STOCK TITAN

Asure Software (Nasdaq: ASUR) grows Q2 sales 23% and sets 2026 guidance

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Asure Software, Inc. reported strong second-quarter 2026 results with revenue of $37.1 million, up 23% from $30.1 million, driven by recurring revenue of $34.0 million, up 19%. Net loss narrowed to $4.4 million from $6.1 million as EBITDA improved to $4.6 million and adjusted EBITDA to $7.7 million. GAAP gross profit rose to $25.1 million, while non‑GAAP gross profit reached $27.1 million with a 73% margin.

For the first half of 2026, revenue was $79.9 million, up 23%, and net loss decreased to $3.8 million. Management highlighted broad-based growth, higher product attach rates and momentum from its AsureWorks offering. Guidance calls for third‑quarter 2026 revenue of $38.0–$40.0 million and full‑year 2026 revenue of $159.0–$163.0 million, with adjusted EBITDA of $8.0–$10.0 million for the third quarter and 24%–25% for 2026.

Positive

  • Q2 2026 revenue grew 23% year over year to $37.1 million, with recurring revenue up 19%, reflecting continued demand for Asure’s cloud-based HCM solutions.
  • Adjusted EBITDA rose to $7.7 million in Q2 2026 from $5.2 million a year earlier, and guidance targets $159.0–$163.0 million 2026 revenue with adjusted EBITDA of 24%–25%.

Negative

  • None.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $37.113 million Up 23% from $30.124 million in Q2 2025
Q2 2026 Recurring Revenue $33.958 million Up 19% from $28.596 million in Q2 2025
Q2 2026 Net Loss $4.443 million Compared with $6.123 million net loss in Q2 2025
Q2 2026 Adjusted EBITDA $7.740 million Versus $5.242 million in Q2 2025
First-half 2026 Revenue $79.870 million Up 23% from the prior-year first half
FY 2026 Revenue Guidance $159.0–$163.0 million Projected full-year 2026 revenue range
Q3 2026 Revenue Guidance $38.0–$40.0 million Projected revenue for the third quarter of 2026
Total Assets $477,878 In thousands, total assets as of June 30, 2026
Adjusted EBITDA financial
"Adjusted EBITDA(1) of $7.7 million versus $5.2 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Non-GAAP gross profit financial
"Non-GAAP gross profit(1) of $27.1 million (margin of 73%)"
Non-GAAP gross profit is a way companies measure how much money they make from selling their products or services, excluding some expenses that are usually included in standard calculations. It matters because it can give a clearer picture of the company's core earning ability, helping investors understand its performance without certain accounting adjustments.
Funds held for clients financial
"Funds held for clients | 178,915 | | | 228,111"
Money a financial firm or service provider keeps on behalf of its customers rather than claiming it as the firm’s own cash. Like a bank holding your paycheck in a locked safe for you, these client funds are kept separate to protect customers and meet legal rules; for investors, that separation matters because it reduces the firm’s usable cash, creates custody and reputational risk if mishandled, and affects how the company reports liabilities and liquidity.
Client fund obligations financial
"Client fund obligations | 179,836 | | | 228,482"
Human Capital Management technical
"provider of cloud-based Human Capital Management software solutions"
Human capital management is a company’s system for recruiting, training, organizing, paying and retaining its workforce—like running a sports team or orchestra to ensure the right people with the right skills are in the right roles. Investors care because how well a firm manages its people affects productivity, costs, staff turnover and the company’s ability to execute strategy, which in turn influences future profits, cash flow and valuation.
Share-based compensation financial
"Share-based compensation | 4,281 | | | 3,754"
Share-based compensation is when a company pays employees, executives or directors with its own stock or rights to buy stock instead of, or in addition to, cash. Think of it like receiving store gift cards instead of extra paycheck — it can motivate staff to boost the company’s value, but it also increases the number of shares outstanding and can shrink each existing owner’s slice of profits and voting power. Investors watch it because it affects reported earnings, share count and the alignment between management and shareholders.
Q2 2026 Revenue $37.1 million Up 23% from $30.1 million in Q2 2025
Q2 2026 Net Loss $4.4 million Improved from $6.1 million net loss in Q2 2025
Q2 2026 Adjusted EBITDA $7.7 million Increased from $5.2 million in Q2 2025
First-half 2026 Revenue $79.9 million Up 23% from the prior-year first half
First-half 2026 Net Loss $3.8 million Improved from $8.5 million net loss in the prior-year first half
Guidance

Company projects Q3 2026 revenue of $38.0–$40.0 million, full-year 2026 revenue of $159.0–$163.0 million, Q3 2026 adjusted EBITDA of $8.0–$10.0 million, and 2026 adjusted EBITDA of 24%–25%.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What were Asure Software (ASUR)'s key Q2 2026 financial results?

Asure reported Q2 2026 revenue of $37.1 million, up 23% from $30.1 million, with recurring revenue of $34.0 million, up 19%. Net loss narrowed to $4.4 million, while EBITDA reached $4.6 million and adjusted EBITDA $7.7 million.

How did Asure Software (ASUR) perform in the first half of 2026?

For the first half of 2026, Asure generated revenue of $79.9 million, up 23% year over year. Recurring revenue was $71.7 million, up 16%, and net loss improved to $3.8 million from $8.5 million in the prior-year first half.

What guidance did Asure Software (ASUR) give for Q3 2026 and full year 2026?

Asure projects Q3 2026 revenue of $38.0–$40.0 million and adjusted EBITDA of $8.0–$10.0 million. For full-year 2026, it guides to revenue of $159.0–$163.0 million and adjusted EBITDA of 24%–25%.

Is Asure Software (ASUR) profitable based on its Q2 2026 results?

Asure was not yet profitable in Q2 2026, reporting a net loss of $4.4 million. However, this loss improved from $6.1 million a year earlier, alongside higher EBITDA and adjusted EBITDA, indicating better operating performance.

What recent business development did Asure Software (ASUR) highlight?

Asure highlighted an expanded partnership with FRPG Restaurant Rewards, a large group purchasing organization serving independent restaurants. The agreement enhances Asure’s distribution across 20 states and 3,000 members, supporting growth in the independent restaurant segment.
False000088414400008841442026-07-302026-07-300000884144us-gaap:CommonStockMember2026-07-302026-07-300000884144us-gaap:SeriesAPreferredStockMember2026-07-302026-07-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 30, 2026
asuresoftware.jpg
ASURE SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
Delaware1-3452274-2415696
(State or other jurisdiction of incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
405 Colorado Street, Suite 1800 Austin, Texas
78701
(Address of principal executive offices)(Zip Code)
512-437-2700
(Registrant’s Telephone Number, including Area Code)
None
(Former address)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueASUR
The Nasdaq Capital Market
Series A Junior Participating Preferred Share Purchase RightsN/AN/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



Item 2.02.    Results of Operations and Financial Condition

On July 30, 2026, Asure Software, Inc. (the “Company”) issued a press release announcing its financial results for its second quarter ended June 30, 2026 (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 2.02 of this Current Report (including the press release furnished as an exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01.    Financial Statements and Exhibits

(d) Exhibits
Exhibit No.Description
99.1
Press Release issued by Asure Software, Inc. dated July 30, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ASURE SOFTWARE, INC.
Dated: July 30, 2026By:/s/ John Pence
Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer

Exhibit 99.1

asuresoftware.jpg
Asure Announces Second Quarter 2026 Results

Second Quarter 2026 Revenues of $37.1 Million up 23% year over year

Recurring Revenue of $34.0 Million up 19% year over year


AUSTIN, TX – July 30, 2026 – Asure Software, Inc. (Nasdaq: ASUR), a leading provider of cloud-based Human Capital Management software solutions, today reported results for the second quarter ended June 30, 2026.

Second Quarter 2026 Financial Highlights*

Revenue of $37.1 million, up 23% from $30.1 million
Recurring revenue of $34.0 million, up 19% from $28.6 million
Net loss of $4.4 million versus a net loss of $6.1 million
EBITDA(1) of $4.6 million versus $1.4 million
Adjusted EBITDA(1) of $7.7 million versus $5.2 million
Gross profit of $25.1 million versus $19.9 million
Non-GAAP gross profit(1) of $27.1 million (margin of 73%) versus $21.9 million (margin of 73%)

First Half 2026 Financial Highlights*

Revenue of $79.9 million, up 23% from prior year first half
Recurring revenue of $71.7 million, up 16% from prior year first half
Net loss of $3.8 million versus a net loss of $8.5 million in the prior year first half
EBITDA(1) of $14.0 million versus $5.6 million in the prior year first half
Adjusted EBITDA(1) of $20.1 million versus $12.6 million in the prior year first half
Gross profit of $55.5 million versus $44.5 million in the prior year first half
Non-GAAP gross profit(1) of $59.4 million (margin of 74%) versus $48.1 million (margin of 74%) in prior year first half

*Financial metrics are compared to second quarter and the first half of the prior year respectively.

Recent Business Highlights
Announced the expansion of its partnership with Foodservice Restaurant Partners Group’s (“FRPG”) FRPG Restaurant Rewards, one of the nation’s largest Group Purchasing Organizations serving independent restaurant operators. The expanded agreement strengthens Asure’s distribution within FRPG’s network, which spans 20 states and 3,000 members, and is expected to further position the Company to capture market share in the large and underserved independent restaurant segment.

(1) This financial measure is not calculated in accordance with GAAP and is defined on page 3 of this press release. A reconciliation of this non-GAAP measure to the most applicable GAAP measure begins on page 10 of this release.
1




Management Commentary

"We are very pleased to deliver another solid quarter of revenue growth for the second quarter of 2026 with revenues increasing 23% from a year ago to $37.1 million. The contributors to our success this quarter were broad based across business lines and during the quarter we experienced improved organic growth as well as increased gross margins versus the prior year period. We also continue to experience improving attach rates with our products and the launch of AsureWorks® has continued its positive trends with a healthy pipeline of deals," said Asure Chairman and CEO Pat Goepel.

"As we look to the second half of 2026, we remain focused on increasing product attach rates with our clients, continuing to advance our AI capabilities while building on our sales and marketing efforts to further our growth trend. Given the investments we have made and the business trends we experienced in the first half of the year, we believe we are in a strong position to achieve our growth and profitability goals for 2026."


Third Quarter 2026 and Full Year 2026 Revenue Guidance Ranges

The Company provides guidance for the third quarter of 2026 and full year 2026 based on the Company’s year-to-date results and recent business trends.

Guidance for 2026

Guidance RangeQ3-2026FY-2026
Revenue$38.0 M – 40.0 M$159.0 M – 163.0 M
Adjusted EBITDA(1)
$8.0 M – 10.0 M24% – 25%


Management uses GAAP, non-GAAP and adjusted measures when planning, monitoring, and evaluating the Company’s performance. The primary purpose of using non-GAAP and adjusted measures is to provide supplemental information that may prove useful to investors and to enable investors to evaluate the Company’s results in the same way management does.

Management believes that supplementing GAAP disclosures with non-GAAP and adjusted disclosures provides investors with a more complete view of the Company’s operational performance and allows for meaningful period-to-period comparisons and analysis of trends in the Company’s business. Further, to the extent that other companies use similar methods in calculating adjusted financial measures, the provision of supplemental non-GAAP and adjusted information can allow for a comparison of the Company’s relative performance against other companies that also report non-GAAP and adjusted operating results.

Management has not provided a reconciliation of guidance of GAAP to non-GAAP or adjusted disclosures because management is unable to predict the nature and materiality of non-recurring expenses without unreasonable effort.

Management’s projections are based on management’s current beliefs and assumptions about the Company's business, and the industry and the markets in which it operates; there are known and unknown risks and uncertainties associated with these projections. There can be no assurance that our actual results will not differ from the guidance set forth above. The Company assumes no obligation to update publicly any forward-looking statements, including its 2026 earnings guidance, whether as a result of new information, future events or otherwise. Please refer to the “Use of Forward-Looking Statements” disclosures on page 5 of this press release as well as the risk factors in our quarterly and annual reports on file with the Securities and Exchange Commission for more information about risk that affect our business and industry.
(1) This financial measure is not calculated in accordance with GAAP and is defined on page 4 of this press release. A reconciliation of this non-GAAP measure to the most applicable GAAP measure begins on page 11 of this release.
2




Conference Call Details

Asure management will host a conference call on Thursday, July 30, 2026, at 3:30 pm Central (4:30 pm Eastern). Asure Chairman and CEO Pat Goepel and CFO John Pence will participate in the conference call followed by a question-and-answer session. The conference call will be broadcast live and available for replay via the investor relations section of the Company’s website. Analysts may participate on the conference call by dialing 877-407-9219 or 201-689-8852.

About Asure Software, Inc.

Asure (Nasdaq: ASUR) provides cloud-based Human Capital Management (HCM) software solutions that assist organizations of all sizes in streamlining their HCM processes. Asure's suite of HCM solutions includes HR, payroll, time and attendance, benefits administration, payroll tax management, and talent management. The company's approach to HR compliance services incorporates AI technology to enhance scalability and efficiency while prioritizing client interactions. For more information, please visit www.asuresoftware.com.

Non-GAAP and Adjusted Financial Measures

This press release includes information about non-GAAP gross profit, non-GAAP sales and marketing expense, non-GAAP general and administrative expense, non-GAAP research and development expense, EBITDA, EBITDA margin, adjusted EBITDA, and adjusted EBITDA margin. These non-GAAP and adjusted financial measures are measurements of financial performance that are not prepared in accordance with U.S. generally accepted accounting principles and computational methods may differ from those used by other companies. Non-GAAP and adjusted financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with the Company’s Condensed Consolidated Financial Statements prepared in accordance with GAAP. Non-GAAP and adjusted financial measures are reconciled to GAAP in the tables set forth in this release and are subject to reclassifications to conform to current period presentations.

Non-GAAP gross profit differs from gross profit in that it excludes amortization, share-based compensation, and one-time items.

Non-GAAP sales and marketing expense differs from sales and marketing expense in that it excludes share-based compensation and one-time items.

Non-GAAP general and administrative expense differs from general and administrative expense in that it excludes share-based compensation and one-time items.

Non-GAAP research and development expense differs from research and development expense in that it excludes share-based compensation and one-time items.

EBITDA differs from net income (loss) in that it excludes items such as interest, income taxes, depreciation, and amortization. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

Adjusted EBITDA differs from EBITDA in that it excludes share-based compensation, other income (expense), net and one-time expenses. Asure is unable to predict with reasonable certainty the ultimate outcome of these exclusions without unreasonable effort.

All adjusted and non-GAAP measures presented as “margin” are computed by dividing the applicable adjusted financial measure by total revenue.

Specifically, as applicable to the respective financial measure, management is adjusting for the following items when calculating non-GAAP and adjusted financial measures as applicable for the periods presented. No additional adjustments have been made for potential income tax effects of the adjustments based on the Company’s current and anticipated de minimis effective federal tax rate, resulting from the Company’s continued losses for federal tax purposes and its tax net operating loss balances.

3




Share-Based Compensation Expenses. The Company’s compensation strategy includes the use of share-based compensation to attract and retain employees and executives. It is principally aimed at aligning their interests with those of our stockholders and at long-term employee retention, rather than to motivate or reward operational performance for any particular period. Thus, share-based compensation expense varies for reasons that are generally unrelated to operational decisions and performance in any particular period.

Depreciation. The Company excludes depreciation of fixed assets. Also included in the expense is the depreciation of capitalized software costs.

Amortization of Purchased Intangibles. The Company views amortization of acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s research and development efforts, trade names, customer lists and customer relationships, and acquired lease intangibles, as items arising from pre-acquisition activities determined at the time of an acquisition. While these intangible assets are continually evaluated for impairment, amortization of the cost of purchased intangibles is a static expense, one that is not typically affected by operations during any particular period.

Interest Expense, Net. The Company excludes accrued interest expense, the amortization of debt discounts and deferred financing costs.

Income Taxes. The Company excludes income taxes, both at the federal and state levels.

One-Time Expenses. The Company’s adjusted financial measures exclude the following costs to normalize comparable reporting periods, as these are generally non-recurring expenses that do not reflect the ongoing operational results. These items are typically not budgeted and are infrequent and unusual in nature.

Settlements, Penalties and Interest. The Company excludes legal settlements, including separation agreements, penalties and interest that are generally one-time in nature and not reflective of the operational results of the business.

Acquisition and Transaction Related Costs. The Company excludes these expenses as they are transaction costs and expenses that are generally one-time in nature and not reflective of the underlying operational results of our business. Examples of these types of expenses include legal, accounting, regulatory, other consulting services, severance and other employee costs.

Other non-recurring Expenses. The Company excludes these as they are generally non-recurring items that are not reflective of the underlying operational results of the business and are generally not anticipated to recur. Some examples of these types of expenses, historically, have included write-offs or impairments of assets, demolition of office space and cybersecurity consultants.

Other (Expense) Income, Net. The Company’s adjusted financial measures exclude Other (Expense) Income, Net because it includes items that are not reflective of the underlying operational results of the business, such as loan forgiveness, adjustments to contingent liabilities and credits earned as part of the CARES Act, passed by Congress in the wake of the coronavirus pandemic.
4




Use of Forward-Looking Statements

This press release contains certain statements made by management that may constitute “forward-looking” statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements about our financial results may include expected or projected U.S GAAP and other operating and non-operating results. The words “believe,” “may,” “will,” “estimate,” “projects,” “anticipate,” “intend,” “expect,” “should,” “plan,” and similar expressions are intended to identify forward-looking statements. Examples of forward-looking statements include statements we make regarding our operating performance, future results of operations and financial position, revenue growth, earnings or other projections. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. The achievement or success of the matters covered by such forward-looking statements involves risks, uncertainties and assumptions, over many of which we have no control. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our results could differ materially from the results expressed or implied by the forward-looking statements we make. The risks and uncertainties referred to above include—but are not limited to—risks associated with breaches of our security measures; possible fluctuations in our financial and operating results; potential financing needed to meet future capital requirements; access to additional capital; volatility and weakness in bank and capital markets; the financial and other impact of any previous and future acquisitions; privacy concerns and laws and other regulations that may limit the effectiveness of our applications; inability to adopt new or correctly interpret existing money service and money transmitter business status; risk of our software and solutions not functioning adequately; interruptions, delays or changes in our services or our Web hosting; significant costs as a result of operating as a public company; economic and governmental interruptions to supply chains; risks related to weaknesses in internal control; the inability to continue to release timely updates for changes in laws; the inability to develop new and improved versions of our services and technological developments; customer’s nonrenewal of their agreements and other similar changes; the exposure of market, interest, credit and liquidity risk on client funds held in trust; our operations in highly competitive markets; risks that our clients could have insufficient funds, limitations in the ability to transmit ACH transactions; the nature of our business model; impairment of intangible assets; litigation and any related claims, negotiations and settlements, including with respect to intellectual property matters or industry-specific regulations; market demand of our Software-as-a-Service offerings; adverse effects to our business a result of claims, lawsuits, and other proceedings; adverse material effects caused by advancements and adoption of artificial intelligence; issues in the use of artificial intelligence in our HCM products and services; adverse changes to financial accounting standards to us; intellectual property risks associated with the use of open source software; failures of our service providers; factors affecting our deferred tax assets and ability to value and utilize them; inability to maintain third-party licensed software; evolving regulation of the Internet, changes in the infrastructure underlying the Internet or interruptions in Internet services; the expiration of Employee Retention Tax Credits (“ERTC”) and the impact of recent regulatory and other measures by governmental authorities-regarding ERTC claims and the corresponding cash collections of existing receivables; our ability to hire, retain and motivate employees and manage our growth; potential enactment of adverse tax laws, regulation, political, economic and social factors; potential sales of a substantial number of shares of our common stock along with its volatility; and risks associated with potential equity-related transactions including dividends, rights under the stockholder plan to discourage certain actions and other impacts as a result of actions of our stockholders.
Please review the Company’s risk factors in its annual report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2026.

The forward-looking statements, including the financial guidance and 2026 outlook, contained in this press release represent the judgment of the Company as of the date of this press release, and the Company expressly disclaims any intent, obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in the Company’s expectations with regard to these forward looking statements or any change in events, conditions or circumstances on which any such statements are based. © 2026 Asure Software, Inc. All rights reserved.
5




ASURE SOFTWARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
June 30, 2026December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents$19,679 $25,244 
Accounts receivable, net of allowance for credit losses of $9,717 and $7,206 at June 30, 2026 and December 31, 2025, respectively
13,120 15,859 
Inventory2,048 2,826 
Prepaid expenses and other current assets8,059 6,329 
Total current assets before funds held for clients42,906 50,258 
Funds held for clients178,915 228,111 
Total current assets221,821 278,369 
Property and equipment, net31,515 27,810 
Goodwill115,759 115,759 
Intangible assets, net83,526 87,911 
Operating lease assets, net5,164 6,028 
Other assets, net20,093 15,542 
Total assets$477,878 $531,419 
LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
Current portion of notes payable$6,665 $4,344 
Accounts payable2,035 2,174 
Accrued compensation and benefits4,731 4,723 
Lease liabilities, current1,909 1,956 
Other accrued liabilities6,481 6,422 
Deferred revenue6,730 11,622 
Total current liabilities before client fund obligations28,551 31,241 
Client fund obligations179,836 228,482 
Total current liabilities208,387 259,723 
Long-term liabilities:
Deferred revenue1,185 1,909 
Deferred tax liability3,869 3,264 
Notes payable, net of current portion62,234 63,282 
Lease liabilities, noncurrent4,070 5,221 
Other liabilities370 224 
Total long-term liabilities71,728 73,900 
Total liabilities280,115 333,623 
Stockholders’ equity:
Preferred stock, $0.01 par value; 1,500 shares authorized; none issued or outstanding
— — 
Common stock, $0.01 par value; 44,000 shares authorized; 28,824 and 28,076 shares issued, 28,824 and 28,076 shares outstanding at June 30, 2026 and December 31, 2025, respectively
288 281 
Treasury stock at cost, zero(1) shares at June 30, 2026 and December 31, 2025
— — 
Additional paid-in capital522,060 517,432 
Accumulated deficit(324,170)(320,352)
Accumulated other comprehensive income (loss)(415)435 
Total stockholders’ equity197,763 197,796 
Total liabilities and stockholders’ equity$477,878 $531,419 
(1) The aggregate Treasury stock of prior repurchases of our own common stock was retired and subsequently issued effective January 1, 2024. See the Condensed Consolidated
         Statement of Changes in Stockholders' Equity for the impact of this transaction.


6




ASURE SOFTWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(in thousands, except per share amounts)
Three Months Ended
June 30,
Six Months Ended
June 30,
2026202520262025
Revenue:
Recurring$33,958 $28,596 $71,715 $61,783 
Professional services, hardware and other3,155 1,528 8,155 3,195 
Total revenue37,113 30,124 79,870 64,978 
Cost of sales12,058 10,213 24,345 20,459 
Gross profit25,055 19,911 55,525 44,519 
Operating expenses:
Sales and marketing9,098 8,149 17,862 16,535 
General and administrative12,099 10,968 24,847 22,868 
Research and development1,565 1,273 3,222 3,302 
Amortization of intangible assets4,689 4,173 9,661 8,481 
Total operating expenses27,451 24,563 55,592 51,186 
Income (loss) from operations(2,396)(4,652)(67)(6,667)
Interest income168 277 354 448 
Interest expense(1,753)(809)(3,499)(1,260)
Other income, net— (96)— 92 
Income (loss) from operations before income taxes(3,981)(5,280)(3,212)(7,387)
Income tax expense462 843 606 1,134 
Net income (loss)(4,443)(6,123)(3,818)(8,521)
Other comprehensive income (loss):
Unrealized gain (loss) on marketable securities(262)228 (850)670 
Comprehensive income (loss)$(4,705)$(5,895)$(4,668)$(7,851)
Basic and diluted earnings (loss) per share
Basic$(0.15)$(0.22)$(0.13)$(0.31)
Diluted$(0.15)$(0.22)$(0.13)$(0.31)
Weighted average basic and diluted shares
Basic28,749 27,237 28,586 27,100 
Diluted28,749 27,237 28,586 27,100 



7




ASURE SOFTWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Six Months Ended June 30,
20262025
Cash flows from operating activities:
Net loss$(3,818)$(8,521)
Adjustments to reconcile loss to net cash provided by operations:
Depreciation and amortization14,072 12,155 
Amortization of operating lease assets899 740 
Amortization of debt financing costs and discount653 537 
Non-cash interest expense158 309 
Net accretion of discounts on available-for-sale securities(116)(236)
Provision for expected losses14 20 
Provision for deferred income taxes606 1,134 
Loss on extinguishment of debt— 103 
Net realized gains on sales of available-for-sale securities(1,803)(1,310)
Share-based compensation4,281 3,754 
Gain on disposals of long-term assets— (7)
Changes in operating assets and liabilities:
Accounts receivable2,726 4,512 
Inventory778 53 
Prepaid expenses and other assets(4,443)(1,462)
Operating lease right-of-use assets— 21 
Accounts payable(138)232 
Accrued expenses and other long-term obligations(104)(624)
Lease liabilities(968)(825)
Deferred revenue(5,617)(5,434)
Net cash provided by operating activities7,180 5,151 
Cash flows from investing activities:
Acquisition of intangible assets(4,721)(6,346)
Purchases of property and equipment(472)(393)
Software capitalization costs(6,789)(6,470)
Purchases of available-for-sale securities(23,752)(12,304)
Proceeds from sales and maturities of available-for-sale securities12,529 7,699 
Net cash used in investing activities(23,205)(17,814)
Cash flows from financing activities:
Proceeds from notes payable, net of issuance costs— 57,982 
Payments of notes payable— (5,000)
Debt extinguishment costs— (100)
Payments made on amounts due for the acquisition of intangible assets(449)(1,280)
Net proceeds from (settlements for) common stock transactions(91)1,034 
Net change in client fund obligations(48,647)20,461 
Net cash provided by (used in) financing activities(49,187)73,097 
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents(65,212)60,434 
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period164,703 145,712 
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period$99,491 $206,146 
8




ASURE SOFTWARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(in thousands)
Six Months Ended June 30,
20262025
Reconciliation of cash, cash equivalents, restricted cash, and restricted cash equivalents to the Condensed Consolidated Balance Sheets
Cash and cash equivalents$19,679 $66,000 
Restricted cash and restricted cash equivalents included in funds held for clients79,812 140,146 
Total cash, cash equivalents, restricted cash, and restricted cash equivalents$99,491 $206,146 
Supplemental information:
Cash paid for interest$3,160 $498 
Non-cash investing and financing activities:
Acquisition of intangible assets$167 $1,884 
Notes payable issued for acquisitions$622 $1,150 
Shares issued for acquisitions$445 $— 
9




ASURE SOFTWARE, INC.
RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES
(unaudited)

(in thousands)Q2-26Q1-26Q4-25Q3-25Q2-25Q1-25Q4-24Q3-24
Revenue(1)
$37,113 $42,757 $39,311 $36,252 $30,124 $34,854 $30,792 $29,304 
Gross Profit to non-GAAP Gross Profit
Gross Profit$25,055 $30,470 $27,213 $23,142 $19,911 $24,608 $20,928 $19,704 
Gross Margin67.5 %71.3 %69.2 %63.8 %66.1 %70.6 %68.0 %67.2 %
Share-based Compensation35 42 46 46 46 44 44 44 
Depreciation1,604 1,434 1,419 1,795 1,378 1,369 1,190 1,232 
Amortization - intangibles365 363 362 365 370 50 50 50 
One-time expenses
Settlements, penalties & interest14 224 46 29 25 
Acquisition and transaction costs— — 182 50 — 167 221 367 
Other non-recurring expenses— — — 106 — 84 — 
Non-GAAP Gross Profit$27,073 $32,317 $29,446 $25,401 $21,857 $26,267 $22,542 $21,399 
Non-GAAP Gross Margin72.9 %75.6 %74.9 %70.1 %72.6 %75.4 %73.2 %73.0 %
Sales and Marketing Expense to non-GAAP Sales and Marketing Expense
Sales and Marketing Expense$9,098 $8,764 $7,991 $9,043 $8,149 $8,386 $6,945 $6,680 
Share-based Compensation311 305 276 323 332 322 251 269 
Depreciation— 
One-time expenses
Settlements, penalties & interest39 33 174 57 40 51 78 (5)
Acquisition and transaction costs— — 70 68 30 30 68 
Other non-recurring expenses— — — 1,361 164 — 52 — 
Non-GAAP Sales and Marketing Expense$8,741 $8,425 $7,470 $7,233 $7,582 $7,982 $6,555 $6,347 
General and Administrative Expense to non-GAAP General and Administrative Expense
General and Administrative Expense$12,099 $12,748 $11,308 $11,655 $10,968 $11,900 $9,940 $10,378 
Share-based Compensation1,707 1,709 1,593 1,499 1,419 1,407 1,081 1,187 
Depreciation275 290 284 254 261 244 269 264 
One-time expenses
Settlements, penalties & interest94 262 (494)449 365 492 142 377 
Acquisition and transaction costs391 446 258 427 812 491 282 371 
Other non-recurring expenses435 44 20 189 136 220 253 
Non-GAAP General and Administrative Expense$9,197 $9,997 $9,664 $9,006 $7,922 $9,130 $7,946 $7,926 
Research and Development Expense to non-GAAP Research and Development Expense
Research and Development Expense$1,565 $1,657 $1,123 $1,174 $1,273 $2,029 $2,103 $1,973 
Share-based Compensation78 94 103 99 94 90 87 90 
Depreciation59 13 (1)— — 
One-time expenses
Settlements, penalties & interest33 — 67 17 33 21 — 
Acquisition and transaction costs— — — — — 91 153 195 
Other non-recurring expenses— — — — 35 — 29 — 
Non-GAAP Research and Development Expense$1,395 $1,550 $952 $1,057 $1,112 $1,838 $1,813 $1,688 

(1)Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.
10




ASURE SOFTWARE, INC.
RECONCILIATION OF NON-GAAP AND ADJUSTED FINANCIAL MEASURES (cont.)
(unaudited)

(in thousands)Q2-26Q1-26Q4-25Q3-25Q2-25Q1-25Q4-24Q3-24
Revenue(1)
$37,113 $42,757 $39,311 $36,252 $30,124 $34,854 $30,792 $29,304 
GAAP Net Loss to Adjusted EBITDA
GAAP Net Loss$(4,443)$625 $757 $(5,362)$(6,123)$(2,398)$(3,204)$(3,901)
Interest expense, net1,585 1,560 1,659 1,716 532 280 211 109 
Income taxes462 144 (849)367 843 291 499 170 
Depreciation1,945 1,738 1,705 2,050 1,640 1,614 1,460 1,497 
Amortization - intangibles5,054 5,335 5,397 5,132 4,543 4,358 4,482 4,345 
EBITDA$4,603 $9,402 $8,669 $3,903 $1,435 $4,145 $3,448 $2,220 
EBITDA Margin12.4 %22.0 %22.1 %10.8 %4.8 %11.9 %11.2 %7.6 %
Share-based Compensation2,131 2,150 2,018 1,967 1,891 1,863 1,463 1,591 
One Time Expenses
Settlements, penalties & interest180 303 (29)525 484 581 266 375 
Acquisition and transaction costs391 446 510 545 842 779 665 1,001 
Other non-recurring expenses435 44 1,382 494 136 385 253 
Other expense (income), net— — 192 (220)96 (188)— 
Adjusted EBITDA$7,740 $12,345 $11,363 $8,102 $5,242 $7,316 $6,229 $5,440 
Adjusted EBITDA Margin20.9 %28.9 %28.9 %22.3 %17.4 %21.0 %20.2 %18.6 %

(1)Note that first quarters are seasonally strong as recurring year-end W2/ACA revenue is recognized in this period.


Investor Relations Contact
Patrick McKillop
Vice President, Investor Relations
617-335-5058
patrick.mckillop@asuresoftware.com
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