Income Taxes and Tax Receivable Agreement
The provision for income taxes differs from the amount of income tax computed by applying the applicable U.S. statutory federal income tax rate of 21% to income (loss) before income taxes. The difference is due to Viant Technology LLC’s pass-through structure for U.S. income tax purposes in the current period and the valuation allowance applied against the deferred tax asset in prior-year periods. For the year ended December 31, 2025, the Company recognized income tax benefit of $(14.0) million primarily due to the release of the valuation allowance and recognition of our deferred tax assets, resulting in an effective tax rate of (137.7)%. For the year ended December 31, 2024, the Company recognized income tax expense of $0.2 million due to federal and state taxes payable, resulting in an effective tax rate of 2.0%. For the year ended December 31, 2023, the Company recognized an income tax expense of $0.2 million due to federal and state taxes payable, resulting in an effective tax rate of (1.5)%.
The Company is the sole managing member of Viant Technology LLC and, as a result, consolidates the financial results of Viant Technology LLC in the consolidated financial statements. Viant Technology LLC is a pass-through entity for U.S. federal and most applicable state and local income tax purposes following a corporate reorganization effected in connection with the IPO. As an entity classified as a partnership for tax purposes, Viant Technology LLC generally is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Viant Technology LLC is passed through to and included in the taxable income or loss of its members, including the Company. The Company is taxed as a corporation and pays corporate federal, state and local taxes with respect to income allocated from Viant Technology LLC, based on the Company's 27.8% economic interest in Viant Technology LLC.
In connection with its IPO, the Company entered into a TRA with Viant Technology LLC, continuing members of Viant Technology LLC and the TRA Representative (as defined in the TRA) on February 9, 2021. The total current and long-term portion of the TRA liability as of December 31, 2025 was $0.2 million and $12.2 million, respectively. There was no current or long-term portion of the TRA liability as of December 31, 2024.
The pre-tax book income (loss) attributable to the Company was as follows:
| | | | | | | | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 | | 2023 |
| Income (loss) before taxes | | | | | |
| Domestic | $ | 10,131 | | | $ | 12,701 | | | $ | (9,792) | |
| Foreign | — | | | — | | | — | |
| Total income (loss) before taxes | 10,131 | | | 12,701 | | | (9,792) | |
The provision for income taxes attributable to the Company was as follows:
| | | | | | | | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 | | 2023 |
| Current: | | | | | |
| U.S. federal income tax | $ | (161) | | | $ | 3 | | | $ | 47 | |
| State and local income tax | 881 | | | 246 | | | 104 | |
| Foreign income tax | — | | | — | | | — | |
| Total current provision | 720 | | | 249 | | | 151 | |
| Deferred: | | | | | |
| U.S. federal income tax | (11,393) | | | — | | | — | |
| State and local income tax | (3,292) | | | — | | | — | |
| Foreign income tax | — | | | — | | | — | |
| Total deferred benefit | (14,685) | | | — | | | — | |
| Income tax (benefit) provision | $ | (13,965) | | | $ | 249 | | | $ | 151 | |
A reconciliation of the statutory tax rate to the effective tax rate for the years presented are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 | | 2023 |
| Income tax expense (benefit) at federal statutory rate | $ | 2,128 | | | 21.0 | % | | $ | 2,667 | | | 21.0 | % | | $ | (2,056) | | | 21.0 | % |
State tax expense (benefit) net of federal tax expense (benefit)(1) | (2,102) | | | (20.7) | % | | 209 | | | 1.6 | % | | 35 | | | (0.4) | % |
| Nontaxable or nondeductible items: | | | | | | | | | | | |
| Equity compensation | (35) | | | (0.3) | % | | (919) | | | (7.2) | % | | 1,229 | | | (12.5) | % |
| Executive compensation | 54 | | | 0.5 | % | | 304 | | | 2.4 | % | | — | | | — | % |
| Meals and entertainment | 121 | | | 1.2 | % | | 128 | | | 1.0 | % | | 111 | | | (1.1) | % |
| Other | 27 | | | 0.3 | % | | 20 | | | 0.2 | % | | 29 | | | (0.3) | % |
| Changes in valuation allowance | (10,216) | | | (100.8) | % | | 320 | | | 2.5 | % | | (713) | | | 7.3 | % |
| Tax credits | (769) | | | (7.6) | % | | (337) | | | (2.7) | % | | (183) | | | 1.9 | % |
| Changes in unrecognized tax benefits | 436 | | | 4.3 | % | | 77 | | | 0.6 | % | | 142 | | | (1.5) | % |
| Other adjustments: | | | | | | | | | | | |
| Noncontrolling interests | (3,425) | | | (33.8) | % | | (2,127) | | | (16.7) | % | | 1,356 | | | (13.8) | % |
| Other | (184) | | | (1.8) | % | | (93) | | | (0.7) | % | | 201 | | | (2.1) | % |
| Total tax provision (benefit) and effective tax rate | $ | (13,965) | | | (137.7) | % | | $ | 249 | | | 2.0 | % | | $ | 151 | | | (1.5) | % |
(1)The states that contribute to the majority (greater than 50%) of the tax effect in this category includes Texas and Tennessee for the year ended December 31, 2025 and Texas for the years ended December 31, 2024 and 2023.
The amount of cash taxes paid by the Company are as follows:
| | | | | | | | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 | | 2023 |
| Federal | $ | — | | | $ | — | | | $ | 100 | |
| State | | | | | |
| Texas | 144 | | | 110 | | | 73 | |
| Tennessee | 175 | | | — | | | — | |
| New York | 81 | | | 22 | | | 29 | |
| Massachusetts | 4 | | | 11 | | | 23 | |
| North Carolina | — | | | — | | | 29 | |
| Illinois | — | | | — | | | 31 | |
| Other | 8 | | | 18 | | | 20 | |
| Foreign | — | | | — | | | — | |
| Income taxes, net of amount refunded | $ | 412 | | | $ | 161 | | | $ | 305 | |
The activity related to the Company's valuation allowance are as follows:
| | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 |
| Beginning Balance | $ | (12,529) | | | $ | (10,917) | |
| Credited (charged) to expenses | 12,529 | | | (715) | |
| Ownership change | — | | | (897) | |
| Ending Balance | $ | — | | | $ | (12,529) | |
| | | |
| Change in valuation allowance during the year | $ | 12,529 | | | $ | (1,612) | |
The tax effects of temporary differences that give rise to a significant portion of the deferred tax assets and deferred tax liabilities are as follows:
| | | | | | | | | | | |
| As of December 31, |
| 2025 | | 2024 |
| Deferred tax assets: | | | |
| State tax benefit | $ | — | | | $ | — | |
| Net operating loss carryforwards | 2,214 | | | 1,355 | |
| Tax credits | 2,145 | | | 1,098 | |
| Investment in Partnership | 9,373 | | | 10,145 | |
| TRA | 3,075 | | | — | |
| Other, net | 717 | | | (69) | |
| Subtotal | 17,524 | | | 12,529 | |
| Valuation allowance | — | | | (12,529) | |
| Total deferred tax assets | 17,524 | | | — | |
| Deferred tax liabilities: | | | |
| Other, net | — | | | — | |
| Total deferred tax liabilities | — | | | — | |
| Net deferred tax (liabilities) assets | $ | 17,524 | | | $ | — | |
In assessing the realizability of deferred tax assets, the Company considers whether it is probable that some or all of the deferred tax assets will not be realized. In determining whether the deferred taxes are realizable, the Company considers the weight of all available evidence, both positive and negative, including the four future sources of taxable income, period of expiration of the tax attributes, and historical pre-tax book income in recent years. Valuation allowances are provided to reduce the amounts of deferred tax assets to an amount that is more likely than not to be realized. As of December 31, 2025, the Company released its valuation allowance after concluding, based on the weight of all available evidence, that it is more likely than not that all of the deferred tax assets will be realized in the future. As of December 31, 2024, the Company had recorded a valuation allowance against its deferred tax assets of $12.5 million as management determined it was not more likely than not that the deferred tax assets were going to be realized.
As of December 31, 2025 and 2024, the Company had federal net operating loss carryforwards of approximately $8.8 million and $5.4 million, respectively. As of December 31, 2025 and 2024, the Company has state net operating loss carryforwards of approximately $4.4 million and $3.6 million, respectively. The federal net operating losses carry forward indefinitely and state net operating losses begin to expire in 2032. As of December 31, 2025, the Company had federal and state research and development tax credits of approximately $1.5 million and $1.3 million, respectively. The federal credits will begin to expire in 2044 and the state credits carry forward until exhausted.
A reconciliation of the beginning and ending balance of total gross unrecognized tax benefits is as follows:
| | | | | | | | | | | |
| As of December 31, |
| 2025 | | 2024 |
| Beginning balance of unrecognized tax benefits | $ | 252 | | | $ | 158 | |
| Gross increase based on tax positions related to current year | 199 | | | 84 | |
| Gross increase based on tax positions related to prior years | 380 | | | 10 | |
| Ending balance of unrecognized tax benefits | $ | 831 | | | $ | 252 | |
The Company's U.S. federal tax returns are open to examination for all periods ending December 31, 2022 and thereafter, and the Company's state income tax returns are open to examination for all periods ending December 31, 2021 and thereafter. However, to the extent allowed by law the tax authorities may have the right to examine prior periods where net operating losses were generated and carried forward and make adjustments up to the amount of the net operating loss or credit carry forward amount. The Company did not recognize any interest or penalties related to unrecognized tax benefits for the years ending December 31, 2025, 2024, and 2023.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law, which enacts significant changes to U.S. tax and related laws. Some of the provisions of the new tax law affecting corporations include, but are not limited to, expensing of domestic specified research or experimental expenditures and 100% bonus depreciation on eligible property acquired after January 19, 2025. For the year ending December 31, 2025, the most impactful component of the OBBBA was the immediate expense of domestic specified research or experimental expenditures. We will continue to apply OBBBA tax law changes as required or elected in future years.