11.
Income Taxes

The Company adopted ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, in fiscal year 2025, and as a result, updated the presentation of income tax financial information on a prospective basis.

Income before income taxes consisted of the following:

 

 

For the Year Ended December 31,

 

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

 

U.S.

 

$

197,856

 

 

$

114,296

 

 

$

92,425

 

 

Foreign

 

 

(2,874

)

 

 

(35,188

)

 

 

(5,428

)

 

Total income before incomes taxes

 

$

194,982

 

 

$

79,108

 

 

$

86,997

 

 

 

The income tax provision consisted of the following:

 

 

 

For the Year Ended December 31,

 

($ in thousands)

 

2025

 

 

2024

 

 

2023

 

Current

 

 

 

 

 

 

 

 

 

Federal

 

$

19,743

 

 

$

40,381

 

 

$

38,109

 

State

 

 

14,601

 

 

 

16,964

 

 

 

15,794

 

Foreign

 

 

4,659

 

 

 

329

 

 

 

3,113

 

Total current

 

 

39,003

 

 

 

57,674

 

 

 

57,016

 

Deferred

 

 

 

 

 

 

 

 

 

Federal

 

 

18,371

 

 

 

(5,696

)

 

 

(16,522

)

State

 

 

4,060

 

 

 

(1,697

)

 

 

(6,335

)

Foreign

 

 

(3,085

)

 

 

(2,621

)

 

 

(4,177

)

Total deferred

 

 

19,346

 

 

 

(10,014

)

 

 

(27,034

)

Income tax provision

 

$

58,349

 

 

$

47,660

 

 

$

29,982

 

 

 

 

 

 

 

 

 

 

 

Total federal

 

$

38,114

 

 

$

34,685

 

 

$

21,587

 

Total state

 

 

18,661

 

 

 

15,267

 

 

 

9,459

 

Total foreign

 

 

1,574

 

 

 

(2,292

)

 

 

(1,064

)

Income tax provision

 

$

58,349

 

 

$

47,660

 

 

$

29,982

 

 

A reconciliation to the income tax provision from the amounts computed by applying the statutory U.S. federal income tax rate is as follows:

 

 

 

For the Year Ended December 31, 2025

 

($ in thousands)

 

Amount

 

 

Percent

 

Income tax expense at statutory rate

 

$

40,946

 

 

 

21.0

%

Domestic Federal

 

 

 

 

 

 

Effect of changes in tax laws or rates enacted in the current period

 

 

 

 

 

 

Effects of cross-border tax laws

 

 

 

 

 

 

Subpart F

 

 

532

 

 

 

0.3

%

Tax credits

 

 

 

 

 

 

Research and experimentation credit

 

 

(2,724

)

 

 

(1.4

)%

Other credits

 

 

(253

)

 

 

(0.1

)%

Change in valuation allowances

 

 

 

 

 

 

Nontaxable or non-deductible items

 

 

 

 

 

 

162m limitation

 

 

2,318

 

 

 

1.2

%

Other non-taxable or non-deductible items

 

 

628

 

 

 

0.3

%

Other Adjustments

 

 

586

 

 

 

0.3

%

State income taxes, net of federal income tax effect (1)

 

 

13,746

 

 

 

7.0

%

Foreign

 

 

 

 

 

 

Canada

 

 

 

 

 

 

Changes in valuation allowances

 

 

2,602

 

 

 

1.3

%

Other

 

 

(1,066

)

 

 

(0.5

)%

Other foreign jurisdictions

 

 

641

 

 

 

0.3

%

Changes in unrecognized tax benefits

 

 

393

 

 

 

0.2

%

Total income tax provision

 

$

58,349

 

 

 

29.9

%

 

(1) State taxes in New York and New York City made up the majority (greater than 50%) of the tax effect in this category.

 

 

For the Year Ended December 31,

 

($ in thousands)

 

2024

 

 

2023

 

Income tax provision at statutory rate

 

$

16,612

 

 

$

18,270

 

State income taxes, net of federal income tax effect

 

 

11,032

 

 

 

7,762

 

162(m) limitation

 

 

1,790

 

 

 

1,000

 

Non-deductible expenses

 

 

1,365

 

 

 

49

 

Stock-based compensation

 

 

(102

)

 

 

796

 

Unrecognized tax benefits

 

 

2,593

 

 

 

1,831

 

Goodwill impairment

 

 

18,091

 

 

 

 

Tax impact for change in fair value of warrants

 

 

 

 

 

5,243

 

Change in valuation allowance

 

 

(1,466

)

 

 

297

 

Research and development credits

 

 

(2,713

)

 

 

(1,032

)

Tax receivable agreement imputed interest

 

 

 

 

 

(3,641

)

Other

 

 

458

 

 

 

(593

)

Total income tax provision

 

$

47,660

 

 

$

29,982

 

 

Significant components of the Company’s deferred income tax assets and liabilities consist of the following at December 31:

 

($ in thousands)

 

2025

 

 

2024

 

Deferred tax assets:

 

 

 

 

 

 

Accrued expenses and other

 

$

6,834

 

 

$

6,279

 

Allowance for credit losses

 

 

6,138

 

 

 

14,237

 

Net operating loss carryforward

 

 

15,936

 

 

 

12,238

 

Interest expense limitation carryforward

 

 

 

 

 

3,566

 

Federal and state income tax credits

 

 

1,055

 

 

 

3,808

 

ASC 842 operating lease liabilities

 

 

10,141

 

 

 

8,428

 

R&D Section 174 capitalization

 

 

12,480

 

 

 

16,178

 

Stock compensation

 

 

5,493

 

 

 

3,410

 

Tax receivable agreement imputed interest

 

 

3,171

 

 

 

3,479

 

Transaction costs

 

 

154

 

 

 

228

 

Other

 

 

523

 

 

 

2,352

 

Gross deferred tax assets

 

 

61,925

 

 

 

74,203

 

Valuation allowance

 

 

(8,973

)

 

 

(5,542

)

Deferred tax assets, net of valuation allowance

 

 

52,952

 

 

 

68,661

 

Deferred tax liabilities:

 

 

 

 

 

 

Intangible assets and transaction costs

 

 

(23,151

)

 

 

(23,030

)

Property and equipment

 

 

(20,910

)

 

 

(12,975

)

Financing costs

 

 

(531

)

 

 

(1,975

)

Prepaid assets

 

 

(6,936

)

 

 

(3,023

)

ASC 842 operating lease assets

 

 

(9,732

)

 

 

(7,687

)

Gross deferred tax liabilities

 

 

(61,260

)

 

 

(48,690

)

Total deferred tax (liabilities) assets, net

 

$

(8,308

)

 

$

19,971

 

 

As of December 31, 2025 and 2024, the Company presented $8.0 million and $34.7 million, respectively, of deferred tax assets, net, to reflect U.S. entity deferred taxes within other non-current assets in the Company’s consolidated balance sheets.

 

As of December 31, 2025, the Company has provided income taxes on the earnings of foreign subsidiaries, except to the extent such earnings are considered indefinitely reinvested. The amount of the unrecognized deferred tax liability related to these temporary differences is approximately $0.8 million.

In accordance with ASC 740, Income Taxes, deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax assets will not be realized. The realization of deferred tax assets can be affected by, among other things, the nature, frequency, and severity of current and cumulative losses, forecasts of future profitability, limitations on the use of acquired tax attributes due to an ownership change under the Internal Revenue Code of 1986, as amended (“IRC”) section 382, the length of statutory carryforward periods, the Company’s experience with utilizing operating losses and tax credit carryforwards by jurisdiction, and tax planning alternatives and strategies that may be available.

The Company performed an analysis of the reversal of the deferred tax assets and considered the overall business environment, historical earnings, the outlook for future years and the impact of limitations on the use of acquired tax attributes due to an ownership change under IRC section 382. The Company determined that it is more likely than not that the benefit from certain foreign net operating loss carryforwards will not be realized as of the years ended December 31, 2025 and 2024, and as such provided a valuation allowance of $9.0 million and $5.5 million, respectively. The valuation allowance could be adjusted in future periods if estimates of future taxable income during the carryforward period are increased or if objective negative evidence in the form of cumulative losses is no longer present.

The net operating loss carryforwards represent $115.2 million and $103.0 million of federal, state, and foreign net operating losses at December 31, 2025 and 2024, respectively. The federal net operating loss carryforward at December 31, 2025 consists of $8.4 million of losses that were generated after 2017 with no expiration date. The Company also has certain tax credits of $1.0 million and $3.8 million at December 31, 2025 and 2024, respectively, which if unused will begin to expire in 2026.

The following table summarizes the activity related to the Company’s unrecognized tax benefits as of December 31:

 

($ in thousands)

 

2025

 

 

2024

 

Balance at the beginning of the year

 

$

17,285

 

 

$

16,157

 

Increases/(decreases) related to current year tax positions

 

 

908

 

 

 

867

 

Increases/(decreases) related to prior year tax positions

 

 

826

 

 

 

491

 

Expiration due to statute of limitations

 

 

(6,688

)

 

 

(230

)

Balance at the end of the year

 

$

12,331

 

 

$

17,285

 

Included in the balance of unrecognized tax benefits as of December 31, 2025 were $10.2 million of tax benefits that, if recognized, would impact the effective tax rate.

The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. The Company recognized $(0.6) million for fiscal year 2025 and $1.0 million for fiscal year 2024 in interest and penalties. The Company had accrued interest and penalties of $1.6 million and $2.2 million at December 31, 2025 and 2024, respectively. The Company accounts for uncertain tax positions by recognizing the financial statement effects of a tax position only when, based on technical merits, it is more likely than not that the tax position will be sustained under examination.

The Company is subject to examination by the Internal Revenue Service and taxing authorities in various jurisdictions. The Company files U.S. federal and various foreign income tax returns which are subject to examination by the taxing authorities in the respective jurisdictions, generally for three or four years after they are filed. The Company’s state income tax returns are generally no longer subject to income tax examination by tax authorities prior to 2021; however, the Company’s net operating loss carryforwards and research credit carryforwards arising prior to that year are subject to adjustment. The Company is currently under audit by various state tax jurisdictions for the years 2018 through 2022; however, no material adjustments are anticipated. The Company regularly assesses the likelihood of tax deficiencies in each of the tax jurisdictions and, accordingly, makes appropriate adjustments to the tax provision as deemed necessary.

The following table summarizes the amount of cash taxes paid:

 

 

 

For the Year Ended December 31,

 

($ in thousands)

 

2025

 

Federal

 

$

31,388

 

State

 

 

14,909

 

Foreign

 

 

849

 

Total

 

$

47,146

 

 

The income taxes paid (net of refunds) in the following jurisdictions exceeded 5% of total income taxes paid (net of refunds):

 

 

 

For the Year Ended December 31,

 

($ in thousands)

 

2025

 

State

 

 

 

New York

 

$

4,826

 

New York City

 

 

3,847

 

 

New Legislation

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. The Company’s U.S. income tax liability and net deferred tax assets have been updated to reflect the impact of the legislation.

Historical Timeline

Fiscal YearFiled
2025Feb 24, 2026Showing above
2024Feb 27, 2025
2023Feb 29, 2024
2022Mar 1, 2023
2021Apr 22, 2022
2020Mar 1, 2021
2019Mar 2, 2020
2018Mar 18, 2019
2017Mar 14, 2018

About Income Taxes Disclosures

The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.

Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.