Ziff Davis, Inc.

Company Overview

Business Model: Ziff Davis, Inc. is a vertically focused digital media and internet company. Its core value proposition involves publishing and producing trusted editorial content and tools across technology, shopping, gaming and entertainment, health and wellness, connectivity, cybersecurity, and marketing technology (martech) markets. Revenue is primarily generated through advertising and performance marketing, cloud-based subscription and licensing services, and, to a lesser extent, hardware sales, online courses, and game publishing.

Market Position: Ziff Davis, Inc. holds leading brands in its target verticals, including CNET, PCMag, IGN Entertainment, Everyday Health Group, Ookla, VIPRE Security Group, and MOZ Group. The company differentiates itself through its reputation as a trusted source of premium content and objective information, extensive reach, effective customer messaging, and expertise in multiple monetization methods. Competition is significant across all segments, including diversified internet and digital media companies, vertical-specific digital media companies, and large advertising product sellers.

Recent Strategic Developments: Ziff Davis, Inc. employs a programmatic mergers and acquisitions (M&A) strategy, deploying approximately $3.3 billion on nearly 100 acquisitions globally from 2012 through 2025. In 2025, the company completed seven immaterial acquisitions, primarily focused on expanding customer bases, diversifying service offerings, and enhancing technologies. A notable acquisition in 2024 was CNET Media, Inc., aimed at reaching a wider technology audience. The company also divested its video game publishing business within the Technology & Shopping segment on December 31, 2025. Ziff Davis, Inc. filed a lawsuit against OpenAI, Inc. on April 24, 2025, alleging copyright infringement and other violations, and another lawsuit against Google LLC and Alphabet Inc. on February 6, 2026, alleging antitrust violations.

Geographic Footprint: Ziff Davis, Inc. operates globally, with its headquarters in New York City. Primary operational regions and key markets include the United States, Canada, the United Kingdom, Australia, the European Union, Japan, Denmark, Sweden, and Norway. In 2025, 84.0% of total revenues were generated from the United States, with 16.0% from all other countries.

Financial Performance

Revenue Analysis

Profitability Metrics:

• Gross Margin: 85.8%
• Operating Margin: 12.6%
• Net Margin: 3.3%

Investment in Growth:

• R&D Expenditure: $62.0 million (4.3% of revenue)
• Capital Expenditures: $119.2 million
• Strategic Investments: $67.3 million (net of cash received) on business acquisitions in 2025.

Business Segment Analysis

Technology & Shopping

Financial Performance:

• Revenue: $356.6 million (-1.5% YoY)
• Operating Margin: 2.6%
• Key Growth Drivers: A $5.3 million increase in advertising and performance marketing revenues, primarily driven by a $18.7 million increase in the Technology business (including $34.4 million from acquired businesses), and a $3.3 million increase in subscription and licensing revenues. This was partially offset by a $13.9 million decrease in other revenues due to lower revenue from the video game publishing business (divested in 2025) and a $13.4 million decrease in the Shopping business. The segment experienced a significant decline in Q4 2025, with revenues decreasing by 18% due to search rank volatility and holiday season weakness.

Product Portfolio:

• Major product lines and services within segment: Online publishers, tools, and services for technology expertise, shopping savings, and gift card processing.
• New product launches or major updates: The acquisition of CNET Media, Inc. in 2024 expanded the digital media publication platform.
• Brands: CNET, PCMag, Mashable, Lifehacker, Spiceworks, ZDNET, RetailMeNot, VoucherCodes, Offers.com, BlackFriday.com, TheBlackFriday.com, BestBlackFriday.com, DealsofAmerica.com, TDS Gift Cards.

Market Dynamics:

• Competitive positioning within segment: Operates in a highly competitive environment with diversified internet and digital media companies. Relies on trusted editorial content, product reviews, and savings opportunities to influence customer purchase decisions.
• Key customer types and market trends: Consumers, professionals, and organizations seeking technology information; retail partners and consumer shopping audiences.

Gaming & Entertainment

Financial Performance:

• Revenue: $183.6 million (+1.8% YoY)
• Operating Margin: 28.9%
• Key Growth Drivers: A $3.4 million increase in advertising and performance marketing revenues, primarily driven by a 2024 acquisition that had a full year of results in 2025.

Product Portfolio:

• Major product lines and services within segment: Authoritative content covering video games, movies, anime, television, comics, and technology; digital storefront and subscription service for video games, ebooks, and software.
• Brands: IGN Entertainment (IGN, Eurogamer, Maxroll, Rock Paper Shotgun, MapGenie), Humble Bundle.

Market Dynamics:

• Competitive positioning within segment: One of the world’s largest gaming and entertainment media platforms. Humble Bundle is committed to raising money for charity, differentiating its digital storefront.
• Key customer types and market trends: Gaming and entertainment fans, consumers purchasing digital content.

Health & Wellness

Financial Performance:

• Revenue: $402.4 million (+11.0% YoY)
• Operating Margin: 22.2%
• Key Growth Drivers: A $36.3 million increase in advertising and performance marketing revenue, primarily from the Health & Wellness Consumer business (due in part to a 2025 acquisition), and a $4.2 million increase in subscription and licensing revenues.

Product Portfolio:

• Major product lines and services within segment: Interactive tools, mobile applications for health and wellness management, educational and professional development services, news, and information for healthcare professionals.
• Brands: Everyday Health, DailyOM, Lose It!, Migraine Again, theSkimm, Castle Connolly, MedPage Today, PRIME Education, Health eCareers, BabyCenter, Emma’s Diary, What to Expect, Mom Media.

Market Dynamics:

• Competitive positioning within segment: Focuses on driving better clinical and health outcomes through relevant information, data, and analytics. Serves consumers and healthcare professionals.
• Key customer types and market trends: Consumers managing health needs, healthcare professionals seeking industry updates and continuing education, expectant and new parents, advertisers (pharmaceutical, medical device, health insurers).

Connectivity

Financial Performance:

• Revenue: $230.7 million (+8.0% YoY)
• Operating Margin: 33.0%
• Key Growth Drivers: A $16.1 million increase in subscription and licensing revenues, primarily driven by a $14.9 million increase in network performance services.

Product Portfolio:

• Major product lines and services within segment: Data and services for broadband network intelligence, insights, and performance improvement; Wi-Fi testing applications, analysis, and insights; hardware and software for network planning and assessment.
• Brands: Ookla (Speedtest), Ekahau, Downdetector, RootMetrics.

Market Dynamics:

• Competitive positioning within segment: Sits at the center of the broadband ecosystem, providing comprehensive insights into worldwide internet performance and accessibility. Solutions adopted by internet service providers, mobile service providers, enterprise Wi-Fi systems integrators, and regulatory bodies.
• Key customer types and market trends: Enterprises that provide or rely on broadband networks, consumers tracking service outages.

Cybersecurity & Martech

Financial Performance:

• Revenue: $278.0 million (-1.9% YoY)
• Operating Margin: 10.3%
• Key Growth Drivers: A $10.4 million decrease in subscription and licensing revenues, primarily from the Martech business, partially offset by a $4.9 million increase in other revenues related to a 2025 acquisition within the Martech business. The segment recorded a $17.6 million goodwill impairment in 2025.

Product Portfolio:

• Major product lines and services within segment: Internet-delivered cloud-based software-as-a-service (SaaS) offerings for cybersecurity, privacy, digital marketing tools, email marketing, search engine optimization, and voice/text communication services.
• Brands: VIPRE Security Group (IPVanish, VIPRE, Inspired eLearning, Forensic and Compliance Systems, Livedrive, SugarSync), MOZ Group (Campaigner, iContact, SMTP, Kickbox, Email Industries, Full Contact, MOZ Pro, MOZ Local, Stat Analytics, Semantic Labs, eVoice, Line2).

Market Dynamics:

• Competitive positioning within segment: Provides SaaS solutions to consumers and businesses of all sizes, aiming to reduce costs, increase sales, and enhance productivity, mobility, business continuity, privacy, and security. Faces competition from various specialized and diversified software providers.
• Key customer types and market trends: Consumers concerned about digital safety, small to medium-sized businesses, and enterprises seeking cyber threat protection and marketing tools.

Capital Allocation Strategy

Shareholder Returns:

• Share Repurchases: $171.7 million (4,758,281 shares) repurchased under the 2020 Program in 2025. Cumulatively, $755.3 million has been spent to repurchase 13,516,973 shares under the program as of December 31, 2025.
• Dividend Payments: Ziff Davis, Inc. did not pay dividends during the years ended December 31, 2025, 2024, and 2023.
• Future Capital Return Commitments: On February 22, 2026, the Board authorized an increase of 10 million shares to the 2020 Program, extending its expiration to February 22, 2036, bringing the total authorized to 25 million shares, with 10,741,308 shares remaining available as of February 22, 2026.

Balance Sheet Position:

• Cash and Equivalents: $607.0 million (as of December 31, 2025)
• Total Debt: $872.3 million (principal amount as of December 31, 2025)
• Net Cash Position: $(265.3) million (Net Debt)
• Credit Rating: Not disclosed.
• Debt Maturity Profile: $149.1 million in 2026 (1.75% Convertible Notes), $263.1 million in 2028 (3.625% Convertible Notes), and $460.0 million in 2030 (4.625% Senior Notes).

Cash Flow Generation:

• Operating Cash Flow: $407.1 million (2025)
• Free Cash Flow: $287.9 million (2025)
• Cash Conversion Metrics: Net cash provided by operating activities increased by $16.8 million in 2025 compared to 2024, primarily due to the timing of customer collections and vendor payments, including a positive impact of $55.6 million from TDS Gift Cards.

Operational Excellence

Production & Service Model: Ziff Davis, Inc.'s operational philosophy centers on aggregating compelling content and delivering it through online properties, enhancing existing offerings, and introducing new services. This includes laboratory-based product reviews, expert analysis, interactive tools, mobile applications, and cloud-based SaaS solutions. The company aims to improve the relevance of ads, effectiveness of content, and subscription/licensing services.

Supply Chain Architecture: Key Suppliers & Partners:

• Internet/Telecommunications/Hosting: Relies on private third-party providers for internet, telecommunications, website traffic, and co-location of servers and hosting services.
• Platforms: Depends on third-party platforms to facilitate access to products sold through its sites (e.g., gaming platforms).
• Advertising Operations: Utilizes ad servers and ad exchanges, which are provided by third parties.
• Marketing & Sales: Engages with operators of leading search engines and websites for marketing agreements and employs resellers to sell products and services.

Facility Network:

• Global Headquarters: Leased office space of approximately 23,000 square feet in New York City, extending through December 2030.
• Manufacturing: Not explicitly detailed, but the company sells hardware used in conjunction with software, implying a manufacturing or sourcing process.
• Research & Development: R&D expenditures were $62.0 million in 2025, indicating significant investment in developing new services and enhancements.
• Distribution: Smaller leased offices throughout Asia, North America, Europe, and Australia. Network equipment is housed at multiple co-location facilities worldwide.

Operational Metrics:

• The company monitors net advertising and performance marketing revenue retention, number of customers, and quarterly revenue per customer for its Digital Media Businesses.
• For subscription and licensing, it tracks the number of customers and average quarterly revenue per customer.
• In 2025, Technology & Shopping's net advertising and performance marketing revenue retention was 91.0%, with 753 customers and $144,070 quarterly revenue per customer.
• Gaming & Entertainment's net advertising and performance marketing revenue retention was 87.6%, with 464 customers and $76,882 quarterly revenue per customer.
• Health & Wellness' net advertising and performance marketing revenue retention was 102.3%, with 848 customers and $116,332 quarterly revenue per customer.
• Gaming & Entertainment had 524,000 subscription and licensing customers with an average quarterly revenue of $30.63 per customer.
• Health & Wellness had 1,878,000 subscription and licensing customers with an average quarterly revenue of $7.08 per customer.
• Connectivity had 25,000 subscription and licensing customers with an average quarterly revenue of $2,098 per customer.
• Cybersecurity & Martech had 1,228,000 subscription and licensing customers with an average quarterly revenue of $55.62 per customer.

Market Access & Customer Relationships

Go-to-Market Strategy: Distribution Channels:

• Direct Sales: Utilizes telesales and direct sales forces for Cybersecurity & Martech offerings.
• Channel Partners: Works with resellers and other channel partners for Cybersecurity & Martech.
• Digital Platforms: Leverages owned-and-operated websites and applications, third-party sites, and third-party advertising networks for advertising and performance marketing. Distributes paid mobile apps through app stores.

Customer Portfolio: Enterprise Customers:

• Tier 1 Clients: Everyday Health Group serves pharmaceutical and medical device companies, health insurers, and hospital systems. Ookla solutions are adopted by internet service providers, mobile service providers, enterprise Wi-Fi systems integrators, and regulatory bodies.
• Customer Concentration: Not explicitly detailed, but the company's diverse portfolio across multiple segments suggests a broad customer base.

Geographic Revenue Distribution:

• United States: 84.0% of total revenue (2025)
• All other countries: 16.0% of total revenue (2025)
• Growth Markets: The company continues to expand its international operations, with a presence in Canada, the United Kingdom, Australia, the European Union, Japan, Denmark, Sweden, and Norway.

Competitive Intelligence

Market Structure & Dynamics

Industry Characteristics: The markets in which Ziff Davis, Inc. operates are highly competitive and characterized by rapid technological change. Key trends include increasing demand for high-quality, mobile-specific, and video content, evolving cybersecurity threats (including AI-based attacks), and a dynamic regulatory landscape concerning data privacy and online advertising.

Competitive Positioning Matrix:

Direct Competitors

Primary Competitors:

• Digital Media: IAC, Future PLC, Red Ventures, Penske Media, Integrated Media, Internet Brands, RVO Health, TechTarget, Vox Media, Centerfield, Doximity, Fandom.
• Advertising Products: Alphabet, Meta, Snap, Twitch.
• Connectivity: Opensignal, Accenture, NetAlly, IBWave.
• Cybersecurity: Palo Alto Networks, CrowdStrike, Proofpoint, Gen Digital Inc., Kape Technologies, KnowBe4, Malwarebytes.
• Marketing Technology: SEMRush, MailChimp, Campaign Monitor, Constant Contact, Dialpad.
• Diversified Vertical Market Software: Constellation Software, Tyler Technologies.

Emerging Competitive Threats:

• New entrants and disruptive technologies, particularly in AI, which can facilitate unauthorized content use and generate sophisticated cyber threats. Social media and networking sites are attracting an increasing share of users and online advertising dollars.

Competitive Response Strategy: Ziff Davis, Inc. focuses on a programmatic M&A strategy to grow customer bases, diversify service offerings, and enhance technologies. It invests in research and development to introduce new services and enhancements, and actively protects its intellectual property. The company also combats ad-blocking technologies and continuously seeks to extend distribution channels and improve customer acquisition costs.

Risk Assessment Framework

Strategic & Market Risks

Market Dynamics:

• Advertising Spending Volatility: Revenues from Digital Media Businesses are largely from short-term advertising arrangements, susceptible to advertiser budget constraints, supply chain issues, trade policy changes, economic conditions, and extraordinary events.
• Content Development & Acquisition: Risk of increased expenses or declining user engagement if unable to develop, commission, or acquire compelling content at acceptable prices.
• Generative AI Impact: Risks from generative AI technologies include unauthorized use of content, reduced online traffic, intellectual property infringement, and potential harm to reputation from inaccurate attributions. Legal and regulatory frameworks for AI are evolving, potentially increasing compliance costs and litigation exposure (e.g., lawsuit against OpenAI, Inc.).
• Economic Conditions: Weakened global and U.S. economic conditions (recessions, inflation, interest rate volatility, unemployment) can decrease service usage, advertising levels, and customer acquisition/retention.
• Climate Change: Potential adverse impacts on business locations, customers, and vendors from extreme weather, power shutoffs, and increased employee turnover or operational costs.

Operational & Execution Risks

Supply Chain Vulnerabilities:

• Third-Party Dependency: Reliance on third parties for critical business elements like technology, infrastructure, customer service, internet/telecommunications, and ad servers/exchanges. Disruptions or adverse changes in terms could materially affect operations.
• Legal Proceedings: Ongoing litigation (e.g., against Google LLC and Alphabet Inc. regarding ad servers/exchanges) could incur unforeseen expenses, divert resources, and negatively impact business.
• System Failures & Cybersecurity Breaches: Operations are dependent on network integrity. Risks include damage from natural disasters, power loss, unauthorized entry, computer viruses, sophisticated cyberattacks (including AI-driven), ransomware, and data breaches. Such events could lead to significant liability, reputational harm, and customer loss.
• AI Workforce Use: Risks associated with employees using AI tools, including data protection, exposure of proprietary information, misuse of intellectual property, and errors in decision-making or solution development.

Financial & Regulatory Risks

Market & Financial Risks:

• Tax Rate Changes: Exposure to changes in U.S. and international tax rates, new tax legislation (e.g., digital services taxes), and potential additional tax liabilities from audits or e-commerce taxation.
• Indebtedness: High level of indebtedness could affect financial flexibility, competitive position, and require significant cash for debt service, potentially limiting funds for working capital, capital expenditures, and acquisitions.
• Interest Rate Risk: Exposure to increased financing costs due to rising interest rates, particularly for variable-rate borrowings or refinancing existing debt.
• Credit & Debit Card Declines: Dependence on billing systems and credit/debit card payments. Excessive declines, fraudulent activity, or failure to meet merchant standards could lead to substantial costs, loss of payment acceptance, and decreased subscriber base.
• Cash Deposit Risk: Maintenance of cash deposits in excess of federally insured limits, posing risk in case of bank failures or liquidity crises.

Regulatory & Compliance Risks:

• Evolving Laws & Regulations: Subject to a variety of new, existing, and changing domestic and international laws (e.g., labor, defamation, pricing, advertising, e-commerce, consumer protection, data privacy, cybersecurity, AI, youth safety, export restrictions, telecommunications, anti-corruption). Compliance is complex, expensive, and inconsistent across jurisdictions.
• Data Privacy & Cybersecurity Laws: Subject to numerous laws (e.g., VPPA, CIPA, CCPA/CPRA, GDPR, EU Data Act) governing data collection, use, retention, disclosure, sharing, and security. Uncertain interpretations, conflicting obligations, and increased compliance costs are significant risks, particularly for health data and online behavioral data.
• Healthcare Industry Regulation: Everyday Health Group is subject to federal and state healthcare privacy laws (HIPAA, HITECH) and regulations governing patient referrals, financial relationships, and advertising of drugs/medical devices. Non-compliance can lead to penalties and operational restrictions.
• Telecommunications Regulation: Cloud services may be reclassified as telecommunications services, subjecting the company to additional FCC, state, and foreign regulations, potentially increasing costs and restricting offerings (e.g., CALEA, USF contributions, TCPA).
• Online Accessibility: Potential liability under ADA if websites and mobile applications are deemed "places of public accommodation" and not accessible to persons with disabilities.
• Native Advertising Guidelines: Compliance with FTC and international guidelines on native advertising, with potential for reduced revenue if enforcement impacts practices.

Geopolitical & External Risks

Geopolitical Exposure:

• International Operations: Risks from foreign currency fluctuations, political/social unrest, economic instability, increased tariffs, trade protection measures, difficulties in managing international operations, and adverse tax consequences.
• Global Crises: Impact of unforeseen global crises such as war, acts of terrorism, or pandemics on revenue and operating results.

Innovation & Technology Leadership

Research & Development Focus: Core Technology Areas: The company invests in ongoing expenditures for research and development and timely introduction of new services and enhancements. R&D expenditures were $62.0 million in 2025.

• Innovation Pipeline: Focuses on enhancing current services, responding to technological changes, attracting engineering talent, and introducing new services and technologies to meet evolving customer needs. This includes developing new products and services, and improving the relevance of ads and effectiveness of content.

Intellectual Property Portfolio:

• Patent Strategy: Aggressively protects rights through patents, trademarks, copyrights, trade dress, and trade secrets. Has a portfolio of numerous U.S. and foreign patents and pending applications. Seeks to generate patent licensing revenues and enforce patent assets.
• Licensing Programs: Generates royalties from licensing certain patents and proprietary technology, data, and intellectual property to third parties.
• IP Litigation: Engaged in litigation to enforce intellectual property rights, such as the lawsuit against OpenAI, Inc. for copyright infringement. Faces risks of infringing others' IP rights.
• Trademarks & Domain Names: Owns and uses numerous trademarks (e.g., IGN, CNET, Everyday Health, BabyCenter, Humble Bundle, PCMag, Mashable, Ookla, Speedtest, RetailMeNot) and internet domain names globally.

Technology Partnerships: The company relies on third-party technology providers for critical elements of its business, including infrastructure and specialized services.

Leadership & Governance

Executive Leadership Team

Leadership Continuity: The company's success depends on retaining executive officers, senior management, and key personnel. Competition for these individuals is intense.

Board Composition: The Board of Directors considers cybersecurity risk as part of its risk oversight function, delegating oversight to the Audit Committee. Board members receive presentations on cybersecurity topics from the CISO, internal security staff, or external experts.

Human Capital Strategy

Workforce Composition:

• Total Employees: Approximately 3,900 employees as of December 31, 2025.
• Geographic Distribution: 55% U.S. based employees, 45% non-U.S. based employees.
• Skill Mix: Approximately 110 editorial employees in Technology & Shopping and Gaming & Entertainment businesses have joined a union.

Talent Management: Acquisition & Retention:

• Hiring Strategy: Designed to attract top talent and diverse voices, rooted in fairness, equal opportunity, and belonging. Investments in recruitment and professional development programs.
• Retention Metrics: Not explicitly detailed, but the company provides competitive compensation packages and comprehensive benefits.
• Employee Value Proposition: Competitive compensation, comprehensive health insurance (covering ~80% of U.S. employee premiums), employee stock purchase program, 401k program, flexible time off, free telemedicine, healthy eating apps, up to 16 weeks paid parental leave, paid family/sick/military/jury duty/bereavement leave, family planning support, and wellness webinars ("ZD Be Well" program).

Diversity & Development:

• Diversity Metrics: Publishes an Annual Diversity Report detailing workforce representation.
• Development Programs: Global Mentorship Program, Internal Mobility Program.
• Culture & Engagement: Fosters a culture of collaboration and embraces micro-cultures within businesses. Emphasizes "Doing is Greater than Talking" and supports "Five Pillars of Purpose."

Environmental & Social Impact

Environmental Commitments: Climate Strategy:

• Emissions Targets: Conducts third-party verified greenhouse gas inventory (Scope 1, 2, and 3 emissions).
• Carbon Neutrality: Not explicitly stated, but the company aims to reduce its environmental footprint and help customers/users reduce theirs.
• Renewable Energy: Not explicitly detailed.

Supply Chain Sustainability:

• Supplier Engagement: Not explicitly detailed.
• Responsible Sourcing: Not explicitly detailed.

Social Impact Initiatives:

• Community Investment: Provides employees with 16 hours annually of fully paid Volunteer Time Off, partners with Benevity and Visit.org for global volunteer opportunities, and expanded its Employee Assistance Fund (EAF) to support employees facing unexpected financial hardship.
• Product Impact: Not explicitly detailed.

Business Cyclicality & Seasonality

Demand Patterns:

• Seasonal Trends: Revenues from Digital Media Businesses are subject to seasonal fluctuations, generally higher during the fourth quarter holiday period due to increased retail activity.
• Economic Sensitivity: Revenues from the Connectivity business can be impacted by the timing of significant transactions. Cybersecurity & Martech revenues are affected by the number of effective business days, traditionally experiencing lower usage and customer sign-ups in the fourth quarter.
• Industry Cycles: Not explicitly detailed beyond general economic sensitivity.

Planning & Forecasting: The company monitors ongoing developments surrounding international trade and the macroeconomic environment, acknowledging that past results may not be indicative of future performance due to volatility.

Regulatory Environment & Compliance

Regulatory Framework: Industry-Specific Regulations:

• Internet & Digital Media: Subject to DMCA (Digital Millennium Copyright Act) and CDA (Communications Decency Act) protections, COPPA (Children’s Online Privacy Protection Act), PROTECT Act (reporting child pornography), and evolving "Do Not Track" regulations.
• Healthcare: Everyday Health Group is subject to HIPAA (Health Insurance Portability and Accountability Act), HITECH (Health Information Technology for Economic and Clinical Health Act), and state/international health privacy laws. Also subject to FDA and FTC regulations for advertising and promotion of health products.
• Telecommunications: Cybersecurity & Martech business utilizes data transmissions over public telephone lines, subject to FCC, state public utility commissions, foreign governmental authorities, and industry trade associations (CTIA) regulations (e.g., CALEA, TCPA, USF).
• Data Privacy: Subject to CCPA (California Consumer Privacy Act) as amended by CPRA (California Privacy Rights Act), VPPA (Video Privacy Protection Act), CIPA (California Invasion of Privacy Act), GDPR (General Data Protection Regulation), EU Digital Services Act, UK Online Safety Act, Australia Social Media Ban, and California Age-Appropriate Design Code Act.
• Advertising: Subject to FTC Guidelines and Enforcement Policy Statement on native advertising, and similar international guidelines (e.g., UK CAP Code).
• International Compliance: Multi-jurisdictional requirements and harmonization challenges, including the EU’s AI Act (effective February 2, 2025, with staggered requirements until August 2027) and the EU Data Act.

Trade & Export Controls:

• Export Restrictions: Subject to U.S. export control laws and regulations.
• Sanctions Compliance: Subject to sanctions compliance requirements.

Legal Proceedings: Ziff Davis, Inc. is involved in material litigation, including a copyright infringement lawsuit against OpenAI, Inc. (filed April 24, 2025) and an antitrust lawsuit against Google LLC and Alphabet Inc. (filed February 6, 2026). The company is also a defendant in putative class actions related to Washington wage laws, California Invasion of Privacy Act, and Video Privacy Protection Act.

Tax Strategy & Considerations

Tax Profile:

• Effective Tax Rate: 31.5% (2025), 44.4% (2024). The 2025 rate was influenced by goodwill impairment with no corresponding tax benefit, valuation allowance changes, and share-based compensation shortfalls, partially offset by tax credits and a decrease in uncertain tax position reserves.
• Geographic Tax Planning: Subject to income taxes in the U.S. (federal and state) and foreign jurisdictions (e.g., Ireland, UK, Canada). The company has not provided for deferred taxes on $173.5 million of undistributed foreign earnings, considering them permanently reinvested.
• Tax Reform Impact: The One Big Beautiful Bill Act (OBBBA), signed July 4, 2025, permanently extended certain 2017 Tax Cuts and Jobs Act measures, providing 100% bonus depreciation and eliminating the requirement to capitalize R&D expenses. The company does not expect a material impact on its effective tax rate but anticipates a reduction in current income tax liabilities and an increase in deferred tax liabilities. The OECD's Pillar Two Framework (minimum 15% effective tax rate) is not expected to have a material effect on the company's corporate tax liability or effective tax rate.

Insurance & Risk Transfer

Risk Management Framework:

• Insurance Coverage: Maintains a cyber insurance policy to help manage costs associated with significant cybersecurity incidents.
• Risk Transfer Mechanisms: Not explicitly detailed beyond insurance.
• Cybersecurity Risk Management Program: Includes risk assessments, a dedicated security team, external service providers for security control assessment, mandatory cybersecurity awareness training, an incident response plan, and a third-party risk management process for vendors. The program is integrated into the overall enterprise risk management program and overseen by the Audit Committee of the Board of Directors.