Form: 8-K

Current report

November 12, 2025

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Ibotta Reports Third Quarter 2025 Financial Results

Revenue declined by 16% year-over-year to $83.3 million

Generated net income of $1.5 million, representing net income as a percent of revenue of 2%, and adjusted EBITDA of $16.6 million, representing a 20% adjusted EBITDA margin

Generated cash from operating activities of $21.8 million and free cash flow of $10.6 million

Announced a strategic partnership with Circana to bring third-party sales lift measurement to digital promotions

Subsequent to quarter-end, announced the launch of LiveLift™, an enhanced solution that helps CPG brands measure and optimize their campaigns while live

DENVER, November 12, 2025 (Business Wire) -- Ibotta, Inc. (NYSE: IBTA), which operates the largest item-level digital promotions network in North America, today announced financial results for the third quarter ended September 30, 2025.

“We made significant strides in recent months to further strengthen our performance marketing platform,” said Ibotta CEO and founder, Bryan Leach. “Recent milestones include a strategic partnership with Circana to bring trusted third-party sales lift measurement to digital promotions and the launch of LiveLift™ for CPG brands. The LiveLift solution improves a brand’s ability to measure and optimize campaigns while they are live, enhancing our previous approach to measuring sales lift during a campaign. A growing number of clients are piloting LiveLift, which we believe is the first step in fundamentally shifting how promotions are perceived and ultimately allowing us to capture a larger percentage of CPG marketing spend.”

Third Quarter 2025 Financial Highlights:

•Total revenue of $83.3 million, a year-over-year decline of 16%.
•Total redemption revenue of $72.1 million, a decrease of 15% year-over-year.
•During the quarter, the IPN had 18.2 million redeemers, compared to 15.3 million redeemers in the third quarter of 2024, an increase of 19% year-over-year. The primary driver of year-over-year growth was the launch of Instacart during the fourth quarter of 2024 and the launch of offers to a majority of DoorDash customers in the second quarter of 2025.
•Third-party publisher redemptions of 62.1 million, compared to 65.8 million in the third quarter of 2024, a decline of 6% year-over-year.
•Generated net income of $1.5 million, representing net income as a percent of revenue of 2%, and adjusted net income of $16.3 million, representing adjusted net income as a percent of revenue of 20%.


•Delivered adjusted EBITDA of $16.6 million, representing an adjusted EBITDA margin of 20%.
•Generated cash from operating activities of $21.8 million and free cash flow of $10.6 million.
•Repurchased 1.4 million shares for a total of $38.7 million at an average price per share of $26.73, exclusive of broker commissions and excise tax.

The following table summarizes the Company’s financial results for the three and nine months ended September 30, 2025 and 2024:

Three months ended September 30,% ChangeNine months ended September 30,% Change
2025202420252024
(in thousands, except per share figures and percentages)
GAAP Results
Redemption revenue$72,081 $84,485 (15)%$218,688 $226,425 (3)%
Revenue83,260 98,621 (16)%253,863 268,874 (6)%
Net income 1,533 17,239 (91)%4,578 (7,430)162 %
Net income per share, diluted0.05 0.51 (90)%0.15 (0.34)144 %
Net income as a percent of revenue2 %17 %2 %(3)%
Non-GAAP Results
Adjusted EBITDA$16,611 $36,519 (55)%$49,166 $84,452 (42)%
Adjusted EBITDA margin20 %37 %19 %31 %
Adjusted net income$16,345 $31,409 (48)%$43,346 $66,666 (35)%
Adjusted net income per share, diluted0.56 0.94 (40)%1.40 2.71 (48)%



The following table summarizes the Company’s revenue related performance metrics for the three and nine months ended September 30, 2025 and 2024:

Three months ended September 30,Nine months ended September 30,
20252024% Change20252024% Change
(in thousands, except per redeemer figures, per redemption figures, and percentages)
Performance Metrics
Redemptions:
Direct-to-consumer redemptions20,793 31,571 (34)%64,354 87,819 (27)%
Third-party publisher redemptions62,055 65,795 (6)%181,818 161,728 12 %
Total redemptions82,848 97,366 (15)%246,172 249,547 (1)%
Redeemers:
Direct-to-consumer redeemers1,638 1,909 (14)%1,629 1,879 (13)%
Third-party publisher redeemers16,527 13,378 24 %15,901 11,946 33 %
Total redeemers18,165 15,287 19 %17,530 13,825 27 %
Redemptions per redeemer:
Direct-to-consumer redemptions per redeemer12.716.5(23)%39.546.7(15)%
Third-party publisher redemptions per redeemer3.84.9(24)%11.413.5(16)%
Total redemptions per redeemer4.66.4(28)%14.018.0(22)%
Redemption revenue per redemption:
Direct-to-consumer redemption revenue per redemption$1.10 $1.05 4 %$1.13 $1.12 1 %
Third-party publisher redemption revenue per redemption$0.79 $0.78 2 %$0.80 $0.79 1 %
Total redemption revenue per redemption$0.87 $0.87 — %$0.89 $0.91 (2)%

Note that certain figures shown above may not recalculate due to rounding.

Third Quarter 2025 Business Highlights:

•19% year-over-year growth in quarterly redeemers on the Ibotta Performance Network.
•Matt Puckett joined our executive leadership team as CFO.
•Completed the re-organization of our Sales team, migrating from a territory-based model to an industry-based model, promoting three sales leaders to vertical sales leads, and hiring two external sales leaders with backgrounds in performance media.
•Announced a strategic partnership with Circana to bring third-party sales lift measurement to digital promotions. Circana lift studies for Ibotta campaigns are expected to begin to roll out in late 2025 and be available to all brands in 2026.
•Subsequent to quarter-end, announced the launch of LiveLift, an enhanced solution that helps CPG brands measure and optimize their campaigns while live.


Financial Guidance:

Fourth quarter 2025 outlook summary:

•Revenue of $80 - $85 million, a year-over-year decrease of 16% at the midpoint.
•Adjusted EBITDA of $9 - $12 million, representing a margin of 13% at the midpoint.

Guidance for adjusted EBITDA is earnings before interest income, net, provision for income taxes, and depreciation and amortization, and excludes stock-based compensation, restructuring charges, and other (income) expense, net. We have not reconciled adjusted EBITDA to GAAP net income for our guidance because we do not provide guidance on GAAP net income and would not be able to present the various reconciling cash and non-cash items between the GAAP and non-GAAP financial measures since certain items that impact these measures are uncertain or out of our control, or cannot be reasonably predicted, including share-based compensation expense, without unreasonable effort. The actual amounts of such reconciling items could have a significant impact on the Company's GAAP net income.

Use of Non-GAAP Financial Information

Included within this press release are the non-GAAP financial measures of adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income as a percent of revenue, adjusted diluted net income per share and free cash flow that supplement the condensed financial statements of the Company prepared under generally accepted accounting principles (GAAP). The non-GAAP financial information is presented for supplemental informational purposes only and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Please see the accompanying tables for reconciliations of these non-GAAP financial measures to their nearest GAAP equivalents.

Adjusted EBITDA is earnings before interest income, net, provision for income taxes, and depreciation and amortization, and excludes stock-based compensation, change in fair value of derivative, loss on debt extinguishment, restructuring charges, and other (income) expense, net. Adjusted EBITDA margin is calculated as adjusted EBITDA as a percent of revenue. Adjusted net income excludes stock-based compensation, loss on debt extinguishment, change in fair value of derivative, restructuring charges, and the related income tax effects. The income tax effect of non-GAAP adjustments is the difference between GAAP and non-GAAP income tax expense. Non-GAAP income tax expense is computed on non-GAAP pre-tax income (GAAP pre-tax income adjusted for non-GAAP adjustments). Adjusted diluted net income per share is calculated as adjusted net income divided by diluted weighted average common shares outstanding. Free cash flow is defined as cash provided by operating activities, less additions to property and equipment and capitalization of software development costs.

The Company's management believes that these non-GAAP measures can assist investors in evaluating the Company's operational trends, financial performance, and cash-generating capacity. Management believes these non-GAAP measures allow investors to evaluate the Company’s financial performance using some of the same measures as management. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures versus their nearest GAAP equivalents. The Company’s definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition,


other companies may not publish these or similar metrics. These non-GAAP measures are not meant to be considered in isolation or as a substitute for the comparable GAAP measures, but are included solely for informational and comparative purposes. Non-GAAP financial measures are subject to limitations and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. In light of these limitations, management also reviews the specific items that are excluded from our non-GAAP measures, as well as trends in these items.


Third Quarter 2025 Financial Results Webcast and Conference Call Details

When:
Wednesday, November 12, 2025 at 2:30 p.m. MT/ 4:30 p.m. ET
Webcast:ir.ibotta.com

Key Business Terms and Notes

Ibotta Performance Network (IPN): An AI-enabled technology platform that allows CPG brands to deliver digital promotions to consumers via a network of publishers, in a coordinated fashion and on a fee-per-sale basis.

Redeemers: A consumer who has redeemed at least one digital offer within the time period specified. If a consumer were to redeem on more than one publisher during that period, they would be counted as multiple redeemers. Year-to-date redeemers are calculated as the average of current year quarter-to-date redeemers.

Redemptions: A verified purchase of an item qualifying for an offer by a client on the IPN.

Redemption Revenue: The Company’s customers promote their products and services to consumers through cash back offers on the IPN. The Company earns a fee per redemption which is recognized in the period in which the redemption occurred. The Company may also charge fees to set up a redemption campaign which are deferred and recognized over the average duration of historical redemption campaigns.

About Ibotta ("I bought a...")

Ibotta (NYSE: IBTA) is a leading provider of digital promotions for CPG brands, reaching over 200 million consumers through a network of publishers called the Ibotta Performance Network (IPN). The IPN allows marketers to influence what people buy, and where and how often they shop – all while paying only when their campaigns directly result in a sale. American shoppers have earned over $2.6 billion through the IPN since 2012. The largest tech IPO in history to come out of Colorado, Ibotta is headquartered in Denver, and is continually listed as a top place to work by The Denver Post and Inc. Magazine.


Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements relating to expectations concerning matters that are not historical facts may constitute forward-looking statements. Forward-looking statements may include, without limitation, statements by our CEO and Founder about our ability to transition our product and go-to-market, the impact of our new products, like LiveLift, the timing and availability of Circana lift studies for Ibotta campaigns, and the Company’s financial guidance, such as revenue and adjusted EBITDA. When words such as “believe,” “expect,” “anticipate,” “will”, “outlook” or similar expressions are used, the Company is making forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it cannot give readers any assurance that such expectations will prove correct. These forward-looking statements involve risks, uncertainties and assumptions, including those related to the Company’s relatively limited operating history, which makes it difficult to evaluate the Company’s business and prospects, the demands and expectations of clients and the ability to attract and retain clients. The actual results may differ materially from those anticipated in the forward-looking statements as a result of numerous factors, many of which are beyond the control of the Company. These and other factors are disclosed in the Company’s reports filed from time to time with the Securities and Exchange Commission, available at www.sec.gov. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company does not intend to update any forward-looking statement contained in this press release to reflect events or circumstances arising after the date hereof, except as required by law.



Ibotta, Inc.
CONDENSED STATEMENTS OF OPERATIONS
(In thousands, except share and per share amounts)
(unaudited)

Three months ended September 30,Nine months ended September 30,
2025202420252024
Revenue$83,260 $98,621 $253,863 $268,874 
Cost of revenue(1)
17,142 12,172 52,159 34,970 
Gross profit66,118 86,449 201,704 233,904 
Operating expenses(1):
Sales and marketing(2)
26,629 27,761 85,296 105,908 
Research and development14,022 16,285 46,836 47,452 
General and administrative22,465 20,631 66,115 62,493 
Depreciation and amortization636 1,065 2,656 3,096 
Total operating expenses63,752 65,742 200,903 218,949 
Income from operations2,366 20,707 801 14,955 
Interest income, net2,510 4,436 8,831 5,303 
Loss on debt extinguishment— — — (9,630)
Other income (expense), net376 (16)(29)(3,132)
Income before provision for income taxes5,252 25,127 9,603 7,496 
Provision for income taxes(3,719)(7,888)(5,025)(14,926)
Net income (loss)$1,533 $17,239 $4,578 $(7,430)
Net income (loss) per share:
Basic$0.05 $0.56 $0.16 $(0.34)
Diluted$0.05 $0.51 $0.15 $(0.34)
Weighted average common shares outstanding:
Basic27,995,70830,663,26329,074,84221,909,949
Diluted29,376,83733,567,48930,999,52721,909,949

(1)Amounts include stock-based compensation expense as follows (in thousands):

Three months ended September 30,Nine months ended September 30,
2025202420252024
Cost of revenue$622 $476 $1,904 $999 
Sales and marketing(2)
4,133 4,347 14,135 34,777 
Research and development2,381 2,447 8,028 7,036 
General and administrative5,486 6,405 15,949 20,525 
Total stock-based compensation expense$12,622 $13,675 $40,016 $63,337 

(2)Stock-based compensation expense included in sales and marketing includes common stock warrant expense of $2.3 million and $2.2 million recognized during the three months ended September 30, 2025 and 2024, respectively, and $6.6 million and $27.1 million recognized during the nine months ended September 30, 2025 and 2024, respectively.

Ibotta, Inc.
CONDENSED BALANCE SHEETS
(In thousands)
September 30,December 31,
20252024
(unaudited)
Assets
Current assets:
Cash and cash equivalents$223,296 $349,282 
Restricted cash58 408 
Accounts receivable, net212,822 220,883 
Prepaid expenses and other current assets19,284 11,168 
Total current assets455,460 581,741 
Property and equipment, net19,578 1,951 
Capitalized software development costs, net22,364 16,201 
Equity investment4,531 4,531 
Deferred tax assets, net56,498 73,211 
Operating lease assets10,041 — 
Other long-term assets962 794 
Total assets$569,434 $678,429 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$15,311 $7,160 
Due to third-party publishers98,701 93,982 
Deferred revenue4,690 4,964 
User redemption liability69,555 74,006 
Accrued expenses16,724 17,965 
Other current liabilities1,545 6,088 
Total current liabilities206,526 204,165 
Long-term liabilities:
Operating lease liabilities, long-term25,342 — 
Unrecognized tax benefits, long-term7,957 16,981 
Total liabilities239,825 221,146 
Stockholders’ equity:
Preferred stock— — 
Class A common stock— — 
Class B common stock— — 
Additional paid-in capital677,505 629,050 
Treasury stock(212,028)(31,321)
Accumulated deficit(135,868)(140,446)
Total stockholders' equity 329,609 457,283 
Total liabilities and stockholders' equity$569,434 $678,429 

Ibotta, Inc.
CONDENSED STATEMENTS OF CASH FLOWS
(In thousands)
(unaudited)
Nine months ended September 30,
20252024
Operating activities
Net income (loss)$4,578 $(7,430)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization5,853 6,160 
Impairment of capitalized software development costs256 437 
Stock-based compensation expense33,462 36,253 
Common stock warrant expense6,554 27,084 
Credit loss expense1,916 1,217 
Loss on extinguishment of debt— 9,630 
Amortization of debt discount and issuance costs114 1,036 
Change in fair value of convertible notes derivative liability— 3,085 
Other14 36 
Changes in assets and liabilities:
Accounts receivable6,145 (2,561)
Other current and long-term assets(1,723)(977)
Accounts payable1,468 188 
Due to third-party publishers4,719 23,182 
Accrued expenses(3,034)(5,926)
Deferred revenue(274)2,128 
User redemption liability(4,451)(4,499)
Other current and long-term liabilities11,872 4,887 
Net cash provided by operating activities67,469 93,930 
Investing activities
Additions to property and equipment(12,768)(655)
Additions to capitalized software development costs(10,360)(7,001)
Net cash used in investing activities(23,128)(7,656)
Financing activities
Proceeds from exercise of stock options8,312 7,649 
Debt issuance costs(2)— 
Proceeds from initial public offering, net— 206,692 
Deferred offering costs— (5,972)
Purchase of treasury stock(178,180)(15,611)
Taxes paid related to net share settlement of equity awards(2,843)(246)
Proceeds from employee stock purchase plan2,036 — 
Other financing activities— (103)
Net cash (used in) provided by financing activities(170,677)192,409 
Net change in cash, cash equivalents, and restricted cash(126,336)278,683 
Cash, cash equivalents, and restricted cash, beginning of period349,690 62,591 
Cash, cash equivalents, and restricted cash, end of period$223,354 $341,274 


The following table disaggregates the Company’s direct-to-consumer and third-party publishers revenue by redemption and ad & other revenue:

Supplemental Revenue Detail

Three months ended September 30,% ChangeNine months ended September 30,% Change
2025202420252024
(in thousands, except percentages)
Direct-to-consumer revenue
Redemption revenue$22,811 $33,144 (31)%$72,635 $98,426 (26)%
Ad & other revenue11,179 14,136 (21)%35,175 42,449 (17)%
Total direct-to-consumer revenue33,990 47,280 (28)%107,810 140,875 (23)%
Third-party publishers revenue
Redemption revenue49,270 51,341 (4)%146,053 127,999 14 %
Ad & other revenue— — — %— — — %
Total third-party publishers revenue49,270 51,341 (4)%146,053 127,999 14 %
Total
Redemption revenue72,081 84,485 (15)%218,688 226,425 (3)%
Ad & other revenue11,179 14,136 (21)%35,175 42,449 (17)%
Total revenue$83,260 $98,621 (16)%$253,863 $268,874 (6)%


Non-GAAP Financial Metrics
(In thousands, except shares, per share amounts, and percentages)
The following tables show the Company’s non-GAAP financial metrics reconciled to the comparable GAAP financial metrics included in this release:

Reconciliation of Adjusted EBITDA

Three months ended September 30,Nine months ended September 30,
2025202420252024
Net income (loss)$1,533 $17,239 $4,578 $(7,430)
Add (deduct):
Interest income, net(2,510)(4,436)(8,831)(5,303)
Depreciation and amortization 1,243 2,137 5,853 6,160 
Stock-based compensation12,622 13,675 40,016 63,337 
Change in fair value of derivative— — — 3,085 
Loss on debt extinguishment— — — 9,630 
Restructuring charges380 — 2,496 — 
Provision for income taxes3,719 7,888 5,025 14,926 
Other (income) expense, net (376)16 29 47 
Adjusted EBITDA$16,611 $36,519 $49,166 $84,452 
Revenue$83,260 $98,621 $253,863 $268,874 
Net income as a percent of revenue2 %17 %2 %(3)%
Adjusted EBITDA margin20 %37 %19 %31 %

Reconciliation of Adjusted Net Income
Three months ended September 30,Nine months ended September 30,
2025202420252024
Net income (loss)$1,533 $17,239 $4,578 $(7,430)
Stock-based compensation12,622 13,675 40,016 63,337 
Change in fair value of derivative
— — — 3,085 
Loss on debt extinguishment— — — 9,630 
Restructuring charges380 — 2,496 — 
Adjustment for income taxes1,810 495 (3,744)(1,956)
Adjusted net income$16,345 $31,409 $43,346 $66,666 
Revenue$83,260 $98,621 $253,863 $268,874 
Adjusted net income as a percent of revenue20 %32 %17 %25 %
Weighted average common shares outstanding, diluted29,376,83733,567,48930,999,52721,909,949
Net income (loss) per share, diluted$0.05 $0.51 $0.15 $(0.34)
Adjusted weighted average common shares outstanding, diluted29,376,83733,567,48930,999,52724,598,956
Adjusted net income per share, diluted$0.56 $0.94 $1.40 $2.71 


Non-GAAP Financial Metrics
(In thousands, except shares, per share amounts, and percentages)
Reconciliation of Free Cash Flow
Three months ended September 30,Nine months ended September 30,
2025202420252024
Net cash provided by operating activities$21,754 $39,544 $67,469 $93,930 
Additions to property and equipment(7,248)(302)(12,768)(655)
Additions to capitalized software development costs(3,912)(2,565)(10,360)(7,001)
Free cash flow$10,594 $36,677 $44,341 $86,274 



Contact

Corporate Communications
Hilary O’Byrne, hilary.obyrne@ibotta.com

Investor Relations
Shalin Patel, shalin.patel@ibotta.com