Special Note Regarding Forward-Looking Statements Forward-looking statements in this report involve substantial risks and uncertainties, and actual results may differ materially from projections - Forward-looking statements include future financial performance, growth strategies, market demand, competition, ability to attract/retain sellers/buyers, brand development, compliance, litigation, economic trends, and capital availability10 - Investors are cautioned not to place undue reliance on these statements, as new risks emerge, and management cannot predict all factors affecting future results1113 Part I - Financial Information This part presents the company's unaudited condensed consolidated financial statements for the periods ended June 30, 2025, along with management's discussion and analysis of financial condition and results of operations, market risk disclosures, and controls and procedures Item 1. Financial Statements (Unaudited) This section provides the company's unaudited condensed consolidated financial statements, including the balance sheets, statements of operations, comprehensive loss, stockholders' equity, and cash flows, accompanied by detailed notes explaining the basis of presentation and significant accounting policies Condensed Consolidated Balance Sheets Presents the company's financial position, detailing assets, liabilities, and stockholders' equity as of June 30, 2025, and December 31, 2024 | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :------------ | :---------------- | | Assets | | | | Cash and cash equivalents | $22,431 | $25,964 | | Short-term investments | $71,857 | $77,919 | | Total current assets | $105,802 | $111,864 | | Total assets | $138,571 | $145,758 | | Liabilities | | | | Total current liabilities | $27,314 | $28,459 | | Total liabilities | $43,706 | $46,453 | | Stockholders' Equity | | | | Total stockholders' equity | $94,865 | $99,305 | | Total liabilities and stockholders' equity | $138,571 | $145,758 | Condensed Consolidated Statements of Operations Outlines the company's revenues, expenses, and net loss for the three and six months ended June 30, 2025, and 2024 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net revenue | $22,135 | $22,235 | $44,680 | $44,297 | | Cost of revenue | $6,237 | $6,290 | $12,460 | $12,366 | | Gross profit | $15,898 | $15,945 | $32,220 | $31,931 | | Total operating expenses | $21,615 | $22,439 | $44,192 | $43,777 | | Loss from operations | $(5,717) | $(6,494) | $(11,972) | $(11,846) | | Total other income, net | $1,423 | $2,061 | $2,876 | $4,110 | | Net loss | $(4,313) | $(4,437) | $(9,119) | $(7,740) | | Net loss per share—basic and diluted | $(0.12) | $(0.12) | $(0.26) | $(0.20) | Condensed Consolidated Statements of Comprehensive Loss Details the company's comprehensive loss, including net loss and other comprehensive income/loss items, for the three and six months ended June 30, 2025, and 2024 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net loss | $(4,313) | $(4,437) | $(9,119) | $(7,740) | | Foreign currency translation adjustment | $124 | $(7) | $192 | $(23) | | Unrealized losses on short-term investments | $(23) | $(71) | $(11) | $(263) | | Comprehensive loss | $(4,212) | $(4,515) | $(8,938) | $(8,026) | Condensed Consolidated Statements of Stockholders' Equity Summarizes changes in the company's stockholders' equity, including net loss, stock-based compensation, and share repurchases, for the six months ended June 30, 2025 - Total stockholders' equity decreased from $99.3 million as of December 31, 2024, to $94.9 million as of June 30, 20251622 - Key changes for the six months ended June 30, 2025, include a net loss of $9.1 million, stock-based compensation of $7.6 million, and common stock repurchases of $1.8 million22 Condensed Consolidated Statements of Cash Flows Presents the company's cash inflows and outflows from operating, investing, and financing activities for the six months ended June 30, 2025, and 2024 | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(5,239) | $(5,705) | | Net cash provided by investing activities | $5,850 | $15,283 | | Net cash used in financing activities | $(3,127) | $(23,064) | | Net decrease in cash, cash equivalents, and restricted cash | $(2,178) | $(13,548) | | Cash, cash equivalents, and restricted cash at end of period | $27,443 | $27,427 | Notes to Condensed Consolidated Financial Statements These notes provide essential details and context for the unaudited condensed consolidated financial statements, covering the company's business, accounting policies, fair value measurements, revenue breakdown, investment portfolio, property and equipment, accrued expenses, lease obligations, equity structure, stock-based compensation, income tax position, net loss per share calculations, and various commitments and contingencies 1. Basis of Presentation and Summary of Significant Accounting Policies Describes the company's business operations, the basis of financial statement preparation, and key accounting policies, including restructuring charges - 1stdibs.com, Inc. operates as a leading online marketplace for luxury design items, connecting design lovers with sellers of vintage, antique, and contemporary furniture, home décor, jewelry, watches, art, and fashion26 - The financial statements are prepared in accordance with GAAP, and the company operates as a single reportable and operating segment2836 | (in thousands) | Restructuring Charges | | :--------------- | :-------------------- | | Balance, December 31, 2024 | $1,262 | | Cash payments | $(944) | | Balance, June 30, 2025 | $318 | - No material changes to significant accounting policies were made, and no restructuring expense was recorded for the three and six months ended June 30, 20253133 2. Fair Value of Financial Instruments Explains the classification of financial assets and liabilities into a three-level fair value hierarchy based on input observability - The company classifies financial assets and liabilities carried at fair value into a three-level hierarchy based on the observability of inputs4142 | Asset Type | Level 1 (in thousands) | Level 2 (in thousands) | Level 3 (in thousands) | Total (in thousands) | | :------------------------ | :------ | :------ | :------ | :------ | | Money market fund | $7,671 | $— | $— | $7,671 | | Commercial paper | $— | $3,321 | $— | $3,321 | | Corporate notes | $— | $19,644 | $— | $19,644 | | U.S. Treasury securities | $— | $28,256 | $— | $28,256 | | U.S. Government agency securities | $— | $20,636 | $— | $20,636 | | Total | $7,671 | $71,857 | $— | $79,928 | 3. Revenue Recognition Details the company's revenue streams, primarily from seller marketplace services and other services, and geographic revenue concentration | Service Type | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Seller marketplace services | $21,881 | $21,962 | $44,167 | $43,800 | | Other services | $254 | $273 | $513 | $497 | | Total net revenue | $22,135 | $22,235 | $44,680 | $44,297 | - Approximately 82% of on-platform marketplace transaction net revenue for the three and six months ended June 30, 2025, was derived from the United States45 4. Short-Term Investments Provides a breakdown of the company's short-term investment portfolio by type, amortized cost, and fair value, including maturity profiles | Investment Type | Amortized Cost (June 30, 2025, in thousands) | Fair Value (June 30, 2025, in thousands) | Amortized Cost (Dec 31, 2024, in thousands) | Fair Value (Dec 31, 2024, in thousands) | | :------------------------ | :------------------------------- | :--------------------------- | :----------------------------- | :--------------------------- | | Commercial paper | $3,324 | $3,321 | $2,258 | $2,263 | | Corporate notes | $19,629 | $19,644 | $27,082 | $27,092 | | U.S. Treasury securities | $28,241 | $28,256 | $14,851 | $14,852 | | U.S. Government agency securities | $20,634 | $20,636 | $33,687 | $33,712 | | Total | $71,828 | $71,857 | $77,878 | $77,919 | - As of June 30, 2025, $48.1 million of short-term investments have a remaining maturity of one year or less, and $23.8 million have a maturity greater than one year48 5. Property and Equipment, net Details the composition of property and equipment, net, including internal-use software and leasehold improvements, and associated depreciation and amortization expenses | Asset Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :------------ | :---------------- | | Internal-use software | $20,705 | $20,026 | | Leasehold improvements | $4,029 | $4,029 | | Computer equipment and software | $689 | $621 | | Software in progress | $630 | $913 | | Furniture and fixtures | $73 | $73 | | Total property and equipment, gross | $26,126 | $25,662 | | Less: Accumulated depreciation and amortization | $(22,953) | $(22,098) | | Total property and equipment, net | $3,173 | $3,564 | - Depreciation and amortization expense for property and equipment totaled $0.9 million for the six months ended June 30, 2025, consistent with $0.9 million for the same period in 202449 6. Accrued Expenses Lists the company's accrued expenses, including shipping, compensation, and taxes, as of June 30, 2025, and December 31, 2024 | Expense Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :------------------------ | :------------ | :---------------- | | Shipping | $2,263 | $2,536 | | Compensation & benefits | $1,755 | $2,611 | | Sales & use taxes payable | $1,100 | $1,490 | | Allowance for transaction losses | $970 | $961 | | Accrued severance | $317 | $1,262 | | Other | $2,471 | $2,615 | | Total accrued expenses | $8,876 | $11,475 | 7. Leases Outlines the company's operating lease assets and liabilities, weighted-average lease terms, discount rates, and net lease expenses - As of June 30, 2025, the company had $18.6 million in operating lease right-of-use assets and $20.8 million in total operating lease liabilities (current and non-current)53 - The weighted-average remaining lease term is 4.4 years with a weighted-average discount rate of 6.2%53 | Expense Type | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Operating lease expense | $1,244 | $1,224 | $2,470 | $2,305 | | Sublease income | $(886) | $(1,054) | $(1,775) | $(1,753) | | Total lease expense, net | $681 | $510 | $1,374 | $1,172 | 8. Other Current Liabilities Presents a breakdown of other current liabilities, including sales and indirect tax contingencies, as of June 30, 2025, and December 31, 2024 | Liability Type | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :----------------------------------- | :------------ | :---------------- | | Sales and other indirect tax contingencies | $1,112 | $1,100 | | Other | $753 | $865 | | Total other current liabilities | $1,865 | $1,965 | 9. Equity Details the company's common stock outstanding, treasury stock, and remaining availability under its stock repurchase program - As of June 30, 2025, the company had 36,246,609 shares of common stock outstanding and 6,921,514 shares of treasury stock at a cost basis of $33.4 million61662 - Approximately $2.0 million remains available for future purchases under the 2024 Stock Repurchase Program62 | Program | Shares (June 30, 2025) | Cost Basis (June 30, 2025, in thousands) | Shares (Dec 31, 2024) | Cost Basis (Dec 31, 2024, in thousands) | | :------------------------ | :----------------------- | :----------------------- | :---------------------- | :---------------------- | | 2023 Stock Repurchase Program | 4,926,635 | $25,373 | 4,926,635 | $25,373 | | 2024 Stock Repurchase Program | 1,994,879 | $8,039 | 1,516,887 | $6,245 | | Total | 6,921,514 | $33,412 | 6,443,522 | $31,618 | 10. Stock-based compensation Outlines the company's stock incentive plan, shares available for grants, and the allocation of stock-based compensation expense across various categories - The 2021 Stock Incentive Plan (2021 Plan) automatically increased by 1,791,393 shares on January 1, 2025, with 2,224,900 shares available for future grants as of June 30, 20256869 | Expense Category | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Cost of revenue | $97 | $87 | $188 | $167 | | Sales and marketing | $754 | $980 | $1,524 | $1,711 | | Technology development | $945 | $1,037 | $1,973 | $1,774 | | General and administrative | $1,746 | $1,912 | $3,907 | $3,454 | | Total | $3,542 | $4,016 | $7,592 | $7,106 | - Total unrecognized compensation expense related to unvested stock-based awards was $20.6 million as of June 30, 2025, expected to be recognized over a weighted-average period of 2.2 years77 11. Income Taxes Discusses the company's income tax provision, the impact of net losses and valuation allowances, and the evaluation of new tax legislation - The income tax provision was immaterial for the three and six months ended June 30, 2025 and 2024, due to net losses and a full valuation allowance against net deferred tax assets78 - The company is evaluating the impact of the recently signed One Big Beautiful Bill Act (OBBBA) but does not expect a material financial impact79 12. Net Loss Per Share Presents the calculation of basic and diluted net loss per share, including net loss and weighted-average common shares outstanding | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net loss | $(4,313) | $(4,437) | $(9,119) | $(7,740) | | Weighted average common shares outstanding | 35,820,053 | 38,517,785 | 35,697,350 | 39,131,456 | | Net loss per share—basic and diluted | $(0.12) | $(0.12) | $(0.26) | $(0.20) | - Potentially dilutive securities (stock options and restricted stock units) were excluded from diluted EPS calculation as their inclusion would have been anti-dilutive81 13. Commitments and Contingencies Details the company's contractual obligations, including lease and other obligations, and discusses the nature of legal proceedings and tax contingencies | Fiscal Year Ending December 31, | Lease Obligations (in thousands) | Other Obligations (in thousands) | Total Obligations (in thousands) | | :----------------------------------- | :---------------- | :---------------- | :---------------- | | 2025 (remaining) | $2,806 | $601 | $3,407 | | 2026 | $5,429 | $1,057 | $6,486 | | 2027 | $5,429 | $287 | $5,716 | | 2028 | $5,429 | $20 | $5,449 | | 2029 | $4,458 | $— | $4,458 | | 2030 | $41 | $— | $41 | | Total | $23,592 | $1,965 | $25,557 | - The company is involved in routine legal proceedings but does not expect any current matters to have a material adverse effect on its business, financial condition, or results of operations83 - Liabilities for sales and indirect tax contingencies totaled $1.1 million as of June 30, 2025, and December 31, 202486 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial performance, key operating metrics, and factors influencing results, including a detailed comparison of financial results for the three and six months ended June 30, 2025 and 2024. It also covers non-GAAP measures, liquidity, cash flows, and critical accounting policies Company Overview Provides an overview of 1stDibs as a leading online marketplace for luxury design items, emphasizing its platform, vetting, and market expansion - 1stDibs is a leading online marketplace connecting design lovers with sellers of luxury design items, including vintage, antique, and contemporary furniture, home décor, jewelry, watches, art, and fashion89 - The company's platform, expert vetting, and marketing content build trust, facilitating high-consideration purchases and expanding the market for luxury design89 - The company transitioned to a full e-commerce marketplace model in 2016, building on its reputation as a trusted source for unique luxury design90 Key Operating and Financial Metrics Presents key performance indicators such as GMV, number of orders, active buyers, and Adjusted EBITDA for the three and six months ended June 30, 2025, and 2024 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | GMV | $89,891 | $91,514 | $184,631 | $183,200 | | Number of Orders | 32,819 | 33,952 | 68,081 | 69,267 | | Active Buyers | 64,363 | 61,155 | 64,363 | 61,155 | | Adjusted EBITDA | $(1,752) | $(1,589) | $(3,500) | $(3,383) | - GMV decreased by 1.8% for the three months ended June 30, 2025, compared to the prior year, but increased by 0.8% for the six months ended June 30, 202592 - Active Buyers increased by 5.2% to 64,363 as of June 30, 2025, compared to 61,155 as of June 30, 202492 Components of Results of Operations Explains the composition of net revenue, cost of revenue, and operating expenses, including sales and marketing, technology development, general and administrative, and provision for transaction losses - Net revenue primarily consists of seller marketplace services (transaction, subscription, and listing fees), with transaction fees ranging from 5% to 50% of GMV plus processing fees98 - Cost of revenue includes payment processor fees, hosting, payroll, and amortization of internal-use software, and also accounts for the difference between shipping collected and charged99100 - Operating expenses are categorized into Sales and Marketing (including performance-based marketing and promotional discounts), Technology Development (engineering and product development), General and Administrative (finance, legal, HR, lease expense), and Provision for Transaction Losses (buyer protection, bad debt)102103104105 Results of Operations Analyzes the company's financial performance, including net revenue, gross profit, operating loss, and net loss, for the three and six months ended June 30, 2025, and 2024 | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net revenue | $22,135 | $22,235 | $44,680 | $44,297 | | Gross profit | $15,898 | $15,945 | $32,220 | $31,931 | | Loss from operations | $(5,717) | $(6,494) | $(11,972) | $(11,846) | | Net loss | $(4,313) | $(4,437) | $(9,119) | $(7,740) | | Metric | 3 Months Ended June 30, 2025 (%) | 3 Months Ended June 30, 2024 (%) | 6 Months Ended June 30, 2025 (%) | 6 Months Ended June 30, 2024 (%) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net revenue | 100% | 100% | 100% | 100% | | Cost of revenue | 28% | 28% | 28% | 28% | | Gross profit | 72% | 72% | 72% | 72% | | Sales and marketing | 37% | 42% | 39% | 42% | | Technology development | 27% | 24% | 26% | 23% | | General and administrative | 30% | 31% | 30% | 31% | | Provision for transaction losses | 4% | 4% | 4% | 3% | | Total operating expenses | 98% | 101% | 99% | 99% | | Loss from operations | (26)% | (29)% | (27)% | (27)% | | Other income, net | 6% | 9% | 7% | 10% | | Net loss before income taxes | (20)% | (20)% | (20)% | (17)% | | Provision for income taxes | —% | —% | —% | —% | | Net loss | (20)% | (20)% | (20)% | (17)% | Comparison of the Three Months Ended June 30, 2025 and 2024 Compares the company's financial performance for the three months ended June 30, 2025, against the same period in 2024, highlighting changes in revenue and expenses - Net revenue remained consistent at $22.1 million, a slight decrease of $0.1 million (0.4%) YoY, primarily due to a decrease in GMV and number of orders, influenced by macroeconomic factors107108 - Sales and marketing expense decreased by $1.1 million (12%) to $8.1 million, driven by reduced performance-based marketing, promotional campaigns, and headcount112 - Technology development expense increased by $0.4 million (8%) to $5.9 million, mainly due to annual compensation increases113 - Other income, net, decreased by $0.6 million (31%) to $1.4 million, primarily due to lower interest income from reduced cash and short-term investments and lower interest rates116 Comparison of the Six Months Ended June 30, 2025 and 2024 Compares the company's financial performance for the six months ended June 30, 2025, against the same period in 2024, focusing on revenue, cost of revenue, and operating expenses - Net revenue increased by $0.4 million (1%) to $44.7 million, primarily driven by a 1% increase in GMV117 - Cost of revenue increased slightly by less than $0.1 million (1%) to $12.5 million, with increases in shipping and salaries offset by a $0.4 million decrease in credit card processing fees due to negotiated pricing119 - Technology development expense increased by $1.3 million (13%) to $11.5 million, mainly due to a $1.1 million increase in salaries and benefits and a $0.2 million increase in stock-based compensation123 - Provision for transaction losses increased by $0.6 million (51%) to $1.9 million, driven by a prior-year provision adjustment and timing/volume of claims125 Non-GAAP Financial Measures Defines Adjusted EBITDA as a key non-GAAP metric used by management to evaluate operating performance, providing a reconciliation to net loss - Adjusted EBITDA is a key non-GAAP measure used by management to assess operating performance and leverage, excluding depreciation, stock-based compensation, other income, income taxes, and strategic alternative expenses127130 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net loss | $(4,313) | $(4,437) | $(9,119) | $(7,740) | | Depreciation and amortization | $423 | $470 | $880 | $932 | | Stock-based compensation expense | $3,542 | $4,016 | $7,592 | $7,106 | | Other income, net | $(1,423) | $(2,061) | $(2,876) | $(4,110) | | Provision for income taxes | $19 | $4 | $23 | $4 | | Strategic alternative expenses | $— | $419 | $— | $425 | | Adjusted EBITDA | $(1,752) | $(1,589) | $(3,500) | $(3,383) | Liquidity and Capital Resources Assesses the company's financial liquidity, including cash, cash equivalents, and short-term investments, and discusses future capital requirements and share repurchase activities - As of June 30, 2025, the company had $94.3 million in cash, cash equivalents, and short-term investments, with an accumulated deficit of $341.5 million131152 - Net cash used in operating activities was $5.2 million for the six months ended June 30, 2025, and the company expects continued operating losses and negative cash flows in the foreseeable future due to strategic growth investments131 - The company believes existing capital is sufficient for at least the next 12 months but may need additional funds for longer-term objectives, with future capital requirements dependent on market developments, expenditures, and potential acquisitions132133134 - During the six months ended June 30, 2025, 477,992 shares were repurchased for $1.8 million under the 2024 Stock Repurchase Program, with approximately $2.0 million remaining available137 Cash Flows Analyzes the company's cash flows from operating, investing, and financing activities for the six months ended June 30, 2025, and 2024 | Activity | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :----------------------------------- | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(5,239) | $(5,705) | | Net cash provided by investing activities | $5,850 | $15,283 | | Net cash used in financing activities | $(3,127) | $(23,064) | | Net decrease in cash, cash equivalents, and restricted cash | $(2,178) | $(13,548) | - Operating cash outflow for H1 2025 was primarily due to changes in operating assets and liabilities, including decreases in operating lease liabilities, accounts payable, and accrued expenses, and an increase in prepaid expenses139 - Investing cash inflow for H1 2025 was driven by $38.8 million from maturities and sales of short-term investments, partially offset by $32.5 million in purchases141 - Financing cash outflow for H1 2025 was mainly due to $1.8 million in common stock repurchases and $1.3 million in tax payments for stock-based compensation143 Interim Goodwill Impairment Assessment Reports on the interim goodwill impairment assessment conducted in Q2 2025, noting no impairment but identifying a future risk due to fair value proximity to carrying value - A quantitative assessment of goodwill was performed during Q2 2025 due to declining stock price and macroeconomic factors145 - No impairment was recorded, but the fair value of the reporting unit exceeded its carrying value by less than 10%, indicating a future risk of impairment145 Contractual Obligations States that no material changes in contractual obligations were reported compared to the previous annual filing - No material changes in contractual obligations were reported as of June 30, 2025, compared to the Form 10-K146 Recent Accounting Pronouncements Refers to Note 1 for details on recently issued accounting pronouncements, specifically ASU 2023-09, and its expected impact - Refers to Note 1 for a description of recently issued accounting pronouncements, specifically ASU 2023-09 on Income Tax Disclosures, adopted in 2025, which will require additional disclosures but no financial impact38147 Emerging Growth Company Identifies the company as an emerging growth company (EGC) and its election to use the extended transition period for new accounting standards - The company is an emerging growth company (EGC) and has elected to use the extended transition period for complying with new or revised accounting standards148 Critical Accounting Policies and Estimates Confirms no significant changes to critical accounting policies and estimates compared to the previous annual filing - No significant changes to critical accounting policies and estimates were reported compared to the Form 10-K150 Item 3. Quantitative and Qualitative Disclosures About Market Risk This section details the company's exposure to various market risks, including interest rate sensitivity, foreign currency fluctuations, credit risk, and inflation, and outlines how these risks are managed or mitigated - A hypothetical 100 basis point increase or decrease in interest rates would result in an approximate $0.6 million change in cash, cash equivalents, and short-term investments153 - An adverse 10% change in current foreign exchange rates could result in up to a $1.6 million decrease in net revenue for the six months ended June 30, 2025155 - Credit risk on accounts receivable is mitigated by upfront payment requirements and a diverse seller base, with provisions for potential credit losses maintained156 - Macroeconomic factors, including housing and capital market volatility, and geopolitical developments, continue to negatively impact certain metrics, and inflation could harm the business if costs cannot be offset by revenue increases157 Item 4. Controls and Procedures Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, at a reasonable assurance level, and reported no material changes in internal control over financial reporting - Disclosure controls and procedures were evaluated and deemed effective at the reasonable assurance level as of June 30, 2025158 - No material changes in internal control over financial reporting were identified during the three months ended June 30, 2025160 - Management acknowledges the inherent limitations of any control system, which cannot provide absolute assurance against errors or fraud159162 Part II - Other Information This section contains disclosures on legal proceedings, risk factors, unregistered sales of equity securities, other information, and an exhibit index Item 1. Legal Proceedings States that the company is involved in ordinary course legal proceedings but does not expect a material adverse effect - The company is involved in routine legal proceedings but does not expect any current matters to have a material adverse effect on its business, financial condition, or results of operations164 Item 1A. Risk Factors Refers to the detailed discussion of risks in the 2024 Annual Report on Form 10-K, noting no material changes - No material changes to the risk factors disclosed in the 2024 Annual Report on Form 10-K were reported165 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds States there were no unregistered sales of equity securities or use of proceeds - There were no unregistered sales of equity securities or use of proceeds during the period167 Item 5. Other Information Discloses that no directors or officers adopted or terminated Rule 10b5-1 trading arrangements during the quarter - No directors or officers adopted or terminated Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2025168 Item 6. Exhibits Index Provides a list of exhibits filed with the Form 10-Q - The section lists all exhibits filed with the Form 10-Q, including certifications, articles of incorporation, bylaws, and XBRL documents172 Signatures Official signatures for the Form 10-Q filing - The report was duly signed on behalf of 1stdibs.com, Inc. by Thomas Etergino, Chief Financial Officer, on August 7, 2025175
1stdibs.com(DIBS) - 2025 Q2 - Quarterly Report