EVER

MKT CAP —P/E 7.2DIV YIELD —FCF YIELD —REV TTM $755.2M +22.7%NET INCOME $114.5M +145.9%NET CASH $185M52W 14.27 – 27.87NEXT EARNINGS Nov 2SEC XBRL · TTM TO Invalid Date

How EVER rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

Text kept

52%

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309

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Length

−1,153

words, now 38,315

New in FY2025

Revenue from automotive insurance providers accounted for 91% and 89% of our total revenue for 2025 and 2024, respectively.
Market cycles in the automotive insurance industry have been, and are expected to continue to be, unpredictable.
For example, carriers decreased the amount of money they spent with us in 2023 and 2022 due to a variety of adverse conditions in the insurance industry such as deteriorating underwriting performance, a rise in claims, inflation, and inadequate policy premiums, and such decreases could reoccur rapidly and without warning, and for time periods that can be difficult to predict accurately.
We will likely experience the impacts of insurance industry cycles in the future, which could materially and adversely affect our business, financial condition, operating results, cash flows, and prospects.
For example, we experienced significantly decreased insurance provider marketing spend in 2023 and while spending patterns have improved, not all of our carrier customers have increased their spend in a proportional or significant manner.
For example, one of our largest carrier customers discontinued payment of subsidies to us during 2023.
Revenue from our two largest insurance carrier customers was 38% and 11%, respectively, of our revenue for the year ended December 31, 2025.
We in fact experienced significant decreased levels of purchasing from our largest customers in 2023, including a decrease in subsidies by one of our carrier customers.
If our largest customers reduce their level of purchases from us or discontinue their relationships with us, the loss could have a material adverse effect on our results of operations in both the short and long term.
For example, a Federal Communications Commission, or FCC, regulation that went into effect on July 24, 2024, requires mobile wireless providers to block text messages from telephone numbers flagged by the FCC for allegedly sending unlawful text messages.
Additionally, increased risks of cyberattacks or data breaches may result from the use of artificial intelligence, or AI, to launch more automated, targeted and coordinated attacks or from vulnerabilities inadvertently caused by our or our third-party service providers’ use of AI.
Controls employed by our information technology department and our partners and third-party service providers, including cloud vendors and code repositories, could prove inadequate.
We use and may further incorporate AI and machine learning in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations.
We currently use AI and machine learning in our business, and may incorporate additional AI and machine learning solutions into our platform, product offerings, services and features, and these applications may become important in our operations over time.
On August 1, 2025, we entered into a credit agreement, or the Credit Agreement, providing for a senior secured revolving credit facility, or the Revolving Facility, among us, as borrower, Western Alliance Bank, as administrative agent and collateral agent for the lenders, or the Agent, and as a lender itself, and the other lenders party thereto, or collectively, the Lenders, providing for a $60.0 million senior secured revolving line of credit, with the right to request an to increase from time to time of up to $25.0 million.
This facility replaces the prior $25.0 million revolving line of credit with Western Alliance Bank.
In addition, any indebtedness we incur under our revolving line of credit will bear interest at a variable rate, which would make us vulnerable to increases in the market rate of interest.
Under the Credit Agreement, our failure to make payments when due or comply with specified covenants, as well as the occurrence of an event that would reasonably be expected to have a material adverse effect on our business, operations, assets or financial condition, is an event of default.
If an event of default occurs and the Lenders accelerate any indebtedness then outstanding, we may need to seek additional financing, which may not be available on acceptable terms, in a timely manner or at all.
In such event, we may not be able to make accelerated payments, and the Lenders could seek to enforce security interests in the collateral securing such indebtedness, which includes substantially all of our assets.
In addition, the covenants under our debt instruments, the pledge of our assets as collateral and the negative pledge with respect to our intellectual property could limit our ability to obtain additional debt financing on acceptable terms or at all.
Risks Related to Laws and Regulations Changing regulations regarding the insurance industry in the past have had, and in the future may have, a material and adverse impact on our revenue, business and growth.
Increased regulation regarding data privacy and security may have a material and adverse impact on our revenue, business and growth.
The CCPA and other state data privacy laws require covered businesses to, among other things, provide disclosures to those states’ residents about their data collection, use, sharing and processing practices and, with limited business exceptions, such laws afford such individuals various rights with respect to their personal information, including to request deletion of personal information collected about them and to opt-out of certain personal information selling and sharing practices.
A number of other states are considering enacting broad data privacy laws.
Changing regulations regarding telemarketing and text message marketing campaigns in the past have had, and in the future may have, a material and adverse impact on our revenue, business and growth.
Furthermore, our customers may make business decisions based on their own experiences with the TCPA regardless of our products and the changes we implement to comply with the regulations.
Regulations regarding email marketing campaigns may have a material and adverse impact on our revenue, business and growth.
In 2025, the average trading volume of our Class A common stock on the Nasdaq Global Market was 511,391.
For example, our Class A common stock traded within a range of a high price of $63.44 per share and a low price of $4.05 per share for the period beginning June 28, 2018, our first day of trading on the Nasdaq Global Market, through December 31, 2025.
Our directors, executive officers and holders of more than 10% of our common stock, and their respective affiliates, held in the aggregate approximately 58% of the voting power of our capital stock as of January 31, 2026; and Link Ventures, directly or through a voting agreement, together with Cogo Labs, held in the aggregate approximately 57% of the voting power of our capital stock as of that date.
Under these rules, a company of which more than 50% of the voting power is held by an individual, a group or another company is a “controlled company” and, as such, will be exempt from certain corporate governance requirements, including requirements that: • a majority of the board of directors consist of independent directors; • director nominees be selected or recommended for the board’s selection by independent directors constituting a majority of the independent directors or by a nominations committee with prescribed duties and a written charter that is comprised solely of independent directors; and • the board of directors maintain a compensation committee with prescribed duties and a written charter and comprised solely of independent directors.
Fluctuations in our operating results could reduce our cash flow, or trigger restrictions under our credit facility and cause us to be unable to repurchase shares under our recently announced share repurchase program, either at all or at the times or in the amounts we desire, and as a result, our share repurchase program may not be as beneficial as we would like.
On July 22, 2025, our board of directors authorized a $50.0 million share repurchase program for one year from the board approval date.
This program does not obligate us to repurchase any specific number of shares, and may be modified, suspended, or terminated at any time without prior notice.
Shares repurchased under the program will be subsequently retired.
If our cash flow decreases as a result of decreased revenue, increased expenses, or other uses of cash, we may not be able to repurchase shares of our Class A common stock at all or at times or in the amounts we desire, including under the terms of our credit facility.
As a result, the results of any share repurchase program may not be as beneficial as expected.
In August 2025, we repurchased $21.0 million of Class A common shares under the program from Link Ventures and its affiliated entities.
During January and February 2026, we repurchased an additional $8.7 million of Class A common shares under the program via a 10b5-1 trading plan.

and 269 more.

Gone since FY2024

Revenue from automotive insurance providers accounted for 89% and 79% of our total revenue for 2024 and 2023, respectively.
Market cycles in the automotive insurance industry have been, and are expected to continue to be, unpredictable due to a variety of adverse conditions in the insurance industry that have been widely reported, such as deteriorating underwriting performance, a rise in claims, inflation, and inadequate policy premiums.
Carriers decreased the amount of money they spent with us in 2023 and 2022, and such decreases could reoccur rapidly and without warning, and for time periods that can be difficult to predict accurately.
For example, in January 2023, we saw a major carrier return to higher spending patterns, but subsequently reduce customer acquisition spending in the following quarter due to higher than expected claims losses.
Customer reductions in marketing and advertising spend have materially and adversely affected our historical operating results, and we are not able to accurately predict the timing or extent of our full recovery from these reductions.
We will likely experience similar insurance industry cycles in the future, which could materially and adversely affect our business, financial condition, operating results, cash flows, and prospects.
For example, we experienced significantly decreased insurance provider marketing spend in 2023 and while we saw improvements in spending patterns in 2024, including from our largest carrier customer, not all of our carrier customers have increased their spend in a proportional or significant manner.
For example, one of our largest carrier customers discontinued payment of subsidies to us during the fourth quarter of 2023.
Revenue from our two largest insurance carrier customers was 27% and 32% in the aggregate of our revenue for the years ended December 31, 2023 and 2022, respectively.
We in fact experienced significant decreased levels of purchasing from these customers in 2023, including a decrease in subsidies by one of our carrier customers.
If our largest customer reduces their level of purchases from us or discontinues their relationship with us, the loss could have a material adverse effect on our results of operations in both the short and long term.
For example, a recent FCC regulation that went into effect on July 24, 2024, requires mobile wireless providers to block text messages from telephone numbers flagged by the FCC for allegedly sending unlawful text messages.
Additionally, increased risks of cyberattacks or data breaches may result from the use of artificial intelligence, or AI, to launch more automated, targeted and coordinated attacks.
Controls employed by our information technology department and our partners and third-party service providers, including cloud vendors, could prove inadequate.
We may use AI in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations.
We may incorporate AI solutions into our platform, product offerings, services and features, and these applications may become important in our operations over time.
We have $25.0 million available for borrowing under our revolving line of credit with Western Alliance Bank, and in the future we could incur indebtedness beyond our revolving line of credit.
In addition, any indebtedness we incur under our current revolving line of credit will bear interest at a variable rate, which would make us vulnerable to increases in the market rate of interest.
Under our Amended Loan Agreement with Western Alliance Bank, our failure to make payments when due or comply with specified covenants, as well as the occurrence of an event that would reasonably be expected to have a material adverse effect on our business, operations, assets or financial condition, is an event of default.
If an event of default occurs and the lender accelerates any indebtedness then outstanding, we may need to seek additional financing, which may not be available on acceptable terms, in a timely manner or at all.
In such event, we may not be able to make accelerated payments, and the lender could seek to enforce security interests in the collateral securing such indebtedness, which includes substantially all of our assets.
In addition, the covenants under our existing debt instruments, the pledge of our assets as collateral and the negative pledge with respect to our intellectual property could limit our ability to obtain additional debt financing on acceptable terms or at all.
Risks related to Laws and Regulations Negative changes in the regulatory environment, including with respect to the insurance industry, telemarketing restrictions and data privacy requirements, have had in the past, and may in the future have, a material and adverse impact on our revenue, business and growth.
We are subject to regulation regarding the insurance industry.
We are subject to regulation regarding data privacy and security.
The CCPA requires covered businesses to, among other things, provide disclosures to California residents about their data collection, use, sharing and processing practices and, with limited business exceptions, the CCPA affords such individuals various rights with respect to their personal information, including to request deletion of personal information collected about them and to opt-out of certain personal information selling and sharing practices.
A number of other states have enacted, or are considering enacting, broad data privacy laws.
We are subject to regulation regarding telemarketing and text message marketing campaigns.
Furthermore, our customers may make business decisions based on their own experiences with the TCPA regardless of our products and the changes we implemented to comply with the new regulations.
We are subject to regulation regarding email marketing campaigns.
In 2024, the average trading volume of our Class A common stock on the Nasdaq Global Market was 473,487.
For example, our Class A common stock traded within a range of a high price of $63.44 per share and a low price of $4.05 per share for the period beginning June 28, 2018, our first day of trading on the Nasdaq Global Market, through December 31, 2024.
Our directors, executive officers and holders of more than 10% of our common stock, and their respective affiliates, held in the aggregate approximately 60% of the voting power of our capital stock as of January 31, 2025; and Link Ventures, directly or through a voting agreement, together with Cogo Labs, held in the aggregate approximately 59% of the voting power of our capital stock as of that date.
Under these rules, a company of which more than 50% of the voting power is held by an individual, a group or another company is a “controlled company” and, as such, will be exempt from certain corporate governance requirements, including requirements that: • a majority of the board of directors consist of independent directors; • director nominees be selected or recommended for the board’s selection by independent directors constituting a majority of the independent directors or by a nominations committee with prescribed duties and a written charter and comprised solely of independent directors; and • the board of directors maintain a compensation committee with prescribed duties and a written charter and comprised solely of independent directors.
In addition to our outstanding Class A common stock, as of January 31, 2025, there were 1,383,239 shares of Class A common stock subject to outstanding options, 127,974 shares of either Class A common stock or Class B common stock subject to outstanding options, 2,393,121 shares of Class A common stock subject to outstanding restricted stock unit awards, or RSUs, and an additional 2,452,261 shares of Class A common stock reserved for future issuance under our equity incentive plan.
Because we have registered 19,287,307 shares of our Class A common stock and Class B common stock that may be issued under our equity incentive plans pursuant to registration statements on Form S-8, any such shares that we issue can be freely sold in the public market upon issuance, subject to the restrictions imposed on our affiliates under Rule 144.
Moreover, holders of a significant number of shares of our Class A common stock and Class B common stock as of January 31, 2025, have rights, subject to certain conditions, to require us to file registration statements covering their shares or to include their shares in registration statements that we may file for ourselves or other stockholders.
Risk Factors —Risks Related to Our Business and Industry— Our business could be materially and adversely affected by a cybersecurity breach or other attack involving our computer systems or our third-party service providers.” The Chief Information Officer, or CIO, leads our information security organization responsible for overseeing EverQuote’s information security program.
LEG AL PROCEEDINGS Information with respect to legal proceedings and this item is included in Note 13 of the Notes to Consolidated Financial Statements contained in Part II, Item 8 of this Annual Report on Form 10-K, which is incorporated herein by reference.
Holders of Our Common Stock As of January 31, 2025, there were approximately 10 holders of record of shares of our Class A common stock and 3 holders of record of shares of our Class B common stock.

and 300 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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