Paragraphs with nothing like them in last year's 10-K
Quoted exactly
14 paragraphs in Risk Factors of the 10-K filed Feb 24, 2026
with nothing like them in the 10-K filed Feb 27, 2025. Quoted exactly.
Paragraphs that were only edited are under 10-K change.
•We cannot guarantee that our stock repurchase programs will enhance long-term shareholder value.
Government actions and regulations, such as tariffs and trade protection measures, may negatively impact our business. To minimize tariff impact, we have, at times, shifted manufacturing and final assembly locations and our sourcing teams prioritize domestic alternatives when feasible. Future changes to United States tariff policy, including the expansion of existing tariffs, elimination of exclusion programs, retaliatory measures by foreign governments, or changes to preferential trade programs, could further increase our costs, and could have an adverse impact on our results of operations. Because many tariff actions may be implemented with limited advance notice, our ability to mitigate the impact of such actions may be constrained.
Risks related to the development, deployment, and use of AI, together with an evolving and uncertain regulatory environment, may increase costs, create liability, and adversely affect our business, financial condition, results of operations, and reputation.
Our products, services, and business operations increasingly incorporate AI, and we continue to invest in the expansion of our AI capabilities, including through enhancements to existing, and development of new, AI-enabled features and functionality. AI technologies are complex, rapidly evolving, and may require significant ongoing investment to develop, maintain, and deploy effectively. There can be no assurance that our AI initiatives will improve our offerings, efficiency, or profitability. Our use of AI systems may result in delays, increased costs, technical failures, defects, bugs, vulnerabilities, governmental or regulatory scrutiny, litigation, confidentiality or cybersecurity risks, privacy concerns, ethical challenges, inaccurate, incomplete, misleading, biased, or otherwise flawed outputs, operational risks, or other challenges that could impair market acceptance, require remediation, or harm our reputation and financial results. Furthermore, our competitors or other third parties may incorporate AI into their products, offerings, and solutions more quickly or more successfully than we do, which could impair our ability to compete effectively.
We may rely on third parties for AI-related components, models, or infrastructure. We may have limited control over these parties’ practices, security, reliability, or compliance practices. If we, our vendors, or our third-party partners experience an actual or perceived cybersecurity incident because of the use of AI, we may lose valuable intellectual property, personal data, and confidential information. Any of these outcomes could damage our reputation, subject us to legal liability, result in the loss of valuable property and information, and adversely impact our business.
The use of AI tools by our workforce, whether authorized or unauthorized, may increase risks related to data protection, cybersecurity, disclosure of confidential information, and the misuse of our or third-party intellectual property, including customer data. Although we implement measures designed to help govern use of AI by our workforce, AI tools may present risks of third-party intellectual property claims, unauthorized access to or use of proprietary information, or failure to comply with applicable open-source software requirements.
Governments and regulatory bodies, including in the United States and Europe, are taking an increasingly active role in addressing developments in AI, including through the issuance of risk-mitigation action plans and the introduction of legislation to oversee the use of AI. New or evolving AI regulations may limit or restrict how we use AI in our products and services and may require us to expend additional resources to tailor our offerings across jurisdictions with differing regulatory requirements. Compliance with global AI-related laws and regulations may increase our costs, require significant management and employee time, change our business practices, or cause us to not leverage certain AI technologies. Any actual or perceived failure to comply, or to satisfy other actual or asserted AI-specific or related obligations, could result in audits, investigations, enforcement actions, and significant fines or penalties, as well as claims or litigation, reputational harm, reduced demand for our products and services, and increased liabilities, any of which could adversely affect our business or financial results.
Our business depends on highly skilled technical, managerial, engineering, sales, marketing, and customer support personnel, as well as qualified and competent subcontractors, and competition for such personnel is intense. Our failure to attract, hire, integrate in a timely manner, or retain and motivate qualified personnel—particularly software development, product development, analytics, and other technical personnel—or our inability to engage qualified subcontractors could adversely affect our business and results of operations.
Numerous countries, including a number of those in which we do business, have agreed to a statement in support of the OECD model rules that propose a global minimum tax rate of 15% that would apply to multinational companies with consolidated revenue above €750 million. Many jurisdictions, including E.U. member states and other non-U.S. countries, have enacted or are in the process of implementing legislation consistent with these rules.
On January 5, 2026, the OECD published administrative guidance which introduced a number of exclusions from the global minimum tax rules. One of the exclusions, generally referred to as the side-by-side safe harbor (the “SbS Safe Harbor”), represents the culmination of months of negotiations with the United States to remove U.S.-parented groups from the scope of the global minimum tax rules. Under the SbS Safe Harbor, a multinational group whose parent is located in a jurisdiction that is listed in the OECD Central Records as having a “qualified SbS regime” may elect out of the imposition of additional tax under the global minimum tax rules, including the group’s constituent entities and joint ventures in any jurisdictions. As of January 5, 2026, the United States was the only jurisdiction listed as having a qualified SbS regime. The SbS Safe Harbor must be implemented into domestic law but generally is expected to be enacted by the United States with retroactive effect to January 1, 2026.
Even if a multinational group has a parent located in a jurisdiction that is a qualified SbS regime, the non-U.S. operations of such group still will be subject to any applicable jurisdiction’s qualified domestic minimum top-up tax (“QDMTT”). A QDMTT is an additional tax imposed under the global minimum tax rules by a specific jurisdiction on otherwise low-taxed profits generated within its own borders. Under the global minimum tax rules, applicable jurisdictions must impose a QDMTT on a consistent and non-discriminatory manner to all multinational groups operating within their borders. As such, the effect of the SbS Safe Harbor is that while global minimum tax rules may result in increased taxes in the jurisdiction in which the profits arise as a result of any QDMTT imposed by that jurisdiction, these profits should not be subject to alternative or additional global minimum taxes in other jurisdictions in which a multinational group that qualifies for the SbS Safe Harbor operates.
As global minimum tax rules become effective or are expanded in jurisdictions in which we operate, we may be subject to increased income tax expense, reduced tax attributes, additional compliance and administrative costs, and increased complexity in tax reporting and financial statement accounting. These developments could adversely affect our effective tax rate, provision for income taxes, cash flows, and results of operations. We will continue to monitor legislative, regulatory, and administrative developments relating to the global minimum tax regime, including changes in interpretation, enforcement, or coordination among jurisdictions, and evaluate their potential impact on our business, financial condition, and results of operations in future periods.
Show the other 2
The agreements governing our indebtedness restrict, among other things and subject to certain exceptions, our and our restricted subsidiaries’ ability to incur additional indebtedness, pay dividends or other payments on capital stock, guarantee other obligations, grant liens on assets, make loans, acquisitions, or other investments, transfer or dispose of assets, make optional payments or modify certain debt instruments, engage in transactions with affiliates, amend organizational documents, engage in mergers or consolidations, enter into arrangements that restrict the ability to pay dividends, engage in business activities that are materially different from existing business activities, and change the nature of the business we conduct.
•the requirement that directors may only be removed from the Board of Directors for cause;
Paragraphs in the 10-Q filed Oct 30, 2026 that were not in the one before
New in the latest 10-Q
32 paragraphs in the 10-Q filed Oct 30, 2026 with nothing like
them in the 10-Q filed Aug 5, 2026 (at least half the words must differ; new numbers alone do not count).
Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
10-Q
PART I—FINANCIAL INFORMATION 6 Item 1. Financial Statements 6 Condensed Consolidated Balance Sheets 6 Condensed Consolidated Statements Of Operations 7
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• risks related to our ongoing leadership transitions, including the transition to our new President and Chief Executive Officer, our reliance on an interim Chief Financial Officer provided through a third-party engagement and the search for a permanent Chief Financial Officer, and our ability to attract and retain key management personnel;
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Financial statements and notes
Significant customers are those which represent more than 10% of the Company’s total revenue or accounts receivable, net.
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Revenue from a single Government Solutions customer exceeded 10% of total revenue. NYCDOT represented 24.1 % and 19.5 % of total revenue for the three months ended September 30, 2026 and 2025, respectively, and 20.6 % and 16.7 % of total revenue for the nine months ended September 30, 2026 and 2025, respectively. NYCDOT represented 11.2 % and 31.1 % of total accounts receivable, net as of September 30, 2026 and December 31, 2025, respectively. There was also approximately $ 55.6 million of unbilled revenue related to NYCDOT as of September 30, 2026. There is no material reserve related to NYCDOT open receivables as amounts are deemed collectible based on current conditions and expectations. No other Government Solutions customer exceeded 10% of total accounts receivable, net as of September 30, 2026 or December 31, 2025.
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Significant customer revenues were generated through two of the Company’s Commercial Services customers, with each exceeding 10% of total revenue for certain of the periods presented. Commercial Services Customer A was below 10% of total revenue for the three and nine months ended September 30, 2026 and represented 16.2 % and 15.6 % of total revenue for the three and nine months ended September 30, 2025, respectively. Commercial Services Customer B represented 13.9 % and 11.4 % of total revenue for the three months ended September 30, 2026 and 2025, respectively, and 12.9 % and 11.5 % of total revenue for the nine months ended September 30, 2026 and 2025, respectively. Commercial Services Customer C was below 10% of total revenue for the three months ended September 30, 2026 and represented 10.4 % of total revenue for the three months ended September 30, 2025 and 10.0 % and 10.6 % of total revenue for the nine months ended September 30, 2026 and 2025, respectively. No Commercial Services customer exceeded 10% of total accounts receivable, net as of September 30, 2026 or December 31, 2025.
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Show the other 27
There were no significant customer concentrations that exceeded 10% of total revenue or accounts receivable, net for the Parking Solutions segment as of or for any period presented.
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The following presents the activity in the allowance for credit losses by reportable segment for the nine months ended September 30, 2026 and 2025, respectively:
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The following table presents the changes in the carrying amount of goodwill by reportable segment:
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September 30, 2026 December 31, 2025 ($ in thousands) Gross Accumulated Gross Accumulated
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The carrying amounts reported in the Company’s condensed consolidated balance sheets for cash, accounts receivable, accounts payable and accrued expenses approximate fair value due to the immediate to short-term maturity of these financial instruments. The estimated fair value of the Company’s debt, net was calculated based upon available market information. The carrying value and the estimated fair value of debt, net are as follows:
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expenses on the condensed consolidated statements of operations and comprehensive income which consists of adjustments related to the equity securities re-measured to fair value at the end of the reporting period:
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The following details the components of stock-based compensation for the respective periods:
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At September 30, 2026, the TRA liability was $ 38.7 million of which approximately $ 5.3 million was the current portion and $ 33.4 million was the non-current portion, both of which are included in the respective tax receivable agreement liability line items on the condensed consolidated balance sheets. During the nine months ended September 30, 2026, the Company made a payment of $ 5.0 million related to the 2025 tax year.
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The following tables set forth financial information by segment for the respective periods:
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(1) This consists of depreciation and amortization expense, stock-based compensation, and other costs to reconcile to total income before income taxes.
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(1) This consists of depreciation and amortization expense, stock-based compensation, and other costs to reconcile to total income before income taxes.
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For the Nine Months Ended September 30, 2026 ($ in thousands) Commercial Government Parking Total
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(1) This consists of depreciation and amortization expense, stock-based compensation, and other costs to reconcile to total income before income taxes.
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For the Nine Months Ended September 30, 2025 ($ in thousands) Commercial Government Parking Total
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(1) This consists of depreciation and amortization expense, stock-based compensation, and other costs to reconcile to total income before income taxes.
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The Company provides information on credit loss expense by reportable segment, refer to Note 2, Significant Accounting Policies, for additional details.
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The Company primarily operates within the United States, Australia, United Kingdom, Canada, and in various other countries in Europe and Asia. The following table details the revenues from international operations for the respective periods:
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During the third quarter of 2026, one of the Company’s significant Commercial Services customers significantly reduced its fleet volume; in response, on October 2, 2026, the Company exercised its option to terminate the contract with such customer, effective January 30, 2027.
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On October 8, 2026, Craig Conti notified the Company of his resignation as Chief Financial Officer (“ CFO”), effective November 4, 2026. Mr. Conti’s resignation was not related to the Company’s financial or operating results or to any disagreements with the Company regarding its financial, operational, accounting or reporting policies or practices. The Board has retained an executive search firm to conduct a search for a permanent CFO. On October 29, 2026, the Board appointed Matthew Kvarda as Interim CFO, effective November 5, 2026.
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On October 15, 2026, we announced that Craig Conti will resign as our Executive Vice President and Chief Financial Officer, effective November 4, 2026, to pursue another opportunity in a different industry. Mr. Conti’s decision was not related to our financial or operating results or to any disagreement with us regarding our financial, operational, accounting or reporting policies or practices. The Board has retained an executive search firm to conduct a comprehensive search for a permanent Chief Financial Officer. On October 29, 2026, the Board appointed Matthew Kvarda, a Managing Director with Alvarez & Marsal North America, LLC (“A&M”), as Interim Chief Financial Officer and principal financial officer, effective November 5, 2026, to serve in such role until a permanent Chief Financial Officer is appointed. Mr. Kvarda’s services will be provided pursuant to an engagement letter between the Company and A&M.
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In addition, the contract with the third significant Commercial Services customer is approaching renewal, and we are following the customer's procurement process. We may not be successful in retaining the contract or may retain it only on terms less favorable to us than the current agreement. If we are not successful in retaining the third customer contract or if any renewal is on less favorable terms than the current agreement and/or if either of the remaining contracts is terminated, this would have a material adverse effect on our business, financial condition, and results of operations. See Part II, Item 1A, “Risk Factors” for additional information.
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Three Months Ended September 30, 2026 Compared to Three Months Ended September 30, 2025
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Other Income, Net. Other income, net was $4.7 million for the three months ended September 30, 2026 compared to $6.3 million for the three months ended September 30, 2025. This was primarily attributable to a decrease in volume rebates earned from total spend on credit card transactions due to decreased tolling and travel activity.
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Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025
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Other Income, Net. Other income, net was $14.9 million for the nine months ended September 30, 2026 compared to $16.4 million for the nine months ended September 30, 2025. This was primarily attributable to a decrease in volume rebates earned from total spend on credit card transactions due to decreased tolling and travel activity.
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Outstanding borrowings under the Amended Revolver accrue interest at per annum rate equal to SOFR plus a margin ranging from 1.25% to 1.75% or a base rate plus a margin ranging from 0.25% to 0.75%, in each case, depending on the
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Risk Factors
The concurrent transition of our principal executive officer and principal financial officer may also place additional demands on our management team, including with respect to our financial reporting processes and internal control over financial reporting. Any disruption arising from these transitions, including any related changes to our strategy or management team, or any perception by employees, customers, investors, or other stakeholders that our leadership is unstable, could adversely affect our business.
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Oct 30, 2026 against Item 1A of the 10-K filed Feb 24, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted).
Text on the page, not a score; each links to the filing at sec.gov.
What the 10-Q itself says about its risk factors:Part I, Item 1A. “Risk Factors” in our Annual Report includes a discussion of our risk factors. Other than the risk factors below, there have been no material changes from the risk factors described in our Annual Report. We may disclose changes to such risk factors or disclose additional risk factors from time to time in our future SEC filings.
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Added10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
2025, respectively. In May 2026, one of our three significant Commercial Services customers issued a termination notice with respect to its contract with us. The customer subsequently withdrew its termination notice in July 2026 and entered into a seven-year contract extension on terms that were materially less favorable to us as compared to the prior agreement, including an option for the customer to modulate its fleet volume. During the third quarter of 2026, the customer significantly reduced its fleet volume under the contract and on October 2, 2026, we exercised our option to terminate the contract, effective January 30, 2027. We may be unable to replace the revenue that was expected under this contract on a timely basis or at all. A second significant Commercial Services customer entered into a five-year contract extension, also on terms materially less favorable to us than those of the prior agreement and with fleet volume modulation rights that are subject to terms and conditions set forth in the agreement. In addition, the contract with the third significant Commercial Services customer is approaching renewal, and we are following the customer's procurement process. We may not be successful in retaining the contract or may retain it only on terms less favorable to us than the current agreement.
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Added10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
We believe that our future success depends upon the services of our executive management team, who have critical experience and relationships that we rely on to implement our business plan and growth strategy. From time to time, there have been and may be future changes in our executive management team resulting from the hiring or departure of these executives. Following the departure of our former Chief Executive Officer in May 2026, we have operated under the leadership of an Interim President and Chief Executive Officer. On September 30, 2026, our Board appointed Jon Newhard as President and Chief Executive Officer, effective November 1, 2026. In addition, on October 8, 2026, Craig Conti notified us of his resignation as Executive Vice President and Chief Financial Officer, effective November 4, 2026, and the Board has retained Spencer Stuart to conduct a search for a permanent Chief Financial Officer. The Board has appointed Matthew Kvarda, a Managing Director with Alvarez & Marsal North America, LLC (“A&M”), as Interim Chief Financial Officer, effective November 5, 2026. Mr. Kvarda will provide his services pursuant to an engagement letter with A&M, will remain an employee of A&M, and is not expected to serve as our permanent Chief Financial Officer. Either we or A&M may terminate the engagement on short notice, and an interim officer may be less familiar with our business, systems and personnel than a permanent officer. We cannot predict the duration of the search or whether we will be able to identify and successfully onboard a qualified successor on a timely basis. Effective succession planning and leadership transitions are complex undertakings, and we cannot assure you that Mr. Newhard’s integration into the Company, or the transition of our Chief Financial Officer role, including the transition from an interim to a permanent Chief Financial Officer, will be successful or that our new leadership will be able to effectively implement our business plan and growth strategy.
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Added10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
The concurrent transition of our principal executive officer and principal financial officer may also place additional demands on our management team, including with respect to our financial reporting processes and internal control over financial reporting. Any disruption arising from these transitions, including any related changes to our strategy or management team, or any perception by employees, customers, investors, or other stakeholders that our leadership is unstable, could adversely affect our business.
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Added10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
We are subject to securities litigation, which is expensive and could adversely impact our business.
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Added10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
In June 2026, a putative securities class action complaint was filed against us and certain of our officers. The case is pending. See Note 13, Commitments and Contingencies, included in Part I, Item 1, Financial Statements in this Report for more information. Litigation of this type is expensive and could result in substantial cost and divert resources from our business regardless of the outcome of such litigation, which could have an adverse effect on our business, financial condition, results of operations or prospects. Any adverse determination in litigation could also subject us to significant liabilities.
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Show the other 11
Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Any If we are not successful in retaining the third customer contract or if any renewal is on less favorable terms than the current agreement and/or if either of the foregoing could remaining contracts is terminated, this would have a material adverse effect on our business, financial condition, and results of operations.
Read it in the 10-Q at sec.govopen_in_newThe 10-K sentenceopen_in_new
Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Our Commercial Services and Government Solutions segments have several large customers, including NYCDOT, customers that account for a significant portion of our revenue, and a reduction in demand, materially different less favorable terms or pricing in new or amended agreements as compared to the current agreements, or loss the loss, even temporarily, of one or more of such customers has and could have in the future a material adverse effect on our business.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
See Note 2, Significant Accounting Policies, 4, Goodwill and Intangible Assets, in Part I, Item 8, 1, Financial Statements and Supplementary Data, Statements, for additional information.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
We depend on the services of key executives and any Any inability to successfully transition leadership or to attract and retain key management personnel could have a material adverse effect on our business.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
For example, in our Government Solutions segment, NYCDOT represented approximately 17.9% 24.1% and 15.8% 19.5% of our total revenues for the years quarters ended December 31, 2025 September 30, 2026 and 2024, 2025, respectively.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Three of our Commercial Services customers collectively accounted for 34.8% 29.5% and 36.0% 38.0% of our total revenues for the years quarters ended December 31, 2025 September 30, 2026 and 2024, respectively.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
We also recorded a $97.1 $64.0 million impairment to goodwill in our Parking Solutions segment during fiscal year 2024 the nine months ended September 30, 2026 in connection with our assessment that the Parking Solutions reporting unit’s carrying value exceeded the estimated fair value and we cannot predict if or when additional future goodwill impairments may occur.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Our contract with NYCDOT expired on December 31, 2025, and we We entered into a new contract with NYCDOT, effective January 1, 2026, to manage New York City’s automated enforcement camera safety programs for a five-year period.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Our ability to retain our key management personnel or to identify and attract additional management personnel or suitable replacements should any members of the management team leave or be terminated is dependent on a number of factors, including the competitive nature of the employment market and our industry.
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Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Any failure to retain key management personnel or to attract additional or suitable replacement personnel has and in the future could cause uncertainty among investors, employees, customers, and others concerning our future direction and performance and could have a material adverse effect on our business, financial condition, and results of operations.
Read it in the 10-Q at sec.govopen_in_newThe 10-K sentenceopen_in_new
Reworded10-Q Oct 30, 2026 vs 10-K Feb 24, 2026
Our goodwill has and intangible assets have been subject to impairment and may be subject to further impairment in the future, which could have a material adverse effect on our results of operations, financial condition, or future operating results.
Read it in the 10-Q at sec.govopen_in_newThe 10-K sentenceopen_in_new
Numerous countries, including a number of those in which we do business, have agreed to a statement in support of the OECD model rules that propose a global minimum tax rate of 15% that would apply to multinational companies with consolidated revenue above €750 million. Certain countries, including European Union member states, have enacted, or are expected to enact, legislation implementing a global minimum tax this year. In January 2025, the President of the United States issued an Executive Order declaring, in part, that the global minimum tax initiative has “no force or effect in the...
In the 10-K filed Feb 27, 2025open_in_new
The use or integration of AI tools and technologies into existing and new solutions may present novel risks and challenges that could adversely affect our business. We are evaluating AI tools for, among other things, software development and back-end processing functions. In addition, our vendors may incorporate AI tools into their services and deliverables, at times without disclosing this to us, and the providers of such AI tools may not meet existing or rapidly evolving regulatory or industry standards with regard to privacy, security, IP, and data protection. Uncertainty in the...
In the 10-K filed Feb 27, 2025open_in_new
Government actions and regulations, such as tariffs and trade protection measures, may negatively impact our business. Political challenges between the United States and countries in which we operate, and changes to trade policies, including tariff rates and customs duties, trade relations between the United States and those countries and other macroeconomic issues could adversely impact our business. The United States administration has announced tariffs on certain products imported into the United States, and some countries have imposed tariffs in response to the actions of the United...
In the 10-K filed Feb 27, 2025open_in_new
On December 11, 2024, we entered into an ASR agreement with a third-party financial institution to purchase $112.7 million of our Class A common stock. Pursuant to the terms of the ASR agreement, we received and retired 3,821,958 shares of our Class A Common Stock and paid $112.7 million. The delivery of any remaining shares will occur at the final settlement of the transactions under the ASR agreement, which is scheduled to occur in the first quarter of 2025. The final number of shares repurchased under the ASR agreement will be based on the daily volume-weighted average share prices over...
In the 10-K filed Feb 27, 2025open_in_new
Sources
Item 1A of each 10-K and 10-Q on EDGAR, quoted exactly. Each paragraph links to the filing at sec.gov.
Also
10-K change: what was reworded or cut, section by section.
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