Shutterstock (NYSE: SSTK) swings to Q2 loss after $173.7M impairment

Rhea-AI Filing Summary

Shutterstock, Inc. reported second-quarter 2026 revenue of $221.8 million, down 17% from a year earlier, with Content revenue of $165.7 million and Data, Distribution and Services revenue of $56.1 million. The company posted a net loss of $155.9 million (‑$4.25 per diluted share) versus net income of $29.4 million, largely due to a non‑cash $173.7 million goodwill impairment after the terminated merger, lower revenue, and charges related to investments, merger costs, legal contingencies and workforce optimization.

On a non‑GAAP basis, adjusted net income was $30.0 million or $0.82 per diluted share, and adjusted EBITDA was $65.1 million with a 29.3% margin, both below prior‑year levels. Cash and cash equivalents were $133.2 million, after a $35.0 million FTC settlement payment; adjusted free cash flow improved to $28.5 million. Subscribers fell to 951,000 and paid downloads to 98.7 million, while average revenue per customer rose to $292. Management highlighted over $70 million of annualized cost reductions already taken and is targeting an additional $60 million by year‑end, and it will not host the planned August 6 earnings call or issue guidance for the remainder of 2026 pending a strategic update.

Positive

• Adjusted free cash flow increased to $28.5 million in Q2 2026, an $11.0 million year-over-year improvement, providing flexibility despite weaker GAAP profitability and significant one-time charges.
• Management reports over $70 million in annualized run-rate operating expense reductions over the past 18 months and is targeting a further $60 million by year-end, which could support margins and future capital allocation.

Negative

• Q2 2026 revenue declined 17% to $221.8 million, with double-digit decreases in both Content and Data, Distribution and Services product lines versus the prior year.
• The company swung to a Q2 2026 net loss of $155.9 million (‑$4.25 per diluted share) from $29.4 million of net income, driven by a $173.7 million goodwill impairment and other charges.
• Shutterstock paid $35.0 million to settle an FTC civil investigative demand and recorded $33.0 million of legal contingency expense year to date, pressuring earnings and cash.
• Key operating metrics deteriorated: subscribers fell to 951,000 from 1,073,000 and paid downloads declined to 98.7 million from 112.6 million, indicating softer customer activity.
• The company will not host its previously scheduled August 6, 2026 earnings call and is not issuing guidance for the remainder of 2026, increasing uncertainty pending a strategic update.

8-K Event Classification

3 items: 2.02, 7.01, 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 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Figures

Q2 2026 Revenue: $221.8 million Q2 2026 Net loss: $155.9 million Goodwill impairment charge: $173.7 million +5 more

8 metrics

Q2 2026 Revenue $221.8 million Second quarter 2026 revenue, down 17% from Q2 2025

Q2 2026 Net loss $155.9 million Net loss in Q2 2026 versus $29.4 million net income in Q2 2025

Goodwill impairment charge $173.7 million Non-cash goodwill impairment recorded in Q2 2026 after terminated merger

Q2 2026 Adjusted EBITDA $65.1 million Adjusted EBITDA for Q2 2026; 29.3% adjusted EBITDA margin

Cash and cash equivalents $133.2 million Cash and cash equivalents balance at June 30, 2026

Adjusted free cash flow $28.5 million Adjusted free cash flow in Q2 2026, an increase of $11.0 million year over year

Subscribers (end of period) 951,000 Subscribers at June 30, 2026, below 1,073,000 a year earlier

FTC settlement payment $35.0 million Cash paid in Q2 2026 to settle an FTC civil investigative demand

Key Terms

goodwill impairment, adjusted EBITDA, civil investigative demand, non-cash equity-based compensation, +2 more

6 terms

goodwill impairment financial

"recorded a non-cash goodwill impairment charge of $173.7 million"

Goodwill impairment occurs when a company’s valued reputation or brand strength, known as goodwill, is found to be worth less than previously recorded on its financial statements. This usually happens when the company's performance declines or market conditions change, signaling that the expected benefits from acquisitions or brand value are no longer as strong. It matters to investors because it can indicate that a company's assets are less valuable than initially thought, potentially affecting its overall financial health.

adjusted EBITDA financial

"Adjusted EBITDA of $65.1 million for the second quarter of 2026 decreased"

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.

civil investigative demand regulatory

"settlement of the FTC’s civil investigative demand on the Company’s subscription"

non-cash equity-based compensation financial

"Non-cash equity-based compensation of $12.5 million in the quarter"

constant currency basis financial

"revenue growth on a constant currency basis expressed as a percentage"

A "constant currency basis" is a way companies compare financial results by removing the effects of changing exchange rates between different currencies. It helps show how the business is really performing, without the confusion caused by currency value swings, much like adjusting for inflation to see true growth.

adjusted free cash flow financial

"Adjusted free cash flow was $28.5 million for the second quarter of 2026"

Adjusted free cash flow is the amount of money a company generates from its operations after accounting for essential expenses and investments, like maintaining or upgrading equipment. It shows how much cash is truly available to grow the business, pay debts, or return to shareholders, helping investors see the company's financial health more clearly.

Earnings Snapshot

Revenue: $221.8 million · Guidance included

Quarter ended June 30, 2026

Revenue $221.8 million Decreased 17% from the second quarter of 2025

Net (loss) / income $(155.9) million Down from $29.4 million net income in the second quarter of 2025

Net loss per diluted share $(4.25) Down from $0.82 earnings per diluted share in Q2 2025

Adjusted net income $30.0 million Down from $42.9 million in the second quarter of 2025

Adjusted EBITDA $65.1 million Decreased by $17.1 million versus the second quarter of 2025

Adjusted free cash flow $28.5 million Increased by $11.0 million versus the second quarter of 2025

Guidance

The company is not issuing guidance for the remainder of 2026 and has canceled the August 6, 2026 earnings call pending a strategic update.

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

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Available on EDGAR 08/05/2026 - 06:03 AM Accepted by SEC EDGAR 08/04/2026 - 06:46 PM Learn about SEC filing dates

FAQ

How did Shutterstock (SSTK) perform financially in Q2 2026?

Shutterstock reported Q2 2026 revenue of $221.8 million, down 17% year over year, and a net loss of $155.9 million or -$4.25 per diluted share. Non-GAAP adjusted net income was $30.0 million and adjusted EBITDA was $65.1 million, both below prior-year levels.

What drove Shutterstock’s (SSTK) Q2 2026 net loss?

The $155.9 million Q2 2026 net loss was mainly driven by a non-cash $173.7 million goodwill impairment after a terminated merger. Additional factors included revenue declines, $3.7 million of merger costs, $5.0 million of legal contingency expense, investment losses and workforce optimization expenses.

How did Shutterstock’s (SSTK) revenue mix look in Q2 2026?

In Q2 2026, Shutterstock generated $165.7 million of Content revenue and $56.1 million from Data, Distribution and Services. Content represented 75% of total revenue and declined 17% year over year, while Data, Distribution and Services represented 25% and declined 16%.

What is Shutterstock’s (SSTK) cash and liquidity position after Q2 2026?

Shutterstock ended June 30, 2026 with $133.2 million in cash and cash equivalents. Operating cash flow was roughly flat for the quarter, reflecting a $35.0 million payment to settle an FTC matter, while adjusted free cash flow improved to $28.5 million.

What cost reduction actions is Shutterstock (SSTK) undertaking?

Management states it has implemented over $70 million in annualized run-rate operating expense reductions over the past 18 months. The company is targeting an additional $60 million in annualized reductions by the end of 2026 to support profitability and capital allocation flexibility.

Did Shutterstock (SSTK) provide guidance or hold an earnings call for Q2 2026?

Shutterstock will not host the conference call originally scheduled for August 6, 2026 and is not issuing guidance for the remainder of 2026. Management cited a pending strategic update and plans to discuss its refined long-term strategy in the coming weeks.

How are Shutterstock’s (SSTK) key operating metrics trending?

For Q2 2026, subscribers declined to 951,000 from 1,073,000 and paid downloads fell to 98.7 million from 112.6 million. However, average revenue per customer over the last twelve months increased to $292 from $266, indicating higher spend among active customers.

false000154934600015493462026-08-042026-08-04

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): August 4, 2026

Shutterstock, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-35669		80-0812659
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

350 Fifth Avenue, 20th Floor

New York, NY 10118

(Address of principal executive offices, including zip code)

(646) 710-3417

(Registrant’s telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, 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
Common Stock, $0.01 par value per share	SSTK	NYSE

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 August 4, 2026, Shutterstock, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal period ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 attached 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 into 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 7.01 Regulation FD Disclosure.

The information provided above in “Item 2.02 Results of Operations and Financial Condition” is incorporated by reference in this Item 7.01.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press release entitled “Shutterstock Reports Second Quarter 2026 Financial Results” dated August 4, 2026
104		Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

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

	SHUTTERSTOCK, INC.
Dated: August 4, 2026	By:	/s/ Rik Powell
		Rik Powell
		Chief Financial Officer & Interim Chief Executive Officer

Exhibit 99.1

 

Shutterstock Reports Second Quarter 2026 Financial Results

New York, NY - August 4, 2026 - Shutterstock, Inc. (NYSE: SSTK) (the “Company”), a family of brands delivering scalable creative and GenAI solutions to help customers fuel great work, today announced financial results for the second quarter ended June 30, 2026.

Commenting on the Company’s performance, Rik Powell, the Company’s Interim Chief Executive Officer and Chief Financial Officer, said, “Following the termination of our proposed merger, we have moved quickly to strengthen our balance sheet, reduce our cost structure, and sharpen our focus on the areas with the greatest potential and are approaching every aspect of the business with discipline and urgency. We have taken significant cost actions over the past 18 months that equate to over $70 million of annualized run-rate operating expense reductions and are targeting an additional $60 million in annualized run-rate operating expense reductions by the end of the year. These actions will give us greater optionality in our capital allocation strategy.”

He continued, “While we recognize the challenges in front of us, Shutterstock remains a company with meaningful strategic assets, including a globally recognized brand, one of the world’s largest and most diverse commercially licensed content libraries, a differentiated Data and AI Services business, our unique GIPHY platform, and strong cash generation. Together, these strengths provide a solid foundation as we refine our long-term strategy and position the business for its next phase of growth which we look forward to discussing in the coming weeks.”

EARNINGS TELECONFERENCE INFORMATION

In light of the pending strategic update, the Company will no longer be hosting the conference call originally scheduled for August 6, 2026 or issuing guidance for the remainder of 2026.

Second Quarter 2026 highlights as compared to Second Quarter 2025:

Financial Highlights

• Revenues were $221.8 million compared to $267.0 million.

• Net loss was $155.9 million compared to net income of $29.4 million.

◦ Net loss includes a $163.4 million non-cash, after-tax goodwill impairment charge.

• Net loss per diluted common share was $4.25 compared to net income per diluted common share of $0.82.

• Adjusted net income was $30.0 million compared to $42.9 million.

• Adjusted net income per diluted common share was $0.82 compared to $1.19.

• Adjusted EBITDA was $65.1 million compared to $82.2 million.

1

SECOND QUARTER RESULTS

Revenue

Second quarter revenue of $221.8 million decreased by $45.2 million or 17% as compared to the second quarter of 2025.

Revenue from our Content product offering decreased by $34.1 million, or 17%, as compared to the second quarter of 2025, to $165.7 million. The reduction in our Content revenue was driven primarily by weakness in new customer acquisition. Content revenue represented 75% of our total revenue in the second quarter of 2026.

Revenue generated from our Data, Distribution, and Services product offering decreased by $11.1 million, or 16%, as compared to the second quarter of 2025, to $56.1 million, and represented 25% of second quarter revenue in 2026. Revenue recognition in our data offering may vary from quarter-to-quarter based on the delivery timing of metadata licenses.

2

Net income and net income per diluted common share

Net income decreased by $185.4 million to a net loss of $155.9 million in the second quarter of 2026, compared to net income of $29.4 million for the second quarter of 2025. Net loss per diluted common share was $4.25, as compared to net income per diluted common share of $0.82 for the same period in 2025. In the second quarter of 2026, the Company recorded a non-cash goodwill impairment charge of $173.7 million resulting from the decline in the Company’s fair value after the announcement of the terminated merger agreement. Additionally, the Company had further declines in revenue, with operating costs not declining at a similar rate, as well as $3.0 million of unrealized losses related to our investment in Meitu, Inc, $3.7 million of Merger related costs, $5.0 million of legal contingency expenses and $3.0 million of workforce optimizations expenses.

Adjusted net income and adjusted net income per diluted common share

Adjusted net income of $30.0 million in the second quarter of 2026 decreased by $12.9 million, compared to adjusted net income of $42.9 million for the second quarter of 2025, primarily due to the decline in revenue.

Adjusted net income per diluted common share was $0.82, compared to $1.19 for the second quarter of 2025.

Adjusted EBITDA

Adjusted EBITDA of $65.1 million for the second quarter of 2026 decreased by $17.1 million, or 21%, as compared to the second quarter of 2025, primarily due to the decline in revenue.

Net loss margin of 70.3% for the second quarter of 2026 decreased by 81.3%, as compared to net income margin of 11.0% in the second quarter of 2025. The adjusted EBITDA margin of 29.3% for the second quarter of 2026 decreased by 1.5%, as compared to 30.8% in the second quarter of 2025.

3

SECOND QUARTER LIQUIDITY

Our cash and cash equivalents decreased by $29.3 million to $133.2 million at June 30, 2026, as compared with $162.5 million as of March 31, 2026. This was driven by $0.6 million of net cash used in operating activities, including a $35.0 million payment for the settlement of the FTC’s civil investigative demand on the Company’s subscription disclosure and enrollment and cancellation practices. In addition, the Company had $18.5 million of net cash used in financing activities and $10.1 million of net cash used in investing activities.

Net cash for operating activities was driven by the $35.0 million payment to the FTC. This was offset by cash generation from our business operations and changes in the timing of cash collections from our customers and payments pertaining to operating expenses. In addition, cash flows for the three months ended June 30, 2026 were unfavorably impacted by $3.0 million of expenses related to the Getty Images proposed merger.

Cash used in investing activities for the three months ended June 30, 2026 consisted of $10.1 million related to capital expenditures, $0.1 million of content acquisition, partially offset by $0.1 million related to the receipt of the Giphy Retention Compensation, as reimbursed by the Giphy seller.

Cash used in financing activities for the three months ended June 30, 2026 consisted of $13.2 million related to the payment of the quarterly cash dividend, $4.5 million paid in settlement of tax withholding obligations related to employee stock-based compensation awards, and $0.8 million used for the repayment of our credit facility.

Adjusted free cash flow was $28.5 million for the second quarter of 2026, an increase of $11.0 million from the second quarter of 2025.

4

KEY OPERATING METRICS

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				20255
Subscribers (end of period)(1)			951,000				1,073,000				951,000				1,073,000
Subscriber revenue (in millions)(2)		$	99.8			$	108.0			$	203.6			$	217.9
Average revenue per customer (last twelve months)(3)		$	292			$	266			$	292			$	266
Paid downloads (in millions)(4)			98.7				112.6				202.8				233.5

_____________________________________________________

Subscribers, Subscriber Revenue and Average Revenue Per Customer from acquisitions are included in these metrics beginning twelve months after the closing of the respective business combination. Accordingly, the metrics include Subscribers, Subscriber revenue, and Average revenue per customer from Backgrid beginning February 2025. 2025 metrics include the counts and revenues from Envato, which was acquired in July 2024.

(1) Subscribers is defined as those customers who purchase one or more of our monthly recurring products for a continuous period of at least three months, measured as of the end of the reporting period.

(2) Subscriber revenue is defined as the revenue generated from subscribers during the period.

(3) Average revenue per customer is calculated by dividing total revenue for the last twelve-month period by customers. Customers is defined as total active, paying customers that contributed to total revenue over the last twelve-month period.

(4) Paid downloads is the number of downloads that our customers make in a given period of our content. Paid downloads exclude content related to our Studios business, downloads of content that are offered to customers for no charge, including our free trials and metadata delivered through our data deal offering.

5

NON-GAAP FINANCIAL MEASURES

To supplement Shutterstock’s consolidated financial statements presented in accordance with the accounting principles generally accepted in the United States, or GAAP, Shutterstock’s management considers certain financial measures that are not prepared in accordance with GAAP, collectively referred to as non-GAAP financial measures, including adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income per diluted share, revenue growth (including by distribution channel) on a constant currency basis (expressed as a percentage), and adjusted free cash flow.

Shutterstock defines adjusted EBITDA as net income adjusted for depreciation and amortization, non-cash equity-based compensation, Giphy Retention Compensation Expense - non-recurring, foreign currency transaction gains and losses, severance costs associated with strategic workforce optimizations, goodwill impairment, impairment loss on long-term investment, impairment of lease assets, unrealized losses / gains on investments, legal contingencies, interest income and expense, income taxes and Merger related costs; adjusted EBITDA margin as the ratio of adjusted EBITDA to revenue; adjusted net income as net income adjusted for the impact of non-cash equity-based compensation, amortization of acquisition-related intangible assets, Giphy Retention Compensation Expense - non-recurring, severance costs associated with strategic workforce optimizations (reported in Other), unrealized losses / gains on investments (reported in Other), goodwill impairment, impairment loss on long-term investment, legal contingencies, Merger related costs and the estimated tax impact of such adjustments; adjusted net income per diluted common share as adjusted net income divided by weighted average diluted shares; revenue growth (including by product offering) on a constant currency basis (expressed as a percentage) as the increase in current period revenues over prior period revenues, utilizing fixed exchange rates for translating foreign currency revenues for all periods presented in the comparison; and adjusted free cash flow as net cash provided by operating activities, adjusted for capital expenditures, content acquisition, cash received related to Giphy Retention Compensation in connection with the acquisition of Giphy, cash paid for the settlement of the FTC investigation, and cash paid for costs related to the Getty Images merger.

The expense associated with the Giphy Retention Compensation related to (i) the one-time employment inducement bonuses and (ii) the vesting of the cash value of unvested Meta equity awards held by the employees prior to closing, which are reflected in operating expenses (together, the “Giphy Retention Compensation Expense - non-recurring”), are required payments in accordance with the terms of the acquisition. Meta’s sale of Giphy was directed by the United Kingdom Competition and Markets Authority (the “CMA”) and accordingly, the terms of the acquisition were subject to CMA preapproval. Management considers the operating expense associated with these required payments to be unusual and non-recurring in nature. The Giphy Retention Compensation Expense - non-recurring is not considered an ongoing expense necessary to operate the Company’s business. Therefore, such expenses have been included in the below adjustments for calculating adjusted EBITDA, adjusted EBITDA margin, adjusted net income and adjusted net income per diluted common share.

These figures have not been calculated in accordance with GAAP and should be considered only in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. Shutterstock cautions investors that non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies.

Shutterstock’s management believes that adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income per diluted common share, revenue growth (including by product offering) on a constant currency basis (expressed as a percentage) and adjusted free cash flow are useful to investors because these measures enable investors to analyze Shutterstock’s operating results on the same basis as that used by management. Additionally, management believes that adjusted EBITDA, adjusted EBITDA margin, adjusted net income and adjusted net income per diluted common share provide useful information to investors about the performance of the Company’s overall business because such measures eliminate the effects of unusual or other infrequent charges that are not directly attributable to Shutterstock’s underlying operating performance; and revenue growth (including by product offering) on a constant currency basis (expressed as a percentage) provides useful information to investors by eliminating the effect of foreign currency fluctuations that are not directly attributable to Shutterstock’s operating performance. Management also believes that providing these non-GAAP financial measures enhances the comparability for investors in assessing Shutterstock’s financial reporting. Shutterstock’s management believes that adjusted free cash flow is useful for investors because it provides them with an important perspective on the cash available for strategic measures, after making necessary capital investments in internal-use software and website development costs to support the Company’s ongoing business operations, and provides them with the same measures that management uses as the basis for making resource allocation decisions.

6

Shutterstock’s management also uses the non-GAAP financial measures adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income per diluted common share, revenue growth (including by product offering) on a constant currency basis (expressed as a percentage), and adjusted free cash flow, in conjunction with GAAP financial measures, as an integral part of managing the business and to, among other things: (i) monitor and evaluate the performance of Shutterstock’s business operations, financial performance and overall liquidity; (ii) facilitate management’s internal comparisons of the historical operating performance of its business operations; (iii) facilitate management’s external comparisons of the results of its overall business to the historical operating performance of other companies that may have different capital structures and debt levels; (iv) review and assess the operating performance of Shutterstock’s management team and, together with other operational objectives, as a measure in evaluating employee compensation; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.

Reconciliations of the differences between each of our non-GAAP financial measures (adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income per diluted common share, revenue growth (including by product offering) on a constant currency basis (expressed as a percentage), adjusted free cash flow), and each measure’s most directly comparable financial measure calculated and presented in accordance with GAAP, are presented under the headings “Reconciliation of Non-GAAP Financial Information to GAAP” and “Supplemental Financial Data” immediately following the Consolidated Balance Sheets.

ABOUT SHUTTERSTOCK

Shutterstock is in the business of turning ideas into impact. Powered by a global network of millions of creators and our cutting-edge technology, we provide businesses, creatives, and brand leaders with the essential, universal ingredients to make their work more effective. Shutterstock offers access to one of the world’s largest and most diverse collections of high-quality licensable assets, specialized training datasets, evaluation tools, and end-to-end strategic partnerships for the full model training lifecycle, as well as advertising and distribution solutions, exclusive editorial content, and full-service studio production—delivering unparalleled resources to fuel great work. Discover our impact at www.shutterstock.com and connect with us on LinkedIn, Instagram, X, Facebook and YouTube.

7

FORWARD-LOOKING STATEMENTS

The statements in this press release, and any related oral statements, include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than historical facts, are forward-looking statements. Forward-looking statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, financings or otherwise, based on current beliefs and involve numerous risks and uncertainties that could cause actual results to differ materially from expectations. Forward-looking statements speak only as of the date they are made or as of the dates indicated in the statements and should not be relied upon as predictions of future events, as there can be no assurance that the events or circumstances reflected in these statements will be achieved or will occur or the timing thereof. Forward-looking statements can often, but not always, be identified by the use of forward-looking terminology including “believes,” “expects,” “may,” “will,” “should,” “could,” “might,” “seeks,” “intends,” “plans,” “pro forma,” “estimates,” “anticipates,” “designed,” or the negative of these words and phrases, other variations of these words and phrases or comparable terminology, but not all forward-looking statements include such identifying words. Forward-looking statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary. The forward-looking statements in this press release relate to, among other things, statements regarding industry prospects, future business, future results of operations or financial condition, future dividends, future stock performance, our ability to consummate acquisitions and integrate the businesses we have acquired or may acquire into our existing operations, new or planned features, products or services, management strategies, our ability to offer premier Data Licensing and AI Services, and our competitive position. Important factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, among others, the risks discussed under the caption “Risk Factors” in Shutterstock’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, subsequent Quarterly Reports on Form 10-Q and other filings with the SEC. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward looking statements. While the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. Shutterstock does not assume, and hereby disclaims, any obligation to update forward-looking statements, except as may be required by law.

Investor Relations Contact	Press Contact
Scott Grossman	Lori Rodney
ir@shutterstock.com	press@shutterstock.com
	917-563-4991

8

Shutterstock, Inc.

Consolidated Statements of Operations

(In thousands, except for per share data)

(unaudited)

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Revenue		$	221,801			$	266,990			$	420,971			$	509,610
Operating expenses:
Cost of revenue			93,787				105,994				188,575				206,882
Sales and marketing			48,008				57,077				96,354				110,436
Product development			17,574				20,754				36,979				40,619
General and administrative			43,930				48,434				111,515				106,741
Goodwill impairment			173,738				—				173,738				—
Total operating expenses			377,037				232,259				607,161				464,678
(Loss) / income from operations			(155,236	)			34,731				(186,190	)			44,932
Interest expense			(3,833	)			(4,224	)			(7,593	)			(8,522	)
Other (expense) / income, net			(1,862	)			12,624				(16,523	)			27,139
(Loss) / income before income taxes			(160,931	)			43,131				(210,306	)			63,549
(Benefit) / provision for income taxes			(4,992	)			13,691				(6,798	)			15,421
Net (loss) / income		$	(155,939	)		$	29,440			$	(203,508	)		$	48,128
(Losses) / earnings per share:
Basic		$	(4.25	)		$	0.84			$	(5.63	)		$	1.37
Diluted		$	(4.25	)		$	0.82			$	(5.63	)		$	1.35
Weighted average common shares outstanding:
Basic			36,703				35,257				36,126				35,075
Diluted			36,703				35,958				36,126				35,642

9

Shutterstock, Inc.

Consolidated Balance Sheets

(In thousands, except par value amount)

(unaudited)

		June 30, 2026				December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents		$	133,208			$	178,244
Accounts receivable, net of allowance of $3,750 and $3,431			102,264				112,626
Prepaid expenses and other current assets			44,025				47,769
Total current assets			279,497				338,639
Property and equipment, net			61,237				62,553
Right-of-use assets			8,238				9,770
Intangible assets, net			192,073				215,673
Goodwill			400,025				574,614
Deferred tax assets, net			77,221				61,289
Other assets			73,986				93,398
Total assets		$	1,092,277			$	1,355,936
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	12,982			$	13,898
Accrued expenses			104,227				129,952
Contributor royalties payable			98,292				94,163
Deferred revenue			198,444				212,984
Debt			158,112				158,110
Other current liabilities			14,719				19,295
Total current liabilities			586,776				628,402
Deferred tax liability, net			1,323				1,134
Long-term debt			115,157				116,639
Lease liabilities			13,518				17,247
Other non-current liabilities			11,843				11,476
Total liabilities			728,617				774,898
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.01 par value; 200,000 shares authorized; 42,328 and 41,049 shares issued and 36,807 and 35,528 shares outstanding as of June 30, 2026 and December 31, 2025, respectively			422				410
Treasury stock, at cost; 5,521 shares as of June 30, 2026 and December 31, 2025			(269,804	)			(269,804	)
Additional paid-in capital			536,627				520,018
Accumulated other comprehensive loss			(9,249	)			(4,754	)
Retained earnings			105,664				335,168
Total stockholders’ equity			363,660				581,038
Total liabilities and stockholders’ equity		$	1,092,277			$	1,355,936

10

Shutterstock, Inc.

Consolidated Statements of Cash Flows

(In thousands, except par value amount)

(unaudited)

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) / income		$	(155,939	)		$	29,440			$	(203,508	)		$	48,128
Adjustments to reconcile net (loss) / income to net cash (used in) / provided by operating activities:
Depreciation and amortization			22,416				22,611				45,120				45,282
Deferred taxes			(8,399	)			974				(15,741	)			(6,798	)
Goodwill impairment			173,738				—				173,738				—
Non-cash equity-based compensation			12,536				15,625				25,908				33,509
Loss on impairment of long-term investment			—				5,000				—				5,000
Bad debt expense			214				367				319				960
Unrealized loss / (gain) on investments, net			2,963				(18,028	)			18,268				(31,288	)
Changes in operating assets and liabilities:
Accounts receivable			735				(39,056	)			9,701				(55,674	)
Prepaid expenses and other current and non-current assets			(3,759	)			4,775				1,592				22,757
Accounts payable and other current and non-current liabilities			(37,972	)			2,677				(29,386	)			(14,587	)
Contributor royalties payable			3,459				6,401				5,084				9,780
Deferred revenue			(9,371	)			(3,950	)			(13,104	)			(4,986	)
Net cash provided by operating activities		$	621			$	26,836			$	17,991			$	52,083
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures			(10,115	)			(11,312	)			(21,710	)			(22,120	)
Cash received related to Giphy Retention Compensation			109				369				477				861
Acquisition of content			(110	)			(4,081	)			(301	)			(4,978	)
Security deposit (payment) / release			(23	)			59				249				38
Net cash used in investing activities		$	(10,139	)		$	(14,965	)		$	(21,285	)		$	(26,199	)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash paid to settle employee taxes related to RSU vesting			(4,461	)			(1,473	)			(10,848	)			(5,012	)
Payment of cash dividends			(13,214	)			(11,623	)			(25,996	)			(23,124	)
Repayment of credit facility			(782	)			(782	)			(1,563	)			(1,563	)
Net cash used in financing activities		$	(18,457	)		$	(13,878	)		$	(38,407	)		$	(29,699	)
Effect of foreign exchange rate changes on cash			(1,333	)			6,186				(3,335	)			8,974
Net (decrease) / increase in cash and cash equivalents			(29,308	)			4,179				(45,036	)			5,159
Cash and cash equivalents, beginning of period			162,518				112,231				178,244				111,251
Cash and cash equivalents, end of period		$	133,208			$	116,410			$	133,208			$	116,410
Supplemental Disclosure of Cash Information:
Cash paid for income taxes		$	6,934			$	15,293			$	7,678			$	14,689
Cash paid for interest			3,518				4,106				7,288				8,465

11

Shutterstock, Inc.

Reconciliation of Non-GAAP Financial Information to GAAP

(In thousands, except per share information)

(unaudited)

Adjusted EBITDA, adjusted EBITDA margin, adjusted net income, adjusted net income per diluted share, revenue growth (including by distribution channel) on a constant currency basis (expressed as a percentage), and adjusted free cash flow are not financial measures prepared in accordance with United States generally accepted accounting principles (GAAP). Such non-GAAP financial measures should not be construed as alternatives to any other measures of performance determined in accordance with GAAP. Investors are cautioned that non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly-titled measures presented by other companies.

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Net (loss) / income		$	(155,939	)		$	29,440			$	(203,508	)		$	48,128
Add / (less) Non-GAAP adjustments:
Non-cash equity-based compensation			12,536				15,625				25,908				33,509
Tax effect of non-cash equity-based compensation (1)			(2,946	)			(3,672	)			(6,088	)			(7,875	)
Acquisition-related amortization expense (2)			9,564				9,581				19,163				19,278
Tax effect of acquisition-related amortization expense (1)			(2,248	)			(2,252	)			(4,504	)			(4,531	)
Unrealized loss / (gain) on investment			2,963				(13,029	)			18,268				(26,289	)
Goodwill impairment			173,738				—				173,738				—
Tax effect of goodwill impairment(1)			(10,371	)			—				(10,371	)			—
Workforce optimization - severance			2,963				121				9,043				301
Tax effect of workforce optimization - severance(1)			(667	)			(27	)			(2,035	)			(68	)
Giphy retention compensation expense - non-recurring			—				438				649				1,005
Tax effect of Giphy retention compensation expense - non-recurring(1)			—				(103	)			(153	)			(236	)
Merger related costs			3,680				8,710				6,535				20,571
Tax effect of merger related costs(1)			(828	)			(1,960	)			(1,470	)			(4,629	)
Legal contingency			5,000				—				33,000				—
Tax effect of legal contingency(1)			(7,425	)			—				(7,425	)			—
Adjusted net income		$	30,020			$	42,872			$	50,750			$	79,164
Net (loss) / income per diluted common share		$	(4.25	)		$	0.82			$	(5.63	)		$	1.35
Adjusted net income per diluted common share		$	0.82			$	1.19			$	1.40			$	2.22
Weighted average diluted shares			36,703				35,958				36,126				35,642

_____________________________________________________

(1) Statutory tax rates are used to calculate the tax effect of the adjustments.

(2) Of these amounts, $8.9 million and $8.9 million are included in cost of revenue for the three months ended June 30, 2026 and 2025, respectively. The remainder of acquisition-related amortization expense is included in general and administrative expense in the Statement of Operations.

12

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Net (loss) / income		$	(155,939	)		$	29,440			$	(203,508	)		$	48,128
Add / (less) Non-GAAP adjustments:
Interest expense			3,833				4,224				7,593				8,522
Interest income			(479	)			(1,077	)			(1,280	)			(2,012	)
Provision for income taxes			(4,992	)			13,691				(6,798	)			15,421
Depreciation and amortization			22,416				22,611				45,120				45,282
EBITDA		$	(135,161	)		$	68,889			$	(158,873	)		$	115,341
Non-cash equity-based compensation			12,536				15,625				25,908				33,509
Giphy retention compensation expense - non-recurring			—				438				649				1,005
Merger related costs			3,680				8,710				6,535				20,571
Foreign currency loss / (gain)			(622	)			1,482				(465	)			1,162
Unrealized loss / (gain) on investment			2,963				(13,029	)			18,268				(26,289	)
Legal contingencies			5,000				—				33,000				—
Workforce optimization - severance			2,963				121				9,043				301
Goodwill impairment			173,738				—				173,738				—
Adjusted EBITDA		$	65,097			$	82,236			$	107,803			$	145,600
Revenue		$	221,801			$	266,990			$	420,971			$	509,610
Net (loss) / income margin			(70.3	)%			11.0	%			(48.3	)%			9.4	%
Adjusted EBITDA margin			29.3	%			30.8	%			25.6	%			28.6	%

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Reported revenue (in thousands)		$	221,801			$	266,990			$	420,971			$	509,610
Revenue (decline) /growth			(17	)%			21	%			(17	)%			17	%
Revenue (decline) / growth on a constant currency basis			(17	)%			20	%			(18	)%			17	%
Content reported revenue (in thousands)		$	165,664			$	199,796			$	343,790			$	402,684
Content revenue (decline) / growth			(17	)%			18	%			(15	)%			17	%
Content revenue (decline) / growth on a constant currency basis			(16	)%			16	%			(15	)%			17	%
Data, Distribution, and Services reported revenue (in thousands)		$	56,137			$	67,194			$	77,181			$	106,926
Data, Distribution, and Services revenue (decline) / growth			(16	)%			34	%			(28	)%			18	%
Data, Distribution, and Services revenue (decline) / growth on a constant currency basis			(19	)%			35	%			(30	)%			18	%

13

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Cash flow information:
Net cash provided by operating activities		$	621			$	26,836			$	17,991			$	52,083
Net cash used in investing activities		$	(10,139	)		$	(14,965	)		$	(21,285	)		$	(26,199	)
Net cash used in financing activities		$	(18,457	)		$	(13,878	)		$	(38,407	)		$	(29,699	)
Adjusted free cash flow:
Net cash provided by operating activities		$	621			$	26,836			$	17,991			$	52,083
Capital expenditures			(10,115	)			(11,312	)			(21,710	)			(22,120	)
Content acquisitions			(110	)			(4,081	)			(301	)			(4,978	)
Cash received related to Giphy Retention Compensation			109				369				477				861
Legal contingency settlement			35,000				—				35,000				—
Merger related costs			2,970				5,686				10,150				15,036
Adjusted Free Cash Flow		$	28,475			$	17,498			$	41,607			$	40,882

		Three Months Ended June 30,								Six Months Ended June 30,
		2026				2025				2026				2025
Content		$	165,664			$	199,796			$	343,790			$	402,684
Data, Distribution, and Services		$	56,137			$	67,194			$	77,181			$	106,926
Total revenue		$	221,801			$	266,990			$	420,971			$	509,610

14

Shutterstock, Inc.

Supplemental Financial Data

(unaudited)

 Historical Operating Metrics

		Three Months Ended
		6/30/26				3/31/26				12/31/25				9/30/25				6/30/25				3/31/25				12/31/24				9/30/245
Subscribers (end of period, in thousands) (1)			951				993				1,032				1,060				1,073				1,079				459				470
Subscriber revenue (in millions) (2)		$	99.8			$	103.8			$	104.7			$	107.2			$	108.0			$	109.9			$	75.7			$	78.7
Average revenue per customer (last twelve months) (3)		$	292			$	284			$	281			$	279			$	266			$	244			$	450			$	446
Paid downloads (in millions) (4)			98.7				104.1				107.9				111.7				112.6				120.9				33.0				32.9

Subscribers, Subscriber Revenue and Average Revenue Per Customer from acquisitions are included in these metrics beginning twelve months after the closing of the respective business combination. Accordingly, the metrics include Subscribers, Subscriber revenue, and Average revenue per customer from Backgrid beginning February 2025. 2025 metrics include the counts and revenues from Envato, which was acquired in July 22, 2024.

(1) Subscribers is defined as those customers who purchase one or more of our monthly recurring products for a continuous period of at least three months, measured as of the end of the reporting period.

(2) Subscriber revenue is defined as the revenue generated from subscribers during the period.

(3) Average revenue per customer is calculated by dividing total revenue for the last twelve-month period by customers. Customers is defined as total active, paying customers that contributed to total revenue over the last twelve-month period.

(4) Paid downloads is the number of downloads that our customers make in a given period of our content. Paid downloads exclude content related to our Studios business, downloads of content that are offered to customers for no charge, including our free trials and metadata delivered through our data deal offering.

(5) Subscribers and Subscriber Revenue are presented as if Envato was acquired as of the beginning of the period presented. Average revenue per customer includes Envato historical results over the last twelve month period.

Equity-Based Compensation by expense category

		Three Months Ended
		6/30/26				3/31/26				12/31/25				9/30/25				6/30/25				3/31/25				12/31/24				9/30/24
Cost of revenue		$	270			$	183			$	558			$	528			$	532			$	396			$	505			$	443
Sales and marketing			2,652				2,112				2,287				2,098				2,559				2,255				2,627				3,226
Product development			3,242				3,078				3,218				3,370				3,529				2,912				2,722				2,745
General and administrative			6,398				7,999				8,542				6,966				9,005				12,321				9,256				8,680
Total non-cash equity-based compensation		$	12,562			$	13,372			$	14,605			$	12,962			$	15,625			$	17,884			$	15,110			$	15,094

Depreciation and Amortization by expense category

		Three Months Ended
($ in thousands)		6/30/26				3/31/26				12/31/25				9/30/25				6/30/25				3/31/25				12/31/24				9/30/24
Cost of revenue		$	20,732			$	20,898			$	21,010			$	21,028			$	20,804			$	20,742			$	21,191			$	19,653
General and administrative			1,684				1,806				1,725				1,849				1,807				1,929				2,096				1,991
Total depreciation and amortization		$	22,416			$	22,704			$	22,735			$	22,877			$	22,611			$	22,671			$	23,287			$	21,644

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Filing Exhibits & Attachments

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• EX-99.1 EXHIBIT 99.1 780.7 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.7 KB