TASK 10-K & 10-Q changes, risk factors and insider trading

UtilizationIncreased adoption and utilization of AI, including Generative AI and Agentic AI, by our clients,clients and us, or our failure to appropriately incorporate Generative AI and Agentic AI into our operationsoperations, could adversely affect our business, reputation or financial results.

Generative AI, a rapidly evolving area within the broader AI landscape, focuses specifically on creating new content, such as text, images, and other media. While AI as a whole encompasses a wide range of technologies designed to simulate human intelligence, generativeGenerative AI has emerged as a key area of development, with the potential to impact most industries, including business process outsourcing, by further automating simple, repeatable tasks and streamlining some more sophisticated workflows. Agentic AI consists of systems capable of making autonomous decisions and executing tasks, including tasks with third parties, with intermittent human oversight. Certain of our clients have begun implementing thisthese technology.AI technologies. As generativeGenerative AI continuesand Agentic AI technologies continue to develop, demand for certain service offerings could decrease, further reducing our clients’ spend, which could have a negative impact on our revenue.

To remain competitive, we have invested in generative AI in pursuit of new opportunities and improved operational efficiencies. Although we have been using generative AI for the past few years and believe the future of generative AI is one of augmentation in addition to automation, enabling our talented teammates to leverage these tools and continue to meaningfully improve client outcomes and operational efficiencies, thereThere can be no assurance that we will successfully develop and employdeploy AI initiatives. A failure to effectively capitalize on our investments in AI technologies may adversely impact our client engagements and have a material adverse impact on our business. Additionally, the risks associated with bothAI technologies, including Generative AI and generativeAgentic AIAI, include potential “digital insider” risks, governmental and regulatory scrutiny, legal liabilities (such as intellectual property disputes), cybersecurity threats, privacy risks, inaccurate or biased results, ethical concerns, and negative client perceptions regarding automation. AI privacy risks, in particular, could arise from the misuse or mishandling of personal data during AI processing, which may lead to compliance violations and reputational damage. These challenges could adversely affect our business, reputation or financial results. Further, we face significant competition from other companies that are developing their own AI products and technologies. Those other companies may develop AI and generative AI products and technologies that are similar or superior to our technologies or are more cost-effective to develop and deploy.

Trust +& Safety, including content moderation and monitoring services, is a large and growing portion of our business. The long-term impacts on the mental health and well-being of our employees doing this work are unknown. This work may lead to stress disorders and may create liabilities for us. This work is also subject to significant press and regulatory scrutiny. As a result, we may be subject to negative publicity or liability, or face difficulties recruiting and retaining employees, any of which could have an adverse effect on our reputation, business, financial condition or results of operations.

We derive a significant portion of our revenues from consumer technology companies located in the United States. In particular, a substantial portion of our clients are concentrated in the social media, meal delivery and transport industries. The transportation, hospitality, entertainment, e-commerce, financial services (including cryptocurrency) and retail industries are particularly sensitive to the economic environment, and tend to decline during general economic downturns. In the pastpast, we have experienced, and may in the future experience, substantial variation in revenues from our consumer technology clients, including our financial services (including cryptocurrency) clients. Our business growth largely depends on continued demand for our services and solutions from clients in these industries and other industries that we may target in the future, as well as on trends in these industries to purchase such services and solutions or to move such services and solutions in-house.

Additionally, the conflict between Russia and Ukraine and related sanctions and other measures imposed in response thereto have increased the level of economic and political uncertainty in Eastern Europe and worldwide. Similarly, ongoing tensions between Israel and other states in the Middle East region as well as within Israel and the Palestinian territories has resulted in, and may in the future result in, conflict and regional instability. Although we do not have employees, facilities, or operations in Russiaareas orof Ukraineactive or Israel or Palestine,conflict, the continuation of conflicts or political expansion into surrounding geographic areas could directly impact us, our clients, vendors or subcontractors, which could impact our operations and financial performance. We continue to monitor the situations closely to ensure business continuity plans are in place for neighboring countries where we have a presence, but there can be no assurance that such plans will be effective.

A majority of our revenues are in U.S. Dollars and our costs are primarily in local currencies, including the U.S. Dollar, Philippine Peso, Indian Rupee, Mexican Peso, Colombian Peso, Euro and Taiwanese Dollar. While we utilize hedging contracts for some local currencies, an appreciation of local currencies against the U.S. Dollar would cause a net adverse impact to our profitability. Historically, our exchange rate forward contracts were not designated hedges under Accounting Standards Codification Topic 815, Derivatives and Hedging. We began designateddesignating certain contracts as hedges during 2024. Because our financial statements are presented in U.S. Dollars and revenues are primarily generated in U.S. Dollars, whereas some portion of the cost is incurred in foreign currencies, any significant unhedged fluctuations in the currency exchange rates between the U.S. Dollar and the currencies of countries in which we incur costs in local currencies will affect our results of operations and financial statements. This may also affect the comparability of our financial results from period to period, as we convert our subsidiaries’ statements of financial position into U.S. Dollars from local currencies at the period-end exchange rate, and income and cash flow statements at average exchange rates for the year. See Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Trends and Factors Affecting our Performance.”

Negotiating potential strategic transactions can be time consuming, difficult and expensive, and our ability to complete these transactions may be subject to conditions or approvals that are beyond our control. Consequently, these transactions, even if entered into and announced, may not ultimately be consummated.consummated, and any such failed consummation could adversely affect our stock price, business, financial condition and results of operations. For example, in October 2025, as a result of failing to receive stockholder approval, we terminated an Agreement and Plan of Merger, dated May 8, 2025, by and between us and Breeze Merger Corporation, which related to a proposed take private transaction of the Company by our Sponsor and out Co-Founders.

AnEven if successfully consummated, an acquisition, investment, disposition, consolidation, joint venture, partnership, new business or similar transaction may result in unforeseen operating difficulties and expenditures. In particular, we may encounter difficulties assimilating or integrating the businesses, technologies, services, products, personnel, culture, or operations of acquired companies, particularly if the key personnel of the acquired company choose not to work for us, the acquired company’s technology is not easily compatible with ours or we have difficulty retaining the clients of any acquired business due to changes in management, culture, or otherwise. Historically, we have primarily grown our operations organically, and we do not have significant experience managing the acquisition of a business, including with diligence or integration. Mergers or acquisitions may also disrupt our business, divert our resources and require significant management attention that would otherwise be available for the development of our business. Moreover, the anticipated benefits of any merger, acquisition, investment or similar partnership may not be realized or we may be exposed to unknown liabilities, including litigation against the companies we may acquire, for example from failure to identify all of the significant risks or liabilities associated with the target business.

Although we experienced rapid revenue growth in previous periods, we have not been able to maintain that level of revenue growth in recent fiscal years and may not be able to return to our prior level of revenue growth or profitability in the future. Our revenue increased by 19.0% from $995.0 million in the fiscal year ended December 31, 2024 to $1,183.5 million in the fiscal year ended December 31, 2025 after increasing by 7.6% from $924.4 million in the fiscal year ended December 31, 2023 to $995.0 million in the fiscal year ended December 31, 2024 after decreasing by 3.8% from $960.5 million in the fiscal year ended December 31, 2022 to $924.4 million in the fiscal year ended December 31, 2023.2024. Our past rapid growth was fueled in part by the rapid growth of our major clients in high-growth industries, such as social media, meal delivery and transport, e-commerce and financial services. We may not be able to achieve or sustain revenue growth consistent with our recent history or at all. You should not consider our revenue growth in prior periods as indicative of our future performance. As we continue to grow our business, our revenue growth rates could continue to slow due to a number of factors, which may include slowing demand for our services, increasing competition or the impact of technological advancements, such as generative AI, decreasing growth of our overall market, our inability to engage and retain a sufficient number of skilled employees or otherwise scale our business, prevailing wages in the markets in which we operate or our failure, for any reason, to capitalize on growth opportunities. In addition, any slowdown in the growth of our major clients, or the industries that we serve, may adversely impact the rate of our revenue growth.

We are subject to numerous obligations in our contracts with our clients. Despite the procedures, systems and internal controls we have implemented to comply with our contracts, on occasionoccasion, we have in the past failed and may in the future fail to achieve these commitments, whether through a weakness in these procedures, systems and internal controls, negligence or the willful act of an employee or contractor, or other factors beyond our control, such as weaknesses in our clients’ systems and security. Our insurance policies, including our cyber and errors and omissions insurance, may be inadequate to compensate us for the potentially significant losses that may result from claims arising from breaches of our contracts (including breaches that result in the unauthorized access to systems or disclosure of data), disruptions in our services, failures or disruptions to our infrastructure, catastrophic events, pandemics, disasters or otherwise. In addition, such insurance may not be available to us in the future on economically reasonable terms, or at all. Further, our insurance may not cover all claims made against us and defending a suit, regardless of its merit, could be costly and divert management’s attention.

We are subject to income taxes in the United States and in certain foreign jurisdictions in which we operate. Increases in income tax rates, losses of tax incentives or other changes in income tax laws in any particular jurisdiction could reduce our after-tax income from such jurisdictions and could adversely affect our business, financial condition or results of operations. Our operations outside the United States generate a significant portion of our income and many of the other countries in which we have significant operations, have recently made or are actively considering changes to existing tax laws. For example, in August 2022, the Inflation Reduction Act (the “IRA”) was signed into law. The IRA,law, among other things, includes a 15% corporate minimum tax as well as a 1% excise tax on our corporate stock repurchases completed after December 31, 2022,repurchases, subject to certain exceptions. The IRA applies to our repurchases pursuant to our stock repurchase plan.plans that are in effect from time to time.

The Company’s Philippines sites are primarily located within special economic zones that benefit from favorable tax treatment provided by registrations with Philippine Economic Zone Authority (“PEZA”) and the Philippine Board of Investment (“BOI”). These benefits vary from site to site and may include income tax holidays ("ITH"), reduced income taxes, and VAT zero rating incentives for purchase of goods and services directly related to operations. ITHs are conditional upon the Company meeting certain employment and investment thresholds. Two of our registered sites operate under ITH regime. The first site was granted an ITH in March 2023 that expires in March 2028. The ITH for the second site expiredwas granted last March 2025 and will expire in NovemberMarch 2024.2029. The rest of the sites registered under PEZA or BOI operate under the reduced income tax rates regime. The Company is also subject to reduced income tax rates after the lapse of the income tax holidays. As of December 31, 2025, the Company has one site under TOPI that is not enjoying any income tax incentive. The impact of these tax holidays and reduced income tax rates decreased total foreign taxes by $3.2an estimated $4.3 million and $5.2$3.2 million for the years ended December 31, 20242025 and 2023,2024, respectively.

In Mexico, for the years 2022, 2023 and 2024 the Company applied for Fiscal Stimulus for the Northern Border Region, a tax credit equivalent to one-third of the income tax incurred in a taxable year. This reducesreduced the tax rate from 30% to 20% andin maythose years. The Company will no longer be appliedentitled untilto the taxablebenefit yearin 2025.2025 since the minimum income source requirement is not met. Starting in 2022, by hiring older people and those with disabilities, a deduction to taxable income is applicable up to the amount equivalent to 25% of the salary paid to these hires.

For Croatia, the Company is entitled to ause its tax pool credit offor up to 50% of its corporate income tax liability. This incentive is contingent on maintaining specified local employment and asset expenditures.

We are currently an “emerging growth company,” and we cannot be certain if the reduced reporting requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors, or if our impending loss of emerging growth company status will make our Class A common stock less attractive to investors.

We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). We will remain an “emerging growth company” until theDecember earliest31, to occur of:2026.

We may take advantage of exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies, including but not limited to, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Investors may find our Class A common stock less attractive because we may rely on these exemptions. If some investors find our Class A common stock less attractive as a result, there may be a less active trading market for our Class A common stock and our per share trading price may be materially adversely affected and more volatile.

Because there can be no assurance that we have no current plans towill pay cash dividends on our common stock, you may not receive any return on your investment unless you sell your Class A common stock for a price greater than that which you paid for it.

We have not previously paid any cash dividendsdividends. andOn haveFebruary 25, 2026, our Board of Directors declared a special cash dividend of $3.65 per share, payable on March 25, 2026. However, there can be no currentassurance plansthat towe will pay cash dividends.dividends in the future. The declaration, amount and payment of any future dividends on shares of common stock will be at the sole discretion of our boardBoard of directors.Directors. Our boardBoard of directorsDirectors may take into account general and economic conditions, our financial condition or results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions and implications on the payment of dividends by us to our stockholders or by our subsidiaries to us and such other factors as our boardBoard of directorsDirectors may deem relevant. In addition, our ability to pay dividends is limited by our existing indebtedness and may be limited by covenants of other indebtedness we or our subsidiaries incur in the future. As a result, you may not receive any return on an investment in our Class A common stock unless you sell your shares of our Class A common stock for a price greater than that which you paid for them.

We have filed registration statements on Form S-8 under the Securities Act to register shares of our Class A common stock issuable in respect of equity awards issued pursuant to our 2019 Stock Incentive Plan and our 2021 Omnibus Incentive Plan, and in the future, we may file additional Form S-8s to cover additional equity awards. We have also filed a Form S-3 under the Securities Act to register debt, equity and related securities, and we, or our Sponsor or Co-Founders as the selling shareholders named therein, may sell shares of Class A common stock pursuant to the Form S-3. Shares registered under such registration statements will be available for sale in the open market.

Our global, omnichannel delivery model is focused on providing our clients three key services – Digital Customer Experience (“Digital CX”), Trust +& Safety, and Artificial Intelligence (“AI”) Services. 87% of our revenue for the year ended December 31, 20242025 was delivered from non-voice, digital channels or omnichannel services which allow us to utilize resources efficiently, thereby driving higher profitability.

During 2024,2025, we supportedwon both new and existing clients as they navigated an uncertain global macroeconomic environment. We expanded our client portfolio, winning 3934 new clients in 2024 and achievingachieved a 45%36% new client win rate, andwhile increasing the scope of services provided to our current clients, with 6367 current clients signing new statements of work. While continuing investments in resources and technology to achieve our goal ofSince returning to revenue growth followingof a challenging year7.6% in 2023, we maintained2024, our continuing focus on cost optimization, profit marginsclients and cash generation. We also made newfocused investments in technology and talent inhas supportsupported an acceleration of ourrevenue goal of leading the industry in the implementation of generative AI-enabled tools,growth to deliver19.0% thewhile nextincreasing generationour ofnet specializedincome andmargin customerto experience services.8.6%.

For the year ended December 31, 2024,2025, we recorded net income of $45.9$102.3 million consistenta with123.0% $45.7increase from $45.9 million for the year ended December 31, 2023,2024, due primarily to higher revenue growth and higherthe interestimpact income,of mostlyforeign currency exchange rates, partially offset by higher cost of services and certain litigation costs.services. Adjusted Net Income for the year ended December 31, 20242025 decreasedincreased 6.2%27.8% to $118.7$151.7 million from $126.5$118.7 million for the year ended December 31, 2023.2024. Adjusted EBITDA for the year ended December 31, 20242025 decreasedincreased 5.0%18.7% to $209.9$249.1 million from $220.8$209.9 million for the year ended December 31, 2023.2024. For definitions and reconciliations to net income, the most directly comparable measure in accordance with GAAP, see "—Non-GAAP Financial Measures below."

We expanded our presence to 2831 sites in 1213 countries as of December 31, 2024.2025. During 2024,2025, we significantly increased our Headcount outsidein of the U.S.,India, the Philippines and India (the “Rest of World”) fromby approximately 6,0003,300 employees, 2,600 employees asand of800 Decemberemployees, 31,respectively. 2023We plan to approximatelycontinue 8,700expanding asour ofgeographic Decemberfootprint 31,to 2024,drive growth with particularlyboth strongexisting growthand new clients, which may result in Colombiaone-time andcosts Greece.that may impact profitability.

As we enter new geographies and make new capabilities available, clients may elect to move current work with TaskUs from one geography to another to optimize cost or provide additional business continuity to their operations. This allows us to serve our clients better in the long term in most cases and deepens our relationship as we tend to grow and operate over multiple geographies with our larger clients over time as they grow. As of December 31, 2024,2025, we supported 8378 clients from more than one geography, ana increasedecrease of 32%6% year-over-year. These changes in geographic mix may result in fluctuations in revenue and cost of service which are driven by the geography in which the work is being performed. These fluctuations align with our business model, which aims to deliver service out of the optimal geography for our clients. These fluctuations might be especially noticeable in a particular service line or geography on a period over period basis.

During the year ended December 31, 2024,2025, we continued to focus on cost management and financial flexibility. We reviewed our cost structure and invested in process and technology improvements in order to drive efficiencies across functions. While we incurred certain costs associated with these activities, including severance in some cases, we believe these actions will have long-term benefits to the goal of enabling our future growth and profitability. These cost management activities enabled us to make investments in growth including resources in sales and marketing, global delivery locations, and the deployment of technologies.

WeDuring the year ended December 31, 2025, we generated net cash flow from operating activities of $138.9$137.2 million and Free Cash Flow of $99.8$73.7 million, respectively, resulting in an increase of cash and cash equivalents of $66.4$19.5 million, while reducing our debt. As of December 31, 2024,2025, we had cash and cash equivalents totaling $192.2$211.7 million and $190.0 million of borrowing availability under the 2022 Revolving Credit Facility, which we believe positions us well to continue investing in our future growth and profitability.

•Trust +& Safety: Principally consists of monitoring, reviewing and managing user and advertiser-generated content on online platforms to ensure it complies with community guidelines, legal regulations and platform specific policies. Also included in this offering are our services for risk management, compliance, identity management and fraud.

•AI Services: Principally consists of large language model support and high-quality data labeling services, annotation, context relevance and transcription services performed for the purpose of training and tuning machine learning algorithms, enabling them to develop cutting-edge AI systems.

NM: = not meaningful

AIDigital ServicesCustomer Experience was primarily driven by an increase from newexisting clients, including ProfessionalTechnology, Services + Industry, TechnologyHealthcare and SocialFinancial Media. This increase wasServices, partially offset by a decrease from existing clients, includingin On Demand Travel + Transportation,Transportation. partiallyThe offsetremaining increase was primarily driven by new clients in Retail + E-Commerce and Technology.

Philippines: TrustAI + SafetyServices contributed 6.6%6.3% of the total increase primarily driven by clients in Social Media and FinancialOn Services.Demand Travel + Transportation. Digital Customer Experience contributed 4.0%5.1% of the total increase primarily driven by clients in Technology, Financial Services, TechnologyServices and Healthcare, partially offset by clients in Retail + E-Commerce.E-Commerce AIand ServicesOn reducedDemand 0.5%Travel + Transportation. Trust & Safety contributed 1.9% of the total increase primarily driven by clients in Social Media.Media, partially offset by clients in Financial Services.

RestUnited of WorldStates: DigitalAI Customer ExperienceServices contributed 17.6%22.0% of the total increase primarily driven by clients in FinancialSocial Services,Media Professional Services + Industry,and On Demand Travel + Transportation and Technology.Transportation. Trust +& Safety contributed 9.9%1.5% of the total increase primarily driven by clients in Social MediaMedia. andDigital FinancialCustomer Services.Experience AIreduced Services contributed 0.6%11.4% of the total increase primarily driven by clients in Technology.Technology, GrowthOn inDemand theTravel Rest+ ofTransportation, WorldFinancial was driven by Colombia, GreeceServices and Mexico.Healthcare.

The increase was primarily driven by higher personnel costs of $46.4$108.2 million associated with increased headcount. The remaining increase included facilitiesheadcount and relatedfacilities costs associated with site expansionexpansion. The remaining increase includes employee engagement and recruitingtransportation costscosts. toThese prepareincreases forwere acceleratingpartially growth.offset by realized gains on cash flow hedges of $4.1 million.

Our effective tax rate for the years ended December 31, 20242025 and 20232024 was 38.2%25.2% and 39.1%,38.2%, respectively. Costs related to the issuance of stock-based compensation, the acquisition of heloo, litigation costscosts, transaction costs, severance and severanceoperational efficiency costs within the provision for income taxes calculation are adjusted for Non-GAAP purposes. If those costs are removed, the provision for income taxes would have been $35.0$43.6 million and $33.7$35.0 million and the effective tax rate would have been 26.4%23.9% and 24.5%26.4% for the years ended December 31, 20242025 and December 31, 2023,2024, respectively.

Adjusted Net Income is a non-GAAP profitability measure that represents net income or loss for the period before the impact of amortization of intangible assets and certain items that are considered to hinder comparison of the performance of our business on a period-over-period basis or with other businesses. During the periods presented, we excluded from Adjusted Net Income amortization of intangible assets, transaction costs, earn-outoperational consideration,efficiency costs, the effect of foreign currency gains and losses, gains and losses on disposals of assets, non-recurringcertain severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and the related effect on income taxes of certain pre-tax adjustments, which include costs that are required to be expensed in accordance with GAAP. Our management believes that the inclusion of supplementary adjustments to net income applied in presenting Adjusted Net Income are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future.

NM = not meaningful (1) Represents non-recurring professional service fees related to non-recurringthe transactions.take-private transaction that have been expensed during the period.

(3) Realized and unrealized foreign currency losses includeRepresents the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.

(7) Represents tax impacts of adjustments to net income which resulted in a tax benefit during the period, including stock-based compensation, thetransaction acquisitioncosts, ofoperational heloo,efficiency costs, litigation costs and severance. After these adjustments, we applied a non-GAAP effective tax rate of 26.4%23.9% and 24.5%26.4% for the year ended December 31, 20242025 and 2023,2024, respectively, to non-GAAP income before income taxes.

Adjusted EBITDA is a non-GAAP profitability measure that represents EBITDA before certain items that are considered to hinder comparison of the performance of our business on a period-over-period basis or with other businesses. During the periods presented, we excluded from Adjusted EBITDA transaction costs, earn-outoperational consideration,efficiency costs, the effect of foreign currency gains and losses, gains and losses on disposals of assets, non-recurringcertain severance costs, certain non-recurring litigation costs, stock-based compensation expense and associated employer payroll tax and interest income, which include costs that are required to be expensed in accordance with GAAP. Our management believes that the inclusion of supplementary adjustments to EBITDA applied in presenting Adjusted EBITDA are appropriate to provide additional information to investors about certain material non-cash items and about unusual items that we do not expect to continue at the same level in the future.

NM = not meaningful (1) Represents non-recurring professional service fees related to non-recurringthe transactions.take-private transaction that have been expensed during the period.

(3) Realized and unrealized foreign currency losses includeRepresents the effect of fair market value changes of forward contracts not designated as hedging instruments and remeasurement of U.S. dollar-denominated accounts to foreign currency.

On December 6, 2024, the Company announced a one-year extension of its share repurchase authorization, extending the previously authorized $200.0 million authorization through December 31, 2025. The share repurchase program was initially announced in September 2022 for up to $100.0 million of shares of our Class A common stock and capacity was increased to a total authorization of $200.0 million of shares of our Class A common stock (exclusive of any commissions, fees or excise taxes) in May 2023. Pursuant to our share repurchase program, we may repurchase shares of our Class A common stock from time to time through open market purchases, in privately negotiated transactions or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act. Open market purchases are expected to be structured to occur within the pricing volume requirements of Rule 10b-18. The timing and total amount of stock repurchases will depend upon, business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, restrictions under the terms of our loan agreements and other relevant considerations. The repurchase program may be modified, suspended or discontinued at any time at the Company’s discretion and does not obligate the Company to acquire any amount of Class A common stock. During the year ended December 31, 2024,2025, we repurchased 1,527,3542,112,247 shares of our Class A common stock under the share repurchase program for $17.6$27.7 million, which we funded principally with available cash. AsThe ofshare repurchase program expired in accordance with its scheduled terms on December 31, 2024, approximately $39.6 million remained available for share repurchases under our share repurchase program.2025.

Net cash used in investing activities for the year ended December 31, 20242025 was $39.1$63.5 million compared to net cash used in investing activities of $32.0$39.1 million for the year ended December 31, 2023.2024. The increase was primarily due to higher site build-out costs andas well as purchases of technology and computers for replacements and to support revenue growth, partially offset by the investment in loan receivable in 2023.growth.

Net cash used in financing activities for the year ended December 31, 20242025 was $25.2$44.2 million compared to net cash used in financing activities of $119.1$25.2 million for the year ended December 31, 2023.2024. The decreaseincrease was due primarily to lowerthe payments to acquireadditional shares acquired under our share repurchase agreement.program, higher payments on long-term debt and increased payments for taxes related to net share settlement, partially offset by higher proceeds from employee stock plans.

We qualify as an emerging growth company pursuant to the provisions of the JOBS Act. The JOBS Act permits an emerging growth company like us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. We have elected to use the extended transition period until we are no longer an emerging growth company or until we choose to affirmatively and irrevocably opt out of the extended transition period. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements applicable to public companies. We will lose our status as an emerging growth company on December 31, 2026, the last day of the fiscal year following the fifth anniversary of our initial public offering. As a result, we will no longer be entitled to take advantage of specified reduced reporting requirements after that date.

This Quarterly Report includes certain historical consolidated financial and other data for TaskUs, Inc. ("we," "us," "our" or the "Company"). The following discussion provides a narrative of our results of operations and financial condition for the three and six months ended MarchJune 31,30, 2026 and 2025.

On March 11, 2026, we entered into the 2026 Credit Agreement, which included the $500.0 million 2026 Term Loan Facility and the $100.0 million 2026 Revolving Credit Facility (the ("Refinancing"). The proceeds of the 2026 Term Loan Facility, and cash on the Company's balance sheet, were used to repay all borrowings under the 2022 Credit Facilities, pay related fees and expenses, and fund the Special Dividend.

As required by the 2019 TaskUs, Inc. Stock Incentive Plan and TaskUs, Inc. 2021 Omnibus Incentive Plan, we made proportionate adjustments to the terms of outstanding awards in conjunction with the Special Dividend (the "Equity Adjustment"). The Equity Adjustment resulted in $1.2 million stock-based compensation expense, recognized primarily in selling, general and administrative expense on the condensed consolidated statements of income for the threesix months ended MarchJune 31,30, 2026, and a reclassification of $6.7 million from additional paid-in capital to accrued payroll and employee-related liabilities.

For the three months ended MarchJune 31,30, 2026, we recorded service revenue of $306.3$308.9 million, a 10.3%5.0% increase from $277.8$294.1 million for the three months ended MarchJune 31,30, 2025. For the six months ended June 30, 2026, we recorded service revenue of $615.1 million, a 7.6% increase from $571.9 million for the six months ended June 30, 2025.

Net income for the three months ended MarchJune 31,30, 2026 increased to $24.3$22.0 million from $21.1$20.0 million for the three months ended MarchJune 31,30, 2025. This increase is due primarily to revenue growthgrowth, lower selling, general and administrative expense and foreign currency gains, partially offset by higher cost of services.services and financing expenses. Adjusted Net Income for the three months ended MarchJune 31,30, 2026 decreased 8.9%22.8% to $32.8$30.6 million from $35.9$39.7 million for the three months ended MarchJune 31,30, 2025. Adjusted EBITDA for the three months ended MarchJune 31,30, 2026 decreased 1.2%11.2% to $58.6$57.7 million from $59.3$65.0 million for the three months ended MarchJune 31,30, 2025. Adjusted Net Income and Adjusted EBITDA are non-GAAP financial measures. For definitions and reconciliations to net income, the most directly comparable measure in accordance with GAAP, see "Non-GAAP Financial Measures."

Comparison of the Three Months Ended MarchJune 31,30, 2026 and 2025

The following tables set forth certain historical consolidated financial information for the three months ended MarchJune 31,30, 2026 and 2025:

Digital Customer Experience was primarily driven by an increase from existing clients, mainly in Entertainment & Gaming, Mobility, Logistics & Travel, Healthcare and Technology, partially offset by a decrease in Financial Services and Retail & eCommerce.Services. The remaining increase was primarily driven by new clients, mainly in Technology.

AITrust Services& Safety was primarily driven by ana increasedecrease from existing clients, mainly in Mobility,Social LogisticsMedia and Retail & Travel.eCommerce, partially offset by an increase in Technology. The remaining increasedecrease was primarilypartially drivenoffset by new clients, mainly in Mobility,Professional Logistics & TravelServices and Technology.Financial Services.

Philippines: DigitalAI Customer ExperienceServices contributed 3.5%4.5% of the total increasedecrease primarily driven by clients in Technology,Social FinancialMedia, Servicespartially andoffset by clients in Mobility, Logistics & Travel. Trust & Safety contributed 1.4%3.1% of the total increasedecrease primarily driven by clients in TechnologySocial Media and SocialFinancial Media,Services, partially offset by clients in RetailTechnology. &These eCommerce.decreases AIwere Servicespartially offset by a 5.6% increase contributed 0.6%by ofDigital theCustomer total increaseExperience primarily driven by clients in Mobility, Logistics & TravelTravel, Financial Services, Retail & eCommerce and Technology, partially offset by clients in Social Media.Technology.

United States: AI Services contributed 46.3%61.2% of the total increase primarily driven by clients in Mobility, Logistics & Travel. The increase was partially offset by an 18.9%11.1% decrease contributed by Digital Customer Experience, primarily driven by clients in Mobility, Logistics & Travel, Healthcare and Technology, and by a 3.3%4.7% decrease contributed by Trust & Safety primarily driven by clients in Social Media, partially offset by clients in Financial Services.Media.

India: Digital Customer Experience contributed 28.7%16.1% of the total increase primarily driven by clients in Mobility, Logistics & Travel, HealthcareTravel and Technology.Technology, partially offset by clients in Financial Services. These increases were partially offset by a 10.3%7.7% decrease contributed by Trust & Safety primarily driven by clients in Social Media, and by a 5.0%6.4% decrease contributed by AI Services primarily driven by clients in Mobility, Logistics & Travel.

Rest of World: Trust & Safety contributed 10.5% of the total increase primarily driven by clients in Social Media and Financial Services. AI Services contributed 3.6%5.0% of the total increase primarily driven by clients in Mobility, Logistics & Travel and Social Media.Travel. These increases were partially offset by a 1.1%1.0% decrease contributed by Digital Customer Experience primarily driven by clients in Financial Services and Mobility, Logistics & Travel and Financial Services,Travel, partially offset by clients in Entertainment & Gaming.Gaming, Technology and Healthcare, as well as a 0.2% decrease contributed by Trust & Safety. Growth in the Rest of World was led by Egypt and Latin America.

The increase was primarily driven by higher personnel costs of $19.5$13.5 million associated with increased headcount.headcount and the operating shift to higher cost geographies. The remaining increase included facilities costs associated with site expansion and enhanced security measures.

The increasedecrease was primarily driven by lower transaction costs of $1.1$10.2 million and software costs associated with enhanced security measures. These increases were partially offset by lower personnel costs of $0.9$4.6 million, due to a $2.3$4.5 million reduction in stock-based compensation expense, partially offset by increased headcount, and a reduction of operational efficiency costs of $0.3 million.expense.

The effective tax rate for the threesix months ended MarchJune 31,30, 2026 and 2025 was 32.9%29.6% and 28.9%,27.5%, respectively. Costs related to the issuance of stock-based compensation, operational efficiency costs, transactions costs and severance within the provision for income taxes calculation are adjusted for Non-GAAP purposes. If those costs are removed, the provision for income taxes would have been $11.0$18.4 million and $10.3$22.3 million and the effective tax rate would have been 24.8%23.3% and 25.7% for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively.

The table below sets forth the percentage of our total service revenue derived from our largest clients for the three and six months ended MarchJune 31,30, 2026 and 2025:

The following table reconciles net income, the most directly comparable GAAP measure, to Adjusted Net Income for the three months ended MarchJune 31,30, 2026 and 2025:

NM = not meaningful (1) Represents non-recurring professional fees related to the Refinancingtake-private and Special Dividend.transaction.

(6) Represents tax impacts of adjustments to net income which resulted in a tax benefit during the period, including stock-based compensation expense, transaction costs, operational efficiency costs and severance. After these adjustments, we applied a non-GAAP effective tax rate of 24.8%21.5% and 25.7%25.8% for the three months ended MarchJune 31,30, 2026 and 2025, respectively, to non-GAAP income before income taxes.