Donnelley Financial Solutions, Inc. · NYSE:DFIN
Donnelley Financial Solutions — Q4 2025 Earnings Presentation
47 slides from Donnelley Financial Solutions's earnings presentation, Feb 17, 2026
Slide 1: Investor Presentation
Investor Presentation February 2026 DFINsolutions.com © 2026 DFIN. All rights reserved This presentation is the intellectual property of DFIN. The ideas expressed in it may not be adopted or reproduced without prior permission from and compensation to DFIN.
Slide 2: Forward Looking Statements and Use of Non-GAAP Financial Measures
Forward Looking Statements and Use of Non-GAAP Financial Measures USE OF FORWARD-LOOKING STATEMENTS This presentation includes certain “forward-looking statements” within the meaning of, and subject to the safe harbor created by, Section 21E of the Securities Exchange Act of 1934, as amended, with r
Slide 3: DFIN is a Leader in Assisting Companies with Their Regulatory Reporting Requirements
DFIN is a Leader in Assisting Companies with Their Regulatory Reporting Requirements DFIN’s portfolio of software solutions and staff of #1 #1 #1 #2 regulatory experts assist corporations and money SEC Filing SEC Filing Content Management Compliance Filing managers with the creation, formatting, fil
Slide 4: We Provide a Comprehensive Suite of Offerings in Each of our Segments
We Provide a Comprehensive Suite of Offerings in Each of our Segments Business Unit Services Provided Capital • Software Solutions: ActiveDisclosure is a SaaS-based product utilized by corporate clients who wish to Markets manage their own SEC filings using purpose-built financial reporting software
Slide 5: Key Investment Highlights
Key Investment Highlights Growing $358 million of software sales in FY 2025, expected to grow at a double-digit rate annually Software Sales Shifting Growth of high-margin software solutions is offsetting declining low-margin print & distribution Revenue Mix Leading #1, #2 or #3 share position in ea
Slide 6: Proven Track Record of Strong Performance
Proven Track Record of Strong Performance1 Post-Spin Total Revenue and Revenue Mix Profitability 350 983.5 894.5 993.3 833.6 797.2 781.9 767.0 29.7% 35.0% 300 +1,490 bps 31.3% 21% 21% 21% 17% 14% 294.8 27.8% 30.0% $ millions $ millions 39% 32% 250 26.2% 26.0% 39% 239.8 25.0% 41% 200 46% 42% 19.4% 21
Slide 7: Segment Overview
Segment Overview Capital Markets Investment Companies Software Compliance & Software Compliance & Communications Communications Solutions Management Solutions Management Tech-enabled Services Tech-enabled Services Revenue Type(s) Software Solutions Software Solutions Print & Distribution Print & Dis
Slide 8: Financial Snapshot
Financial Snapshot Capitalization FY 2025 Company Revenue Mix by Type $ in millions, except per share amounts Share Price (2.13.26) $39.12 Recurring / Diluted Shares Outstanding (Q4 2025) 27.0 Reoccurring Event-Driven Total Revenue Market Capitalization $1,056.2 CM Software Solutions $230M $- $230M
Slide 9: Valuation Framework – Sum of the Parts View
Valuation Framework – Sum of the Parts View Business Description Methodology Revenue / EBITDA multiple Venue Leading data room provider Comp: Intralinks (SS&C) & Datasite Software Markets Capital Revenue multiple ActiveDisclosure Recurring SaaS-based product Comp: Workiva EBITDA multiple Complia
Slide 10: Capital Markets Business Unit Overview
Capital Markets Business Unit Overview Leading provider of solutions to public and private companies subject to SEC reporting FY 2025 Revenue Mix requirements ($ in millions) • #1 SEC filer in the U.S. Recurring/Reoccurring $123 23% Event-Driven $174 33% • Specialized proxy offering and advisory for
Slide 11: Investment Companies Business Unit Overview
Investment Companies Business Unit Overview Leading provider of regulatory disclosure and shareholder communications for mutual funds, alternative investment funds, investment-insurance companies. FY 2025 Revenue Mix ($ in millions) • Number one filer for investment companies’ regulatory documents,
Slide 12: Historical Event-Driven Revenue – Capital Markets and Investment Companies
Historical Event-Driven Revenue – Capital Markets and Investment Companies $450M $416M 2016-2025 $400M $11M Average: $268M $350M $302M $289M $299M $263M $296M Median: $276M Range: $181M - $416M $300M $9M $18M $9M $14M $246M $250M $13M $9M $202M $200M $405M $187M $181M $16M $10M $8M $150M $293M $290M
Slide 13: DFIN’s Software Revenue Growth and Profitability
DFIN’s Software Revenue Growth and Profitability FY 2025 Revenue 2016 – 2025 $358M ~13% CAGR1 $330M $293M $270M $280M 62.9% 67.4% 68.9% $88M 61.0% $200M 59.4% $128M $178M $189M $157M 53.1% $136M 44.9% 46.2% $142M 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 Software Revenue and Gross Margins %
Slide 14: Delivering Strong and Expanding Gross Margin
Delivering Strong and Expanding Gross Margin 1 Non-GAAP Gross Profit and Non-GAAP Gross Margin % $600M 70% 63.4% 65% $500M 61.9% $165M 58.2% 60% $400M 55.6% 58.4% $222M 55% $247M $80M $106M $166M $184M $300M $88M 50% 44.6% $264M $284M $357M 45% $200M $209M $182M $233M $240M $209M 38.2% $200M $186M 4
Slide 15: Strong Track-Record of Shareholder Friendly Activity
Strong Track-Record of Shareholder Friendly Activity Reduced leverage • Utilized strong free cash flow and proceeds from assets sales to pay down debt • Reduced non-GAAP net leverage from 3.4x at year-end 2016 to 0.6x as of 12/31/25 Efficient Capital Structure • Debt instruments are 100% variable, c
Slide 16: Capital Deployment Priorities Going Forward
Capital Deployment Priorities Going Forward • Expect capital spending of ~$60 million per year (on average) from 2024 to 2028 1. Capital • Spending to be higher in the near term, then moderate over time Expenditures • Substantially all Capex is related to software development and the supporting tech
Slide 17: Summary of Long-Term Financial Projections
Summary of Long-Term Financial Projections Long-Term Historical1 Commentary Projection2 • Sales mix continues to evolve Total Sales Growth -3.0% CAGR • Recurring/Reoccurring revenue growth more than offsets flat event-driven Low-single-digit Pro forma3,4 +0.3% CAGR revenue, driving consolidated sale
Slide 18: Fourth-Quarter 2025 Overview
Fourth-Quarter 2023 Overview Fourth-Quarter 2025 Overview 17
Slide 19: Fourth-Quarter 2025 Highlights
Fourth-Quarter 2025 Highlights Financial Highlights Business Highlights • Q4 2025 Consolidated net sales of $172.5 million, an increase of 10.4% from Q4 • Launched Active Intelligence, a suite of artificial intelligence capabilities across the 2024 DFIN software platform, designed to streamline comp
Slide 20: Fourth-Quarter 2025 Net Sales Summary
Fourth-Quarter 2025 Net Sales Summary Net Sales Summary Supplemental Net Sales Detail $ millions (as reported) Net sales summary $ millions (as reported) Q4 2024 Q4 2025 % Change % Change (Organic)1 $180 8.3 Software Solutions $81.6 $90.9 11.4% 10.9% $170 (0.7) Tech-Enabled Services 60.5 68.0 12.4%
Slide 21: Fourth-Quarter 2025 Cash Flow Summary
Fourth-Quarter 2025 Cash Flow Summary $ millions FY Free Cash Flow Considerations Q4 2024 2025 2024 2025 • Cash interest: variable interest rate subject to Non-GAAP Adjusted EBITDA $217.3 $239.8 external rate environment $31.7 $45.8 Cash interest (13.3) (11.6) (2.6) (3.0) • Capital spending: we expe
Slide 22: Supplemental Trending Schedules
Supplemental Trending Schedules Supplemental Trending Schedules 21
Slide 23: Capital Markets Trending Schedule
Capital Markets Trending Schedule 2019 1 2020 2021 2022 2023 2024 2025 $M USD Annual Annual Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Software Solutions Net Sales: Venue $ 70.8 $ 72.3 105.3 $ 23.7 $ 25.2 $ 25.7 $ 24.2 98.9 $ 23.5 $ 27.4 $ 27.9 $ 30.5 $ 109.4
Slide 24: Investment Companies Trending Schedule
Investment Companies Trending Schedule 2019 1 2020 2021 2022 2023 2024 2025 $M USD Annual Annual Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Software Solutions Net Sales: Arc Suite $ 62.6 $ 67.0 $ 89.0 $ 25.1 $ 25.3 $ 23.7 $ 25.3 $ 99.4 $ 26.4 $ 28.0 $ 26.7 $ 2
Slide 25: Consolidated DFIN Trending Schedule
Consolidated DFIN Trending Schedule 2019 1 2020 2021 2022 2023 2024 2025 $M USD Annual Annual Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Q1 Q2 Q3 Q4 Annual Consolidated DFIN Net Sales: Software Solutions $ 189.3 $ 200.2 $ 270.0 $ 69.8 $ 71.6 $ 69.5 $ 68.7 $ 279.6 $ 70.1 $ 75.7 $
Slide 26: Supplemental Software Metrics
Supplemental Software Metrics 2023 2024 2025 $M USD Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 ActiveDisclosure Net Sales: Subscription Net Sales $ 14.1 $ 14.2 $ 14.0 $ 13.7 $ 14.6 $ 15.0 $ 16.0 $ 15.6 $ 16.3 $ 16.0 $ 17.7 $ 17.5 Non-Subscription (ad hoc services & support) Net Sales 4.9 5.2 3.5 3.1 4.7 4.
Slide 27: Appendix
Appendix Appendix 26
Slide 28: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Re conciliation of Ne t Earnings (Loss) to Adjuste d EBITDA (Unaudite d) 2019 2020 2021 2022 2023 2024 2025 Annual Annual Annual Annual Annual Annual Annual Ne t e arnings (loss) $ 37.6 $ (25.9) $ 145.9 $ 102.5 $ 82.2 $ 92.4 $ 32.4 Adjustme nts Restructuring, impairm
Slide 29: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Re conciliation of Ne t Earnings (Loss) to Adjuste d EBITDA (Unaudite d) 2025 Q1 Q2 Q3 Q4 Annual Ne t e arnings (loss) $ 31.0 $ 36.1 $ (40.9) $ 6.2 $ 32.4 Adjustme nts Restructuring, impairment and other charges, net 2.9 1.0 0.9 5.6 10.4 Share-based compensation expe
Slide 30: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Re conciliation of Ne t Earnings (Loss) to Adjuste d EBITDA (Unaudite d) 2024 Q1 Q2 Q3 Q4 Annual Ne t e arnings (loss) $ 33.3 $ 44.1 $ 8.7 $ 6.3 $ 92.4 Adjustme nts Restructuring, impairment and other charges, net 1.8 1.3 1.4 2.1 6.6 Share-based compensation expense
Slide 31: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Twelve Months Ended December 31, 2025
Slide 32: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Nine Months Ended September 30, 2025
Slide 33: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Six Months Ended June 30, 2025 For th
Slide 34: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures (UNAUDITED) (in millions, except per share data) For the Three Months Ended March 31, 2025 Net Income (loss) Net earnings (loss) from Operating earnings per dilu
Slide 35: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Twelve Months Ended December 31, 2024
Slide 36: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Twelve Months Ended December 31, 2023
Slide 37: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries ("DFIN") Donnelley Financial Solutions, Inc. and Subsidiaries ("DFIN") Reconciliation of GAAP to Non-GAAP Measures Reconciliation of GAAP to Non-GAAP Measures For the Three and Twelve Months Ended December 31, 2022
Slide 38: GAAP To Non-GAAP Reconciliations
GAAP To Non-GAAP Reconciliations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Reconciliation of GAAP to Non-GAAP Measures (UNAUDITED) (in millions, except per share data) For the Three Months Ended December 31, 2019 For the Twelve Months Ended December 31, 2019 Net Net Income earnin
Slide 39: Net Sales Reconciliations
Net Sales Reconciliations Re conciliation of Re porte d Ne t Sale s to O rganic Ne t Sale s (Unaudite d) 2020 2021 2022 2023 2024 2025 Annual Annual Annual Annual Annual Annual Capital Marke ts - Software Solutions Net sales $ 133.2 $ 181.0 $ 180.2 $ 185.9 $ 213.6 $ 230.0 Net sales year-over-year ch
Slide 40: Net Sales Reconciliations – 2025
Net Sales Reconciliations – 2025 Re conciliation of Re porte d Ne t Sale s to O rganic Ne t Sale s (Unaudite d) 2025 Q1 Q2 Q3 Q4 Annual Capital Marke ts - Software Solutions Net sales $ 51.9 $ 59.1 $ 59.0 $ 60.0 $ 230.0 Net sales year-over-year change % (2.1%) 3.1% 10.7% 20.0% 7.7% Supplementary non
Slide 41: Net Sales Reconciliations – 2024
Net Sales Reconciliations – 2024 Re conciliation of Re porte d Ne t Sale s to O rganic Ne t Sale s (Unaudite d) 2024 Q1 Q2 Q3 Q4 Annual Capital Marke ts - Software Solutions Net sales $ 53.0 $ 57.3 $ 53.3 $ 50.0 $ 213.6 Net sales year-over-year change % 21.3% 20.1% 14.6% 4.2% 14.9% Supplementary non
Slide 42: Consolidated Statement Of Operations
Consolidated Statement Of Operations Conde nse d Consolidate d State me nts of O pe rations (Unaudite d) 2019 2020 2021 2022 2023 2024 2025 Annual Annual Annual Annual Annual Annual Annual Net sales Software solutions $ 189.3 $ 200.2 $ 270.0 $ 279.6 $ 292.7 $ 329.7 $ 358.4 T ech-enabled services 364
Slide 43: Consolidated Statement Of Operations – 2025
Consolidated Statement Of Operations – 2025 Conde nse d Consolidate d State me nts of O pe rations (Unaudite d) 2025 Q1 Q2 Q3 Q4 Annual Net sales Software solutions $ 84.6 $ 92.2 $ 90.7 $ 90.9 $ 358.4 T ech-enabled services 76.5 85.2 68.6 68.0 298.3 Print and distribution 40.0 40.7 16.0 13.6 110.3 T
Slide 44: Consolidated Statement Of Operations – 2024
Consolidated Statement Of Operations – 2024 Conde nse d Consolidate d State me nts of O pe rations (Unaudite d) 2024 Q1 Q2 Q3 Q4 Annual Net sales Software solutions $ 80.3 $ 85.6 $ 82.2 $ 81.6 $ 329.7 T ech-enabled services 82.9 102.2 75.2 60.5 320.8 Print and distribution 40.2 54.9 22.1 14.2 131.4
Slide 45: Consolidated Statement Of Operations
Consolidated Statement Of Operations Donnelley Financial Solutions, Inc. and Subsidiaries (“DFIN”) Condensed Consolidated Statements of Operations (UNAUDITED) (in millions, except per share data) For the Three Months For the Twelve Months Ended Ended December 31, December 31, 2019 2018 2019 2018 Ser
Slide 46: Consolidated Statement Of Operations
Consolidated Statement Of Operations Donnelley Financial Solutions, Inc. Consolidated and Combined Statements of Operations For the Three and Twelve Months Ended December 31, 2017 and 2016 (UNAUDITED) (in millions, except per share data) For the Three Months Ended December 31, For the Twelve Months
Slide 47: DFIN Investor Relations
DFIN Investor Relations Contact Information Mike Zhao Investor Relations Email: investors@dfinsolutions.com 46
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