron Sharon
		Executive Vice President of Financial Planning and Analysis
		(Interim Principal Financial Officer)