Form 8-K

8-K — MITEK SYSTEMS INC

Accession: 0000807863-26-000035

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0000807863

SIC: 3577 (COMPUTER PERIPHERAL EQUIPMENT, NEC)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — mitk-20260806.htm (Primary)

EX-99.1 (mitk-20260630xexx991xq326e.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: mitk-20260806.htm · Sequence: 1

mitk-20260806

0000807863FALSE00008078632026-08-062026-08-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2026

MITEK SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-35231 87-0418827

(State or other jurisdiction

of incorporation) (Commission File Number) (IRS Employer

Identification No.)

770 First Avenue, Suite 425

San Diego, California 92101

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (619) 269-6800

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.001 per share MITK

NASDAQ Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 6, 2026, the Company issued a press release announcing the Company’s financial results for the third fiscal quarter ended June 30, 2026. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

8.01. Other Events.

On August 5, 2026, Mark Rossi was elected to serve as non-executive Chairman of the Board, effective October 1, 2026. Mr. Rossi will succeed Scott Carter, who is stepping down as Chairman at the end of the current fiscal year, due to personal time constraints and will continue to serve as a director. Mr. Carter's decision was not the result of any disagreement with the Company on any matter relating to its operations, policies, or practices.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description

99.1

Press Release issued by Mitek Systems, Inc. on August 6, 2026

104

Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Mitek Systems, Inc.

August 6, 2026 By: /s/ Dave Lyle

Dave Lyle

Chief Financial Officer

EX-99.1

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Document

Mitek Reports Fiscal Third Quarter Revenue of $54.0 Million, Up 18% Year-Over-Year; Raises Full-Year Outlook

Record Fraud & Identity SaaS revenue of $24.8 million, up 37% year-over-year

Raised full-year fiscal 2026 revenue and adjusted EBITDA margin outlook

SAN DIEGO, Calif. - August 6, 2026 - Mitek Systems, Inc. (NASDAQ: MITK, www.miteksystems.com, “Mitek” or the “Company”), a global leader in digital identity verification and fraud prevention, today reported financial results for its third quarter ended June 30, 2026 and raised its revenue and adjusted EBITDA margin guidance range for the fiscal year ending September 30, 2026 (“fiscal 2026”).

"The team delivered a strong fiscal third quarter driven by Fraud and Identity SaaS revenue growth, as more of the world's highest-assurance institutions rely on Mitek to counter AI-driven fraud across the digital life cycle," said Ed West, Chief Executive Officer of Mitek. "Our consortium data network reached an important milestone this quarter, as a top five US bank completed pilot testing and joined the full consortium network on Check Fraud Defender. We also materially expanded our partner and reseller channel, which puts the consortium within reach of thousands of additional financial institutions. As each one joins, it both draws on and strengthens the network's shared intelligence, so every member benefits as the network grows. Both our consortium data network and our identity platform are driving growth, and executing across both is our Unify and Grow ethos showing up in the results."

Fiscal 2026 Third Quarter Financial Highlights

GAAP

•Total revenue of $54.0 million was an 18% increase year-over-year, compared to $45.7 million a year ago.

•SaaS revenue of $26.2 million was a 36% increase year-over-year, compared to $19.3 million a year ago.

•Gross profit of $42.7 million, compared to $35.5 million a year ago.

•GAAP gross profit margin was 79.1%, compared to 77.7% a year ago.

•GAAP net income was $8.4 million, compared to $2.4 million a year ago.

•GAAP net income per diluted share was $0.17, compared to $0.05 a year ago.

•Total cash and investments of $100.2 million at June 30, 2026, was a decrease of $96.3 million from $196.5 million at September 30, 2025; the retirement of the $155 million Convertible Senior Notes was the primary contributor to the decrease. This cash and investments balance was an increase of $22.6 million from $77.6 million at March 31, 2026.

•LTM net cash provided by operating activities was $53.7 million, compared to $57.0 million for the corresponding period a year ago.

Non-GAAP

•Non-GAAP gross profit of $46.2 million, compared to $38.9 million a year ago.

•Non-GAAP gross profit margin was 85.5%, compared to 85.0% a year ago.

•Adjusted EBITDA was $20.8 million, compared to $13.1 million a year ago, an increase of 59%.

•Adjusted EBITDA margin was 38.5%, compared to 28.6% a year ago.

•Non-GAAP net income was $16.8 million, compared to $10.2 million a year ago, an increase of 65%.

•Non-GAAP net income per diluted share was $0.34, compared to $0.22 a year ago, an increase of 58%.

•LTM free cash flow was $48.6 million, compared to $55.8 million for the corresponding period a year ago.

Guidance

Guidance includes non-GAAP financial measures. Mitek is raising its revenue and adjusted EBITDA margin guidance for the fiscal year, and providing guidance for its fiscal fourth quarter, ending September 30, 2026, as follows:

Full Year FY26 Q4 FY26

Guidance

Total revenue

$195 - $200 million $42 - $47 million

Y/Y growth (midpoint)

Approximately 10%

Fraud & Identity solutions revenue(1)

$105 - $109 million

Y/Y growth (midpoint)

Approximately 19%

Adjusted EBITDA margin %(2)

32% - 34%

Total Non-GAAP operating expense(2)

$26 - $27 million

(1)See revenue categorizations as presented in the “Disaggregation of Revenue by Product and Type”.

(2)See 'Note Regarding Use of Non-GAAP Financial Measures'.

Leadership Appointment: Chief Revenue Officer

Mitek also announced the appointment of Aaron Seyler as Chief Revenue Officer, effective August 17, 2026. Seyler will lead Mitek's go-to-market organization bringing the Company's sales, channel partnerships, customer success and support, and sales engineering and professional services teams under a single leader signaling a natural next step in Mitek's Unify and Grow ethos and next phase of growth.

Seyler joins Mitek from Vonage, an Ericsson company, where he led a global go-to-market organization across 17 countries. In his role as Chief Revenue Officer, he scaled an API-based enterprise software business through a global partner and channel ecosystem, a motion similar to Mitek’s delivery of its identity and fraud capabilities into customer onboarding, authentication, and transaction workflows. Prior to Vonage, he led the go-to-market function at Telesign, a digital fraud and identity protection company, where he helped scale revenue from approximately $200 million to more than $600 million and led its expansion into the international markets.

"I have spent my career scaling enterprise revenue for software platform businesses, including in digital fraud and identity, and what stands out about Mitek is the trust it has earned with many of the world's largest institutions, the banks and enterprises where protecting identity and assets is mission critical. That trust and the technology, data, and services ecosystem beneath it, is difficult to build and difficult to replicate. I am excited to bring our go-to-market teams together and, alongside our partners, help more of these institutions put Mitek's capabilities to work against the growing threat of digital and AI-driven fraud," said Aaron Seyler, incoming Chief Revenue Officer of Mitek.

Board Leadership Transition

"On behalf of the Board and the entire company, I would like to thank Scott for his commitment and steady leadership as Chairman through a period of significant change in Mitek's history," said Ed West, Chief Executive Officer of Mitek. "Mark brings a strong track record as an investor and decades of governance experience. Since joining our Board in March 2025, he has served on the Audit Committee and developed a deep understanding of our business, strategy, and financial profile, positioning him to lead with continuity as we look ahead into fiscal 2027 and beyond.”

Conference Call Information

Mitek management will host a conference call and live webcast for analysts and investors today at 2 p.m. PT (5 p.m. ET) to discuss the Company’s financial results for the third quarter of fiscal 2026. To join the webcast, visit our Investor Relations website at https://investors.miteksystems.com.

Participants may also dial +1 800-717-1738 (US and Canada) or +1 646-307-1865 (International) to access the call. A dial-in replay will be available for one week by dialing +1 844-512-2921 (U.S. and Canada) or +1 412-317-6671 (International) and entering the passcode 1141184. An archived webcast replay will remain accessible for one year on Mitek’s Investor Relations website.

About Mitek Systems, Inc.

Mitek Systems protects what’s real across digital interactions in a world of evolving threats. Mitek helps businesses verify identities, prevent fraud before it happens, and deliver secure, seamless digital experiences in the face of rapidly advancing AI-generated threats. From account opening to authentication and deposit, Mitek’s technology safeguards critical digital interactions. More than 7,000 organizations rely on Mitek to protect their most important customer connections and stay ahead of emerging risks. Learn more at www.miteksystems.com. [(MITK-F)]

Follow Mitek on LinkedIn and YouTube, and read Mitek’s latest blog posts here.

Notice Regarding Forward-Looking Statements

Statements contained in this news release relating to the Company or its management’s intentions, hopes, beliefs, expectations or predictions of the future, including, but not limited to, statements relating to the Company’s fiscal 2026 guidance, are forward-looking statements. Such forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks related to the Company’s ability to withstand negative conditions in the global economy, a lack of demand for or market acceptance of the Company’s products, the Company’s ability to continue to develop, produce and introduce innovative new products in a timely manner, the Company’s ability to capitalize on a growing market, quarterly variations in revenue, the profitability of certain sectors of the Company, the performance of the Company’s growth initiatives, the outcome of any pending or threatened litigation or investigation, and the timing of the implementation and launch of the Company’s products by the Company’s signed customers.

Additional risks and uncertainties faced by the Company are contained from time to time in the Company’s filings with the U.S. Securities and Exchange Commission (SEC), including, but not limited to, the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2025, as filed with the SEC on December 11, 2025 and its quarterly reports on Form 10-Q and current reports on Form 8-K, which you may obtain for free on the SEC’s website at www.sec.gov. Collectively, these risks and uncertainties could cause the Company’s actual results to differ materially from those projected in its forward-looking statements and you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company disclaims any intention or obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

Investor Contacts:

Ryan Flanagan Michael Holder

ICR for Mitek Systems SVP, Finance and Investor Relations

ir@miteksystems.com mholder@miteksystems.com

Note Regarding Use of Non-GAAP Financial Measures

This news release contains non-U.S. generally accepted accounting principles (“GAAP”) financial measures for adjusted EBITDA, adjusted EBITDA margin, non-GAAP cost of revenue, non-GAAP gross profit, non-GAAP gross profit margin, non-GAAP net income per basic share, non-GAAP net income per diluted share, non-GAAP free cash flow, and non-GAAP operating expense that excludes stock-based compensation expense, litigation and other legal costs, executive and other transition costs, non-recurring audit fees, enterprise risk, portfolio positioning and other related costs, and non-GAAP net income which additionally excludes amortization of acquisition-related intangibles, net changes in estimated fair value of acquisition-related contingent consideration, restructuring costs, amortization of debt discount and issuance costs, income tax effect of pre-tax adjustments, and cash tax difference. These financial measures are not calculated in accordance with GAAP and are not based on any comprehensive set of accounting rules or principles. In evaluating the Company’s performance, management uses certain non-GAAP financial measures to supplement financial statements prepared under GAAP. Management believes these non-GAAP financial measures provide a useful measure of the Company’s operating results, a meaningful comparison with historical results and with the results of other companies, and insight into the Company’s ongoing operating performance. Further, management and the Board of Directors of the Company utilize these non-GAAP financial measures to gain a better understanding of the Company’s comparative operating

performance from period-to-period and as a basis for planning and forecasting future periods. Management believes these non-GAAP financial measures, when read in conjunction with the Company’s GAAP financial statements, are useful to investors because they provide a basis for meaningful period-to-period comparisons of the Company’s ongoing operating results, including results of operations against investor and analyst financial models, which helps identify trends in the Company’s underlying business and provides a better understanding of how management plans and measures the Company’s underlying business.

The Company has not provided a reconciliation of its forward outlook for non-GAAP adjusted EBITDA margin or total non-GAAP operating expense with their most directly comparable forward-looking GAAP measures, GAAP net income margin and GAAP operating expense, respectively, in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to quantify share-based compensation expense, which is excluded from these non-GAAP measures, as it requires additional inputs such as the number of shares granted and market prices that are not ascertainable due to the volatility of the Company’s share price. Additionally, a significant portion of the Company’s operations are in foreign countries and the transactional currencies are primarily Euros and British pound sterling and the Company is not able to predict fluctuations in those currencies without unreasonable efforts. These non-GAAP measures also exclude litigation and other legal costs, executive and other transition costs, non-recurring audit fees, restructuring costs, and acquisition and integration expenses. While certain of these additional items may be estimable for future periods, the Company is unable to provide a complete quantitative reconciliation of the forward-looking measures without unreasonable efforts, and expects the foregoing excluded items may have a potentially significant impact on future GAAP financial results.

We define free cash flow as net cash provided by operating activities, less cash used for purchases of property and equipment. We define free cash flow margin as free cash flow as a percentage of revenue. In addition to the reasons stated above, we believe that free cash flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash in excess of our capital investments in property and equipment in order to enhance the strength of our balance sheet and further invest in our business and potential strategic initiatives. A limitation of the utility of free cash flow as a measure of our liquidity is that it does not represent the total increase or decrease in our cash balance for the period. We use free cash flow in conjunction with traditional U.S. GAAP measures as part of our overall assessment of our liquidity, including the preparation of our annual operating budget and quarterly forecasts and to evaluate the effectiveness of our business strategies. There are a number of limitations related to the use of free cash flow as compared to net cash provided by operating activities, including that free cash flow includes capital expenditures, the benefits of which are realized in periods subsequent to those when expenditures are made. We may refer to certain financial metrics on a Last Twelve Months (“LTM”) basis. LTM figures represent the sum of the most recently reported four fiscal quarters and are used to provide a view of the company's financial performance over the past year.

Mitek encourages investors to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, which it includes in press releases announcing quarterly financial results, including this press release, and not to rely on any single financial measure to evaluate Mitek’s business.

MITEK SYSTEMS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(amounts in thousands except per share data)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Revenue

Software license $ 20,714 $ 19,507 $ 60,565 $ 58,192

SaaS, maintenance, and other

33,324 26,222 92,558 76,720

Total revenue 54,038 45,729 153,123 134,912

Operating costs and expenses

Cost of revenue—software license (exclusive of depreciation & amortization) 60 53 126 136

Cost of revenue—SaaS, maintenance, and other (exclusive of depreciation & amortization)

8,119 6,969 25,018 19,361

Selling and marketing 10,026 11,127 27,775 31,362

Research and development 8,059 8,960 22,999 27,049

General and administrative 12,926 11,251 36,244 33,250

Amortization of acquired intangibles and acquisition-related costs 3,304 3,560 9,913 10,817

Restructuring costs — — 515 837

Total operating costs and expenses 42,494 41,920 122,590 122,812

Operating income 11,544 3,809 30,533 12,100

Interest expense 721 2,469 4,713 7,274

Other income, net 347 1,805 2,484 3,478

Income before income taxes 11,170 3,145 28,304 8,304

Income tax provision (2,803) (749) (7,629) (1,368)

Net income $ 8,367 $ 2,396 $ 20,675 $ 6,936

Net income per share—basic $ 0.19 $ 0.05 $ 0.46 $ 0.15

Net income per share—diluted $ 0.17 $ 0.05 $ 0.43 $ 0.15

Shares used in calculating net income per share—basic

45,175 45,894 45,311 45,632

Shares used in calculating net income per share—diluted

48,709 46,848 48,576 46,790

Comprehensive income

Net income $ 8,367 $ 2,396 $ 20,675 $ 6,936

Other comprehensive income (loss), net of tax

Foreign currency translation adjustment (215) 10,300 (3,284) 4,734

Unrealized loss on investments, net of tax benefit of $8, $3, $22, and $29

(2) (8) (50) (92)

Other comprehensive income (loss), net of tax (217) 10,292 (3,334) 4,642

Comprehensive income $ 8,150 $ 12,688 $ 17,341 $ 11,578

MITEK SYSTEMS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(amounts in thousands except share data)

June 30, 2026 (Unaudited) September 30, 2025

ASSETS

Current assets:

Cash and cash equivalents $ 90,045 $ 154,153

Short-term investments 9,666 38,858

Accounts receivable, net 52,306 36,811

Contract assets, current portion 8,763 12,687

Prepaid expenses 3,395 3,050

Other current assets 3,690 2,935

Total current assets 167,865 248,494

Long-term investments 450 3,464

Property and equipment, net 5,816 2,314

Right-of-use assets 1,969 2,624

Intangible assets, net 29,453 39,799

Goodwill 131,349 133,457

Deferred income tax assets 25,292 25,334

Contract assets, non-current portion 2,062 1,405

Other non-current assets 3,799 2,218

Total assets $ 368,055 $ 459,109

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable $ 3,968 $ 3,874

Accrued payroll and related taxes 14,630 16,837

Income tax payables 3,063 2,683

Deferred revenue, current portion 34,501 29,061

Lease liabilities, current portion 913 890

Convertible senior notes — 152,216

Current portion of term loan 2,813 —

Other current liabilities 1,295 3,473

Total current liabilities 61,183 209,034

Deferred revenue, non-current portion 1,615 1,085

Long-term portion of term loan 46,562 —

Lease liabilities, non-current portion 1,387 2,080

Deferred income tax liabilities 291 295

Other non-current liabilities 6,494 6,357

Total liabilities 117,532 218,851

Stockholders’ equity:

Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding

— —

Common stock, $0.001 par value, 120,000,000 shares authorized, 45,234,573 issued and 45,110,617 outstanding as of June 30, 2026, and 45,636,531 issued and outstanding as of September 30, 2025

45 46

Additional paid-in capital 278,549 265,835

Accumulated other comprehensive income (loss) (2,748) 586

Accumulated deficit (23,322) (26,209)

Treasury stock, at cost, 123,956 shares and 0 shares as of June 30, 2026 and September 30, 2025, respectively

(2,001) —

Total stockholders’ equity 250,523 240,258

Total liabilities and stockholders’ equity $ 368,055 $ 459,109

MITEK SYSTEMS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(amounts in thousands)

Nine Months Ended June 30,

2026 2025

Operating activities:

Net income $ 20,675 $ 6,936

Adjustments to reconcile net income to net cash provided by operating activities:

Stock-based compensation expense 12,582 13,239

Loss on extinguishment of revolving credit line — 309

Amortization of acquired intangible assets 9,913 10,817

Amortization of costs capitalized to obtain revenue contracts 2,229 1,394

Depreciation and amortization expense 1,285 1,171

Bad debt expense 228 520

Amortization of investment premiums & other (343) (764)

Accretion and amortization on convertible senior notes 3,034 6,403

Deferred taxes (28) (7,942)

Changes in assets and liabilities, net of acquisitions:

Accounts receivable (15,878) (8,852)

Contract assets 3,190 5,997

Other assets (5,015) (755)

Accounts payable 108 (3,691)

Accrued payroll and related taxes (2,119) 3,947

Income taxes payable 416 1,990

Deferred revenue 6,104 4,584

Other liabilities (2,152) 576

Net cash provided by operating activities 34,229 35,879

Investing activities:

Purchases of investments (8,179) (34,192)

Maturities of investments 34,621 34,900

Sales of investments 6,035 —

Purchases of property and equipment, net (4,818) (896)

Net cash provided by (used in) investing activities 27,659 (188)

Financing activities:

Proceeds from term loan 50,000 —

Repayments of term loan (625) —

Repayments of senior convertible notes (155,250) —

Payment of debt issuance costs — (224)

Proceeds from the issuance of equity plan common stock 2,263 530

Repurchases and retirements of common stock (19,790) (3,259)

Payment of tax withholding obligations related to net share settlements of equity awards

(2,131) —

Proceeds from other borrowings 442 —

Principal payments on other borrowings (172) (142)

Net cash used in financing activities (125,263) (3,095)

Foreign currency effect on cash and cash equivalents (733) 1,072

Net increase (decrease) in cash and cash equivalents (64,108) 33,668

Cash and cash equivalents at beginning of period 154,153 93,456

Cash and cash equivalents at end of period $ 90,045 $ 127,124

Supplemental disclosures of cash flow information:

Cash paid for interest $ 1,562 $ 582

Cash paid for income taxes $ 7,648 $ 7,065

Supplemental disclosures of non-cash investing and financing activities:

Unrealized holding loss on available-for-sale investments $ (50) $ (92)

MITEK SYSTEMS, INC.

DISAGGREGATION OF REVENUE BY PRODUCT AND TYPE

(Unaudited)

(amounts in thousands)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Fraud and Identity Solutions

SaaS

$ 24,833 $ 18,100 $ 65,728 $ 52,183

Software license and support

3,612 6,944 12,609 11,509

Professional services and other

586 491 1,864 1,531

Total fraud and identity solutions revenue

$ 29,031 $ 25,535 $ 80,201 $ 65,223

Check Verification Solutions

SaaS $ 1,319 $ 1,161 $ 3,881 $ 3,500

Software license and support

23,408 18,846 67,927 65,454

Professional services and other

280 187 1,114 735

Total check verification solutions revenue

$ 25,007 $ 20,194 $ 72,922 $ 69,689

Consolidated Revenue

SaaS $ 26,152 $ 19,261 $ 69,609 $ 55,683

Software license and support

27,020 25,790 80,536 76,963

Professional services and other

866 678 2,978 2,266

Consolidated revenue

$ 54,038 $ 45,729 $ 153,123 $ 134,912

MITEK SYSTEMS, INC.

GAAP NET INCOME TO ADJUSTED EBITDA RECONCILIATION

(Unaudited)

(amounts in thousands)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

GAAP net income (loss) $ 8,367 $ 2,396 $ 20,675 $ 6,936

Add:

Income tax (benefit) provision 2,803 749 7,629 1,368

Other (income) expense, net (347) (1,805) (2,484) (3,478)

Interest expense 721 2,469 4,713 7,274

GAAP operating income (loss) $ 11,544 $ 3,809 $ 30,533 $ 12,100

Non-GAAP Adjustments

Depreciation and amortization expense $ 504 $ 432 $ 1,285 $ 1,171

Amortization of acquired intangible assets 3,304 3,560 9,913 10,817

Litigation and other legal costs 380 37 408 457

Executive and other transition costs 158 — 420 521

Stock-based compensation expense 4,890 4,422 12,582 13,239

Non-recurring audit fees — 807 719 1,937

Restructuring costs(1)

— — 515 837

Adjusted EBITDA $ 20,780 $ 13,067 $ 56,375 $ 41,079

Total revenue

$ 54,038 $ 45,729 $ 153,123 $ 134,912

Adjusted EBITDA margin

38.5 % 28.6 % 36.8 % 30.4 %

(1)Restructuring costs consist of employee severance obligations and other related costs. Restructuring costs were $0.5 million in the nine months ended June 30, 2026 and were related to a restructuring that occurred in the first quarter of fiscal 2026. Restructuring costs were $0.8 million in the nine months ended June 30, 2025 and were related to a restructuring that occurred in the first quarter of fiscal 2025.

MITEK SYSTEMS, INC.

NON-GAAP NET INCOME RECONCILIATION

(Unaudited)

(amounts in thousands except per share data)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Net income (loss) $ 8,367 $ 2,396 $ 20,675 $ 6,936

Non-GAAP adjustments:

Amortization of acquired intangible assets

3,304 3,560 9,913 10,817

Litigation and other legal costs

380 37 408 457

Executive and other transition costs 158 — 420 521

Stock-based compensation expense 4,890 4,422 12,582 13,239

Non-recurring audit fees — 807 719 1,937

Restructuring costs(1)

— — 515 837

Amortization of debt discount and issuance costs — 2,487 3,034 6,796

Income tax effect of pre-tax adjustments (2,284) (2,304) (7,134) (7,663)

Cash tax difference(2)

1,941 (1,228) 6,535 (321)

Non-GAAP net income $ 16,756 $ 10,177 $ 47,667 $ 33,556

Non-GAAP net income per share—basic $ 0.37 $ 0.22 $ 1.05 $ 0.74

Non-GAAP net income per share—diluted $ 0.34 $ 0.22 $ 0.98 $ 0.72

Shares used in calculating non-GAAP net income per share—basic 45,175 45,894 45,311 45,632

Shares used in calculating non-GAAP net income per share—diluted 48,709 46,848 48,576 46,790

(2)The Company’s non-GAAP net income is calculated using a cash tax rate of 15% in fiscal 2026 and 22% in fiscal 2025. The estimated cash tax rate is the estimated annual tax payable on the Company’s tax returns as a percentage of estimated annual non-GAAP pre-tax net income. The Company uses an estimated cash tax rate to adjust for the historical variation in the effective book tax rate associated with the reversal of valuation allowances, and the utilization of research and development tax credits which currently have an overall effect of reducing taxes payable. The Company believes that the cash tax rate provides a more transparent view of the Company’s operating results. The Company’s effective tax rate used for the purposes of calculating GAAP net income for the three months ended June 30, 2026 and 2025 was 25% and 24%, respectively. The Company’s effective tax rate used for the purposes of calculating GAAP net income for the nine months ended June 30, 2026 and 2025 was 27% and 16%, respectively.

MITEK SYSTEMS, INC.

NON-GAAP FREE CASH FLOW RECONCILIATION

(Unaudited)

(amounts in thousands)

Three months ended Twelve months ended June 30, 2026

September 30, 2025 December 31, 2025 March 31, 2026 June 30, 2026

Net cash provided by (used in) operating activities $ 19,461 $ 8,018 $ (945) $ 27,156 $ 53,690

Less:

Purchases of property and equipment, net (259) (1,426) (1,552) (1,840) (5,077)

Free Cash Flow $ 19,202 $ 6,592 $ (2,497) $ 25,316 $ 48,613

Three months ended Twelve months ended June 30, 2025

September 30, 2024 December 31, 2024 March 31, 2025 June 30, 2025

Net cash provided by (used in) operating activities $ 21,102 $ 565 $ 13,743 $ 21,571 $ 56,981

Less:

Purchases of property and equipment, net (283) (335) (232) (329) (1,179)

Free Cash Flow $ 20,819 $ 230 $ 13,511 $ 21,242 $ 55,802

MITEK SYSTEMS, INC.

STOCK-BASED COMPENSATION EXPENSE

(Unaudited)

(amounts in thousands)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Cost of revenue $ 327 $ 181 $ 990 $ 504

Selling and marketing 976 950 2,167 2,959

Research and development 604 1,287 851 3,749

General and administrative 2,983 2,004 8,574 6,027

Total stock-based compensation expense $ 4,890 $ 4,422 $ 12,582 $ 13,239

MITEK SYSTEMS, INC.

NON-GAAP GROSS PROFIT RECONCILIATION

(Unaudited)

(amounts in thousands)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Software license

Software license revenue $ 20,714 $ 19,507 $ 60,565 $ 58,192

Cost of revenue (exclusive of depreciation and amortization expense) (60) (53) (126) (136)

Depreciation and amortization expense (162) (185) (529) (697)

Amortization of acquired completed technology assets

(501) (763) (1,503) (2,605)

GAAP gross profit for software license and hardware 19,991 18,506 58,407 54,754

Depreciation and amortization expense

162 185 529 697

Amortization of acquired completed technology assets

501 763 1,503 2,605

Non-GAAP gross profit for software license

$ 20,654 $ 19,454 $ 60,439 $ 58,056

GAAP gross margin for software license

96.5 % 94.9 % 96.4 % 94.1 %

Non-GAAP gross margin for software license

99.7 % 99.7 % 99.8 % 99.8 %

SaaS, maintenance, and other

SaaS, maintenance, and other revenue $ 33,324 $ 26,222 $ 92,558 $ 76,720

Cost of revenue (exclusive of depreciation and amortization expense) (8,119) (6,969) (25,018) (19,361)

Depreciation and amortization expense (229) (3) (444) (9)

Amortization of acquired completed technology assets

(2,228) (2,218) (6,674) (6,436)

GAAP gross profit for SaaS, maintenance, and other 22,748 17,032 60,422 50,914

Depreciation and amortization expense

229 3 444 9

Amortization of acquired completed technology assets

2,228 2,218 6,674 6,436

Stock-based compensation expense

327 181 990 504

Non-GAAP gross profit for SaaS, maintenance, and other $ 25,532 $ 19,434 $ 68,530 $ 57,863

GAAP gross margin for SaaS, maintenance, and other 68.3 % 65.0 % 65.3 % 66.4 %

Non-GAAP gross margin for SaaS, maintenance, and other 76.6 % 74.1 % 74.0 % 75.4 %

Consolidated results

Total revenue $ 54,038 $ 45,729 $ 153,123 $ 134,912

Cost of revenue (exclusive of depreciation and amortization expense) (8,179) (7,022) (25,144) (19,497)

Depreciation and amortization expense (391) (188) (973) (706)

Amortization of acquired completed technology assets

(2,729) (2,981) (8,177) (9,041)

GAAP gross profit 42,739 35,538 118,829 105,668

Depreciation and amortization expense 391 188 973 706

Amortization of acquired completed technology assets

2,729 2,981 8,177 9,041

Stock-based compensation expense

327 181 990 504

Non-GAAP gross profit $ 46,186 $ 38,888 $ 128,969 $ 115,919

GAAP gross profit margin 79.1 % 77.7 % 77.6 % 78.3 %

Non-GAAP gross profit margin

85.5 % 85.0 % 84.2 % 85.9 %

MITEK SYSTEMS, INC.

NON-GAAP OPERATING EXPENSE RECONCILIATION

(Unaudited)

(amounts in thousands)

Three Months Ended June 30, Nine Months Ended June 30,

2026 2025 2026 2025

Selling and marketing $ 10,026 $ 11,127 $ 27,775 $ 31,362

Non-GAAP adjustments:

Stock-based compensation expense 976 950 2,167 2,959

Executive and other transition costs

— — 170 —

Non-GAAP selling and marketing $ 9,050 $ 10,177 $ 25,438 $ 28,403

Research and development $ 8,059 $ 8,960 $ 22,999 $ 27,049

Non-GAAP adjustments:

Stock-based compensation expense 604 1,287 851 3,749

Non-GAAP research and development $ 7,455 $ 7,673 $ 22,148 $ 23,300

General and administrative $ 12,926 $ 11,251 $ 36,244 $ 33,250

Non-GAAP adjustments:

Stock-based compensation expense 2,983 2,004 8,574 6,027

Litigation and other legal costs 380 37 408 457

Executive and other transition costs 158 — 250 521

Non-recurring audit fees — 807 719 1,937

Non-GAAP general and administrative $ 9,405 $ 8,403 $ 26,293 $ 24,308

Total Non-GAAP operating expense $ 25,910 $ 26,253 $ 73,879 $ 76,011

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