Core Insights - Pattern Group experienced record revenue, retention, and profitability in 2025, with total revenue increasing by 39% to $2.5 billion and Q4 revenue rising by 40% year-over-year to $723 million [3][4] Revenue Growth - Existing brand partner revenue reached a record $2.2 billion, up 42% year-over-year, while new brand partner revenue was $282 million, up 22% year-over-year [2] - The company expects 2026 revenue to exceed $3 billion, with guidance of $3.12 billion to $3.16 billion, representing 25% to 26% growth [4][13] Profitability and Cash Flow - Adjusted EBITDA for 2025 was reported at $153 million, reflecting a 6.1% margin and 52% year-over-year growth, while Q4 adjusted EBITDA was $43 million, a 5.9% margin, up 59% year-over-year [9] - The company generated $99 million of operating cash flow in 2025, up 41%, and $79 million of free cash flow, up 58% [10] Strategic Initiatives - The company plans to increase R&D investment to enhance AI-driven technology and automation, which may lead to a temporary margin deleverage [17] - Pattern Group completed two acquisitions, ROI Hunter and NextWave, focusing on adding capabilities rather than merely increasing revenue [19] Market Position and Technology - Pattern's intelligence layer is powered by over 66 trillion data points, with significant automation capabilities demonstrated by executing 5.53 billion marketplace bid changes and 40 million price changes in real time [8] - The company is positioned to leverage AI-driven commerce shifts, emphasizing its data, logistics scale, and international presence [6][7]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ___________________________________ (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-42852 ___________________________________ Pattern Group Inc. (Exact Name of Reg ...

Financial Data and Key Metrics Changes - For the full year 2025, revenue increased by 39% to $2.5 billion, with Q4 revenue rising 40% year-over-year to $723 million [5][12] - Record net revenue retention (NRR) of 124% was achieved, up from 116% in 2024 [5][12] - Existing brand partner revenue reached $2.2 billion, up 42% year-over-year, while new brand partner revenue was $282 million, up 22% year-over-year [12][16] - Adjusted EBITDA for the full year was $153 million, reflecting a 6.1% adjusted EBITDA margin, with a 52% growth year-over-year [16] Business Line Data and Key Metrics Changes - International revenue increased by 63% for the full year and surged 69% in Q4 year-over-year [5][6] - Non-Amazon revenue grew 60% for the full year and 94% in Q4 [5][12] - SaaS services and logistics grew 58% for the full year and an impressive 162% in Q4 [6] Market Data and Key Metrics Changes - The company operates in over 70 marketplaces worldwide, with significant growth in non-Amazon channels [12][14] - The growth in non-Amazon channels is attributed to a diversified presence and deeper brand relationships [12][14] Company Strategy and Development Direction - The company aims to optimize the e-commerce equation, remove friction for brands, and deliver measurable outcomes at scale [23] - Focus on expanding global footprint and enhancing technology-driven optimization to drive growth [12][14] - Investments in R&D are expected to increase to strengthen technology capabilities, particularly in AI and automation [20][39] Management's Comments on Operating Environment and Future Outlook - The management expressed confidence in the ability to create long-term value for brand partners and shareholders, entering 2026 with strong momentum [11][23] - The company anticipates revenue in the range of $3.12 billion to $3.16 billion for 2026, representing a 25%-26% growth [18][20] - Management acknowledged potential challenges in the second half of 2026 due to difficult comparisons with previous growth rates [19] Other Important Information - The company announced a share repurchase program of up to $100 million, reflecting confidence in continued growth and profitability [17][52] - The operational efficiency improved, with Days Inventory Outstanding (DIO) reducing to 72 days, a 10-day reduction year-over-year [11] Q&A Session Summary Question: How much of the growth in 2026 is from existing brand partners? - Management indicated that growth is driven by both existing and new brand partners, with a strong pipeline of opportunities [25][26] Question: What is the momentum around non-Amazon channels for 2026? - Management believes that growth in non-Amazon channels will continue to be a significant tailwind [28][29] Question: What are the top areas of product innovation? - The roadmap includes leveraging data and technology to optimize e-commerce for brands, with faster execution capabilities [34][35] Question: How is AI changing productivity and headcount needs? - AI is expected to drive efficiencies across the workforce, but the company will still require human oversight for regulatory compliance [43][44] Question: What are the category priorities for 2026? - The company is focused on health and wellness, beauty, and DIY tools, with significant growth in these areas [57] Question: How does the company view the changes in instant checkout by OpenAI? - Management sees the evolution of checkout processes as a complex challenge but remains focused on leveraging partnerships for fulfillment [77][78]

Financial Data and Key Metrics Changes - For the full year 2025, revenue increased by 39% to $2.5 billion, with Q4 revenue rising 40% year-over-year to $723 million [5][12] - Net revenue retention (NRR) reached a record 124%, up from 116% in 2024 [5][12] - Existing brand partner revenue was $2.2 billion, up 42% year-over-year, while new brand partner revenue was $282 million, up 22% year-over-year [12][16] - Adjusted EBITDA for the full year was $153 million, reflecting a 6.1% adjusted EBITDA margin, which is a 52% growth year-over-year [16] Business Line Data and Key Metrics Changes - International revenue increased by 63% for the full year and surged 69% in Q4 year-over-year [5][6] - Non-Amazon revenue grew 60% for the full year and 94% in Q4 [5][14] - SaaS services and logistics grew 58% for the full year and an impressive 162% in Q4 [6][11] Market Data and Key Metrics Changes - The company operates in over 70 marketplaces worldwide, with significant growth in non-Amazon channels such as Coupang, TikTok Shop, and Walmart [14][30] - 39% of the sales pipeline is coming from outside the Americas, indicating a strong international growth opportunity [30] Company Strategy and Development Direction - The company aims to optimize the e-commerce equation, remove friction for brands, and deliver measurable outcomes at scale [23] - There is a focus on expanding technology-driven optimization, new marketplaces, and product depth to drive growth [12][14] - The company plans to invest in R&D to strengthen its technology moat in AI-driven technology and automation [20] Management's Comments on Operating Environment and Future Outlook - The management expressed confidence in the ability to create long-term value for brand partners and shareholders, entering 2026 with strong momentum [11][23] - The company anticipates revenue in the range of $3.12 billion to $3.16 billion for 2026, representing a 25%-26% growth [18][20] - Management acknowledged potential challenges in the second half of 2026 due to difficult comparisons with previous growth rates [19] Other Important Information - The company announced a share repurchase program of up to $100 million, reflecting confidence in its growth and profitability [17][52] - The operational efficiency improved, with Days Inventory Outstanding (DIO) reducing to 72 days, a 10-day reduction year-over-year [11] Q&A Session Summary Question: How much of the growth in 2026 is from existing brand partners? - Management indicated that growth is driven by both existing and new brand partners, with a strong pipeline of $460 billion in target opportunities [25][27] Question: What is the momentum around non-Amazon channels? - Management believes that growth in non-Amazon channels will continue to be a tailwind, as they have only recently expanded into that space [29] Question: What are the top areas of product innovation? - Management highlighted that the roadmap for product innovation is exciting, focusing on optimizing the e-commerce formula for brands [34] Question: How is AI changing productivity and international growth? - Management noted that AI is fundamentally reshaping e-commerce and improving efficiencies, which will significantly impact international growth [42][44] Question: What is the expectation for variable costs in Q1? - Management explained that variable costs typically increase in Q4 due to seasonality, but they expect to maintain leverage in the future [50][51] Question: What is the strategy for the buyback program? - Management stated that the buyback program is part of a broader capital allocation strategy, focusing on growth and M&A opportunities [52]

Financial Data and Key Metrics Changes - For the full year 2025, revenue increased by 39% to $2.5 billion, with Q4 revenue rising by 40% year-over-year to $723 million [4][10] - Record net revenue retention (NRR) of 124% was achieved, up from 116% in 2024 [4][10] - Existing brand partner revenue reached $2.2 billion, up 42% year-over-year, while new brand partner revenue was $282 million, up 22% year-over-year [10][12] - Adjusted EBITDA for the full year was $153 million, reflecting a 6.1% adjusted EBITDA margin, which is a 52% growth year-over-year [12][14] Business Line Data and Key Metrics Changes - International revenue increased by 63% for the full year and surged by 69% in Q4 year-over-year [4][5] - Non-Amazon revenue grew by 60% for the full year and 94% in Q4 [5][11] - SaaS services and logistics grew by 58% for the full year and an impressive 162% in Q4 [5] Market Data and Key Metrics Changes - The company operates in over 70 marketplaces worldwide, with significant growth in non-Amazon channels such as Coupang, TikTok Shop, and Walmart [11][12] - 39% of the $460 billion target opportunity pipeline is from outside the Americas, indicating a strong international growth potential [26] Company Strategy and Development Direction - The company is focused on optimizing the e-commerce equation and leveraging AI and automation to enhance brand performance [6][19] - Plans to increase investment in R&D to strengthen technology capabilities and improve operational efficiency [17][33] - The company aims to achieve $3.1 billion in revenue for 2026, representing a growth of 25%-26% [15][17] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the ability to create long-term value for brand partners and shareholders, emphasizing a durable model and profitable growth [9][19] - The evolving e-commerce landscape driven by AI and automation presents both challenges and opportunities for brands [6][19] Other Important Information - The company announced a share repurchase program of up to $100 million, reflecting confidence in its growth and profitability [14][48] - Days Inventory Outstanding (DIO) improved to 72 days, a reduction of 10 days year-over-year, indicating enhanced operational efficiency [9] Q&A Session Summary Question: How will growth be contributed by existing brand partners or potential new ones? - Management indicated that growth guidance considers both existing and new brand partners, with a strong pipeline of opportunities [21][22] Question: What is the momentum around non-Amazon channels for 2026? - Management believes that growth in non-Amazon channels will continue to build, highlighting the significant opportunity in this area [24][25] Question: What are the top areas of product innovation on the roadmap? - Management noted that the roadmap is focused on leveraging data and technology to optimize brand performance, with faster execution capabilities [30][31] Question: How is AI changing productivity and international growth? - Management acknowledged that AI is enhancing efficiencies and simplifying localization, which is positively impacting international growth [38][40] Question: What is the expectation for variable costs and the buyback program? - Management clarified that variable costs may see seasonal fluctuations, and the buyback program will be executed based on market conditions [43][48]

Cautionary Note Regarding Forward-Looking Statements The information presented herein may contain forward-looking statements within the meaning of the federal securities laws. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws and include, but are not limited to, statements of management's expectations regarding the company's future performance, growth, opportunities, profitability, cash flows, offerings, momentum, growt ...

Revenue Growth - Full year 2025 revenue reached $2.5 billion, representing a 39% year-over-year growth[1] - Fourth quarter 2025 revenue was $723 million, up 40% year-over-year[6] - International revenue for 2025 was $266 million, up 63% year-over-year[6] - The company anticipates first quarter 2026 revenues between $710 million and $720 million, indicating 31% to 33% growth year-over-year[8] - For full year 2026, projected revenues are between $3.12 billion and $3.16 billion, representing 25% to 26% growth year-over-year[10] Profitability Metrics - Net Revenue Retention (NRR) for 2025 was 124%, an increase from 116% in the prior year[6] - Adjusted EBITDA for 2025 was $153 million, reflecting a 52% year-over-year growth[6] - Net income for 2025 was $16 million, impacted by $104 million in stock-based compensation[6] - Net income for the year ended December 31, 2025, was $16,246 thousand, a decrease of 76.0% compared to $67,856 thousand in 2024[34] - Adjusted EBITDA for the year ended December 31, 2025, was $152,931 thousand, up 51.8% from $100,698 thousand in 2024[34] Cash Flow and Assets - Free Cash Flow for 2025 was $79 million, up 58% year-over-year[6] - Free cash flow improved from $49,897 thousand in 2024 to $78,924 thousand in 2025, indicating a growth of 58.2%[35] - The company reported a net cash provided by operating activities of $99,406 thousand for the year ended December 31, 2025, compared to $70,347 thousand in 2024, a growth of 41.3%[35] - Total assets increased from $664,422 thousand in 2024 to $947,639 thousand in 2025, representing a growth of approximately 42.5%[24] - Total current assets rose from $558,082 thousand in 2024 to $792,575 thousand in 2025, an increase of about 42.0%[24] Liabilities and Equity - Total liabilities increased from $285,097 thousand in 2024 to $366,644 thousand in 2025, reflecting a rise of approximately 28.5%[24] - A share repurchase program of up to $100 million has been authorized by the Board of Directors[12] Inventory and Receivables - Cash and cash equivalents grew significantly from $175,615 thousand in 2024 to $289,049 thousand in 2025, marking a 64.5% increase[24] - Accounts receivable increased from $106,926 thousand in 2024 to $177,214 thousand in 2025, a growth of 65.5%[24] - Inventory levels rose from $264,103 thousand in 2024 to $294,737 thousand in 2025, an increase of 11.6%[24]

Core Insights - Vitalist Inc. has entered into a strategic agreement with Pattern Inc., a leader in global e-commerce acceleration, to enhance its market presence and distribution capabilities [1][2][3] Partnership Details - The partnership is part of a broader agreement between Authentic Brands Group (ABG) and Pattern, which aims to optimize e-commerce operations for over 50 global brands, including Reebok [2][3] - Pattern will serve as the exclusive distributor for the Reebok Smartwatch product portfolio across key e-commerce marketplaces [2] Strategic Advantages - By leveraging the master agreement with ABG, Vitalist can bypass traditional e-commerce growth methods and directly access advanced marketplace infrastructure [3] - The integration is expected to enhance Vitalist's presence on platforms like Amazon and TikTok Shop, utilizing data science and operational scale similar to leading fashion and lifestyle brands [3] Operational Timeline - Integration work is currently in progress, with a target "go live" date for inventory on Pattern-managed listings set for the second quarter of 2026 [3] About Pattern Inc. - Pattern utilizes proprietary technology and AI to optimize e-commerce growth for global brands, managing over 46 trillion data points to enhance advertising, logistics, pricing, and customer service [4] About Authentic Brands Group - Authentic Brands Group owns more than 50 global brands, generating approximately $32 billion in annual systemwide retail sales, with a significant presence in 150 countries [6]

Company Overview - Pattern Group (PTRN) was founded in 2013 and operates as an e-commerce accelerator, focusing on distributing products across global e-commerce marketplaces, primarily Amazon [1]. Business Model - The company employs a wholesaler model, acquiring inventory directly from brands to facilitate distribution [1].

Core Insights - Pattern Group Inc. (NASDAQ:PTRN) is recognized as one of the 15 software stocks with significant upside potential, with its stock rising 15% in a month due to the acquisition of NextWave [1] - The acquisition of NextWave, a TikTok commerce agency, enhances Pattern's e-commerce capabilities by adding creator affiliate partner capabilities and access to a large network of creators and affiliates [1][2] Group 1: Acquisition Details - Pattern Group announced the acquisition of NextWave on December 18, 2025, which focuses on creator-led product discovery and TikTok Shop operations [1] - NextWave was founded in 2022 and has established a strong presence in the TikTok ecosystem, assisting brands with content production and creator management [2] Group 2: Financial and Market Position - Financial terms of the acquisition have not been disclosed, but it is expected to significantly enhance Pattern's e-commerce acceleration platform [1] - Dave Wright, Co-founder and CEO of Pattern, emphasized NextWave's effectiveness in the TikTok Shop and creator-commerce space [2] Group 3: Company Operations - Pattern Group accelerates various brands on e-commerce marketplaces using proprietary technology and AI, selling directly to consumers across multiple industries [3]