Ziff Davis Q1 revenue falls 1.9%, withdraws FY2026 guidance amid strategic review

The company disclosed preliminary unaudited financial results for the quarter ended March 31, 2026. The actual financial metrics are contained in the press release exhibit, which was not provided in the 8-K body text.

All eight director nominees were elected. Support ranged from approximately 90% to 97% of votes cast. William Brian Kretzmer and Kirk McDonald received the lowest support at approximately 90%, with roughly 2.9 million votes against each, while Vivek Shah received the highest support at approximately 97%. Broker non-votes totaled 4,416,923 shares for all nominees.

Ziff Davis announced it will hold its Q1 2026 earnings call on May 8, 2026 at 8:30 a.m. ET. The company furnished an investor presentation containing preliminary unaudited financial results for the quarter ended March 31, 2026. The specific financial figures are contained in the attached presentation (Exhibit 99.2), which was not included in the filing body provided.

Ziff Davis reported Q1 2026 results showing revenue declined 1.9% year-over-year to $267.6 million, while operating income fell 79.7% to $2.9 million. The company posted a net loss from continuing operations of $0.8 million versus $9.8 million income in Q1 2025. Adjusted EBITDA decreased 11.2% to $63.4 million. The Technology & Shopping segment saw the steepest revenue decline at 12.9%, while Gaming & Entertainment and Cybersecurity & Martech grew modestly.

Ziff Davis entered into a definitive agreement to sell its Connectivity business during Q1 2026. The business is now classified as discontinued operations in all financial statements. The company continues to operate Connectivity in the ordinary course until the transaction closes. CEO Vivek Shah stated the company remains focused on unlocking shareholder value through this divestiture and exploring additional value-creating transactions.

Ziff Davis withdrew its fiscal 2026 guidance, citing the ongoing strategic review process with outside advisors. The company is evaluating value-creating opportunities beyond the Connectivity sale. This withdrawal removes near-term financial visibility for investors while the strategic review continues.

Operating cash flow from continuing and discontinued operations increased 45.3% year-over-year to $30.0 million. Free cash flow improved to negative $3.2 million from negative $5.0 million in Q1 2025, though it remained negative due to $33.1 million in capital expenditures. The improvement in cash generation occurred despite lower earnings, suggesting better working capital management.

For Q1 2026, Ziff Davis reported revenues of $267.6 million (down 1.9% from Q1 2025's $272.8 million), adjusted EBITDA of $63.4 million (down 11.2% from $71.4 million), and adjusted diluted EPS of $0.73 (down 5.2% from $0.77). The company reported a GAAP net loss from continuing operations of $0.8 million versus net income of $9.8 million in the prior-year quarter.

Ziff Davis entered into a definitive agreement to sell its Connectivity business during Q1 2026. The business has been reclassified as discontinued operations for all periods presented. The company notes uncertainty around completing the divestiture on anticipated terms and timing in its forward-looking statements.

The Technology & Shopping segment saw revenues decline 12.9% to $71.1 million in Q1 2026 from $81.7 million in Q1 2025, with adjusted EBITDA falling 19.3% to $17.0 million from $21.0 million. The segment's adjusted EBITDA margin compressed to 23.8% from 25.7%.

As of March 31, 2026, Ziff Davis held $520 million in cash and cash equivalents plus $100 million in long-term investments, against $872 million in gross debt. Net debt (gross debt less cash and investments) stood at $252 million. The debt consists of $460 million in 4.625% senior notes, $149 million in 1.75% convertible notes, and $263 million in 3.625% convertible notes.

Subscription customer counts declined modestly across segments: Gaming & Entertainment fell from 531,000 to 499,000, Health & Wellness from 1,820,000 to 1,762,000, and Cybersecurity & Martech from 1,250,000 to 1,230,000. However, average revenue per customer increased in all three segments, rising 17.9%, 4.0%, and 1.2% respectively.