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What changed in Getty Images Holdings, Inc.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Getty Images Holdings, 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.

+484 added−484 removedSource: 10-K (2026-03-16) vs 10-K (2025-03-17)

Top changes in Getty Images Holdings, Inc.'s 2025 10-K

484 paragraphs added · 484 removed · 278 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

56 edited+103 added−11 removed61 unchanged
Biggest changeIn addition, the Protection of Children from Sexual Predators Act of 1998 provides for reporting and other obligations by online service providers in the area of child pornography. • The Federal Trade Commission Act and numerous state “mini-FTC” acts, which bar “deceptive” and “unfair” trade practices, including in the contexts of online advertising and representations made in privacy policies and other online representations. • The European Union General Data Protection Regulation and UK Data Protection Act, which regulate how we can collect and process the personal data of, primarily, European Union and UK residents. • The California Consumer Privacy Act (as amended by the California Privacy Rights Act, together the “CCPA”) which regulates how we can collect and process the personal data of California residents. • The Colorado Privacy Act (“CPA”), which regulates how we can collect and process the personal data of Colorado residents. • The Connecticut Data Privacy Act (“CTDPA”), which regulates how we can collect and process the personal data of Connecticut residents. • The Florida Digital Bill of Rights (“FDBR”), which regulates how we can collect and process the personal data of Florida residents. • The Montana Consumer Data Privacy Act (“MTCDPA”), which regulates how we can collect and process the personal data of Montana residents. • The Oregon Consumer Privacy Act (“OCPA”), which regulates how we can collect and process the personal data of Oregon residents. • The Texas Data Privacy and Security Act (“TDPSA”), which regulates how we can collect and process the personal data of Texas residents. • The Utah Consumer Privacy Act (“UCPA”), which regulates how we can collect and process the personal data of Utah residents. • The Virginia Consumer Data Protection Act (“VACDPA”), which regulates how we can collect and process the personal data of Virginia residents. • The Illinois Biometric Information Privacy Act (“BIPA”), which regulates how we can collect and process biometric identifiers of Illinois residents. • The Texas Capture or Use of Biometric Identifier Act (“CUBI”), which regulates how we can collect and process biometric identifiers of Texas residents. • The Washington Biometric Privacy Law (“H.B. 1493”), which regulates how we can collect and process biometric identifiers of Washington residents. • The E.U.
Biggest changeIn addition, the Protection of Children from Sexual Predators Act of 1998 provides for reporting and other obligations by online service providers in the area of child pornography. • The Federal Trade Commission Act and numerous state “mini-FTC” acts, which bar “deceptive” and “unfair” trade practices, including in the contexts of online advertising and representations made in privacy policies and other online representations. • The European Union General Data Protection Regulation and UK Data Protection Act, which regulate how we can collect and process the personal data of, primarily, European Union and UK residents. • The California Consumer Privacy Act (as amended by the California Privacy Rights Act, together the “CCPA”) which regulates how we can collect and process the personal data of California residents. • The Colorado Privacy Act (“CPA”), which regulates how we can collect and process the personal data of Colorado residents. • The Connecticut Data Privacy Act (“CTDPA”), which regulates how we can collect and process the personal data of Connecticut residents. • The Florida Digital Bill of Rights (“FDBR”), which regulates how we can collect and process the personal data of Florida residents. • The Montana Consumer Data Privacy Act (“MTCDPA”), which regulates how we can collect and process the personal data of Montana residents. • The Oregon Consumer Privacy Act (“OCPA”), which regulates how we can collect and process the personal data of Oregon residents. • The Texas Data Privacy and Security Act (“TDPSA”), which regulates how we can collect and process the personal data of Texas residents. • The Utah Consumer Privacy Act (“UCPA”), which regulates how we can collect and process the personal data of Utah residents. • The Virginia Consumer Data Protection Act (“VACDPA”), which regulates how we can collect and process the personal data of Virginia residents. • The Illinois Biometric Information Privacy Act (“BIPA”), which regulates how we can collect and process biometric identifiers of Illinois residents. • The Texas Capture or Use of Biometric Identifier Act (“CUBI”), which regulates how we can collect and process biometric identifiers of Texas residents. • The Washington Biometric Privacy Law (“H.B. 1493”), which regulates how we can collect and process biometric identifiers of Washington residents. • The Delaware Personal Data Privacy Act (“DPDPA”), which regulates how we can collect and process the personal data of Delaware residents. • The Iowa Consumer Data Protection Act (“ICDPA”), which regulates how we can collect and process the personal data of Iowa residents. 12 Table of Contents • The Nebraska Data Privacy Act (“NDPA”), which regulates how we can collect and process the personal data of Nebraska residents. • The New Hampshire Data Privacy Act (“NHDPA”), which regulates how we can collect and process the personal data of New Hampshire residents. • The New Jersey Data Privacy Act (“NJDPA”), which regulates how we can collect and process the personal data of New Jersey residents. • The Tennessee Information Protection Act (“TIPA”), which regulates how we can collect and process the personal data of Tennessee residents. • The Minnesota Consumer Data Privacy Act (“MCDPA”), which regulates how we can collect and process the personal data of Minnesota residents. • The Maryland Online Data Protection Act (“MODPA”), which regulates how we can collect and process the personal data of Maryland residents. • The Indiana Consumer Data Protection Act (“ INCDPA”), which regulates how we can collect and process the personal data of Indiana residents. • The Kentucky Consumer Data Protection Act (“KCDPA”), which regulates how we can collect and process the personal data of Kentucky residents. • The Rhode Island Data Transparency and Privacy Protection Act (“ RIDTPPA”), which regulates how we can collect and process the personal data of Rhode Island residents. • The E.U.
Risk Factors—We collect, store, process, transmit and use personal information, which subjects us to governmental regulation and other legal obligations related to privacy, information security and data protection in many jurisdictions.
Risk Factors—We collect, store, process, transmit and use personal data, which subjects us to governmental regulation and other legal obligations related to privacy, information security and data protection in many jurisdictions.
Customers can also use Generative AI by iStock to create, ready to use AI generated content that is designed to be commercially safe and is trained exclusively with Getty Images creative content. • Unsplash is a widely accessed, creative stills offering serving the fast-growing and broad-based creator economy ranging from prosumers and semi-professional creators to full time creative professionals working at corporations and agencies.
Customers can also use Generative AI by iStock to create, ready to use AI generated content that is designed to be commercially safe and is trained with Getty Images creative content. • Unsplash is a widely accessed, creative stills offering serving the fast-growing and broad-based creator economy ranging from prosumers and semi-professional creators to full time creative professionals working at corporations and agencies.
Some of our employees in Brazil, Germany, France and Spain are subject to collective bargaining agreements that set minimum salaries, benefits, working conditions and/or termination requirements. We consider our employee relations to be good. See “ Item 1A.
Some of our employees in Brazil, Germany, France, Italy, and Spain are subject to collective bargaining agreements that set minimum salaries, benefits, working conditions and/or termination requirements. We consider our employee relations to be good. See “ Item 1A.
These laws and regulations include, but are not limited to, the following: • The Digital Millennium Copyright Act, which regulates digital material and created updated copyright laws to address the unique challenges of regulating the use of digital content. • The Directive on Copyright in the Digital Single Market, which regulates a marketplace for copyright in the European Union. • The Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003 and similar laws adopted by a number of states, which regulate the format, functionality and distribution of commercial solicitation e-mails, create criminal penalties for unmarked sexually-oriented material, and control other online marketing practices. • The Children’s Online Privacy Protection Act and the Prosecutorial Remedies and Other Tools to End Exploitation of Children Today Act of 2003, which regulate the collection or use of information, and restrict 12 Table of Conten ts the distribution of certain materials, as related to certain protected age groups.
These laws and regulations include, but are not limited to, the following: • The Digital Millennium Copyright Act, which regulates digital material and created updated copyright laws to address the unique challenges of regulating the use of digital content. • The Directive on Copyright in the Digital Single Market, which regulates a marketplace for copyright in the European Union. • The Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003 and similar laws adopted by a number of states, which regulate the format, functionality and distribution of commercial solicitation e-mails, create criminal penalties for unmarked sexually-oriented material, and control other online marketing practices. • The Children’s Online Privacy Protection Act and the Prosecutorial Remedies and Other Tools to End Exploitation of Children Today Act of 2003, which regulate the collection or use of information, and restrict the distribution of certain materials, as related to certain protected age groups.
We have been able to leverage our content, brands, and large customer base to enter related, but adjacent markets to achieve efficiencies and accelerate growth. Our Content Contributors The content we license to our customers is sourced from more than 583,000 photographers, videographers, illustrators, and image partners from almost every country in the world.
We have been able to leverage our content, brands, and large customer base to enter related, but adjacent markets to achieve efficiencies and accelerate growth. Our Content Contributors The content we license to our customers is sourced from more than 600,000 photographers, videographers, illustrators, and image partners from almost every country in the world.
Collectively, these represent a growing library of over 604 million total assets that delivers unmatched depth, breadth, and quality to meet the expanding needs of our growing customer base. For more information, see “ —Our Content Contributors ” below. Customers Our customers are in the categories of corporate, agency and media.
Collectively, these represent a growing library of over 645 million total assets that delivers unmatched depth, breadth, and quality to meet the expanding needs of our growing customer base. For more information, see “ —Our Content Contributors ” below. Customers Our customers are in the categories of corporate, agency and media.
As of December 31, 2024, annual subscriptions represented more than half of total revenue. We offer a complete range of subscription products on our Getty Images, iStock and Unsplash websites. Our Premium Access subscription offers all of Getty Images’ Creative and Editorial image and video content and music in one subscription.
As of December 31, 2025, annual subscriptions represented more than half of total revenue. We offer a complete range of subscription products on our Getty Images, iStock and Unsplash websites. Our Premium Access subscription offers all of Getty Images’ Creative and Editorial image and video content and music in one subscription.
To capture this opportunity, we realigned our sales force and their incentives to target further penetration and upsell of the corporate market. Furthermore, we increased our customer service capabilities and resources against the segment and launched new and upgraded products to better meet corporate needs.
To capture this opportunity, we aligned our sales force and their incentives to target further penetration and upsell of the corporate market. Furthermore, we increased our customer service capabilities and resources against the segment and launched new and upgraded products to better meet corporate needs.
Risk Factors—The loss of key personnel, an inability to attract and retain 11 Table of Conten ts additional personnel or difficulties in the integration of new members of our management team into our Company could affect our ability to successfully grow our business .” Diversity and Inclusion Our vision for our culture is one that enables individuals to come to work as themselves, be treated with respect and be given equal opportunities, and will ensure their perspectives and experiences are included in our decision making.
Risk Factors—The loss of key personnel, an inability to attract and retain additional personnel or difficulties in the integration of new members of our management team into our Company could affect our ability to successfully grow our business .” Diversity and Inclusion Our vision for our culture is one that enables individuals to come to work as themselves, be treated with respect and be given equal opportunities, and will ensure their perspectives and experiences are included in our decision making.
Staff and Freelance photographers/videographers We have 110 full-time staff photographers and videographers, who supply Editorial photos and video content across news, sports, and entertainment. These staff professionals are award-winning experts in their fields and are employed by Getty Images. For most staff-produced content, we pay very limited, if any, royalties.
Staff and Freelance photographers/videographers We have over 115 full-time staff photographers and videographers, who supply Editorial photos and video content across news, sports, and entertainment. These staff professionals are award-winning experts in their fields and are employed by Getty Images. For most staff-produced content, we pay very limited, if any, royalties.
In particular, certain provisions of the Tax Cuts and Jobs Act of 2017 (the “TCJA”) have had and will continue to have a significant impact on our financial position and results of operations. The TCJA continues to be subject to further regulatory interpretation and technical corrections by the U.S.
In particular, certain provisions of the Tax Cuts and Jobs Act of 2017 (the “TCJA”) have had and will continue to have an impact on our financial position and results of operations. The TCJA continues to be subject to further regulatory interpretation and technical corrections by the U.S.
See “ Item 7 – Management’s Discussion and Analysis of Financial and Results of Operations – Merger Agreement with Shutterstock ”. 3 Table of Conten ts Product Offerings Our comprehensive product offering is designed to address the full spectrum of customers’ visual content needs.
See “ Item 7 – Management’s Discussion and Analysis of Financial and Results of Operations – Merger Agreement with Shutterstock ”. 3 Table of Contents Product Offerings Our comprehensive product offering is designed to address the full spectrum of customers’ visual content needs.
We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefi ng and art direction to our exclusive contributor community.
We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefing and art direction to our exclusive contributor community.
Risk Factors—Our operations may expose us to greater than anticipated income and transaction tax liabilities that could harm our financial condition and results of operations. ” 13 Table of Conten ts Seasonality Our operating results may fluctuate from quarter to quarter and year to year as a result of a variety of factors, including as a result of major sporting events, world events or otherwise.
Risk Factors—Our operations may expose us to greater than anticipated income and transaction tax liabilities that could harm our financial condition and results of operations. ” Seasonality Our operating results may fluctuate from quarter to quarter and year to year as a result of a variety of factors, including as a result of major sporting events, world events or otherwise.
Accelerate our penetration across high-growth geographies : We are focused on deepening our international reach by investing in digital marketing, search engine optimization and further localization of our services, offerings and content in geographies where we are unde rpenetrated.
Accelerate our penetration across high-growth geographies : We are focused on deepening our international reach by investing in digital marketing, search engine optimization and further localization of our services, offerings and content in geographies where we are underpenetrated.
We believe they are a key differentiator versus competitors. Competition The market for digital content and related services is highly competitive and rapidly evolving. Our current and potential domestic and international competitors range from large established companies to emerging start-ups across different industries.
We believe they are a key differentiator versus competitors. 9 Table of Contents Competition The market for digital content and related services is highly competitive and rapidly evolving. Our current and potential domestic and international competitors range from large established companies to emerging start-ups across different industries.
Comprehensive Premium Product Offering Our differentiated, authentic and high-quality content offering is generated through: • A growing base of more tha n 583,000 contributors, of which over 81,000 are exclusive to Getty Images. • Over 75 exclusive editorial content partners, such as AFP, Disney, Glo bo, ITN, Bloomberg, BBC Studios, CBS, The Boston Globe, Fairfax Media, NBC News Archives and Sky News, who rely upon Getty Images to manage and license their content and Formula One, NBA, NHL, MLB, NASCAR, FIFA and International Olympic Committee, who, in addition to distributing content from their events through Getty Images, grant us unique commercial rights with event and content access. • Nearly 400 dedicated staff content experts across creative and editorial who guide and contribute to the creation of over 11 million new visual assets per quarter and have been recognized with more than 1,500 major industry awards including the 2022 Pulitzer Prize for Breaking News Photography, World Press Photo, Picture of the Year International, Sony World Photography Awards, White House Photographer of the Year, The Lucie Awards, Visa d’Or, Ville de Perpignan Remi Ochlik, UK Picture Guild Awards, Press Photographer of the Year, Sports Photographer of the Year and Creative Review Photography Annual. • A unique comprehensive visual archival collection covering a broad range of geographies, time periods and content categories such as news, sport, celebrity, music and fashion.
Comprehensive Premium Product Offering Our differentiated, authentic and high-quality content offering is generated through: • A growing base of more tha n 600,000 contributors, of which over 83,000 are exclusive to Getty Images. • Over 75 exclusive editorial content partners, such as AFP, Disney, Glo bo, ITN, Bloomberg, BBC Studios, CBS, The Boston Globe, Fairfax Media, NBC News Archives and Sky News, who rely upon Getty Images to manage and license their content and Formula One, NBA, NHL, MLB, NASCAR, FIFA and International Olympic Committee, who, in addition to distributing content from their events through Getty Images, grant us unique commercial rights with event and content access. • Nearly 400 dedicated staff content experts across creative and editorial who guide and contribute to the creation of over 11 million new visual assets per quarter and have been recognized with more than 1,600 major industry awards including the 2022 Pulitzer Prize for Breaking News Photography, World Press Photo, Picture of the Year International, Sony World Photography Awards, White House Photographer of the Year, The Lucie Awards, Visa d’Or, Ville de Perpignan Remi Ochlik, UK Picture Guild Awards, Press Photographer of the Year, Sports Photographer of the Year and Creative Review Photography Annual. 1 Prior year percentage has been restated to conform to the current year presentation. 5 Table of Contents • A unique comprehensive visual archival collection covering a broad range of geographies, time periods and content categories such as news, sport, celebrity, music and fashion.
We invest in a dedicated editorial team which includes 110 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content partners.
We invest in a dedicated editorial team which includes over 115 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content partners.
In addition, we maintain deep integrations with internet platforms, ensuring broad access to our content across the creative economy. Getty Images is privileged to work with the world’s leading companies every day. In 2024 and 2023, over 80% of our booked revenues were from customers that have a tenure of 10 years or more.
In addition, we maintain deep integrations with internet platforms, ensuring broad access to our content across the creative economy. Getty Images is privileged to work with the world’s leading companies every day. In 2025 and 2024, over 70% of our booked revenues were from customers that have a tenure as a customer of 10 years or more.
Copies of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 may also be obtained by stockholders without charge upon written request to: Getty Images Holdings, Inc., 605 5th Ave S., Suite 400, Seattle, Washington 98104, ATTN: Investor Relations.
Copies of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 may also be obtained by stockholders without charge upon written request to: Getty Images Holdings, Inc., 605 5th Ave S., Suite 400, Seattle, Washington 98104, ATTN: Investor Relations. Item 1A. Risk Factors.
In the fall of 2023, we launched Generative AI by Getty Images in partnership with NVIDIA Corporation (“NVIDIA”), which is designed to be a commercially safe AI image generation service that is trained exclusively with Getty Images creative content. 4 Table of Conten ts • iStock is our value offering of creative stills and videos, which provides a significant volume of exclusive image and video content to small to medium sized businesses, furnishing them with a powerful and cost-efficient means to produce and maintain their visual narrative.
In the fall of 2023, we launched Generative AI by Getty Images which is designed to be a commercially safe AI image generation service that is trained with Getty Images creative content. • iStock is our value offering of creative stills and videos, which provides a significant volume of exclusive image and video content to small to medium sized businesses, furnishing them with a powerful and cost-efficient means to produce and maintain their visual narrative.
In 2023, we partnered with NVIDIA to train and deliver a monetizable, generative AI image tool, enhancing our offerings to our customers. It is trained exclusively on Getty Images creative content and data and provides customers with images designed to be commercially safe, while compensating contributors for the use of their copyrighted works as training data.
In 2023, we launched a generative AI image tool, enhancing our offerings to our customers. It is trained on Getty Images creative content and data and provides customers with images designed to be commercially safe, while compensating contributors for the use of their copyrighted works as training data.
Marketing Since 2019, we have improved our marketing efficiency, which has driven acceleration in our new customer growth, with new customers per million Dollars of digital marketing spend increasing b y more than 30% in 2024 when compared to 2019, driven by marketing efficiency which helps drive new customer acquisition.
Marketing Since 2019, we have improved our marketing efficiency, which has driven acceleration in our new customer growth, with new customers per million dollars of digital marketing spend increasing by more than 20% in 2025 when compared to 2019, driven by marketing efficiency which helps drive new customer acquisition.
Opportunities for AI, data and insights : We have partnered with leading AI innovators such as NVIDIA, Bria AI and Runway, to develop generative AI models that are designed to deliver commercially safe image and video generation and editing services.
Opportunities for AI, data and insights : We have partnered with leading AI innovators to develop generative AI models that are designed to deliver commercially safe image and video generation and editing services.
Employees As of December 31, 2024, we had almost 1,700 employees, of which approximately 61% were located in the Americas region, approximately 31% in the Europe, Middle East and Africa ( “ EMEA ” ) region, and the remainder in the Asia-Pacific region.
Employees As of December 31, 2025, we had nearly 1,650 employees, of which approximately 61% were located in the Americas region, approximately 31% in the Europe, Middle East and Africa ( “ EMEA ” ) region, and the remainder in the Asia-Pacific region.
Beyond our mission, we also hold ourselves accountable to a shared culture which is customer-focused, results-driven, team-oriented and which maximizes the contribution of our employees toward our shared goals (our “Leadership Principles”): • We are trustworthy, transparent and honest. • We always raise the bar. • We collectively bring solutions. • We care, are kind, courteous and respectful. • We are inclusive of different voices, perspectives and experiences. • We are one Getty Images with no silos. • We deliver on our commitments and commercial goals. • We put the customer at the heart of everything we do. • We reject biased behavior and discrimination.
Our imagery moves hearts and minds across the globe, shifting perceptions and powering commerce and ideas at the same time. 10 Table of Contents Beyond our mission, we also hold ourselves accountable to a shared culture which is customer-focused, results-driven, team-oriented and which maximizes the contribution of our employees toward our shared goals (our “Leadership Principles”): • We are trustworthy, transparent and honest. • We always raise the bar. • We collectively bring solutions. • We care, are kind, courteous and respectful. • We are inclusive of different voices, perspectives and experiences. • We are one Getty Images with no silos. • We deliver on our commitments and commercial goals. • We put the customer at the heart of everything we do. • We reject biased behavior and discrimination.
For the year ended December 31, 2024, corporations, media, and agency customers contributed approximately 56%, 29%, and 15%, of revenue, respectively. Through our brands Getty Images, iStock and Unsplash, we reach customers from the largest enterprises to the smallest businesses and individual creators.
For the year ended December 31, 2025, corporate, media, and agency customers contributed approximately 59%, 29%, and 12%, of revenue, respectively. Through our brands Getty Images, iStock and Unsplash, we reach customers from the largest enterprises to the smallest businesses and individual creators.
Creative represents 58.9% , 63.1% and 63.2% of our revenue of which 56.0%, 52.2% 1 and 46.5% 1 is generated through our annual subscription products, for the years ended December 31, 2024, 2023 and 2022, respectively.
Creative represents 56.7% , 58.9% and 63.1% of our revenue of w hich 58.2%, 56.0% and 52.2% 1 is generated through our annual subscription products, for the years ended December 31, 2025, 2024 and 2023, respectively.
Employee Opportunity Our more tha n 1,700 employees come from more than 32 countries, and include working parents, military spouses and veterans. They bring a wide berth of perspectives and experienc es to drive our mission. We seek to ensure our employees are recognized and rewarded, feel empowered and inspired as they live out our Leadership Principles every day.
Employee Opportunity Our nearly 1,650 employees co me from 32 countries, and include working parents, military spouses and veterans. They bring a wide berth of perspectives and experiences to drive our mission. We seek to ensure our employees are recognized and rewarded, feel empowered and inspired as they live out our Leadership Principles every day.
We do not rely on any single individual or group of suppliers to meet our content supply needs. Content sourced from any single content supplier accounted for no more than 3% of revenue in the year ended December 31, 2024.
We do not rely on any single individual or group of suppliers to meet our content supply needs. Content sourced from any single content supplier accounted for no more than 3% of revenue in the year ended December 31, 2025. As of December 31, 2025, we owned or licensed over 645 million images and videos.
Midjourney, Dall-E, Stable Diffusion) and our principal competitors for editorial content include the Associated Press and Reuters. 10 Table of Conten ts Intellectual Property A significant portion of the content that we distribute is licensed to us from individual photographers and videographers and image partners.
Midjourney, Dall-E, Stable Diffusion, Google, Microsoft, Meta) and our principal competitors for editorial content include the Associated Press and Reuters, as well as a myriad of specialist agencies. Intellectual Property A significant portion of the content that we distribute is licensed to us from individual photographers and videographers and image partners.
In addition to maintaining strong revenue from highly tenured customers, we added more tha n 385,000 new customers during the year ended December 31, 2024. We al so have strong revenue diversification. For the year ended December 31, 2024, our top ten customers contributed less than 7% of our booked revenue.
In addition to maintaining strong revenue from highly tenured customers, we added more than 365,000 new customers during the year ended December 31, 2025. We also have strong revenue diversification. For the year ended December 31, 2025, our top ten customers contributed less than 10% of our booked revenue.
Editorial represents 36.8%, 35.0% and 35.2% of our revenue, of whic h 53.7% , 53.3% and 52.1% is generated through our annual subscription products, for the years ended December 31, 2024, 2023 and 2022, respectively.
Editorial represents 37.7%, 36.8% and 35.0% of our revenue, of which 53.5%, 53.7% and 53.3% is generated through our annual subscription products, for the years ended December 31, 2025, 2024 and 2023, respectively.
These steps have improved our marketing returns, resulting in decreased customer acquisition cost (since 2019 down b y over 20% to $133 in 2024) and improved revenue opportunity and customer lifetime value. Our Business Transformation Over the past several years, we have reoriented our strategy and made significant business investments.
These steps have improved our marketing returns, resulting in decreased customer acquisition cost (since 2019 down by over 15% to $146 in 2025) and improved revenue opportunity and customer lifetime value. 6 Table of Contents Our Business Transformation Over the past several years, we have reoriented our strategy and made significant business investments.
We believe that our transformation and investments, together with the changes driving industry growth, set the stage for our next phase of growth. 7 Table of Conten ts Growth Strategies We believe we are well-positioned to continue generating revenue and strong cash flow by capitalizing on the increasing demand for visual content driven by long-term trends through our differentiated end-to-end content offering, our established brands and corresponding market coverage, and our strong value proposition to customers and content providers.
Growth Strategies We believe we are well-positioned to continue generating revenue and cash flow by capitalizing on the increasing demand for visual content driven by long-term trends through our differentiated end-to-end content offering, our established brands and corresponding market coverage, and our strong value proposition to customers and content providers.
In addition to growing the existing advertising revenue streams, we are monetizing existing API integrations through licensing fees and Unsplash+, an unlimited subscription that launched October 2022, that includes premium content (with corresponding license protections) to Unsplash users.
We are monetizing existing API 8 Table of Contents integrations through licensing fees and Unsplash+, an unlimited subscription that launched October 2022, that includes premium content (with corresponding license protections) to Unsplash users.
Key initiatives implemented include: • Unification and migration of our end-to-end platform to the cloud. • Investment in best-in-class customer relationship management tools and technologies such as Salesforce.com. • Transition of a significant share of our business to a differentiated subscription offering with strong retention characteristics. • Successfully exited legacy declining products (Creative Rights Managed, Unauthorized Use and Thinkstock) to simplify our offering, reduce customer friction, and to better focus our resources. • Invested in search engine optimization and altered our digital marketing deployment to accelerate new customer growth through our iStock brand. • Launched our Custom Content offering to allow customers to efficiently secure brand and product- specific imagery through our global contributor network. • Restructured our Sales, Customer Success Management, and Customer Service functions to take advantage of our global scale to reduce costs and improve service levels. • Acquired Unsplash, monetized API offerings on Unsplash and launched Unsplash+, the unlimited subscription model, all of which allows us to tap into the growth of the creator economy long tail. • Partnership with leading technology companies, including NVIDIA, Bria AI and Runway, to develop image and video generative AI models and services designed to be commercially safe that compensate creators on a recurring basis for the use of their content as training data. • Extended search experience to accept natural language queries, allowing customers to be more expressive in their searches and, in turn, we better understand their intent and serve content that meets their needs. • Continued to deleverage our balance sheet, including the principal payment in August 2022 of $300 million and further voluntary payments totaling $57.8 million in 2024 under our Credit Facility, and recently refinanced our Term Loans in the first quarter of 2025.
Key initiatives implemented include: • Unification and migration of our end-to-end platform to the cloud. • Investment in best-in-class customer relationship management tools and technologies such as Salesforce.com. • Transition of a significant share of our business to a differentiated subscription offering with strong retention characteristics. • Successfully exited legacy declining products (Creative Rights Managed, Unauthorized Use and Thinkstock) to simplify our offering, reduce customer friction, and to better focus our resources. • Invested in search engine optimization and altered our digital marketing deployment to accelerate new customer growth through our iStock brand. • Launched our Custom Content offering to allow customers to efficiently secure brand and product- specific imagery through our global contributor network. • Restructured our Sales, Customer Success Management, and Customer Service functions to take advantage of our global scale to reduce costs and improve service levels. • Acquired Unsplash, monetized API offerings on Unsplash and launched Unsplash+, the unlimited subscription model, all of which allows us to tap into the growth of the creator economy long tail. • Partnered with leading technology companies to develop image and video generative AI models and services designed to be commercially safe that compensate creators on a recurring basis for the use of their content as training data. • Extended search experience to accept natural language queries, allowing customers to be more expressive in their searches and, in turn, we better understand their intent and serve content that meets their needs. • In 2025, Getty Images proactively managed its capital structure by: refinancing and extending its Term Loan maturities to 2030; completing the Permitted Debt Exchange Offer to exchange a portion of the 2025 USD Term Loans into 11.250% Senior Secured Notes; exchanging of its 2019 Senior Unsecured Notes for 2025 Senior Secured Notes to extend the maturities to 2028; and issuing 10.500% Senior Secured Notes in support of its proposed merger with Shutterstock, Inc.
Any cybersecurity breaches or our actual or perceived failure to comply with such legal obligations by us, or by our third-party service providers or partners, could harm our business. ” In addition, from a taxation perspective, there are applicable and potential government regulatory matters that may impact us.
Any cybersecurity breaches or our actual or perceived failure to comply with such legal obligations by us, or by our third-party service providers or partners, could harm our business, and could result in regulatory investigations, enforcement actions, fines, litigation, reputational harm and increased compliance costs, any of which could materially adversely affect our business, financial condition and results of operations. ” In addition, from a taxation perspective, there are applicable and potential government regulatory matters that may impact us.
Annual Subscription products include subscriptions with a duration of 12 months or longer. • Other : Other represents 4.3%, 1.9%, and 1.6% of our revenue for the years ended December 31, 2024, 2023, and 2022, respectively.
Annual Subscription products include subscriptions with a duration of 12 months or longer. • Other : Other represents 5.6%, 4.3%, and 1.9% of our revenue for the years ended December 31, 2025, 2024, and 2023, respectively. This includes data access and/or licensing, music licensing, digital asset management, distribution services and print sales.
Content & Services While we go to market through our Getty Images, iStock, and Unsplash brands, we categorize our content and services into three categories — Creative, Editorial and Other. • Creative : Creative is comprised of royalty-free (“RF”) photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel.
In all cases, our annual subscriptions provide greater customer and revenue visibility and upside through expanded consumption and ongoing cross-sell and upsell opportunities via our dedicated Customer Success team. 4 Table of Contents Content & Services While we go to market through our Getty Images, iStock, and Unsplash brands, we categorize our content and services into three categories — Creative, Editorial and Other. • Creative : Creative is comprised of RF photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel.
We operate multiple websites which are available on a global basis, maintained in 23 different languages, localized for their respective markets, and which provide for e-commerce transactions in 34 local currencies. 6 Table of Conten ts Back-end integration across the Getty Images and iStock websites and brands allows for efficiency of use by customers, enabled by natural language processing and machine learning to understand the context and meaning behind a user’s search query, along with additional search capabilities that are enabled by patented search technology that attaches metadata such as captions, keywords, and tags to our content.
Back-end integration across the Getty Images and iStock websites and brands allows for efficiency of use by customers, enabled by natural language processing and machine learning to understand the context and meaning behind a user’s search query, along with additional search capabilities that are enabled by patented search technology that attaches metadata such as captions, keywords, and tags to our content.
Independent contributors Independent contributors typically fund their own production costs and retain copyright ownership of their content but enter contracts with Getty Images granting global distribution and pricing rights, often on an exclusive basis.
For the year ended December 31, 2025, we paid over $220 million in royalties to our content contributors, which includes content partners. Independent contributors Independent contributors typically fund their own production costs and retain copyright ownership of their content but enter contracts with Getty Images granting global distribution and pricing rights, often on an exclusive basis.
In addition, expenditures on content by customers tend to be discretionary in nature, reflecting overall economic conditions, the economic prospects of specific industries, budgeting constraints, buying patterns and a variety of other factors, many of which are outside our control.
Because a significant portion of our revenue is derived from repeat customers who have purchased subscription plans, our revenues have historically been less susceptible to quarterly seasonality. 13 Table of Contents In addition, expenditures on content by customers tend to be discretionary in nature, reflecting overall economic conditions, the economic prospects of specific industries, budgeting constraints, buying patterns and a variety of other factors, many of which are outside our control.
Business Overview Getty Images was founded in 1995, with the core mission of bringing the world’s best creative and editorial visual content solutions to our customers to engage their audiences.
References to “Getty Images,” the “Company,” “we,” “our” and “us” and similar terms mean Getty Images Holdings, Inc. and its subsidiaries, unless the context otherwise requires. Business Overview Getty Images was founded in 1995, with the core mission of bringing the world’s best creative and editorial visual content solutions to our customers to engage their audiences.
Continue to grow video consumption : The video attachment rate, a measure of the percentage of total paid customer downloaders who are video downloaders, increased to 16.5% for the year ended December 31, 2024 from 14.1% for the year ended December 31, 2023.
Continue to grow video consumption : The video attachment rate, a measure of the percentage of total paid customer downloaders who are video downloaders, decreased to 15.9% for the year ended December 31, 2025 from 16.5% for the year ended December 31, 2024. However, a pproximately 33% of Getty Images and 13% of iStock customers purchase video.
We similarly continue to see more subscription adoption in e-commerce through our iStock subscription, which includes images video and music, and Unsplash+, which is an unlimited image-only subscription. In all cases, our annual subscriptions provide greater customer and revenue visibility and upside through expanded consumption and ongoing cross-sell and upsell opportunities via our dedicated Customer Success team.
We similarly continue to see more subscription adoption in e-commerce through our iStock subscription, which includes images, video and music, and Unsplash+, which is an unlimited image-only subscription.
These include formal and informal mentoring opportunities, high potential programming, leadership learning, content development hours to inform on our product offerings, and tailored learning across all functions. We believe in providing learning across various platforms and media as well, recognizing the learning differences of our employees. We are defining a future of work that is more flexible, digital, and purposeful.
We believe in providing learning across various platforms and media as well, recognizing the learning differences of our employees. 11 Table of Contents We are defining a future of work that is more flexible, digital, and purposeful.
This includes music licensing, digital asset management, distribution services, print sales, and data access and/or licensing. 1 Prior year percentage has been restated to conform to the current year presentation. 5 Table of Conten ts With a consistently differentiated, authentic and high-quality content offering at our core, we have a rich history of embracing disruption and innovation with regard to how that content is packaged, accessed, licensed, created and distributed to an evolving universe of customers.
With a consistently differentiated, authentic and high-quality content offering at our core, we have a rich history of embracing disruption and innovation with regard to how that content is packaged, accessed, licensed, created and distributed to an evolving universe of customers.
Continued emphasis on subscription offerings : Annual subscription revenues now comprise more than half our total revenue, and we expect to further increase penetration over time through an emphasis on our e-commerce offerings and continued growth of our larger subscription offerings.
We believe we are well-positioned from a brand, content, and product perspective across 23 languages and 34 currencies to capture an increased share of these attractive, underpenetrated market opportunities. 7 Table of Contents Continued emphasis on subscription offerings : Annual subscription revenues now comprise more than half our total revenue, and we expect to further increase penetration over time through an emphasis on our e-commerce offerings and continued growth of our larger subscription offerings.
Additionally, we can cross sell into products such as Generative AI, Custom Content, music, and Media Manager, our digital asset management product. These offerings drive significant increases in Average Annual Revenue per User (“ARPU”) from our customers and can drive high customer retention.
These offerings drive increases in Average Annual Revenue per User (“ARPU”) from our customers and can drive high customer retention.
However, a pproximately 30% of Getty Images and 14% of iStock customers 8 Table of Conten ts purchase video. We expect more customers to use video in the future, which we believe creates a stickier customer that potentially consumes and spends more on our platform.
We expect more customers to use video in the future, which we believe creates a stickier customer that potentially consumes and spends more on our platform. Video Attachment Rate 1 1 Attachment is calculated as % of downloaders who downloaded video from all offerings (inclusion of subscription and non-subscription products).
Monetize and expand reach into growing long-tail creator economy : We believe our acquisition of Unsplash has strengthened our position in the rapidly growing “creative long-tail” economy. Unsplash attracts more than 16 mi llion visitors per month and has ove r 27,000 API integrations.
Monetize and expand reach into growing long-tail creator economy : Unsplash attracts more than 14 million visitors per month, has over 26,000 API integration, and averages over 91 million monthly image downloads, which we believe reflects the significant opportunity across the “long tail” creator economy.
Our quarterly and annual results may also reflect the effects of intra-period trends in customer behavior. Because a significant portion of our revenue is derived from repeat customers who have purchased subscription plans, our revenues have historically been less susceptible to quarterly seasonality.
Our quarterly and annual results may also reflect the effects of intra-period trends in customer behavior.
Video Attachment Rate 1 1 Attachment is calculated as % of downloaders who downloaded video from all offerings (inclusion of subscription and non-subscription products). Increase wallet share within existing customer base : We expect to increase wallet share with existing customers by upselling into larger subscription products with increased download caps and including video.
Increase wallet share within existing customer base : We expect to increase wallet share with existing customers by upselling into larger subscription products with increased download caps and breadth of content. Additionally, we can cross sell into products such as Generative AI, Custom Content, music, and Media Manager, our digital asset management product.
Nearly 70% of our revenue was generated from exclusive content during 2024 highlighting customer demand for high quality, differentiated content in a world with nearly infinite visual content. For the year ended December 31, 2024, we paid nearly 220 million in royalties to our content contributors, which includes content partners.
We have over 115 staff photographers and videographers and ov er 83,000 exclusive contributors. These exclusive relationships allow for transparent information and the sharing of research and insights with contributors. Approximately 75% of our revenue was generated from exclusive content during 2025 highlighting customer demand for high quality, differentiated content in a world with nearly infinite visual content.
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References to “Getty Images,” the “Company,” “we,” “our” and “us” and similar terms mean Getty Images Holdings, Inc. and its subsidiaries following the completion of the Business Combination (as defined below), unless the context otherwise requires.
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We operate multiple websites which are available on a global basis, maintained in 23 different languages, localized for their respective markets, and which provide for e-commerce transactions in 34 local currencies.
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The Business Combination On July 22, 2022 (the “Closing Date”), the Company consummated the transactions in the Business Combination Agreement, dated December 9, 2021 (the “Business Combination Agreement” and the consummation of such transactions, the “Closing”), by and among CC Neuberger Principal Holdings II, a Cayman Islands exempted company (“CCNB”), the Company (at such time, named Vector Holding, LLC, a Delaware limited liability company and wholly-owned subsidiary of CCNB), Vector Domestication Merger Sub, LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company (“Domestication Merger Sub”), Vector Merger Sub 1, LLC, a Delaware limited liability company and a wholly-owned subsidiary of CCNB (“G Merger Sub 1”), Vector Merger Sub 2, LLC, a Delaware limited liability company and a wholly-owned subsidiary of CCNB (“G Merger Sub 2”), Griffey Global Holdings, Inc., a Delaware corporation (“Legacy Getty”), and Griffey Investors, L.P., a Delaware limited partnership (the “Partnership”).
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(each capitalized terms, as defined elsewhere in this Annual Report on Form 10-K) Please refer to “ Note 10 — Debt ” in our consolidated financial statements for more discussion on our debt refinance. We believe that our transformation and investments, together with the changes driving industry growth, set the stage for our next phase of growth.
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On the day prior to the Closing Date, the Company statutorily converted from a Delaware limited liability company to a Delaware corporation (the “Statutory Conversion”). On the Closing Date, CCNB merged with and into Domestication Merger Sub, with Domestication Merger Sub surviving the merger as a wholly-owned direct subsidiary of the Company (the “Domestication Merger”).
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These include formal and informal mentoring opportunities, high potential programming, leadership learning, content development hours to inform on our product offerings, and tailored learning across all functions.
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Following the Domestication Merger on the Closing Date, G Merger Sub 1 merged with and into Legacy Getty, with Legacy Getty surviving the merger as an indirect wholly-owned subsidiary of the Company (the “First Getty Merger”).
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On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted in the U.S. The OBBBA includes various tax provisions, such as extending and modifying certain Tax Cuts and Jobs Act provisions and the international tax framework. The Company expects these changes to reduce its annual U.S. tax liability and cash taxes in 2025 and 2026.
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Immediately after the First Getty Merger, Legacy Getty merged with and into G Merger Sub 2 with G Merger Sub 2 surviving the merger as an indirect wholly-owned subsidiary of the Company (the “Second Getty Merger” and together with the First Getty Merger, the “Getty Mergers” and, together with the Statutory Conversion and the Domestication Merger, the “Business Combination”).
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In addition to the other information contained in this Annual Report, including the matters addressed under the heading “ Cautionary Note Regarding Forward-Looking Statements, ” you should carefully consider the following risk factors in this Form 10-K before investing in our securities.
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See “ Note 3 — Business Combination ” for further details. Legacy Getty was incorporated in Delaware on September 25, 2012, and in October of the same year, indirectly acquired Getty Images, Inc.
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The risk factors described below disclose both material and other risks, and are not intended to be exhaustive and are not the only risks facing us.
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Please refer to “ Note 23 — Subsequent Events ” in our consolidated financial statements for more discussion on our debt refinance.
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Additional risks not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, results of operations and cash flows in future periods or are not identified because they are generally common to businesses.
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We believe we are well-positioned from a brand, content, and product perspective across 23 languages and 34 currencies to capture an increased share of these attractive, underpenetrated market opportunities.
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Summary Risk Factors • Operational Risks Related to Our Business ◦ Our inability to attract new and retain existing and repeat customers; ◦ Our inability to offer relevant, quality and diversity of content to satisfy customer needs; ◦ The intense competition we face could reduce our revenues, margins and operating results; ◦ Our inability to successfully execute our business strategy; ◦ Risks resulting from increased costs incurred in implementing our business strategy; ◦ Our inability to maintain an effective system of internal control over financial reporting; ◦ Losing the right to use the “Getty Images” trademark; ◦ Our incurrence of debt, including related interest rate volatility and rising interest costs, which could have a negative impact on our financing options and liquidity position; ◦ Our need to seek additional capital and any related inability to obtain additional capital on commercially reasonable terms; ◦ Our inability to adapt to industry change; ◦ The increasing use of AI applications such as generative AI technologies that may result in harm to our brand, reputation, business, or intellectual property; ◦ Failure to develop, market, sell or enhance new or existing products and services; ◦ Our failure to successfully expand into new international markets; ◦ Risks resulting from actions by governments to restrict access to our services; 14 Table of Contents ◦ Negative impacts of currency fluctuations; ◦ Our inability to adequately maintain, adapt and upgrade our websites and technology systems to ingest and deliver higher quantities of new content; ◦ Technological interruptions that impair access to our websites or the efficiency of our websites and technology systems damaging our reputation and brand; ◦ Our failure to protect the proprietary information of our customers and our networks against cybersecurity breaches; ◦ Our inability to acquire or integrate new businesses, content, and product lines; ◦ Potential for goodwill or other intangible asset impairment charges; ◦ The impact of worldwide economic, political and social conditions on our business; • Risks Related to Personnel ◦ The loss of key personnel, an inability to attract and retain additional personnel or difficulties in the integration of new members of our management team into our business; ◦ Risks related to our use of independent contractors; ◦ Our inability to protect and enforce our intellectual property rights; • Risks Related to Our Intellectual Property and Confidential Information ◦ Infringement on intellectual property rights of third parties; ◦ Risks associated with the use of “open source” software; ◦ Risks associated with scraping our content for use in training AI models and services; • Risks Related to Legal and Regulatory Matters ◦ An increase in government regulation of the industries and markets in which we operate, including with respect to the internet, e-commerce and AI; ◦ Risks associated with public disclosure regulations and expectations, including with respect to environmental, social and governance matters; ◦ Exposure to greater than anticipated income and transaction tax liabilities; ◦ Our inability to comply with privacy, information security and data protection regulations and legal obligations; ◦ Payment-related risks that may result in higher operating costs or the inability to process payments; ◦ Complaints, judgments or litigation that may adversely affect our business and reputation; • Risks Related to Our Class A Common Stock ◦ Risks related to our status as an “emerging growth company” and “smaller reporting company”; ◦ Class A common stock price volatility and related NYSE listing rules compliance; ◦ Lack of an active trading market for our Class A common stock; ◦ Future sales of shares by existing stockholders could cause our stock price to decline; ◦ Delaware law and provisions of our organizational documents that make a merger, tender offer, or proxy contest difficult, thereby depressing the trading price of our Class A common stock; ◦ Forum selection provisions in our Amended and Restated Certificate of Incorporation; ◦ Our inability to pay dividends for the foreseeable future; ◦ Additional issuances of shares of Class A common stock or other equity securities without shareholder approval; • Risks Related to the Proposed Merger (the “Merger”) with Shutterstock ◦ Our inability to complete the Merger, or to complete the Merger in a timely manner, including as a result of the failure to obtain required regulatory approvals or the failure to satisfy the other conditions to the consummation of the Merger could negatively affect our business, financial condition and results of operations; ◦ Failure to complete the Merger could trigger the payment of a termination fee, and, whether or not the Merger is consummated, we have incurred and will continue to incur significant costs, fees and expenses relating to professional services and transaction fees; 15 Table of Contents ◦ Uncertainties associated with the Merger may cause us to lose key customers or suppliers and make it more difficult to retain and hire key personnel, and the Merger may disrupt our current plans and operations or divert management’s attention from our ongoing business; ◦ We will be subject to business uncertainties and contractual restrictions while the Merger is pending. ◦ The proposed Merger and the integration of both companies may be more difficult, costly or time-consuming than expected, and we may fail to realize the anticipated benefits of the Merger; ◦ The market price of the combined company's common stock following the anticipated closing of the Merger may be affected by factors different from those that historically have affected or currently affect our common stock; ◦ We may be unable to retain personnel successfully while the Merger is pending or after the Merger is completed; ◦ We may become subject to lawsuits relating to the Merger, which could adversely affect our business, financial condition and operating results; ◦ Because the exchange ratio in the Merger Agreement is fixed and because the market price of Shutterstock and our Class A common stock has and may continue to fluctuate prior to the completion of the Merger, we cannot be sure of the market value of our Class A common stock that will be paid to Shutterstock stockholders as consideration in the Merger; and ◦ Our stockholders will have a reduced ownership and voting interest in Getty Images following the merger as compared to their ownership and voting interest in us and will exercise less influence over management.
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Traffic has grown significantly in the last three years, with monthly image downloads averaging more than 96 million, which we believe reflects the significant opportunity across the “long tail” creator economy.
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Operational Risks Related to Our Business Our business depends in large part on our ability to attract new and retain existing and repeat customers. More than a majority of our revenue is derived from customers who have licensed content from us in the past.
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As of December 31, 2024, we owned or licensed more than 604 million images and videos. 9 Table of Conten ts We have 110 staff photographers and videographers and ov er 81,000 exclusive contributors, which includes premium content partners. These exclusive relationships allow for transparent information and the sharing of research and insights with contributors.
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We are also increasingly seeing the mix of revenue shift to committed revenues from annual subscription products. We must ensure that existing customers remain active customers and that we are successful in renewing our committed content agreements, including Premium Access agreements and iStock annual subscriptions. Our future performance largely depends on our ability to attract new and retain existing customers.
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Our imagery moves hearts and minds across the globe, shifting perceptions and powering commerce and ideas at the same time.
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We employ various customer experience, content, marketing and pricing strategies to incentivize customers to seek and use our content.
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Our customer experience strategies may be unsuccessful, due to lack of available and desirable content, the depth and breadth of our current and future product offerings, lack of differentiated content, a decline or failure in the quality and accuracy of our search algorithms, the features and functionality of our websites, payment systems and effectiveness of our sales support.
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As new and emerging platforms and content distribution systems continue to emerge, including but not limited to generative AI generated content and services powered by generative AI, including open-source generative AI, our customers may no longer want to source content from distributors such as us.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changePenalties for violations of these rules can be severe, including having the violator’s assets frozen or forfeited and up to $250,000 or twice the transaction value per violation in fines. • The CCPA regulates the collection and processing of personal data of California residents, and grants residents certain rights in connection with such collection and processing. • The CPA regulates the collection and processing of the personal data of Colorado residents, and grants residents certain rights in connection with such collection and processing. • The CTDPA regulates the collection and processing of personal data of Connecticut residents, and grants residents certain rights in connection with such collection and processing. • The FDBR regulates the collection and processing of personal data of Florida residents, and grants residents certain rights in connection with such collection and processing. • The MTCDPA regulates the collection and processing of personal data of Montana residents, and grants residents certain rights in connection with such collection and processing. • The OCPA regulates the collection and processing of personal data of Oregon residents, and grants residents certain rights in connection with such processing. • The TDPSA regulates the collection and processing of personal data of Texas residents, and grants residents certain rights in connection with such processing. • The UCPA regulates the collection and processing of personal data of Utah residents, and grants residents certain rights in connection with such collection and processing. • The VACDPA regulates the collection and processing of personal data of Virginia residents, and grants residents certain rights in connection with such collection and processing. • The BIPA regulates the collection, use, safeguarding, and storage of “biometric identifiers” by private entities.
Biggest changePenalties for violations of these rules can be severe, including having the violator’s assets frozen or forfeited and up to $250,000 or twice the transaction value per violation in fines. • The CCPA, CPA, CTDPA, FDBR, MTCDPA, OCPA, TDPSA, UCPA, VACDPA, DPDPA, ICDPA, NDPA,NHDPA, NJDPA, TIPA, MCDPA, MODPA, INCDPA, KCDPA, and RIDTPPA each regulate the collection and processing of personal data of residents of their respective state, and grant such residents certain rights in connection with such collection and processing. • The BIPA regulates the collection, use, safeguarding, and storage of “biometric identifiers” by private entities.
Although we have insurance to cover indemnification claims, we have incurred, and will continue to incur, legal fees and other expenses, as well as a diversion of management time and resources related to such claims and related settlements, which may increase over time, and adversely affect our financial condition and results of operations.
Although we may have insurance to cover indemnification claims, we have incurred, and will continue to incur, legal fees and other expenses, as well as a diversion of management time and resources related to such claims and related settlements, which may increase over time, and adversely affect our financial condition and results of operations.
We might also incur significant financial and organizational burdens in order to set up the infrastructure required to comply with these applicable new tax regulations. We collect, store, process, transmit and use personal information, which subjects us to governmental regulation and other legal obligations in many jurisdictions related to privacy, information security and data protection.
We might also incur significant financial and organizational burdens in order to set up the infrastructure required to comply with these applicable new tax regulations. We collect, store, process, transmit and use personal data, which subjects us to governmental regulation and other legal obligations in many jurisdictions related to privacy, information security and data protection.
Existing or future laws and other regulations that may materially affect our business include, but are not limited to, those that govern or restrict: • privacy and biometric issues and data collection, processing, retention and transmission; • data and cybersecurity; • subscriptions practices, including automatic contract or subscription renewal, billing and cancellation; • credit card fraud and processing; • consumer protection; • advertising, marketing and sales of our content and services; • pricing and taxation of goods and services offered over the internet; • website content, or the manner in which products and services may be offered, paid for and/or marketed over the internet; • sources of liability for companies involved in internet services or e-commerce; • piracy and intellectual property rights; • the development of generative AI models, including training data; • use of AI generated content; • internet neutrality and internet access; • controls on overseas suppliers and other similar anti-terrorism controls, anti-bribery and anti-corruption conduct and policies; and • outsourcing, contracting and employment.
Existing or future laws and other regulations that may materially affect our business include, but are not limited to, those that govern or restrict: • privacy and biometric issues and data collection, processing, retention and transmission; • data and cybersecurity; • subscriptions practices, including automatic contract or subscription renewal, billing and cancellation; • credit card fraud and processing; • consumer protection; • advertising, marketing and sales of our content and services; • pricing and taxation of goods and services offered over the internet; • website content, or the manner in which products and services may be offered, paid for and/or marketed over the internet; • sources of liability for companies involved in internet services or e-commerce; • piracy and intellectual property rights; • the development of AI models, including training data; • use of AI generated content; • internet neutrality and internet access; • controls on overseas suppliers and other similar anti-terrorism controls, anti-bribery and anti-corruption conduct and policies; and • outsourcing, contracting and employment.
Risk factors ,” including risks associated with: • modifying and customizing our content, technology, pricing and marketing efforts to appeal to foreign customers and attract foreign content suppliers; • changes to domestic and international intellectual property, privacy and rights of publicity laws; • higher costs associated with doing business internationally, including increased taxes and foreign currency fluctuations; • legal, political or systemic restrictions on the ability of U.S. companies to do business in foreign countries, including, among others, restrictions imposed by the U.S.
Risk factors ,” including risks associated with: • modifying and customizing our content, technology, pricing and marketing efforts to appeal to foreign customers and attract foreign content suppliers; • changes to domestic and international intellectual property, privacy and rights of publicity laws; • higher costs associated with doing business internationally, including increased taxes, tarrifs, and foreign currency fluctuations; • legal, political or systemic restrictions on the ability of U.S. companies to do business in foreign countries, including, among others, restrictions imposed by the U.S.
Certain other risks related to such acquisitions and investments that may have a material effect on our business or prevent us from benefiting from such investments include: • disruption of our ongoing business, including diverting management’s attention from existing businesses and operations; • costs incurred in performing due diligence and professional fees relating to potential acquisitions and partnerships; • use of cash resources or incurrence of debt to fund acquisitions and investments; • assumption of actual or contingent liabilities, known and unknown; • amortization expense related to acquired intangible assets, impairment of any goodwill acquired and other adverse accounting consequences; • difficulties and expenses in integrating the sales, marketing, operations, products, services, technology and financial and information systems of an acquired company, particularly in emerging geographic markets; • information security vulnerabilities; 26 Table of Conten ts • retention of key employees, customers, and suppliers of an acquired business; and • an adverse review of an acquisition or potential acquisition, or limitations put on such acquisitions, by a regulatory body.
Certain other risks related to such acquisitions and investments that may have a material effect on our business or prevent us from benefiting from such investments include: • disruption of our ongoing business, including diverting management’s attention from existing businesses and operations; • costs incurred in performing due diligence and professional fees relating to potential acquisitions and partnerships; • use of cash resources or incurrence of debt to fund acquisitions and investments; • assumption of actual or contingent liabilities, known and unknown; • amortization expense related to acquired intangible assets, impairment of any goodwill acquired and other adverse accounting consequences; • difficulties and expenses in integrating the sales, marketing, operations, products, services, technology and financial and information systems of an acquired company, particularly in emerging geographic markets; • information security vulnerabilities; 26 Table of Contents • retention of key employees, customers, and suppliers of an acquired business; and • an adverse review of an acquisition or potential acquisition, or limitations put on such acquisitions, by a regulatory body.
We may not be successful in acquiring or integrating new content and product lines. Our strategy to increase market share and enhance profitability is to leverage our existing expertise into what we believe are underserved product and geographic markets.
We may not be successful in acquiring or integrating new businesses, content, and product lines. Our strategy to increase market share and enhance profitability is to leverage our existing expertise into what we believe are underserved product and geographic markets.
Our overall leverage and the terms of our financing arrangements could: • limit our ability to obtain additional financing in the future for working capital, capital expenditures or acquisitions, to fund growth or for general corporate purposes, even when necessary to maintain adequate liquidity; • make it more difficult for us to satisfy the terms of our debt obligations; • limit our ability to refinance our indebtedness on terms acceptable to us, or at all; • limit our flexibility to plan for and to adjust to changing business and market conditions and increase our vulnerability to general adverse economic and industry conditions; • require us to dedicate a substantial portion of our cash flow from operations to make interest and principal payments on our debt, thereby limiting the availability of our cash flow to fund future investments, capital expenditures, working capital, business activities and other general corporate requirements; and • increase our vulnerability to adverse economic or industry conditions. 27 Table of Conten ts Our ability to meet expenses and debt service obligations, including related interest rate volatility and rising interest costs, will depend on our future performance, which could be affected by financial, business, economic and other factors.
Our overall leverage and the terms of our financing arrangements could: • limit our ability to obtain additional financing in the future for working capital, capital expenditures or acquisitions, to fund growth or for general corporate purposes, even when necessary to maintain adequate liquidity; • make it more difficult for us to satisfy the terms of our debt obligations; • limit our ability to refinance our indebtedness on terms acceptable to us, or at all; • limit our flexibility to plan for and to adjust to changing business and market conditions and increase our vulnerability to general adverse economic and industry conditions; • require us to dedicate a substantial portion of our cash flow from operations to make interest and principal payments on our debt, thereby limiting the availability of our cash flow to fund future investments, capital expenditures, working capital, business activities and other general corporate requirements; and • increase our vulnerability to adverse economic or industry conditions. 27 Table of Contents Our ability to meet expenses and debt service obligations, including related interest rate volatility and rising interest costs, will depend on our future performance, which could be affected by financial, business, economic and other factors.
In addition, a breach of any of the covenants in our outstanding debt agreements or our inability to comply with the required financial ratios could result in a default under our debt instruments, including the Credit Facility (as amended).
In addition, a breach of any of the covenants in our outstanding debt agreements or our inability to comply with the required financial ratios could result in a default under our debt instruments, including the revolving credit facility (as amended).
While the statute specifically excludes photographs from its scope to date there has been no dispositive judicial interpretations of that language. • The H.B. 1493, which oversees the collection, use and storage of “biometric identifiers,” which include fingerprints, voiceprints, eye retinas, irises and other unique biological identifiers or characteristics used to identify a specific individual, while specifically excluding photographs from its scope. • The CUBI regulates the capture, receipt, possession, sharing and retention of “biometric identifiers,” which include retina or iris scans, fingerprints, voiceprints, or records of hand or face geometry. • Several foreign jurisdictions and U.S. states have adopted, and other jurisdictions are expected to enact, statutes that regulate the collection, use, transmission and storage of personal information and require reporting certain breaches of the security of personal information. • Several jurisdictions, including the United Kingdom and the United States, are in the process of adopting or reforming or expected to adopt or reform legislation that impacts the content we distribute, including the E.U.
While the statute specifically excludes photographs from its scope to date there has been no dispositive judicial interpretation of that language. • The H.B. 1493, which oversees the collection, use and storage of “biometric identifiers,” which include fingerprints, voiceprints, eye retinas, irises and other unique biological identifiers or characteristics used to identify a specific individual, while specifically excluding photographs from its scope. • The CUBI regulates the capture, receipt, possession, sharing and retention of “biometric identifiers,” which include retina or iris scans, fingerprints, voiceprints, or records of hand or face geometry. • Several foreign jurisdictions and U.S. states have adopted, and other jurisdictions are expected to enact, statutes that regulate the collection, use, transmission and storage of personal data and require reporting certain breaches of the security of personal data. • Several jurisdictions, including the United Kingdom and the United States, are in the process of adopting or reforming or expected to adopt or reform legislation that impacts the content we distribute, including the E.U.
For example, domestic internet service providers have previously blocked access to certain content in China and other countries, such as Russia, have previously restricted access to specific content.
For example, domestic internet service providers have previously blocked access to certain content in China and other countries, such as Iran and Russia, have previously restricted access to specific content.
If access to our services is restricted, in whole or in part, in one or more countries or our competitors can successfully penetrate geographic markets that we cannot access, our reputation among our customers, contributors and employees may be negatively impacted, our ability to retain or increase our contributor and customer base may be adversely affected, we may not be able to maintain or grow our revenue as anticipated, and our financial results could be adversely affected. 22 Table of Conten ts The impact of currency fluctuations could adversely and materially affect our business and results of operations.
If access to our services is restricted, in whole or in part, in one or more countries or our competitors can successfully penetrate geographic markets that we cannot access, our reputation among our customers, contributors and employees may be negatively impacted, our ability to retain or increase our contributor and customer base may be adversely affected, we may not be able to maintain or grow our revenue as anticipated, and our financial results could be adversely affected. 22 Table of Contents The impact of currency fluctuations could adversely and materially affect our business and results of operations.
Although cybersecurity and the continued development and enhancement of the processes, practices and controls that are designed to protect our systems, computers, software, data and networks from attack, damage or unauthorized access are a high priority for us, our efforts may not be enough to prevent a party from circumventing our security measures, or the security measures of our third-party service providers, and accessing and misusing the proprietary 25 Table of Conten ts information of our employees, customers and contributors.
Although cybersecurity and the continued development and enhancement of the processes, practices and controls that are designed to protect our systems, computers, software, data and networks from attack, damage or unauthorized access are a high priority for us, our efforts may not be enough to prevent a party from circumventing our security measures, or the security measures of our third-party service providers, and accessing and misusing the proprietary 25 Table of Contents information of our employees, customers and contributors.
We will remain an emerging growth company until the earliest of (i) the last day of the fiscal year in which the market value of our Common Stock that is held by non-affiliates exceeds $700 million as of June 30 of that fiscal year, (ii) the last day of the fiscal year in which we have total annual gross revenue of $1.235 billion or more during such fiscal year (as indexed for inflation), (iii) the date on which we have issued more than $1 billion in non-convertible debt in the prior three-year period or (iv) December 31, 2027, which is the last day of the fiscal year following the fifth anniversary of the date of the first sale of Class A common stock in connection with the Business Combination.
We will remain an emerging growth company until the earliest of (i) the last day of the fiscal year in which the market value of our Common Stock that is held by non-affiliates exceeds $700 million as of June 30 of that fiscal year, (ii) the last day of the fiscal year in which we have total annual gross revenue of $1.235 billion or more during such fiscal year (as indexed for inflation), (iii) the date on which we have issued more than $1 billion in non-convertible debt in the prior three-year period or (iv) December 31, 2027, which is the last day of the fiscal year following the fifth anniversary of the date of the first sale of Class A common stock.
Because the exchange ratio in the Merger Agreement is fixed and because the market price of Shutterstock and our Class A common stock will fluctuate prior to the completion of the Merger, we cannot be sure of the market value of our Class A common stock that will be paid to Shutterstock stockholders as consideration in the Merger.
Because the exchange ratio in the Merger Agreement is fixed and because the market price of Shutterstock and our Class A common stock has and will continue to fluctuate prior to the completion of the Merger, we cannot be sure of the market value of our Class A common stock that will be paid to Shutterstock stockholders as consideration in the Merger.
For the years ended December 31, 2024, 2023 and 2022, 44%, 45% and 44% of our revenue was denominated in foreign currencies, respectively. In addition, approximately 38%, 36% and 35% of our SG&A (as defined below) and capital expenditures for the years ended December 31, 2024, 2023 and 2022 were denominated in foreign currencies, respectively.
For the years ended December 31, 2025, 2024 and 2023, 44%, 45% and 44% of our revenue was denominated in foreign currencies, respectively. In addition, approximately 38%, 36% and 35% of our SG&A (as defined below) and capital expenditures for the years ended December 31, 2025, 2024 and 2023 were denominated in foreign currencies, respectively.
We have experienced growth in terms of revenues, customers and content offerings, and we may not be able to maintain our historical rate of growth in certain product lines or replicate this growth with other product lines or across geographies.
We have, at times, experienced growth in terms of revenues, customers and content offerings, and we may not be able to maintain our historical rate of growth in certain product lines or replicate this growth with other product lines or across geographies.
Our Class A common stock is listed on the NYSE under the symbol “GETY” and trades on that market. We cannot assure you that an active trading market for our Class A common stock will be sustained.
An active trading market for our Class A common stock may not be sustained. Our Class A common stock is listed on the NYSE under the symbol “GETY” and trades on that market. We cannot assure you that an active trading market for our Class A common stock will be sustained.
Transactions with persons, groups or entities designated as terrorists or as their supporters or associates are also prohibited. A list of Specially Designated Nationals consisting of “drug kingpins,” terrorists and others considered a danger to the United States, is maintained by the Treasury Department’s Office of Foreign Assets Control.
Transactions with persons, groups or entities 32 Table of Contents designated as terrorists or as their supporters or associates are also prohibited. A list of Specially Designated Nationals consisting of “drug kingpins,” terrorists and others considered a danger to the United States, is maintained by the Treasury Department’s Office of Foreign Assets Control.
We do not have redundancy for all of our systems, many of our critical applications reside in only one of our data centers or in the cloud, and our disaster recovery planning may not account for all eventualities. In addition, we may have inadequate insurance coverage to compensate for any 24 Table of Conten ts related loss.
We do not have redundancy for all of our systems, many of our critical applications reside in only one of our data centers or in the cloud, and our disaster recovery planning may not account for all eventualities. In addition, we may have inadequate insurance coverage to compensate for any 24 Table of Contents related loss.
Under this Act, it is illegal to engage in or do business with any 32 Table of Conten ts individual or entity that engages in such trafficking and obligates companies and individuals to put in place appropriate controls to mitigate against such risks. • OFAC regulations, under which all U.S. individuals and businesses are prohibited from engaging in transactions with countries subject to comprehensive trade embargoes (such as Cuba and Iran) unless a specific exemption from the regulations exists (such as those for information, all materials and people-to-people exchanges) or a license is obtained from OFAC.
Under this Act, it is illegal to engage in or do business with any individual or entity that engages in such trafficking and obligates companies and individuals to put in place appropriate controls to mitigate against such risks. • OFAC regulations, under which all U.S. individuals and businesses are prohibited from engaging in transactions with countries subject to comprehensive trade embargoes (such as Cuba and Iran) unless a specific exemption from the regulations exists (such as those for information, all materials and people-to-people exchanges) or a license is obtained from OFAC.
In addition, shares underlying any outstanding options and Restricted Stock Units will become eligible for sale if exercised or settled, as applicable, and to the extent permitted by the provisions of various vesting agreements and Rule 144 of the Securities Act (“Rule 144”).
In addition, shares underlying any outstanding options and Restricted Stock Units will become eligible 39 Table of Contents for sale if exercised or settled, as applicable, and to the extent permitted by the provisions of various vesting agreements and Rule 144 of the Securities Act (“Rule 144”).
Dollar strengthens against foreign currencies (which occurred in 2022), the translation of these foreign currency denominated transactions will result in decreased revenue, operating expenses and net income. As exchange rates vary, sales and other results of operations, when translated, may differ materially from expectations.
Dollar strengthens against foreign currencies, the translation of these foreign currency denominated transactions will result in decreased revenue, operating expenses and net income. As exchange rates vary, sales and other results of operations, when translated, may differ materially from expectations.
If we fail to effectively manage or support future growth, or if we are 23 Table of Conten ts otherwise negatively impacted by our efforts to grow our product lines, our business, results of operations and financial condition may be materially and adversely affected.
If we fail to effectively manage or support future growth, or if 23 Table of Contents we are otherwise negatively impacted by our efforts to grow our product lines, our business, results of operations and financial condition may be materially and adversely affected.
Regulatory scrutiny of privacy, data collection, use of data and data protection continues to intensify globally. The personal information and other data we collect, store, process and use are increasingly subject to legislation and regulations in numerous jurisdictions around the world, especially in the U.K. and Europe.
Regulatory scrutiny of privacy, data collection, use of data and data protection continues to intensify globally. The personal data and other data we collect, store, process and use are increasingly subject to legislation and regulations in numerous jurisdictions around the world, especially in the U.K., Europe, and the United States.
We currently license content to customers in virtually every country in the world, excluding Sanctioned Countries, and the different laws that apply in each of those foreign countries may be more or less restrictive than those that apply to 33 Table of Conten ts companies operating solely within the United States, creating tension in compliance obligations across borders.
We currently license content to customers in virtually every country in the world, excluding Sanctioned Countries, and the different laws that apply in each of those foreign countries may be more or less restrictive than those that apply to companies operating solely within the United States, creating tension in compliance obligations across borders.
To date, we have experienced minimal losses from credit card fraud, but we continue to face the risk of significant losses from this type of fraud, which could adversely affect our financial condition and results of operations.
To date, we have experienced minimal losses from credit card 37 Table of Contents fraud, but we continue to face the risk of significant losses from this type of fraud, which could adversely affect our financial condition and results of operations.
Risks Related to the Proposed Merger with Shutterstock 41 Table of Conten ts Our inability to complete the Merger, or to complete the Merger in a timely manner, including as a result of the failure to obtain required regulatory approvals or the failure to satisfy the other conditions to the consummation of the Merger, could negatively affect our business, financial condition and results of operations.
Risks Related to the Proposed Merger with Shutterstock Our inability to complete the Merger, or to complete the Merger in a timely manner, including as a result of the failure to obtain required regulatory approvals or the failure to satisfy the other conditions to the consummation of the Merger, could negatively affect our business, financial condition and results of operations.
Such factors are difficult to predict and in many cases may be beyond the control of Shutterstock and us. The actual value of the Merger consideration that will be paid to Shutterstock stockholders at the completion of the Merger will depend on the market value of our Class A common stock at 43 Table of Conten ts that time.
Such factors are difficult to predict and in many cases may be beyond the control of Shutterstock and us. The actual value of the Merger consideration that will be paid to Shutterstock stockholders at the completion of the Merger will depend on the market value of our Class A common stock at that time.
If some investors find our securities less attractive as a result of our reliance on these 38 Table of Conten ts exemptions, the trading prices of our securities may be lower than they otherwise would be, there may be a less active trading market for our securities and the trading prices of our securities may be more volatile.
If some investors find our securities less attractive as a result of our reliance on these exemptions, the trading prices of our securities may be lower than they otherwise would be, there may be a less active trading market for our securities and the trading prices of our securities may be more volatile.
Under certain open source licenses, if certain conditions were met, we could be required to publicly release or license aspects of the source code of our software or to make our software available under open source licenses free of 31 Table of Conten ts charge.
Under certain open source licenses, if certain conditions were met, we could be required to publicly release or license aspects of the source code of our software or to make our software available under open source licenses free of charge.
Further, statements about our ESG-related initiatives and goals, and 34 Table of Conten ts progress against those goals, may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future.
Further, statements about our ESG-related initiatives and goals, and progress against those goals, may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future.
If the volume of sales to enterprise customers continues to grow, we 37 Table of Conten ts expect to increase our allowance for doubtful accounts primarily as the result of changes in the volume of sales to customers who pay on payment terms.
If the volume of sales to enterprise customers continues to grow, we expect to increase our allowance for doubtful accounts primarily as the result of changes in the volume of sales to customers who pay on payment terms.
We and our third-party service providers collect and maintain proprietary information and personal information in connection with servicing our customers and content suppliers and other related processes on our websites and systems, and, in particular, in connection with processing and remitting payments to and from our customers and content suppliers, and are therefore exposed to security and fraud-related risks, which are likely to become more challenging as we expand our operations and as technology evolves.
We and our third-party service providers collect and maintain proprietary information and personal information in connection with servicing our customers and content suppliers and other related processes on our websites and systems, and, in particular, in connection with processing and remitting payments to and from our customers and content suppliers, and are therefore exposed to security and fraud-related risks, which are likely to become more challenging as we expand our operations and as technology evolves and could be enhanced or facilitated by AI.
We evaluate the credit-worthiness of new customers and perform ongoing financial condition evaluations of our existing customers; however, there can be no assurance that our allowances for uncollected accounts receivable balances will be sufficient . As of December 31, 2024, our allowance for doubtful accounts was $6.2 million.
We evaluate the credit-worthiness of new customers and perform ongoing financial condition evaluations of our existing customers; however, there can be no assurance that our allowances for uncollected accounts receivable balances will be sufficient . As of December 31, 2025, our allowance for doubtful accounts was $5.3 million.
For example, see the discussion of lawsuits brought against us by former warrant holders of the Company and other litigation in “Item 3. Legal Proceedings,” “ Note 13 – Commitments and Contingencies ” of the notes to the financial statements and “ Item 7. Management’s Discussion and Analysis of Financial and Results of Operations – Liquidity and Capital Resources ”.
For example, see the discussion of lawsuits brought against us by former warrant holders of the Company and other litigation in “ Note 11 — Commitments and Contingencies ” of the notes to the financial statements and “ Item 7. Management’s Discussion and Analysis of Financial and Results of Operations – Liquidity and Capital Resources ”.
As of December 31, 2024, we had outstanding options to purchase up to an aggregate of 25,599,000 shares of our Class A common stock, 5,427,000 outstanding Restricted Stock Units (“RSUs”) and 1,319,167 outstanding Performance Restricted Stock Units (“PSUs”) outstanding.
As of December 31, 2025, we had outstanding options to purchase up to an aggregate of 24,578,000 shares of our Class A common stock, 5,427,000 outstanding Restricted Stock Units (“RSUs”) and 1,319,167 outstanding Performance Restricted Stock Units (“PSUs”) outstanding.
Further, if our ESG practices do not meet evolving investor or other stakeholder expectations and standards, then our reputation, ability to attract or retain employees, and attractiveness as an investment, business partner, acquiror or service provider could be negatively impacted.
Further, if our ESG practices do not meet evolving investor or other stakeholder expectations and standards (including those in support of or in opposition to ESG principles), then our reputation, ability to attract or retain employees, and attractiveness as an investment, business partner, acquiror or service provider could be negatively impacted.
Additionally, our Credit Facility has remaining borrowing capacity of $150.0 million as of December 31, 2024.
Additionally, our revolving credit facility has remaining borrowing capacity of $150.0 million as of December 31, 2025.
If we lose the ability to use a domain name in a particular country, we would be forced either to incur significant additional expenses to market our products within that country or to elect not to sell products in that country. Either result could harm our business and results of operations.
Domain names are generally regulated by internet regulatory bodies. If we lose the ability to use a domain name in a particular country, we would be forced either to incur significant additional expenses to market our products within that country or to elect not to sell products in that country. Either result could harm our business and results of operations.
Although we are closely monitoring regulatory 36 Table of Conten ts developments in this area, any actual or perceived failure by us to comply with any regulatory requirements or orders or other domestic or international privacy or consumer protection-related laws and regulations could result in proceedings or actions against us by governmental entities or others (e.g., class action litigation), subject us to significant penalties and negative publicity, require us to change our business practices, increase our costs and/or adversely affect our business.
Although we are closely monitoring regulatory developments in this area, any actual or perceived failure by us to comply with any regulatory requirements or orders or other domestic or international privacy or consumer protection-related laws and regulations could result in proceedings or actions against us by governmental entities or others (e.g., class action litigation), subject us to significant penalties and negative publicity, require us to change our business practices, increase our costs and/or adversely affect our business and may expose us to statutory damages claims or other private rights of action in certain jurisdictions.
All members of our executive management team are subject to employment agreements. In addition, our success also depends on our ability to attract and retain qualified technical, sales and marketing, customer support, financial and accounting, legal and other managerial personnel, as well as high quality photographers for our product line covering entertainment, sports and news (“Editorial”).
In addition, our success also depends on our ability to attract and retain qualified technical, sales and marketing, customer support, financial and accounting, legal and other managerial personnel, as well as high quality photographers for our product line covering entertainment, sports and news (“Editorial”).
Moreover, while the Merger is pending, the potential disruption of plans or diversion of management’s attention from our ongoing business operations could adversely affect our business, financial condition and results of operations. We will be subject to business uncertainties and contractual restrictions while the Merger is pending.
Moreover, while the Merger is pending, the potential disruption of plans or diversion of management’s attention from our ongoing business operations could adversely affect our business, financial condition and results of operations.
Our issuance of additional shares of Class A common stock or other equity securities of equal or senior rank would have the following effects: • Our existing stockholders’ proportionate ownership interest in us will decrease; • the amount of cash available per share, including for payment of dividends (if any) in the future, may decrease; • the relative voting strength of each previously outstanding share of Class A common stock may be diminished; and the market price of our shares of Class A common stock may decline.
We may issue additional shares of Class A common stock or other equity securities of equal or senior rank in the future in connection with, among other things, future acquisitions or repayment of outstanding indebtedness, without stockholder approval, in a number of circumstances. 41 Table of Contents Our issuance of additional shares of Class A common stock or other equity securities of equal or senior rank would have the following effects: • Our existing stockholders’ proportionate ownership interest in us will decrease; • the amount of cash available per share, including for payment of dividends (if any) in the future, may decrease; • the relative voting strength of each previously outstanding share of Class A common stock may be diminished; and the market price of our shares of Class A common stock may decline.
For example, as of March 1, 2025, the Getty Family Stockholders and Koch Icon Investments, LLC (“Koch Icon”) held 46.9% and 19.8% of our Class A common stock, respectively.
For example, as of March 1, 2026, the Getty Family Stockholders and Koch Icon Investments, LLC (“Koch Icon”) held 45.9% and 27.6% of our Class A common stock, respectively.
Numerous external forces beyond our control, including generally weak or uncertain economic conditions, supply chain disruptions, rising interest rates, inflation, tariffs and trade restrictions, negative or uncertain political climates, changes in government, global health epidemics (such as COVID-19), natural disasters and the impact from climate change, geopolitical conflicts and wars such as the Russia-Ukraine and Israel-Hamas wars, government shutdowns and/or the financial stability of the banking industry could adversely affect our financial condition.
Numerous external forces beyond our control, including generally weak or uncertain economic conditions, economic downturns, supply chain disruptions, rising interest rates, inflation, tariffs and trade restrictions, including the imposition and enforceability of tariffs or other changes in trade policies and related uncertainties, negative or uncertain political climates, changes in government, global health epidemics (such as COVID-19), natural disasters and the impact from climate change, geopolitical conflicts and military conflicts in Europe, the Middle East, and South America, government shutdowns and/or the financial stability of the banking industry could adversely affect our financial condition.
The final determination of such tax liabilities could have a material effect on our tax provision, net income, earnings per share, or cash flows in the period or periods for which that determination is made as well as subsequent periods.
We have created reserves with respect to such tax liabilities where we believe it to be appropriate. The final determination of such tax liabilities could have a material effect on our tax provision, net income, earnings per share, or cash flows in the period or periods for which that determination is made as well as subsequent periods.
In addition, we are currently engaged in litigation in the United States and England to enforce our intellectual property rights, and we may in the future be required to do so in the United States or elsewhere, and such litigation may be costly and time consuming.
In addition, we are currently engaged in litigation in the United States and England to enforce our intellectual property rights, and we may in the future be required to do so in the United States or elsewhere, and such litigation may be costly and time consuming. See “ Item 3—Legal Proceedings ” fo r additional information.
Our stock price may also be exposed to additional risks because of uncertainties related to the pendency of the proposed merger with Shutterstock or our inability to complete the Merger, or to complete the Merger in a timely manner. An active trading market for our Class A common stock may not be sustained.
Our stock price may also be exposed to additional risks because of uncertainties related to the pendency of the proposed merger with Shutterstock or our inability to complete the Merger, or to complete the Merger in a timely manner.
Under the terms of the Merger Agreement, if the Merger is completed, each holder of Shutterstock common stock immediately prior to the transaction close will have the option to receive, subject to proration, for each share of Shutterstock common stock held by such holder: • Cash consideration of $9.50 and 9.17 shares of our Class A common stock; • Cash consideration of $28.8487; or • 13.67237 shares of our Class A common stock.
Under the terms of the Merger Agreement, if the Merger is completed, each holder of Shutterstock common stock immediately prior to the transaction close will have the option to receive, subject to proration, for each share of Shutterstock common stock held by such holder: • Cash consideration of $9.50 and 9.17 shares of our Class A common stock; • Cash consideration of $28.8487; or • 13.67237 shares of our Class A common stock. 43 Table of Contents The exchange ratio of the Merger consideration is fixed, and under the Merger Agreement there will be no adjustment to the Merger consideration for changes in the market price of Shutterstock common stock or our common stock prior to the completion of the Merger.
In addition, tax authorities in a number of U.S. states, as well as the U.S. Congress, are currently reviewing the appropriate tax treatment of companies engaged in online commerce, and new state tax regulations might subject us to additional state sales and other taxes.
Congress, are currently reviewing the appropriate tax treatment of companies engaged in online commerce, and new state tax regulations might subject us to additional state sales and other taxes.
Generally, a “business combination” includes a merger, asset or stock sale, or other transaction resulting in a financial benefit to the interested stockholder. Generally, an “interested stockholder” is a person that, together with affiliates and associates, owns, or within three years prior to the determination of interested stockholder status did own, 15% or more of a corporation’s voting stock.
Generally, an “interested stockholder” is a person that, together with affiliates and associates, owns, or within three years prior to the determination of interested stockholder status did own, 15% or more of a corporation’s voting stock.
Risks Related to Global Economic Conditions The impact of worldwide economic, political, social and other conditions may adversely affect our business and results of operations. Global economic, political and social conditions can affect the business of our customers and the markets they serve, as well as disrupt the business of our vendors, third-party resellers and strategic partners.
Global economic, political and social conditions can affect the business of our customers and the markets they serve, as well as disrupt the business of our vendors, third-party resellers and strategic partners.
Financial difficulties experienced by our customers, third-party resellers, vendors and strategic partners due to economic volatility, rising interest rates, supply chain disruptions, inflation, tariffs and trade restrictions or other unfavorable changes could result in these companies scaling back operations, exiting businesses, merging with other businesses or filing for bankruptcy protection and potentially ceasing operations, all of which could adversely affect our business, financial condition and results of operations.
Financial difficulties experienced by our customers, third-party resellers, vendors and strategic partners due to economic volatility, rising interest rates, supply chain disruptions, inflation, tariffs, trade restrictions and related uncertainties, including the imposition or enforceability of tariffs, trade controls and other trade barriers or retaliation for those measures by other countries and uncertainties regarding the ability to obtain refunds for previously paid tariffs that have subsequently been invalidated or other unfavorable changes could result in these companies scaling back operations, exiting businesses, merging with other businesses or filing for bankruptcy protection and potentially ceasing operations, all of which could adversely affect our business, financial condition and results of operations.
Risks Related to Personnel The loss of key personnel, an inability to attract and retain additional personnel or difficulties in the integration of new members of our management team into our Company could affect our ability to successfully grow our business. 28 Table of Conten ts Our future success depends in large part upon the continued service of the members of our executive management team and key employees.
Risks Related to Personnel The loss of key personnel, an inability to attract and retain additional personnel or difficulties in the integration of new members of our management team into our Company could affect our ability to successfully grow our business.
Our ability to obtain additional capital on commercially reasonable terms may be limited. Although we believe our cash, cash equivalents and short-term investments, as well as future cash from operations and cash available, provide adequate resources to fund ongoing operating requirements for the foreseeable future, we may need to seek additional financing to compete effectively.
Although we believe our cash, cash equivalents and short-term investments, as well as future cash from operations and cash available from financing activities, including amounts available under our revolving credit facility, provide adequate resources to fund ongoing operating requirements for the foreseeable future, we may need to seek additional financing to compete effectively.
Some internet, technology and media companies, including some of our competitors, own large numbers of patents, copyrights, trademarks, trade secrets and other intellectual property rights, which they may use as a basis to assert claims against us. We have developed proprietary technology and a robust infrastructure to power our products and services, and this technology is critical to our business.
Some internet, technology and media companies, including some of our competitors, own large numbers of patents, 30 Table of Contents copyrights, trademarks, trade secrets and other intellectual property rights, which they may use as a basis to assert claims against us.
If an author or other third-party that distributes open source software were to allege that we had not complied with the conditions of one or more of these licenses, we could be required to incur significant legal expenses defending against such allegations and could be subject to significant damages, enjoined from the sale of our services that contained the open source software and required to comply with the foregoing conditions, which could disrupt the distribution and sale of some of our services.
To avoid the public release of the affected portions of our source code, we could be required to expend substantial time and resources to re-engineer some or all of our software, which could reduce or eliminate the value of our services and technologies and materially and adversely affect our ability to sustain and grow our business. 31 Table of Contents If an author or other third-party that distributes open source software were to allege that we had not complied with the conditions of one or more of these licenses, we could be required to incur significant legal expenses defending against such allegations and could be subject to significant damages, enjoined from the sale of our services that contained the open source software and required to comply with the foregoing conditions, which could disrupt the distribution and sale of some of our services.
If we are not able to successfully achieve these objectives, the anticipated benefits of the Merger may not be realized fully, or at all, or may take longer to realize than expected.
The success of the Merger will depend in part on our ability to realize anticipated revenue and cost synergies and on our ability to successfully integrate the businesses. If we are not able to successfully achieve these objectives, the anticipated benefits of the Merger may not be realized fully, or at all, or may take longer to realize than expected.
In addition, we may not be readily able to achieve compliance with the requirements of certain privacy and data security laws and regulations within the required periods for compliance.
In addition, from time to time, we may not be readily able to fully achieve compliance with the requirements of certain privacy and data security laws and regulations within the required periods for compliance, which could subject us to penalties or restrict certain business activities in affected jurisdictions.
Further, we are currently subject to and in the future may become subject to additional compliance requirements for certain of these taxes.
Further, we are currently subject to and in the future may become subject to additional compliance requirements for certain of these taxes. Where appropriate, we have made accruals for these taxes, which are reflected in our consolidated financial statements.
If the repeal of net neutrality remains in effect, these providers could take measures that affect their customers’ ability to use our products and services, such as degrading the quality of the data packets we transmit over their lines, giving our packets low priority, giving other packets higher priority than ours, blocking our packets entirely, or attempting to charge their customers more for using our products and services.
If the repeal of net neutrality remains in effect, these providers could take measures that affect their customers’ ability to use our products and services, such as degrading the quality of the data packets we transmit over their lines, giving our packets low priority, giving other packets higher priority than ours, blocking our packets entirely, or attempting to charge their customers more for using our products and services. 33 Table of Contents To the extent that internet service providers implement usage-based pricing, including meaningful bandwidth caps, or otherwise try to monetize access to their networks, we could incur greater operating expenses and customer acquisition and retention could be negatively impacted.
These factors could also make it more difficult for us to raise additional funds through future offerings of our Class A common stock or other securities. 39 Table of Conten ts If securities or industry analysts either do not publish research about us or publish inaccurate or unfavorable research about us, our business, or its market, or if they change their recommendations regarding our Class A common stock adversely, the trading price or trading volume of our Class A common stock could decline.
If securities or industry analysts either do not publish research about us or publish inaccurate or unfavorable research about us, our business, or its market, or if they change their recommendations regarding our Class A common stock adversely, the trading price or trading volume of our Class A common stock could decline.
Data protection legislation is also becoming increasingly common in the United States at both the federal and state level. For example, in June 2018, the State of California enacted the California Consumer Privacy Act (“CCPA”), which came into effect on January 1, 2020.
Data protection legislation is also becoming increasingly common in the United States at both the federal and state level. For example, in California, the California Consumer Privacy Act (“CCPA”) went into effect on January 1, 2020 and was ammended by the California Privacy Rights Act on January 1, 2023 (together referred to as the “ CCPA”).
If we are not able to pay our debt service obligations we may be required to refinance all or part of our debt, sell assets, borrow more money or raise additional equity capital.
If we are not able to pay our debt service obligations we may be required to refinance all or part of our debt, sell assets, borrow more money or raise additional equity capital. Risks Related to Global Economic Conditions The impact of worldwide economic, political, social and other conditions may adversely affect our business and results of operations.
Media, internet and technology companies are frequently the target of litigation based on allegations of infringement, misappropriation or other violations of intellectual property rights or rights related to their use of technology.
Our products and services may infringe on intellectual property rights of third parties, which could require us to incur substantial costs and distract our management. Media, internet and technology companies are frequently the target of litigation based on allegations of infringement, misappropriation or other violations of intellectual property rights or rights related to their use of technology.
Although we believe our tax provisions are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and reserves for uncertain tax positions. We have created reserves with respect to such tax liabilities where we believe it to be appropriate.
In the ordinary course of our business, we are involved in many transactions where the ultimate tax determination may be uncertain. Although we believe our tax provisions are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and reserves for uncertain tax positions.
We have incurred debt, which could have a negative impact on our financing options and liquidity position, which could in turn adversely affect our business, or which if not refinanced could result in termination of the Merger Agreement . As of December 31, 2024, we had $1.314 billion in aggregate principal amount of total debt.
We have incurred debt, which could have a negative impact on our financing options and liquidity position, which could in turn adversely affect our business. As of December 31, 2025, we had $2.006 billion in aggregate principal amount of total debt (inclusive of $628.4 million in connection with our merger).
Any provision of our Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws that has the effect of delaying or deterring a change in control could limit the opportunity for our stockholders to receive a premium for their shares of our Class A common stock, and could also affect the price that some investors are willing to pay for our Class A common stock. 40 Table of Conten ts Our Amended and Restated Certificate of Incorporation provides that the Court of Chancery of the State of Delaware will be the exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
Any provision of our Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws that has the effect of delaying or deterring a change in control could limit the opportunity for our stockholders to receive a premium for their shares of our Class A common stock, and could also affect the price that some investors are willing to pay for our Class A common stock.
As we move into new geographies, we will need to attract and recruit skilled personnel across functional areas. Some of our employees in Brazil, Germany, France and Spain are subject to collective bargaining agreements and employees in other jurisdictions may unionize.
Some of our employees in Brazil, Germany, France, Italy, and Spain are subject to collective bargaining agreements and employees in other jurisdictions may unionize.
Upon completion of the merger, each of our stockholders will have a percentage ownership of Getty Images that is smaller than the their current percentage ownership. It is expected that our stockholders will hold approximately 54.7%, and Shutterstock’s stockholders will hold approximately 45.3%, of the fully diluted shares of the combined company immediately after the merger.
Upon completion of the merger, each of our stockholders will have a percentage ownership of Getty Images that is smaller than the their current percentage ownership.
Where appropriate, we have made accruals for these taxes, which are reflected in our consolidated financial statements. 35 Table of Conten ts Due to the large and expanding scale of our international business activities, any changes in the U.S. taxation of such activities may increase our worldwide effective tax rate and harm our financial condition and results of operations.
Due to the large and expanding scale of our international business activities, any changes in the U.S. taxation of such activities may increase our worldwide effective tax rate and harm our financial condition and results of operations. In addition, tax authorities in a number of U.S. states, as well as the U.S.
In the event of a security incident, we may also have obligations under foreign and U.S. breach notification laws, such as the New York SHIELD Act, which became effective on March 21, 2020.
In the event of a security incident, we may also have obligations under foreign and U.S. breach notification laws, such as the New York SHIELD Act. Such incidents could result in remediation costs, regulatory investigations, litigation, indemnification obligations, reputational damage, and loss of customers or partners.
Nevertheless, competitors may adopt trademarks similar to ours, or purchase keywords in internet search engine marketing programs that are confusingly similar to our trademarks, thereby impeding our ability to build brand identity and possibly leading to confusion among existing and potential new customers. 29 Table of Conten ts In addition, there could be infringement claims by third parties regarding any of our trademarks or our use of other intellectual property that could damage our reputation and brand, prove costly to defend irrespective of their validity, and, if such claims are ultimately validated, materially and adversely affect our financial condition and results of operations.
In addition, there could be infringement claims by third parties regarding any of our trademarks or our use of other intellectual property that could damage our reputation and brand, prove costly to defend irrespective of their validity, and, if such claims are ultimately validated, materially and adversely affect our financial condition and results of operations. 29 Table of Contents We currently own the www.gettyimages.com, www.istock.com and www.unsplash.com internet domain names in addition to various other domain names.
These restrictions could prevent us from pursuing certain business opportunities that arise prior to the closing and are outside the ordinary course of business.
These restrictions could prevent us from pursuing certain business opportunities that arise prior to the closing and are outside the ordinary course of business. The proposed Merger and the integration of both companies may be more difficult, costly or time-consuming than expected, and we may fail to realize the anticipated benefits of the Merger.
The competition for skilled personnel in the industries in which we operate is intense. Our personnel generally may terminate their employment at any time for any reason. We may incur significant costs to attract and retain highly skilled personnel, and we may lose new employees to our competitors before we realize the benefit of our investment in recruiting them.
The competition for skilled personnel in the industries 28 Table of Contents in which we operate is intense. Our personnel generally may terminate their employment at any time for any reason.
For example, the Indian Parliament passed the Digital Personal Data Protection Act in 2023, which limits storage of certain personal data outside of India. Such data localization requirements may have cost implications for us, impact our ability to utilize the efficiencies and value of our global network, and affect our strategy.
Such data localization requirements may have cost implications for us, impact our ability to utilize the efficiencies and value of our global network, and affect our strategy and could require us to modify our technical architecture or limit certain operations in affected jurisdictions. .
We are subject to income and other taxes in the United States and numerous other jurisdictions. Significant judgment is required in determining our worldwide provision for taxes. For example, see a discussion of the tax assessments from the Canadian Revenue Agency (“CRA”) relating to a subsidiary of the Company asserting additional tax is due under the heading “ Item 7.
For example, see a discussion of the tax assessments from the Canadian Revenue Agency (“CRA”) relating to a subsidiary of the Company asserting additional tax is due under the heading “ Item 7. Management’s Discussion and Analysis of Financial and Results of Operations—Liquidity and Capital Resources ”.
The Merger Agreement subjects us to restrictions on our business activities prior to the closing of the Merger.
We will be subject to business uncertainties and contractual restrictions while the Merger is pending. 42 Table of Contents The Merger Agreement subjects us to restrictions on our business activities prior to the closing of the Merger.
For example, “anti-ESG” sentiment has gained momentum across the United States in recent years, with several states and policymakers having proposed or enacted anti-ESG policies, legislation or initiatives. These or other similar policies, legislation, initiatives, legal decisions and scrutiny could result in investigations, litigation or enforcement actions against us by governments, regulators or others.
For example, “anti-ESG” sentiment has gained momentum across the United States in recent years, with several states, federal authorities and policymakers having proposed, enacted or indicated an intent to pursue anti-ESG policies, legislation or 34 Table of Contents initiatives, issued related executive orders and legal opinions and pursued related investigations and litigation.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeRisk Factors—Our failure to protect the proprietary information of our customers and our networks against cyberattacks, security breaches or unauthorized access could adversely affect our business and results of operations, damage our reputation and expose us to liability ” and “ We collect, store, process, transmit and use personal information, which subjects us to governmental regulation and other legal obligations in many jurisdictions related to privacy, information security and data protection ” for more information as well as related risks. • Education and Awareness: We require annual employee trainings on privacy and cybersecurity, records and information management, and generally seek to promote awareness of cybersecurity risk through communication and education of our employee population. • Third-Party Risk Management: We rely on certain third-party computer systems and third-party service providers in connection with providing some of our services.
Biggest changeRisk Factors—Our failure to protect the proprietary information of our customers and our networks against cyberattacks, security breaches or unauthorized access could adversely affect our business and results of operations, damage our reputation and expose us to liability ” and “ We collect, store, process, transmit and use personal data, which subjects us to governmental regulation and other legal obligations related to privacy, information security and data protection in many jurisdictions.
The risks described in such filings are not the only risks facing Getty Images. Additional risks and uncertainties not currently known or that may currently be deemed to be immaterial may materially adversely affect Getty Images’ business, financial condition, or results of operations.
Additional risks and uncertainties not currently known or that may currently be deemed to be immaterial may materially adversely affect Getty Images’ business, financial condition, or results of operations.
Material Effects of Cybersecurity Incidents As of the date of this Annual Report, we have experienced cybersecurity incidents and threats, including malware, phishing, partner and customer account takeover attacks, and denial-of-service attacks on our systems. We do not believe these cybersecurity incidents have materially affected our business strategy, results of operations, or financial condition.
Material Effects of Cybersecurity Incidents As of the date of this Annual Report, we have experienced cybersecurity incidents and threats, including malware, phishing, partner and customer account takeover attacks, and denial-of-service attacks on our systems.
In addition to reporting to the Audit Committee and Getty Images’ Board of Directors, the CTO provides periodic reports to our Chief Executive Officer and other members of our senior management as appropriate. The Audit Committee, or Getty Images’ Board of Directors, is notified of cybersecurity incidents, as appropriate, in accordance with the Company’s incident response processes.
In addition to reporting to the Audit Committee and Getty Images’ Board of Directors, 44 Table of Contents the CTO provides periodic reports to our Chief Executive Officer and other members of our senior management as appropriate.
Cybersecurity Oversight Management plays an important role in assessing and managing Getty Images’ material risks from cybersecurity threats. The CTO is responsible for oversight of the design and implementation of the security program and strategy.
The Audit Committee, or Getty Images’ Board of Directors, is notified of cybersecurity incidents, as appropriate, in accordance with the Company’s incident response processes. Cybersecurity Oversight Management plays an important role in assessing and managing Getty Images’ material risks from cybersecurity threats. The CTO is responsible for oversight of the design and implementation of the security program and strategy.
However, there is no guarantee that a future cyber incident would not materially affect our business strategy, results of operations or financial condition. To learn more about risks from cybersecurity threats, review the risk factors included in “ Item 1A. Risk Factors ” in this Annual Report, as updated by Getty Images’ subsequent SEC filings.
To learn more about risks from cybersecurity threats, review the risk factors included in “ Item 1A. Risk Factors ” in this Annual Report, as updated by Getty Images’ subsequent SEC filings. The risks described in such filings are not the only risks facing Getty Images.
Getty Images’ current CTO has served in various roles in technology for over 25 years, and has had had oversight of information technology and information security for both Getty Images (7+ years) and other organizations. 44 Table of Conten ts At the employee level, we maintain an experienced information technology team who is tasked with implementing our privacy and cybersecurity program and support the CTO in carrying out reporting, security, and mitigation functions.
At the employee level, we maintain an experienced information technology team who is tasked with implementing our privacy and cybersecurity program and support the CTO in carrying out reporting, security, and mitigation functions. As part of the Getty Images cybersecurity program, cross-functional teams throughout the Company address cybersecurity threats and respond to cybersecurity incidents.
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As part of the Getty Images cybersecurity program, cross-functional teams throughout the Company address cybersecurity threats and respond to cybersecurity incidents.
Added
Getty Images’ current CTO has served in various roles in technology for over 25 years, and has had had oversight of information technology and information security for both Getty Images (8+ years) and other organizations.
Added
Any cybersecurity breaches or our actual or perceived failure to comply with such legal obligations by us, or by our third-party service providers or partners, could harm our business, and could result in regulatory investigations, enforcement actions, fines, litigation, reputational harm and increased compliance costs, any of which could materially adversely affect our business, financial condition and results of operations ” for more information as well as related risks. • Education and Awareness: We require annual employee trainings on privacy and cybersecurity, records and information management, and generally seek to promote awareness of cybersecurity risk through communication and education of our employee population. • Third-Party Risk Management: We rely on certain third-party computer systems and third-party service providers in connection with providing some of our services.
Added
We do not believe these cybersecurity incidents have materially affected our business strategy, results of operations, or financial condition. 45 Table of Contents However, there is no guarantee that a future cyber incident would not materially affect our business strategy, results of operations or financial condition.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe lease these offices and all of our other office spaces around the world. 45 Table of Conten ts For additional information regarding obligations under operating leases, see “Note 19 – Leases” of the Notes to the consolidated financial statements included in this Annual Report. We believe that our facilities are adequate for our current needs.
Biggest changeWe lease these offices and all of our other office spaces around the world. For additional information regarding obligations under operating leases, see Item 8 of Part II, “Financial Statements and Supplementary Data — “Note 16 – Leases.” We believe that our facilities are adequate for our current needs.
Item 2. Properties. Our major U.S. offices are located in New York and Seattle, and our major offices in the rest of the world are located in London, Dublin, and Calgary. In all, as of December 31, 2024, we have sta ff in 32 countries across the globe.
Item 2. Properties. Our major U.S. offices are located in New York and Seattle, and our major offices in the rest of the world are located in London, Dublin, and Calgary. In all, as of December 31, 2025, we have sta ff in 32 countries across the globe.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe stock performance graph assumes $100 was invested in our Class A common stock and the common 49 Table of Conten ts stock of each of the companies listed on the Russell 2000 Index and the S&P Composite 1500 Interactive Media & Services Index on July 25, 2022. 7/25/2022 12/31/2022 06/30/2023 12/31/2023 06/30/2024 12/31/2024 Getty Images Holdings, Inc. $ 100.00 $ 60.56 $ 53.33 $ 57.38 $ 35.63 $ 23.61 Russell 2000 Index $ 100.00 $ 97.57 $ 105.44 $ 114.04 $ 116.01 $ 127.18 S&P Composite 1500 Interactive Media & Services Index $ 100.00 $ 80.49 $ 126.27 $ 149.55 $ 200.33 $ 217.24
Biggest changeThe stock performance graph 47 Table of Contents assumes $100 was invested in our Class A common stock and the common stock of each of the companies listed on the Russell 2000 Index and the S&P Composite 1500 Interactive Media & Services Index on July 25, 2022. 7/25/2022 12/31/2022 12/31/2023 12/31/2024 12/31/2025 Getty Images Holdings, Inc. $ 100.00 $ 60.56 $ 57.38 $ 23.61 $ 14.64 Russell 2000 Index $ 100.00 $ 97.57 $ 114.04 $ 127.18 $ 143.45 S&P Composite 1500 Interactive Media & Services Index $ 100.00 $ 80.49 $ 149.55 $ 217.24 $ 314.51 Item 6. [Reserved] 48 Table of Contents
Recent Sales of Unregistered Securities All sales of unregistered securities during the fiscal year ended December 31, 2024 have been previously reported in our filings with the SEC. Issuer Purchases of Equity Securities We did not acquire any shares of Class A common stock during the three months ended December 31, 2024.
Recent Sales of Unregistered Securities All sales of unregistered securities during the fiscal year ended December 31, 2025 have been previously reported in our filings with the SEC. Issuer Purchases of Equity Securities We did not acquire any shares of Class A common stock during the three months ended December 31, 2025.
Because many of our shares of Class A common stock are held by brokers and other institutions on behalf of sto ckholders, this number is not indicative of the total number of stockholders represented by these stockholders of record. Dividends We have not paid any cash dividends on our Class A common stock to date.
Because many of our shares of Class A common stock are held by brokers and other institu tions on behalf of sto ckholders, this number is not indicative of the total number of stockholders represented by these stockholders of record. Dividends We have not paid any cash dividends on our Class A common stock to date.
Stock Performance Graph The following graph compares the cumulative total return to stockholders from the closing price on July 25, 2022 (the date our Class A common stock began trading on the NYSE following the Business Combination) through December 31, 2024, relative to the performance of the Russell 2000 Index and the S&P Composite 1500 Interactive Media & Services Index.
Stock Performance Graph The following graph compares the cumulative total return to stockholders from the closing price on July 25, 2022 (the date our Class A common stock began trading on the NYSE) through December 31, 2025, relative to the performance of the Russell 2000 Index and the S&P Composite 1500 Interactive Media & Services Index.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our Class A common stock is currently listed on the NYSE under the symbol “GETY”. As of March 12, 2025, there were 412,567,845 shares of Class A common stock issued and outstanding held of reco rd by 41 holders.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our Class A common stock is currently listed on the NYSE under the symbol “GETY”. As of March 11, 2026, there were 417,765,616 shares of Class A common stock issued and outstanding held of record by 44 holders.

Item 7. Management's Discussion & Analysis

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

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Biggest change(in thousands) Year Ended December 31, 2024 2023 2022 Net income (loss) $ 39,472 $ 19,577 $ (77,643) Add/(less) non-GAAP adjustments: Depreciation and amortization 61,293 78,443 93,219 Loss on litigation, net of recovery 1 20,491 56,051 1,101 Other operating expenses – net 15,834 1,624 (681) Interest expense 131,408 126,884 117,229 Fair value adjustments, foreign exchange and other non operating (expense) income — net 2 (37,558) 27,693 (45,100) Loss on extinguishment of debt — — 2,693 Net loss on fair value adjustment for warrant liabilities — — 160,728 Income tax expense (benefits) 47,483 (46,482) 44,126 Equity-based compensation expense, net of capitalization 21,848 37,652 9,292 Adjusted EBITDA $ 300,271 $ 301,442 $ 304,964 Capex 57,450 56,998 59,291 Adjusted EBITDA less capex 242,821 244,444 245,673 Net income (loss) margin 4.2 % 2.1 % (8.4) % Adjusted EBITDA Margin 32.0 % 32.9 % 32.9 % ____________________ 1 Beginning with the third quarter of 2023 reporting period, the Company reclassified historical legal fees associated with our warrant litigation from “Selling, general and administrative expenses” to “Loss on litigation” within the Consolidated Statements of Operations.
Biggest changeWe define Adjusted EBITDA Margin as the ratio of Adjusted EBITDA to revenue (in thousands): Year Ended December 31, 2025 2024 2023 Net income (loss) $ (206,183) $ 39,472 $ 19,577 Add/(less) non-GAAP adjustments: Depreciation and amortization 64,763 61,293 78,443 Loss on litigation, net of recovery 100,498 20,491 56,051 Other operating expenses – net 54,830 15,834 1,624 Interest expense 156,175 131,408 126,884 Fair value adjustments, foreign exchange and other non operating (expense) income — net 1 84,574 (37,558) 27,693 Loss on extinguishment of debt 5,474 — — Income tax expense (benefits) 43,876 47,483 (46,482) Equity-based compensation expense, net of capitalization 16,856 21,848 37,652 Adjusted EBITDA 320,863 300,271 301,442 Capex 59,518 57,450 56,998 Adjusted EBITDA less capex $ 261,345 $ 242,821 $ 244,444 Net income (loss) margin (21.0) % 4.2 % 2.1 % Adjusted EBITDA Margin 32.7 % 32.0 % 32.9 % ____________________ 1 Fair value adjustments for our swaps and foreign currency exchange contracts, foreign exchange gains (losses) and other insignificant non-operating related (expenses) income.
Item 7. Management’s Discussion and Analysis of Financial and Results of Operations Condition and Results of Operations The following discussion and analysis of the financial condition and results of operations of Getty Images should be read together with our consolidated financial statements and related notes included elsewhere in this Annual Report.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of the financial condition and results of operations of Getty Images should be read together with our consolidated financial statements and related notes included elsewhere in this Annual Report.
In addition to licensing imagery and video, we generate revenue from custom content solutions, photo and video assignments, music content in some of our subscriptions, print sales, data access and/or licensing and licensing our digital asset management systems to help customers manage their owned and licensed digital content.
In addition to licensing imagery and video, we generate revenue from data access and/or licensing, custom content solutions, photo and video assignments, music content in some of our subscriptions, print sales and licensing our digital asset management systems to help customers manage their owned and licensed digital content.
References to “currency neutral” (“ Currency Neutral ” or “ CN ”) revenue growth or decline (expressed as a percentage) in this section refer to our revenue growth (expressed as a percentage), excluding the effect of changes in foreign currency exchange rates.
References to “currency neutral” (“ Currency Neutral ” or “ CN ”) revenue growth or decline (expressed as a percentage) in this section refer to our revenue growth or decline (expressed as a percentage), excluding the effect of changes in foreign currency exchange rates.
Non-cash adjustments consist primarily of depreciation, amortization, foreign currency gains and losses on our foreign denominated debt, and equity-based compensation. For the year ended was December 31, 2024, cash provided by operating activities was $118.3 million as compared to cash provided by operating activities of $132.7 million for the year ended December 31, 2023.
Non-cash adjustments consist primarily of depreciation, amortization, foreign currency gains and losses on our foreign denominated debt, and equity-based compensation. For the year ended December 31, 2024, cash provided by operating activities was $118.3 million as compared to cash provided by operating activities of $132.7 million for the year ended December 31, 2023.
In addition, we are subject to audit in various jurisdictions, and such jurisdictions may assess additional income tax liabilities. We record unrecognized tax benefits as liabilities in accordance with ASC 740, “Income Taxes” (“ASC 740”) and adjust these liabilities when our judgment changes as result of the evaluation of new information not previously available.
In addition, we are subject to audit in various jurisdictions, and such jurisdictions may assess additional income tax liabilities. We record unrecognized tax benefits as liabilities in accordance with ASC 740, “Income Taxes” (“ASC 740”) and adjust these liabilities when our judgment changes as a result of the evaluation of new information not previously available.
Financing activities for the year ended December 31, 2024 included debt issuance costs, principal payments on our Term Loans and cash paid for settlement of employee tax related to equity-based awards, partially offset by the proceeds from common stock issuance.
Financing activities for the year ended December 31, 2024 included debt issuance costs, principal payments on our 2019 Term Loans and cash paid for settlement of employee tax related to equity-based awards, partially offset by the proceeds from common stock issuance.
The increase was driven by higher bonus and commission expense tied to Company performance, fringe benefits and salary and wages (increased $20.2 million), which were partially offset by a decrease in equity-based compensation (decreased $15.8 million). • increase of $2.0 million related to travel and entertainment for the year ended December 31, 2024, primarily driven by higher travel expenses related to the Paris 2024 Olympics and the U.S. political coverage. • decrease in marketing spend of 2.8% ($1.4 million) for the year ended December 31, 2024.
The increase was driven by higher bonus and commission expense tied to Company performance, fringe benefits and salary and wages (increased $20.2 million), which were partially offset by a decrease in equity-based compensation (decreased $15.8 million). • increase of $2.0 million related to travel and entertainment for the year ended December 31, 2024, primarily driven by higher travel expenses related to our coverage of the Paris 2024 Olympics and U.S. political events. • decrease in marketing spend of 2.8% ($1.4 million) for the year ended December 31, 2024.
As of December 31, 2024, 2023 and 2022, we had no material letters of credit outstanding or other off-balance sheet arrangements except for operating leases entered into in the normal course of business. Effects of inflation and changing prices We do not believe that inflation has had a material effect on our business, financial condition or results of operations.
As of December 31, 2025, 2024 and 2023, we had no material letters of credit outstanding or other off-balance sheet arrangements except for operating leases entered into in the normal course of business. Effects of inflation and changing prices We do not believe that inflation has had a material effect on our business, financial condition or results of operations.
We will record liabilities for these indemnifications if and when such claims are probable and the range of possible payments and available recourse from content partners can be estimated, as applicable. Historically, the exposure to such claims has been immaterial, as were the recorded liabilities for intellectual property infringement at December 31, 2024, 2023 and 2022.
We will record liabilities for these indemnifications if and when such claims are probable and the range of possible payments and available recourse from content partners can be estimated, as applicable. Historically, the exposure to such claims has been immaterial, as were the recorded liabilities for intellectual property infringement at December 31, 2025, 2024 and 2023.
In particular, we have insurance coverage of $60.0 million for losses in respect of the Initial Warrant Litigation, the Follow-on Warrant Litigation (each as defined in “ Note 13 — Commitments and Contingencies ”) and any additional litigation that is filed based on related facts or circumstances, including legal fees and expenses.
In particular, we have insurance coverage of $60.0 million for losses in respect of the Initial Warrant Litigation, the Follow-on Warrant Litigation (each as defined in “ Note 11 — Commitments and Contingencies ”) and any additional litigation that is filed based on related facts or circumstances, including legal fees and expenses.
To the extent not reimbursed by insurance, we expect to fund any payments required for the resolution of pending legal proceedings with our sources of liquidity. See “ Note 13 — Commitments and Contingencies ” herein for additional discussions of the Initial Warrant Litigation and the Follow-On Warrant Litigation.
To the extent not reimbursed by insurance, we expect to fund any payments required for the resolution of pending legal proceedings with our sources of liquidity. See “ Note 11 — Commitments and Contingencies ” herein for additional discussions of the Initial Warrant Litigation and the Follow-On Warrant Litigation.
Unsplash Unsplash.com is a platform offering free stock photo downloads and paid subscriptions targeted to the high-growth prosumer and semi-professional creator segments. The Unsplash website reaches a significant and geographically diverse audience with more than 96 million image downloads every month.
Unsplash Unsplash.com is a platform offering free stock photo downloads and paid subscriptions targeted to the high-growth prosumer and semi-professional creator segments. The Unsplash website reaches a significant and geographically diverse audience with more than 91 million image downloads every month.
The nature and terms of these indemnifications vary from contract to contract, and generally a maximum obligation is not stated. Because management does not believe a material liability is probable, no related liabilities were recorded at December 31, 2024, 2023 and 2022.
The nature and terms of these indemnifications vary from contract to contract, and generally a maximum obligation is not stated. Because management does not believe a material liability is probable, no related liabilities were recorded at December 31, 2025, 2024 and 2023.
For 30 years, Getty Images has embraced innovation, from analog to digital, from offline to e-commerce, from stills to video, from single image purchasing to subscriptions, from websites to application programming interfaces (“APIs”), from pre-shot content to AI generated content designed to be commercially safe.
For 31 years, Getty Images has embraced innovation, from analog to digital, from offline to e-commerce, from stills to video, from single image purchasing to subscriptions, from websites to application programming interfaces (“APIs”), from pre-shot content to AI generated content designed to be commercially safe.
Each year, we cover more than 160,000 global events across news, s port, and entertainment, providing a depth and breadth of coverage that is unmatched. Getty Images also maintains one of the largest and best privately-owned photographic archives in the world, with over 150 million images across geographies, periods, and verticals.
Each year, we cover mo re than 160,000 global events across news, s port, and entertainment, providing a depth and breadth of coverage that is unmatched. Getty Images also maintains one of the largest and best privately-owned photographic archives in the world, with over 150 million images across geographies, periods, and verticals.
(In thousands, except percentages) Years Ended December 31, increase (decrease) 2024 2023 $ change % change Revenue $ 939,287 $ 916,555 $ 22,732 2.5 % Cost of revenue (exclusive of depreciation and amortization) 253,068 250,249 2,819 1.1 % Selling, general and administrative expenses 407,796 402,516 5,280 1.3 % Depreciation 58,987 54,374 4,613 8.5 % Amortization 2,306 24,069 (21,763) (90.4) % Loss on litigation 20,491 116,051 (95,560) NM Recovery of loss on litigation — (60,000) 60,000 NM Other operating expenses (income) – net 15,834 1,624 14,210 NM Total operating expenses 758,482 788,883 (30,401) (3.9) % Income from operations 180,805 127,672 53,133 41.6 % Interest expense (131,408) (126,884) (4,524) 3.6 % (Loss) gain on fair value adjustment for swaps – net (1,459) (7,573) 6,114 (80.7) % Foreign exchange gain (loss) – net 36,071 (23,772) 59,843 (251.7) % Other non-operating income (expense) – net 2,946 3,652 (706) (19.3) % Total other expense – net (93,850) (154,577) 60,727 (39.3) % Income (loss) before income taxes 86,955 (26,905) 113,860 (423.2) % Income tax (expense) benefit (47,483) 46,482 (93,965) (202.2) % Net income (loss) $ 39,472 $ 19,577 $ 19,895 101.6 % ____________________ NM - Not meaningful Revenue by product (In thousands) Years Ended December 31, increase / (decrease) 2024 % of revenue 2023 % of revenue $ change % change CN % change Creative 552,828 58.9 % 578,739 63.1 % (25,911) (4.5) % (4.4) % Editorial 345,932 36.8 % 320,643 35.0 % 25,289 7.9 % 7.7 % Other 40,527 4.3 % 17,173 1.9 % 23,354 136.0 % 136.4 % Total revenue $ 939,287 100.0 % $ 916,555 100.0 % $ 22,732 2.5 % 2.5 % Certain prior period amounts have been reclassified to conform to the current year presentation.
The decrease in tax expense compared to the prior year is primarily due to changes in pre-tax income (loss) and valuation allowance. 58 Table of Contents Comparison of the Years Ended December 31, 2024 and 2023 Consolidated Statements of Operations (In thousands, except percentages) (In thousands) Years Ended December 31, increase (decrease) 2024 2023 $ change % change Revenue $ 939,287 $ 916,555 $ 22,732 2.5 % Operating expenses: Cost of revenue (exclusive of depreciation and amortization) 253,068 250,249 2,819 1.1 % Selling, general and administrative expenses 407,796 402,516 5,280 1.3 % Depreciation 58,987 54,374 4,613 8.5 % Amortization 2,306 24,069 (21,763) (90.4) % Loss on litigation 20,491 116,051 (95,560) NM Recovery of loss on litigation — (60,000) 60,000 NM Other operating expenses – net 15,834 1,624 14,210 NM Total operating expenses 758,482 788,883 (30,401) (3.9) % Income from operations 180,805 127,672 53,133 41.6 % Other (expense) income, net: Interest expense (131,408) (126,884) (4,524) 3.6 % (Loss) gain on fair value adjustment for swaps – net (1,459) (7,573) 6,114 (80.7) % Foreign exchange (loss) gain – net 36,071 (23,772) 59,843 (251.7) % Other non-operating (expense) income – net 2,946 3,652 (706) (19.3) % Total other expense – net (93,850) (154,577) 60,727 (39.3) % (Loss) income before income taxes 86,955 (26,905) 113,860 (423.2) % Income tax benefit (expense) (47,483) 46,482 (93,965) (202.2) % Net (loss) income $ 39,472 $ 19,577 $ 19,895 101.6 % ____________________ NM - Not meaningful Revenue by product (In thousands, except percentages) Year ended December 31, increase / (decrease) 2024 % of revenue 2023 % of revenue $ change % change CN % change Creative $ 552,828 58.9 % $ 578,739 63.1 % $ (25,911) (4.5) % (4.4) % Editorial 345,932 36.8 % 320,643 35.0 % 25,289 7.9 % 7.7 % Other 40,527 4.3 % 17,173 1.9 % 23,354 136.0 % 136.4 % Total revenue $ 939,287 100.0 % $ 916,555 100.0 % $ 22,732 2.5 % 2.5 % Certain prior year amounts have been reclassified to conform to the current year presentation.
Our best-in-class, scaled infrastructure offers customers a one-stop shop for instant content access and maneuverability. • Customers licensing from Getty Images and iStock receive trusted copyright claim protections, model and property releases and the ability to secure the necessary clearances for their intended use of the content.
Our best-in-class, scaled infrastructure offers customers a one-stop shop for instant content access and maneuverability. 52 Table of Contents • Customers licensing from Getty Images and iStock receive trusted copyright claim protections, model and property releases and the ability to secure the necessary clearances for their intended use of the content.
For the year ended December 31, 2024, marketing spend as a percentage of revenue decreased to 5.0%, from the year ended December 31, 2023 ratio of 5.3%, which remains in line with historical trends. Depreciation expense For the year ended December 31, 2024, depreciation expense was $59.0 million, an increase of $4.6 million or 8.5%.
For the year ended December 31, 2024, marketing spend as a percentage of revenue decreased to 5.0%, from the year ended December 31, 2023 ratio of 5.3%, which remains in line with historical trends. Depreciation expense 60 Table of Contents For the year ended December 31, 2024, depreciation expense was $59.0 million an increase of $4.6 million or 8.5%.
The loss on litigation consists of the summary judgement amounts to lawsuits filed by former public warrant holders, interest on the summary judgment, legal fees, and amortization of fees related to appeal bond. The Company will continue to see these expenses as we navigate through the appeal of the judgment in the actions captioned by Alta Partners, LLC.
The loss on litigation consists of the summary judgment amounts to lawsuits filed by former public warrant holders, interest on the summary judgment, legal fees, and amortization of fees related to appeal bond. The Company may continue to see these expenses as we navigate through the appeal of the judgment in the actions captioned by Alta Partners, LLC.
For content contributors: • Access to a marketplace that reaches almost every country in the world, across all customer categories and sizes and generated annual royalties of nearly $220 million for the year ended December 31, 2024 . • We maintain a dedicated and experienced creative insights team focused on understanding changes in customer demand, the visual landscape, the authentic portrayal of communities and cultures, and the evolution of core creative concepts.
For content contributors: • Access to a marketplace that reaches almost every country in the world, across all customer categories and sizes and generated annual royalties of over $220 million for the year ended December 31, 2025 . • We maintain a dedicated and experienced creative insights team focused on understanding changes in customer demand, the visual landscape, the authentic portrayal of communities and cultures, and the evolution of core creative concepts.
Note the discussion below does not consider the impact of the planned merger, announced on January 7, 2025, between Getty Images Holdings, Inc. and Shutterstock, Inc. Merger Agreement with Shutterstock On January 6, 2025, Getty Images entered into an Agreement and Plan of Merger (the “Merger Agreement”) to combine in a merger-of-equals transaction with Shutterstock.
Note the discussion below, other than the introductory note, does not consider the impact of the planned merger, announced on January 7, 2025, between Getty Images Holdings, Inc. and Shutterstock, Inc. Merger Agreement with Shutterstock On January 6, 2025, Getty Images entered into an Agreement and Plan of Merger (the “Merger Agreement”) to combine in a merger-of-equals transaction with Shutterstock.
Our interest expense primarily consisted of interest charges on our outstanding U.S. Dollar and Euro term loans (the “Term Loans”), Senior Unsecured Notes (the “Senior Notes”), and our revolving credit facility, which remained undrawn, as well as the amortization of original issue discount on our Term Loans and amortization of deferred debt financing fees.
Our interest expense primarily consisted of interest charges on our outstanding U.S. Dollar and Euro term loans (the “2019 Term Loans”), Senior Unsecured Notes (the “2019 Senior Unsecured Notes”), and our revolving credit facility, which remained undrawn, as well as the amortization of original issue discount on our Term Loans and amortization of deferred debt financing fees.
Other Other represents 4.3%, 1.9%, and 1.6% of our revenue for the years ended December 31, 2024, 2023, and 2022, respectively. This includes music licensing, digital asset management, distribution services, print sales, and data access and/or licensing.
Other Other represents 5.6%, 4.3%, and 1.9% of our revenue for the years ended December 31, 2025, 2024, and 2023, respectively. This includes data access and/or licensing, music licensing, digital asset management, distribution services and print sales.
A significant portion of the business has transitioned to a subscription model with strong retention characteristics. Annual subscriptions now comprise approximately 54% of total revenue for the year ended December 31, 2024 , and we continue to focus on growing subscription revenue.
A significant portion of the business has transitioned to an annual subscription model with strong retention characteristics. Annual subscriptions now comprise approximately 54% of total revenue for the year ended December 31, 2025 , and we continue to focus on growing subscription revenue.
We believe that the steady demand in paid download volumes during the last twelve month period that had a myriad of macro-economic challenges, is a strong outcome and signals that our content continues to meet our customers evolving needs. 71 Table of Conten ts Annual subscriber revenue retention rate The annual subscriber revenue retention rate calculates retention of total revenue for customers on annual subscription products, comparing the customer’s total booked revenue (inclusive of spend for annual subscription and non-annual subscription products) in the LTM period to the prior twelve month period.
We believe that the steady demand in paid download volumes during the last twelve month period that had a myriad of macro-economic challenges, is a strong outcome and signals that our content continues to meet our customers evolving needs. 69 Table of Contents Annual subscriber revenue retention rate The annual subscriber revenue retention rate calculates retention of total revenue for customers on annual subscription products, comparing the customer’s total booked revenue (inclusive of spend for annual subscription and non-annual subscription products) in the LTM period to the prior twelve month period.
The Company accounts for the global intangible low-tax income (“GILTI”) earned by foreign subsidiaries included in gross U.S. taxable income in the period incurred. Recent Accounting Pronouncements Please refer to “ Note 2 — Summary of Significant Accounting Policies ” in our consolidated financial statements included elsewhere in this Annual Report.
The Company accounts for the global intangible low-tax income (“GILTI”) earned by foreign subsidiaries included in gross U.S. taxable income in the period incurred. Recent Accounting Pronouncements Please refer to “ Note 2 — Summary of Significant Accounting Policies ” in our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefi ng and art direction to our exclusive contributor community.
We primarily source Creative content from a broad network of professional, semi-professional, and amateur creators, many exclusive to Getty Images. We have a global creative insights team dedicated to providing briefing and art direction to our exclusive contributor community.
For example, LTM annual subscriber booked revenue (the amount of revenue invoiced to customers) for the period ended December 31, 2024 was 92.9% of revenue from these customers in the period ended December 31, 2023. Revenue retention rate informs management and investors on the degree to which we are maintaining or growing revenue from our annual subscriber base.
For example, LTM annual subscriber booked revenue (the amount of revenue invoiced to customers) for the period ended December 31, 2025 was 89.9% of revenue from these customers in the period ended December 31, 2024. The revenue retention rate informs management and investors on the degree to which we are maintaining or growing revenue from our annual subscriber base.
For the year ended December 31, 2024, reported revenue was $939.3 million as compared to reported revenue of $916.6 million for the year ended December 31, 2023. On a reported basis for the year ended December 31, 2024, revenue increased by 2.5% (2.5% CN) year over year.
For the year ended December 31, 2024, reported revenue was $939.3 million as compared to reported revenue of $916.6 million for the year ended December 31, 2023. On a reported basis for the year ended December 31, 2024, revenue 59 Table of Contents increased by 2.5% (2.5% CN) year over year.
Additionally, within our 58 Table of Conten ts Creative committed solutions, there were increases in our iStock annual subscriptions (increased $15.8 million) which were partially offset by decreases in our Premium Access subscriptions (decreased $11.6 million). Additional impacts to committed solutions resulted from subscriber download patterns, with major events during the year skewing downloads more toward Editorial than Creative.
Additionally, within our Creative committed solutions, there were increases in our iStock annual subscriptions (increased $15.8 million) which were partially offset by decreases in our Premium Access subscriptions (decreased $11.6 million). Additional impacts to committed solutions resulted from subscriber download patterns, with major events during the year skewing downloads more toward Editorial than Creative.
This metric differs from total customers, which is a count of all downloading customers, irrespective of whether they made a purchase in the period. Total purchasing customers decreased to 717 thousand for the LTM ended December 31, 2024, compared to 799 thousand and 835 thousand for the LTM ended December 31, 2023 and 2022, respectively.
This metric differs from total customers, which is a count of all downloading customers, irrespective of whether they made a purchase in the period. Total purchasing customers decreased to 689 thousand for the LTM ended December 31, 2025, compared to 717 thousand and 799 thousand for the LTM ended December 31, 2024 and 2023, respectively.
Amortization expense 59 Table of Conten ts For the year ended December 31, 2024, amortization expense was $2.3 million which was a decrease of $21.8 million or 90.4% compared to the prior year. The decline was attributed to several of the Company’s intangible assets becoming fully amortized in the prior year.
Amortization expense For the year ended December 31, 2024, amortization expense was $2.3 million which was a decrease of $21.8 million or 90.4% compared to the prior year. The decline was attributed to several of the Company’s intangible assets becoming fully amortized in the prior year.
As part of the appeal process in Canada, the Company may be required to pay a portion of the assessment amount, which the Company estimates could be up to $17.4 million. Such required payment is not an admission that the Company believes it is subject to such taxes.
As part of the appeal process in Canada, the Company may be required to pay a portion of the assessment amount, which the Company estimates could be up to $19.7 million. Such required payment is not an admission that the Company believes it is subject to such taxes.
Paid download volume decreased slightly for the LTM ended December 31, 2024, as compared to the LTM ended December 31, 2023 and 2022.
Paid download volume decreased slightly for the LTM ended December 31, 2025, as compared to the LTM ended December 31, 2024 and 2023.
The key image licensing model in the pre-shot market is RF. Content licensed on a RF basis is subject to a standard set of terms, allowing the customer to use the image for an unlimited duration and without limitation on the use or application. Within our video offering, we also offer a licensing model known as Rights-Ready.
Content licensed on an RF basis is subject to a standard set of terms, allowing the customer to use the image for an unlimited duration and without limitation on the use or application. Within our video offering, we also offer a licensing model known as Rights-Ready.
Changes in tax law or our interpretation of tax laws and future tax audits could significantly impact the amounts provided for income taxes in our consolidated financial statements. 68 Table of Conten ts We conduct operations on a global basis and are subject to income taxes in the United States and numerous foreign jurisdictions.
Changes in tax law or our interpretation of tax laws and future tax audits could significantly impact the amounts provided for income taxes in our consolidated financial statements. 66 Table of Contents We conduct operations on a global basis and are subject to income taxes in the United States and numerous foreign jurisdictions.
If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such 67 Table of Conten ts higher costs through price increases. Our inability or failure to do so could harm our business and adversely affect our financial condition and results of operations.
If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such 65 Table of Contents higher costs through price increases. Our inability or failure to do so could harm our business and adversely affect our financial condition and results of operations.
The Company believes it is more likely than not it will prevail on appeal, however, if the CRA were to be successful in the appeal process, the Company estimates the maximum potential outcome could be up to $25.3 million.
The Company believes it is more likely than not it will prevail on appeal, however, if the CRA were to be successful in the appeal process, the Company estimates the maximum potential outcome could be up to $28.6 million.
In addition, our financial condition and results of operation will continue to be affected by factors that affect internet commerce companies and by general deterioration in macroeconomic factors that could continue to increase the risks of lower consumer spending, other business interruptions, the global and economic uncertainty caused by, among other things, any lingering effects of the Hollywood actors and writers strike and public health crisis, the military conflicts between Russia and Ukraine and in the Middle East, tariffs or trade restrictions imposed by the U.S. and other countries, changes in political climate, and high interest rates, currency fluctuations, high inflation and labor shortages.
In addition, our financial condition and results of operation will continue to be affected by factors that affect internet commerce companies and by general deterioration in macroeconomic factors that could continue to increase the 54 Table of Contents risks of lower consumer spending, other business interruptions, the global and economic uncertainty caused by, among other things, any lingering effects of the Hollywood actors and writers strike, the military conflicts in Ukraine, South America and in the Middle East, tariffs or trade restrictions imposed by the U.S. and other countries, changes in political climate, and high interest rates, currency fluctuations, high inflation and labor shortages.
Reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted EBITDA less Capex We define Adjusted EBITDA as net income before interest, taxes, depreciation, amortization, equity-based compensation, other operating expenses-net, and certain other expenses not directly related to the core operations of our 72 Table of Conten ts business.
Reconciliation of Adjusted EBITDA, Adjusted EBITDA Margin, and Adjusted EBITDA less Capex We define Adjusted EBITDA as net income before interest, taxes, depreciation, amortization, equity-based compensation, other operating expenses-net, and certain other expenses not directly related to the core operations of our 70 Table of Contents business.
Transaction gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved are included in “Foreign exchange gain (loss) – net” in the Consolidated Statements of Operations. For the year ended December 31, 2024 , the Company recognized net foreign currency transaction gains of $36.1 million.
Transaction gains and losses arising from transactions denominated in a currency other than the functional currency of the entity involved are included in “Foreign exchange (loss) gain – net” in the Consolidated Statements of Operations. For the year ended December 31, 2025, the Company recognized net foreign currency transaction losses of $78.9 million.
We distribute content and services offerings through three primary product lines: 53 Table of Conten ts Creative Creative is comprised of royalty-free (“RF”) photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel.
We distribute content and services offerings through three primary product lines: Creative Creative is comprised of RF photos, illustrations, vectors, videos, and generative AI-services that are released for commercial use and cover a wide variety of commercial, conceptual, and contemporary subjects, including lifestyle, business, science, health, wellness, beauty, sports, transportation and travel.
If it is determined that a loss is only reasonably possible or that a loss is probable but the amount is not reasonably estimable, the Company discloses the nature of the possible loss and gives an estimate of the 69 Table of Conten ts possible range of loss.
If it is determined that a loss is only reasonably possible or that a loss is probable but the amount is not reasonably estimable, the Company discloses the nature of the possible loss and gives an estimate of the 67 Table of Contents possible range of loss.
Creative represents 58.9%, 63.1% and 63.2% of our revenue of which 56.0% , 52.2% 1 and 46.5% 1 is generated through our annual subscription products, for the years ended December 31, 2024, 2023 and 2022, respectively. Annual Subscription products include products and subscriptions with a duration of 12 months or longer, Unsplash API, and Custom Content.
Creative represents 56.7% , 58.9% and 63.1% of our revenue of w hich 58.2%, 56.0% and 52.2% 1 is generated through our annual subscription products, for the years ended December 31, 2025, 2024 and 2023, respectively. Annual Subscription products include products and subscriptions with a duration of 12 months or longer, Unsplash API, and Custom Content.
Our expansion of video across our subscription products is focused on further increasing the attachment rate over time. The increase in the video attachment rate reflects increased customer awareness of our video offering, improved search and site prominence for video content, and upselling of video into subscriptions.
Our expansion of video across our subscription products is focused on further increasing the attachment rate over time. The strong video attachment rates reflect increased customer awareness of our video offering, improved search and site prominence for video content, and upselling of video into subscriptions.
Translation adjustments resulting from this process are charged or credited to “Other comprehensive income (loss)”, as a separate component of stockholder’s equity. The Company recognized net foreign currency translation adjustment losses of $36.7 million during the year ended December 31, 2024 and net foreign currency translation adjustment gains of $21.9 million during the year ended December 31, 2023.
Translation adjustments resulting from this process are charged or credited to “ Other comprehensive income (loss) ”, as a separate component of stockholder’s equity. The Company recognized net foreign currency translation adjustment gains of $66.1 million during the year ended December 31, 2025 and net foreign currency translation adjustment losses of $36.7 million during the year ended December 31, 2024.
The Refinancing Amendment, among other things, provided for (i) a new tranche of senior secured fixed rate incremental term loans denominated in U.S.
The Refinancing Amendment provided for a new tranche of senior secured fixed rate incremental term loans denominated in U.S.
Future cash needs We expect to fund our ordinary course operating activities from existing cash and cash flows from operations and believe that these sources of liquidity will be sufficient to fund our ordinary course operations and other planned investing activities for at least the next 12 months and thereafter for the foreseeable future.
Future cash needs We expect to fund our ordinary course operating activities from existing cash and cash flows from operations and financing activities, including amounts drawn under our revolving credit facility, and believe that these sources of liquidity will be sufficient to fund our ordinary course operations and other planned investing activities for at least the next 12 months and thereafter for the foreseeable future.
Factors affecting results of operations A shift in the product mix of our revenue may affect our overall cost of revenue as a percentage of revenue. Our revenues and profitability are also subject to fluctuations in foreign exchange rates. The weakening or strengthening of our reporting currency, the U.S.
We expect amortization expense to be insignificant in the coming years. Factors affecting results of operations A shift in the product mix of our revenue may affect our overall cost of revenue as a percentage of revenue. Our revenues and profitability are also subject to fluctuations in foreign exchange rates. The weakening or strengthening of our reporting currency, the U.S.
One such jurisdiction is Canada, where one of the 64 Table of Conten ts Company’s subsidiaries, iStockphoto ULC, received tax assessments from the Canada Revenue Agency (“CRA”) asserting additional tax is due.
One such jurisdiction is Canada, where one of the 62 Table of Contents Company’s subsidiaries, iStockphoto ULC, received tax assessments from the Canada Revenue Agency (“CRA”) asserting additional tax is due.
The Company has over 716,000 purchasing customers, with customers from almost every country in the world with websites in 23 languages bringing the world’s best content to media outlets, advertising agencies, and corporations of all sizes and, increasingly, serving individual creators and prosumers.
Th e Company has almost 700,000 purchasing customers, with customers from almost every country in the world with websites in 23 lan guages bringing the world’s best content to media outlets, advertising agencies, and corporations of all sizes and, increasingly, serving individual creators and prosumers.
The increase in cash used for investing activities was driven by the acquisition of Motorsport Images LLC and Motorsport.com, Inc. as we continue to expand our depth and breadth of content services. Financing Activities For the years ended December 31, 2024 and 2023, our financing activities used $56.2 million and $45.4 million of cash, respectively.
For the years ended December 31, 2024 and 2023, cash used in investing activities was $72.5 million and $57.0 million, respectively. The increase in cash used for investing activities was driven by the acquisition of Motorsport Images LLC and Motorsport.com, Inc. as we continue to expand our depth and breadth of content services.
Contributors will be compensated for any inclusion of their content in AI data training sets and, in certain cases, share in the revenue generated by AI tools and services trained with their content.
Contributors are compensated for any inclusion of their content in AI data training sets and may share in the revenue generated by AI tools and services trained with their content.
Management believes that these KPIs and non-GAAP financial measures help illustrate underlying trends in our business. We use KPIs and non-GAAP financial measures to establish budgets and operational goals (communicated internally and externally), manage our business and evaluate our performance.
These KPIs and non-GAAP financial measures help us monitor and evaluate the effectiveness of our operations and evaluate period-to-period comparisons. Management believes that these KPIs and non-GAAP financial measures help illustrate underlying trends in our business. We use KPIs and non-GAAP financial measures to establish budgets and operational goals (communicated internally and externally), manage our business and evaluate our performance.
Editorial represents 36.8%, 35.0% and 35.2% of our revenue, of whic h 53.7%, 53.3% and 52.1% is generated through our annual subscription products, for the years ended December 31, 2024, 2023 and 2022, respectively. Annual Subscription products include subscriptions with a duration of 12 months or longer.
Editorial represents 37.7%, 36.8% and 35.0% of our revenue, of which 53.5%, 53.7% and 53.3% is generated through our annual subscription products, for the years ended December 31, 2025, 2024 and 2023, respectively. Annual Subscription products include subscriptions with a duration of 12 months or longer.
The video attachment rate increased to 16.5% in the LTM ended December 31, 2024 from 14.1% and 13.1% as compared to the LTM ended December 31, 2023 and 2022, respectively. The video attachment rate provides management and investors with an indication of our customers’ level of engagement with our video content offering.
The video attachment rate decreased to 15.9% in the LTM ended December 31, 2025 from 16.5% in the LTM ended December 31, 2024 and increased from 14.1% in the LTM ended December 31, 2023. The video attachment rate provides management and investors with an indication of our customers’ level of engagement with our video content offering.
Revenue for the year ended December 31, 2024 from our Other products increased on a reported basis by 136.0% (136.4% CN). The increase of $23.4 million is primarily driven by data access and licensing agreements.
Revenue for the year ended December 31, 2024 from our Other products increased on a reported basis by 136.0% (136.4% CN). The increase of $23.4 million is primarily driven by data access and licensing agreements, which typically result in a greater portion of revenue being recognized in an accelerated manner.
The Company has posted an appeal bond in respect of the Initial Warrant Litigation and, to date, no portion of the judgments entered in the Initial Warrant Litigation, which are subject to appeal, has been paid.
The Company has posted an appeal bond in respect of the Follow-on Warrant Litigation. To date, no portion of the judgments entered in the Initial Warrant Litigation or the Follow-on Warrant Litigation, has been paid.
Absolute dollar spending will increase as we continue to expand our operations and invest in our growth. Lastly, we expect our marketing to stay relatively constant as a percentage of revenue.
Absolute dollar spending will increase as certain costs increase and we continue to expand our operations and invest in our growth. Lastly, we expect our marketing to stay relatively constant as a percentage of revenue. However, the Company will continue to evaluate opportunities to incrementally invest in marketing as appropriate.
The position taken by the CRA is related to the transactions between iStockphoto ULC and other affiliates within the Getty Images group for the 2015 Canadian income tax return filed. The Company believes the CRA position lacks merit and intends to appeal and vigorously contest these assessments.
The position taken by the CRA is related to the transactions between iStockphoto ULC and other affiliates within the Getty Images group for the 2015 Canadian income tax return filed. The Company believes the CRA position lacks merit and is vigorously contesting these assessments through the appeal process, including engaging with the U.S. Competent Authority.
As of December 31, 2024, we had a remaining insurance recovery receivable related thereto of approximately $45.0 million, with related litigation reserves of $111.0 million.
As of December 31, 2025, we had a remaining insurance recovery receivable related thereto of approximately $35.0 million, with related litigation reserves of $205.3 million.
Creative revenue decreased on a reported basis 4.5% (4.4% CN) f or the year ended December 31, 2024. The decrease for the year ended December 31, 2024 was driven by declines in our ALC credit sales and ultra packs, ALC Premium RF and iStock monthly subscriptions (decreased $33.6 million).
The decrease for the year ended December 31, 2024 was driven by declines in our ALC credit sales and ultra packs, ALC Premium RF and iStock monthly subscriptions (decreased $33.6 million).
Importantly, the shift into more committed solutions continues to have a positive impact on annual revenue per purchasing customer, which grew by 14.2% to $1,310 for the LTM ended December 31, 2024 from $1,147 for the LTM ended December 31, 2023.
Importantly, more broadly across subscriptions, the ongoing shift into more committed solutions continues to have a positive impact on annual revenue per purchasing customer, which grew by 8.7% to $1,424 for the LTM ended December 31, 2025 from $1,310 for the LTM ended December 31, 2024.
For the year ended December 31, 2023, the Company recognized net foreign currency transaction losses of $23.8 million. 57 Table of Conten ts Results of Operations Comparison of the Years Ended December 31, 2024 and 2023 The following table sets forth our consolidated results of operations for the periods indicated.
For the year ended December 31, 2024, the Company recognized net foreign currency transaction gains of $36.1 million. Results of Operations Comparison of the Years Ended December 31, 2025 and 2024 The following table sets forth our consolidated results of operations for the periods indicated.
Cost of revenue consists primarily of royalties owed to content contributors, comprised of photographers, filmmakers, third-party companies that license their collection of content through us (“Content Partners”) and third party music content providers. Going forward, we expect cost of revenue to trend higher in absolute dollars as we continue growing our revenue.
Cost of revenue consists primarily of royalties owed to content contributors, comprised of photographers, filmmakers, third-party companies that license their collection of content through us (“Content Partners”) and our third-party music content provider. Going forward, we expect the cost of revenue to trend in line with overall revenue patterns.
Image and video collections increased during the LTM ended December 31, 2024 as compared to LTM periods ending December 31, 2023 and 2022. Our image collection grew 7% to 572 images as of December 31, 2024 compared to 535 as of December 31, 2023. Our video collection grew 17% to 32 million videos over the same period.
Image and video collections increased during the LTM ended December 31, 2025 as compared to LTM periods ending December 31, 2024 and 2023. Our image collection grew 6.5% to 609 million images as of December 31, 2025 compared to 572 million as of December 31, 2024. Our video collection grew 13.0% to 36 million videos over the same period.
See “ Note 13 — Commitments and Contingencies ” and “ Note 20 — Income Taxes ” in our consolidated financial statements included elsewhere in this report, for additional discussions of our pending tax audits and our uncertain tax positions and risks related thereto. 65 Table of Conten ts Cash Flows Year Ended December 31, increase (decrease) (Dollars in thousands) 2024 2023 $ change % change Net cash provided by operating activities $ 118,320 $ 132,716 $ (14,396) (10.8) % Net cash used in investing activities $ (72,488) $ (56,999) $ (15,489) (27.2) % Net cash used in financing activities $ (56,218) $ (45,350) $ (10,868) (24.0) % Effects of exchange rate fluctuations $ (5,160) $ 8,089 $ (13,249) NM ____________________ NM - Not meaningful Operating Activities Cash provided by operating activities is primarily comprised of net income, as adjusted for non-cash items, and changes in operating assets and liabilities.
Year Ended December 31, increase (decrease) (Dollars in thousands) 2024 2023 $ change % change Net cash provided by operating activities $ 118,320 $ 132,716 $ (14,396) (10.8) % Net cash used in investing activities (72,488) (56,999) (15,489) (27.2) % Net cash used in financing activities (56,218) (45,350) (10,868) (24.0) % Effects of exchange rate fluctuations (5,160) 8,089 (13,249) NM ____________________ NM - Not meaningful Operating Activities Cash provided by operating activities is primarily comprised of net income, as adjusted for non-cash items, and changes in operating assets and liabilities.
In addition to our websites, customers and partners can access and integrate our content, metadata and search capabilities via our APIs and through a range of mobile apps and plugins. 1 Prior year percentage has been restated to conform to the current year presentation. 54 Table of Conten ts We are a critical intermediary between content suppliers and a broad set of customers.
In addition to our websites, customers and partners can access and integrate our content, metadata and search capabilities via our APIs and through a range of mobile apps and plugins. We are a critical intermediary between content suppliers and a broad set of customers.
Through Getty Images, iStock, and Unsplash, we off er a full range of content solutions to meet the needs of any customer—no matter their size—around the globe, with over 604 million visual assets available through its industry-leading sites. New content and coverage are added daily, with over 11 million new assets added each quarter and over 2.7 billion searches annually.
Through Getty Images, iStock, and Unsplash, we off er a full range of content solutions to meet the needs of any customer—no matter their size—around the globe, with over 645 million visual a ssets available through its industry-leading sites.
As we continue to focus on growing subscriptions as percentage of total revenue, revenue retention for these customers is a key driver of the predictability of our financial model with respect to revenue.
As we continue to focus on growing subscriptions as a percentage of total revenue, revenue retention for these customers is a key driver of the predictability of our financial model with respect to revenue. The annual subscriber revenue retention rate decreased for the LTM ended December 31, 2025, as compared to the LTM ended December 31, 2024 and 2023.
A reconciliation is provided below to the most comparable financial measure stated in accordance with U.S. GAAP. We define Adjusted EBITDA Margin as the ratio of Adjusted EBITDA to revenue.
A reconciliation is provided below to the most comparable financial measure stated in accordance with U.S. GAAP.
Dollars in an aggregate principal amount of $580.0 million (the “Dollar Fixed Rate Term B-1 Loans”) and (ii) a new tranche of senior secured term loans denominated in Euros in an aggregate principal amount of €440.0 million (the “Euro Term B-1 Loans” and together with the Dollar Fixed Rate Term B-1 Loans, the “Term B-1 Loans”).
Dollars in an aggregate principal amount of $580.0 million (the “2025 USD Term Loans”) and a new tranche of senior secured term loans denominated in Euros in an aggregate principal amount of €440.0 million (the “2025 EUR Term Loans” and together with the 2025 USD Term Loans, the “2025 Term Loans”).
We believe the non-GAAP measures of Currency Neutral (“CN”) revenue growth (expressed as a percentage) and Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”), Adjusted EBITDA less capex and Adjusted EBITDA margin are useful in evaluating our operating performance. These KPIs and non-GAAP financial measures help us monitor and evaluate the effectiveness of our operations and evaluate period-to-period comparisons.
We believe the non-GAAP measures of Currency Neutral (“CN”) revenue growth (expressed as a percentage) and Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (“Adjusted EBITDA”), Adjusted EBITDA less capex, Adjusted EBITDA margin, Adjusted Net Income and Adjusted Earnings Per Share are useful in evaluating our operating performance.
The decrease in cash provided by operating activities was primarily driven by an increase in cash paid for interest and taxes. Investing Activities The changes in cash flows from investing activities relate to purchases of property and equipment and internal software development as part of our ongoing efforts to innovate in the design, user experience, and performance of our websites.
Investing Activities 64 Table of Contents The changes in cash flows from investing activities relate to purchases of property and equipment and internal software development as part of our ongoing efforts to innovate in the design, user experience, and performance of our websites.
Foreign exchange gain (loss) – net We recognized foreign exchange gains, net of $36.1 million for the year ended December 31, 2024, compared to net losses of $23.8 million for the year ended December 31, 2023. These changes were driven by volatility in foreign exchange rates, including fluctuations in the EUR related to our EUR Term Loans.
Foreign exchange (loss) gain – net We recognized foreign exchange gains, net of $36.1 million for the year ended December 31, 2024, compared to net losses of $23.8 million for the year ended December 31, 2023.
The Rights-Ready model offers a limited selection of broader usage categories, thus simplifying the purchase process. In September 2023 and January 2024, we launched Generative AI by Getty Images and Generative AI by iStock, respectively. They are generative AI text to image tools that were trained exclusively on Getty Images’ world‑class creative content and designed for commercial use.
The Rights-Ready model offers a limited selection of broader usage categories, thus simplifying the purchase process. In September 2023 and January 2024, we launched Generative AI by Getty Images and Generative AI by iStock, respectively.
Income taxes The Company’s income tax expense decreased by $90.6 million to a benefit of ($46.5) million for the year ended December 31, 2023, as compared to an expense of $44.1 million for the year ended December 31, 2022.
Income taxes The Company’s income tax expense decreased by $3.6 million to an expense of $43.9 million for the year ended December 31, 2025, as compared to $47.5 million for the year ended December 31, 2024.
These recoveries are typically receivable from our third-party insurance carriers for legal claims and related costs that are included in “Loss on Litigation” on the consolidated statement of operations.
The Company also recognizes the benefit of recoveries of losses on litigation when it is probable that such recoveries will be received. These recoveries are typically receivable from our third-party insurance carriers for legal claims and related costs that are included in “ Loss on Litigation ” on the consolidated statement of operations.
We invest in a dedicated editorial team that includes 110 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content partners.
We invest in a dedicated editorial team that includes over 115 staff photographers and videographers to generate our own coverage in addition to coverage from our network of content 1 Prior year percentage has been restated to conform to the current year presentation. 51 Table of Contents partners.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

7 edited+1 added−4 removed5 unchanged
Biggest changeItem 7A. Quantitative and Qualitative Disclosures About Market Risk Interest rate market risk For the year ended December 31, 2024, we were exposed to changes in Adjusted Term SOFR interest rates on the USD Term Loans of the senior secured credit facilities, subject to a minimum floor of 0.00%.
Biggest changeItem 7A. Quantitative and Qualitative Disclosures About Market Risk Interest rate market risk For the year ended December 31, 2025, we were exposed to changes in EURIBOR interest rates on the 2025 EUR Term Loans, subject to a minimum floor of 0.00%. As of December 31, 2025, the principal outstanding of our 2025 EUR Term Loans was €423.5 million.
Based on the principal outstanding as of December 31, 2024, each one eighth percentage point increase in the EURIBOR rate would have correspondingly increased our interest expense on the senior secured credit facilities by approximately $0.6 million per annum.
Based on the principal outstanding as of December 31, 2025, each one eighth percentage point increase in the EURIBOR rate would have correspondingly increased our interest expense on the senior secured credit facilities by approximately $0.6 million per annum.
The contracts during the current period have not been designated as hedges as defined by ASC 815, “Derivatives and Hedging,” and therefore gains and losses arising from revaluation of these forward contracts are recorded as “ Foreign exchange gain (loss) – net ” in our Consolidated Statements of Operations in the periods in which the exchange rates fluctuate.
The contracts during the current period have not been designated as hedges as defined by ASC 815, “ Derivatives and Hedging ,” and therefore gains and losses arising from revaluation of these forward contracts are recorded as “Foreign exchange gain (loss) – net” in our Consolidated Statements of Operations in the periods in which the exchange rates fluctuate.
On February 21, 2025, Getty Images amended the Existing Credit Agreement, pursuant to which, among other things, the Original USD Term Loans were repaid in full and the Dollar Fixed Rate Term B-1 Loans were incurred. The Dollar Fixed Rate Term B-1 Loans are subject to a fixed interest rate.
On February 21, 2025, Getty Images amended the Existing Credit Agreement, pursuant to which, among other things, the 2019 USD Term Loans were repaid in full and 2025 USD Term Loans were incurred. The 2025 USD Term Loans are subject to a fixed interest rate.
For each of the years ended December 31, 2024 and 2023, we derived approximately 43% of our revenue from operations outside the United States. Getty Images and its subsidiaries enter into transactions that are denominated in currencies other than Getty Images’ functional currency, including the Euro and British pounds.
For each of the years ended December 31, 2025 and 2024, we derived approxima tely 44% of ou r revenue from operations outside the United States. Getty Images and its subsidiaries enter into transactions that are denominated in currencies other than Getty Images’ functional currency, including the Euro and British pounds.
Some of these transactions result in foreign currency denominated assets and liabilities that are revalued each month. Upon revaluation, transaction gains and losses are generated, which, with the exception of those related to long-term intercompany balances, are reported as exchange gains and losses in our Consolidated Statements of Operations in the periods in which the exchange rates fluctuate.
Upon revaluation, transaction gains and losses are generated, which, with the exception of those related to long-term intercompany balances, are reported as exchange gains and losses in our Consolidated Statements of Operations in the periods in which the exchange rates fluctuate.
Please refer to “ Note 23 — Subsequent Events ” in our consolidated financial statements for more discussion on the Refinancing Amendment. Foreign currency market risk We are exposed to foreign currency risk by virtue of our international operations.
Prior to the Amendment Effective Date, Getty Images was exposed to fluctuations in Adjusted Term SOFR on the 2019 USD Term Loans. Foreign currency market risk We are exposed to foreign currency risk by virtue of our international operations.
Removed
As of December 31, 2024, the applicable Adjusted Term SOFR was above said floor. To offset our exposure to interest rate changes, Getty Images entered into interest rate swap agreements with notionals of $355.0 million. These swap arrangements also had an embedded floor of 0.00%. The interest rate swap agreement matured February 19, 2024.
Added
Some of these transactions result in foreign currency 72 Table of Contents denominated assets and liabilities that are revalued each month.
Removed
Based on $579.2 million of principal outstanding as of December 31, 2024 on our USD Term Loan of our senior secured credit facility, each one eighth percentage point increase in the Adjusted Term SOFR rate thereafter would have correspondingly increased our interest expense on the senior secured credit facilities by approximately $0.7 million per annum.
Removed
We were also exposed to changes in EURIBOR interest rates on the EUR Term Loans, subject to a minimum floor of 0.00%. As of December 31, 2024, the principal outstanding of our EUR Term Loans of the senior secured term was €419.0 million.
Removed
As of the Amendment Effective Date, Getty Images is no longer exposed to fluctuation in Adjusted Term SOFR). Getty Images continues to be exposed to changes in 73 Table of Conten ts EURIBOR interest rates on the Euro Term B-1 Loans under the Amended Credit Agreement.

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