c
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(MARK ONE)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.
FOR THE QUARTERLY PERIOD ENDED June 30, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.
COMMISSION FILE NUMBER: 000-21433
FORRESTER RESEARCH, INC.
(Exact name of registrant as specified in its charter)
Delaware
04-2797789
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification Number)
60 Acorn Park Drive
Cambridge, Massachusetts
02140
(Zip Code)
(Address of principal executive offices)
(617) 613-6000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock, $.01 Par Value
FORR
Nasdaq Global Select Market
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of July 30, 2026, 19,039,000 shares of the registrant’s common stock were outstanding.
INDEX TO FORM 10-Q
Page
PART I
FINANCIAL INFORMATION
Item 1.
Financial Statements (Unaudited)
3
Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025
Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025
4
Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2026 and 2025
5
Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025
6
Notes to Consolidated Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
22
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
32
Item 4.
Controls and Procedures
PART II
OTHER INFORMATION
Legal Proceedings
33
Item 1A.
Risk Factors
Unregistered Sales of Equity Securities and Use of Proceeds
Defaults Upon Senior Securities
Mine Safety Disclosures
Item 5.
Other Information
Item 6.
Exhibits
34
SIGNATURES
35
PART I.
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data, unaudited)
June 30,
December 31,
2026
2025
ASSETS
Current Assets:
Cash and cash equivalents
$
59,515
63,335
Marketable investments
71,317
64,321
Accounts receivable, net of allowance for expected credit losses of $486 and $360 as of June 30, 2026 and December 31, 2025, respectively
36,108
50,850
Deferred commissions
17,075
22,060
Prepaid expenses and other current assets
38,018
12,119
Total current assets
222,033
212,685
Property and equipment, net
31,728
11,217
Operating lease right-of-use assets
29,170
30,662
Goodwill
109,020
120,381
Intangible assets, net
14,568
18,730
Other assets
9,995
10,359
Total assets
416,514
404,034
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable
1,299
832
Accrued expenses and other current liabilities
60,158
62,418
Current portion of long-term debt
—
35,000
Deferred revenue
147,328
141,812
Total current liabilities
208,785
240,062
Long-term debt
Non-current operating lease liabilities
28,991
29,512
Deferred tax liability
20,132
5,882
Other non-current liabilities
1,966
2,053
Total liabilities
294,874
277,509
Commitments and contingencies (Note 16)
Stockholders' Equity:
Preferred stock, $0.01 par value
Authorized - 500 shares; issued and outstanding - none
Common stock, $0.01 par value
Authorized - 125,000 shares
Issued - 25,949 and 25,535 shares as of June 30, 2026 and December 31, 2025, respectively
Outstanding - 19,284 and 19,013 shares as of June 30, 2026 and December 31, 2025, respectively
259
255
Additional paid-in capital
309,125
304,404
Retained earnings
46,002
52,574
Treasury stock - 6,665 and 6,522 shares as of June 30, 2026 and December 31, 2025, respectively
(230,722
)
(229,615
Accumulated other comprehensive loss
(3,024
(1,093
Total stockholders’ equity
121,640
126,525
Total liabilities and stockholders’ equity
The accompanying notes are an integral part of these consolidated financial statements.
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended
Six Months Ended
Revenues:
Research
71,708
77,926
138,598
146,340
Consulting
20,042
23,493
38,624
44,929
Events
8,483
10,240
8,465
10,266
Total revenues
100,233
111,659
185,687
201,535
Operating expenses:
Cost of services and fulfillment
43,717
49,654
82,347
89,255
Selling and marketing
34,668
37,314
69,277
73,020
General and administrative
13,109
13,368
27,488
26,429
Depreciation
1,194
1,659
2,633
3,139
Amortization of intangible assets
2,081
2,217
4,162
4,434
Goodwill impairment
10,800
83,895
Restructuring costs
2,066
491
4,212
1,998
Total operating expenses
96,835
104,703
200,919
282,170
Income (loss) from operations
3,398
6,956
(15,232
(80,635
Interest expense
(386
(675
(1,190
(1,342
Loss on investments, net
(114
Credit loss expense on note receivable
(900
(910
Other income, net
801
835
1,514
1,815
Income (loss) before income taxes
2,913
7,116
(15,808
(81,186
Income tax expense (benefit)
(12,340
3,203
(9,236
2,173
Net income (loss)
15,253
3,913
(6,572
(83,359
Basic income (loss) per common share
0.79
0.21
(0.34
(4.39
Diluted income (loss) per common share
0.78
0.20
Basic weighted average common shares outstanding
19,403
19,063
19,237
18,976
Diluted weighted average common shares outstanding
19,455
19,165
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands, unaudited)
Other comprehensive income (loss), net of tax:
Foreign currency translation
(424
4,980
(1,844
7,438
Net change in market value of investments
(27
(87
8
Other comprehensive income (loss)
(451
4,984
(1,931
7,446
Comprehensive income (loss)
14,802
8,897
(8,503
(75,913
CONSOLIDATED STATEMENTS OF CASH FLOWS
Cash flows from operating activities:
Net loss
Adjustments to reconcile net loss to net cash provided by operating activities:
Impairment of property and equipment
67
Deferred income taxes
14,310
(1,581
Stock-based compensation
5,613
6,458
Credit losses on note receivable
900
910
Reduction in the carrying amount of operating lease right-of-use assets
2,704
4,167
Other, net
594
728
Changes in assets and liabilities:
Accounts receivable
14,400
15,505
4,985
5,254
(26,490
(4,578
470
804
Accrued expenses and other liabilities
(10,055
(12,103
6,033
5,512
Operating lease liabilities
536
(6,156
Net cash provided by operating activities
25,023
23,096
Cash flows from investing activities:
Purchases of property and equipment
(18,238
(1,250
Purchases of marketable investments
(16,244
(25,834
Proceeds from maturities of marketable investments
5,875
7,100
Proceeds from sales of marketable investments
2,838
3,513
Other investing activity
(113
1,722
Net cash used in investing activities
(25,882
(14,749
Cash flows from financing activities:
Proceeds from borrowings
21,000
Payments on borrowings
(21,000
Payment of debt issuance costs
(132
Repurchases of common stock
(956
(44
Proceeds from issuance of common stock under employee equity incentive plans
488
663
Taxes paid related to net share settlements of stock-based compensation awards
(916
(869
Net cash used in financing activities
(1,516
(250
Effect of exchange rate changes on cash, cash equivalents and restricted cash
(1,477
3,780
Net change in cash, cash equivalents and restricted cash
(3,852
11,877
Cash, cash equivalents and restricted cash, beginning of period
65,586
58,186
Cash, cash equivalents and restricted cash, end of period
61,734
70,063
Supplemental disclosure of cash flow information:
Cash paid for interest
897
1,125
Cash paid for income taxes
2,097
5,008
Non-cash transactions:
Additions to property and equipment included in accounts payable and accrued expenses
7,514
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 — Interim Consolidated Financial Statements
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. The year-end balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. It is recommended that these financial statements be read in conjunction with the consolidated financial statements and related notes that appear in the Forrester Research, Inc. (“Forrester”) Annual Report on Form 10-K for the year ended December 31, 2025. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the financial position, results of operations, comprehensive income (loss), and cash flows as of the dates and for the periods presented have been included. The results of operations for the three and six months ended June 30, 2026 may not be indicative of the results for the year ending December 31, 2026, or any other period.
Reclassification of Prior Year Presentation
Certain amounts from prior periods have been reclassified to conform to the current period presentation. Such reclassifications had no effect on the Company's previously reported results of operations, financial position, or cash flows.
Presentation of Restricted Cash
The following table summarizes the end-of-period cash and cash equivalents from the Company's Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash as presented on the accompanying Consolidated Statements of Cash Flows (in thousands).
As of June 30,
Cash and cash equivalents shown in balance sheets
67,767
Restricted cash classified in other assets (1):
2,219
2,296
Cash, cash equivalents and restricted cash shown in statement of cash flows
Recent Accounting Pronouncements
In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses. The new standard requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. The new standard will be effective for the Company on January 1, 2027, with early adoption permitted. The Company anticipates adopting this standard on January 1, 2027, which will result in additional disclosures of expenses in the footnotes to its financial statements.
Recent accounting standards not included above are not expected to have a material impact on our consolidated financial position and results of operations.
Note 2 — Divestiture
In August 2024, the Company completed the sale of a non-core product line, FeedbackNow, for approximately $17.6 million. The Company received $6.0 million in cash from the sale, along with a note receivable of $9.0 million, and a non-marketable equity investment in the acquirer valued at $2.6 million, which is accounted for under the cost method.
The repayment terms of the note were modified during the first quarter of 2025 resulting in $1.5 million plus all accrued interest being due in December 2025, and the remainder due in the second quarter of 2026. The Company measures the note receivable on an amortized cost basis and records the estimate of any expected credit losses on the note receivable as an allowance for credit losses. In conjunction with the modification of the repayment terms of the note, the Company updated its analysis of the current expected credit loss for the note. As a result, during the three months ended March 31, 2025, the Company recorded a $0.9 million allowance for credit losses. As a result of a change in the borrower's expected ability to make the scheduled payments on the note, during the three
months ended September 30, 2025, the Company's assessment of default risk on the note increased. Accordingly, the Company updated its analysis of the current expected credit loss for the note. As a result, the Company recorded an additional $6.4 million allowance for credit losses during the three months ended September 30, 2025. As anticipated during the Company’s assessment of credit risk during the third quarter of 2025, the scheduled principal and interest payments due in December 2025 and June 2026 were not made by the borrower.
During the three months ended June 30, 2026, the Company's assessment of default risk on the note increased and the Company updated its analysis of the current expected credit loss for the note. As a result, the Company recorded an additional $0.9 million allowance for credit losses during the three months ended June 30, 2026.
If any amount of the note is determined by the Company to be uncollectible due to the borrower’s failure to meet repayment terms or due to the borrower's deteriorating financial condition, the write-off amount, reduced by any previously recorded allowances, would also be recorded as a credit loss expense. As of June 30, 2026, the balance of the note receivable, inclusive of capitalized interest at the stated rate of 8%, is $10.0 million. The carrying value of the note, net of the cumulative allowance for credit losses, is $1.8 million and is recorded within other assets in the Consolidated Balance Sheets. The allowance for credit losses is reported as a valuation account on the balance sheet that is deducted from the note receivable’s amortized cost basis and is included in credit loss expense on note receivable in the Consolidated Statement of Operations.
In addition, given that collection of interest on the loan is less than probable, interest income recognition was suspended during the third quarter of 2025. As such, interest income will only be recognized to the extent that cash is received. In the future, the accrual of interest income will be restored only when the borrower is contractually current or the collection of future payments is reasonably assured. As of June 30, 2026, the note receivable remains in nonaccrual status.
Note 3 — Marketable Investments
The following table summarizes the Company’s marketable investments (in thousands):
As of June 30, 2026
Gross
Amortized
Unrealized
Market
Cost
Gains
Losses
Value
Corporate obligations
18,511
10
(45
18,476
Money market funds
52,841
Total
71,352
As of December 31, 2025
16,641
81
16,722
47,599
64,240
Realized gains and losses on investments are included in earnings and are determined using the specific identification method. Sales of marketable investments during 2026 and 2025 primarily represent redemptions from non-U.S. based money market funds, and realized gains or losses on sales of marketable investments were immaterial during the three and six months ended June 30, 2026 and 2025.
The following table summarizes the maturity periods of the marketable investments in the Company’s portfolio as of June 30, 2026 (in thousands).
FY 2026
FY 2027
FY 2028
FY 2029
3,688
5,798
6,933
2,057
56,529
The following table shows the gross unrealized losses and market value of the Company’s available-for-sale securities with unrealized losses that are not deemed to be other-than-temporary, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position (in thousands):
Less Than 12 Months
12 Months or Greater
12,052
45
Note 4 — Goodwill and Other Intangible Assets
Goodwill represents the excess of the purchase price of acquired businesses over the estimated fair values of the tangible and identifiable intangible net assets acquired. Goodwill is not amortized; however, it is required to be tested for impairment annually, which requires assessment of the potential impairment at the reporting unit level. Reporting units are determined based on the components of the Company's operating segments that constitute a business for which discrete financial information is available and for which operating results are regularly reviewed by segment management. Testing for impairment is also required on an interim basis if an event or circumstance indicates it is more likely than not an impairment loss has been incurred.
As a result of the substantial and sustained decline in the Company's stock price and its overall market capitalization from December 31, 2025 through March 31, 2026, it was determined that a triggering event occurred as of March 31, 2026, indicating goodwill may be impaired. Accordingly, the Company conducted a quantitative impairment test of its goodwill as of March 31, 2026 for its two reporting units (Research and Consulting) that have goodwill. As a result of the quantitative impairment test performed, the Company determined goodwill was impaired for its Research reporting unit and recorded a goodwill impairment charge of $10.8 million during the period ended March 31, 2026.
The Company estimated the implied fair value of its reporting units as of March 31, 2026 using an income approach. The income approach was based upon projected future cash flows that were discounted to present value. The key underlying assumptions included forecasted revenues, operating expenses, terminal rate, as well as an applicable discount rate for each reporting unit. Fair value estimates are based on a complex series of judgments about future events and rely heavily on estimates and assumptions that have been deemed reasonable by the Company. Changes in the estimates or assumptions used in the quantitative impairment test could materially affect the determination of fair value of the Company’s reporting units and the associated goodwill impairment assessment. Potential events and circumstances that could have an adverse impact on the Company's estimates and assumptions include, but are not limited to, lower than expected bookings growth, increases in costs, and other macroeconomic factors.
The Company reviews long-lived assets, including property and equipment, operating lease right-of-use assets, and finite-lived intangible assets, for impairment when an event occurs that may indicate potential impairment. In connection with the identified triggering event as of March 31, 2026, the Company performed, prior to the goodwill impairment test, a quantitative assessment of its long-lived assets by comparing undiscounted future cash flows to the net carrying value of the underlying assets, and concluded that its long-lived assets were not impaired. However, if future events occur or if business conditions deteriorate, the Company may be required to record an impairment loss, and or accelerate the amortization of finite-lived intangible assets in the future, which could be material to its results of operations and financial condition.
Management concluded that a triggering event did not occur during the three months ended June 30, 2026 and as such, a quantitative impairment test of goodwill was not required during the period. While management cannot predict if or when additional goodwill impairments may occur, future goodwill impairments could have material adverse effects on the Company's results of operations and financial condition. The Company will complete its annual goodwill impairment test as of November 30, 2026. In addition, throughout the remainder of 2026, the Company will continue to monitor relevant facts and circumstances, including future changes in its stock price, to determine if another interim impairment test is required. The Company may be required to record additional goodwill impairment charges.
As of June 30, 2026, the Company had $121.5 million of accumulated goodwill impairment losses. Goodwill of $8.3 million is allocated to the Company’s Consulting reporting unit, which had a negative carrying value as of March 31, 2026, the date of the last impairment test.
9
The change in the carrying amount of goodwill for the six months ended June 30, 2026 is summarized as follows (in thousands):
Research Segment
Consulting Segment
Balance at December 31, 2025
112,080
8,301
Impairment
(10,800
Translation adjustments
(522
(39
(561
Balance at June 30, 2026
100,758
8,262
As a result of the substantial and sustained decline in the Company's stock price and its overall market capitalization from mid-February 2025 through March 31, 2025, along with other qualitative considerations, including the continued impact from the conditions in the macroeconomic environment, uncertainty created by changes in the United States’ trade policies, and the larger than expected decline in contract bookings during the first quarter of 2025, it was determined that a triggering event occurred as of March 31, 2025, indicating goodwill may be impaired. Accordingly, the Company conducted a quantitative impairment test of its goodwill as of March 31, 2025 for its Research and Consulting reporting units. As a result of the quantitative impairment test performed, the Company determined goodwill was impaired for its Research reporting unit and recorded a goodwill impairment charge of $83.9 million during the three month period ended March 31, 2025.
Finite-Lived Intangible Assets
The carrying values of finite-lived intangible assets are as follows (in thousands):
June 30, 2026
Net
Carrying
Accumulated
Amount
Amortization
Amortizable intangible assets:
Customer relationships
77,000
62,432
December 31, 2025
58,270
Estimated intangible asset amortization expense for each of the three succeeding years is as follows (in thousands):
2026 (remainder)
2027
8,324
2028
2,082
Note 5 — Debt
On March 12, 2026, the Company executed a third amendment of its existing Credit Agreement in order to extend its maturity period and to reduce the size of the Revolving Credit Facility. The key terms of the amendment include (a) an extension of the maturity date from December 2026 until March 12, 2029, (b) a reduction in the Revolving Credit Facility from $150.0 million to $50.0 million, (c) a reduction in the amount that the Company is permitted, subject to approval by the Administrative Agent, to increase commitments under the Revolving Credit Facility from $50.0 million to $15.0 million, and (d) the addition of a minimum liquidity covenant. As part of the amendment, the number of lenders on the facility was reduced from three to one, resulting in the simultaneous borrowing and repayment of $21.0 million of the facility at the closing.
The credit facility contains certain customary restrictive loan covenants, including among others, financial covenants that apply a maximum leverage ratio, minimum interest coverage ratio, minimum liquidity amount, and maximum annual capital expenditures. The negative covenants limit, subject to various exceptions, the Company’s ability to incur additional indebtedness, create liens on assets, merge, consolidate, liquidate or dissolve any part of the Company, sell assets, change fiscal year, or enter into certain transactions with affiliates and subsidiaries. The Company was in full compliance with the covenants as of June 30, 2026.
The Company may voluntarily prepay revolving loans under the credit facility at any time and from time to time, without premium or penalty. No interim amortization payments are required to be made under the credit facility.
Up to $5.0 million of the credit facility is available for the issuance of letters of credit, and any drawings under the letters of credit must be reimbursed within one business day. As of June 30, 2026, $0.8 million in letters of credit were issued under the credit facility.
Outstanding Borrowings
The Company's total outstanding borrowing as of both June 30, 2026 and December 31, 2025 was $35.0 million. The contractual annualized interest rate as of June 30, 2026 was 5.23%.
The Company had $14.2 million of available borrowing capacity on the credit facility (not including the expansion feature) as of June 30, 2026. The weighted average annual effective interest rate for the three and six months ended June 30, 2026, was 5.24% and 5.17%, respectively.
All obligations under the credit facility are unconditionally guaranteed by each of the Company’s existing and future, direct and indirect, material wholly-owned domestic subsidiaries, other than certain excluded subsidiaries, and are collateralized by a first priority lien on substantially all tangible and intangible assets, including intellectual property, and all of the capital stock of the Company's subsidiaries (limited to 65% of the voting equity of certain subsidiaries).
Note 6 – Revenue and Related Matters
Disaggregated Revenue
The Company disaggregates revenue as set forth in the following tables (in thousands):
Revenue by Geography
For the Three Months Ended June 30,
For the Six Months Ended June 30,
Revenues: (1)
North America
77,632
91,000
142,882
163,504
Europe
14,634
13,169
27,810
24,202
Asia Pacific
5,874
5,698
11,188
10,532
Other
2,093
1,792
3,807
3,297
Contract Assets and Contract Liabilities
Accounts Receivable
Accounts receivable includes amounts billed and currently due from customers. Since the only condition for payment of the Company’s invoices is the passage of time, a receivable is recorded on the date an invoice is issued. Also included in accounts receivable are unbilled amounts resulting from revenue exceeding the amount billed to the customer, where the right to payment is unconditional. If the right to payment for services performed was conditional on something other than the passage of time, the unbilled amount would be recorded as a separate contract asset. There were no contract assets as of June 30, 2026 or December 31, 2025.
The majority of the Company’s contracts are non-cancelable. However, for contracts that are cancelable by the customer, the Company does not record a receivable when it issues an invoice. The Company records accounts receivable on these contracts only up to the amount of revenue earned but not yet collected.
In addition, since the majority of the Company’s contracts are invoiced for annual periods, and payment is expected within one year from the transfer of products and services, the Company does not adjust its receivables or transaction prices for the effects of a significant financing component.
Deferred Revenue
The Company refers to contract liabilities as deferred revenue in the Consolidated Balance Sheets. Payment terms in the Company’s customer contracts vary, but generally require payment in advance of fully satisfying the performance obligation(s). Deferred revenue consists of billings in excess of revenue recognized. Similar to accounts receivable, the Company does not record deferred revenue for unpaid invoices issued on a cancelable contract.
During the six months ended June 30, 2026 and 2025, the Company recognized $98.7 million and $107.1 million of revenue, respectively, related to its deferred revenue balance at January 1 of each such period.
11
Approximately $294.3 million of revenue is expected to be recognized during the next 36 months from remaining performance obligations as of June 30, 2026.
Reserves for Credit Losses on Accounts Receivable
The allowance for expected credit losses on accounts receivable for the six months ended June 30, 2026 is summarized as follows (in thousands):
TotalAllowance
360
Provision for expected credit losses
175
Write-offs
(49
486
When evaluating the adequacy of the allowance for expected credit losses, the Company makes judgments regarding the collectability of accounts receivable based, in part, on the Company’s historical loss rate experience, customer concentrations, management’s expectations of future losses as informed by current economic conditions, and changes in customer payment terms. If the expected financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. If the expected financial condition of the Company’s customers were to improve, the allowances may be reduced accordingly.
Cost to Obtain Contracts
The Company capitalizes commissions paid to sales representatives and related fringe benefits costs that are incremental to obtaining customer contracts. These costs are included in deferred commissions in the Consolidated Balance Sheets. The Company elected the practical expedient to account for these costs at a portfolio level as the Company’s contracts are similar in nature and the amortization model used closely matches the amortization expense that would be recognized on a contract-by-contract basis. Costs to obtain a contract are amortized to earnings over the initial contract term, which is the same period the related revenue is recognized.
Amortization expense related to deferred commissions for the three months ended June 30, 2026 and 2025 was $8.4 million and $9.0 million, respectively, and is recorded in selling and marketing expenses in the Consolidated Statements of Operations. Amortization expense related to deferred commissions for the six months ended June 30, 2026 and 2025 was $15.8 million and $16.5 million, respectively. The Company evaluates the recoverability of deferred commissions at each balance sheet date and there were no impairments recorded during the six months ended June 30, 2026 and 2025.
Note 7 — Derivatives and Hedging
The Company enters into a limited number of foreign currency forward exchange contracts to mitigate the effects of adverse fluctuations in foreign currency exchange rates on transactions entered into in the normal course of business that are denominated in foreign currencies that differ from the local functional currency. These contracts generally have short durations and are recorded at fair value with both realized and unrealized gains and losses recorded in other income, net in the Consolidated Statements of Operations because the Company does not designate these contracts as hedges for accounting purposes.
During the six months ended June 30, 2026, the Company entered into five foreign currency forward exchange contracts, all of which settled by June 30, 2026. Accordingly, as of June 30, 2026, there is no amount recorded in the Consolidated Balance Sheets for these contracts. During the six months ended June 30, 2025, the Company entered into seven foreign currency forward exchange contracts, all of which settled by June 30, 2025. Accordingly, as of June 30, 2025, there is no amount recorded in the Consolidated Balance Sheets for these contracts.
The Company’s derivative counterparties are investment grade financial institutions. The Company does not have any collateral arrangements with these counterparties and the derivative contracts do not contain credit risk-related contingent features. The table below provides information regarding gains (losses) recognized in the Consolidated Statements of Operations for the derivative contracts for the periods indicated (in thousands):
Amount recorded in:
(60
199
(110
337
12
Note 8 — Fair Value Measurements
The carrying amounts reflected in the Consolidated Balance Sheets for cash, certain cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The Company’s financial instruments also include its outstanding variable-rate borrowings (refer to Note 5 – Debt). The Company believes that the carrying amount of its variable-rate borrowings reasonably approximate their fair values because the rates of interest on those borrowings reflect current market rates of interest.
Additionally, the Company has certain financial assets recorded at fair value at each balance sheet date, including cash equivalents and marketable investments in accordance with the accounting standards for fair value measurements. The fair values of these financial assets have been classified as Level 1, 2, or 3 within the fair value hierarchy as described below:
Level 1 — Fair value based on quoted prices in active markets for identical assets or liabilities.
Level 2 — Fair value based on inputs other than Level 1 inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 — Fair value based on unobservable inputs that are supported by little or no market activity and such inputs are significant to the fair value of the assets or liabilities.
The following table represents the Company’s fair value hierarchy for its financial assets that are measured at fair value on a recurring basis (in thousands):
Level 1
Level 2
Assets:
Money market funds (1)
59,258
Marketable investments (3)
Total Assets
77,734
Money market funds (2)
64,743
81,465
During the six months ended June 30, 2026, the Company did not transfer assets between levels of the fair value hierarchy. Additionally, there have been no changes to the valuation techniques for Level 2 assets.
Note 9 – Non-Marketable Investments
At June 30, 2026 and December 31, 2025, the carrying value of the Company’s non-marketable investments, which were composed of an interest in a standalone real-time feedback company (see Note 2 - Divestiture) and of interests in technology-related private equity funds, was $3.2 million, of which $0.6 million is included in prepaid expenses and other current assets and $2.6 million is included in other assets in the Consolidated Balance Sheets.
One of the Company’s investments, with a carrying value of $2.6 million at June 30, 2026, is being accounted for using the cost method and, accordingly, is valued at cost less impairments, if any. The Company’s other investment is accounted for using the equity method. Accordingly, the Company records its share of the investee’s operating results each period, which are included in loss on investments, net in the Consolidated Statement of Operations. Gains and losses from non-marketable investments were immaterial during the three and six months ended June 30, 2026 and 2025.
13
The Company uses the cumulative earnings approach to classify distributions received from equity method investments. During the six months ended June 30, 2026, no distributions were received from the funds. During the six months ended June 30, 2025, $1.4 million was distributed from the funds to the Company. This amount was included within other investing activity in the Consolidated Statements of Cash Flows as it was considered a return on investment.
Note 10 — Income Taxes
Forrester provides for income taxes on an interim basis according to management’s estimate of the effective tax rate expected to be applicable for the full fiscal year. Certain items such as changes in tax rates, tax benefits or expense related to settlements of share-based awards, tax effects of foreign currency gains or losses, and goodwill impairments are treated as discrete items and are recorded in the period in which they arise.
Income tax benefit for the six months ended June 30, 2026 was $9.2 million resulting in an effective tax rate of 58.4% for the period. Income tax expense for the six months ended June 30, 2025 was $2.2 million resulting in an effective tax rate of (2.7)% for the period.
The effective tax rate of 58.4% for the six months ended June 30, 2026 differs from the statutory tax rate of 21% primarily due to the impact of nondeductible expenses on the forecasted effective tax rate offset by the impact of the non-deductible goodwill impairment, which is recorded as a discrete item during the period. The recognition of the $9.2 million tax benefit for the six months ended June 30, 2026 resulted in an approximate $24.0 million tax asset (in prepaid and other current assets) and an approximate $15.0 million deferred tax liability being recorded in the Consolidated Balance Sheets. The Company is forecasting tax expense to be recorded in the remaining six months of the year which is expected to significantly reduce these balances by December 31, 2026.
On July 4th, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, introducing changes to U.S. tax law. The effects of the OBBBA have been incorporated into the Company's estimated annual effective tax rate for the six months ended June 30, 2026 and the impact was not material.
Note 11 — Accumulated Other Comprehensive Loss (“AOCL”)
The components of accumulated other comprehensive loss are as follows (net of tax, in thousands):
Marketable
Translation
Investments
Adjustment
Total AOCL
Balance at March 31, 2026
(2,573
Foreign currency translation (1)
Unrealized loss, net of tax of $9
(2,997
Balance at March 31, 2025
(5,317
(5,284
Unrealized gain, net of tax of $(1)
Balance at June 30, 2025
37
(337
(300
60
(1,153
Unrealized loss, net of tax of $29
Balance at December 31, 2024
29
(7,775
(7,746
Unrealized gain, net of tax of $(2)
14
Note 12 — Net Income (Loss) Per Common Share
Basic net income (loss) per common share is computed by dividing net income (loss) by the basic weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the diluted weighted average number of common shares and common equivalent shares outstanding during the period. The weighted average number of common equivalent shares outstanding has been determined in accordance with the treasury-stock method. Common equivalent shares consist of common stock issuable on the exercise of outstanding stock options and the vesting of restricted stock units.
Basic and diluted weighted average common shares are as follows (in thousands):
Weighted average common equivalent shares
52
102
Options and restricted stock units excluded from diluted weighted average share calculation as effect would have been anti-dilutive
1,777
1,305
2,025
1,177
Note 13 — Stockholders’ Equity
The components of stockholders’ equity are as follows (in thousands):
Three Months Ended June 30, 2026
Common Stock
Treasury Stock
NumberofShares
$0.01ParValue
AdditionalPaid-inCapital
RetainedEarnings
OtherComprehensiveLoss
TotalStockholders'Equity
25,697
257
307,236
30,749
6,522
106,054
Issuance of common stock under stock plans, including tax effects
252
2
(710
(708
143
(1,107
Stock-based compensation expense
2,599
Net income
Net change in marketable investments, net of tax
25,949
6,665
Three Months Ended June 30, 2025
25,262
253
294,922
84,662
6,282
(227,119
147,434
99
1
(442
(441
3,649
25,361
254
298,129
88,575
159,539
15
Six Months Ended June 30, 2026
25,535
414
(432
(428
5,153
Six Months Ended June 30, 2025
25,119
251
292,217
171,934
229,537
242
(209
(206
6,121
Equity Plans
Restricted stock unit activity for the six months ended June 30, 2026 is presented below (in thousands, except per share data):
Weighted-
Average
Number of
Grant Date
Shares
Fair Value
Unvested at December 31, 2025
1,884
15.41
Granted
718
6.30
Vested
(479
17.17
Forfeited
(156
14.68
Unvested at June 30, 2026
1,967
11.72
Stock option activity for the six months ended June 30, 2026 is presented below (in thousands, except per share data and contractual term):
Weighted -
Exercise
Remaining
Aggregate
Number
Price Per
Contractual
Intrinsic
of Shares
Share
Term (in years)
Outstanding at December 31, 2025
348
16.99
(25
33.00
Outstanding at June 30, 2026
323
15.79
8.12
Exercisable at June 30, 2026
125
22.06
7.47
Vested and expected to vest at June 30, 2026
No stock options were granted or exercised during the three and six months ended June 30, 2026.
16
In May 2026, the stockholders of the Company approved an amendment to the Company’s Third Amended and Restated Employee Stock Purchase Plan, which provided for an additional 450,000 shares of Common Stock, par value $0.01 per share, to be granted under the plan.
Stock-Based Compensation
Forrester recognizes the fair value of stock-based compensation over the requisite service period of the individual grantee, which generally equals the vesting period. Stock-based compensation was recorded in the following expense categories in the Consolidated Statements of Operations (in thousands):
1,673
2,460
3,396
4,178
317
573
499
904
1,035
1,644
1,781
2,894
3,986
Forrester utilizes the Black-Scholes valuation model for estimating the fair value of options granted under the equity incentive plans and shares subject to purchase under the employee stock purchase plan, which were valued using the following assumptions:
Employee Stock Purchase Plan
Equity Incentive Plans
Average risk-free interest rate
3.72
%
4.27
3.91
Expected dividend yield
0.0
Expected life
0.5 Years
4.50 Years
Expected volatility
56
38
36
Weighted average fair value
1.88
2.86
3.38
Liability-Classified Awards
During 2025 and 2026, the Company granted stock awards that are being accounted for as liability awards, such that the fair value of the awards are determined on a quarterly basis beginning at the grant date until final vesting. Changes in the fair value of liability-classified awards are recorded in accrued expenses and other current liabilities. During the three and six months ended June 30, 2026, the Company recorded $0.3 million and $0.5 million, respectively, of stock-based compensation expense related to these awards. During the three and six months ended June 30, 2025, the Company recorded $0.3 million of stock-based compensation expense related to these awards.
As of June 30, 2026, Forrester’s Board of Directors had authorized an aggregate $610.0 million to purchase common stock under its stock repurchase program. The shares repurchased may be used, among other things, in connection with Forrester’s equity incentive and purchase plans. During the three and six months ended June 30, 2026, the Company repurchased approximately 0.1 million shares of common stock at an aggregate cost of approximately $1.1 million. During the three and six months ended June 30, 2025, the Company did not repurchase any shares of common stock. From the inception of the program through June 30, 2026, the Company repurchased 18.3 million shares of common stock at an aggregate cost of $533.6 million.
Note 14 — Restructuring and Related Costs
In January 2025, the Company implemented a reduction in its workforce of approximately 6% across various geographies and functions to better align its cost structure with the revenue outlook for the year. The Company recorded $4.2 million of severance and related costs for this action during the fourth quarter of 2024 and $1.8 million during 2025. All costs had been paid as of March 31, 2026.
17
In February 2026, the Company implemented a reduction in its workforce of approximately 8% across various geographies and functions to better align its cost structure with the revenue outlook for the year. The Company recorded $8.8 million of severance and related costs for this action during the fourth quarter of 2025, $1.2 million during the first quarter of 2026, and $2.0 million during the second quarter of 2026. In addition, the Company incurred approximately $1.1 million for contract termination costs during the fourth quarter of 2025 and $0.6 million during the first quarter of 2026. The Company also approved plans to close certain of its smaller offices both inside and outside the United States, resulting in a non-cash charge of $0.4 million for accelerated ROU asset amortization in the first quarter of 2026. The Company expects the majority of the accrued restructuring and related costs as of June 30, 2026 to be paid by the end of 2026.
The following table rolls forward the activity in the restructuring accrual for the February 2026 action for the six months ended June 30, 2026 (in thousands):
Accrual at December 31, 2025
9,789
Additional restructuring and related costs
4,219
Non-cash charge (included above)
(387
Cash payments
(5,522
Foreign currency effect
(101
Accrual at June 30, 2026
7,998
Note 15 — Operating Segments
The Company's chief operating decision-maker is the chief executive officer and the chief financial officer. The Company operates in three segments: Research, Consulting, and Events. These segments, which are also the Company's reportable segments, are based on the management structure of the Company and how the chief operating decision maker uses financial information to evaluate performance and determine how to allocate resources. The Company’s products and services are delivered through each segment as described below.
The Research segment includes the revenues from all of the Company's research products as well as consulting revenues from advisory services (such as speeches and advisory days) delivered by the Company's research organization. Research segment costs include the cost of the organizations responsible for developing and delivering these products in addition to the costs of the product management organization responsible for product pricing and packaging, and the launch of new products.
The Consulting segment includes the revenues and the related costs of the Company's project consulting organization. The project consulting organization delivers a majority of the Company's project consulting revenue.
The Events segment includes the revenues and the costs of the organization responsible for developing and hosting the Company's events. As of January 1, 2025, the Company realigned its events sponsorship sales team and as such the costs of this team were not reported as a direct expense of the Events segment during the first and second quarters of 2025. During the third quarter of 2025, the events sponsorship sales team was aligned back to Events and the costs of this team are now being reported as a direct expense of the Events segment. The three and six months ended June 30, 2025 have been conformed to the current presentation.
The Company evaluates reportable segment performance and allocates resources based on segment operating income (loss). Segment expenses include the direct expenses of each segment organization and exclude selling and marketing expenses, general and administrative expenses, stock-based compensation expense, depreciation expense, adjustments to incentive bonus compensation from target amounts, amortization of intangible assets, goodwill impairment, restructuring costs, interest expense, credit loss expense on note receivable, other income, and losses on investments. The accounting policies used by the segments are the same as those used in the consolidated financial statements. The Company does not review or evaluate assets as part of segment performance. Accordingly, the Company does not identify or allocate assets by reportable segment.
18
The Company provides information by reportable segment in the tables below (in thousands):
Events Segment
Consolidated
Research revenues
Consulting revenues
5,743
14,299
Events revenues
Total segment revenues
77,451
Segment expenses (1):
Compensation, benefits and related costs
(22,805
(6,064
(1,296
(30,165
Direct cost of events
(7,088
Professional services
(1,584
(560
(2,144
Billable expenses
(104
(1,297
(1,401
Travel and entertainment
(763
(96
(134
(993
Software
(421
(13
(430
Other segment expenses (2)
(23
(4
(29
(56
Total segment expenses
(25,700
(8,034
(8,543
(42,277
Segment operating income (loss)
51,751
6,265
57,956
Selling, marketing, administrative and other expenses
(50,411
(2,081
Restructuring and related costs
(2,066
Interest expense, credit loss expense, and other income
(485
Income before income taxes
5,789
17,704
83,715
(23,414
(7,256
(1,415
(32,085
(8,973
(1,657
(1,010
(76
(2,743
(102
(1,756
(1,858
(628
(130
(50
(808
(354
(17
(371
(8
(26,182
(10,156
(10,539
(46,877
57,533
7,548
(299
64,782
(55,118
(2,217
(491
Interest expense and other income
160
19
10,585
28,039
149,183
(45,984
(13,019
(2,631
(61,634
(4,032
(1,291
(5,323
(177
(2,537
(2,714
(1,209
(171
(160
(1,540
(855
(9
(887
(53
(14
(43
(52,310
(17,055
(9,931
(79,296
96,873
10,984
(1,466
106,391
(102,449
(4,162
(4,212
(576
Loss before income taxes
10,847
34,082
157,187
(45,966
(14,163
(62,843
(4,348
(1,523
(77
(5,948
(185
(3,113
(3,298
(1,017
(242
(55
(1,314
(731
(34
(765
(71
(24
(109
(52,318
(19,055
(11,877
(83,250
104,869
15,027
(1,611
118,285
(108,593
(4,434
(83,895
(1,998
Interest expense, credit loss expense, other income, and loss on investments
(551
20
Note 16 — Contingencies
From time to time, the Company may be subject to legal proceedings and civil and regulatory claims that arise in the ordinary course of its business activities. Regardless of the outcome, legal proceedings and claims can have a material adverse effect on the Company because of defense and settlement costs, diversion of management resources, and other factors. It is the Company's policy to record accruals for legal contingencies to the extent that it has concluded that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated, and to expense costs associated with loss contingencies, including any related legal fees, as they are incurred. The Company reviews its loss contingencies at least quarterly and adjusts its accruals and/or disclosures to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, or other new information, as deemed necessary. Once established, a provision may change in the future due to new developments or changes in circumstances and could increase or decrease the Company’s earnings in the period that the changes are made. The Company currently has no material pending litigation.
21
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “believes,” “anticipates,” “intends,” “plans,” “estimates,” or similar expressions are intended to identify these forward-looking statements. Reference is made in particular to our statements about changing stakeholder expectations, product development, possible acquisitions, future dividends, future share repurchases, future growth rates, operating income and cash from operations, future tax rates, future remittance of unremitted earnings, future deferred revenue, future compliance with financial covenants under our credit facility, future interest expense, anticipated increases in, and productivity of, our sales force and headcount, the adequacy of our cash, and cash flows to satisfy our working capital and capital expenditures, the anticipated impact of accounting standards, ongoing renovations of our Cambridge, Massachusetts office space and anticipated capital expenditures, any future impairment charges we may incur, and anticipated future declines in consulting revenue. These statements are based on our current plans and expectations and involve risks and uncertainties. Important factors that could cause actual future activities and results to differ include, among others, our ability to retain and enrich subscriptions to, and licenses of, our Research products and services, our ability to fulfill existing or generate new consulting engagements and advisory services, any adverse economic conditions, including from trade policies and tariffs, that result in a reduction in technology spending or demand for our products and services, our international operations expose us to a variety of operational risks which could negatively impact us, our ability to offer new products and services, the use of Generative AI in our business and by our clients and competitors, our dependence on key personnel, our ability to attract and retain qualified professional staff, our ability to respond to business and economic conditions and market trends, our business with the U.S. Government, the impact of our outstanding debt, competition and industry consolidation, possible variations in our quarterly operating results, the actual cost of capital expenditures that we undertake, concentration of our stock ownership, the possibility of network disruptions and security breaches, our ability to enforce and protect our intellectual property rights, compliance with privacy laws, taxation risks, any weakness identified in our system of internal controls, and any future impairment charge we incur. These risks are described more completely in our Annual Report on Form 10-K for the year ended December 31, 2025 and in this Quarterly Report on Form 10-Q. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
We derive revenues from subscriptions to our Research products and services, subscriptions to, and individual licenses of, electronic “reprints” of our Research, performing consulting projects and advisory services, and hosting events. We offer contracts for our products as either multi-year contracts or annual contracts, which are typically payable in advance on an annual basis. For certain contracts, we offer to invoice the contract price in multiple invoices throughout the year. Billings in excess of revenue recognized are recorded as deferred revenue. Subscription products are recognized as revenue over the term of the contract. Individual reprint licenses include an obligation to deliver a customer-selected research document and certain usage data provided through our platform, which represents two performance obligations. We recognize revenue for the performance obligation for the data portion of the reprint ratably over the license term. We recognize revenue for the performance obligation for the research document at the time of providing access to the document. Clients purchase consulting projects and advisory services independently and/or to supplement their access to our subscription-based products. Consulting project revenues, which are based upon fixed-fee agreements, are recognized as the services are provided. Advisory service revenues, such as speeches and advisory days, are recognized when the service is complete. Events revenues consist of ticket and sponsorship sales for a Forrester-hosted event, and revenue is recognized upon completion of each event.
Our primary operating expenses consist of cost of services and fulfillment, selling and marketing expenses, and general and administrative expenses. Cost of services and fulfillment represents the costs associated with the production and delivery of our products and services, including salaries, bonuses, employee benefits, and stock-based compensation expense for all personnel that produce and deliver our products and services, including all associated editorial, travel, and support services. Selling and marketing expenses include salaries, sales commissions, bonuses, employee benefits, stock-based compensation expense, travel expenses, promotional costs, and other costs incurred in marketing and selling our products and services. General and administrative expenses include the costs of the technology, operations, finance, and human resources groups and our other administrative functions, including salaries, bonuses, employee benefits, and stock-based compensation expense. Overhead costs such as facilities, net of sublease income, and annual fees for cloud-based information technology systems are allocated to these categories according to the number of employees in each group.
Our key metrics focus on our contract value ("CV") products. We are focusing on CV products as these products are our most profitable products and historically our contracts for CV products have renewed at high rates (as measured by our client retention and wallet retention metrics). Our CV products make up essentially all our research revenues, and research revenues as a percentage of total revenues increased from approximately 73% for the six months ended June 30, 2025 to approximately 75% for the six months ended June 30, 2026.
We calculate CV at the foreign currency rates used for internal planning purposes each year. For comparative purposes, we have recast historical CV and wallet retention at the planned 2026 foreign currency rates. We have included the recast metrics below for the six months ended June 30, 2025, and we have also provided recast metrics dating back to the second quarter of 2024, on the investor relations section of our website.
Contract value, client retention, wallet retention, and number of clients are metrics that we believe are important to understanding our research business. We define these metrics as follows:
Client retention and wallet retention are not necessarily indicative of the rate of future retention of our revenue base. A summary of our key metrics is as follows (dollars in millions):
As of
Absolute
Percentage
Increase
(Decrease)
Contract value
283.2
292.8
(9.6
(3
%)
Client retention
77
74
3 points
Wallet retention
89
85
4 points
Number of clients
1,770
1,805
(35
(2
Contract value at June 30, 2026 decreased by 3% compared to the prior year period due to wallet retention being at 89% for the period (representing retention and enrichment of the prior year CV base) and new client acquisition not fully offsetting the net retention loss. Client retention increased by 3 percentage points at June 30, 2026 compared to the prior year period, and decreased by 1 percentage point compared to the prior quarter. The increase in client retention compared to prior year period was primarily due to our ongoing retention initiatives and to the launch of our AI Access product in the third quarter of 2025. Wallet retention increased by 4 percentage points at June 30, 2026 compared to the prior year period, and was consistent compared to the prior quarter. The increase in wallet retention compared to the prior year period was primarily due to improved client retention.
Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including but not limited to, those related to our revenue recognition, credit losses on the note receivable, and goodwill. Management bases its estimates on historical experience, data available at the time the estimates are made, and various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Our critical accounting estimates are described in our Annual Report on Form 10-K for the year ended December 31, 2025.
23
Results of Operations
The following table sets forth our statement of operations as a percentage of total revenues for the periods indicated:
71.5
69.8
74.6
72.6
20.0
21.0
20.8
22.3
8.5
9.2
4.6
5.1
100.0
43.6
44.5
44.3
34.6
33.4
37.3
36.2
13.1
12.0
14.8
1.2
1.5
1.6
2.1
2.0
2.2
5.8
41.6
0.4
2.3
1.0
3.4
6.2
(8.2
(40.0
(0.4
(0.6
(0.7
(0.1
(0.9
(0.5
0.8
0.9
2.9
6.4
(8.5
(40.3
(12.3
(5.0
1.1
15.2
3.5
(3.5
(41.4
Three and Six Months Ended June 30, 2026 and 2025
Revenues
(dollars in millions)
100.2
111.7
(11.4
(10
71.7
77.9
(6.2
23.5
(15
10.2
(1.8
185.7
201.5
(15.8
138.6
146.3
(7.7
(5
38.6
44.9
(6.3
10.3
(18
Research revenues are recognized as revenue primarily on a ratable basis over the term of the contracts, which are generally 12 or 24-month periods. Research revenues decreased 8% and 5% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods, primarily due to the decrease in CV, as discussed above. From a product perspective, the decrease in revenues during the three and six months ended June 30, 2026 was primarily due to a decline in revenue from subscriptions to our research as well as a decrease in reprint revenue.
Consulting revenues decreased 15% and 14% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in revenues during the three and six months ended June 30, 2026 was due to a decrease in delivery of consulting services due to lower client bookings. In February 2026, we announced that we would discontinue selling strategy consulting engagements and would fulfill our backlog of strategy consulting engagements during 2026. Our ongoing consulting
24
business will consist of content marketing consulting and advisory. We anticipate that, on a year over year basis, our 2026 consulting revenues will decline in the low 20 percent range due primarily to the cessation of strategy consulting in 2026.
Events revenues decreased 17% and 18% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in revenues during the three and six months ended June 30, 2026 was due to a decrease in sponsorship revenues as well as a decrease in event ticket revenue.
Refer to the “Segments Results” section below for a discussion of revenues and expenses by segment.
Cost of Services and Fulfillment
Cost of services and fulfillment (dollars in millions)
43.7
49.7
(5.9
(12
Cost of services and fulfillment as a percentage of total revenues
44
(1) point
Service and fulfillment employees (at end of period)
590
648
(58
82.3
89.3
(6.9
Cost of services and fulfillment expenses decreased 12% during the three months ended June 30, 2026 compared to the prior year period. The decrease was primarily due (1) a $1.9 million decrease in event costs due primarily to the reformatting of certain of our events to smaller regional venues, (2) a $1.5 million decrease in compensation and benefits costs due to a decrease in headcount, (3) a $1.0 million decrease in professional services costs related to the decrease in consulting revenues, (4) a $0.8 million decrease in stock compensation expense, and (5) a $0.7 million decrease in facilities costs primarily due to a decrease in lease expense.
Cost of services and fulfillment expenses decreased 8% during the six months ended June 30, 2026 compared to the prior year period. The decrease was primarily due (1) a $1.9 million decrease in event costs due primarily to the reformatting of certain of our events to smaller regional venues, (2) a $1.8 million decrease in facilities costs primarily due to a decrease in lease expense, (3) a $1.3 million decrease in compensation and benefits costs due to a decrease in headcount, partially offset by an increase in incentive bonus costs, (4) a $1.1 million decrease in professional services costs related to the decrease in consulting revenues, and (5) a $0.8 million decrease in stock compensation expense.
Selling and Marketing
Selling and marketing expenses (dollars in millions)
34.7
(2.6
(7
Selling and marketing expenses as a percentage of total revenues
2 points
Selling and marketing employees (at end of period)
553
589
(36
(6
69.3
73.0
(3.7
1 point
Selling and marketing expenses decreased 7% during the three months ended June 30, 2026 compared to the prior year period. The decrease was primarily due to (1) a $1.4 million decrease in compensation and benefits costs due to a decrease in headcount and commissions expense and (2) a $0.5 million decrease in facilities costs primarily due to a decrease in lease expense.
Selling and marketing expenses decreased 5% during the six months ended June 30, 2026 compared to the prior year period. The decrease was primarily due to (1) a $1.7 million decrease in compensation and benefits costs due to a decrease in headcount and
25
commissions expense, (2) a $1.4 million decrease in facilities costs primarily due to a decrease in lease expense, and (3) a $0.8 million decrease in professional services costs.
General and Administrative
General and administrative expenses (dollars in millions)
13.4
(0.3
General and administrative expenses as a percentage of total revenues
General and administrative employees (at end of period)
218
228
27.5
26.4
General and administrative expenses decreased 2% during the three months ended June 30, 2026 compared to the prior year period. The decrease was primarily due to a $0.5 million decrease in compensation and benefits costs due to a decrease in headcount.
General and administrative expenses increased 4% during the six months ended June 30, 2026 compared to the prior year period. The increase was primarily due to a $1.5 million increase in legal costs, partially offset by a $0.6 million decrease in facilities costs primarily due to a decrease in lease expense.
Depreciation expense decreased by $0.5 million during the three and six months ended June 30, 2026 compared to the prior year periods due to certain software and leasehold improvement assets becoming fully depreciated.
Amortization of Intangible Assets
The fluctuation for amortization expense was immaterial during the three and six months ended June 30, 2026 compared to the prior year periods.
Goodwill Impairment
As a result of the substantial and sustained decline in our stock price and our overall market capitalization from December 31, 2025 through March 31, 2026, it was determined that a triggering event occurred as of March 31, 2026, indicating goodwill may be impaired. Accordingly, we conducted a quantitative impairment test of our goodwill as of March 31, 2026 for our two reporting units (Research and Consulting) that have goodwill. As a result of the quantitative impairment test performed, we determined goodwill was impaired for our Research reporting unit and recorded a goodwill impairment charge of $10.8 million during the period ended March 31, 2026, which is not deductible for tax purposes.
We concluded that a triggering event did not occur during the three months ended June 30, 2026 and as such, a quantitative impairment test of goodwill was not required during the period. We will continue to monitor relevant facts and circumstances, including future changes in our stock price. We may be required to record additional goodwill impairment charges. While we cannot predict if or when additional goodwill impairments may occur, future goodwill impairments could have material adverse effects on our results of operations and financial condition.
As a result of the substantial and sustained decline in our stock price and our overall market capitalization from mid-February 2025 through March 31, 2025, along with other qualitative considerations, including the continued impact from the conditions in the macroeconomic environment, uncertainty created by changes in the United States’ trade policies, and the larger than expected decline in contract bookings during the first quarter of 2025, it was determined that a triggering event occurred as of March 31, 2025, indicating goodwill may be impaired. Accordingly, we conducted a quantitative impairment test of our goodwill as of March 31, 2025 for our Research and Consulting reporting units. As a result of the quantitative impairment test, we determined goodwill was impaired for our Research reporting unit and recorded a goodwill impairment charge of $83.9 million during the three month period ended March 31, 2025, which is not deductible for tax purposes.
26
Restructuring and Related Costs
In January 2025, we implemented a reduction in our workforce of approximately 6% across various geographies and functions to better align our cost structure with the revenue outlook for the year. We recorded $4.2 million of severance and related costs for this action during the fourth quarter of 2024, $1.5 million during the first quarter of 2025, $0.4 million during the second quarter of 2025, and $(0.1) million during the third quarter of 2025.
In February 2026, we implemented a reduction in our workforce of approximately 8% across various geographies and functions to better align our cost structure with the revenue outlook for the year. We recorded $8.8 million of severance and related costs for this action during the fourth quarter of 2025, $1.2 million during the first quarter of 2026, and $2.0 million during the second quarter of 2026. In addition, we incurred approximately $1.1 million for contract termination costs during the fourth quarter of 2025 and $0.6 million during the first quarter of 2026. We also approved plans to close certain of our smaller offices both inside and outside the United States, resulting in a non-cash charge of $0.4 million for accelerated ROU asset amortization in the first quarter of 2026.
Interest Expense
Interest expense consists of interest on our borrowings. The fluctuation in interest expense was immaterial during the three and six months ended June 30, 2026 compared to the prior year periods.
Loss on Investments, Net
Loss on investments, net primarily represents our share of equity method investment gains and losses from our technology-related investment funds. The fluctuation for loss on investments, net was immaterial during the three and six months ended June 30, 2026 compared to the prior year periods.
Credit Loss Expense on Note Receivable
Credit loss expense on note receivable recorded in the quarters ending June 30, 2026 and March 31, 2025 consist of an allowance for credit losses on a note receivable from the divestiture of FeedbackNow during the third quarter of 2024 (see Note 2 - Divestiture).
Other Income, Net
Other income, net primarily consists of interest income, gains and losses on foreign currency, and gains and losses on foreign currency forward contracts. The fluctuation for other income, net was immaterial during the three and six months ended June 30, 2026 compared to the prior year periods.
Income Tax Expense (Benefit)
Provision for (benefit from) income taxes (dollars in millions)
3.2
(15.5
Effective tax rate
(469) points
(9.2
(525
58
61 points
The effective tax rate of 58.4% for the six months ended June 30, 2026 differs from the statutory tax rate of 21% primarily due to the impact of nondeductible expenses on the forecasted effective tax rate offset by the impact of the non-deductible goodwill impairment, which is recorded as a discrete item during the period. The recognition of the $9.2 million tax benefit for the six months ended June 30, 2026 resulted in an approximate $24.0 million tax asset (in prepaid and other current assets) and an approximate $15.0 million deferred tax liability being recorded in the Consolidated Balance Sheets. We are forecasting tax expense to be recorded in the remaining six months of the year, resulting in an effective tax rate in the range of negative 10% to negative 20% for the full year, which is expected to significantly reduce these balances by December 31, 2026.
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Segment Results
We operate in three segments: Research, Consulting, and Events. These segments, which are also our reportable segments, are based on our management structure and how management uses financial information to evaluate performance and determine how to allocate resources. Our products and services are delivered through each segment as described below.
The Research segment includes the revenues from all of our research products as well as consulting revenues from advisory services (such as speeches and advisory days) delivered by our research organization. Research segment costs include the cost of the organizations responsible for developing and delivering these products in addition to the costs of the product management organization that is responsible for product pricing and packaging, and the launch of new products.
The Consulting segment includes the revenues and the related costs of our project consulting organization. The project consulting organization delivers a majority of our project consulting revenue.
The Events segment includes the revenues and the costs of the organization responsible for developing and hosting our events. As of January 1, 2025, we realigned our events sponsorship sales team and as such the costs of this team were not reported as a direct expense of the Events segment during the first and second quarters of 2025. During the third quarter of 2025, the events sponsorship sales team was aligned back to Events and the costs of this team are now being reported as a direct expense of the Events segment. The three and six months ended June 30, 2025 have been conformed to the current presentation.
We evaluate reportable segment performance and allocate resources based on segment operating income (loss). Segment expenses include the direct expenses of each segment organization and exclude selling and marketing expenses, general and administrative expenses, stock-based compensation expense, depreciation expense, adjustments to incentive bonus compensation from target amounts, amortization of intangible assets, goodwill impairment, restructuring costs, interest expense, credit loss expense on note receivable, other income, and losses on investments. The accounting policies used by the segments are the same as those used in the consolidated financial statements.
(dollars in thousands)
Segment expenses
Year over year revenue change
(19
Year over year expense change
(21
28
(—
(16
Research segment revenues decreased 7% and 5% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. For the three and six months ended June 30, 2026, research product revenues within this segment decreased 8% and 5%, respectively, primarily due to the decrease in CV. For the three and six months ended June 30, 2026, consulting product revenues within this segment decreased 1% and 2%, respectively, primarily due to decreased delivery of consulting services by our research analysts, partially offset by increased delivery of advisory services.
Research segment expenses decreased 2% during the three months ended June 30, 2026 compared to the prior year period. The decrease in expenses during the three months ended June 30, 2026 was primarily due to a $0.6 million decrease in compensation and benefit costs primarily due to a decrease in headcount. Research segment expenses were consistent during the six months ended June 30, 2026 compared to the prior year period
Consulting segment revenues decreased 19% and 18% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in revenues during the three and six months ended June 30, 2026 was due to a decrease in delivery of consulting services due to lower client bookings and due to the discontinuation of selling strategy consulting engagements.
Consulting segment expenses decreased 21% and 10% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in expenses during the three months ended June 30, 2026 was primarily due to (1) a $1.2 million decrease in compensation and benefit costs primarily due to a decrease in headcount and (2) a $0.5 million decrease in billable fees. The decrease in expenses during the six months ended June 30, 2026 was primarily due to (1) a $1.1 million decrease in compensation and benefit costs primarily due to a decrease in headcount and (2) a $0.6 million decrease in billable fees.
Event segment revenues decreased 17% and 18% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in revenues was due to a decrease in sponsorship revenues as well as a decrease in event ticket revenue.
Event segment expenses decreased 19% and 16% during the three and six months ended June 30, 2026, respectively, compared to the prior year periods. The decrease in expenses for both the three and six months ended June 30, 2026 was due primarily to a $1.9 million decrease in event costs due primarily to the reformatting of certain of our events to smaller regional venues.
Liquidity and Capital Resources
We have historically financed our operations primarily through funds generated from operations. Research revenues, which constituted approximately 75% of our revenues during the six months ended June 30, 2026, are generally renewable and are typically payable in advance. We generated cash from operating activities of $25.0 million and $23.1 million during the six months ended June 30, 2026 and 2025, respectively. The $1.9 million increase in cash from operations for the six months ended June 30, 2026 compared to the prior year period was primarily due to $2.7 million received for the tenant improvement allowance related to the new
lease for our principal headquarters. The remaining $14.5 million of the tenant improvement allowance is expected to be received in the third quarter of 2026.
During the six months ended June 30, 2026, we used cash in investing activities of $25.9 million primarily from $18.2 million of purchases of property and equipment, which included approximately $16.6 million of leasehold improvements and furniture and fixtures for the renovation of our headquarters, and $7.5 million in net purchases of marketable investments. We anticipate spending an additional $10.0 million to $11.0 million during the third quarter of 2026 on the renovation of our headquarters. During the six months ended June 30, 2025, we used cash in investing activities of $14.7 million primarily from $15.2 million in net purchases of marketable investments and $1.3 million of purchases of property and equipment, primarily consisting of computer software, partially offset by a $1.4 million distribution received from an equity method investment.
On April 11, 2025, we entered into a third amendment of our lease, and a new lease, for our principal headquarters located in Cambridge, Massachusetts. The effect of these agreements was to early terminate the original lease with respect to the first, second and third floors of the facility by the end of the second quarter of 2026, while also extending the lease term with respect to the fourth, fifth and six floors of the facility through June 30, 2039. As a result of reducing the number of floors that we will occupy, we are renovating floors four to six of the facility.
During the six months ended June 30, 2026, we used $1.5 million of cash in financing activities primarily due to $1.0 million for purchases of our common stock and $0.9 million in taxes paid related to net share settlements of restricted stock units, partially offset by $0.5 million of net proceeds from the issuance of common stock under our stock-based incentive plans. During the six months ended June 30, 2025, we used $0.3 million of cash in financing activities primarily due to $0.9 million in taxes paid related to net share settlements of restricted stock units, partially offset by $0.7 million of net proceeds from the issuance of common stock under our stock-based incentive plans. As of June 30, 2026, our remaining stock repurchase authorization was approximately $76.4 million. We anticipate purchasing additional shares of our common stock in the second half of 2026.
On March 12, 2026, we executed a third amendment of the credit facility in order to extend its maturity period and to reduce the size of the facility in order to decrease ongoing costs of the facility. The key terms of the amendment include (a) an extension of the maturity date from December 2026 until March 2029, (b) a reduction in the facility from $150.0 million to $50.0 million, (c) a reduction in the amount that we are permitted, subject to approval by the administrative agent, to increase commitments under the facility from $50.0 million to $15.0 million, and (d) the addition of a minimum liquidity covenant.
The credit facility contains certain customary restrictive loan covenants, including among others, financial covenants that apply a maximum leverage ratio, minimum interest coverage ratio, minimum liquidity amount, and maximum annual capital expenditures. The negative covenants limit, subject to various exceptions, our ability to incur additional indebtedness, create liens on assets, merge, consolidate, liquidate or dissolve any part of the company, sell assets, change fiscal year, or enter into certain transactions with affiliates and subsidiaries. We were in full compliance with the covenants as of June 30, 2026 and expect to continue to be in compliance through the next 12 months.
Additional future contractual cash obligations extending over the next 12 months and beyond primarily consist of operating lease payments. We lease office space under non-cancelable operating lease agreements. The remaining duration of non-cancelable office space leases ranges from less than 1 year to 13 years. Remaining lease payments within one year, within two to three years, within four to five years, and after five years from June 30, 2026, are $5.0 million, $15.4 million, $13.2 million, and $37.6 million respectively.
In addition to the contractual cash commitments included above, we have other payables and liabilities that may be legally enforceable but are not considered contractual commitments.
As of June 30, 2026, we had cash, cash equivalents, and marketable investments of $130.8 million. This balance includes $99.8 million held outside of the U.S. If the cash outside of the U.S. is needed for operations in the U.S., we would be required to accrue and pay U.S. state taxes and may be required to pay withholding taxes to foreign jurisdictions to repatriate these funds. However, our intent is to permanently reinvest these funds outside of the U.S. and our current plans do not demonstrate a need to repatriate these funds for our U.S. operations. We believe that our current cash balance and cash flows from operations will satisfy working capital, financing activities, and capital expenditure requirements for the next twelve months and to meet our known long-term cash requirements.
As of June 30, 2026, we did not have any significant unrecognized tax benefits for uncertain tax positions.
Refer to Note 1 – Interim Consolidated Financial Statements in the Notes to Consolidated Financial Statements for a full description of recent accounting pronouncements including the expected dates of adoption and effects on results of operations and financial condition. There have been no material changes to the critical accounting policies and estimates previously disclosed in that report.
30
Critical Accounting Policies and Estimates
For information regarding our critical accounting policies and estimates, please refer to Note 1, "Summary of Significant Accounting Policies" and Item 7, “Critical Accounting Estimates” contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. There have been no material changes to the critical accounting policies and estimates previously disclosed in that report.
31
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in our assessment of our sensitivity to market risk since our presentation set forth in Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the year ended December 31, 2025.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We maintain “disclosure controls and procedures,” as such term is defined under Securities Exchange Act Rule 13a-15(e), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. In designing and evaluating the disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2026. Based upon their evaluation and subject to the foregoing, the principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective to provide reasonable assurance as of that date.
Changes in Internal Control Over Financial Reporting
There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) of the Exchange Act) that occurred during the quarter ended June 30, 2026, which has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The information set forth in the "Note 16 - Contingencies", in Part I, Item 1 of this Quarterly Report is incorporated herein by reference.
ITEM 1A. RISK FACTORS
In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, “Item 1A: Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, which could materially affect our business, financial condition or future results. The risk factors described in our Annual Report on Form 10-K remain applicable to our business. The risks described in our Annual Report on Form 10-K are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Through June 30, 2026, our Board of Directors authorized an aggregate of $610.0 million to purchase common stock under our stock repurchase program. During the quarter ended June 30, 2026, we purchased the following shares of our common stock under the stock repurchase program.
Maximum Approximate Dollar
Total Number of Shares
Value of Shares that May
Total Number of
Average Price
Purchased as Part of Publicly
Yet be Purchased
Shares Purchased
Paid per Share
Announced Plans or Programs
Under the Plans or Programs
Period
(#)
($)
(In thousands)
April 1 - April 30
77,467
May 1 - May 31
June 1 - June 30
144,000
7.69
76,360
Total for the quarter
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. MINE SAFETY DISCLOSURES
ITEM 5. OTHER INFORMATION
During the three months ended June 30, 2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
ITEM 6. EXHIBITS
3.1
Restated Certificate of Incorporation of Forrester Research, Inc. (see Exhibit 3.1 to Registration Statement on Form S-1A filed on November 5, 1996)
Certificate of Amendment of the Certificate of Incorporation of Forrester Research, Inc. (see Exhibit 3.1 to Annual Report on Form 10-K for the year ended December 31, 1999)
3.3
Certificate of Amendment to Restated Certificate of Incorporation of Forrester Research, Inc. (see Exhibit 3.1 to Form 8-K filed on May 25, 2017)
Amended and Restated By-Laws of Forrester Research, Inc. (see Exhibit 3.4 to Annual Report on Form 10-K for the year ended December 31, 2022)
4.1
Specimen Certificate for shares of Common Stock, $.01 par value, of Forrester Research, Inc. (see Exhibit 4 to Registration Statement on Form S-1A filed on November 5, 1996)
10.1
Amended and Restated Employee Stock Purchase Plan, effective March 25, 2026 (see Exhibit 10.1 to Form 8-K filed on May 13, 2026)
31.1
Certification of the Principal Executive Officer. (filed herewith)
31.2
Certification of the Principal Financial Officer. (filed herewith)
32.1
Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (furnished herewith)
32.2
Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (furnished herewith)
101.INS
Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. (filed herewith)
101.SCH
Inline XBRL Taxonomy Extension Schema Document With Embedded Linkbase Documents. (filed herewith)
104
Cover Page Interactive Data File (embedded within the Inline XBRL Document). (filed herewith)
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
By:
/s/ L. CHRISTIAN FINN
L. Christian Finn
Chief Financial Officer
(Principal financial officer)
Date: August 6, 2026