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What changed in TaskUs, Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of TaskUs, Inc.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+225 added−228 removedSource: 10-K (2026-03-05) vs 10-K (2025-03-06)

Top changes in TaskUs, Inc.'s 2025 10-K

225 paragraphs added · 228 removed · 185 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeOur global, omnichannel delivery model is focused on providing our clients with three key services – Digital Customer Experience (“Digital CX”), Trust + Safety and Artificial Intelligence (“AI”) Services. Our delivery model is tailored to meet the needs of modern businesses and digital re-inventors.
Biggest changeWe enable our clients to elevate their customer experience, protect their platforms, and grow their brands. As of December 31, 2025, we supported approximately 200 clients. Our global, omnichannel delivery model is focused on providing our clients with three key services – Digital Customer Experience (“Digital CX”), Trust & Safety and Artificial Intelligence (“AI”) Services.
We are also subject to the self-regulatory standards that require companies that process payment card data to implement certain data security measures. 9 Table of Contents HIPAA Certain clients require solutions that ensure security due to nature of the content being distributed and associated applicable regulatory requirements.
We are also subject to the self-regulatory standards that require companies that process payment card data to implement certain data security measures. 9 Table of Contents HIPAA Certain clients require solutions that ensure security due to the nature of the content being distributed and associated applicable regulatory requirements.
Additionally, breaches of regulatory requirements could result in litigation, increased scrutiny from regulatory bodies and loss of customer trust, all of which may adversely affect our business, financial condition, operational results and long term prospects.” Tax Several of our sites in the Philippines, India, Mexico and Croatia receive tax incentives based on our compliance with specific criteria.
Additionally, breaches of regulatory requirements could result in litigation, increased scrutiny from regulatory bodies and loss of customer trust, all of which may adversely affect our business, financial condition, operational results and long term prospects.” Tax Several of our sites in the Philippines, India and Croatia receive tax incentives based on our compliance with specific criteria.
In 2024, 79% o f our Digital CX reve nues were generated from non-voice, digital channels or omni-channel services, while the remaining 21% were generated purely from voice channels; even our pure voice work is supported by cloud-based and generative AI infrastructure.
In 2025, 79% o f our Digital CX reve nues were generated from non-voice, digital channels or omni-channel services, while the remaining 21% were generated purely from voice channels; even our pure voice work is supported by cloud-based and generative AI infrastructure.
As of December 31, 2024 , we supported approximately 200 clients, most of which are innovative companies in attractive, high growth industry verticals, including social media, e-commerce, gaming, streaming media, food delivery and ride sharing , technology, financial services, and healthcare.
As of December 31, 2025 , we supported approximately 200 clients, most of which are innovative companies in attractive, high growth industry verticals, including social media, e-commerce, gaming, streaming media, food delivery and ride sharing , technology, financial services, and healthcare.
Confidentiality is maintained primarily through contractual clauses, and in the case of computer programs and information maintained in our electronic systems and networks, system access controls, tracking and authorization processes. 8 Table of Contents Our Technology We maintain an innovative, flexible, scalable, resilient, and reliable technology infrastructure that helps us deliver our services and solutions to our clients.
Confidentiality is maintained primarily through contractual clauses, and in the case of computer programs and information maintained in our electronic systems and networks, system access controls, tracking and authorization processes. Our Technology We maintain an innovative, flexible, scalable, resilient, and reliable technology infrastructure that helps us deliver our services and solutions to our clients.
AI Deployment Management in the Field: Through our relationship with autonomous vehicle and robotic technology companies we have built capabilities in deploying and managing the performance of AI in real-world production environments. We have built standard operating procedures to handle real-time management, troubleshooting, and emergency response.
AI Deployment Management in the Field: Through our relationship with autonomous vehicle and robotics companies we have built capabilities in deploying and managing the performance of AI in real-world production environments. We have built standard operating procedures to handle real-time management, troubleshooting, and emergency response.
We aim to bolster our portfolio of highly complementary service capabilities by integrating consultative expertise, process automation, and technology that further expand our value proposition to clients. This may include evaluating M&A opportunities to expand into higher value, specialized services, gain vertical market expertise, or acquire additional capabilities and technologies.
We aim to bolster our portfolio of highly complementary service capabilities by integrating Agentic AI systems integration capabilities, consultative expertise, process automation, and technology that further expand our value proposition to clients. This may include evaluating M&A opportunities to expand into higher value, specialized services, gain vertical market expertise, or acquire additional capabilities and technologies.
As of December 31, 2024, we operated across 28 locations in 12 countries in 2024. Remote/Hybrid: W e utilize an internally developed cloud-based operating model, Cirrus, which enables our employees to deliver services remotely. Our Cirrus strategy follows our client needs with some clients deciding to work 100% remotely and other clients utilizing a hybrid model.
As of December 31, 2025, we operated across 31 locations in 13 countries in 2025. Remote/Hybrid: W e utilize an internally developed cloud-based operating model, Cirrus, which enables our employees to deliver services remotely. Our Cirrus strategy follows our client needs with some clients deciding to work 100% remotely and other clients utilizing a hybrid model.
In 2024, 63 current clients signed new statements of work with us. Expanding our Addressable Market: We use our strong reputation and expertise serving the digital economy to attract new innovators and enterprise-class brands looking to transform.
In 2025, 67 current clients signed new statements of work with us. Expanding our Addressable Market: We use our strong reputation and expertise serving the digital economy to attract new innovators and enterprise-class brands looking to transform.
Our largest client, Meta, generated 22% of our revenue for the fiscal year ended December 31, 2024 . We have multiple agreements across several lines of business and geographies supporting multiple divisions within our largest client’s global operations.
Our largest client, Meta, generated 26% of our revenue for the fiscal year ended December 31, 2025 . We have multiple agreements across several lines of business and geographies supporting multiple divisions within our largest client’s global operations.
In 2024, our cNPS was 71, where 79% of all respondents agreed or strongly agreed that their programs’ operational performance expectations are regularly met. To deliver to these standards we offer: • Agile Automation and Generative AI (TaskGPT): We continuously strive to improve our efficiency and quality with a combination of proprietary and third-party technology.
In 2025, our cNPS was 66, where 81% of all respondents agreed or strongly agreed that their programs’ operational performance expectations are regularly met. To deliver to these standards we offer: • Agile Automation and Generative AI (TaskGPT): We continuously strive to improve our efficiency and quality with a combination of proprietary and third-party technology.
The voluntary attrition rate for employees who were employed by TaskUs for more than 180 days was 22.2% f or the year ended December 31, 2024 . Teammate Development: Investing in Our People At the heart of our strategy is an unwavering commitment to the personal and professional growth of our teammates.
The voluntary attrition rate for employees who were employed by TaskUs for more than 180 days was 26.6% f or the year ended December 31, 2025 . Teammate Development: Investing in Our People At the heart of our strategy is an unwavering commitment to the personal and professional growth of our teammates.
We won 39 new clients in 2024, achieving a new client win rate of 45%. As our clients grow in size, and the complexity of their outsourcing needs increases, we believe we have an opportunity to increase the addressable spend available to TaskUs, including partnering with clients to optimize their outsourcing spend and cross-selling our full portfolio of services.
We won 34 new clients in 2025, achieving a new client win rate of 36%. As our clients grow in size, and the complexity of their outsourcing needs increases, we believe we have an opportunity to increase the addressable spend available to TaskUs, including partnering with clients to optimize their outsourcing spend and cross-selling our full portfolio of services.
In 2024, our eNPS was 63, and 72% of our employees who participated rated us 9 or 10 on a scale of 10. We believe happy employees deliver better results, and our ability to maintain high eNPS scores enables us to drive real business impact, including improved attendance and higher retention.
In 2025, our eNPS was 60, and 70% of our employees who participated rated us 9 or 10 on a scale of 10. We believe happy employees deliver better results, and our ability to maintain high eNPS scores enables us to drive real business impact, including improved attendance and higher retention.
We have also built feedback mechanisms and process improvement recommendations into our delivery models to help clients continue to adapt, improve, and evolve in their AI deployments. We have designed and built an human-in-the-loop service that supports training AI driving models by handling complex or unusual road conditions.
We have also built feedback mechanisms and process improvement recommendations into our delivery models to help clients continue to adapt, improve, and evolve in their AI deployments. We have designed and built a human-in-the-loop service that supports training AI driving models by handling complex or unusual road conditions and navigational challenges presented by urban environments.
The key tenets of the program are: • Upskilling for career advancement: We provides a best-in-class digital ecosystem based on an "Education-Exposure-Experience" model to support the development journey of our teammates and leaders. • Digital ecosystem for learning: Our programs, spanning 12 u nique career paths, emphasize self-paced learning, collaboration spaces for peer-to-peer learning, and skills libraries - enabling teammates to learn flexibly and connect with others. • Mentorship for growth: Our group and one-to-one mentoring programs play a vital role in fostering learning and development.
The key tenets of the program are: • Upskilling for career advancement: We provide a best-in-class digital ecosystem based on an "Education-Exposure-Experience" model to support the development journey of our teammates and leaders. • Digital ecosystem for learning: Our programs, spanning 14 unique career paths, em phasize self-paced learning, collaboration spaces for peer-to-peer learning, and skills libraries - enabling teammates to learn flexibly and connect with others. • Mentorship for growth: Our group and one-to-one mentoring programs play a vital role in fostering learning and development.
We have dedicated leadership in each geography to support our Cirrus model that allows employees to work from home predominantly, with sites for orientation, training and team activities. As of December 31, 2024 , more than 40% of our teammates were working 100% remotely or utilizing a hybrid model.
We have dedicated leadership in each geography to support our Cirrus model that allows employees to work from home predominantly, with sites for orientation, training and team activities. As of December 31, 2025 , less than 30% of o ur teammates were working 100% remotely or utilizing a hybrid model.
Setting the engagement from the top and actively championing inclusive decisions and/or practices. • Environment & Culture: Fostering an environment that aligns our values with our business strategies and practices to create a DEI-inclusive environment that drives innovation, productivity and a powerful People First culture. • Continuous Evaluation & Improvement: Consistently evaluating and gauging the effectiveness of DEI initiatives by analyzing data and gathering feedback to pinpoint areas for enhancement and propel advancement. 7 Table of Contents As of December 31, 2024, women comprised 49% of our workforce and 46% of our managers at all levels.
Setting the engagement from the top and actively championing inclusive decisions and/or practices. 7 Table of Contents • Environment & Culture: Fostering an environment that aligns our values with our business strategies and practices to create a DEI-inclusive environment that drives innovation, productivity and a powerful People First culture. • Continuous Evaluation & Improvement: Consistently evaluating and gauging the effectiveness of DEI initiatives by analyzing data and gathering feedback to pinpoint areas for enhancement and propel advancement.
As we expand globally, we strive to champion our vision of operational excellence through an employee-centric culture everywhere we operate. As of December 31, 2024, our worldwide Headcount totaled approximately 59,000 people across 28 sites in 12 countries capable of delivering services in more than 30 languages.
As we expand globally, we strive to champion our vision of operational excellence through an employee-centric culture everywhere we operate. As of December 31, 2025, our worldwide Headcount totaled approximately 65,500 people across 31 sites in 13 countries capable of delivering services in more than 30 languages.
Since 87% of our revenue in 2024 wa s delivered from non-voice, digital channels or omnichannel services, we are particularly well positioned to leverage an off-shore/near-shore model. The Philippines is our largest off-shore market with approximately 35,500 people, or 60%, of Headcount of approximately 59,000 people worldwide.
Since 87% of our revenue in 2025 wa s delivered from non-voice, digital channels or omnichannel services, we are particularly well positioned to leverage an off-shore/near-shore model. The Philippines is our largest off-shore market with approximately 38,100 people, or 58%, of Headcount of approximately 65,500 people worldwide.
Our cloud-based technology infrastructure is designed to enable us to set up and scale operations quickly and seamlessly while allowing clients to rely on us to optimize delivery across many of their core business and administrative processes.
Our delivery model is tailored to meet the needs of modern businesses and digital re-inventors. Our cloud-based technology infrastructure is designed to enable us to set up and scale operations quickly and seamlessly while allowing clients to rely on us to optimize delivery across many of their core business and administrative processes.
During 2024, we generated revenue in excess of $1.0 million from 102 of these clients, the number of clients using multiple service lines increased to 64, and we signed agreements to support 39 new clients. Our top 10 and top 20 clients accounted for 56% and 68% of our revenue for the fiscal year ended December 31, 2024 , respectively.
During 2025, we generated revenue in excess of $1.0 million from 98 of these clients, the number of clients using multiple service lines increased to 73, and we signed agreements to support 34 new clients. Our top 10 and top 20 clients accounted for 58% and 71% of our revenue for the fiscal year ended December 31, 2025 , respectively.
For the fiscal year ended December 31, 2024 , Digital Customer Experience, Trust + Safety and Artificial Intelligence Services represented 61%, 25% and 14%, respectively, of our total service revenue of $995.0 million compared to 66%, 20% and 14%, respectively, of our total service revenue of $924.4 million for the year ended December 31, 2023.
For the fiscal year ended December 31, 2025 , Digital Customer Experience, Trust & Safety and Artificial Intelligence Services represented 56%, 26% and 18%, respectively, of our total service revenue of $1,183.5 million compared to 61%, 25% and 14%, respectively, of our total service revenue of $995.0 million for the year ended December 31, 2024.
As December 31, 2024 , more than 37,000 of our talented teammates had enrolled in the Academy since its inception, with approximately 2,400 enrollees receiving promotions during 2024 .
As December 31, 2025 , more than 53,000 of our talented teammates had enrolled in the Academy since its inception, with approximately 2,200 enrollee s receiving promotions during 2025 .
TaskUs was recognized as a Leader in the Everest Group’s Trust and Safety Services PEAK Matrix® Assessment 2024 and its Financial Crime and Compliance (FCC) PEAK Matrix® Assessment 2024. Trust + Safety consists of two primary areas of service: Content Moderation and Financial Crimes + Compliance (formerly known as Risk and Response).
For the third year in a row, TaskUs was recognized as a Leader in the Everest Group’s Trust and Safety Services PEAK Matrix® Assessment 2025. Trust & Safety consists of two primary areas of service: Content Moderation and Financial Crime & Compliance.
Our core values are deeply rooted in our commitment to Diversity, Equity, and Inclusion (“DEI”). We firmly believe that when we embrace diversity of thought, experience, and perspective, we unlock the potential for groundbreaking innovation, exceptional outcomes, and lasting success. Our DEI strategy is built on key pillars representing our unwavering dedication to these values.
We firmly believe that when we embrace diversity of thought, experience, and perspective, we unlock the potential for groundbreaking innovation, exceptional outcomes, and lasting success. Our DEI strategy is built on key pillars representing our unwavering dedication to these values. These pillars guide us in embedding equity into our processes, amplifying diverse voices, and creating opportunities for all.
Our Clients We identify emerging and high-growth industry verticals or enterprise brands going through transformative changes, and find attractive solutions to address these clients’ needs.
As of December 31, 2025, women comprised 47% of our workforce and 45% of our managers at all levels. Our Clients We identify emerging and high-growth industry verticals or enterprise brands going through transformative changes, and find attractive solutions to address these clients’ needs.
Our ability to obtain trademark registrations varies from country to country, as does the duration of trademark and service mark registrations, which may generally be renewed indefinitely as long as the marks are in use and their registrations are properly maintained.
Our ability to obtain trademark registrations varies from country to country, as does the duration of trademark and service mark registrations, which may generally be renewed indefinitely as long as the marks are in use and their registrations are properly maintained. 8 Table of Contents We also have and maintain certain trade secrets arising out of the authorship or creation of proprietary applications, systems and business practices.
The data collected helps refine the AI model to improve safety and reliability of the vehicle’s autonomous performance. Data Collection Services: We source and gather diverse, representative datasets across multiple languages, domains, and modalities according to client requirements.
Data Collection Services: We source and gather diverse, representative datasets across multiple languages, domains, and modalities according to client requirements.
Financial Crimes + Compliance Financial Crimes + Compliance pertains to services designed to protect end users, detect and eliminate fraud, address unwanted user activity, and manage regulatory compliance. Our Financial Crimes + Compliance services include: • Identity: We help safeguard client platforms while accounting for and servicing know-your-customer (“KYC”) and know-your-business (“KYB”) requirements.
Our Financial Crime & Compliance services include: • Identity: We help safeguard client platforms while accounting for and servicing know-your-customer (“KYC”) and know-your-business (“KYB”) requirements.
These pillars guide us in embedding equity into our processes, amplifying diverse voices, and creating opportunities for all. They help us ensure that every teammate, regardless of background, has a pathway to thrive and succeed.
They help us ensure that every teammate, regardless of background, has a pathway to thrive and succeed.
Our Digital Customer Experience solutions include: Omnichannel Customer Care: Protecting and maintaining our clients’ brands makes up a significant portion of our Digital CX services. We differentiate our performance with our focus on driving efficiency, based on frontline insights and advanced analytics, and our culture of employee engagement which enhances the customer experience they provide.
Our Digital Customer Experience solutions include: Omnichannel Customer Care: Protecting and maintaining our clients’ brands makes up a significant portion of our Digital CX services.
TaskUs mentors devoted more than 4,000 h ours in support of the Academy in 2024. • Buildings a leadership pipeline: We develop first-day-ready leaders who are focussed on our core values to drive organizational growth. Diversity At TaskUs, we take immense pride in living out our People First culture, a cornerstone of who we are and how we operate.
TaskUs mentors devote d more than 3,400 hours in support of the Academy in 2025. • Buildings a leadership pipeline: We develop first-day-ready leaders who are focussed on our core values to drive organizational growth. • Professional Certification through SkillUp: We have introduced specialized certification tracks in Lean Six Sigma (White, Yellow, and Green Belt) and Artificial Intelligence (AI for Beginners and AI for Leaders).
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Item 1. Business Overview We are a provider of outsourced digital services and next-generation customer experience to the world’s most innovative companies, helping our clients represent, protect and grow their brands.
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Item 1. Business Overview We deliver outsourced digital services that power the companies shaping the future. By combining specialized human talent and intelligent technology, we solve complex operational challenges for global category leaders within AI, autonomous vehicles, robotics, social media, financial services, healthcare, and beyond.
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We serve our clients by supporting their end customers’ urgent needs, helping them navigate an increasingly-complex compliance landscape, handling sensitive tasks, including online content moderation, and enabling artificial intelligence technology and automation.
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We differentiate our performance and elevate customer experiences with our focus on blending adaptive, Agentic AI technologies and human-powered operational excellence, driving efficiency, based on frontline insights and advanced analytics, and our culture of employee engagement which enhances the customer experience they provide.
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As of December 31, 2024, we supported approximately 200 clients spanning established and emerging industry sectors, including social media, e-commerce, gaming, streaming media, food delivery and ride-sharing, technology, financial services, and healthcare.
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Additionally, TaskUs brings our strategic consulting capabilities and AI model training, maintenance, and safety solutions together with our expertise in our clients’ processes and workflows to help clients implement Agentic AI - unlocking cost savings and amplifying the power of our human teammates.
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We also have and maintain certain trade secrets arising out of the authorship or creation of proprietary applications, systems and business practices.
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Financial Crime & Compliance Financial Crime & Compliance pertains to services designed to protect end users, detect and eliminate fraud, address unwanted user activity, and manage regulatory compliance. TaskUs was recognized as a Leader in the Everest Group’s Financial Crime and Compliance (FCC) PEAK Matrix® Assessment 2025.
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The data collected helps refine the AI model to improve safety and reliability of the vehicle’s and robot’s autonomous performance. Artificial Intelligence (“AI”) Safety: AI Safety pertains to services designed to mitigate algorithmic bias, misinformation, and the proliferation of harmful content through rigorous data labeling and red-teaming protocols.
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Our global team of specialized moderators and subject matter experts works in tandem with proprietary tools to evaluate and fine-tune Large Language Models (“LLM”), ensuring client deployments remain compliant with evolving international safety standards and ethical guidelines. This integrated approach addresses the critical 'human-in-the-loop' requirement for developing trustworthy AI while reducing operational risks associated with generative technology for our clients.
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These programs empower everyone from frontline associates to leaders to earn industry-recognized credentials, fostering a culture of continuous improvement and self-development. Diversity At TaskUs, we take immense pride in living out our People First culture, a cornerstone of who we are and how we operate. Our core values are deeply rooted in our commitment to Diversity, Equity, and Inclusion (“DEI”).

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeConsequently, these transactions, even if entered into and announced, may not ultimately be consummated. 22 Table of Contents An acquisition, investment, disposition, consolidation, joint venture, partnership, new business or similar transaction may result in unforeseen operating difficulties and expenditures.
Biggest changeFor example, in October 2025, as a result of failing to receive stockholder approval, we terminated an Agreement and Plan of Merger, dated May 8, 2025, by and between us and Breeze Merger Corporation, which related to a proposed take private transaction of the Company by our Sponsor and out Co-Founders. 22 Table of Contents Even if successfully consummated, an acquisition, investment, disposition, consolidation, joint venture, partnership, new business or similar transaction may result in unforeseen operating difficulties and expenditures.
Various factors, such as changes in the central or state governments, could trigger significant changes in India’s economic liberalization and deregulation policies and disrupt business and economic conditions in India generally and our business in particular.
Various factors, such as changes in the central or state governments, could trigger significant changes in India’s economic liberalization and deregulation policies and disrupt business and economic conditions in India generally and our business in particular.
Although we experienced rapid revenue growth in previous periods, we have not been able maintain that level of revenue growth in recent fiscal years and may not be able to return to our prior level of revenue growth or profitability in the future.
Although we experienced rapid revenue growth in previous periods, we have not been able to maintain that level of revenue growth in recent fiscal years and may not be able to return to our prior level of revenue growth or profitability in the future.
Our business prospects will suffer if we are unable to continue to anticipate our clients’ needs by adapting to market and technology trends, investing in technology as it develops, and adapting our services and solutions to changes in technology and client expectations.
Our business prospects will suffer if we are unable to continue to anticipate our clients’ needs by adapting to market and technology trends, investing in technology as it develops, and adapting our services and solutions to changes in technology and client expectations.
Those other companies may develop AI and generative AI products and technologies that are similar or superior to our technologies or are more cost-effective to develop and deploy. 13 Table of Contents Unauthorized or improper disclosure of personal or other sensitive information, or security breaches and incidents, whether inadvertent or purposeful, including as the result of a cyber-attack, could result in liability and harm our reputation, each of which could adversely affect our business, financial condition, results of operations or prospects.
Those other companies may develop AI products and technologies that are similar or superior to our technologies or are more cost-effective to develop and deploy. 13 Table of Contents Unauthorized or improper disclosure of personal or other sensitive information, or security breaches and incidents, whether inadvertent or purposeful, including as the result of a cyber-attack, could result in liability and harm our reputation, each of which could adversely affect our business, financial condition, results of operations or prospects.
We may take advantage of exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.
We take advantage of exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.
In several countries, a small number of individuals provide services to us as independent contractors. In addition, we have now seen over 1,000,000 account registrations on TaskVerse, an open platform that connects a global community of freelancers to complete a variety of tasks in exchange for compensation. Freelancers who perform projects on the TaskVerse are not employees of TaskUs.
In several countries, a small number of individuals provide services to us as independent contractors. In addition, we have now seen over 1,100,000 account registrations on TaskVerse, an open platform that connects a global community of freelancers to complete a variety of tasks in exchange for compensation. Freelancers who perform projects on the TaskVerse are not employees of TaskUs.
We have also filed a Form S-3 under the Securities Act to register debt, equity and related securities, and we, or our Sponsor or Co-Founders as the selling shareholders named therein, may sell shares of Class A common stock pursuant to the Form S-3. Shares registered under such registration statements will be available for sale in the open market.
We have also filed a Form S-3 under the Securities Act to register equity and related securities, and we, or our Sponsor or Co-Founders as the selling shareholders named therein, may sell shares of Class A common stock pursuant to the Form S-3. Shares registered under such registration statements will be available for sale in the open market.
Our past rapid growth was fueled in part by the rapid growth of our major clients in high-growth industries, such as social media, meal delivery and transport, e-commerce and financial services. We may not be able to sustain revenue growth consistent with our recent history or at all.
Our past rapid growth was fueled in part by the rapid growth of our major clients in high-growth industries, such as social media, meal delivery and transport, e-commerce and financial services. We may not be able to achieve or sustain revenue growth consistent with our recent history or at all.
Historically, our exchange rate forward contracts were not designated hedges under Accounting Standards Codification Topic 815, Derivatives and Hedging. We began designated certain contracts as hedges during 2024. Because our financial statements are presented in U.S. Dollars and revenues are primarily generated in U.S.
Historically, our exchange rate forward contracts were not designated hedges under Accounting Standards Codification Topic 815, Derivatives and Hedging. We began designating certain contracts as hedges during 2024. Because our financial statements are presented in U.S. Dollars and revenues are primarily generated in U.S.
See Part II, Item 7A, in this Annual Report, “Quantitative and Qualitative Disclosures About Market Risk—Interest Rate Risk.” 35 Table of Contents Our ability to raise additional capital through traditional means may be limited or impractical, causing us to seek funds through other types of financing, including private or public equity or debt offerings, which may result in dilution and harm our business and our ability to compete.
See Part II, Item 7A, in this Annual Report, “Quantitative and Qualitative Disclosures About Market Risk—Interest Rate Risk.” Our ability to raise additional capital through traditional means may be limited or impractical, causing us to seek funds through other types of financing, including private or public equity or debt offerings, which may result in dilution and harm our business and our ability to compete.
Any decreased use of our platform or limitation on our ability to export or sell our services and solutions could adversely affect our business, financial condition or results of operations. 31 Table of Contents From time to time, some of our employees spend significant amounts of time at our clients’ sites, often in foreign jurisdictions, which expose us to certain risks.
Any decreased use of our platform or limitation on our ability to export or sell our services and solutions could adversely affect our business, financial condition or results of operations. From time to time, some of our employees spend significant amounts of time at our clients’ sites, often in foreign jurisdictions, which expose us to certain risks.
Additional changes in the U.S. tax regime or in how U.S. multinational corporations are taxed on foreign earnings, including changes in how existing tax laws are interpreted or enforced, could adversely affect our business, financial condition or results of operations. 32 Table of Contents We cannot predict the outcome of any specific legislative proposals or amendments to existing treaties.
Additional changes in the U.S. tax regime or in how U.S. multinational corporations are taxed on foreign earnings, including changes in how existing tax laws are interpreted or enforced, could adversely affect our business, financial condition or results of operations. We cannot predict the outcome of any specific legislative proposals or amendments to existing treaties.
Our Sponsor and our Co-Founders are parties to a stockholders agreement and, as of the date of this Annual Report, beneficially own approximately 97.5% of the combined voting power of all classes of our stock entitled to vote generally in the election of directors. As a result, we are a “controlled company” within the meaning of Nasdaq corporate governance standards.
Our Sponsor and our Co-Founders are parties to a stockholders agreement and, as of the date of this Annual Report, beneficially own approximately 96.9% of the combined voting power of all classes of our stock entitled to vote generally in the election of directors. As a result, we are a “controlled company” within the meaning of Nasdaq corporate governance standards.
Such litigation that has or may again in the future be instituted against us, as well as responding to reports published by short sellers or other speculation in the press or the investment community, has and could again in the future result in substantial costs and a diversion of our management’s attention and resources. 39 Table of Contents Because we have no current plans to pay cash dividends on our common stock, you may not receive any return on your investment unless you sell your Class A common stock for a price greater than that which you paid for it.
Such litigation that has or may again in the future be instituted against us, as well as responding to reports published by short sellers or other speculation in the press or the investment community, has and could again in the future result in substantial costs and a diversion of our management’s attention and resources. 39 Table of Contents Because there can be no assurance that we will pay cash dividends on our common stock, you may not receive any return on your investment unless you sell your Class A common stock for a price greater than that which you paid for it.
Additionally, we have 6,206,554 shares of Class A common stock available for grant under our 2021 Omnibus Incentive Plan. Further, we have reserved 5,000,000 shares of Class A common stock under our Employee Stock Purchase Plan, approved by the stockholders in 2022.
Additionally, we have 6,154,841 shares of Class A common stock available for grant under our 2021 Omnibus Incentive Plan. Further, we have reserved 5,000,000 shares of Class A common stock under our Employee Stock Purchase Plan, approved by the stockholders in 2022.
We also had 8,002,775 shares of Class A common stock issuable in respect of outstanding restricted stock units, including awards with market conditions, granted under the 2021 Omnibus Incentive Plan, subject to increase in accordance with the terms of the evergreen provision of such plan.
We also had 4,206,877 shares of Class A common stock issuable in respect of outstanding restricted stock units, including awards with market conditions, granted under the 2021 Omnibus Incentive Plan, subject to increase in accordance with the terms of the evergreen provision of such plan.
While AI as a whole encompasses a wide range of technologies designed to simulate human intelligence, generative AI has emerged as a key area of development, with the potential to impact most industries, including business process outsourcing, by further automating simple, repeatable tasks and streamlining some more sophisticated workflows. Certain of our clients have begun implementing this technology.
While AI as a whole encompasses a wide range of technologies designed to simulate human intelligence, Generative AI has emerged as a key area of development, with the potential to impact most industries, including business process outsourcing, by further automating simple, repeatable tasks and streamlining some more sophisticated workflows.
Although we do not have employees, facilities, or operations in Russia or Ukraine or Israel or Palestine, the continuation of conflicts or political expansion into surrounding geographic areas could directly impact us, our clients, vendors or subcontractors, which could impact our operations and financial performance.
Although we do not have employees, facilities, or operations in areas of active conflict, the continuation of conflicts or political expansion into surrounding geographic areas could directly impact us, our clients, vendors or subcontractors, which could impact our operations and financial performance.
We may not be successful in our attempt to control costs associated with salaries and benefits. For the fiscal year ended December 31, 2024, payroll and related costs accounted for approximately $671 million, or 67%, of our revenue.
We may not be successful in our attempt to control costs associated with salaries and benefits. For the fiscal year ended December 31, 2025, payroll and related costs accounted for approximately $782 million, or 66%, of our revenue.
In Mexico, for the years 2022, 2023 and 2024 the Company applied for Fiscal Stimulus for the Northern Border Region, a tax credit equivalent to one-third of the income tax incurred in a taxable year. This reduces the tax rate from 30% to 20% and may be applied until the taxable year 2025.
In Mexico, for the years 2022, 2023 and 2024 the Company applied for Fiscal Stimulus for the Northern Border Region, a tax credit equivalent to one-third of the income tax incurred in a taxable year. This reduced the tax rate from 30% to 20% in those years.
Our Class A common stock has one vote per share and our Class B common stock has ten votes per share. Our Sponsor and our Co-Founders held in the aggregate 97.5% of the combined voting power of our Class A common stock and our Class B common stock as of December 31, 2024.
Our Class A common stock has one vote per share and our Class B common stock has ten votes per share. Our Sponsor and our Co-Founders held in the aggregate 96.9% of the combined voting power of our Class A common stock and our Class B common stock as of December 31, 2025.
This incentive is contingent on maintaining specified local employment and asset expenditures. Future changes in either tax incentives or concessional rates provided by local laws and regulations could require us to pay significant tax liabilities, and we may not have the available cash or borrowing capacity to make the payments, which could materially impair our ability to conduct our business.
Future changes in either tax incentives or concessional rates provided by local laws and regulations could require us to pay significant tax liabilities, and we may not have the available cash or borrowing capacity to make the payments, which could materially impair our ability to conduct our business.
Our top five clients accounted for 43% of our revenue for the fiscal year ended December 31, 2024. Our top client accounted for an aggregate of 22% of our revenue for the fiscal year ended December 31, 2024, across multiple service offerings.
Our top five clients accounted for 45% of our revenue for the fiscal year ended December 31, 2025. Our top client accounted for an aggregate of 26% of our revenue for the fiscal year ended December 31, 2025, across multiple service offerings.
Our Sponsor and our Co-Founders beneficially owned approximately 97.5% of the combined voting power of our Class A common stock and Class B common stock as of December 31, 2024.
Our Sponsor and our Co-Founders beneficially owned approximately 96.9% of the combined voting power of our Class A common stock and Class B common stock as of December 31, 2025.
Our profitability is also a function of our ability to control our costs and improve our efficiency. As we increase the number of our employees and grow our business, we may not be able to effectively manage a significantly larger and more geographically diverse workforce and our profitability may suffer.
As we increase the number of our employees and grow our business, we may not be able to effectively manage a significantly larger and more geographically diverse workforce and our profitability may suffer.
During the fiscal year ended December 31, 2024, we derived 57% o f our revenue from work performed in the Philippines, 12% of our revenue from work performed in the United States and 12% o f our revenue from work performed in India.
During the fiscal year ended December 31, 2025, we derived 54% o f our revenue from work performed in the Philippines, 11% of our revenue from work performed in the United States and 13% o f our revenue from work performed in India.
The first site was granted an ITH in March 2023 that expires in March 2028. The ITH for the second site expired in November 2024. The rest of the sites registered under PEZA or BOI operate under the reduced income tax rates regime.
The first site was granted an ITH in March 2023 that expires in March 2028. The ITH for the second site was granted last March 2025 and will expire in March 2029. The rest of the sites registered under PEZA or BOI operate under the reduced income tax rates regime.
If we are unable to manage our asset utilization levels, there could be a material adverse effect on our business, financial condition or results of operations. The pricing of our services and solutions is usually included in statements of work entered into with our clients. We may not accurately price certain contracts to reflect the true cost of providing services.
If we are unable to manage our asset utilization levels, there could be a material adverse effect on our business, financial condition or results of operations. 33 Table of Contents The pricing of our services and solutions is usually included in statements of work entered into with our clients.
If we fail, or are perceived to fail, to materially comply with or meet the evolving legal and regulatory requirements or expectations of our various stakeholders, we may be subject to litigation or enforcement actions, required to pay fines, face client-imposed penalties, or experience decreased customer demand or lose investors, any of which could harm our reputation or have a material adverse effect on our business, financial condition or results of operations. 33 Table of Contents Risks Related to Finance and Accounting Our profitability will suffer if we are not able to maintain asset utilization levels, price appropriately and control our costs.
If we fail, or are perceived to fail, to materially comply with or meet the evolving legal and regulatory requirements or expectations of our various stakeholders, we may be subject to litigation or enforcement actions, required to pay fines, face client-imposed penalties, or experience decreased customer demand or lose investors, any of which could harm our reputation or have a material adverse effect on our business, financial condition or results of operations.
As of December 31, 2024, we had 4,846,497 shares of Class A common stock issuable in respect of outstanding stock options granted under the 2019 Stock Incentive Plan and the 2021 Omnibus Incentive Plan with a weighted average exercise price of $18.58 per share.
As of December 31, 2025, we had 3,599,988 shares of Class A common stock issuable in respect of outstanding stock options granted under the 2019 Stock Incentive Plan and the 2021 Omnibus Incentive Plan with a weighted average exercise price of $22.19 per share.
Our operations outside the United States generate a significant portion of our income and many of the other countries in which we have significant operations, have recently made or are actively considering changes to existing tax laws. For example, in August 2022, the Inflation Reduction Act (the “IRA”) was signed into law.
Our operations outside the United States generate a significant portion of our income and many of the other countries in which we have significant operations, have recently made or are actively considering changes to existing tax laws.
As of December 31, 2024 we had approximately 2,466,785,000 shares of Class A common stock and approximately 179,967,000 shares of Class B common stock authorized but unissued.
As of December 31, 2025, we had approximately 2,449,101,000 shares of Class A common stock and approximately 194,967,000 shares of Class B common stock authorized but unissued.
If we fail to close sales with potential clients to whom we have devoted significant time and resources, or if our current and future clients are not willing or able to invest the time and resources necessary to implement our services and solutions, our business, financial condition, results of operations or prospects could suffer. 34 Table of Contents If we are unable to timely and effectively collect from clients for services performed, our cash flows or results of operations may be adversely affected.
If we fail to close sales with potential clients to whom we have devoted significant time and resources, or if our current and future clients are not willing or able to invest the time and resources necessary to implement our services and solutions, our business, financial condition, results of operations or prospects could suffer.
Our revenue increased by 7.6% from $924.4 million in the fiscal year ended December 31, 2023 to $995.0 million in the fiscal year ended December 31, 2024 after decreasing by 3.8% from $960.5 million in the fiscal year ended December 31, 2022 to $924.4 million in the fiscal year ended December 31, 2023.
Our revenue increased by 19.0% from $995.0 million in the fiscal year ended December 31, 2024 to $1,183.5 million in the fiscal year ended December 31, 2025 after increasing by 7.6% from $924.4 million in the fiscal year ended December 31, 2023 to $995.0 million in the fiscal year ended December 31, 2024.
In addition, our assessment of the creditworthiness of our clients may differ from the actual creditworthiness of those clients at the time of such assessment. Macroeconomic conditions have caused financial difficulties for some of our clients and could result in financial difficulties for other clients, including limited access to the credit markets, insolvency or bankruptcy.
Macroeconomic conditions have caused financial difficulties for some of our clients and could result in financial difficulties for other clients, including limited access to the credit markets, insolvency or bankruptcy.
The Company’s Philippines sites are primarily located within special economic zones that benefit from favorable tax treatment provided by registrations with Philippine Economic Zone Authority (“PEZA”) and the Philippine Board of Investment (“BOI”).
Several non-U.S. sites benefit from tax incentives or concessional rates provided by local laws and regulations. 32 Table of Contents The Company’s Philippines sites are primarily located within special economic zones that benefit from favorable tax treatment provided by registrations with Philippine Economic Zone Authority (“PEZA”) and the Philippine Board of Investment (“BOI”).
We are an “emerging growth company,” and we cannot be certain if the reduced reporting requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors. We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”).
We are currently an “emerging growth company,” and we cannot be certain if the reduced reporting requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors, or if our impending loss of emerging growth company status will make our Class A common stock less attractive to investors.
Additionally, the conflict between Russia and Ukraine and related sanctions and other measures imposed in response thereto have increased the level of economic and political uncertainty in Eastern Europe and worldwide.
Additionally, the conflict between Russia and Ukraine and related sanctions and other measures imposed in response thereto have increased the level of economic and political uncertainty in Eastern Europe and worldwide. Similarly, ongoing tensions in the Middle East region has resulted in, and may in the future result in, conflict and regional instability.
The Company is also subject to reduced income tax rates after the lapse of the income tax holidays. The impact of these tax holidays and reduced income tax rates decreased total foreign taxes by $3.2 million and $5.2 million for the years ended December 31, 2024 and 2023, respectively.
The impact of these tax holidays and reduced income tax rates decreased total foreign taxes by an estimated $4.3 million and $3.2 million for the years ended December 31, 2025 and 2024, respectively.
We have not previously paid any cash dividends and have no current plans to pay cash dividends. The declaration, amount and payment of any future dividends on shares of common stock will be at the sole discretion of our board of directors.
The declaration, amount and payment of any future dividends on shares of common stock will be at the sole discretion of our Board of Directors.
Debt financing, if available, is likely to involve restrictive covenants limiting our flexibility in conducting future business activities, and, in the event of insolvency, debt holders would be repaid before holders of our equity securities receive any distribution of our corporate assets.
In addition, as a condition to providing additional funds to us, future investors may demand, and may be granted, rights superior to those of existing stockholders. 35 Table of Contents Debt financing, if available, is likely to involve restrictive covenants limiting our flexibility in conducting future business activities, and, in the event of insolvency, debt holders would be repaid before holders of our equity securities receive any distribution of our corporate assets.
Our profitability is largely a function of the efficiency with which we utilize our assets, particularly our people and sites, and the pricing that we are able to obtain for our solutions.
Risks Related to Finance and Accounting Our profitability will suffer if we are not able to maintain asset utilization levels, price appropriately and control our costs. Our profitability is largely a function of the efficiency with which we utilize our assets, particularly our people and sites, and the pricing that we are able to obtain for our solutions.
Starting in 2022, by hiring older people and those with disabilities, a deduction to taxable income is applicable up to the amount equivalent to 25% of the salary paid to these hires. For Croatia, the Company is entitled to a tax credit of 50% of its corporate income tax liability.
The Company will no longer be entitled to the benefit in 2025 since the minimum income source requirement is not met. Starting in 2022, by hiring older people and those with disabilities, a deduction to taxable income is applicable up to the amount equivalent to 25% of the salary paid to these hires.
Such conditions have caused some clients and could cause other clients to delay payment, request modifications of their payment terms, or default on their payment obligations to us, all of which could delay or reduce our collections.
Such conditions have caused some clients and could cause other clients to delay payment, request modifications of their payment terms, or default on their payment obligations to us, all of which could delay or reduce our collections. 34 Table of Contents Timely collection of fees for client services depends on our ability to complete our contractual commitments and subsequently effectively bill for and collect our contractual service fees.
Our business operations and financial condition could be adversely affected by negative publicity about offshore outsourcing or anti-outsourcing legislation in the countries in which our clients operate. Concerns that offshore outsourcing has resulted in a loss of jobs and sensitive technologies and information to foreign countries have led to negative publicity concerning outsourcing in some countries.
Concerns that offshore outsourcing has resulted in a loss of jobs and sensitive technologies and information to foreign countries have led to negative publicity concerning outsourcing in some countries.
While we seek to monitor the number of days that our employees spend in each country to avoid subjecting ourselves to any such taxation, there can be no assurance that we will be successful in these efforts.
While we seek to monitor the number of days that our employees spend in each country to avoid subjecting ourselves to any such taxation, there can be no assurance that we will be successful in these efforts. 31 Table of Contents Our business operations and financial condition could be adversely affected by negative publicity about offshore outsourcing or anti-outsourcing legislation in the countries in which our clients operate.
In addition, if we are unable to continue to meet these requirements, we may not be able to remain listed on Nasdaq. If securities or industry analysts do not publish research or reports about our business, or if they downgrade their recommendations regarding our Class A common stock, our stock price and trading volume could decline.
We cannot predict if investors will find our Class A common stock less attractive because we may no longer rely on these exemptions. If securities or industry analysts do not publish research or reports about our business, or if they downgrade their recommendations regarding our Class A common stock, our stock price and trading volume could decline.
The IRA, among other things, includes a 15% corporate minimum tax as well as a 1% excise tax on corporate stock repurchases completed after December 31, 2022, subject to certain exceptions. The IRA applies to our repurchases pursuant to our stock repurchase plan.
For example, in August 2022, the Inflation Reduction Act (the “IRA”) was signed into law, among other things, includes a 15% corporate minimum tax as well as a 1% excise tax on our corporate stock repurchases, subject to certain exceptions. The IRA applies to our repurchases pursuant to our stock repurchase plans that are in effect from time to time.
Moreover, any claims or litigation, even if fully indemnified or insured, could damage our reputation and make it more difficult to compete effectively or to obtain adequate insurance in the future.
Moreover, any claims or litigation, even if fully indemnified or insured, could damage our reputation and make it more difficult to compete effectively or to obtain adequate insurance in the future. 30 Table of Contents Our global operations expose us to numerous legal and regulatory requirements and failure to comply with such requirements, including unexpected changes to such requirements, could adversely affect our business, financial condition or results of operations.
A failure to effectively capitalize on our investments in AI may adversely impact our client engagements and have a material adverse impact on our business. Additionally, the risks associated with both AI and generative AI include potential governmental and regulatory scrutiny, legal liabilities (such as intellectual property disputes), cybersecurity threats, privacy risks, ethical concerns, and negative client perceptions regarding automation.
Additionally, the risks associated with AI technologies, including Generative AI and Agentic AI, include potential “digital insider” risks, governmental and regulatory scrutiny, legal liabilities (such as intellectual property disputes), cybersecurity threats, privacy risks, inaccurate or biased results, ethical concerns, and negative client perceptions regarding automation.
As generative AI continues to develop, demand for certain service offerings could decrease, further reducing our clients’ spend, which could have a negative impact on our revenue. To remain competitive, we have invested in generative AI in pursuit of new opportunities and improved operational efficiencies.
As Generative AI and Agentic AI technologies continue to develop, demand for certain service offerings could decrease, further reducing our clients’ spend, which could have a negative impact on our revenue. There can be no assurance that we will successfully develop and deploy AI initiatives.
In addition, there can be no assurance that material losses will not be incurred from claims where potential losses have not yet been determined to be probable or possible and reasonably estimable. 30 Table of Contents Furthermore, while we maintain insurance for certain potential liabilities, such insurance does not cover all types and amounts of potential liabilities and is subject to various exclusions as well as caps on amounts recoverable.
Furthermore, while we maintain insurance for certain potential liabilities, such insurance does not cover all types and amounts of potential liabilities and is subject to various exclusions as well as caps on amounts recoverable.
Our business depends on our ability to timely and effectively bill and collect payment from our clients. We typically bill and collect on relatively short cycles. We maintain provisions against receivables. Actual losses on client balances could differ from those that we currently anticipate and, as a result, we may need to adjust our provisions.
Actual losses on client balances could differ from those that we currently anticipate and, as a result, we may need to adjust our provisions. In addition, our assessment of the creditworthiness of our clients may differ from the actual creditworthiness of those clients at the time of such assessment.
If some investors find our Class A common stock less attractive as a result, there may be a less active trading market for our Class A common stock and our per share trading price may be materially adversely affected and more volatile. 38 Table of Contents Additionally, our independent registered public accounting firm is not required to formally attest to the effectiveness of our internal control over financial reporting until after we are no longer an emerging growth company.
Additionally, our independent registered public accounting firm is not required to formally attest to the effectiveness of our internal control over financial reporting until after we are no longer an emerging growth company.
In certain cases, we have committed to pricing with limited to no sharing of risks regarding inflation and currency exchange rates. In addition, we are obligated under some of our contracts to deliver productivity benefits to our clients, such as reduction in handle time or response time.
In addition, we are obligated under some of our contracts to deliver productivity benefits to our clients, such as reduction in handle time or response time. Our profitability is also a function of our ability to control our costs and improve our efficiency.
Investors may find our Class A common stock less attractive because we may rely on these exemptions.
Investors may find our Class A common stock less attractive because we rely on these exemptions. If some investors find our Class A common stock less attractive as a result, there may be a less active trading market for our Class A common stock and our per share trading price may be materially adversely affected and more volatile.
Even when these claims are not meritorious, the defense of these claims may divert our management’s attention, and may result in significant expenses.
Even when these claims are not meritorious, the defense of these claims may divert our management’s attention, and may result in significant expenses. In addition, there can be no assurance that material losses will not be incurred from claims where potential losses have not yet been determined to be probable or possible and reasonably estimable.
If our favorable tax treatment is overturned, we may be subject to significant penalties. Several non-U.S. sites benefit from tax incentives or concessional rates provided by local laws and regulations.
If our favorable tax treatment is overturned, we may be subject to significant penalties.
Utilization of AI by our clients, or our failure to incorporate AI into our operations could adversely affect our business, reputation or financial results. Generative AI, a rapidly evolving area within the broader AI landscape, focuses specifically on creating new content, such as text, images, and other media.
Increased adoption and utilization of AI, including Generative AI and Agentic AI, by our clients and us, or our failure to appropriately incorporate Generative AI and Agentic AI into our operations, could adversely affect our business, reputation or financial results.
Removed
Although we have been using generative AI for the past few years and believe the future of generative AI is one of augmentation in addition to automation, enabling our talented teammates to leverage these tools and continue to meaningfully improve client outcomes and operational efficiencies, there can be no assurance that we will successfully develop and employ AI initiatives.
Added
We are actively investing in and integrating AI, including Generative AI and Agentic AI, into our business model, solutions, and services. These new and emerging technologies carry risks that could impact our business.
Removed
Similarly, ongoing tensions between Israel and other states in the Middle East region as well as within Israel and the Palestinian territories has resulted in, and may in the future result in, conflict and regional instability.
Added
Agentic AI consists of systems capable of making autonomous decisions and executing tasks, including tasks with third parties, with intermittent human oversight. Certain of our clients have begun implementing these AI technologies.
Removed
We and our affiliates from time to time are required to report specified dealings or transactions involving Iran or other sanctioned individuals or entities.
Added
A failure to effectively capitalize on our investments in AI technologies may adversely impact our client engagements and have a material adverse impact on our business.
Removed
The Iran Threat Reduction and Syria Human Rights Act of 2012 (“ITRA”) requires companies subject to SEC reporting obligations under Section 13 of the Exchange Act to disclose in their periodic reports specified dealings or transactions involving Iran or other individuals and entities targeted by certain OFAC sanctions.
Added
Consequently, these transactions, even if entered into and announced, may not ultimately be consummated, and any such failed consummation could adversely affect our stock price, business, financial condition and results of operations.
Removed
In some cases, ITRA requires companies to disclose these types of transactions even if they were permissible under U.S. law.
Added
We service our clients’ customers around the world.
Removed
Companies that currently may be or may have been at the time considered our affiliates have from time to time publicly filed or provided to us the disclosure reproduced on Exhibit 99.1 of this Annual Report, which disclosure is hereby incorporated by reference herein. We do not independently verify or participate in the preparation of these disclosures.
Added
The Company is also subject to reduced income tax rates after the lapse of the income tax holidays. As of December 31, 2025 , the Company has one site under TOPI that is not enjoying any income tax incentive.
Removed
We are required to separately file with the SEC a notice when such activities have been disclosed, and the SEC is required to post such notice of disclosure on its website and send the report to the President of the United States and certain U.S. Congressional committees.
Added
For Croatia, the Company is entitled to use its tax pool credit for up to 50% of its corporate income tax liability. This incentive is contingent on maintaining specified local employment and asset expenditures.
Removed
The President thereafter is required to initiate an investigation and, within 180 days of initiating such an investigation, determine whether sanctions should be imposed.
Added
We may not accurately price certain contracts to reflect the true cost of providing services. In certain cases, we have committed to pricing with limited to no sharing of risks regarding inflation and currency exchange rates.
Removed
Disclosure of such activity, even if such activity is not subject to sanctions under applicable law, and any sanctions actually imposed on us or our affiliates as a result of these activities, could harm our reputation and have a negative impact on our business, and any failure to disclose any such activities as required could additionally result in fines or penalties.
Added
If we are unable to timely and effectively collect from clients for services performed, our cash flows or results of operations may be adversely affected. Our business depends on our ability to timely and effectively bill and collect payment from our clients. We typically bill and collect on relatively short cycles. We maintain provisions against receivables.
Removed
Our global operations expose us to numerous legal and regulatory requirements and failure to comply with such requirements, including unexpected changes to such requirements, could adversely affect our business, financial condition or results of operations. We service our clients’ customers around the world.
Added
We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). We will remain an “emerging growth company” until December 31, 2026.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeAdditionally, our Enterprise Risk Management Committee, which is composed of certain of our senior management, legal and operations teammates, provides senior management with sponsorship and guidance to ensure that overall risk management objectives are achieved and regularly reports to the board of directors on matters within its purview.
Biggest changeAdditionally, our Enterprise Risk Management Committee, which is composed of certain of our senior management, legal and operations teammates, provides senior management with sponsorship and guidance to ensure that overall risk management objectives are achieved, and our Enterprise Risk Management Committee regularly reports to the Board of Directors on matters within its purview. 43 Table of Contents Our current CISO has 38 years of management experience which includes 24 years of IT service delivery and global Cyber Operations and has an established track record for managing multi-shore, global information security teams that align and certify to the industry best practices as prescribed by the NIST Cyber Security Framework, NIST 800-53, and the International Standard Organization (ISO).
The CIO and DVP, Information Security meet regularly with the Audit Committee to review the company’s management of information security risks, and the Audit Committee evaluates the adequacy of the Company’s IT security program, compliance and controls with our CIO.
The CIO and CISO meet regularly with the Audit Committee to review the company’s management of information security risks, and the Audit Committee evaluates the adequacy of the Company’s IT security program, compliance and controls with our CIO.
The DVP, Information Security also leads our Information Security Council, which is composed of IT functional leads and is responsible for the quarterly review of cybersecurity risks and operations of the information security management system. 43 Table of Contents We have also developed an incident response plan, designed to identify suspected or confirmed information security or cybersecurity events based on the expected risk an event presents, and expediently move such information through the appropriate personnel and channels.
We have also developed an incident response plan, designed to identify suspected or confirmed information security or cybersecurity events based on the expected risk an event presents, and expediently move such information through the appropriate personnel and channels.
Additionally, he holds an MBA degree and multiple professional certifications including CISSP (certified information systems security professional), CISA (certified information systems auditor), CIA (certified internal auditor), CCSP (certified cloud security professional) and CRMA (certification in risk management assurance).
We also have a Division Vice President of Information Security (DVP, Information Security) with substantial experience in cybersecurity operations, risk assurance and internal audit. Additionally, he holds multiple professional certifications including CISSP (certified information systems security professional), CISA (certified information systems auditor), CIA (certified internal auditor), CCSP (certified cloud security professional) and CRMA (certification in risk management assurance).
Our management team is responsible for the day-to-day oversight and management of cybersecurity risks, supported by our dedicated professionals responsible for cybersecurity, fraud, and compliance.
Our management team is responsible for the day-to-day oversight and management of cybersecurity risks, supported by our dedicated professionals responsible for cybersecurity, fraud, and compliance. In 2026, we enhanced our cybersecurity governance structure with the addition of a Chief Information Security Officer (CISO) who reports directly to our Chief Executive Officer.
Our Division Vice President for Information Security (DVP, Information Security) reports to our Chief Information Officer (CIO) and has primary responsibility for the day-to-day management of cybersecurity risks by leading the Information Security department and operationalizing our Information Security Management System.
Our CISO has primary responsibility for the day-to-day management of cybersecurity risks, leads the Information Security department, and operationalizes our Information Security Management System. Our CISO also leads our Information Security Council, which is composed of IT functional leads and is responsible for the periodic review of cybersecurity risks and operations of the information security management system.
Removed
Our current DVP, Information Security has led the information security program at TaskUs for nine years, and has over a decade of prior experience in cybersecurity operations, risk assurance and internal audit.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeItem 2. Properties As of December 31, 2024 , we leased approximately 1.8 million square feet of office space around the world, including our designated corporate headquarters located in New Braunfels, Texas. Our leases usually have a range of expiration dates from two to five years, and typically include a renewal option for an additional term.
Biggest changeItem 2. Properties As of December 31, 2025 , we leased approximately 2.3 million square feet of office space around the world, including our designated corporate headquarters located in New Braunfels, Texas. Our leases usually have a range of expiration dates from two to five years, and typically include a renewal option for an additional term.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe repurchase program may be modified, suspended or discontinued at any time at the Company’s discretion and does not obligate the Company to acquire any amount of Class A common stock. (2) Average price paid per share excludes commissions and other costs associated with the repurchases. Recent Sale of Unregistered Securities and Use of Proceeds None.
Biggest changeThe share repurchase program expired in accordance with its scheduled terms on December 31, 2025. (2) Average price paid per share excludes commissions and other costs associated with the repurchases. Recent Sale of Unregistered Securities and Use of Proceeds None.
Because many of our shares of Class A common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. As of December 31, 2024, there were three stockholders of record of our Class B common stock.
Because many of our shares of Class A common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. As of December 31, 2025, there were three stockholders of record of our Class B common stock.
Dividend Policy We have no current plans to pay dividends on our common stock.
Dividend Policy We have no current plans to pay regular dividends on our common stock.
Issuer Purchases of Equity Securities During the three months ended December 31, 2024, our purchases of Class A common stock were as follows: Period Total Number of Shares Purchased (1) Average Price Paid per Share (2) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (in thousands) October 1, 2024 through October 31, 2024 184,200 $ 11.83 184,200 $ 39,640 November 1, 2024 through November 30, 2024 — — — — December 1, 2024 through December 31, 2024 — — — — Total 184,200 $ 11.83 184,200 (1) On December 6, 2024, the Company announced a one-year extension of its share repurchase authorization, extending the previously authorized $200.0 million authorization through December 31, 2025.
Issuer Purchases of Equity Securities During the three months ended December 31, 2025, our purchases of Class A common stock were as follows: Period Total Number of Shares Purchased (1) Average Price Paid per Share (2) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (in thousands) (1) October 1, 2025 through October 31, 2025 — $ — — $ 11,899 November 1, 2025 through November 30, 2025 — — — 11,899 December 1, 2025 through December 31, 2025 — — — — Total — $ — — (1) On December 6, 2024, the Company announced a one-year extension of its share repurchase authorization, extending the previously authorized $200.0 million authorization through December 31, 2025.
Our Class B common stock is not listed on any stock exchange nor traded on any public market. Holders of Record As of December 31, 2024, there were 112 stockholders of record of our Class A common stock, and the closing price of our Class A common stock was $16.94 per share as reported on the Nasdaq.
Our Class B common stock is not listed on any stock exchange nor traded on any public market. Holders of Record As of December 31, 2025, there were 112 stockholders of record of our Class A common stock, and the closing price of our Class A common stock was $11.79 per share as reported on the Nasdaq.
Removed
Pursuant to our share repurchase program, we may repurchase shares of our Class A common stock from time to time through open market purchases, in privately negotiated transactions or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act.
Added
On February 25, 2026, the Board of Directors declared a special cash dividend of $3.65 per share, payable on March 25, 2026.
Removed
Open market repurchases are expected to be structured to occur within the pricing volume requirements of Rule 10b-18. The timing and total amount of stock repurchases will depend upon, business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, restrictions under the terms of our loan agreements and other relevant considerations.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeProvision for income taxes Provision for income taxes consists primarily of income taxes related to U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business. 50 Table of Contents Results of Operations Comparison of the Years Ended December 31, 2024 and 2023 The following table sets forth certain historical consolidated financial information for the years ended December 31, 2024 and 2023: Year ended December 31, Period over Period Change (in thousands) 2024 2023 ($) (%) Service revenue $ 994,985 $ 924,365 $ 70,620 7.6 % Operating expenses: Cost of services 602,898 538,745 64,153 11.9 % Selling, general, and administrative expense 239,585 228,523 11,062 4.8 % Depreciation 40,223 40,391 (168) (0.4) % Amortization of intangible assets 19,935 20,346 (411) (2.0) % Loss (gain) on disposal of assets (80) 1,322 (1,402) NM Total operating expenses 902,561 829,327 73,234 8.8 % Operating income 92,424 95,038 (2,614) (2.8) % Other income, net (3,306) (1,711) (1,595) 93.2 % Financing expenses 21,549 21,717 (168) (0.8) % Income before income taxes 74,181 75,032 (851) (1.1) % Provision for income taxes 28,311 29,342 (1,031) (3.5) % Net income $ 45,870 $ 45,690 $ 180 0.4 % NM: not meaningful Service revenue Service revenue by service offering The following table presents the breakdown of our service revenue by service offering for each period: Year ended December 31, Period over Period Change (in thousands) 2024 2023 ($) (%) Digital Customer Experience $ 611,837 $ 605,943 $ 5,894 1.0 % Trust + Safety 248,041 186,742 61,299 32.8 % AI Services 135,107 131,680 3,427 2.6 % Service revenue $ 994,985 $ 924,365 $ 70,620 7.6 % Digital Customer Experience was primarily driven by an increase from new clients, including Financial Services, Healthcare and Professional Services + Industry.
Biggest changeResults of Operations Comparison of the Years Ended December 31, 2025 and 2024 The following table sets forth certain historical consolidated financial information for the years ended December 31, 2025 and 2024: Year ended December 31, Period over Period Change (in thousands) 2025 2024 ($) (%) Service revenue $ 1,183,547 $ 994,985 $ 188,562 19.0 % Operating expenses: Cost of services 736,361 602,898 133,463 22.1 % Selling, general, and administrative expense 244,888 239,585 5,303 2.2 % Depreciation 41,164 40,223 941 2.3 % Amortization of intangible assets 19,983 19,935 48 0.2 % Loss (gain) on disposal of assets 525 (80) 605 NM Total operating expenses 1,042,921 902,561 140,360 15.6 % Operating income 140,626 92,424 48,202 52.2 % Other income, net (14,433) (3,306) (11,127) 336.6 % Financing expenses 18,385 21,549 (3,164) (14.7) % Income before income taxes 136,674 74,181 62,493 84.2 % Provision for income taxes 34,399 28,311 6,088 21.5 % Net income $ 102,275 $ 45,870 $ 56,405 123.0 % NM = not meaningful 50 Table of Contents Service revenue Service revenue by service offering The following table presents the breakdown of our service revenue by service offering for each period: Year ended December 31, Period over Period Change (in thousands) 2025 2024 ($) (%) Digital Customer Experience $ 661,899 $ 611,837 $ 50,062 8.2 % Trust & Safety 307,430 248,041 59,389 23.9 % AI Services 214,218 135,107 79,111 58.6 % Service revenue $ 1,183,547 $ 994,985 $ 188,562 19.0 % Digital Customer Experience was primarily driven by an increase from existing clients, including Technology, Healthcare and Financial Services, partially offset by a decrease in On Demand Travel + Transportation.
Also included in this offering are our services for risk management, compliance, identity management and fraud. • AI Services : Principally consists large language model support and high-quality data labeling services, annotation, context relevance and transcription services performed for the purpose of training and tuning machine learning algorithms, enabling them to develop cutting-edge AI systems.
Also included in this offering are our services for risk management, compliance, identity management and fraud. • AI Services : Principally consists of large language model support and high-quality data labeling services, annotation, context relevance and transcription services performed for the purpose of training and tuning machine learning algorithms, enabling them to develop cutting-edge AI systems.
(4) Represents severance payments as a result of certain cost optimization measures we undertook during the period to restructure support roles. (5) Represents only those litigation costs that are considered non-recurring and outside of the ordinary course of business. (6) Represents stock-based compensation expense, as well as associated payroll tax.
(4) Represents severance payments as a result of certain cost optimization measures we undertook during the period to restructure support roles. (5) Represents only those litigation costs that are considered non-recurring and outside of the ordinary course of business. (6) Represents stock-based compensation expense, as well as associated payroll tax.
A discussion regarding our financial condition and results of operations for the fiscal year ended December 31, 2023 compared to the fiscal year ended December 31, 2022 can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the SEC on March 8, 2024, which is incorporated herein by reference.
A discussion regarding our financial condition and results of operations for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023 can be found in “Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on March 8, 2024, which is incorporated herein by reference.
Our global, omnichannel delivery model is focused on providing our clients three key services – Digital Customer Experience (“Digital CX”), Trust + Safety, and Artificial Intelligence (“AI”) Ser vices. 87% of our revenue for the year ended December 31, 2024 wa s delivered from non-voice, digital channels or omnichannel services which allow us to utilize resources efficiently, thereby driving higher profitability.
Our global, omnichannel delivery model is focused on providing our clients three key services – Digital Customer Experience (“Digital CX”), Trust & Safety, and Artificial Intelligence (“AI”) Ser vices. 87% of our revenue for the year ended December 31, 2025 wa s delivered from non-voice, digital channels or omnichannel services which allow us to utilize resources efficiently, thereby driving higher profitability.
We have elected to use the extended transition period until we are no longer an emerging growth company or until we choose to affirmatively and irrevocably opt out of the extended transition period. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements applicable to public companies.
We have elected to use the extended transition period until we are no longer an emerging growth company or until we choose to affirmatively and irrevocably opt out of the extended transition period. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements applicable to public com panies.
We were in compliance with all debt covenants as of December 31, 2024. Substantially all assets of our direct wholly owned subsidiary TU MidCo, Inc., its wholly owned subsidiary TU BidCo, Inc. and its material wholly owned domestic subsidiaries are pledged as collateral under the 2022 Credit Agreement, subject to certain customary exceptions.
We were in compliance with all debt covenants as of December 31, 2025. Substantially all assets of our direct wholly owned subsidiary TU MidCo, Inc., its wholly owned subsidiary TU BidCo, Inc. and its material wholly owned domestic subsidiaries are pledged as collateral under the 2022 Credit Agreement, subject to certain customary exceptions.
Net cash provided by operating activities for the year ended December 31, 2024 reflects net income of $45.9 million, as well as the add back for non-cash charges totaling $90.9 million, primarily driven by $41.8 million in stock-based compensation expense, $40.2 million of depreciation and $19.9 million of amortization of intangible assets, partially offset by deferred taxes of $10.9 million.
Net cash provided by oper ating activities for the year ended December 31, 2024 reflects net income of $45.9 million, as well as the add back for non-cash charges totaling $90.9 million, primarily driven by $41.8 million in stock-based compensation expense, $40.2 million of depreciation and $19.9 million of amortization of intangible assets, partially offset by deferred taxes of $10.9 million.
Our management believes that the inclusion of supplementary adjustments to net income applied in presenting Adjusted Net Income are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future.
Our management believes that the inclusion of supplementary adjustments to EBITDA applied in presenting Adjusted EBITDA are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future.
The interest rate in effect for the 2022 Term Loan Facility as of December 31, 2024 was 6.679% per annum. The 2022 Credit Agreement contains a financial covenant requiring compliance with a maximum total net leverage ratio and certain other covenants, including, among other things, covenants restricting additional borrowings, investments (including acquisitions) and distributions.
The interest rate in effect for the 2022 Term Loan Facility as of December 31, 2025 was 6.022% per annum. The 2022 Credit Agreement contains a financial covenant requiring compliance with a maximum total net leverage ratio and certain other covenants, including, among other things, covenants restricting additional borrowings, investments (including acquisitions) and distributions.
The following discussion provides a narrative of our financial condition and results of operations for the fiscal year ended December 31, 2024 compared to the fiscal year ended December 31, 2023 .
The following discussion provides a narrative of our financial condition and results of operations for the fiscal year ended December 31, 2025 compared to the fiscal year ended December 31, 2024 .
During the periods presented, we excluded from Adjusted Net Income amortization of intangible assets, transaction costs, earn-out consideration, the effect of foreign currency gains and losses, gains and losses on disposals of assets, non-recurring severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and the related effect on income taxes of certain pre-tax adjustments, which include costs that are required to be expensed in accordance with GAAP.
During the periods presented, we excluded from Adjusted Net Income amortization of intangible assets, transaction costs, operational efficiency costs, the effect of foreign currency gains and losses, gains and losses on disposals of assets, certain severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and the related effect on income taxes of certain pre-tax adjustments, which include costs that are required to be expensed in accordance with GAAP.
As of December 31, 2024, we had no balance outstanding and $190.0 million of borrowing availability under the 2022 Revolving Credit Facility.
As of December 31, 2025, we had no balance outstanding and $190.0 million of borrowing availability under the 2022 Revolving Credit Facility.
Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. 59 Table of Contents Income Taxes Income taxes are accounted for under the asset and liability method.
Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. Income Taxes Income taxes are accounted for under the asset and liability method.
During the periods presented, we excluded from Adjusted EBITDA transaction costs, earn-out consideration, the effect of foreign currency gains and losses, gains and losses on disposals of assets, non-recurring severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and interest income, which include costs that are required to be expensed in accordance with GAAP.
During the periods presented, we excluded from Adjusted EBITDA transaction costs, operational efficiency costs, the effect of foreign currency gains and losses, gains and losses on disposals of assets, certain severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and interest income, which include costs that are required to be expensed in accordance with GAAP.
See Part II, Item 7A., "Quantitative and Qualitative Disclosures About Market Risk" in this Annual Report for additional information on how foreign currency impacts our financial results. 52 Table of Contents Financing expense Changes in financing expense are primarily driven by changes in the rate of SOFR used to calculate the interest rate of our deb t, as well as quarterly payments.
See Part II, Item 7A., "Quantitative and Qualitative Disclosures About Market Risk" in this Annual Report for additional information on how foreign currency impacts our financial results. Financing expense Changes in financing expense are primarily driven by changes in the rate of SOFR used to calculate the interest rate of our debt, as well as quarterly payments.
We also made progress on our strategic goal of cross-selling our suite of specialized services to our client base, increasing the number of clients using more than one service line by 16% year-over-year to 64 clients.
We also made progress on our strategic goal of cross-selling our suite of specialized services to our client base, increasing the number of clients using more than one service line by 14% year-over-year to 73 clients.
We are focused on capturing a larger share of their demand for specialized services that support and protect their brands. In 2024, 63 current clients signed new statements of work with us.
We are focused on capturing a larger share of their demand for specialized services that support and protect their brands. In 2025, 67 current clients signed new statements of work with us.
See “—Liquidity and Capital Resources—Indebtedness—2022 Credit Agreement” for additional information. Provision for income taxes Our effective tax rate for the years ended December 31, 2024 and 2023 was 38.2% and 39.1%, respectiv ely.
See “—Liquidity and Capital Resources—Indebtedness—2022 Credit Agreement” for additional information. Provision for income taxes Our effective tax rate for the years ended December 31, 2025 and 2024 was 25.2% and 38.2%, respectiv ely.
As of December 31, 2024, we supported approximately 200 of the world’s leading companies and generated revenue in excess of $1.0 million from 102 of these clients during 2024.
As of December 31, 2025, we supported approximately 200 of the world’s leading companies and generated revenue in excess of $1.0 million from 98 of these clients during 2025.
We have not included any such indemnification provisions in the contractual obligations table above. Historically, we have not experienced significant losses on these types of indemnification obligations. Critical Accounting Estimates Our consolidated financial statements and the related notes included elsewhere in this Annual Report are prepared in accordance with accounting principles generally accepted in the United States.
Historically, we have not experienced significant losses on these types of indemnification obligations. 58 Table of Contents Critical Accounting Estimates Our consolidated financial statements and the related notes included elsewhere in this Annual Report are prepared in accordance with accounting principles generally accepted in the United States.
As of December 31, 2024 , we had cash and cash equivalents totaling $192.2 million and $190.0 million of borrowing availability under the 2022 Revolving Credit Facility, which we believe positions us well to continue investing in our future growth and profitability.
As of December 31, 2025 , we had cash and cash equivalents totaling $211.7 million and $190.0 million of borrowing availability under the 2022 Revolving Credit Facility, which we believe positions us well to continue investing in our future growth and profitability.
These fluctuations might be especially noticeable in a particular service line or geography on a period over period basis. Cost management and financial flexibility During the year ended December 31, 2024 , we continued to focus on cost management and financial flexibility.
These fluctuations might be especially noticeable in a particular service line or geography on a period over period basis. 48 Table of Contents Cost management and financial flexibility During the year ended December 31, 2025 , we continued to focus on cost management and financial flexibility.
Revenue by Top Clients The table below sets forth the percentage of our total service revenue derived from our largest clients for the years ended December 31, 2024 and 2023: Year ended December 31, 2024 2023 Top ten clients 56 % 55 % Top twenty clients 68 % 68 % For the years ended December 31, 2024 and 2023, we generated 22% and 19%, respectively, of our service revenue from our largest client.
Revenue by Top Clients The table below sets forth the percentage of our total service revenue derived from our largest clients for the years ended December 31, 2025 and 2024: Year ended December 31, 2025 2024 Top ten clients 58 % 56 % Top twenty clients 71 % 68 % For the years ended December 31, 2025 and 2024, we generated 26% and 22%, respectively, of our service revenue from our largest client.
Costs related to the issuance of stock-based compensation, the acquisition of heloo, litigation costs and severance within the provision for income taxes calculation are adjusted for Non-GAAP purposes.
Costs related to the issuance of stock-based compensation, litigation costs, transaction costs, severance and operational efficiency costs within the provision for income taxes calculation are adjusted for Non-GAAP purposes.
(7) Represents tax impacts of adjustments to net income which resulted in a tax benefit during the period, including stock-based compensation, the acquisition of heloo, litigation costs and severance. After these adjustments, we applied a non-GAAP effective tax rate of 26.4% and 24.5% for the year ended December 31, 2024 and 2023, respectively, to non-GAAP income before income taxes.
(7) Represents tax impacts of adjustments to net income which resulted in a tax benefit during the period, including stock-based compensation, transaction costs, operational efficiency costs, litigation costs and severance. After these adjustments, we applied a non-GAAP effective tax rate of 23.9% and 26.4% for the year ended December 31, 2025 and 2024, respectively, to non-GAAP income before income taxes.
Indebtedness As of December 31, 2024, our total indebtedness, net of debt financing fees was $256.2 million . 57 Table of Contents 2022 Credit Agreement On September 7, 2022, we entered into a credit agreement (the “2022 Credit Agreement”) with both new and existing lenders which amended and restated the 2019 Credit Agreement.
Indebtedness As of December 31, 2025, our total indebtedness, net of debt financing fees was $241.4 million . 2022 Credit Agreement On September 7, 2022, we entered into a credit agreement (the “2022 Credit Agreement”) with both new and existing lenders which amended and restated the 2019 Credit Agreement.
This allows us to serve our clients better in the long term in most cases and deepens our relationship as we tend to grow and operate over multiple geographies with our larger clients over time as they grow. As of December 31, 2024, we supported 83 clients from more than one geography, an increase of 32% year-over-year.
This allows us to serve our clients better in the long term in most cases and deepens our relationship as we tend to grow and operate over multiple geographies with our larger clients over time as they grow. As of December 31, 2025, we supported 78 clients from more than one geography, a decrease of 6% year-over-year.
AI Services contributed 4.2% of the total increase primarily driven by clients in Professional Services + Industry and Social Media. Digital Customer Experience reduced 4.9% of the total increase primarily driven by clients in On Demand Travel + Transportation, partially offset by clients in Retail + E-Commerce.
AI Services contributed 4.4% of the total increase primarily driven by clients in Social Media and Entertainment + Gaming. Digital Customer Experience contributed 3.4% of the total increase primarily driven by clients in Technology, Financial Services and Professional Services + Industry, partially offset by clients in On Demand Travel + Transportation and Retail + E-Commerce.
These changes were partially offset by changes in operating assets and liabilities of $12.1 million. Investing Activities Net cash used in investing activities for the year ended December 31, 2024 was $39.1 million compared to net cash used in investing activities of $32.0 million for the year ended December 31, 2023.
These changes were partially offset by changes in operating assets and liabilities of $2.1 million. Investing Activities Net cash used in investing activities for the year ended December 31, 2025 was $63.5 million compared to net cash used in investing activities of $39.1 million for the year ended December 31, 2024.
The voluntary attrition rate for employees who were employed by TaskUs for more than 180 days was 22.2% for the year ended December 31, 2024 .
The voluntary attrition rate for employees who were employed by TaskUs for more than 180 days was 26.6% for the year ended December 31, 2025 .
These changes were partially offset by changes in operating assets and liabilities of $2.1 million.
These changes were partially offset by changes in operating assets and liabilities of $50.9 million.
Net cash provided by oper ating activities for the year ended December 31, 2023 reflects net income of $45.7 million, as well as the add back for non-cash charges totaling $110.0 million, primarily driven by $52.8 million in stock-based compensation expense, $40.4 million of depreciation and $20.3 million of amortization of intangible assets, partially offset by deferred taxes of $8.0 million.
Net cash provided by operating activities for the year ended December 31, 2025 reflects net income of $102.3 million, as well as the add back for non-cash charges totaling $85.8 million, primarily driven by $29.7 million in stock-based compensation expense, $41.5 million of depreciation and $20.0 million of amortization of intangible assets, partially offset by deferred taxes of $7.5 million.
If those costs are removed, the provision for income taxes would have been $35.0 million and $33.7 million and the effective tax rate would have been 26.4% and 24.5% for the years ended December 31, 2024 and December 31, 2023, respectively.
If those costs are removed, the provision for income taxes would have been $43.6 million and $35.0 million and the effective tax rate would have been 23.9% and 26.4% for the years ended December 31, 2025 and December 31, 2024, respectively.
(8) Net Income Margin represents net income divided by service revenue and Adjusted Net Income Margin represents Adjusted Net Income divided by service revenue. 54 Table of Contents Adjusted EPS Adjusted EPS is a non-GAAP profitability measure that represents earnings available to shareholders excluding the impact of certain items that are considered to hinder comparison of the performance of our business on a period-over-period basis or with other businesses.
Adjusted EPS Adjusted EPS is a non-GAAP profitability measure that represents earnings available to shareholders excluding the impact of certain items that are considered to hinder comparison of the performance of our business on a period-over-period basis or with other businesses. Adjusted EPS is calculated as Adjusted Net Income divided by our diluted weighted-average number of shares outstanding.
Rest of World: Digital Customer Experience contributed 17.6% of the total increase primarily driven by clients in Financial Services, Professional Services + Industry, On Demand Travel + Transportation and Technology. Trust + Safety contributed 9.9% of the total increase primarily driven by clients in Social Media and Financial Services.
Trust & Safety reduced 6.3% of the total increase primarily driven by clients in Social Media and On Demand Travel + Transportation. Rest of World: Trust & Safety contributed 28.6% of the total increase primarily driven by clients in Social Media and Financial Services.
Digital Customer Experience contributed 4.0% of the total increase primarily driven by clients in Financial Services, Technology and Healthcare, partially offset by clients in Retail + E-Commerce. AI Services reduced 0.5% of the total increase primarily driven by clients in Social Media.
Digital Customer Experience contributed 5.1% of the total increase primarily driven by clients in Technology, Financial Services and Healthcare, partially offset by clients in Retail + E-Commerce and On Demand Travel + Transportation. Trust & Safety contributed 1.9% of the total increase primarily driven by clients in Social Media, partially offset by clients in Financial Services.
This increase was partially offset by a decrease from existing clients, including On Demand Travel + Transportation, partially offset by Technology. 51 Table of Contents Service revenue by delivery geography We deliver our services from multiple locations around the world; however, the majority of our service revenues are derived from contracts that require payment in United States dollars, regardless of whether the clients are located in the United States.
Service revenue by delivery geography We deliver our services from multiple locations around the world; however, the majority of our service revenues are derived from contracts that require payment in United States dollars, regardless of whether the clients are located in the United States.
Non-GAAP Financial Measures We use Adjusted Net Income, Adjusted Earnings Per Share (“EPS”), EBITDA, Adjusted EBITDA, Free Cash Flow and Conversion of Adjusted EBITDA to Free Cash Flow, as key measures to assess the performance of our business. 53 Table of Contents Each of the measures are not recognized under accounting principles generally accepted in the United States of America ("GAAP") and do not purport to be an alternative to net income or cash flow as a measure of our performance.
Each of the measures are not recognized under accounting principles generally accepted in the United States of America ("GAAP") and do not purport to be an alternative to net income or cash flow as a measure of our performance.
(7) Represents interest earned on short-term savings, time-deposit and money market funds. (8) Net Income Margin represents net income divided by service revenue and Adjusted EBITDA Margin represents Adjusted EBITDA divided by service revenue. Free Cash Flow Free Cash Flow is a non-GAAP liquidity measure that represents our ability to generate additional cash from our business operations.
(8) Net Income Margin represents net income divided by service revenue and Adjusted EBITDA Margin represents Adjusted EBITDA divided by service revenue. 55 Table of Contents Free Cash Flow Free Cash Flow is a non-GAAP liquidity measure that represents our ability to generate additional cash from our business operations.
Fluctuations in foreign currencies impact the amount of total assets, liabilities, revenue, operating expenses and cash flows that we report for our foreign subsidiaries upon the translation of these amounts into U.S. Dollars. See Item 7A., “Quantitative and Qualitative Disclosures About Market Risk” for additional information on how foreign currency impacts our financial results.
Fluctuations in foreign currencies impact the amount of total assets, liabilities, revenue, operating expenses and cash flows that we report for our foreign subsidiaries upon the translation of these amounts into U.S. Dollars.
This increase was mostly offset by a decrease from existing clients, including On Demand Travel + Transportation and Entertainment + Gaming, partially offset by an increase in Financial Services. Trust + Safety was primarily driven by an increase from existing clients, including Social Media and Financial Services.
The remaining increase was primarily driven by new clients in Retail + E-Commerce and Technology. Trust & Safety was primarily driven by an increase from existing clients, primarily in Social Media, partially offset by a decrease in On Demand Travel + Transportation.
In addition, any such purchases made at prices below the “adjusted issue price” (as defined for U.S. federal income tax purposes) may result in taxable cancellation of indebtedness income to us, which amounts may be material, and in related adverse tax consequences to us .
In addition, any such purchases made at prices below the “adjusted issue price” (as defined for U.S. federal income tax purposes) may result in taxable cancellation of indebtedness income to us, which amounts may be material, and in related adverse tax consequences to us . 56 Table of Contents On December 6, 2024, the Company announced a one-year extension of its share repurchase authorization, extending the previously authorized $200.0 million authorization through December 31, 2025.
The following table reconciles GAAP diluted EPS, the most directly comparable GAAP measure, to Adjusted EPS for the years ended December 31, 2024 and 2023 : Year ended December 31, 2024 2023 GAAP diluted EPS $ 0.50 $ 0.48 Per share adjustments to net income (1) 0.79 0.84 Adjusted EPS $ 1.29 $ 1.32 Weighted-average common stock outstanding – diluted 92,304,270 96,173,071 (1) Reflects the aggregate adjustments made to reconcile net income to Adjusted Net Income, as noted in the above table, divided by the GAAP diluted weighted-average number of shares outstanding for the relevant period.
The following table reconciles GAAP diluted EPS, the most directly comparable GAAP measure, to Adjusted EPS for the years ended December 31, 2025 and 2024 : Year ended December 31, 2025 2024 GAAP diluted EPS $ 1.10 $ 0.50 Per share adjustments to net income (1) 0.53 0.79 Adjusted EPS $ 1.63 $ 1.29 Weighted-average common stock outstanding – diluted 93,025,189 92,304,270 (1) Reflects the aggregate adjustments made to reconcile net income to Adjusted Net Income, as noted in the above table, divided by the GAAP diluted weighted-average number of shares outstanding for the relevant period. 54 Table of Contents EBITDA and Adjusted EBITDA EBITDA is a non-GAAP profitability measure that represents net income or loss for the period before the impact of the benefit from or provision for income taxes, financing expenses, depreciation, and amortization of intangible assets.
AI Services was flat driven by a decrease in clients in On Demand Travel + Transportation, mostly offset by clients in Social Media. India: Trust + Safety contributed 7.6% of the total increase primarily driven by clients in Social Media, On Demand Travel + Transportation and Retail + E-Commerce.
India: Digital Customer Experience contributed 22.9% of the total increase primarily driven by clients in On Demand Travel + Transportation, Retail + E-Commerce, Healthcare, Technology and Professional Services + Industry, partially offset by clients in Financial Services. AI Services contributed 7.6% of the total increase primarily driven by clients in Social Media.
Trends and Factors Affecting our Performance There are a number of key factors and trends affecting our results of operations. New client wins and growing with our current clients We won 39 new clients in 2024, and we achieved a 45% new client win rate for every dollar of new client opportunities we pursued.
New client wins and growing with our current clients We won 34 new clients in 2025, and we achieved a 36% new client win rate for every dollar of new client opportunities we pursued.
Contractual Obligations The following table summarizes our contractual obligations as of December 31, 2024 : Payments Due by Period (in thousands) Total Current Noncurrent Long-term debt obligations $ 257,176 $ 15,188 $ 241,988 Operating lease obligations 54,900 18,421 36,479 Technology solution obligations 40,330 17,869 22,461 Total $ 352,406 $ 51,478 $ 300,928 Technology solution obligations relate mainly to third-party cloud infrastructure agreements and subscription arrangements used to facilitate our operations at the enterprise level.
Contractual Obligations The following table summarizes our contractual obligations as of December 31, 2025 : Payments Due by Period (in thousands) Total Current Noncurrent Long-term debt obligations $ 241,988 $ 21,938 $ 220,050 Operating lease obligations 63,098 22,418 40,680 Technology solution obligations 35,394 18,187 17,207 Total $ 340,480 $ 62,543 $ 277,937 Technology solution obligations relate mainly to third-party cloud infrastructure agreements and subscription arrangements used to facilitate our operations at the enterprise level.
Adjusted Net Income for the year ended December 31, 2024 decreased 6.2% to $118.7 million from $126.5 million for the year ended December 31, 2023. Adjusted EBITDA for the year ended December 31, 2024 decreased 5.0% to $209.9 million from $220.8 million for the year ended December 31, 2023.
Adjusted Net Income for the year ended December 31, 2025 increased 27.8% to $151.7 million from $118.7 million for the year ended December 31, 2024. Adjusted EBITDA for the year ended December 31, 2025 increased 18.7% to $249.1 million from $209.9 million for the year ended December 31, 2024.
Cash Flows The following table presents a summary of our consolidated cash flows from operating, investing and financing activities for the periods indicated: Year ended December 31, (in thousands) 2024 2023 Net cash provided by operating activities $ 138,888 $ 143,670 Net cash used in investing activities (39,104) (31,995) Net cash used in financing activities (25,176) (119,085) 58 Table of Contents Operating Activities Net cash provided by operating activities for the year ended December 31, 2024 was $138.9 million compared to net cash provided by operating activities of $143.7 million for the year ended December 31, 2023.
See Note 8, “Long-Term Debt” in the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our debt. 57 Table of Contents Cash Flows The following table presents a summary of our consolidated cash flows from operating, investing and financing activities for the periods indicated: Year ended December 31, (in thousands) 2025 2024 Net cash provided by operating activities $ 137,215 $ 138,888 Net cash used in investing activities (63,500) (39,104) Net cash used in financing activities (44,212) (25,176) Operating Activities Net cash provided by operating activities for the year ended December 31, 2025 was $137.2 million compared to net cash provided by operating activities of $138.9 million for the year ended December 31, 2024.
Service revenue from fixed-price contracts is recognized monthly as service revenue is earned and obligations are fulfilled.
Service revenue from fixed-price contracts is recognized monthly as service revenue is earned and obligations are fulfilled. Service revenue from outcome oriented contracts is recognized when it is reasonably certain that the desired outcome has been achieved.
(2) Represents earn-out consideration recognized as compensation expense related to the acquisition of heloo. (3) Realized and unrealized foreign currency losses include the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.
(2) Represents professional service fees related to certain efforts to enhance efficiency of client delivery and operations support. (3) Represents the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.
(2) Represents earn-out consideration recognized as compensation expense related to the acquisition of heloo. (3) Realized and unrealized foreign currency losses include the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.
(2) Represents professional service fees related to certain efforts to enhance efficiency of client delivery and operations support. (3) Represents the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.
Financing expenses Financing expenses primarily consist of interest expenses related to our term loan as well as commitment fees related to the undrawn revolving credit facility.
Financing expenses Financing expenses primarily consist of interest expenses related to our term loan as well as commitment fees related to the undrawn revolving credit facility. Provision for income taxes Provision for income taxes consists primarily of income taxes related to U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business.
We generated net cash flow from operating activities of $138.9 million and Free Cash Flow of $99.8 million, respectively, resulting in an increase of cash and cash equivalents of $66.4 million, while reducing our debt.
During the year ended December 31, 2025 , we generated net cash flow from operating activities of $137.2 million and Free Cash Flow of $73.7 million, respectively, resulting in an increase of cash and cash equivalents of $19.5 million, while reducing our debt.
During the year ended December 31, 2024, we repurchased 1,527,354 shares of our Class A common stock under the share repurchase program for $17.6 million , which we funded principally with available cash. As of December 31, 2024, approximately $39.6 million remained available for share repurchases under our share repurchase program.
During the year ended December 31, 2025, we repurchased 2,112,247 shares of our Class A common stock under the share repurchase program for $27.7 million, which we funded principally with available cash. The share repurchase program expired in accordance with its scheduled terms on December 31, 2025.
Our management believes that the inclusion of supplementary adjustments to EBITDA applied in presenting Adjusted EBITDA are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future. 55 Table of Contents The following table reconciles net income, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA for the years ended December 31, 2024 and 2023: Year ended December 31, Period over Period Change (in thousands, except %) 2024 2023 ($) (%) Net income $ 45,870 $ 45,690 $ 180 0.4 % Provision for income taxes 28,311 29,342 (1,031) (3.5) % Financing expenses 21,549 21,717 (168) (0.8) % Depreciation 40,223 40,391 (168) (0.4) % Amortization of intangible assets 19,935 20,346 (411) (2.0) % EBITDA 155,888 157,486 (1,598) (1.0) % Transaction costs (1) — 245 (245) (100.0) % Earn-out consideration (2) — 7,863 (7,863) (100.0) % Foreign currency losses (3) 1,302 431 871 202.1 % Loss (gain) on disposal of assets (80) 1,322 (1,402) NM Severance costs (4) 487 1,852 (1,365) (73.7) % Litigation costs (5) 15,423 — 15,423 100.0 % Stock-based compensation expense (6) 42,391 53,179 (10,788) (20.3) % Interest income (7) (5,544) (1,581) (3,963) 250.7 % Adjusted EBITDA $ 209,867 $ 220,797 $ (10,930) (5.0) % Net Income Margin (8) 4.6 % 4.9 % Adjusted EBITDA Margin (8) 21.1 % 23.9 % NM = not meaningful (1) Represents professional service fees related to non-recurring transactions.
Our management believes that the inclusion of supplementary adjustments to net income applied in presenting Adjusted Net Income are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future. 53 Table of Contents The following table reconciles net income, the most directly comparable GAAP measure, to Adjusted Net Income for the years ended December 31, 2025 and 2024: Year ended December 31, Period over Period Change (in thousands, except %) 2025 2024 ($) (%) Net income $ 102,275 $ 45,870 $ 56,405 123.0 % Amortization of intangible assets 19,983 19,935 48 0.2 % Transaction costs (1) 11,899 — 11,899 100.0 % Operational efficiency costs (2) 2,383 — 2,383 100.0 % Foreign currency losses (3) (8,029) 1,302 (9,331) NM Loss (gain) on disposal of assets 525 (80) 605 NM Severance costs (4) 1,515 487 1,028 211.1 % Litigation costs (5) — 15,423 (15,423) (100.0) % Stock-based compensation expense (6) 30,404 42,391 (11,987) (28.3) % Tax impacts of adjustments (7) (9,246) (6,644) (2,602) 39.2 % Adjusted Net Income $ 151,709 $ 118,684 $ 33,025 27.8 % Net Income Margin (8) 8.6 % 4.6 % Adjusted Net Income Margin (8) 12.8 % 11.9 % NM = not meaningful (1) Represents non-recurring professional service fees related to the take-private transaction that have been expensed during the period.
In 2024, our cost management activities enabled us to make investments in growth including resources in sales and marketing, global delivery locations, and the deployment of technologies. Our technology investments include the implementation of TaskGPT, our suite of generative AI-enabled tools which allow our teammates to drive increased efficiency, quality, and customer satisfaction.
These cost management activities enabled us to make investments in growth including resources in sales and marketing, global delivery locations, and the deployment of technologies.
Depreciation Depreciation is computed on a straight-line basis over the estimated useful life of our property and equipment assets, generally three to five years or, for leasehold improvements, over the term of the lease, whichever is shorter.
General and administrative expenses consist of personnel costs and related expenses for technology, human resources, legal, finance, global shared services, and executives as well as professional fees, insurance premiums, cloud-based capabilities and other corporate expenses. 49 Table of Contents Depreciation Depreciation is computed on a straight-line basis over the estimated useful life of our property and equipment assets, generally three to five years or, for leasehold improvements, over the term of the lease, whichever is shorter.
Service revenue from outcome oriented contracts is recognized when it is reasonably certain that the desired outcome has been achieved. 49 Table of Contents Operating expenses Cost of services Cost of services consists primarily of costs related to delivery of services, and consists primarily of personnel costs like salaries and wages, stock-based compensation expense and employee welfare.
Operating expenses Cost of services Cost of services consists primarily of costs related to delivery of services, and consists primarily of personnel costs like salaries and wages, stock-based compensation expense and employee welfare.
United States: Digital Customer Experience contributed 23.5% of the total decrease primarily driven by clients in On Demand Travel + Transportation, Entertainment + Gaming, Technology, Social Media, Healthcare and Retail + E-Commerce. Trust + Safety reduced 2.7% of the total decrease primarily driven by clients in Social Media and On Demand Travel + Transportation.
United States: AI Services contributed 22.0% of the total increase driven by clients in Social Media and On Demand Travel + Transportation. Trust & Safety contributed 1.5% of the total increase primarily driven by clients in Social Media.
The following table reconciles net cash provided by operating activities, the most directly comparable GAAP measure, to Free Cash Flow for the years ended December 31, 2024 and 2023: Year ended December 31, 2024 2023 Net cash provided by operating activities $ 138,888 $ 143,670 Purchase of property and equipment (39,104) (30,995) Free Cash Flow $ 99,784 $ 112,675 Conversion of Adjusted EBITDA to Free Cash Flow (1) 47.5 % 51.0 % (1) Conversion of Adjusted EBITDA to Free Cash Flow represents Free Cash Flow divided by Adjusted EBITDA. 56 Table of Contents Liquidity and Capital Resources As of December 31, 2024, our principal sources of liquidity were cash and cash equivalents totaling $192.2 million, which were held for working capital purposes, as well as the available balance of our 2022 Credit Facilities, described further below.
The following table reconciles net cash provided by operating activities, the most directly comparable GAAP measure, to Free Cash Flow for the years ended December 31, 2025 and 2024: Year ended December 31, 2025 2024 Net cash provided by operating activities $ 137,215 $ 138,888 Purchase of property and equipment (63,500) (39,104) Free Cash Flow $ 73,715 $ 99,784 Conversion of Adjusted EBITDA to Free Cash Flow (1) 29.6 % 47.5 % (1) Conversion of Adjusted EBITDA to Free Cash Flow represents Free Cash Flow divided by Adjusted EBITDA.
Business Highlights During 2024, we supported both new and existing clients as they navigated an uncertain global macroeconomic environment. We expanded our client portfolio, winning 39 new clients in 2024 and achieving a 45% new client win rate, and increasing the scope of services provided to our current clients, with 63 current clients signing new statements of work.
Business Highlights During 2025, we won 34 new clients and achieved a 36% new client win rate, while increasing the scope of services provided to our current clients, with 67 current clients signing new statements of work.
The following table presents the breakdown of our service revenue by geographical location, based on where the services are provided: Year ended December 31, Period over Period Change (in thousands) 2024 2023 ($) (%) Philippines $ 563,032 $ 511,298 $ 51,734 10.1 % United States 117,773 148,708 (30,935) (20.8) % India 123,804 115,777 8,027 6.9 % Rest of World 190,376 148,582 41,794 28.1 % Service revenue $ 994,985 $ 924,365 $ 70,620 7.6 % Philippines: Trust + Safety contributed 6.6% of the total increase primarily driven by clients in Social Media and Financial Services.
The following table presents the breakdown of our service revenue by geographical location, based on where the services are provided: Year ended December 31, Period over Period Change (in thousands) 2025 2024 ($) (%) Philippines $ 638,042 $ 563,032 $ 75,010 13.3 % United States 132,058 117,773 14,285 12.1 % India 153,766 123,804 29,962 24.2 % Rest of World 259,681 190,376 69,305 36.4 % Service revenue $ 1,183,547 $ 994,985 $ 188,562 19.0 % Philippines: AI Services contributed 6.3% of the total increase primarily driven by clients in Social Media and On Demand Travel + Transportation.
AI Services was primarily driven by an increase from new clients, including Professional Services + Industry, Technology and Social Media.
AI Services was primarily driven by an increase from existing clients, primarily in Social Media, as well as On Demand Travel + Transportation.
AI Services contributed 0.6% of the total increase primarily driven by clients in Technology. Growth in the Rest of World was driven by Colombia, Greece and Mexico. Operating expenses Cost of services The increase was primarily driven by higher personnel costs of $46.4 million associated with increased headcount.
Growth in the Rest of World was driven by Latin America and Europe. 51 Table of Contents Operating expenses Cost of services The increase was primarily driven by higher personnel costs of $108.2 million associated with increased headcount and facilities costs associated with site expansion. The remaining increase includes employee engagement and transportation costs.
During 2024, we significantly increased our Headcount outside of the U.S., the Philippines and India (the “Rest of World”) from approximately 6,000 employees as of December 31, 2023 to approximately 8,700 as of December 31, 2024, with particularly strong growth in Colombia and Greece. 48 Table of Contents We plan to continue expanding our geographic footprint to drive growth with both existing and new clients, which may result in one-time costs that may impact profitability.
We plan to continue expanding our geographic footprint to drive growth with both existing and new clients, which may result in one-time costs that may impact profitability.
The increase was primarily due to higher site build-out costs and purchases of technology and computers for replacements and to support revenue growth , partially offset by the investment in loan receivable in 2023 .
The increase was primarily due to higher site build-out costs as well as purchases of technology and computers to support revenue growth. Financing Activities Net cash used in financing activities for the year ended December 31, 2025 was $44.2 million compared to net cash used in financing activities of $25.2 million for the year ended December 31, 2024.
The following table reconciles net income, the most directly comparable GAAP measure, to Adjusted Net Income for the years ended December 31, 2024 and 2023: Year ended December 31, Period over Period Change (in thousands, except %) 2024 2023 ($) (%) Net income $ 45,870 $ 45,690 $ 180 0.4 % Amortization of intangible assets 19,935 20,346 (411) (2.0) % Transaction costs (1) — 245 (245) (100.0) % Earn-out consideration (2) — 7,863 (7,863) (100.0) % Foreign currency losses (3) 1,302 431 871 202.1 % Loss (gain) on disposal of assets (80) 1,322 (1,402) NM Severance costs (4) 487 1,852 (1,365) (73.7) % Litigation costs (5) 15,423 — 15,423 100.0 % Stock-based compensation expense (6) 42,391 53,179 (10,788) (20.3) % Tax impacts of adjustments (7) (6,644) (4,386) (2,258) 51.5 % Adjusted Net Income $ 118,684 $ 126,542 $ (7,858) (6.2) % Net Income Margin (8) 4.6 % 4.9 % Adjusted Net Income Margin (8) 11.9 % 13.7 % NM = not meaningful (1) Represents professional service fees related to non-recurring transactions.
The following table reconciles net income, the most directly comparable GAAP measure, to EBITDA and Adjusted EBITDA for the years ended December 31, 2025 and 2024: Year ended December 31, Period over Period Change (in thousands, except %) 2025 2024 ($) (%) Net income $ 102,275 $ 45,870 $ 56,405 123.0 % Provision for income taxes 34,399 28,311 6,088 21.5 % Financing expenses 18,385 21,549 (3,164) (14.7) % Depreciation 41,164 40,223 941 2.3 % Amortization of intangible assets 19,983 19,935 48 0.2 % EBITDA 216,206 155,888 60,318 38.7 % Transaction costs (1) 11,899 — 11,899 100.0 % Operational efficiency costs (2) 2,383 — 2,383 100.0 % Foreign currency losses (3) (8,029) 1,302 (9,331) NM Loss (gain) on disposal of assets 525 (80) 605 NM Severance costs (4) 1,515 487 1,028 211.1 % Litigation costs (5) — 15,423 (15,423) (100.0) % Stock-based compensation expense (6) 30,404 42,391 (11,987) (28.3) % Interest income (7) (5,829) (5,544) (285) 5.1 % Adjusted EBITDA $ 249,074 $ 209,867 $ 39,207 18.7 % Net Income Margin (8) 8.6 % 4.6 % Adjusted EBITDA Margin (8) 21.0 % 21.1 % NM = not meaningful (1) Represents non-recurring professional service fees related to the take-private transaction that have been expensed during the period.
For the year ended December 31, 2024, we recorded net income of $45.9 million consistent with $45.7 million for the year ended December 31, 2023, due primarily to higher revenue growth and higher interest income, mostly offset by higher cost of services and certain litigation costs.
Recent Financial Highlights For the year ended December 31, 2025, we recorded service revenue of $1,183.5 million, a 19.0% increase from $995.0 million for the year ended December 31, 2024. 47 Table of Contents For the year ended December 31, 2025, we recorded net income of $102.3 million a 123.0% increase from $45.9 million for the year ended December 31, 2024, due primarily to higher revenue growth and the impact of foreign currency exchange rates, partially offset by higher cost of services.
Key Operational Metrics We regularly monitor the below operating metrics in order to measure our current performance and estimate our future performance: Year ended December 31, 2024 2023 Headcount (approx. at period end) (1) 59,000 48,200 Net revenue retention rate (2) 102 % 89 % (1) “Headcount” refers to the total number of TaskUs teammates globally as of the end of a given measurement period.
See Item 7A., “Quantitative and Qualitative Disclosures About Market Risk” for additional information on how foreign currency impacts our financial results. 52 Table of Contents Key Operational Metrics We regularly monitor the below operating metrics in order to measure our current performance and estimate our future performance: Year ended December 31, 2025 2024 Headcount (approx. at period end) 65,500 59,000 Net revenue retention rate (1) 113 % 102 % (1) “Net revenue retention rate” is an important metric we calculate annually to measure the retention and growth in the use of our services by our existing clients.
Additionally, it includes costs of marketing and promotional events, corporate communications, and other brand-building activities. General and administrative expenses consist of personnel costs and related expenses for technology, human resources, legal, finance, global shared services, and executives as well as professional fees, insurance premiums, cloud-based capabilities and other corporate expenses.
Additionally, it includes costs of marketing and promotional events, corporate communications, and other brand-building activities.
See Note 8, “Long-Term Debt” in the Notes to Consolidated Financial Statements included in this Annual Report for additional information regarding our debt.
Subsequent Events For a description of subsequent events, see Note 17, "Subsequent Events" in the Notes to Consolidated Financial Statements included included in this Annual Report. Trends and Factors Affecting our Performance There are a number of key factors and trends affecting our results of operations.
Expanding geographically We expanded our presence to 28 sites in 12 countries as of December 31, 2024.
Expanding geographically We expanded our presence to 31 sites in 13 countries as of December 31, 2025. During 2025, we significantly increased our Headcount in India, the Philippines and the Rest of World by approximately 3,300 employees, 2,600 employees and 800 employees, respectively.
Loss (gain) on disposal of assets The change wa s associated with optimizing our footprint in 2023, resulting in exiting certain sites in the United States and the Philippines. Other income, net Increase is due primarily to higher interest income.
Loss (gain) on disposal of assets The change was primarily driven by the write-off of software due to the determination that it would no longer be used in our operations or provide future economic benefit. Other income, net Increase is due primarily to higher interest income.
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Overview We are a provider of outsourced digital services and next-generation customer experience to the world’s most innovative companies, helping our clients represent, protect and grow their brands.
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Overview We deliver outsourced digital services that power the companies shaping the future. By combining specialized human talent and intelligent technology, we solve complex operational challenges for global category leaders within AI, autonomous vehicles, robotics, social media, financial services, healthcare, and beyond. We enable our clients to elevate their customer experience, protect their platforms, and grow their brands.
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We serve our clients by supporting their end customers’ urgent needs, helping them navigate an increasingly complex compliance landscape, handling sensitive tasks, including online content moderation, and enabling artificial intelligence technology and automation.
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As of December 31, 2025, we supported approximately 200 clients.
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As of December 31, 2024, we supported approximately 200 clients spanning established and emerging industry sectors, including social media, e-commerce, gaming, streaming media, food delivery and ride-sharing, technology, financial services, and healthcare.
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Since returning to revenue growth of 7.6% in 2024, our continuing focus on clients and focused investments in technology and talent has supported an acceleration of revenue growth to 19.0% while increasing our net income margin to 8.6%. 2025 Developments AI Investments Certain of our clients, including our largest client, have announced automation initiatives which include significant investments in generative AI.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe exchange rates among the Philippine peso, Indian rupee, Mexican peso, Colombian peso and the U.S. dollar have changed substantially in recent years and may fluctuate substantially in the future. 60 Table of Contents The following table presents a summary of foreign currency exchange rates and changes for the periods indicated: Philippine Peso Indian Rupee Mexican Peso Colombian Peso Average exchange rate against the U.S. dollar Year ended December 31, 2024 57.28 83.67 18.31 4,072.86 Year ended December 31, 2023 55.61 82.58 17.74 4,325.15 Depreciation (appreciation) 3.0 % 1.3 % 3.2 % (5.8) % Based on our level of operations during the year ended December 31, 2024 , and excluding any forward contract arrangements that we had in place during that period, a 10% appreciation (depreciation) of each foreign currency against the U.S. dollar would have increased (decreased) our expenses incurred and paid in that foreign currency as follows: (in thousands) Philippine Peso Indian Rupee Mexican Peso Colombian Peso 10% appreciation $ 40,123 $ 10,492 $ 4,396 $ 7,305 10% depreciation $ (32,828) $ (8,585) $ (3,597) $ (5,977) In order to mitigate our exposure to foreign currency fluctuation risks and minimize the earnings and cash flow volatility associated with forecasted transactions denominated in certain foreign currencies, and economically hedge our intercompany balances and other monetary assets and liabilities denominated in currencies other than functional currencies, we enter into foreign currency forward contracts.
Biggest changeThe exchange rates among the Philippine peso, Indian rupee, Mexican peso, Colombian peso, euro and the U.S. dollar have changed substantially in recent years and may fluctuate substantially in the future. 59 Table of Contents The following table presents a summary of foreign currency exchange rates and changes for the periods indicated: Philippine Peso Indian Rupee Mexican Peso Colombian Peso Euro Average exchange rate against the U.S. dollar Year ended December 31, 2025 57.49 87.15 19.22 4,051.14 0.89 Year ended December 31, 2024 57.28 83.67 18.31 4,072.86 0.92 Depreciation (appreciation) 0.4 % 4.2 % 5.0 % (0.5) % (3.3) % Based on our level of operations during the year ended December 31, 2025 , and excluding any forward contract arrangements that we had in place during that period, a 10% appreciation (depreciation) of each foreign currency against the U.S. dollar would have increased (decreased) our expenses incurred and paid in that foreign currency as follows: (in thousands) Philippine Peso Indian Rupee Mexican Peso Colombian Peso Euro 10% appreciation $ 47,586 $ 13,934 $ 4,353 $ 10,745 $ 8,252 10% depreciation $ (38,934) $ (11,401) $ (3,562) $ (8,792) $ (6,752) In order to mitigate our exposure to foreign currency fluctuation risks and minimize the earnings and cash flow volatility associated with forecasted transactions denominated in certain foreign currencies, and economically hedge our intercompany balances and other monetary assets and liabilities denominated in currencies other than functional currencies, we enter into foreign currency forward contracts.
Although substantially all of our revenues are denominated in U.S. dollars, a substantial portion of our expenses were incurred and paid in the Philippine peso, Indian rupee, Mexican peso, and the Colombian peso in the year ended December 31, 2024. We also incur expenses in U.S. dollars, and currencies of the other countries in which we have operations.
Although substantially all of our revenues are denominated in U.S. dollars, a substantial portion of our expenses were incurred and paid in the Philippine peso, Indian rupee, Mexican peso, Colombian peso and euro in the year ended December 31, 2025. We also incur expenses in U.S. dollars, and currencies of the other countries in which we have operations.
Based on the outstanding balances and interest rates under the 2022 Credit Facilities as of December 31, 2024, a hypothetical 10% increase or decrease in SOFR would cause an increase or decrease in interest expense of $1.1 million over the next 12 months.
Based on the outstanding balances and interest rates under the 2022 Credit Facilities as of December 31, 2025, a hypothetical 10% increase or decrease in SOFR would cause an increase or decrease in interest expense of $0.9 million over the next 12 months.
All of our borrowings outstanding under the 2022 Credit Facilities as of December 31, 2024 accrue interest at SOFR pl us 2.25%. Our total principal balance outstanding as of December 31, 2024 was $257.2 million.
All of our borrowings outstanding under the 2022 Credit Facilities as of December 31, 2025 accrue interest at SOFR pl us 2.25%. Our total principal balance outstanding as of December 31, 2025 was $242.0 million.
Credit Risk As of December 31, 2024, we had accounts receivable, net of allowance for credit losses, of $199.0 million, of which $60.1 million was owed by two of our clients. Collectively, these clients represented 30% of our gross accounts receivable as of December 31, 2024. 61 Table of Contents
Credit Risk As of December 31, 2025, we had accounts receivable, net of allowance for credit losses, of $254.1 million, of which $47.2 million was owed by one of our clients. Collectively, this client represented 19% of our gross accounts receivable as of December 31, 2025. 60 Table of Contents

Other TASK 10-K year-over-year comparisons