Earnings release
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evolv Evolv Technology Reports Second Quarter Financial Results Company Adds 70 New Customers Company Raises Growth Estimates for 2026- Q2'26 Revenue of $ 43.8 million , up 34 % year - over - year • Q2'26 Ending ARR¹ of $ 132.7 million , up 20 % year - over - year • Q2'26 Net Loss of $ ( 9.3 ) million , with Net Profit Margin of ( 21.3 ) % • Q2'26 Adjusted EBITDA² of $ 4.4 million , with Adjusted EBITDA Margin² of 10.1 % Exhibit 99.1 . Q2'26 Ending Cash , Cash Equivalents , Marketable Securities , and Restricted Cash of $ 63.4 million , up $ 2.3 million sequentially Q2'26 Remaining Performance Obligation of $ 312.6 million , up $ 13.6 million sequentially Waltham , Massachusetts - August 11 , 2026 - Evolv Technologies Holdings , Inc. ( NASDAQ : EVLV ) , a leading security technology company pioneering AI - powered screening solutions designed to help create safer experiences , today announced financial results for the quarter ended June 30 , 2026 . " Our strong second quarter results were highlighted by the addition of 70 new customers , accelerating adoption of Evolv expedite , and further strengthening of our renewal trends , " said John Kedzierski , President and Chief Executive Officer of Evolv Technology . " Demand for our AI - powered weapons screening solutions continues to grow as organizations increasingly prioritize public safety while seeking security solutions that reduce friction and improve the visitor experience . We believe we remain in the early stages of a significant growth opportunity and are encouraged by the range of customers , markets and geographies adopting our technology . " Results for the Second Quarter of 2026 Total revenue for the second quarter of 2026 was $ 43.8 million , an increase of 34 % compared to $ 32.5 million for the second quarter of 2025. Annual Recurring Revenue ( " ARR " ) ¹ was $ 132.7 million at the end of second quarter of 2026 , an increase of 20 % compared to $ 110.5 million at the end of the second quarter of 2025. Net loss for the second quarter of 2026 was $ ( 9.3 ) million , or $ ( 0.05 ) per basic and diluted share , compared to net loss of $ ( 40.5 ) million , or $ ( 0.25 ) per basic and diluted share , in the second quarter of 2025. Adjusted loss² for the second quarter of 2026 was $ ( 3.1 ) million , or $ ( 0.02 ) per diluted share , compared to adjusted loss² of $ ( 4.7 ) million , or $ ( 0.03 ) per diluted share , for the second quarter of 2025. Adjusted EBITDA² for the second quarter of 2026 was $ 4.4 million compared to $ 2.1 million in the second quarter of 2025. As of June 30 , 2026 , the Company had cash , cash equivalents , marketable securities , and restricted cash of $ 63.4 million . Results for the First Six Months of 2026 Total revenue for the six months ended June 30 , 2026 was $ 90.1 million , an increase of 40 % compared to $ 64.6 million for the six months ended June 30 , 2025. Net loss for the six months ended June 30 , 2026 was $ ( 14.3 ) million , or $ ( 0.08 ) per basic and diluted share , compared to $ ( 42.2 ) million , or $ ( 0.26 ) per basic and diluted share , in the six months ended
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June 30, 2025. Adjusted earnings (loss) for the six months ended June 30, 2026 was $(6.4) million, or $(0.04) per diluted share, compared to adjusted earnings (loss) of $(8.0) million, or $(0.05) per diluted share, for the six months ended June 30, 2025. Adjusted EBITDA for the six months ended June 30, 2026 was $8.4 million compared to $4.2 million in the six months ended June 30, 2025. Company Raises Outlook for 2026 The Company today commented on its business outlook for 2026. The Company's outlook is based on the current indications for its business, which may change at any time. The Company expects total revenues in 2026 to be between $180 to $185 million, reflecting growth of approximately 23% to 27% year-over-year. The Company expects ending ARR at December 31, 2026 to increase to approximately $148 to $150 million, reflecting growth of approximately 23% to 25% year-over-year. The Company expects Adjusted EBITDA in 2026 to be between $15 to $16 million with Adjusted EBITDA margins in the high single digits. The Company now expects approximately 60% of new unit deployments in 2026 to be delivered under its purchase subscription model (compared to its prior expectation of approximately 55%), with the remaining 40% deployed through its pure subscription model. As expected under the purchase subscription model, a higher purchase subscription mix increases revenue recognition in the early years of a typical four year customer contract and creates a modest near-term headwind to reported gross margin percentage as associated hardware costs are recognized upfront. Estimate Issued May 12, 2026 Issued August 11, 2026 Total Revenue (Millions) $175-$180 $180-$185 Ending ARR at 12/31/26 (Millions) $145-$150 $148-$150 Adjusted EBITDA (Millions) n/a $15-$16 Adjusted EBITDA Margin High Single Digits High Single Digits "Our second quarter performance and upwardly revised outlook for 2026 reflect continued progress against the long-term framework we outlined at our recent Investor Day," said Chris Kutsor, Chief Financial Officer of Evolv Technology. "We remain focused on building a durable growth business capable of delivering revenue CAGR of approximately 25% through 2031 while expanding Adjusted EBITDA margins annually. We believe consistent execution against these objectives positions us to achieve Rule of 50 performance over time." Company to Host Live Conference Call and Webcast The Company’s management team plans to host a live conference call and webcast at 4:30 p.m. Eastern Time today to discuss the financial results as well as management’s outlook for the business. The conference call will be webcast live at http://ir.evolvtechnology.com. About Evolv Technology Evolv (NASDAQ: EVLV) is designed to transform human security by helping organizations detect potential threats, mitigate risk, and enhance safety using AI-powered security solutions with robust insights. Our technology has helped to create efficient and positive security screening experiences for the world’s most iconic venues and companies as well as schools, hospitals, and public spaces. Evolv’s mission is to create a safer world to live, work, learn, and play. Evolv’s advanced systems have scanned more than 4.5 billion people since 2019. Evolv Express® and Evolv eXpedite™ have been 2 2 2 2 2 1 2 2
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awarded the U.S. Department of Homeland Security (DHS) SAFETY Act Designation as a Qualified Anti-Terrorism Technology (QATT). Evolv and its products have been awarded numerous awards which can be viewed on our Certifications and Awards web page. Evolv®, Evolv Express®, Evolv Insights®, Evolv Visual Gun Detection™, Evolv eXpedite™, and Evolv Eva™ are registered trademarks or trademarks of Evolv Technologies, Inc. in the United States and other jurisdictions. For more information, visit evolv.com. We define Annual Recurring Revenue, or ARR, as the sum of subscription revenue and the recurring service revenue related to purchase subscriptions for the final month of the quarter all multiplied by twelve. The amount of revenue that we recognize over any 12-month period is likely to differ from ARR at the beginning of that period, sometimes significantly due to differences in our recurring and non-recurring revenue streams. To the extent that we are negotiating a renewal or upgrade with a customer after the expiration of the subscription and we are continuing to provide service to that customer, we may continue to include that associated revenue in ARR. If a customer notifies us that it is not renewing its subscription, we will continue to include associated revenue in ARR through the natural expiration of the subscription term. ARR should be viewed independently of, and not as a substitute for or forecast of, revenue or deferred revenue. Our calculation of ARR may differ from similarly titled metrics presented by other companies. Non-GAAP Financial Measures In this press release, the Company’s adjusted operating expenses, adjusted gross profit (loss), adjusted gross margin, adjusted operating income (loss), adjusted EBITDA, adjusted EBITDA margin, adjusted earnings (loss), and adjusted earnings (loss) per diluted share are not presented in accordance with generally accepted accounting principles (GAAP) and are not intended to be used in lieu of GAAP presentations of results of operations. Adjusted operating expenses is defined as operating expenses less stock-based compensation expense, non-recurring employee restructuring and other separation costs, and other non-recurring legal and regulatory costs, which management believes provides a more meaningful representation of on-going operating expense levels. Other non-recurring legal and regulatory costs include non-recurring legal, accounting and professional fees related to the internal investigation, subsequent restatement, certain non-recurring regulatory, litigation and legal matters, as well as fees related to the resolution of the Securities and Exchange Commission investigation, net of estimated insurance recoveries. Adjusted gross profit and adjusted gross margin exclude stock-based compensation expense and amortization of capitalized stock-based compensation, which management believes provides a more meaningful representation of contribution margin. Adjusted operating income (loss) is defined as loss from operations, excluding stock- based compensation expense, amortization of capitalized stock-based compensation, non-recurring employee restructuring and other separation costs, and other non-recurring legal and regulatory costs, which management believes provides a more meaningful representation of operating results. Adjusted EBITDA and Adjusted EBITDA margin is defined as net income (loss) plus depreciation and amortization, stock-based compensation, interest expense (income), (benefit) provision for income taxes, change in fair value of contingent earn-out liability, change in fair value of contingently issuable/returnable common stock liability/asset, change in fair value of public warrant liability, loss on disposal of leased equipment, non-recurring employee restructuring and other separation costs, and other non-recurring legal and regulatory costs, which management believes provides a more meaningful representation of operating results. Adjusted earnings (loss) and Adjusted earnings (loss) per diluted share are defined as net income (loss) plus stock-based compensation, amortization of capitalized stock-based compensation, change in fair value of contingent earn-out liability, change in fair value of contingently issuable/returnable common stock liability/asset, change in fair value of public warrant liability, non-recurring employee restructuring and other separation costs, and other non-recurring legal and regulatory costs, which management believes provides a more meaningful representation of operating results. Management presents non-GAAP financial measures because it considers them to be important supplemental measures of performance. Management uses non-GAAP financial measures for planning purposes, including analysis of the Company's performance against prior periods, the preparation of operating budgets and to determine appropriate levels of operating and capital investments. Management also believes non- GAAP financial measures provide additional insight for analysts and investors in evaluating the Company's financial and operating performance. However, non-GAAP financial measures have limitations as an analytical tool and are not intended to be an alternative to financial measures prepared in accordance with GAAP. We intend to provide non-GAAP financial measures as part of our future earnings discussions and, therefore, the inclusion of non-GAAP financial measures will provide consistency in our financial reporting. Investors are encouraged to review the reconciliation of these non- GAAP measures to their most directly comparable GAAP financial measures included in this press release. The Company is unable to provide a reconciliation of Adjusted EBITDA to net income (loss) and Adjusted EBITDA margin to net profit margin, each measure's most directly comparable GAAP financial measure, on a forward-looking basis without unreasonable effort, because items that impact these GAAP financial measures are not within the Company’s control and/or cannot be reasonably predicted. These items may include, but are not limited to, predicting forward-looking share- based compensation, changes in the fair value of contingent earn out liabilities, changes in the fair value of contingently issuable/returnable common stock liabilities/assets, and changes in fair value of public warrant liabilities. Such information may have a significant, and potentially unpredictable, impact on the Company’s future financial results. Recurring revenue includes the recurring portion of revenue associated with pure subscription contracts and hardware purchase subscription contracts. Non-recurring revenue includes revenue that is non-recurring in nature, such as product revenue, shipping revenue, revenue from installation, training, professional services, and rental revenue. Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release other than statements of historical facts are forward-looking statements, including without limitation statements regarding our strategy, goals, business model, demand for our products, market opportunities, strategic partnerships, and future financial and operational results. Words such as “believe,” “may,” “will,” “expect,” “should,” “could,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “potential,” “continue,” “project,” “target,” “forecast,” “is/are likely to,” or the negative of these terms or 1 2 3
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other similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. The forward-looking statements in this press release are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our 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 amount of insurance reimbursements expected to be received for defense costs for counsel and consultants in connection with the securities litigation and related Securities and Exchange Commission (the “SEC”) and Department of Justice matters, and the following: our history of losses and ability to reach profitability; our reliance on reseller partners; expectations regarding the Company’s strategies and future financial performance, including its future business plans or objectives, prospective performance and opportunities and competitors, revenues, products and services, pricing, operating expenses, market trends, liquidity, cash flows and uses of cash, capital expenditures; our ability to renew customer contracts, our ability to renew customer contracts at terms favorable to the Company, the Company’s reliance on third party contract manufacturing and distribution, and a global supply chain; the Company recognizes a substantial portion of its revenue ratably over the term of its agreements, and, as a result, downturns or upturns in sales may not be immediately reflected in its operating results; the rate of innovation required to maintain competitiveness in the markets in which the Company competes; the competitiveness of the market in which the Company competes; the failure of our products to detect threats could result in injury or loss of life, which could harm our brand, reputation, and results of operations; the loss of designation of our Evolv Express® system as a Qualified Anti-Terrorism Technology under the Homeland Security SAFETY Act; risks related to our business model, which is predicated, in part, on building a customer base that will generate a recurring stream of revenues through the sale of our subscription contracts; the ability for the Company to obtain, maintain, protect and enforce the Company’s intellectual property rights and use of “open source” software; the concentration of the Company’s revenues on a single solution; the Company’s ability to timely design, produce and launch its solutions, the Company’s ability to invest in growth initiatives and pursue acquisition opportunities; the limited liquidity and trading of the Company’s securities; risks related to existing and changing tax laws; geopolitical risk and changes in applicable laws or regulations; the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; operational risk; risks related to material weaknesses in our internal control over financial reporting and our remediation plans and efforts, including related costs; risks related to increasing attention to and evolving expectations for sustainability initiatives; the impact of fluctuating general economic and market conditions and reductions in spending; the need for additional capital to support business growth, which might not be available on acceptable terms, if at all; and litigation and regulatory enforcement risks, including the diversion of management time and attention and the additional costs and demands on resources. These and other important factors discussed in our most recent report on Form 10-Q or 10-K filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. The forward-looking statements in this press release are based upon information available to us as of the date hereof, and while we believe such information forms a reasonable basis for such statements, it 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 review this press release and the documents that we reference in this press release 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. Except as required by applicable law, we undertake no obligation to update or revise any forward-looking statements contained in this press release whether as a result of any new information, future events or otherwise. Investor Relations: Brian Norris Senior Vice President of Finance and Investor Relations bnorris@evolvtechnology.com
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EVOLV TECHNOLOGY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (In thousands, except share and per share data) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenue: Product revenue $ 9,108 $ 2,528 $ 22,529 $ 4,850 Subscription revenue 24,785 20,200 47,933 39,437 Service revenue 8,962 6,686 17,551 13,416 License fee and other revenue 898 3,130 2,068 6,848 Total revenue 43,753 32,544 90,081 64,551 Cost of revenue: Cost of product revenue 10,097 5,351 21,953 8,535 Cost of subscription revenue 9,000 8,894 17,367 16,790 Cost of service revenue 2,526 1,710 4,718 3,415 Cost of license fee and other revenue 178 371 492 443 Total cost of revenue 21,801 16,326 44,530 29,183 Gross profit 21,952 16,218 45,551 35,368 Operating expenses: Research and development 5,781 4,737 11,666 9,599 Sales and marketing 12,695 11,736 25,366 22,779 General and administrative 14,027 17,238 27,542 32,210 Restructuring costs — — — 2,662 Total operating expenses 32,503 33,711 64,574 67,250 Loss from operations (10,551) (17,493) (19,023) (31,882) Other income (expense), net Interest expense (965) — (1,927) (1) Interest income 488 224 1,003 613 Other income (expense), net (17) 136 (54) 161 Change in fair value of contingent earn-out liability — (14,200) 374 (5,224) Change in fair value of contingently issuable/returnable common stock liability/asset 12 (3,900) 1,504 (2,247) Change in fair value of public warrant liability 1,735 (5,303) 3,779 (3,582) Total other income (expense), net 1,253 (23,043) 4,679 (10,280) Loss before income taxes (9,298) (40,536) (14,344) (42,162) Provision for (benefit from) income taxes — (1) $ (37) $ 62 Net loss $ (9,298)$ (40,535)$ (14,307)$ (42,224) Net loss attributable to common stockholders – basic and diluted$ (9,298)$ (40,535)$ (14,307)$ (42,224) Weighted average common shares outstanding – basic and diluted 180,103,260 165,252,554 178,588,871 163,042,749 Net loss per share – basic and diluted $ (0.05)$ (0.25)$ (0.08)$ (0.26) Net income (loss) $ (9,298)$ (40,535)$ (14,307)$ (42,224) Other comprehensive income (loss) Cumulative translation adjustment — (85) 28 (131) Total other comprehensive income (loss) — (85) 28 (131) Total comprehensive loss $ (9,298)$ (40,620)$ (14,279)$ (42,355)
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EVOLV TECHNOLOGY CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share data) (Unaudited) June 30, 2026 December 31, 2025 Assets Current assets: Cash and cash equivalents $ 52,696 $ 49,150 Restricted cash 733 — Marketable securities 9,936 19,885 Accounts receivable, net 39,575 30,841 Inventory 8,660 9,317 Current portion of contract assets 2,525 878 Current portion of commission asset 5,596 6,062 Prepaid expenses and other current assets 29,686 35,169 Total current assets 149,407 151,302 Contract assets, noncurrent 7 15 Commission asset, noncurrent 7,716 7,867 Property and equipment, net 128,962 127,522 Operating lease right-of-use assets 11,428 12,303 Other assets 4,503 5,400 Total assets $ 302,023 $ 304,409 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 12,252 $ 9,770 Accrued expenses and other current liabilities 37,017 35,293 Current portion of deferred revenue 74,464 74,924 Current portion of operating lease liabilities 3,116 2,989 Total current liabilities 126,849 122,976 Deferred revenue, noncurrent 17,781 16,716 Long-term debt 28,737 28,596 Operating lease liabilities, noncurrent 9,715 10,654 Contingent earn-out liability, noncurrent — 374 Contingently issuable common stock liability, noncurrent — 1,809 Public warrant liability, noncurrent 83 3,862 Total liabilities 183,165 184,987 Stockholders’ equity: Preferred stock, $0.0001 par value; 100,000,000 authorized at June 30, 2026 and December 31, 2025; no shares issued and outstanding at June 30, 2026 and December 31, 2025 — — Common stock, $0.0001 par value; 1,100,000,000 shares authorized at June 30, 2026 and December 31, 2025; 180,839,400 and 175,399,488 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 18 18 Additional paid-in capital 521,062 507,347 Accumulated other comprehensive loss (113) (141) Accumulated deficit (402,109) (387,802) Stockholders’ equity 118,858 119,422 Total liabilities and stockholders’ equity $ 302,023 $ 304,409
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EVOLV TECHNOLOGY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) Six Months Ended June 30, 2026 2025 Cash flows from operating activities: Net loss $ (14,307) $ (42,224) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 13,938 11,318 Write-off of inventory and change in inventory reserve 147 1,794 Loss on disposal of property and equipment 310 1,633 Stock-based compensation 12,440 10,426 Amortization of debt issuance costs 570 — Amortization of premium on marketable securities, net of change in accrued interest 211 127 Non-cash lease expense 875 844 Change in allowance for expected credit losses 100 166 Change in fair value of earn-out liability (374) 5,224 Change in fair value of contingently issuable/returnable common stock liability/asset (1,504) 2,247 Change in fair value of public warrant liability (3,779) 3,582 Changes in operating assets and liabilities Accounts receivable (8,834) (13,325) Inventory 2,278 6,141 Commission assets 617 73 Contract assets (1,639) (236) Other assets 592 197 Prepaid expenses and other current assets (596) (18,849) Accounts payable 6,385 6,120 Deferred revenue 605 6,205 Accrued expenses and other current liabilities 1,500 18,374 Operating lease liability (812) (263) Net cash provided by (used in) operating activities 8,723 (426) Cash flows from investing activities: Development of internal-use software (2,640) (3,112) Purchases of property and equipment (12,137) (15,299) Purchases of marketable securities (9,894) (9,875) Proceeds from maturities of marketable securities 19,632 24,675 Net cash used in investing activities (5,039) (3,611) Cash flows from financing activities: Proceeds from exercise of stock options 567 4,095 Net cash provided by financing activities 567 4,095 Effect of exchange rate changes on cash, cash equivalents, and restricted cash 28 (131) Net increase (decrease) in cash, cash equivalents, and restricted cash 4,279 (73) Cash, cash equivalents, and restricted cash Cash and cash equivalents at beginning of period 49,150 37,015 Cash, cash equivalents, and restricted cash at end of period $ 53,429 $ 36,942 The following table summarizes operating cash flows for each period presented: Six Months Ended June 30, 2026 2025 Net loss $ (14,307)$ (42,224) Adjustments to reconcile net loss to net cash provided by (used in) operating activities 22,934 37,361 Changes in operating assets and liabilities 96 4,437 Net cash provided by (used in) operating activities $ 8,723 $ (426)
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EVOLV TECHNOLOGY SUMMARY OF KEY OPERATING STATISTICS (Unaudited) Three Months Ended or as of, ($ in thousands) March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026 New customers 54 63 62 64 48 70 Annual recurring revenue $ 105,990 $ 110,516 $ 117,200 $ 120,467 $ 127,300 $ 132,680 Recurring revenue $ 25,753 $ 26,379 $ 28,684 $ 29,547 $ 31,176 $ 32,087 % of total revenue 80 % 81 % 67 % 77 % 67 % 73 % Non-recurring revenue $ 6,254 $ 6,165 $ 14,166 $ 8,957 $ 15,152 $ 11,666 % of total revenue 20 % 19 % 33 % 23 % 33 % 27 % *Certain prior quarter amounts have been reclassified to reflect an update to the definition of non-recurring revenue to include short term rental subscription revenue, applied consistently to all prior periods, which were previously classified as recurring revenue. EVOLV TECHNOLOGY RECONCILIATION OF GAAP OPERATING EXPENSES TO ADJUSTED OPERATING EXPENSES (In thousands) (Unaudited) Three Months Ended, March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026 Operating expenses, GAAP $ 33,539 $ 33,711 $ 29,902 $ 26,613 $ 32,071 $ 32,503 Stock-based compensation (4,660) (5,265) (5,121) (5,006) (5,272) (6,602) Non-recurring employee restructuring and other separation costs (2,137) (827) (6) — — — Other non-recurring legal and regulatory costs (3,561) (5,979) 36 2,225 99 (903) Adjusted operating expenses $ 23,181 $ 21,640 $ 24,811 $ 23,832 $ 26,898 $ 24,998 3* 3*
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EVOLV TECHNOLOGY RECONCILIATION OF GAAP GROSS PROFIT TO ADJUSTED GROSS PROFIT, GAAP GROSS MARGIN TO ADJUSTED GROSS MARGIN AND GAAP INCOME (LOSS) FROM OPERATIONS TO ADJUSTED OPERATING INCOME (LOSS) (In thousands) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenue $ 43,753 $ 32,544 $ 90,081 $ 64,551 Cost of revenue 21,801 16,326 44,530 29,183 Gross profit, GAAP 21,952 16,218 45,551 35,368 Stock-based compensation 251 282 566 501 Amortization of capitalized stock-based compensation 194 107 355 210 Non-recurring employee restructuring and other separation costs — 6 — 6 Adjusted gross profit* $ 22,397 $ 16,613 $ 46,472 $ 36,085 Gross margin % 50.2 % 49.8 % 50.6 % 54.8 % Impact of adjustments from Gross profit, GAAP to Adjusted gross profit 1.0 % 1.2 % 1.0 % 1.1 % Adjusted gross margin %* 51.2 % 51.0 % 51.6 % 55.9 % *As previously disclosed, management revised its definition of non-recurring expenses to exclude losses on disposals of leased equipment, and have adjusted prior year adjusted gross profit and adjusted gross margin accordingly. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Loss from operations, GAAP $ (10,551)$ (17,493)$ (19,023)$ (31,882) Stock-based compensation 6,853 5,547 12,440 10,426 Amortization of capitalized stock-based compensation 194 107 355 210 Non-recurring employee restructuring and other separation costs— 833 — 2,970 Other non-recurring legal and regulatory costs 903 5,979 804 9,540 Adjusted loss from operations* $ (2,601)$ (5,027)$ (5,424)$ (8,736) *As previously disclosed, management revised its definition of non-recurring expenses to exclude losses on disposals of leased equipment, and have adjusted prior year adjusted loss from operations accordingly.
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EVOLV TECHNOLOGY RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EBITDA AND NET PROFIT MARGIN TO ADJUSTED EBITDA MARGIN (In thousands) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net loss $ (9,298) $ (40,535) $ (14,307) $ (42,224) Depreciation and amortization 7,137 5,788 13,938 11,318 Stock-based compensation 6,853 5,547 12,440 10,426 Interest expense (income) 477 (224) 924 (612) (Benefit) provision for income taxes — (1) (37) 62 Change in fair value of contingent earn-out liability — 14,200 (374) 5,224 Change in fair value of contingently issuable/returnable common stock liability/asset (12) 3,900 (1,504) 2,247 Change in fair value of public warrant liability (1,735) 5,303 (3,779) 3,582 Loss on disposal of leased equipment* 106 1,312 270 1,633 Non-recurring employee restructuring and other separation costs — 833 — 2,970 Other non-recurring legal and regulatory costs 903 5,979 804 9,540 Adjusted EBITDA $ 4,431 $ 2,102 $ 8,375 $ 4,166 Net profit margin % (21.3)% (124.6)% (15.9)% (65.4)% Impact of adjustments from Net loss to Adjusted EBITDA 31.4 % 131.1 % 25.2 % 71.9 % Adjusted EBITDA margin % 10.1 % 6.5 % 9.3 % 6.5 % *Q2 2025 figure reflects refinements of our adjusted EBITDA calculation in Q3 2025, applied consistently to all prior quarters. EVOLV TECHNOLOGY RECONCILIATION OF GAAP NET INCOME (LOSS) TO ADJUSTED EARNINGS (LOSS) (In thousands, except share and per share data) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net loss $ (9,298)$ (40,535)$ (14,307)$ (42,224) Stock-based compensation 6,853 5,547 12,440 10,426 Amortization of capitalized stock-based compensation 194 107 355 210 Change in fair value of contingent earn-out liability — 14,200 (374) 5,224 Change in fair value of contingently issuable/returnable common stock liability/asset (12) 3,900 (1,504) 2,247 Change in fair value of public warrant liability (1,735) 5,303 (3,779) 3,582 Non-recurring employee restructuring and other separation costs — 833 — 2,970 Other non-recurring legal and regulatory costs 903 5,979 804 9,540 Adjusted loss $ (3,095)$ (4,666)$ (6,365)$ (8,025) Weighted average common shares outstanding – diluted 180,103,260 165,252,554 178,588,871 163,042,749 Net loss per share – diluted $ (0.05) $ (0.25) $ (0.08) $ (0.26) Impact of adjustments from Net loss to Adjusted loss 0.03 0.22 0.04 0.21 Adjusted loss per share – diluted $ (0.02) $ (0.03) $ (0.04) $ (0.05) *Stock-based compensation, amortization of capitalized stock-based compensation, and non-recurring restructuring and other employee separation costs were recorded in the condensed consolidated statements of operations and comprehensive loss (income) as follows. Prior period amounts are being shown for comparative purposes:
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Three Months Ended, March 31, 2025 June 30, 2025 September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026 Stock-based compensation: Cost of product revenue $ 8 $ 17 $ 32 $ 39 $ 58 $ 34 Cost of subscription revenue 137 167 146 135 138 120 Cost of service revenue 67 74 72 80 100 94 Cost of license fee and other revenue 7 24 19 20 19 3 Research and development 1,115 1,154 1,227 1,252 1,280 1,343 Sales and marketing 1,048 1,710 1,480 1,330 1,566 1,975 General and administrative 1,972 2,401 2,414 2,424 2,426 3,284 Restructuring costs 525 — — — — — Total stock-based compensation $ 4,879 $ 5,547 $ 5,390 $ 5,280 $ 5,587 $ 6,853 Amortization of capitalized stock-based compensation: Cost of subscription revenue $ 59 $ 60 $ 63 $ 82 $ 86 $ 104 Cost of service revenue 44 47 51 68 75 90 Total amortization of capitalized stock-based compensation$ 103 $ 107 $ 114 $ 150 $ 161 $ 194 Non-recurring employee restructuring and other separation costs: Cost of service revenue $ — $ 6 $ — $ — $ — $ — Research and development — 31 — — — — Sales and marketing — 613 6 — — — General and administrative — 183 — — — — Restructuring costs 2,137 — — — — — Total non-recurring employee restructuring and other separation costs $ 2,137 $ 833 $ 6 $ — $ — $ —