☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Form 10-K For the Fiscal Year Ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-34628 QuinStreet, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Delaware 77-0512121 (I.R.S. Employer Ide ...

Quinstreet, Inc. (NASDAQ:QNST) Q4 2022 Earnings Conference Call August 3, 2022 5:00 PM ET Company Participants Hayden Blair - Senior Manager, Finance & IR Douglas Valenti - Chairman, President & CEO Gregory Wong - CFO Conference Call Participants John Campbell - Stephens Inc. James Goss - Barrington Research Associates Joichi Sakai - Singular Research Operator Good day, and welcome to the QuinStreet Fourth Quarter and Fiscal Year 2022 Financial Results Conference Call. Today's conference is being recorded. ...

QuinStreet Nasdaq: QNST POWERING THE PERFORMANCE MARKETING CHANNEL SEO/SEM MOBILE CALLS SOCIAl INVESTOR PRESENTATION QS Q3 FY22 UPDATE | CONFIDENTIAL Safe Harbor Statement These slides and the accompanying oral presentation contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 that involve risks and uncertainties. All statements other than statements of historical facts in these slides and the accompanying oral presentation, including statements regardin ...

QuinStreet, Inc. (NASDAQ:QNST) Q3 2022 Earnings Conference Call May 4, 2022 5:00 PM ET Company Participants Hayden Blair - IR Douglas Valenti - CEO Gregory Wong - CFO Conference Call Participants John Campbell - Stephens Jason Kreyer - Craig-Hallum Jim Goss - Barrington Research Chris Sakai - Singular Research Operator Good day, and welcome to the QuinnStreet Third Quarter Fiscal 2022 Financial Results Conference Call. Today's conference is being recorded. At this time, I'd like to turn the conference over ...

or UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-34628 QuinStreet, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 77-0512121 (State or Other Jurisdiction of (I.R.S. Empl ...

PART I. FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for QuinStreet, Inc. as of December 31, 2021, and for the three and six months ended December 31, 2021 and 2020, including balance sheets, statements of operations, comprehensive income, stockholders' equity, and cash flows, along with accompanying notes detailing accounting policies, revenue disaggregation, acquisitions, and other financial information Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2021 | June 30, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $185,010 | $206,176 | | **Total Assets** | $427,591 | $449,515 | | **Total Current Liabilities** | $96,656 | $115,611 | | **Total Liabilities** | $128,946 | $154,367 | | **Total Stockholders' Equity** | $298,645 | $295,148 | Condensed Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended Dec 31, 2021 | Three Months Ended Dec 31, 2020 | | :--- | :--- | :--- | | Net Revenue | $125,331 | $134,968 | | Gross Profit | $9,777 | $14,531 | | Operating (Loss) Income | $(7,553) | $(231) | | Net (Loss) Income | $(5,628) | $466 | | Diluted (Loss) Income Per Share | $(0.10) | $0.01 | Condensed Consolidated Statements of Cash Flows Highlights (Six Months Ended Dec 31, in thousands) | Cash Flow Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $19,687 | $23,137 | | Net cash used in investing activities | $(3,979) | $(23,284) | | Net cash used in financing activities | $(10,977) | $(4,642) | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes provide detailed explanations of the company's accounting policies and financial data, covering revenue disaggregation, fair value measurements, acquisitions, goodwill, intangible assets, income taxes, lease obligations, and stock-based compensation plans Disaggregation of Revenue by Vertical (in thousands) | Vertical | Three Months Ended Dec 31, 2021 | Three Months Ended Dec 31, 2020 | | :--- | :--- | :--- | | Financial Services | $90,158 | $104,154 | | Home Services | $33,820 | $29,190 | | Other Revenue | $1,353 | $1,624 | | **Total net revenue** | **$125,331** | **$134,968** | - On August 31, 2020, the company divested its education client vertical for **$20.0 million**, recognizing a gain of **$16.6 million** in the first quarter of fiscal year 2021[47](index=47&type=chunk) - The company completed the acquisition of Modernize, Inc. on July 1, 2020, for total consideration of **$70.4 million** to expand its home services vertical. It also acquired FC Ecosystem, LLC in March 2021 for total consideration of **$13.7 million** to broaden its financial services customer relationships[48](index=48&type=chunk)[53](index=53&type=chunk)[54](index=54&type=chunk) - As of December 31, 2021, the company had goodwill of **$119.6 million** and net intangible assets of **$54.3 million**. **No goodwill impairments** were recorded during the six months ended December 31, 2021[61](index=61&type=chunk)[62](index=62&type=chunk)[63](index=63&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=22&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, covering key business trends, income statement analysis, liquidity, capital resources, and cash flow activities - The company's **primary financial objective is to create sustainable revenue growth at target profitability levels**, **rather than maximizing short-term profits**, by **investing in long-term market opportunities**[87](index=87&type=chunk)[88](index=88&type=chunk) - The **COVID-19 pandemic continues to create uncertainty**, particularly affecting credit-driven businesses like personal loans and credit cards, although some recovery has been observed[91](index=91&type=chunk) - One client in the financial services vertical **accounted for 13%** of net revenue for the three months ended December 31, 2021, **down from 24%** in the prior-year period[90](index=90&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) For the quarter ended December 31, 2021, net revenue **decreased 7%** year-over-year to **$125.3 million**, primarily due to a **13% decline** in the Financial Services vertical, partially offset by a **16% increase** in the Home Services vertical, with gross profit margin **decreasing from 11% to 8%** due to higher media and marketing costs, and operating expenses **increasing by 17%** due to a **$2.7 million** adjustment to contingent consideration Revenue Change by Vertical (Three Months Ended Dec 31, 2021 vs 2020) | Vertical | Change ($M) | Change (%) | Key Driver | | :--- | :--- | :--- | :--- | | Financial Services | $(14.0) | (13%) | Decreased spending by insurance carriers. | | Home Services | $4.6 | 16% | Increased client budgets and Modernize acquisition integration. | - Gross profit margin for the quarter **decreased** to **8%** from **11%** in the prior year, primarily due to **increased media and marketing costs**, **personnel costs**, and **depreciation and amortization** as a percentage of revenue[121](index=121&type=chunk) - General and administrative expenses **increased** by **$2.7 million** (**40%**) for the quarter, primarily due to a **$2.7 million adjustment to the fair value of contingent consideration** related to an acquisition[126](index=126&type=chunk) [Liquidity and Capital Resources](index=29&type=section&id=Liquidity%20and%20Capital%20Resources) As of December 31, 2021, the company's **principal sources of liquidity** were **$115.0 million** in cash and cash equivalents and expected cash from operations, which management believes are **sufficient to meet anticipated cash requirements** for at least the next 12 months, with net cash from operations at **$19.7 million**, cash used in investing at **$4.0 million**, and cash used in financing at **$11.0 million** for the six months ended December 31, 2021 - The company's **principal sources of liquidity** as of December 31, 2021, consisted of **$115.0 million** in cash and cash equivalents[130](index=130&type=chunk) Cash Flow Summary (Six Months Ended Dec 31, in thousands) | Cash Flow Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by operating activities | $19,687 | $23,137 | | Net cash used in investing activities | $(3,979) | $(23,284) | | Net cash used in financing activities | $(10,977) | $(4,642) | - Cash used in financing activities for the six months ended Dec 31, 2021, included **$6.5 million** for **post-closing and contingent payments for acquisitions** and **$5.5 million** for **withholding taxes on restricted stock releases**[141](index=141&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's **primary market risk exposure is from interest rate fluctuations** on its cash and cash equivalents, which are invested in **money market funds**, and management believes this exposure is **not material** due to the **short-term nature of its investments** - The company's **main market risk is interest rate risk** related to its cash and cash equivalents held in **money market funds**[146](index=146&type=chunk)[147](index=147&type=chunk) - Due to the **short-term nature of its investments**, the company believes it does not have **material exposure** to changes in fair value from interest rate fluctuations. A **hypothetical 1% decline in interest rates** would **not have a material effect**[147](index=147&type=chunk) [Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, with the participation of the CEO and CFO, evaluated the company's **disclosure controls and procedures** and concluded they were **effective at a reasonable assurance level** as of December 31, 2021, with **no material changes to internal control over financial reporting** identified during the quarter - Based on an evaluation as of December 31, 2021, the **principal executive and financial officers** concluded that the company's **disclosure controls and procedures were effective at the reasonable assurance level**[148](index=148&type=chunk) - There were **no changes in internal control over financial reporting** during the quarter that **materially affected, or are reasonably likely to materially affect, such controls**[149](index=149&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company is **subject to various legal proceedings and claims** arising in the **ordinary course of business**, but management does not believe the final outcome of any pending matters will have a **material adverse effect** on its future financial results - The company is **subject to various legal proceedings and claims** in the **ordinary course of business** but does not believe they will have a **material adverse effect** on its financial results[150](index=150&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) This section details significant risks associated with investing in the company's common stock, including the **evolving nature of its industry**, **dependence on client spending and a limited number of major clients**, **reliance on third-party media sources and search engines**, **online security threats and data privacy regulations**, the **ongoing impact of the COVID-19 pandemic**, and **intense competition** - A substantial portion of revenue comes from a limited number of clients; one client **accounted for 14% of net revenue** for the six months ended December 31, 2021. The **loss of a major client could significantly harm the business**[160](index=160&type=chunk) - The company is exposed to **online data privacy and security risks**, including **unauthorized access to personally identifiable information**. **Failure to maintain adequate safeguards** could result in **significant expenses and reputational damage**[164](index=164&type=chunk)[165](index=165&type=chunk) - **Dependence on Internet search companies for visitor traffic** is a key risk. **Changes in search engine algorithms** have **harmed and could in the future harm website placements** and **reduce revenue**[168](index=168&type=chunk)[169](index=169&type=chunk) - The business is **subject to numerous complex and changing regulations**, such as the **TCPA (Telephone Consumer Protection Act)** and **CCPA (California Consumer Privacy Act)**, which could be **costly to comply with and expose the company to liability**[173](index=173&type=chunk)[175](index=175&type=chunk) - The **COVID-19 pandemic and its aftermath pose significant risks**, potentially **disrupting operations**, **reducing client marketing spend**, and **adversely impacting financial results and cash flows**[237](index=237&type=chunk)[238](index=238&type=chunk)[239](index=239&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported **no unregistered sales of its equity securities** and **no repurchases of its equity securities** during the period covered by the report - There were **no unregistered sales of equity securities** during the period[254](index=254&type=chunk) - The company **did not purchase any of its own equity securities** during the period[255](index=255&type=chunk) [Defaults Upon Senior Securities](index=56&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported **no defaults upon its senior securities** during the period - **None**[256](index=256&type=chunk) [Mine Safety Disclosures](index=56&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is **not applicable to the company's business** - **Not Applicable**[257](index=257&type=chunk) [Other Information](index=56&type=section&id=Item%205.%20Other%20Information) The company reported **no other information for this period** - **None**[258](index=258&type=chunk) [Exhibits](index=57&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the **2021 Employee Stock Purchase Plan**, **CEO and CFO certifications** pursuant to the Sarbanes-Oxley Act, and **Inline XBRL data files** - **Exhibits filed include** the **2021 Employee Stock Purchase Plan**, **CEO/CFO certifications** (Sections 302 and 906), and **various Inline XBRL documents**[260](index=260&type=chunk)

Financial Data and Key Metrics Changes - Revenue in Q2 2022 declined 7% year-over-year to $125.3 million [25] - GAAP net loss was $5.6 million or $0.10 per share, while adjusted net income was $3.2 million or $0.06 per share [25] - Adjusted EBITDA was $5.6 million [25] - Cash balance increased by $6 million, closing the quarter with $115 million in cash and equivalents [29] Business Line Data and Key Metrics Changes - Financial Services client vertical represented 72% of Q2 revenue, declining 13% year-over-year to $90.2 million [26] - Non-insurance client verticals saw revenue growth of 36% year-over-year in the December quarter [21] - Home Services client vertical represented 27% of Q2 revenue, growing 16% year-over-year to $33.8 million [28] Market Data and Key Metrics Changes - Insurance client spending rebounded strongly in January, up almost 80% over December, but faced significant cuts again in February [8][10] - The auto and home insurance market is experiencing increased claim frequencies and higher repair costs due to supply chain issues and inflation [12][14] Company Strategy and Development Direction - The company aims to grow revenue and generate between $40 million and $45 million of adjusted EBITDA for the fiscal year [11] - Focus on expanding core trades in Home Services and scaling growth rates in early development stages [28] - Continued investment in QRP, expecting revenue to exceed $1 million per month by June [22] Management's Comments on Operating Environment and Future Outlook - Management expressed disappointment over the reduced spending from insurance clients but remains optimistic about medium to long-term growth [10][12] - The transition period in the auto and home insurance market is expected to last around six months, with a return to normalized spending anticipated between late spring and early fall [16][19] - Management highlighted strong momentum in non-insurance verticals and the potential for increased consumer shopping activity in auto insurance [20][19] Other Important Information - The company is open to considering buybacks if there is a significant dislocation between business performance and investor sentiment [59] - A one-time charge of approximately $2.7 million was taken to adjust the fair value of an earn-out associated with a recent acquisition [90] Q&A Session Summary Question: Can you clarify the cadence of spending from insurance clients? - Management confirmed that spending was strong in January but faced cuts again in February due to changing loss ratios and economic conditions [36][38] Question: How do you see the concentration of spending changes across carriers? - Management indicated that the spending cuts are widespread across various carriers, not isolated to a few [42][44] Question: What strategies will the company employ to gain market share during this period? - Management plans to deepen relationships with carriers and continue investing in QRP to assist agencies during this transition [48][50] Question: What are the expectations for non-insurance revenue growth? - Management expects credit-driven verticals to return to pre-pandemic levels soon, with strong growth rates anticipated [62][64] Question: How does the company view future investments and acquisitions? - The company prioritizes finding opportunities outside the insurance vertical to boost growth in other areas [84]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been su ...

QuinStreet, Inc. (NASDAQ:QNST) Q1 2022 Earnings Conference Call November 3, 2021 5:00 PM ET Company Participants Hayden Blair – Investor Relations Doug Valenti – Chief Executive Officer Greg Wong – Chief Financial Officer Conference Call Participants John Campbell – Stephens Inc. Max Michaelis – Lake Street Capital Markets Chris Sakai – Singular Research Hayden Blair Thank you, Jenny, and thank you to everyone joining us as we report QuinStreet’s First Quarter Fiscal Year 2022 Financial Results. Joining me ...

Revenue Generation and Client Dependence - The company generated significant revenue through measurable online marketing results, primarily on a "per click," "per lead," or "per action" basis, aligning with client customer acquisition cost targets [15]. - In fiscal years 2021, 2020, and 2019, The Progressive Corporation accounted for 23%, 21%, and 22% of net revenue, respectively, with the top 20 clients contributing 58%, 55%, and 54% of net revenue [32]. - A significant portion of the company's revenue is generated from a limited number of clients, with one client accounting for 23% of net revenue for fiscal year 2021 [55]. - The company relies on clients' marketing spend on its owned and operated websites and third-party publisher websites, with the majority of revenue derived from qualified inquiries such as clicks, leads, and calls [53]. - The financial services client vertical accounted for 74% of net revenue in fiscal year 2021, while home services represented 23% [174]. Product Development and Technology - The company invested $19.3 million, $14.2 million, and $12.3 million in product development in fiscal years 2021, 2020, and 2019, respectively, to enhance its technology and marketing capabilities [34]. - The company has developed proprietary technologies over 22 years to optimize media segmentation and matching, enhancing client results and operational efficiency [17]. - The company introduced the QuinStreet Rating Platform (QRP) product for insurance agents, indicating ongoing product development efforts [49]. - Product development expenses increased by $5.1 million, or 36%, in fiscal year 2021, primarily due to higher personnel costs associated with the Modernize acquisition [204]. Market Position and Strategy - The company aims to maintain a significant market share in performance marketing by leveraging its media buying power and extensive data from billions of dollars in media spend [19]. - The company is positioned to capitalize on the shift from offline to digital advertising, emphasizing data-driven marketing strategies and measurable results [21]. - The company aims to create revenue growth from sustainable sources while investing in growth initiatives rather than maximizing short-term profits [172]. - The company has made strategic acquisitions, including Modernize, Inc., Mayo Labs, LLC, and FC Ecosystem, LLC, completed in FY 2021 [88]. Operational Challenges and Risks - The company faces risks from a reduction in online marketing spend by clients, which could seriously harm its financial condition and results of operations [53]. - The company is exposed to online security risks, particularly regarding the protection of personally identifiable information, which could lead to significant expenses if breached [46]. - The company is vulnerable to interruptions in services provided by third-party vendors, which could significantly harm its business operations [96]. - The company faces risks related to integrating acquired businesses, which may lead to unforeseen operational challenges and could delay the realization of anticipated benefits [93]. Financial Performance - Net revenue for the fiscal year ended June 30, 2021, was $578,487,000, representing a 17.9% increase from $490,339,000 in 2020 [165]. - Gross profit for the fiscal year 2021 was $70,531,000, up from $52,475,000 in 2020, indicating a significant improvement in profitability [165]. - Operating income for fiscal year 2021 was $13,926,000, compared to $6,205,000 in 2020, reflecting a 124.0% increase [165]. - Net income for the fiscal year 2021 was $23,555,000, a 30.3% increase from $18,102,000 in 2020 [165]. Regulatory Environment and Compliance - The company is subject to various federal and state laws and regulations, including those related to unsolicited commercial email and telemarketing, which may increase compliance costs in the future [41]. - The company operates in a highly regulated environment, and compliance with changing laws regarding data privacy and marketing practices may increase operational costs [67]. - Changes in the Telephone Consumer Protection Act (TCPA) regulations could potentially impact revenue and profitability due to increased litigation risks [68]. - The company is subject to audits and investigations by regulatory bodies, which may allege violations of legal requirements and could result in financial liabilities [70]. Employee and Organizational Structure - The company emphasizes the importance of employee development and retention, with a commitment to pay equity and a focus on health and wellness [42]. - As of June 30, 2021, the company had 614 employees, with 165 in product development, 47 in sales and marketing, 40 in general administration, and 362 in operations [43]. - The company identified material weaknesses in internal control over financial reporting in fiscal years 2017 and 2016, although none were identified as of June 30, 2021 [127]. Market Conditions and Economic Factors - Adverse macroeconomic conditions could lead to decreases in client spending, negatively affecting revenue and operating results [65]. - Visitor traffic and client spending may be impacted by interest rate volatility, affecting the company's revenue [78]. - The business is affected by seasonality, with typically lower media availability and client budgets in the second fiscal quarter [183]. - The COVID-19 pandemic has significantly disrupted operations, leading to declines in revenue and margin, and may continue to adversely affect financial performance [133].