MNTN names Tony Weisman CEO, replacing Mark Douglas

MNTN said go-to-market execution problems affected revenue and set full-year revenue expectations at $311 million to $314 million.

Available on EDGAR 11/04/2026 - 04:07 PM EST Accepted by SEC EDGAR 11/04/2026 - 04:06 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

MNTN, Inc. reported Q3 2026 revenue of $80.3 million, up 15% year over year; net income was $7.7 million, up 19%, and Adjusted EBITDA was $19.9 million, up 24%. Gross margin was 79%. Cash and cash equivalents were $252.3 million at September 30, 2026, with no borrowings outstanding.

Management said unforeseen go-to-market execution problems affected revenue and updated its outlook. Q4 revenue is expected at $75 million to $78 million and Adjusted EBITDA at $8 million to $10 million. Full-year revenue is expected at $311 million to $314 million, with expected year-over-year growth of 10% at the midpoint excluding the Maximum Effort divestiture and 8% on a GAAP basis; Adjusted EBITDA is expected at $66 million to $68 million.

The board appointed director Tony Weisman President and CEO effective November 2, 2026, succeeding Mark Douglas, whose employment is to end December 3 after 30 days of paid leave. COO Christopher Innes ceased serving in that role effective November 2 and is to leave employment December 1 after 30 days of paid leave. Weisman’s agreement provides a $600,000 base salary, $700,000 target bonus, $500,000 sign-on bonus subject to repayment for certain first-year terminations, options to purchase 1,000,000 shares and 400,000 restricted stock units, each vesting over four years based on continued employment.

3 points · 0 major

PositiveiHow this balance works

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It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

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0 major · 1 point

How the balance works

Positive

• Moderate pointQ3 revenue grew 15% to $80.3 million year over year.
• Moderate pointQ3 net income rose 19% to $7.7 million year over year.
• Moderate pointQ3 Adjusted EBITDA increased 24% to $19.9 million year over year.

Negative

• Moderate pointUnforeseen go-to-market execution problems affected Q3 revenue, according to management.

Filing Explained

The employment agreement adds severance obligations only after a qualifying termination and release: without cause or resignation for good reason, Weisman is entitled to 150% of base salary, a prorated performance bonus and 18 months of health coverage, and if this occurs from three months before to one year after a change in control, the package includes the target bonus and early vesting of time-based equity.

8-K Event Classification

3 items: 2.02, 5.02, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Q3 revenue: $80.3 million; up 15% year over year Q3 net income: $7.7 million; up 19% year over year Q3 Adjusted EBITDA: $19.9 million; up 24% year over year +5 more

8 metrics

Q3 revenue $80.3 million; up 15% year over year Three months ended September 30, 2026

Q3 net income $7.7 million; up 19% year over year Three months ended September 30, 2026

Q3 Adjusted EBITDA $19.9 million; up 24% year over year Three months ended September 30, 2026

Cash and cash equivalents $252.3 million As of September 30, 2026; no borrowings outstanding

Q4 2026 revenue outlook $75 million to $78 million Expected for fourth quarter 2026

Q4 2026 Adjusted EBITDA outlook $8 million to $10 million Expected for fourth quarter 2026

2026 revenue outlook $311 million to $314 million Expected for full year 2026

2026 Adjusted EBITDA outlook $66 million to $68 million Expected for full year 2026

Key Terms

Adjusted EBITDA, GAAP, restricted stock units, change in control

4 terms

Adjusted EBITDA financial

"Adjusted EBITDA is defined as EBITDA"

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.

GAAP financial

"8% year-over-year growth on a GAAP basis"

GAAP, or Generally Accepted Accounting Principles, are a set of standardized rules and guidelines that companies follow when preparing their financial statements. They ensure consistency, transparency, and comparability across different companies, making it easier for investors to understand and compare financial information accurately. This helps investors make informed decisions based on trustworthy and uniform financial reports.

restricted stock units financial

"400,000 restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

change in control financial

"within the period commencing 3 months prior to a change in control"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Earnings Snapshot

Revenue: $80.3 million · Guidance included

Third quarter ended September 30, 2026

Revenue $80.3 million Up 15% year over year

Net income $7.7 million Up 19% year over year

Adjusted EBITDA $19.9 million Up 24% year over year

Guidance

Q4 2026 revenue is expected at $75 million to $78 million and Adjusted EBITDA at $8 million to $10 million. Full-year 2026 revenue is expected at $311 million to $314 million and Adjusted EBITDA at $66 million to $68 million. Expected full-year revenue growth is 10% at the midpoint excluding the Maximum Effort divestiture and 8% on a GAAP basis.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were MNTN's Q3 2026 results?

MNTN reported revenue of $80.3 million, up 15% year over year. Net income was $7.7 million, up 19%, and Adjusted EBITDA was $19.9 million, up 24%. Gross margin was 79%.

What is MNTN's 2026 revenue outlook?

MNTN expects 2026 revenue of $311 million to $314 million and Adjusted EBITDA of $66 million to $68 million. It expects year-over-year revenue growth of 10% at the midpoint excluding the Maximum Effort divestiture and 8% on a GAAP basis. Q4 revenue is expected at $75 million to $78 million.

What severance does MNTN's CEO employment agreement provide?

If employment ends without cause or the CEO resigns for good reason, the agreement provides, in exchange for a release of claims, 150% of annual base salary, a pro-rated bonus based on actual performance, 18 months of continued healthcare coverage at the company's expense, and up to six months to exercise vested options. A separate benefit package applies to qualifying terminations within the agreement's change-in-control period.

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

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0001891027FALSE☐11/01/2600018910272026-11-012026-11-01

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): November 1, 2026

MNTN, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-42664

26-4741839

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

823 Congress Avenue #1827

Austin, TX 78768

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (310) 895-2110

Not applicable

(Former name or former address, if changed since last report)

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 class

Trading Symbol

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

MNTN

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company			☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.    Results of Operations and Financial Condition.

On November 4, 2026, MNTN, Inc. (the “Company”) issued a press release announcing financial results for the quarterly period ended September 30, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The information in this Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 1, 2026, the Company’s Board of Directors (“Board”) appointed Tony Weisman, a member of the Board, to serve as the Company’s President and Chief Executive Officer, effective as of November 2, 2026 (the “Effective Date”). Mr. Weisman succeeds Mark Douglas as President and Chief Executive Officer, who, following 30 days of paid leave, will terminate employment with the Company on December 3, 2026. In his executive capacity, Mr. Weisman will serve as the Company’s principal executive officer, effective as of the Effective Date. In addition, as of the Effective Date, Christopher Innes ceased serving as the Company’s Chief Operating Officer and principal operating officer and, following 30 days of paid leave, will terminate employment with the Company on December 1, 2026.

Biographical information for Mr. Weisman, is included under the caption “Nominees for Election to Three-Year Terms Expiring at the 2029 Annual Meeting” of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 30, 2026 (the “Proxy Statement”), which biography is incorporated by reference herein.

The Company entered into an employment agreement with Mr. Weisman in connection with his commencement of employment. Under the employment agreement, Mr. Weisman is entitled to a base salary of $600,000 and a target bonus opportunity of $700,000. The employment agreement also provides for a sign-on bonus of $500,000 that is subject to repayment in connection with certain terminations of employment within the first year of employment. In addition, the employment agreement provides for Mr. Weisman to be granted an option to purchase 1,000,000 shares of Company Class A common stock and 400,000 restricted stock units, each of which vest over four years based on continued employment. The employment agreement provides that if Mr. Weisman’s employment with the Company is terminated by the Company without cause or if he resigns for good reason, in exchange for a release of claims, he will receive 150% of his annual base salary, a pro-rated bonus based on actual performance, 18 months of continued healthcare coverage at the Company’s expense and up to six months to exercise vested options. In the event such termination occurs within the period commencing 3 months prior to a change in control and ending one year after the change in control, then, in exchange for a release of claims Mr. Weisman is entitled to receive 150% of his annual base salary, 100% of his annual target bonus, 18 months of continued healthcare at the Company’s expense, accelerated vesting of all time-based equity awards and six months to exercise any vested options.

The foregoing description of Mr. Weisman’s employment agreement is qualified in its entirety by reference to the full text of the employment agreement, a copy of which is filed herewith as Exhibit 10.1 and incorporated herein by reference.

Mr. Weisman has also entered into the Company’s standard form of indemnification agreement for directors and officers. As of the Effective Date, Mr. Weisman is no longer eligible to receive compensation under the Company’s Non-Employee Director Compensation Program and forfeited the unvested portion of the restricted stock unit award granted to him as a non-employee director.

Each of Mr. Douglas and Mr. Innes is eligible to receive the payments and benefits to which he is entitled under his respective employment agreement with the Company, as described under the caption “Executive and Director Compensation — Executive Compensation Arrangements” in the Proxy Statement, which description is incorporated herein by reference. In addition, Mr. Innes will have up to 6 months to exercise his vested stock options. In order to receive severance benefits, each of Mr. Douglas and Mr. Innes must timely provide a release of claims against the Company.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
			Exhibit Number						Description
			10.1						Executive Employment Agreement, dated as of November 2, 2026, by and between MNTN, Inc. and Tony Weisman
			99.1						Press release dated November 4, 2026
			104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
						MNTN, INC.
Date:			November 4, 2026			By:			/s/ Patrick A. Pohlen
									Patrick A. Pohlen
									Chief Financial Officer

Exhibit 99.1

MNTN Reports Third Quarter 2026 Results

•Third quarter revenue grew 15% year-over-year to $80.3 million

•Third quarter net income grew 19% to $7.7 million, up from $6.4 million in Q3 2025

•Adjusted EBITDA grew 24% year-over-year to $19.9 million in Q3 2026

•Tony Weisman appointed as President and Chief Executive Officer of MNTN

NEW YORK, New York – November 4, 2026 – MNTN (NYSE: MNTN), a technology platform that brings performance marketing to Connected TV, today announced its operational and financial results for the third quarter ended September 30, 2026.

Today, MNTN also announced Tony Weisman, an experienced leader and current MNTN board member, has been appointed by MNTN’s board as President and Chief Executive Officer, succeeding Mark Douglas. Mr. Weisman brings to MNTN deep marketing expertise and an advertiser’s perspective, having spent his career allocating marketing budgets and driving measurable results. As CMO of Dunkin’ U.S., he oversaw a $500 million marketing budget and expanded digital and loyalty programs during a period of record sales. Previously, he served as CEO of Digitas, the world’s largest digital marketing agency. He currently serves on the boards of Klaviyo (NYSE: KVYO), as Lead Independent Director, and Ibotta (NYSE: IBTA).

Third Quarter 2026 Financial Highlights:

(Unless otherwise noted, all comparisons are relative to the third quarter of 2025).

•Third quarter revenue grew 15% year-over-year to $80.3 million.

•Third quarter gross margin of 79%.

•Third quarter net income increased to $7.7 million, compared to net income of $6.4 million in the prior year period.

•Adjusted EBITDA increased to $19.9 million, representing 25% of revenue, compared to Adjusted EBITDA of $16.0 million, which was 23% of revenue, in Q3 2025.

•The Company ended the quarter with $252.3 million in cash and cash equivalents, and no borrowings outstanding.

Below are tables reconciling revenue growth and gross margin including and excluding the impact of the Maximum Effort divestiture on April 1, 2025. An additional table below outlines the growth in trailing twelve month active PTV customer count.

Revenue and Gross Profit by Quarter

(Dollars in millions)

Revenue			2025															2026
			Q1			Q2			Q3			Q4			2025			Q1			Q2			Q3
MNTN, excluding Maximum Effort			$59.1			$68.5			$70.0			$87.1			$284.7			$73.7			$82.5			$80.3
YoY Growth %			46		%	34		%	31		%	36		%	36		%	25		%	21		%	15		%
Maximum Effort			$5.4			$—			$—			$—			$5.4			$—			$—			$—
YoY Growth %			65		%	n/m			n/m			n/m			(67)		%	n/m			n/m			n/m
MNTN Total1			$64.5			$68.5			$70.0			$87.1			$290.1			$73.7			$82.5			$80.3
YoY Growth			47		%	25		%	23		%	25		%	29		%	14		%	21		%	15		%

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Gross Profit			2025															2026
			Q1			Q2			Q3			Q4			2025			Q1			Q2			Q3
MNTN, excluding Maximum Effort1			$42.4			$52.7			$55.2			$71.5			$221.7			$60.0			$66.3			$63.3
Gross Margin %			72		%	77		%	79		%	82		%	78		%	81		%	80		%	79		%
Maximum Effort			$2.3			-$0.1			$—			$—			$2.2			$—			$—			$—
Gross Margin %			43		%	n/m			n/m			n/m			n/m			n/m			n/m			n/m
MNTN Total1			$44.7			$52.6			$55.2			$71.5			$223.9			$60.0			$66.3			$63.3
Gross Margin %			69		%	77		%	79		%	82		%	77		%	81		%	80		%	79		%

1The sum of the four quarters does not equal the full year amount due to rounding.

Trailing Twelve Months Active PTV Customer Count

			Q3 2024			Q4 2024			Q1 2025			Q2 2025			Q3 2025			Q4 2025			Q1 2026			Q2 2026			Q3 2026
Number of Active PTV Customers (TTM)			1,990			2,225			2,647			3,020			3,316			3,632			3,874			4,225			4,373

“I’ve spent my career understanding how and why marketers spend their money, and MNTN has excellent product market fit,” said Tony Weisman, President and CEO of MNTN. “In a category full of complexity, I love how MNTN keeps it simple: we provide one frictionless platform that allows customers to invest in the CTV channel with clarity, simplicity and measureability. What MNTN needs is operational rigor and I am here to instill a culture of accountability and flawless execution.”

Recent Highlights:

•Board Appointments: Appointed Mike Katz, former President and Chief Business and Product Officer at T-Mobile, to MNTN’s Board of Directors, bringing nearly 30 years of experience building innovative products, scaling businesses and creating a category-defining brand to support MNTN’s next phase of growth.

•Strategic Leadership Appointments: Anna Sayre named Chief Marketing Officer. Anna has been brought on to build on MNTN's strong foundation and sharpen how we tell our performance story. Anna is a data-driven marketing leader with over 20 years of global industry experience, including ten years at Ogilvy and seven years at The Trade Desk, taking a grounded and human-centric approach to brand-building and storytelling. Frank Lee named Senior Vice President of Agency Partnerships. A former Snap executive, Frank brings deep industry expertise to accelerate growth and unlock new business across the agency ecosystem. Lynn Knaak named Senior Vice President of Inside Sales. Most recently at Salesforce as VP of SMB Sales, Lynn brings over 20 years of experience engineering high-growth sales organizations.

•Active Performance TV customers grew approximately 32% year-over-year in the trailing twelve months ended September 30, 2026, as compared to the trailing twelve months ended September 30, 2025.

“Our third quarter revenue increased 15% year-over-year and was impacted by unforeseen execution problems in our go-to-market organization,” said Patrick Pohlen, CFO of MNTN. “We have updated our full year 2026 guidance to reflect how the business is expected to perform as we realign the sales organization and focus on our strategic priorities.”

Fourth Quarter 2026 Outlook:

•Revenue is expected to be between $75 million and $78 million.

•Adjusted EBITDA is expected to be between $8 million and $10 million.

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Updated Full Year 2026 Outlook:

•Revenue is expected to be between $311 million and $314 million, representing expected year-over-year growth of 10% at the midpoint excluding the impact of the Maximum Effort divestiture, and 8% year-over-year growth on a GAAP basis.

•Adjusted EBITDA is expected to be between $66 million and $68 million.

Live Webcast Details:

MNTN management will host a live webcast to discuss these results and provide a business update on Wednesday, November 4, 2026, at 4:30 p.m. Eastern Time.

Date: Wednesday, November 4, 2026

Time: 4:30 PM (ET) / 1:30 PM (PT)

Hosts: Tony Weisman, President and CEO, and Patrick Pohlen, CFO

Webcast: The live webcast, pre-registration for the event, and any related materials can be accessed from both the Quarterly Results and the Events & Presentations page of the MNTN investor relations website at https://ir.mountain.com/.

A replay of the webcast will also be accessible through the MNTN investor relations website shortly following the call and will be available for at least seven days.

About MNTN, Inc.

MNTN (NYSE: MNTN) is the Hardest Working Software in Television™, bringing unrivaled performance and simplicity to Connected TV advertising. Our self-serve technology makes running TV ads as easy as search and social and helps brands drive measurable conversions, revenue, site visits, and more. MNTN was named one of Fast Company’s Most Innovative Companies and Next Big Things in Tech and was recently featured on the cover of INC’s Best in Business Issue. For more information, please visit https://mountain.com/.

Forward-Looking Statements:

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact contained in this press release should be considered forward-looking statements, including, but not limited to, statements regarding our future results of operations and financial position, including our fourth quarter and full year 2026 revenues and Adjusted EBITDA outlook and expectations regarding gross margin improvement, assumptions, prospects, business strategy, and plans and objectives of management for future operations, the performance of our products and benefits to customers, potential partnerships, market opportunity and demand, and industry and market trends. Without limiting the foregoing, in some cases, you can identify forward-looking statements by terms such as “aim,” “anticipate,” “believe,” “can,” “continue,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” or the negative of these terms or other similar expressions, although not all forward-looking statements contain these words.

Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: our dependence on the growth and expansion of CTV and performance marketing using CTV, including if the adoption of CTV by customers develops more slowly than we expect, as well as the reduced growth and expansion of our PTV platform; our dependence on a limited number of large customers and our ability to attract new customers, expand existing customer usage of our platform or achieve our customers’ return on ad spend and other specific campaign goals; our dependence on demand for advertising, including factors that affect the level of demand and resulting amount of spend on general and digital advertising, such as economic downturns, geopolitical conflicts, supply chain shortages, interest rate volatility, labor shortages, actual or perceived instability in the banking industry and inflation and any health epidemics or other contagious outbreaks; our results of operations may fluctuate significantly and may not meet our expectations or those of securities analysts and investors; seasonal fluctuations in the demand for digital advertising and our solutions; our short operating history in PTV; inability to manage our growth effectively, and maintain the quality of our platform as we expand; failure of our sales and marketing

3

efforts to yield the results we seek; our product development and innovation may be inefficient or ineffective; our customers’ material reduction of the use of our platform; errors, defects, or unintended performance problems with our platform; changes or developments in the laws, regulations and industry requirements related to data privacy, data protection, information security and consumer protection, and failure to comply with such laws, regulations and industry requirements; inability to collect, use, and disclose data, including the use of pixels or other similar technologies; the use of digital advertising is rejected by consumers, through opt-in, opt-out, or ad-blocking technologies or other means that limit the effectiveness of our platform; inability to increase the scale and efficiency of our technology infrastructure to support our growth and transaction volumes; incurrence of cyberattacks or privacy or data breaches resulting in platform outages or disruptions; failure to detect or prevent fraud on our platform, or malware intrusion into the systems or devices of our customers and their audiences; the intensely competitive market that we operate in; inability to maintain our corporate culture as we grow or as we adapt to an entirely remote work environment, including if we fail to attract, retain, and motivate key personnel; inability to identify and integrate future acquisitions and new technologies; our reliance on technological intermediaries to purchase ad inventory on behalf of customers; our use of and development of artificial intelligence technologies; the impact of any health epidemics or contagious outbreaks, the ongoing conflicts in Ukraine, the Middle East and tensions between China and Taiwan, and changes in the macroeconomic conditions on global markets, including inflation and interest rate volatility, the advertising industry and our results of operations, and the response by governments and other third parties; unfavorable or otherwise costly outcomes of lawsuits and claims that arise from the extensive laws and regulations to which we are subject; risks related to taxation matters; risks related to the ownership of our Class A common stock; and other important factors discussed in Part II, Item 1A. “Risk Factors” in our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026, as any such factors may be updated from time to time in our other filings with the SEC, including, without limitation, our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026, accessible on the SEC’s website at www.sec.gov and our Investor Relations page on our website at https://ir.mountain.com.

Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations or strategies will be attained or achieved. The forward-looking statements in this release are based on information available to us as of the date hereof, and we disclaim any obligation to update any forward-looking statements, except as required by law. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.

Non-GAAP Financial Measures

We use certain non-GAAP financial measures, including EBITDA and Adjusted EBITDA in this press release. EBITDA is defined as net income (loss) adjusted to exclude depreciation and amortization expense, interest income (expense), net, and income tax provision. Adjusted EBITDA is defined as EBITDA, as further adjusted to exclude stock-based compensation expense, fair value adjustments on outstanding warrants, contingent liabilities, embedded derivatives and convertible debt, acquisition costs including legal costs associated with prior acquisitions, legal and regulatory settlements and reserves, restructuring costs and loss on debt extinguishment, which are items that we believe are not indicative of our core operating performance.

Adjusted EBITDA is a supplemental measure of our performance, is not defined by or presented in accordance with GAAP and should not be considered in isolation or as an alternative to net income (loss), net income (loss) margin or any other performance measure prepared in accordance with GAAP. Adjusted EBITDA is presented because we believe it provides useful supplemental information to investors, analysts, and rating agencies regarding our operating performance and our capacity to incur and service debt and is frequently used by these parties in evaluating companies in our industry. By presenting Adjusted EBITDA we provide a basis for comparison of our business operations between periods by excluding items that we do not believe are indicative of our core operating performance. We believe that investors’ understanding of our performance is enhanced by including this non-GAAP financial measure as a reasonable basis for comparing our ongoing results of operations. Additionally, management uses Adjusted EBITDA as a supplemental measure of our performance because it assists us in comparing the operating performance of our business on a consistent basis between periods, as described above.

Although we use Adjusted EBITDA as described above, Adjusted EBITDA has significant limitations as analytical tools. Some of these limitations include:

•such measure does not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;

•such measure does not reflect changes in, or cash requirements for, our working capital needs;

•such measure does not reflect the interest expense, or the cash requirements necessary to service interest or principal payments on our debt;

4

•such measure does not reflect our tax expense or the cash requirements to pay our taxes;

•although amortization is a non-cash charge, the assets being amortized will often have to be replaced in the future and such measure does not reflect any cash requirements for such replacements; and

•other companies in our industry may calculate such measure differently than we do, thereby further limiting its usefulness as comparative measures.

Due to these limitations, Adjusted EBITDA should not be considered as a measure of discretionary cash available to us to invest in the growth of our business. We compensate for these limitations by relying primarily on our GAAP results and using this non-GAAP measure only supplementally. As noted in the table below, Adjusted EBITDA includes adjustments for items that we believe are not indicative of our core operating performance. It is reasonable to expect that these items will occur in future periods. However, we believe these adjustments are appropriate because the amounts recognized can vary significantly from period-to-period, do not directly relate to the ongoing operations of our business and complicate comparisons of our internal operating results between periods and with the operating results of other companies over time. Each of the normal recurring adjustments and other adjustments described in this paragraph and in the reconciliation table below help management with a measure of our core operating performance over time by removing items that are not related to day-to-day operations. Nevertheless, because of the limitations described above, management does not view Adjusted EBITDA in isolation and also uses other measures, such as revenue, operating income and net income (loss), to measure operating performance.

Set forth below are reconciliations of the Company’s most directly comparable financial measures calculated in accordance with GAAP to these non-GAAP financial measures.

A reconciliation of the Company’s non-GAAP financial measure guidance to the most directly comparable GAAP financial measure cannot be provided without unreasonable efforts and is not provided herein because of the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation and certain other items reflected in our reconciliation of historical non-GAAP financial measures, the amounts of which could be material.

Website Disclosure

Investors and others should note that MNTN announces material financial and operational information to its investors using press releases, SEC filings and public conference calls and webcasts, as well as its investor relations site at ir.mountain.com. MNTN may also use its website as a distribution channel of material information about the company. In addition, you may automatically receive email alerts and other information about MNTN when you enroll your email address by visiting the “Investor Email Alerts” option under the Resources tab on ir.mountain.com.

Investor Relations Contact

ir@mountain.com

Media Contact

press@mountain.com

Source: MNTN, Inc.

5

MNTN, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

			As of
			September 30, 2026						December 31, 2025
Assets
Current assets:
Cash and cash equivalents			$	252,322					$	210,160
Accounts receivable, net			54,014						61,837
Prepaid expenses and other current assets			11,859						14,476
Total current assets			318,195						286,473
Internal use software, net			20,078						17,804
Intangible assets, net			10,749						12,722
Goodwill			51,903						51,903
Deferred tax assets, net			4,855						9,400
Total assets			$	405,780					$	378,302
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses			$	37,029					$	59,543
Accrued payroll and related liabilities			3,529						3,352
Other current liabilities			4,239						5,626
Total current liabilities			44,797						68,521
Other liabilities, non-current			4,580						4,045
Total liabilities			49,377						72,566
Stockholders’ equity:
Common stock			8						7
Additional paid-in capital			604,564						577,043
Treasury stock			(10,025)						(10,025)
Notes receivable from employees			(187)						(181)
Accumulated deficit			(237,957)						(261,108)
Total stockholders’ equity			356,403						305,736
Total liabilities and stockholders’ equity			$	405,780					$	378,302

6

MNTN, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share amounts)

(Unaudited)

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
Revenue			$	80,251					$	70,023					$	236,461					$	202,995
Cost of revenues			16,997						14,789						46,891						50,523
Gross profit			63,254						55,234						189,570						152,472
Operating expenses:
Technology and development			17,460						13,714						48,425						34,054
Sales and marketing			23,818						21,353						76,082						67,335
General and administrative			12,583						11,980						37,660						45,588
Amortization of acquired intangibles			658						657						1,973						1,973
Total operating expenses			54,519						47,704						164,140						148,950
Operating income			8,735						7,530						25,430						3,522
Other income (expense):
Interest income, net			2,643						1,991						6,566						1,544
Other (expense) income, net			—						(1,139)						158						(46,346)
Total other income (expense)			2,643						852						6,724						(44,802)
Income (loss) before income tax provision			11,378						8,382						32,154						(41,280)
Income tax provision			3,709						1,946						9,003						(377)
Net income (loss)			$	7,669					$	6,436					$	23,151					$	(40,903)
Earnings (loss) per share:
Basic			$	0.10					$	0.09					$	0.31					$	(0.95)
Diluted			$	0.10					$	0.08					$	0.29					$	(0.95)
Weighted average shares outstanding:
Basic			74,774,900						73,687,528						74,199,937						43,173,757
Diluted			80,070,505						80,737,188						79,210,576						43,173,757

7

MNTN, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

			Nine Months Ended September 30,
			2026						2025
Cash flows from operating activities:
Net income (loss)			$	23,151					$	(40,903)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Stock-based compensation			18,933						27,242
Change in value of embedded derivative			—						16,574
Change in value of warrant liabilities			—						(3,986)
Change in value of contingent liabilities			(166)						2,919
Change in value of convertible debt, excluding interest			—						4,395
Amortization expense			9,658						7,282
Loss on extinguishment of convertible debt			—						26,436
Accretion of warrant discount on convertible debt			—						949
Interest accrued on convertible debt and short-term note payable			—						1,092
Provision for bad debts			1,536						1,226
Release of indemnification related to QuickFrame Holdback			—						(579)
Interest income from notes receivable			(170)						(146)
Provision for deferred income taxes			4,544						—
Change in operating assets and liabilities:
Accounts receivable			6,287						6,756
Prepaid expenses and other assets			2,781						(4,266)
Accounts payable and accrued expenses			(22,514)						(9,242)
Accrued payroll and related liabilities			177						(448)
Other liabilities			(686)						(8,381)
Net cash provided by operating activities			43,531						26,920
Cash flows from investing activities:
Issuance of short term notes receivable			—						(9,611)
Capitalized internal use software costs			(9,354)						(9,202)
Net cash used in investing activities			(9,354)						(18,813)
Cash flows from financing activities:
Proceeds from issuance of Class A common stock in initial public offering, net of underwriting discounts and commissions			—						125,328
Payments of initial public offering costs			—						(5,389)
Payments on settlement of convertible debt			—						(24,000)
Proceeds from exercises of stock options			198						2,589
Proceeds from issuance of common stock under employee stock purchase plan			1,227						—
Proceeds from repayment of partial recourse promissory note			6,565						—
Employee taxes paid under stock-based compensation plans			(5)						—
Payments to repurchase common stock			—						(10,025)
Net cash provided by financing activities			7,985						88,503
Net increase in cash and cash equivalents			42,162						96,610
Cash and cash equivalents, beginning of period			210,160						82,562
Cash and cash equivalents, end of period			$	252,322					$	179,172

8

MNTN, INC.

RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA

(In thousands)

(Unaudited)

			Three Months Ended September 30,												Nine Months Ended September 30,
			2026						2025						2026						2025
Net income (loss)			$	7,669					$	6,436					$	23,151					$	(40,903)
Interest income, net			(2,643)						(1,991)						(6,566)						(1,544)
Income tax provision			3,709						1,946						9,003						(377)
Amortization expense			3,038						2,480						9,658						7,282
EBITDA			11,773						8,871						35,246						(35,542)
Stock-based compensation expense			6,306						5,558						18,933						27,242
Fair value adjustments			—						1,138						(166)						19,902
Acquisition costs			1,076						408						1,491						1,749
Legal and regulatory settlements and reserves			743						10						743						70
Restructuring costs			—						—						1,491						—
Loss on debt extinguishment			—						—						—						26,436
Adjusted EBITDA			$	19,898					$	15,985					$	57,738					$	39,857

9

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 PRESS RELEASE 243.9 KB

Agreements & Contracts

• EX-10.1 EX-10.1 EMPLOYMENT AGREEMENT 107.2 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB