Earnings release
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________ FORM 8-K ___________________ CURRENT REPORTPURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 7, 2025 ___________________ ON24, INC. (Exact name of registrant as specified in its charter) ___________________ Delaware 001-39965 94-3292599 (State or other jurisdictionof incorporation) (CommissionFile Number) (IRS EmployerIdentification No.) 50 Beale Street,8th Floor San Francisco,CA 94105 (Address of principal executive offices) (Zip Code) (415) 369-8000 (Registrant’s telephone number, including area code) _______________________ Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common stock, par value $0.0001 per share ONTF The New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). 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. ☐
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Item 2.02 Results of Operations and Financial Condition. On August 7, 2025, ON24, Inc. (the “Company”), issued a press release announcing its financial results for the second quarter ended June 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference. The information contained in this report, including Exhibit 99.1 attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release dated August 7, 2025 104 Cover Page Interactive Data File (formatted as Inline XBRL document) 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 hereunto duly authorized. Date: August 7, 2025 ON24, Inc. By: /s/ Steven Vattuone Steven Vattuone Chief Financial Officer
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Exhibit 99.1 ON24 Announces Second Quarter 2025 Financial Results • Achieved total revenue of $35.3 million • 6th consecutive quarter of positive operating and free cash flow • Highest gross retention rate in past 4 years • Another record quarter for percentage of ARR in multi-year agreements SAN FRANCISCO--(BUSINESS WIRE)--ON24 (NYSE: ONTF), a leading intelligent engagement platform for B2B marketing, sales,and other customer-facing teams, today announced financial results for the second quarter ended June 30, 2025. “Our Q2 results exceeded our expectations. We drove improvements in ARR, recorded the highest gross retention rate in fouryears, and generated positive operating and free cash flow,” said Sharat Sharan, co-founder and CEO of ON24. “Looking back atour performance in the first half of this year and comparing it to the same period last year, we made improvements across almost allkey financial and customer metrics, positioning us to deliver ARR growth at the end of the year.” Second Quarter 2025 Financial Highlights • Revenue: ◦ Total revenue was $35.3 million. ◦ Revenue from our Core Platform, including services, was $34.6 million. • ARR: ◦ Total ARR of $127.1 million as of June 30, 2025. ◦ Core Platform ARR of $125.1 million as of June 30, 2025. • GAAP Operating Loss was $9.2 million, compared to GAAP operating loss of $13.1 million in the second quarter of 2024. • Non-GAAP Operating Loss was $0.9 million, compared to non-GAAP operating loss of $0.3 million in the second quarter of2024. • GAAP Net Loss was $7.3 million, or $(0.17) per diluted share, compared to GAAP net loss of $11.2 million, or $(0.27) perdiluted share in the second quarter of 2024. • Non-GAAP Net Income was $1.0 million, or $0.02 per diluted share, compared to non-GAAP net income of $1.5 million, or$0.03 per diluted share in the second quarter of 2024. • Adjusted EBITDA was $0.2 million. • Cash Flow: Net cash provided by operating activities was $2.6 million, compared to $1.4 million provided by operatingactivities in the second quarter of 2024. Free cash flow was $2.1 million for the quarter, compared to $0.9 million in the secondquarter of 2024. • Cash, Cash Equivalents and Marketable Securities totaled $179.6 million as of June 30, 2025. 1
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For more information regarding non-GAAP operating income (loss), non-GAAP net income (loss), adjusted EBITDA, and free cashflows, see the section titled “Non-GAAP Financial Measures” below. For reconciliations of these non-GAAP financial measures tothe most directly comparable GAAP financial measure, see the tables at the end of this press release. Recent Business Highlights: • Our $100K+ ARR customer base grew in Q2, signaling traction in enterprise segments and increased confidence from high-value accounts. • Regulated industries, including financial services and life sciences, continue to grow, with ARR from these sectors increasingsequentially during the second quarter. • Our AI-powered ACE solutions gained momentum, contributing to a continued increase in AI-powered ACE adoption during Q2. • Ranked #1 Enterprise Webinar Platforms in G2 Summer 2025 Report and received 2025 Top Rated Award from TrustRadius,driven by market presence, customer satisfaction and customer reviews. • Launched first phase of ON24 Translate, a new multilingual translation tool, allowing customers to support content localizationand propel global reach and engagement. Financial Outlook For the third quarter of 2025, ON24 expects: • Total revenue of $33.6 million to $34.2 million. • Core Platform Revenue, including services, of $33.0 million to $33.6 million. • Non-GAAP operating loss of $1.3 million to $0.7 million. • Non-GAAP net income per share of $0.00 to $0.02 using approximately 45 million diluted shares outstanding. ◦ Restructuring charge of $0.1 million to $0.4 million, excluded from the non-GAAP amounts above. For the full year 2025, ON24 now expects: • Total revenue of $137.7 million to $138.7 million. • Core Platform Revenue, including services, to be in the range of $135.2 million to $136.2 million. • Non-GAAP operating loss of $5.2 million to $3.8 million. • Non-GAAP net income per share of $0.02 to $0.05 using approximately 45 million diluted shares outstanding. Conference Call Information ON24 will host a conference call and live webcast for analysts and investors today at 2:00 p.m. Pacific Time. Parties in the UnitedStates can access the call by dialing 1-888-396-8049 /1-416-764-8646 and using conference ID: ON24. A webcast and management’s prepared remarks for today’s call will be accessible on ON24’s investor relations websiteat investors.on24.com. Approximately one hour after completion of the live call, an archived version of the webcast will be availableon the Company’s investor relations website. 2
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Definitions of Certain Key Business Metrics Core Platform: The ON24 Core Platform products include: ON24 Elite: live, interactive webinar experience that engages prospective customers in real-time and can be made available in anon-demand format. ON24 Breakouts: live breakout room experience that facilitates networking, collaboration and interactivity between users. ON24 Forums: live, interactive experience that facilitates video-to-video interaction between presenters and audiences. ON24 Go Live: live, interactive video event experience that enables presenters and attendees to engage face-to-face in real-timeand can also be made available in an on-demand format. ON24 Engagement Hub: always-on, rich multimedia content experience that prospective customers can engage anytime,anywhere. ON24 Target: personalize and curate, rich landing page experience that engages specific segments of prospective customers todrive desired action. ON24 AI-powered ACE: the next generation AI-powered analytics and content engine. Annual Recurring Revenue (“ARR”): ARR is calculated as the sum of the annualized value of our subscription contracts as of themeasurement date, including existing customers with expired contracts that we expect to be renewed. Our ARR amounts excludeprofessional services, overages from subscription customers and Legacy revenue. Non-GAAP Financial Measures In addition to our results determined in accordance with generally accepted accounting principles in the United States, or “GAAP”,we consider our non-GAAP operating income (loss), non-GAAP net income (loss), Adjusted EBITDA, and free cash flow inevaluating our operating performance. We define non-GAAP operating income (loss) as net income (loss) excluding, interestexpense, other (income) expense, net, provision for income taxes, stock-based compensation, amortization of acquired intangibleassets, shareholder activism related costs, restructuring costs, impairment charges for underutilized real estate, litigation relatedexpenses from a shareholder class action suit, and certain other costs. We define non-GAAP net income (loss) as net income (loss)excluding stock-based compensation, amortization of acquired intangible assets, shareholder activism related costs, restructuringcosts, impairment charges for underutilized real estate, litigation-related expenses from a shareholder class action suit, and certainother costs. We define Adjusted EBITDA as net income (loss) excluding interest expense, other (income) expense, net, provisionfor income taxes, depreciation and amortization, amortization of acquired intangible assets, amortization of cloud implementationcosts, stock-based compensation, restructuring costs, impairment charges for underutilized real estate, litigation related expensesfrom a shareholder class action suit, and shareholder activism related costs. We define free cash flow as net cash provided by(used in) operating activities, less purchases of property and equipment. We use non-GAAP operating income (loss), non-GAAP net income (loss), and Adjusted EBITDA to evaluate our ongoing operationsand for internal planning and forecasting purposes, and we use free cash flow to measure and evaluate cash generated throughnormal business operations. We believe non-GAAP operating income (loss), non-GAAP net income (loss), and Adjusted EBITDAmay be helpful to investors because they provide consistency and comparability with past financial performance. We believe freecash flow may be helpful to investors because it reflects that some purchases of property and equipment are necessary to supportongoing operations, while providing a measure of cash available to acquire customers, expand within existing customers andotherwise pursue our business strategies. However, these non-GAAP financial measures are each presented for supplemental informational purposes only, have limitationsas analytical tools and should not be considered in isolation or as a substitute for financial information presented in accordance withGAAP. Non-GAAP financial measures have no standardized meanings prescribed by GAAP and are not prepared under acomprehensive set 3
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of accounting rules or principles. In addition, other companies, including companies in our industry, may calculate similarly titlednon-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce theusefulness of our non-GAAP financial measure as a tool for comparison. We do not provide a quantitative reconciliation of the forward-looking non-GAAP financial measures included in this press releaseto the most directly comparable GAAP measures due to the high variability and difficulty to predict certain items excluded fromthese non-GAAP financial measures; in particular, the effects of stock-based compensation expense, and restructuring andtransaction expenses. We expect the variability of these excluded items may have a significant, and potentially unpredictableimpact on our future GAAP financial results. Reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measure are included inthe tables at the end of this press release. Forward-Looking Statements This document contains “forward-looking statements” under applicable securities laws. Such statements can be identified by wordssuch as: “outlook,” “expect,” “target,” “believe,” “plan,” “future,” “may,” “should,” “will,” and similar references to future periods.Forward-looking statements include express or implied statements regarding our expected financial and operating results, theexecution of our capital return program, the size of our market opportunity, the success of our new products and capabilities,including our new AI-powered Analytics and Content Engine, and other statements regarding our ability to achieve our businessstrategies, growth, or other future events or conditions. Such statements are based on our current beliefs, expectations, andassumptions about future events or conditions, which are subject to inherent risks and uncertainties, including our ability to attractnew customers and expand sales to existing customers; declines in our growth rate; fluctuation in our performance; our history ofnet losses; competition; technological development in our markets; decline in demand for our solutions; our ability to expand oursales and marketing capabilities and otherwise achieve our growth; the impact of the resumption of in-person marketing activitieson our customer growth rate; disruptions or other issues with our technology or third-party services; compliance with data privacy,import and export controls, customs, sanctions and other laws and regulations; intellectual property matters; and matters relating toour common stock, along with the other risks and uncertainties discussed in the filings we make from time to time with theSecurities and Exchange Commission. Actual results may differ materially from those indicated in forward-looking statements, andyou should not place undue reliance on them. All statements herein are based only on information currently available to us andspeak only as of the date hereof. Except as required by law, we undertake no obligation to update any such statement. About ON24 ON24 is on a mission to help businesses bring their go-to-market strategy into the AI era and drive cost-effective revenue growth.Through its leading intelligent engagement platform, ON24 enables customers to combine our leading first-party experiences withpersonalization and content as well as capture and act on engagement insights, accelerating the buyer journey and propellingpipeline forward. ON24 provides industry-leading companies, including 4 of the 6 largest global software companies, 3 of the 5 top global assetmanagement firms, 3 of the 6 largest global pharmaceutical companies and 3 of the 5 largest global industrial companies, with avaluable source of first-party data to drive sales and marketing innovation, improve efficiency and increase business results.Headquartered in San Francisco, ON24 has offices globally in North America, EMEA and APAC. For more information, visitwww.ON24.com. © 2025 ON24, Inc. All rights reserved. ON24 and the ON24 logo are trademarks owned by ON24, Inc., and are registered in theUnited States Patent and Trademark Office and in other countries. 4
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ON24, INC.Condensed Consolidated Balance Sheets (Unaudited)(in thousands) June 30, 2025 December 31, 2024 Assets Current assets Cash and cash equivalents $ 37,732 $ 14,933 Marketable securities 141,828 167,803 Accounts receivable, net 18,295 28,616 Deferred contract acquisition costs, current 9,362 10,784 Prepaid expenses and other current assets 7,651 6,194 Total current assets 214,868 228,330 Property and equipment, net 5,290 6,673 Operating right-of-use assets 1,603 2,297 Intangible asset, net 450 660 Deferred contract acquisition costs, non-current 11,735 12,199 Other long-term assets 1,170 794 Total assets $ 235,116 $ 250,953 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 3,657 $ 2,746 Accrued and other current liabilities 15,206 16,394 Deferred revenue 62,152 66,687 Operating lease liabilities, current 1,113 2,372 Total current liabilities 82,128 88,199 Operating lease liabilities, non-current 925 1,016 Other long-term liabilities 2,046 2,326 Total liabilities 85,099 91,541 Stockholders’ equity Common stock 3 4 Additional paid-in capital 513,601 507,188 Accumulated deficit (363,649) (347,669) Accumulated other comprehensive income (loss) 62 (111) Total stockholders’ equity 150,017 159,412 Total liabilities and stockholders’ equity $ 235,116 $ 250,953 5
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ON24, INC.Condensed Consolidated Statements of Operations (Unaudited)(in thousands, except share and per share data) Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Revenue: Subscription and other platform $ 32,441 $ 34,147 $ 64,742 $ 68,976 Professional services 2,892 3,202 5,324 6,100 Total revenue 35,333 37,349 70,066 75,076 Cost of revenue: Subscription and other platform 6,497 7,032 13,000 14,378 Professional services 2,304 2,506 4,904 4,942 Total cost of revenue 8,801 9,538 17,904 19,320 Gross profit 26,532 27,811 52,162 55,756 Operating expenses: Sales and marketing 17,594 19,457 35,737 39,531 Research and development 8,513 9,081 16,823 18,190 General and administrative 9,597 12,332 19,240 23,568 Total operating expenses 35,704 40,870 71,800 81,289 Loss from operations (9,172) (13,059) (19,638) (25,533) Interest expense 19 10 37 21 Other income, net (2,090) (2,305) (4,076) (4,582) Loss before provision for income taxes (7,101) (10,764) (15,599) (20,972) Provision for income taxes 176 411 381 906 Net loss (7,277) (11,175) (15,980) $ (21,878) Net loss per share: Basic and diluted $ (0.17) $ (0.27) $ (0.38) $ (0.53) Weighted-average shares used in computing net loss per share: Basic and diluted 42,577,487 41,991,996 42,334,239 41,652,834 (1) Includes stock-based compensation as follows: Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Cost of revenue Subscription and other platform $ 394 $ 687 $ 819 $ 1,355 Professional services 127 129 263 250 Total cost of revenue 521 816 1,082 1,605 Sales and marketing 2,100 3,338 4,247 6,396 Research and development 1,373 2,246 2,726 4,374 General and administrative 3,384 5,676 6,453 10,038 Total stock-based compensation expense $ 7,378 $ 12,076 $ 14,508 $ 22,413 (2) Research and development expense includes amortization of acquired intangible asset of $144 thousand and $276 thousand for the threeand six months ended June 30, 2025, respectively, and $138 thousand and $276 thousand for the three and six months ended June 30,2024, respectively, in connection with the Vibbio acquisition in April 2022. (3) General and administrative expense for the three and six months ended June 30, 2025 includes professional advisory expenses associatedwith activism defense and related costs of $7 thousand and $76 thousand, respectively. We did not incur such costs in the three months andsix months ended June 30, 2024. (4) General and administrative expense for the three and six months ended June 30, 2025 includes legal costs associated with our IPO classaction securities litigation of nil and $232 thousand, respectively. In prior periods the amounts were less meaningful to our results and thusnot shown separately. (5) The results of operations for the six months ended June 30, 2025 and 2024 includes restructuring costs, which primarily represent (1)(5) (1)(5) (1)(5) (1)(2)(5) (1)(3)(4)(5)
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severance and related expense due to restructuring activities, as follows: Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Cost of revenue Subscription and other platform $ 95 $ 21 $ 494 $ 213 Professional services 6 1 30 13 Total cost of revenue 101 22 524 226 Sales and marketing 419 330 778 1,005 Research and development 127 — 127 112 General and administrative 77 149 77 339 Total restructuring costs $ 724 $ 501 $ 1,506 $ 1,682 6
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ON24, INC.Condensed Consolidated Statements of Cash Flows (Unaudited)(In thousands) Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Cash flows from operating activities: Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Adjustments to reconcile net loss to net cash provided by operatingactivities: Depreciation and amortization 1,284 1,221 2,569 2,454 Stock-based compensation expense 7,378 12,076 14,508 22,413 Amortization of deferred contract acquisition cost 3,324 3,752 6,887 7,595 Provision for allowance for doubtful accounts and billing reserves 325 576 589 1,201 Non-cash lease expense 391 388 782 779 Accretion of marketable securities (363) (1,428) (839) (2,935) Other 1 35 12 70 Change in operating assets and liabilities: Accounts receivable 6,716 3,922 9,732 12,713 Deferred contract acquisition cost (2,485) (2,305) (5,001) (4,734) Prepaid expenses and other assets 485 635 (1,816) (1,743) Accounts payable 1,886 478 1,879 344 Accrued liabilities 1,176 1,014 (1,223) (2,888) Deferred revenue (9,407) (7,110) (4,535) (8,351) Other liabilities (867) (691) (1,585) (1,514) Net cash provided by operating activities 2,567 1,388 5,979 3,526 Cash flows from investing activities: Purchase of property and equipment (492) (490) (1,965) (1,528) Purchase of marketable securities (48,403) (52,328) (68,222) (126,421) Proceeds from maturities of marketable securities 61,020 53,127 94,920 91,648 Proceeds from sale of marketable securities — — — 4,360 Net cash provided by (used in) investing activities 12,125 309 24,733 (31,941) Cash flows from financing activities: Proceeds from exercise of stock options 224 241 470 994 Proceeds from issuance of common stock under ESPP 272 367 272 367 Payment for repurchase of common stock (4,348) (5,006) (8,841) (10,276) Repayment of equipment loans — (36) — (72) Repayment of finance lease obligations — (44) — (127) Net cash used in financing activities (3,852) (4,478) (8,099) (9,114) Effect of exchange rate changes on cash, cash equivalents andrestricted cash 109 (24) 193 (197) Net increase (decrease) in cash, cash equivalents and restrictedcash 10,949 (2,805) 22,806 (37,726) Cash, cash equivalents and restricted cash, beginning of period 26,870 18,377 15,013 53,298 Cash, cash equivalents and restricted cash, end of period $ 37,819 $ 15,572 $ 37,819 $ 15,572 Reconciliation of cash, cash equivalents, and restricted cash tothe condensed consolidated balance sheets: Cash and cash equivalents $ 37,732 $ 15,485 $ 37,732 $ 15,485 Restricted cash included in other assets, non-current 87 87 87 87 Total cash, cash equivalent and restricted cash $ 37,819 $ 15,572 $ 37,819 $ 15,572 7
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ON24, INC.Reconciliation of GAAP to Non-GAAP Results (Unaudited)(in thousands, except share and per share data) Reconciliation of gross profit and gross margin Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 GAAP gross profit $ 26,532 $ 27,811 $ 52,162 $ 55,756 Add: Stock-based compensation 521 816 1,082 1,605 Restructuring costs 101 22 524 226 Non-GAAP gross profit $ 27,154 $ 28,649 $ 53,768 $ 57,587 GAAP gross margin 75 % 74 % 74 % 74 % Non-GAAP gross margin 77 % 77 % 77 % 77 % Reconciliation of operating expenses Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 GAAP sales and marketing $ 17,594 $ 19,457 $ 35,737 $ 39,531 Less: Stock-based compensation (2,100) (3,338) (4,247) (6,396) Restructuring costs (419) (330) (778) (1,005) Non-GAAP sales and marketing $ 15,075 $ 15,789 $ 30,712 $ 32,130 GAAP research and development $ 8,513 $ 9,081 $ 16,823 $ 18,190 Less: Stock-based compensation (1,373) (2,246) (2,726) (4,374) Restructuring costs (127) — (127) (112) Amortization of acquired intangible asset (144) (138) (276) (276) Non-GAAP research and development $ 6,869 $ 6,697 $ 13,694 $ 13,428 GAAP general and administrative $ 9,597 $ 12,332 $ 19,240 $ 23,568 Less: Stock-based compensation (3,384) (5,676) (6,453) (10,038) Restructuring costs (77) (149) (77) (339) Fees related to shareholder activism (7) — (76) — Litigation related expense — — (232) — Non-GAAP general and administrative $ 6,129 $ 6,507 $ 12,402 $ 13,191 8
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ON24, INC.Reconciliation of GAAP to Non-GAAP Results (Unaudited)(in thousands, except share and per share data) Reconciliation of net loss to non-GAAP operating loss Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Add: Interest expense 19 10 37 21 Other income, net (2,090) (2,305) (4,076) (4,582) Provision for income taxes 176 411 381 906 Stock-based compensation 7,378 12,076 14,508 22,413 Amortization of acquired intangible asset 144 138 276 276 Restructuring costs 724 501 1,506 1,682 Fees related to shareholder activism 7 — 76 — Litigation related expense — — 232 — Non-GAAP operating loss $ (919) $ (344) $ (3,040) $ (1,162) Reconciliation of net loss to Adjusted EBITDA Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Add: Interest expense 19 10 37 21 Other income, net (2,090) (2,305) (4,076) (4,582) Provision for income taxes 176 411 381 906 Depreciation and amortization 1,140 1,083 2,293 2,178 Amortization of acquired intangible asset 144 138 276 276 Amortization of cloud implementation costs — 35 11 71 Stock-based compensation 7,378 12,076 14,508 22,413 Restructuring costs 724 501 1,506 1,682 Fees related to shareholder activism 7 — 76 — Litigation related expense — — 232 — Adjusted EBITDA $ 221 $ 774 $ (736) $ 1,087 Reconciliation of net loss to non-GAAP net income Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Add: Stock-based compensation 7,378 12,076 14,508 22,413 Amortization of acquired intangible asset 144 138 276 276 Restructuring costs 724 501 1,506 1,682 Fees related to shareholder activism 7 — 76 — Litigation related expense — — 232 — Non-GAAP net income $ 976 $ 1,540 $ 618 $ 2,493 9
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ON24, INC.Reconciliation of GAAP to Non-GAAP Results (Unaudited)(in thousands, except share and per share data) Reconciliation of GAAP to Non-GAAP basic and diluted net (loss) income per share Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 GAAP basic and diluted net loss per share: Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Weighted average common stock outstanding, basic and diluted 42,577,487 41,991,996 42,334,239 41,652,834 Net loss per share, basic and diluted $ (0.17) $ (0.27) $ (0.38) $ (0.53) Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Non-GAAP basic and diluted net income per share: Net loss $ (7,277) $ (11,175) $ (15,980) $ (21,878) Add: Stock-based compensation 7,378 12,076 14,508 22,413 Amortization of acquired intangible asset 144 138 276 276 Restructuring costs 724 501 1,506 1,682 Fees related to shareholder activism 7 — 76 — Litigation related expense — — 232 — Non-GAAP net income $ 976 $ 1,540 $ 618 $ 2,493 Non-GAAP weighted-average common stock outstanding Basic 42,577,487 41,991,996 42,334,239 41,652,834 Diluted 45,138,830 45,802,883 45,126,648 45,713,706 Non-GAAP net income per share of common stock: Basic $ 0.02 $ 0.04 $ 0.01 $ 0.06 Diluted $ 0.02 $ 0.03 $ 0.01 $ 0.05 10
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ON24, INC.Reconciliation of GAAP to Non-GAAP Results (Unaudited)(in thousands) Reconciliation of GAAP Cash Flow from Operating Activities to Free Cash Flow Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Net cash provided by operating activities: $ 2,567 $ 1,388 $ 5,979 $ 3,526 Less: Purchases of property and equipment (492) (490) (1,965) (1,528) Free cash flow $ 2,075 $ 898 $ 4,014 $ 1,998 11
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ON24, INC.Revenue(in thousands)(Unaudited) Three Months Ended June 30,Six Months Ended June 30, 2025 2024 2025 2024 Core Platform Subscription and other platform $ 31,885 $ 33,479 $ 63,643 $ 67,539 Professional services 2,695 3,006 5,089 5,761 Total core platform revenue $ 34,580 $ 36,485 $ 68,732 $ 73,300 Virtual Conference Subscription and other platform $ 556 $ 668 $ 1,099 $ 1,437 Professional services 197 196 235 339 Total virtual conference revenue $ 753 $ 864 $ 1,334 $ 1,776 Revenue Subscription and other platform $ 32,441 $ 34,147 $ 64,742 $ 68,976 Professional services 2,892 3,202 5,324 6,100 Total revenue $ 35,333 $ 37,349 $ 70,066 $ 75,076 12
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Contacts Media Contact: David Lee press@on24.com Investor Contact: Lauren Sloane, The Blueshirt Group for ON24 investorrelations@on24.com 13