GTM

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How GTM rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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New in FY2025

RISK FACTORS We are subject to various risks that could have a material adverse effect on our business, financial condition, results of operations, or cash flows.
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition, results of operations or cash flows.
You should carefully review the information provided in this section before making an investment in our common stock.
Accordingly, the effect of significant macroeconomic and geopolitical downturns, including falling demand for a variety of goods and services, inflation (including wage inflation), labor market constraints, fluctuating or uncertain interest rates, liquidity constraints, volatility in credit, equity, and foreign exchange markets, bankruptcies, global pandemics, wars, trade tensions, and catastrophic events, could impact the demand for and use of our products.
In addition, as part of our growth strategy, we will continue to focus on expanding our enterprise customer base, which presents additional risks and challenges, including, but not limited to, longer and more complex average sales cycles and significant investments in sales talent, product capabilities, and operational infrastructure.
Table of Content s We may be unable to attract new customers, renew existing subscriptions, expand subscriptions of current customers, and collect revenue from our customers, which could harm our revenue growth, cash flows, and profitability.
Additionally, in 2024, we deployed a new business risk model to flag and require upfront pre-payment from prospects at the greatest risk of non-payment.
Additionally, as we strive to continue to expand both our existing and prospective enterprise customer base across various industries, such efforts require increasingly sophisticated and costly sales and account management efforts targeted at senior management and other personnel.
Further, sales to enterprise customers often require longer sales cycles.
Table of Content s If we are not able to obtain and maintain accurate, comprehensive, or reliable data, we could experience reduced demand for our products and services, which would have a material adverse effect on our business, results of operations, and financial condition.
If our data, including the data we obtain from third parties and our data extraction, cleaning, and insights, is not current, accurate, comprehensive, or reliable, or is otherwise actually, or perceived to be, of a lower standard than our competitors, it would increase the likelihood of negative customer experiences, which in turn would reduce the likelihood of customers renewing or upgrading their subscriptions and harm our reputation, making it more difficult to obtain new customers.
Additionally, state laws currently in effect and those coming into effect in 2026, as well as other legal and regulatory changes are making, or will make, it easier for individuals to opt-out of having their personal data collected and processed.
Although we already honor opt-out requests globally, such legal and regulatory changes could increase public awareness of this option, resulting in higher opt-out rates.
Further, certain third-party intermediaries have emerged with services that enable individuals to opt out of their personal data being collected at scale (i.e., from multiple platforms, including ours).
Other technology companies, including various small and medium-sized businesses who focus on B2B sales and marketing intelligence, have become, and larger and better-funded companies with significant resources may shift their existing business models to become, more competitive with us.
Technology companies, including those that operate in related industries, such as CRM, business software, or advertising, including Salesforce, Oracle, Google, or Microsoft/LinkedIn, may choose to compete with us in the B2B sales and marketing intelligence space, and in such an event, would have access to greater resources and benefit from greater brand recognition.
Table of Content s In addition, many of our potential competitors, particularly those with greater financial and operating resources, including larger sales and marketing budgets, as well as small and medium-sized businesses who focus on B2B sales and marketing intelligence, may have the ability to respond more quickly and effectively to new or changing opportunities, technologies, such as AI and ML, standards or customer requirements.
In addition, existing and potential competitors in our industry may be able to offer more flexible pricing models that better align with the actual usage and realized value obtained by customers, including pay-as-you-go models or other bespoke pricing packages, that may be more desirable for small and mid-market customers who are more likely to be affected by budget constraints.
Further, as AI-powered agents become more sophisticated, individual users may become substantially more productive, enabling customers to achieve similar outcomes with fewer seats accessing our platform.
This AI-driven seat compression could result in customers reducing seat counts at renewal, negatively impacting our revenue even as they derive equal or greater value from our products and services.
Any of the foregoing risks could impact the demand for our products and services, and our ability to renew and/or grow our customer base, which could have an adverse effect on our business, results of operations, and financial condition.
We experience competition from other companies and technologies that allow businesses to gather and aggregate sales, marketing, recruiting, and other data, and we may in the future face competition from prominent large-language-model (LLM) providers and generative AI companies, and any of their competing products and services could provide greater appeal to our customers.
Our industry is highly competitive, rapidly evolving, and fragmented.
Table of Content s Our current competitors include: • free online and offline sources of information on companies and business professionals, including government records, telephone books, company websites, and open online databases of business professionals, such as LinkedIn; • our current and potential customers’ internal and homegrown business contact databases; • third-party sales and marketing data providers, including platforms that offer integration with predictive analytics and customer data or sales and marketing vendors, which may specialize in appointment setting, online ad targeting, email marketing, or other outsource go-to-market functions; • vendors of sales automation, conversation or other artificial intelligence, and chat software; • providers of third-party company attributes, technology attributes, and business contact information; • providers of online content consumption data for predictive sales and marketing analytics; and • user-based networks of companies and/or business professionals.
In addition, the rapid advancement and widespread adoption of LLMs and generative AI technologies could result in new competitors in our industry.
Prominent LLM providers and other leading generative AI companies, are developing increasingly sophisticated AI capabilities, and such technologies may incorporate business contact information, company intelligence and market insights directly into their models or make such data readily accessible through AI-enabled tools at substantially lower costs than our products and services, or even at no incremental cost to their end users.
These LLM providers may aggregate and synthesize publicly available data sources, licensed datasets, or user-contributed information to generate business intelligence that overlaps with or competes directly with our products and services.
As LLM capabilities improve, the quality, accuracy, and comprehensiveness of the business data they provide may approach or match levels that customers find acceptable for their go-to-market activities.
These risks could be exacerbated by weak macroeconomic and uncertain geopolitical conditions (including due to global pandemics or such as those related to the Russia-Ukraine war, and the conflict between Israel and Hamas, including after giving effect to the October 2025 Gaza Peace Plan, as well as related and other conflicts due to rising tensions in the Middle East and South America, including with respect to Iran, and U.S. relations with members of the European Union and Venezuela) and lower customer spending on sales and marketing.
Weakened macroeconomic and uncertain geopolitical conditions could also disproportionately increase the likelihood that any given current or prospective customer would choose a lower-price alternative even if our products or services are superior.
Table of Content s Our business is, and the markets in which we compete are, rapidly evolving, including with respect to AI and AI-enabled products, which make it difficult to forecast demand for our services and achieve an optimal resource allocation strategy, as we may not be able to effectively monetize our AI investments.
In recent years and continuing through today, an increasing number of customers have been allocating their spending toward AI, ML, and generative AI capabilities.
Our increasing reliance on, and continued capital investments in, AI and ML technologies exposes us to additional risks and uncertainties.
The development and deployment of AI capabilities, including our Copilot, GTM Workspace and GTM Studio products, as well as other AI-enabled features, involves complex technical challenges and substantial infrastructure investments.
In addition, in order to maintain our market-leading position in AI-driven go-to-market products and services, we have invested, and will continue to invest, in the AI-capabilities of our workforce.
As a result of this strategy, we have made substantial capital investments and have committed significant resources, including engineering personnel, to build AI-capabilities and scale the infrastructure required to enable our workforce to utilize and integrate such capabilities into their workflows.
However, despite our substantial investments in the AI-capabilities of our workforce, we may not realize an expected return if the products our teams develop do not generate sufficient customer demand or incremental revenue to justify the costs, or if the productivity improvements from our AI-capabilities do not offset the costs of building and maintaining AI-capable teams.
Therefore, if we are unable to meet the demands of a rapidly evolving market, including as it relates to our AI capabilities, if our estimates of the market opportunity, including our forecast of the demand for our products prove to be incorrect, or if our workforce is unable to achieve the expected gains in productivity or innovation, our revenue and cash flows may decline or grow less quickly than anticipated, and we may not be able to achieve a return on our investment in our AI and AI-enabled solutions, which could have a material adverse effect on our business, financial condition, and results of operations.
Table of Content s Third-party systems are constantly evolving, and it is difficult to predict with certainty the challenges that we may encounter in developing our platform for use in conjunction with such third-party systems, including as it relates to any deficiencies caused by, or originated from, such third-party systems.
Some operators of CRM and similar systems may cease to permit our access to, or the integration of our platform with, their systems.

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Gone since FY2024

RISK FACTORS We are subject to various risks that could have a material adverse impact on our business, financial position, results of operations, or cash flows.
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial position, results of operations or cash flows.
You should carefully review the information provided in this section before making an investment in our Company.
Accordingly, the effect of significant macroeconomic and geopolitical downturns, including falling demand for a variety of goods and services, inflation (including wage inflation), labor market constraints, higher interest rates, liquidity constraints, volatility in credit, equity, and foreign exchange markets, bankruptcies, global pandemics, wars, trade tensions, and catastrophic events, could impact the demand for and use of our products.
In addition, as part of our growth strategy, we are seeking to expand our enterprise customer base, which presents additional risks and challenges, including, but not limited to, longer and more complex average sales cycles and significant investments in sales talent, product capabilities, and operational infrastructure.
We may be unable to attract new customers, renew existing subscriptions, expand subscriptions of current customers, and collect revenue from our customers, which could harm our revenue growth, cash flows, and profitability.
Additionally, during the second quarter of 2024, we deployed a new business risk model to flag and require upfront pre-payment from prospects at the greatest risk of non-payment.
Additionally, increasing our sales to large organizations (both existing and prospective customers) across various industries requires increasingly sophisticated and costly sales and account management efforts targeted at senior management and other personnel.
Further, sales to large organizations often require longer sales cycles.
If we are not able to obtain and maintain accurate, comprehensive, or reliable data, we could experience reduced demand for our products and services and have an adverse effect on our business, results of operations, and financial condition.
If our data, including the data we obtain from third parties and our data extraction, cleaning, and insights, are not current, accurate, comprehensive, or reliable, or is otherwise actually, or perceived to be, of a lower standard than our competitors, it would increase the likelihood of negative customer experiences, which in turn would reduce the likelihood of customers renewing or upgrading their subscriptions and harm our reputation, making it more difficult to obtain new customers.
Additionally, state laws currently in effect and those coming into effect in 2025, as well as other legal and regulatory changes are making, or will make, it easier for individuals to opt-out of having their personal data collected and processed.
Although we already honor opt-out requests globally, such legal and regulatory changes could increase public awareness of this option, resulting in higher rates of opting out.
Third-party intermediaries have emerged, and may continue to emerge, that offer services enabling individuals to opt out of their personal data being collected at scale (i.e., from multiple platforms, including ours).
Other companies, including various small and medium-sized businesses who focus on B2B sales and marketing intelligence, have become, and larger and better-funded companies with significant resources may shift their existing business models to become, more competitive with us.
Companies in related industries, such as CRM, business software, or advertising, including Salesforce, Oracle, Google, or Microsoft/LinkedIn, may choose to compete with us in the B2B sales and marketing intelligence space and would immediately have access to greater resources and brand recognition.
In addition, many of our potential competitors, particularly those with greater financial and operating resources, including larger sales and marketing budgets and resources, as well as small and medium-sized businesses who focus on B2B sales and marketing intelligence, may have the ability to respond more quickly and effectively than we can to new or changing opportunities, technologies, such as AI and ML, standards or customer requirements.
We experience competition from other companies and technologies that allow companies to gather and aggregate sales, marketing, recruiting, and other data, and competing products and services could provide greater appeal to our customers.
It is highly competitive, rapidly evolving, and fragmented.
Our current competitors include: • free online and offline sources of information on companies and business professionals, including government records, telephone books, company websites, and open online databases of business professionals, such as LinkedIn; • our current and potential customers’ internal and homegrown business contact databases; • when used in conjunction with the foregoing or when additionally providing third-party sales and marketing data, (i) predictive analytics and customer data platform technologies or (ii) sales and marketing vendors, which may specialize in appointment setting, online ad targeting, email marketing, or other outsource go-to-market functions; • other vendors of sales automation, conversation or other artificial intelligence, and chat software; • other providers of third-party company attributes, technology attributes, and business contact information; • other providers of online content consumption data for predictive sales and marketing analytics; and • user-based networks of companies and/or business professionals.
These risks could be exacerbated by weak macroeconomic and geopolitical conditions (including due to global pandemics or such as those related to the Russia-Ukraine war, and the conflict between Israel and Hamas, including after giving effect to the proposed January 2025 armistice and any uncertainties that may arise during any stage of the three-phase cease-fire proposal, as well as related and other conflicts due to rising tensions in the Middle East) and lower customer spending on sales and marketing.
Weakened macroeconomic and geopolitical conditions could also disproportionately increase the likelihood that any given current or prospective customer would choose a lower-price alternative even if our products or services are superior.
Our business is, and the markets in which we compete are, rapidly evolving, including with respect to AI and AI-enabled products, which make it difficult to forecast demand for our services.
In recent years, an increasing number of customers have been allocating their spending toward AI, ML, and generative AI capabilities.
Our increasing reliance on AI and ML technologies exposes us to additional risks and uncertainties.
The development and deployment of AI capabilities, including our Copilot product and other AI-enabled features, involves complex technical challenges and substantial infrastructure investments.
If we are unable to meet the demands of a rapidly evolving market, including as it relates to our AI capabilities, or if our estimates of the market opportunity, including our forecast of the demand for our products proves to be incorrect, our revenue and cash flows may decline or grow less quickly than anticipated, and we may not be able to achieve a return on our investment in our AI and AI-enabled solutions, which could have a material adverse effect on our business, financial condition, and results of operations.
Third-party systems are constantly evolving, and it is difficult to predict with certainty the challenges that we may encounter in developing our platform for use in conjunction with such third-party systems, including as it relates to any deficiencies caused by, or originated from, such third-party systems.
Some operators of CRM and similar systems may cease to permit our access or the integration of our platform to their systems.
Our business could be negatively affected by changes in search engine algorithms and dynamics or other traffic-generating arrangements.
We rely heavily on internet search engines, such as Google, including through the purchase of sales and marketing-related keywords and the indexing of our public-facing directory pages and other web pages, to generate a significant portion of the traffic to our website.
If a major search engine changes its algorithms or results in a manner that negatively affects the search engine ranking, paid or unpaid, of our website, or if competitive dynamics impact the costs or effectiveness of search engine optimization, search engine marketing or other traffic-generating arrangements in a negative manner, our business and financial performance would be adversely affected.
The Company continues to be led by our CEO and co-founder, Henry Schuck, who plays an important role in driving the Company’s culture, determining the strategy, and executing against that strategy across the Company.
If the information we rely upon to run our businesses were to be found to be inaccurate or unreliable, if we fail to maintain or protect our IT systems and data integrity effectively, if we fail to develop and implement new or upgraded systems to meet our business needs in a timely manner, or if we fail to anticipate, plan for or manage significant disruptions to these systems, our competitive position could be harmed, we could have operational disruptions, we could lose existing customers, have difficulty preventing, detecting, and controlling fraud, have disputes with customers, have regulatory sanctions or penalties imposed or other legal problems, incur increased operating and administrative expenses, lose revenues as a result of a data privacy breach or theft of intellectual property or suffer other adverse consequences, any of which could have a material adverse effect on our business, results of operations, financial condition or cash flows.
ESG matters and related reporting obligations, expose us to risks that could adversely affect our reputation and performance.
U.S. and international regulators, investors and other stakeholders are increasingly focused on ESG matters.
We have established and publicly announced certain ESG goals.
Our ability to achieve any ESG objective is subject to numerous risks, many of which are outside of our control.
Examples of those risks include our ability to accurately track Scope 1, 2 and 3 greenhouse gas emissions, the evolving regulatory requirements affecting ESG standards or disclosures and our ability to recruit, develop and retain diverse talent in our workforce.
In recent years, there has been an increase in attention to and regulation of data protection and data privacy across the globe, including the enactment of the GDPR, the United Kingdom’s transposition of GDPR into its domestic laws following Brexit in January 2021, India’s Digital Personal Data Protection Act passed in August 2023, the California Consumer Privacy Act as amended by the California Privacy Rights Act, and similar comprehensive privacy laws adopted in eighteen other states, including Colorado, Connecticut, Virginia, and Utah.

and 81 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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