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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2024
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from   to

001-39295
(Commission File Number)

SelectQuote, Inc.
(Exact name of registrant as specified in its charter)
Delaware94-3339273
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
6800 West 115th StreetSuite 251166211
Overland ParkKansas(Zip Code)
(Address of principal executive offices)
(913) 599-9225
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareSLQTNew York Stock Exchange

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  ☒

The registrant had outstanding 172,144,283 shares of common stock as of January 31, 2025.


SELECTQUOTE, INC. AND SUBSIDIARIES
FORM 10-Q
TABLE OF CONTENTS

PART I FINANCIAL INFORMATIONPAGE
Item 1.
Item 2.
Item 3.
Item 4.
PART II OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.


PART I
FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SELECTQUOTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands)
December 31, 2024June 30, 2024
ASSETS
CURRENT ASSETS:
Cash and, cash equivalents, and restricted cash$12,104 $42,690 
Accounts receivable, net of allowances of $12.1 million and $8.2 million, respectively
115,795 150,035 
Commissions receivable-current224,787 119,871 
Other current assets19,686 20,327 
Total current assets372,372 332,923 
COMMISSIONS RECEIVABLE—Net812,037 761,446 
PROPERTY AND EQUIPMENT—Net16,257 18,973 
SOFTWARE—Net14,127 13,978 
OPERATING LEASE RIGHT-OF-USE ASSETS22,002 23,437 
INTANGIBLE ASSETS—Net8,130 10,194 
GOODWILL29,438 29,438 
OTHER ASSETS4,804 3,519 
TOTAL ASSETS$1,279,167 $1,193,908 
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable$87,165 $36,587 
Accrued expenses12,617 16,904 
Accrued compensation and benefits55,666 57,594 
Operating lease liabilities—current4,981 4,709 
Current portion of long-term debt 27,577 45,854 
Contract liabilities954 8,066 
Other current liabilities5,440 4,873 
Total current liabilities194,400 174,587 
LONG-TERM DEBT, NET—less current portion684,284 637,480 
DEFERRED INCOME TAXES31,868 37,478 
OPERATING LEASE LIABILITIES23,539 25,685 
OTHER LIABILITIES19,074 1,877 
Total liabilities953,165 877,107 
COMMITMENTS AND CONTINGENCIES (Note 9)
SHAREHOLDERS’ EQUITY:
Common stock, $0.01 par value
1,721 1,694 
Additional paid-in capital585,360 580,764 
Accumulated deficit(261,079)(269,769)
Accumulated other comprehensive income (loss)— 4,112 
Total shareholders’ equity326,002 316,801 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$1,279,167 $1,193,908 
            
See accompanying notes to the condensed consolidated financial statements.

SELECTQUOTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(In thousands)
Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
REVENUE:
Commissions and other services$301,069 296,643 $440,449 $434,584 
Pharmacy180,000 108,795 332,883 203,583 
Total revenue481,069 405,438 773,332 638,167 
OPERATING COSTS AND EXPENSES:
Cost of commissions and other services revenue101,138 97,424 166,872 169,935 
Cost of goods sold—pharmacy revenue156,201 94,180 285,724 178,188 
Marketing and advertising97,725 117,078 161,489 179,400 
Selling, general, and administrative45,021 33,412 81,166 62,078 
Technical development10,044 8,050 19,119 15,687 
Total operating costs and expenses410,129 350,144 714,370 605,288 
INCOME FROM OPERATIONS70,940 55,294 58,962 32,879 
INTEREST EXPENSE, NET(23,721)(24,415)(46,752)(45,811)
OTHER EXPENSE, NET(7,663)— (7,674)(39)
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT)39,556 30,879 4,536 (12,971)
INCOME TAX EXPENSE (BENEFIT)(13,680)11,487 (4,154)(1,312)
NET INCOME (LOSS)$53,236 $19,392 $8,690 $(11,659)
NET INCOME (LOSS) PER SHARE:
Basic$0.31 $0.12 $0.05 $(0.07)
Diluted$0.30 $0.11 $0.05 $(0.07)
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS:
Basic171,802 168,349 171,116 167,901 
Diluted175,101 169,737 175,024 167,901 
OTHER COMPREHENSIVE LOSS NET OF TAX:
Change in cash flow hedge$(1,327)$(3,422)$(4,112)$(5,432)
OTHER COMPREHENSIVE LOSS
(1,327)(3,422)(4,112)(5,432)
COMPREHENSIVE INCOME (LOSS)$51,909 $15,970 $4,578 $(17,091)
    
See accompanying notes to the condensed consolidated financial statements.

SELECTQUOTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(Unaudited)
(In thousands)

Three Months Ended December 31, 2024
Common StockAdditional
Paid-In
Capital		Retained Earnings / (Accumulated Deficit)
Accumulated Other Comprehensive Income
Total
Shareholders'
Equity
SharesAmount
BALANCES-September 30, 2024171,497$1,715 $580,712 $(314,315)$1,327 $269,439 
Net income
———53,236—53,236
Loss on cash flow hedge, net of tax
————(393)(393)
Amount reclassified into earnings, net of tax————(934)(934)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings5—————
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings6246(51)——(45)
Share-based compensation expense——4,699——4,699
BALANCES-December 31, 2024172,126$1,721 $585,360 $(261,079)$— $326,002 


Three Months Ended December 31, 2023
Common StockAdditional
Paid-In
Capital		Accumulated DeficitAccumulated Other Comprehensive IncomeTotal
Shareholders'
Equity
SharesAmount
BALANCES-September 30, 2023167,731 $1,677 $570,087 $(266,695)$11,669 $316,738 
Net income
— — — 19,392 — 19,392 
Loss on cash flow hedge, net of tax— — — — (770)(770)
Amount reclassified into earnings, net tax— — — — (2,652)(2,652)
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings1,243 13 (26)— — (13)
Share-based compensation expense— — 3,822 — — 3,822 
BALANCES-December 31, 2023168,974 $1,690 $573,883 $(247,303)$8,247 $336,517 
See accompanying notes to the condensed consolidated financial statements.



Six Months Ended December 31, 2024
Common StockAdditional
Paid-In
Capital		Retained Earnings/(Accumulated Deficit)
Accumulated Other Comprehensive Income (Loss)
Total
Shareholders'
Equity
SharesAmount
BALANCES-June 30, 2024169,385 $1,694 $580,764 $(269,769)$4,112 $316,801 
Net income
— — — 8,690 — 8,690 
Loss on cash flow hedge, net of tax
— — — — (432)(432)
Amount reclassified into earnings, net of tax— — — — (3,680)(3,680)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings47 — 38 — — 38 
Vesting of restricted stock unit awards net of shares withheld to cover tax withholdings2,579 26 (3,717)— — (3,691)
Vesting of price vested unit awards net of shares withheld to cover tax withholdings
115 1 (270)— — (269)
Share-based compensation expense— — 8,545 — — 8,545 
BALANCES-December 31, 2024172,126 $1,721 $585,360 $(261,079)$— $326,002 

Six Months Ended December 31, 2023
Common StockAdditional
Paid-In
Capital
Accumulated Deficit
Accumulated Other Comprehensive IncomeTotal
Shareholders'
Equity
SharesAmount
BALANCES-June 30, 2023166,867 $1,669 $567,266 $(235,644)$13,679 $346,970 
Net loss— — — (11,659)— (11,659)
Gain on cash flow hedge, net of tax— — — — 71 71 
Amount reclassified into earnings, net of tax— — — — (5,503)(5,503)
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings2,107 21 (380)— — (359)
Share-based compensation expense— — 6,997 — — 6,997 
BALANCES-December 31, 2023168,974 $1,690 $573,883 $(247,303)$8,247 $336,517 
See accompanying notes to the condensed consolidated financial statements.

SELECTQUOTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(In thousands)
Six Months Ended December 31,
20242023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)
$8,690 $(11,659)
Adjustments to reconcile net income (loss) to net cash, cash equivalents, and restricted cash used in operating activities:
Depreciation and amortization10,659 11,887 
Loss on disposal of property, equipment, and software157 9 
Share-based compensation expense8,545 6,997 
Deferred income taxes(4,154)(1,182)
Amortization of debt issuance costs and debt discount2,379 3,356 
Write-off of debt issuance costs93 — 
Accrued interest payable in kind9,673 9,020 
Change in fair value of warrant liabilities
7,642 — 
Non-cash lease expense1,846 1,528 
Bad debt expense
4,203 2,743 
Changes in operating assets and liabilities:
Accounts receivable, net30,038 9,232 
Commissions receivable(155,507)(113,860)
Other assets(4,802)(2,075)
Accounts payable and accrued expenses46,211 29,206 
Operating lease liabilities(2,285)(2,689)
Other liabilities(8,692)8,248 
Net cash used in operating activities(45,304)(49,239)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment(741)(2,062)
Proceeds from sales of property and equipment— 253 
Purchases of software and capitalized software development costs(4,105)(3,883)
Net cash used in investing activities(4,846)(5,692)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Revolving Credit Facility84,900 — 
Payments on Revolving Credit Facility(26,900)— 
Payments on Term Loans(123,215)(16,942)
Proceeds on ABS Notes
99,095 — 
Payments on ABS Notes
(6,272)— 
Payments on other debt(114)(75)
Proceeds from common stock options exercised and employee stock purchase plan38 — 
Payments of tax withholdings related to net share settlement of equity awards(3,960)(359)
Payments of debt issuance costs(2,479)— 
Net cash provided (used in) financing activities
21,093 (17,376)
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH
(29,057)(72,307)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH —Beginning of period
42,690 83,156 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH —End of period
$13,633 $10,849 
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net$(35,183)$(32,943)
Payment of income taxes, net(3,115)(185)
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Capital expenditures in accounts payable and accrued expenses
187 555 
Issuance of liability classified warrants
8,628 — 
See accompanying notes to the condensed consolidated financial statements.

SELECTQUOTE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Description of Business—SelectQuote, Inc. (together with its subsidiaries, the “Company” or “SelectQuote”) is a leading technology-enabled, direct-to-consumer distribution platform for selling insurance policies and healthcare services. We contract with insurance carriers to sell senior health, life, and auto and home insurance policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. SelectQuote’s Senior division (“Senior”) sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related products, and also includes a small lead generation business, InsideResponse, LLC (“InsideResponse”). SelectQuote’s Life division (“Life”) sells term life, final expense, and other ancillary products, and SelectQuote’s Auto & Home division (“Auto & Home”) primarily sells non-commercial auto and home, property and casualty insurance products. The Healthcare Services division (“Healthcare Services”) includes SelectRx, Population Health, and most recently, SelectPatient Management (“SPM”). SelectRx is a Patient-Centered Pharmacy HomeTM (“PCPH”) accredited pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management. Population Health uses data from personal Health Risk Assessments completed by our agents (“HRAs”) to connect the consumer to the relevant health-related service, like SelectRx, SPM, or one of our many health-related partners. SPM launched in 2024 from the acquisition of an existing chronic care management platform, helps patients navigate their chronic conditions and manage them using a comprehensive treatment plan.

Basis of Presentation—The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC, ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, and SelectQuote Ventures, Inc. The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2024, filed with the Securities and Exchange Commission on September 13, 2024 (the “Annual Report”), and include all adjustments necessary for the fair presentation of our financial position for the periods presented. Our results for the periods presented in our financial statements are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2025, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2024.

Seasonality—Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D Prescription Drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Senior segment’s revenue is highest in the second and third quarters.

Use of Estimates—The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, accounts receivable, net, commissions receivable, the provision for income taxes, share-based

compensation, and valuation of intangible assets and goodwill. The impact of changes in estimates is recorded in the period in which they become known.

Significant Accounting Policies—Apart from the below, there have been no material changes to the Company’s significant accounting policies as described in our Annual Report.

Warrants—The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to our own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of our control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period.

Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. Cash equivalents include a money market account primarily invested in cash and U.S. Government securities. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted market prices in active markets for identical assets or liabilities. Our account balances can at times exceed the FDIC-insured limits. The Company’s restricted cash balance consists of specified deposit accounts to be used only to fund payments related to the Notes (as defined in Note 6) entered into on October 15, 2024. The following table summarizes the cash, cash equivalents and restricted cash included on the condensed consolidated balance sheet.

(in thousands)
December 31, 2024June 30, 2024
Current assets:
Cash and cash equivalents
$7,315 $42,690 
Restricted cash - current
4,789 — 
Total current assets
12,104 42,690 
Other assets:
Other assets
1,529 — 
Total cash, cash equivalents and restricted cash
$13,633 $42,690 

Recent Accounting Pronouncements—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07 – Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures, which improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update 1) require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, 2) require disclosure of other segment items by reportable segment and a description of the composition of other segment items 3) require annual disclosures to also be provided in interim periods, 4) clarify use of more than one measure of segment profit or loss by the CODM, 5) require that the title of the CODM be disclosed and an explanation of how the CODM uses the reported measures of segment profit or loss to make decisions, and 6) require that entities with a single reportable segment provide all disclosures required by this update and required under ASC 280. ASU 2023-07 is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this ASU on its financial statements.

In December 2023, the FASB issued ASU No. 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. This ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater

disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. This change will apply on a prospective basis to annual financial statements for periods beginning after the effective date. However, retrospective application in all prior periods presented is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.

In November 2024, the FASB issued ASU No. 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments in this ASU require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provided disaggregated information about a public business entity's expenses to help investors (a) better understand the entity's performance, (b) better assess the entity's prospects for future cash flows, and (c) compare an entity's performance over time and with that of other entities. The additional disclosures under this update include (1) disclosing the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil and gas-producing activities (DD&A) (or other amounts of depletion expense) that are included in each relevant expense caption, (2) include certain amounts that are already required to be disclosed under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements, (3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (4) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.

2.PROPERTY AND EQUIPMENT—NET

Property and equipment—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Computer hardware$17,902 $18,036 
Machinery and equipment(1)
17,590 16,451 
Leasehold improvements18,971 18,870 
Furniture and fixtures4,735 4,705 
Work in progress271 308 
Total59,469 58,370 
Less accumulated depreciation(2)
(43,212)(39,397)
Property and equipment—net$16,257 $18,973 
(1) Includes financing lease right-of-use assets.
(2) During the six months ended December 31, 2024, the Company disposed of $0.7 million of fully depreciated computer hardware.

Work in progress as of December 31, 2024 and June 30, 2024, primarily represents equipment utilized in SelectRx operations not yet put into service and not yet being depreciated. Depreciation expense for the three months ended December 31, 2024 and 2023, was $2.1 million and $3.0 million, respectively, and $4.6 million and $6.1 million for the six months ended December 31, 2024 and 2023, respectively.



3.SOFTWARE—NET

Software—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Software$26,428 $28,287 
Work in progress3 78 
Total26,431 28,365 
Less accumulated amortization(1)
(12,304)(14,387)
Software—net$14,127 $13,978 
(1) During the six months ended December 31, 2024, the Company disposed of $6.2 million of fully amortized software.

Work in progress represents costs incurred for software not yet put into service and not yet being amortized. For the three months ended December 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $2.1 million and $1.9 million, respectively, and recorded amortization expense of $2.0 million and $2.2 million, respectively. For the six months ended December 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $4.3 million and $3.8 million, respectively, and recorded amortization expense of $4.0 million and $4.2 million, respectively.

4.LEASES

The majority of the Company’s leases are operating leases related to office space for which the Company recognizes lease expense on a straight-line basis over the respective lease term. The Company leases office facilities in the United States in San Diego, CA; Centennial, CO; Overland Park, KS; Oakland, CA; Indianapolis, IN; and Monaca, PA. The Company's operating leases have remaining lease terms of less than one year up to twelve years. SelectRx leases the Monaca facility from an Executive Vice President of SelectRx. The Company expects to incur $3.6 million in total rental payments over the initial ten-year term plus an additional five-year extension option that it is reasonably certain to exercise.

During the six months ended December 31, 2024, the Company entered into four finance leases for equipment with commencement dates August 1, 2024 and September 19, 2024, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.3 million.

Lease Costs—The components of lease costs were as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Finance lease costs(1)
$151 $41 $249 $84 
Operating lease costs(2)
1,767 1,516 3,517 3,100 
Short-term lease costs63 61 125 122 
Variable lease costs(3)
135 160 282 295 
Sublease income(550)(574)(1,113)(1,147)
Total net lease costs$1,566 $1,204 $3,060 $2,454 
(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in selling, general, and administrative expense and interest expense, net in the condensed consolidated statements of comprehensive income (loss).

(2) Recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss).
(3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss).

Maturities of Lease Liabilities—As of December 31, 2024, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:
(in thousands)Operating leasesFinance leasesTotal
Remainder fiscal 2025$4,095 $237 $4,332 
20267,567 400 7,967 
20276,682 393 7,075 
20286,049 362 6,411 
20296,127 362 6,489 
Thereafter8,827 30 8,857 
     Total undiscounted lease payments39,347 1,784 41,131 
Less: interest10,827 444 11,271 
     Present value of lease liabilities$28,520 $1,340 $29,860 

Sublease income—The Company executed noncancelable subleases for portions of its office facilities in Overland Park, KS and Centennial, CO, which commenced during the fiscal years ended June 30, 2023 and 2022, and run through July 31, 2029, and November 30, 2026, respectively. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income (loss). The Company may consider entering into additional sublease arrangements in the future.

As of December 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)Total
Remainder fiscal 2025$1,281 
20262,587 
20272,180 
20281,931 
20291,931 
Thereafter161 
Total sublease income$10,071 

5.INTANGIBLE ASSETS AND GOODWILL

Intangible assets—The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets are presented below (dollars in thousands, useful life in years):


December 31, 2024June 30, 2024
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Customer relationships$17,492 $(12,094)$5,398 $17,492 $(10,936)$6,556 
Trade name2,680 (2,501)179 2,680 (2,233)447 
Proprietary software4,342 (1,817)2,525 4,342 (1,189)3,153 
Non-compete agreements100 (72)28 100 (62)38 
Total intangible assets$24,614 $(16,484)$8,130 $24,614 $(14,420)$10,194 

The Company's intangible assets include those long-lived intangible assets acquired as part of acquisitions. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. There were no impairment triggers identified with respect to the Company’s long-lived assets during the three and six months ended December 31, 2024 and 2023.

For the three months ended December 31, 2024 and 2023, amortization expense related to intangible assets totaled $1.0 million and $0.8 million, respectively, and $2.1 million and $1.5 million for the six months ended December 31, 2024 and 2023, respectively, recorded in selling, general and administrative expense in the condensed consolidated statements of comprehensive income (loss). The weighted-average remaining useful life of intangible assets was 2.49 and 2.69 years as of December 31, 2024 and June 30, 2024, respectively.

As of December 31, 2024, expected amortization expense in future fiscal periods were as follows (in thousands):

Trade NameProprietary SoftwareNon-compete agreementsCustomer relationshipsTotal
Remainder fiscal 2025$179 $600 $10 $1,158 $1,947 
2026— 1,100 18 2,313 3,431 
2027— 825 — 1,927 2,752 
Total$179 $2,525 $28 $5,398 $8,130 

Goodwill—The Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired as part of prior period acquisitions. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such, the reporting unit as a whole supports the recovery of its goodwill. As of December 31, 2024, the Company’s goodwill balance of $29.4 million was related to the acquisitions of Express Meds, Simple Meds, and SelectPatient Management and is all assigned to the Healthcare Services reporting unit and reportable segment.

The Company performs its annual goodwill impairment testing as of April 1, or more frequently if it believes that indicators of impairment exist. During the three and six months ended December 31, 2024 and 2023, there were no indicators of impairment.



6.DEBT

Debt consisted of the following:

(in thousands)December 31, 2024June 30, 2024
Revolving credit facility$58,000 $— 
Term Loans
574,662 688,203 
Class A Notes
56,237 — 
Class B Notes
37,491 — 
Unamortized debt issuance costs and debt discount(14,529)(4,869)
Total debt711,861 683,334 
Less current portion of long-term debt:(27,577)(45,854)
Long-term debt$684,284 $637,480 

The combined aggregate amount of expected payments associated with the Notes and maturities associated with the Term Loans as of December 31, 2024 are as follows:

(in thousands)
Remainder fiscal 2025
2026202720282029Total
Revolving credit facility
$— $58,000 $— $— $— $58,000 
Term Loans$5,002 $14,291 $28,582 $526,787 $— $574,662 
Class A Notes
$6,183 $11,717 $10,593 $8,650 $19,094 $56,237 
Class B Notes
4,122 7,811 7,062 5,767 12,729 37,491 
Total obligations$15,307 $91,819 $46,237 $541,204 $31,823 $726,390 

As of December 31, 2024, the Company was in compliance with all financial covenants pursuant its debt obligations.

Significant changes in the Company’s debt during the six months ended December 31, 2024 were as follows:

Senior Secured Credit Facility

On November 5, 2019, the Company entered into a credit agreement (together with any subsequent amendments, the “Senior Secured Credit Facility”) with Wilmington Trust, National Association, as administrative agent, UMB Bank, N.A., as revolver agent and revolving lender, and the other lenders party thereto. The Senior Secured Credit Facility, through additional amendments in subsequent years, has provided for total proceeds from borrowings of $887.3 million (the “Term Loans”) and a revolving credit facility with $13.7 million available to borrow as of December 31, 2024 (the “Revolving Credit Facility”).

On September 12, 2024, the Company entered into a tenth amendment (the “Tenth Amendment”) to its Credit Agreement. The Tenth Amendment, among other things, (1) established a new class of consenting term loans and extended the maturity date to September 15, 2025, (2) established a second class of non-extended Term Loans with a maturity date of May 15, 2025, and (3) modified or added certain financial covenant ratios required to be maintained by the Company as of various reporting dates. Pursuant to the amendment, the Company paid fees of $0.7 million to its lenders.


On October 15, 2024, the Company entered into an eleventh amendment (the “Eleventh Amendment”) to its Credit Agreement to (1) extend the scheduled maturity date of the consenting Term Loans to September 30, 2027, (2) modify financial covenant ratios required to be maintained by the Company as of various reporting dates, and (3) allow the Company to enter into the Indenture (as defined below). Prior to the Eleventh Amendment, the Company fully repaid the non-extended Term Loans in the amount of $14.2 million on October 15, 2024. The obligations of the Company under the Senior Secured Credit Facility continue to be guaranteed by certain of the Company’s subsidiaries and secured by a security interest in the assets of the Company, subject to certain exceptions. In connection with the Eleventh Amendment and Indenture (as defined below), the Company issued an aggregate 5,568,360 warrants to the term lenders under the Senior Secured Credit Facility (the “Eleventh Amendment Warrants”). Refer to Note 7 to the condensed consolidated financial statements for further details on the Eleventh Amendment Warrants.

The Term Loans bear interest on the outstanding principal amount thereof at a rate per annum equal to either, at the Company’s option, (a) SOFR (subject to a floor of 3.00%) plus 6.50% in cash and 3.00% payable in kind, or (b) a base rate plus 5.50% in cash and 3.00% payable in kind. The effective interest rate for the Term Loans as of December 31, 2024 was 13.9%. In accordance with the Eleventh Amendment, the interest rate may increase if the Company fails to achieve certain milestone payments by March 31, 2025 and June 30, 2025. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either, at the Company’s option, (a) SOFR (subject to a floor of 1.0%) plus 5.0% or (b) a base rate plus 4.0%. The effective interest rate for the Revolving Credit Facility as of December 31, 2024 was 11.5%

Securitization and Indenture

On October 15, 2024, the Company and certain of its subsidiaries, including SQ ABS Issuer, LLC (the “Issuer”), a special purpose entity and wholly-owned subsidiary of the Company, entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with the purchasers party thereto (the “Purchasers”). Pursuant to the Note Purchase Agreement, the Issuer issued $60.0 million of senior secured 7.80% Class A Notes and $40.0 million of senior secured 9.65% Class B Notes (together the “Notes”) to the Purchasers. The Notes are governed by an Indenture, dated as of October 15, 2024, with UMB Bank, N.A. as indenture trustee (the “Indenture”). The Notes have a final legal maturity of October 20, 2039 and an anticipated repayment date of September 20, 2028. The Company used the proceeds obtained from the issuance of the Notes to repay a portion of its outstanding Term Loans in conjunction with the Eleventh Amendment.

The Notes are secured by a specified pool of renewal commissions that include both accounts receivable for policy renewals as well as commissions receivable for estimated future policy renewals (collectively, the “Subject Renewal Commissions”). The Subject Renewal Commissions are associated with underlying Medicare Advantage policies effective prior to January 1, 2024 and active as of August 31, 2024. As of December 31, 2024, there were $25.6 million and $75.5 million of Subject Renewal Commissions included in short-term commissions receivable and long-term commissions receivable, respectively, on the condensed consolidated balance sheet.

Under the terms of the Indenture, the Company services the transferred Subject Renewal Commissions, and the related collections are remitted to a segregated bank account. The funds in the segregated account are used only to fund payments related to the Indenture and is considered restricted cash. The restricted cash balance included within cash, cash equivalents, and restricted cash on the Company’s condensed consolidated balance sheet as of December 31, 2024 was $6.3 million.

The Notes contain covenants that, among other things, limit the ability of the Issuer to: (i) sell, transfer, or dispose of assets without the consent of a majority of the noteholders, (ii) create or permit liens on its assets (other than certain permitted liens) and (iii) incur indebtedness (other than permitted indebtedness).

The Notes issued in connection with the Indenture bear interest on the unpaid principal amount at 7.80% and 9.65% for Class A and Class B Notes, respectively. The Notes amortize based on a target loan-to-value calculation, and if any Notes remain outstanding after September 2028, then all available funds of the Issuer will be swept to pay down the Notes. After September 2028 and October 2030, interest will increase an additional 2.00%

and 4.00% per annum, respectively, on any Notes outstanding. The effective interest rate for the Class A and Class B Notes as of December 31, 2024 was 9.07% and 10.98%, respectively.

As the Indenture was entered into in conjunction with the Eleventh Amendment, the Company performed an analysis under ASC 470, Debt, and determined that debt modification accounting was appropriate for the Term Loans and Notes. The additional debt discount costs incurred in connection with the Eleventh Amendment and Indenture include the fair value of the Eleventh Amendment Warrants, fees paid on behalf of lenders, and original issue discount on the Notes. The Company incurred a total of $3.7 million in debt issuance costs and $2.7 million in debt discount related to the Indenture, of which none of the debt issuance costs were capitalized and $2.7 million in debt discount were deferred.

The Company has incurred a total of $51.1 million in debt issuance costs and debt discounts related to the Senior Secured Credit Facility and Notes, of which $35.2 million in debt issuance costs were capitalized and $8.6 million in debt discounts were deferred. The costs associated with the Term Loans and Notes are being amortized using the effective interest method over the term of the respective debt instruments. The costs associated with the Revolving Credit Facility are being amortized on a straight-line basis over the remaining term of the Senior Secured Credit Facility. The amortization of debt issuance costs associated with the Company’s debt is included in interest expense, net in the Company’s condensed consolidated statements of comprehensive income (loss).

The Company uses derivative financial instruments to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. Prior to the swap’s termination on November 5, 2024, the Company was party to an interest rate swap contract in respect of a receive-variable, pay-fixed interest rate swap on the notional amount of $325.0 million of the Company’s total outstanding Term Loans balance with a fixed rate of 6.00% plus 0.931%. The amount reclassified from accumulated other comprehensive income (loss) into interest expense on the condensed consolidated statement of comprehensive income (loss) upon termination was $0.7 million.

Variable Interest Entity

The Issuer was formed on July 24, 2023 as a bankruptcy remote and separate legal entity with its own creditors who will be entitled, prior to and upon the liquidation of the Issuer, to be satisfied out of the Issuer’s assets prior to any assets becoming available to the Company. Accordingly, the assets of the Issuer are not available to pay creditors of the Company or any of its subsidiaries.

The Issuer, as described above, meets the definition of a variable interest entity (“VIE”) for which the Company is the primary beneficiary because it has the power over the significant activities of the VIE in its capacity as the servicer of the Subject Renewal Commissions. As such, the Issuer’s assets, liabilities, and financial results of operations are consolidated in the Company’s condensed consolidated financial statements. As of December 31, 2024, the Issuer’s liabilities included in the condensed consolidated balance sheet primarily consisted of the borrowings under the Indenture of $93.7 million.

7.Warrants to Purchase Shares of Common Stock

Concurrent with the entry into the Eleventh Amendment and Indenture on October 15, 2024, the Company issued an aggregate 5,568,360 Eleventh Amendment Warrants to the term lenders under the Senior Secured Credit Facility. Each Eleventh Amendment Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $3.00 per share, payable in cash or on a cashless basis according to the formula set forth in the Eleventh Amendment Warrant agreements. The exercise price of the Eleventh Amendment Warrants and the number of shares issuable upon exercise are subject to adjustments for stock splits, combinations, stock dividends or similar events. The Eleventh Amendment Warrants vest in four equal tranches upon the earlier of (i) the four consecutive anniversaries of the original issue date and (ii) a repayment milestone failure on the Term Loans. If the Eleventh Amendment Warrants have not vested prior to each tranche’s respective anniversary date, and the outstanding principal amount of Term Loans is less than the dollar thresholds set forth in the respective terms, the Eleventh Amendment Warrants shares shall not vest and are forfeited. The Eleventh Amendment Warrants expire four years after the initial vesting date.


The Company evaluated the Eleventh Amendment Warrants under ASC 815, and concluded that they do not meet the criteria to be classified in stockholders’ equity and should be classified as a derivative liability given the variable settlement amount of the Eleventh Amendment Warrant shares. The freestanding Eleventh Amendment Warrants are reflected as liabilities on the condensed consolidated balance sheet at their estimated fair value. As of December 31, 2024, a warrant liability with a fair value of $16.3 million was reflected within other liabilities in the condensed consolidated balance sheet.

Subsequent changes in the estimated fair value of the Eleventh Amendment Warrants are reflected in other expense in the accompanying condensed consolidated statements of comprehensive income (loss). The change in the estimated fair value of the Eleventh Amendment Warrants resulted in a loss of approximately $7.6 million for the three and six months ended December 31, 2024. As of December 31 2024, there were 5,568,360 Eleventh Amendment Warrants outstanding.

8.Fair Value Measurements

The Company determines the fair value of its financial instruments in accordance with the provisions of ASC 820, Fair Value Measurements (“ASC 820”), which establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:

•Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities
         
•Level 2 - Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability
         
•Level 3 - Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability.

The carrying amounts of the Company’s cash, accounts receivable, accounts payable, accrued compensation, and accrued liabilities approximate their fair values due to the short-term nature of these instruments. The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2024 and June 30, 2024 and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
As of December 31, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$315 $— $— $315 
Liabilities:
Long-term liabilities
Warrant liability
$— $— $16,269 $16,269 


As of June 30, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$307 $— $— $307 
Other current assets
Cash flow hedge
$— $5,027 $— $5,027 

Money market funds—Represents short-term, highly liquid investments with maturities of three months or less at the time of purchase. Cash equivalents include a money market account primarily invested in cash and U.S. Government securities. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted market prices in active markets for identical assets or liabilities.

Cash flow hedge—Represents derivative financial instruments that the Company uses to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. Refer to Note 6 to the condensed consolidated financial statements for further details on the Company’s cash flow hedge. The Company classifies its Amended Interest Rate Swap as a Level 2 on the fair value hierarchy as the majority of the inputs used to value it primarily includes other than quoted prices that are observable and it uses standard calculations and models that use readily observable market data as their basis.

Warrant liability—The Company utilizes the Black-Scholes-Merton option pricing model for the liability classified Eleventh Amendment Warrants each reporting period, with changes in fair value recognized in the condensed consolidated statements of comprehensive income (loss). The change in the estimated fair value of the Eleventh Amendment Warrants from the date of issuance, October 15, 2024, to December 31, 2024, resulted in a loss of approximately $7.6 million for the three and six months ended December 31, 2024. The estimated fair value of the liability classified Eleventh Amendment Warrants is determined using Level 3 inputs. Inherent in an option pricing model are estimates and assumptions related to expected share-price volatility, risk-free interest rate, expected dividend yield, and expected life. These estimates and assumptions could vary significantly, which could result in material differences in the fair values assigned to the assets and liabilities. The expected life of the Eleventh Amendment Warrants is assumed to be equivalent to their remaining contractual term based upon the vesting date assumed for each tranche. The Company assumed all four tranches will have vested upon the occurrence of a repayment milestone failure on March 31, 2025. The Company estimates the expected volatility of its common stock based on the Company’s historical volatility. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the expected remaining life of the Eleventh Amendment

Warrants. The Company does not plan to pay a dividend during the Eleventh Amendment Warrant term, nor have they historically, thus the dividend rate will remain at zero.

The fair value of the Eleventh Amendment Warrants has been estimated with the following assumptions:
December 31, 2024
Stock price(1)
$3.72 
Exercise price$3.00 
Expected volatility
108.46 %
Risk-free interest rate
4.25 %
Expected dividend-yield
— %
Expected life (years)
4.25
Fair value per warrant
$2.92 
(1) The stock price is based on the closing stock price as of December 31, 2024.

Changes in Level 3 fair value measurements during the period ended December 31, 2024 were as follows:
(in thousands)
Warrant Liability
Balance as of June 30, 2024
$— 
Initial measurement
8,628 
Change in fair value
7,642 
Balance as of December 31, 2024
$16,269 

9.COMMITMENTS AND CONTINGENCIES

Lease Obligations—Refer to Note 4 to the condensed consolidated financial statements for commitments related to our operating leases.

Legal Contingencies and Obligations—From time to time, the Company is subject to legal proceedings and governmental inquiries in the ordinary course of business. Such matters may include insurance regulatory claims; commercial, tax, employment, or intellectual property disputes; matters relating to competition and sales practices; claims for damages arising out of the use of the Company’s services. The Company may also become subject to lawsuits related to past or future acquisitions, divestitures, or other transactions, including matters related to representations and warranties, indemnities, and assumed or retained liabilities. The Company is not currently aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows; however, in the event of unexpected developments, it is possible that the ultimate resolution of certain ongoing matters, if unfavorable, could be materially adverse to our business, prospects, financial condition, liquidity, results of operation, cash flows, or capital levels.

Securities Class Actions and Stockholder Derivative Suit

On August 16, 2021, a putative securities class action lawsuit captioned Hartel v. SelectQuote, Inc., et al., Case No. 1:21-cv-06903 (“the Hartel Action”) was filed against the Company and two of its executive officers in the U.S. District Court for the Southern District of New York. The complaint asserts securities fraud claims on behalf of a putative class of plaintiffs who purchased or otherwise acquired shares of the Company’s common stock between February 8, 2021 and May 11, 2021 (the "Hartel Relevant Period"). Specifically, the complaint alleges the defendants violated Sections 10(b) and 20(a) and Rule 10b-5 of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s business, operations, and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the Hartel

Relevant Period. The plaintiffs seek unspecified damages and reimbursement of attorneys’ fees and certain other costs.

On October 7, 2021, a putative securities class action lawsuit captioned West Palm Beach Police Pension Fund v. SelectQuote, Inc., et al., Case No. 1:21-cv-08279 (“the WPBPPF Action”), was filed in the U.S. District Court for the Southern District of New York against the Company, two of its executive officers, and six current or former members of the Company’s Board of Directors, along with the underwriters of the Company’s initial public offering of common stock (the "Offering"). The complaint asserts claims for securities law violations on behalf of a putative class of plaintiffs who purchased shares of the Company’s common stock (i) in or traceable to the Offering or (ii) between May 20, 2020 and August 25, 2021 (the "WPB Relevant Period"). Specifically, the complaint alleges the defendants violated Sections 10(b) and 20(a) and Rule 10b-5 of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s financial well-being and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the WPB Relevant Period. The complaint also alleges the defendants violated Sections 11, 12(a)(2), and 15 of the Securities Act by making misstatements and omissions of material facts in connection with the Offering, allegedly causing a decline in the value of the Company’s common stock. The plaintiffs seek unspecified damages, rescission, and reimbursement of attorneys’ fees and certain other costs.

On October 15, 2021, a motion to consolidate the Hartel Action and the WPBPPF Action was filed. On September 2, 2022, the court entered an order consolidating the Hartel and WPBPPF Actions under the caption In re SelectQuote, Inc. Securities Litigation, Case No. 1:21-cv-06903 (the “Securities Class Action”) and appointing the West Palm Beach Police Pension Fund and City of Fort Lauderdale Police & Fire Retirement System as lead plaintiffs. On November 19, 2022, plaintiffs filed an amended complaint asserting similar allegations to those alleged in the Hartel and WPBPPF Actions in addition to new allegations regarding certain defendants’ purported violation of Section 20A of the Exchange Act. The amended complaint also added Brookside Equity Partners LLC, one of the Company’s principal stockholders, as a defendant. On January 27, 2023, the Company filed a motion to dismiss the amended complaint on behalf of itself and certain of its current and former officers and directors. Plaintiffs filed an opposition to the motion to dismiss on April 5, 2023, and the Company filed its reply to plaintiffs’ opposition on May 10, 2023. On March 28, 2024, the court granted the Company’s motion to dismiss, with leave to amend. Plaintiffs filed their second amended complaint on May 31, 2024. On July 31, 2024, the Company filed a motion to dismiss the second amended complaint. Plaintiffs filed their opposition to the Company’s motion to dismiss on October 2, 2024, and the Company filed its reply to Plaintiffs’ opposition on November 1, 2024.

On March 25, 2022, a stockholder derivative action captioned Jadlow v. Danker, et al., Case No. 1:22-cv-00391 (“the Jadlow Action”) was filed in the U.S. District Court for the District of Delaware by an alleged stockholder of the Company, purportedly on the Company’s behalf. The lawsuit was brought against certain of the Company’s current and former directors and officers, and against the Company, as nominal defendant. The complaint alleges that certain of the defendants violated Section 14(a) of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s business, operations, and prospects. The complaint also asserts claims against all defendants for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets based on the same general underlying conduct and seeks contribution under Sections 10(b) and 21D of the Exchange Act and Section 11(f) of the Securities Act from the individual defendants named in the Securities Class Actions. The complaint seeks unspecified damages for the Company, restitution, reformation and improvement of its corporate governance and internal procedures regarding compliance with laws, and reimbursement of costs and attorneys’ fees. On July 25, 2022, the Jadlow action was transferred to the U.S. District Court for the Southern District of New York, where it was assigned Case No. 1:22-cv-06290 and referred to Judge Alvin K. Hellerstein as possibly related to the Hartel Action. On August 4, 2022, Judge Hellerstein accepted the Jadlow action as related to the Hartel Action and, on August 10, 2022, granted the parties’ joint stipulation to stay the Jadlow action pending the resolution of the motion to dismiss the Securities Class Action.

The Company currently believes that these matters will not have a material adverse effect on its operations, financial condition or liquidity; however, depending on how the matters progress, they could be costly to defend and

could divert the attention of management and other resources from operations. The Company has not concluded that a loss related to these matters is probable and, therefore, has not accrued a liability related to these matters.

10.SHAREHOLDERS' EQUITY

Common Stock—As of December 31, 2024, the Company has reserved the following authorized, but unissued, shares of common stock:

ESPP159 
Stock awards outstanding under 2020 Plan19,819,907 
Stock awards available for grant under 2020 Plan3,489,310 
Options outstanding under 2003 Plan471,479 
Total23,780,855 

Share-Based Compensation Plans

The Company has awards outstanding from two share-based compensation plans: the 2003 Stock Incentive Plan (the “2003 Stock Plan”) and the 2020 Omnibus Incentive Plan (the “2020 Stock Plan” and, collectively with the 2003 Stock Plan, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the Company’s IPO, which provides for the grant of incentive stock options (“ISO's”), nonstatutory stock options (“NSO's”), stock appreciation rights, restricted stock awards, restricted stock unit awards (“RSU's”), performance-based restricted stock units (“PSU's”), price-vested restricted stock units (“PVU’s”) and other forms of equity compensation (collectively, “stock awards”). All stock awards (other than ISOs, which may be granted only to current employees of the Company) may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates.

The number of shares of common stock available for issuance as of December 31, 2024, pursuant to future awards under the Company's 2020 Stock Plan is 3,489,310. The number of shares of the Company's common stock reserved under the 2020 Stock Plan is subject to an annual increase on the first day of each fiscal year beginning on July 1, 2021, equal to 3% of the total outstanding shares of common stock as of the last day of the immediately preceding fiscal year. The maximum number of shares of common stock that may be issued upon the exercise of ISO's will be 4,000,000. The shares of common stock covered by any award that is forfeited, terminated, expired, or lapsed without being exercised or settled for cash will again become available for issuance under the 2020 Stock Plan. With respect to any award, if the exercise price and/or tax withholding obligations are satisfied by delivering shares to the Company (by actual delivery or attestation), or if the exercise price and/or tax withholding obligations are satisfied by withholding shares otherwise issuable pursuant to the award, the share reserve shall nonetheless be reduced by the gross number of shares subject to the award.

The Company accounts for its share-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation (“ASC 718”) which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date.

Total share-based compensation for stock awards included in selling, general and administrative expense in the condensed consolidated statements of comprehensive income (loss) was as follows for the periods presented:


Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Share-based compensation related to:
Equity classified stock options$374 $714 $850 $1,436 
Equity classified RSU's2,641 2,116 4,934 3,857 
Equity classified PSU's— — — 33 
Equity classified PVU's1,684 992 2,761 1,671 
Total $4,699 $3,822 $8,545 $6,997 

Stock Options—The stock options outstanding under the 2003 Stock Plan vest as to one-third after the vesting commencement date and as to 1/24 of the remaining shares subject to the stock option monthly thereafter, subject to the award recipient’s continued employment through the applicable vesting date. Upon a termination of employment for any reason other than for “Cause” (as defined in the 2003 Stock Plan), any unvested and outstanding stock options would generally be forfeited for no consideration, and any vested and outstanding stock options would remain exercisable for 90 days following the date of termination (and, in the case of a termination of employment due to death or disability, for 12 months following the date of termination). Stock options expire 10 years from the date of grant. The terms for ISO's and NSO's awarded in the 2020 Stock Plan are the same as in the 2003 Stock Plan with the exception that the options generally shall vest and become exercisable in four equal installments on each of the first four anniversaries of the grant date, subject to the award recipient’s continued employment through the applicable vesting date. Stock options are granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant.

The fair value of each option (for purposes of calculation of share-based compensation expense) is estimated using the Black-Scholes-Merton option pricing model that uses assumptions determined as of the date of the grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them (“expected term”), the estimated volatility of the Company's common stock price over the expected term (“volatility”), the number of options that will ultimately not complete their vesting requirements (“assumed forfeitures”), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term (“risk-free interest rate”), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments (“dividend yield”). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the condensed consolidated statements of comprehensive income (loss).

During the six months ended December 31, 2024 and 2023, there were no stock options granted. The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2024:
Number of OptionsWeighted- Average Exercise PriceWeighted- Average Remaining Contractual Term (in Years)Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2024
3,677,964 $11.81 
Options granted— — 
Options exercised(95,316)2.05 
Options forfeited/expired/cancelled(130,818)7.05 
Outstanding—December 31, 2024
3,451,830 $12.26 5.92$1,917 
Vested and exercisable—December 31, 2024
2,766,270 $13.35 5.66$1,394 


As of December 31, 2024, there was $1.1 million in unrecognized share-based compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 0.75 years.

The Company did not receive any cash in connection with stock options exercised during the three months ended December 31, 2024, and less than $0.1 million in connection with stock options exercised during the six months ended December 31, 2024. During the six months ended December 31, 2023, there were no stock options exercised.

Restricted Stock—The Company grants RSU's to eligible employees, non-employee directors, and contractors. These awards generally vest over a period of one to four years. Fair value of the RSU's is determined based on the market price of the Company’s common stock at the grant date and share-based compensation expense is recognized over the requisite service period.

The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:

Number of Restricted Stock UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
8,441,168 $1.91 
Granted4,004,124 2.99 
Vested(3,509,924)2.07 
Forfeited(247,060)2.68 
Unvested as of December 31, 2024
8,688,308 $2.31 

As of December 31, 2024, there was $16.0 million of unrecognized share-based compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.00 years.

Performance Stock—Based upon the terms of the PSU’s granted, if certain performance metrics are met, PSU’s vest at the end of a three-year performance period. The fiscal year 2021 tranche vested on September 13, 2023, at 13% of the target and 14,477 shares were issued. The fiscal year 2022 tranche did not reach the target as of June 30, 2024, and no shares vested thus all PSU’s were forfeited back to the 2020 Stock Plan. As of December 31, 2024, there were no remaining PSU’s granted thus there was no unrecognized compensation cost related to unvested performance stock units granted.

Price-Vested Units—During the six months ended December 31, 2024, the Company issued PVU’s for which vesting is subject to the fulfillment of both a service period and the achievement of stock price hurdles during the relevant performance period. For the awards granted during the six months ended December 31, 2024 and 2023, they are divided into three and four separate tranches, each with a different price hurdle which is measured as the average trading price over 60 calendar days on a rolling daily basis, over a performance period of five years. An employee is eligible to vest in one-third of the awards in each tranche after each year of service, but subject to the achievement of the stock-price hurdle attached to each tranche. As a result, share-based compensation will be recognized on a straight-line basis across nine or twelve tranches over each tranche’s requisite service period, which is the greater of the derived service period and the explicit service period.

The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s granted during the six months ended December 31, 2024:


Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1772,027 $3.98 $3.13 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 2772,020 $3.75 $6.00 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 3772,027 $3.49 $9.00 
August 1, 2024 - August 1, 2029
1.31 years - 3 years

The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the six months ended December 31, 2023:

Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1558,569 $1.85 $2.50 
August 1, 2023 - August 1, 2028
1 year - 3 years
Tranche 2558,540 $1.69 $5.00 
August 1, 2023 - August 1, 2028
1.41 years - 3 years
Tranche 3558,579 $1.55 $7.50 
August 1, 2023 - August 1, 2028
1.96 years - 3 years
Tranche 4558,550 $1.45 $10.00 
August 1, 2023 - August 1, 2028
2.27 years - 3 years

The fair value of each PVU (for purposes of calculation of share-based compensation expense) is estimated using a Monte Carlo simulation valuation model that uses assumptions determined as of the date of the grant. Use of this model requires the input of subjective assumptions and changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation recognized in the condensed consolidated statements of comprehensive income (loss). These assumptions include estimating the volatility of the Company's common stock price over the expected term, the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term risk-free interest rate, the cost of equity, and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments.

The Company used the following weighted-average assumptions for the PVU’s granted during the period presented below:
Six Months Ended December 31,
20242023
Share price as of grant date $4.01$1.38
Volatility88.8%94.3%
Risk-free interest rate3.8%4.1%
Cost of Equity12.6%9.2%
Dividend yield—%—%

The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:

Number of Price-Vested UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
6,170,385 $1.37 
Granted2,316,074 3.74
Vested(182,291)1.69 
Forfeited(152,920)2.10 
Unvested as of December 31, 2024
8,151,248 $2.04 

During the six months ended December 31, 2024, the $2.50 stock price hurdle was achieved. As a result, one-third of the awards in the first tranche of PVU’s granted during the three months ended September 30, 2023 vested.
As of December 31, 2024, there was $8.9 million of unrecognized share-based compensation cost related to unvested PVU’s granted, which is expected to be recognized over a weighted-average period of 1.55 years.

ESPP—The purpose of the Company’s employee stock purchase plan (“ESPP”) is to provide the Company's eligible employees with an opportunity to purchase shares on the exercise date at a price equal to of the fair market value of the Company’s common stock as of either the exercise date or the first day of the relevant offering period, whichever is lesser. The ESPP was suspended effective April 1, 2023, and as of December 31, 2024 there are 159 shares reserved for future issuance under the plan.


11.REVENUES FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenue from Contracts with Customers—The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance:

Three Months Ended December 31,Six Months Ended December 31,
(dollars in thousands)2024202320242023
Senior:
Medicare advantage commissions$226,716 $217,969 $301,187 $292,340 
Other Senior commissions
2,185 3,048 4,765 4,840 
Other services26,677 26,512 42,535 40,265 
Total Senior revenue255,578 247,529 348,487 337,445 
Healthcare Services:
Pharmacy180,000 108,795 332,883 203,583 
Other services3,370 2,915 6,225 5,495 
Total Healthcare Services revenue183,370 111,710 339,108 209,078 
Life:
Term commissions18,666 18,113 35,030 37,227 
Final expense commissions16,283 14,482 34,607 28,602 
Other services4,912 4,772 9,514 9,341 
Total Life revenue39,861 37,367 79,151 75,170 
All other:
Commissions3,972 10,275 9,767 19,090 
Other services171 212 343 425 
Total All other revenue
4,143 10,487 10,110 19,515 
Eliminations:
Commissions(1,022)(662)(1,665)(1,118)
Other services(861)(993)(1,859)(1,923)
Total Elimination revenue(1,883)(1,655)(3,524)(3,041)
Total Commissions and other services revenue301,069 296,643 440,449 434,584 
Total Pharmacy revenue180,000 108,795 332,883 203,583 
Total Revenue$481,069 $405,438 $773,332 $638,167 

Contract Balances—The Company has contract assets related to commissions receivable from its insurance carrier partners, with the movement over time as the policy is renewed between long-term and short-term commissions receivable and accounts receivable, net being the main activity, along with commission revenue adjustments from changes in estimates.

A roll forward of commissions receivable (current and long-term) is shown below for the period presented:


(in thousands)
Balance as of June 30, 2024
$881,317 
Commission revenue from revenue recognized
178,207 
Net commission revenue adjustment from change in estimate2,944 
Amounts recognized as accounts receivable, net(25,644)
Balance as of December 31, 2024
$1,036,824 

For the six months ended December 31, 2024, the $2.9 million net commission revenue adjustment from change in estimate includes adjustments related to revenue recognized in prior fiscal years, based on the Company’s reassessment of each of its cohorts’ transaction prices. It includes a positive adjustment of $0.8 million for Senior and a positive adjustment of $0.4 million for Life. The remaining $1.8 million relates to the Company’s All other non-reportable segment. Refer to Note 14 to the condensed consolidated financial statements for further details on the Company’s reportable segments.

The Company’s contract liabilities on the condensed consolidated balance sheets represent unamortized upfront payments received as of December 31, 2024, for commission revenue for which the performance obligations have not yet been met and are anticipated to be recognized over the next twelve months.

A roll forward of contract liabilities (current and long-term) is shown below for the period presented:

(in thousands)
Balance as of June 30, 2024
$8,066 
Commission and other services revenue recognized
(29,509)
Amounts recognized as contract liabilities22,397 
Balance as of December 31, 2024
$954 

12.INCOME TAXES

For the three months ended December 31, 2024 and 2023, the Company recognized income tax benefits and expense of $13.7 million and $11.5 million, respectively, representing effective tax rates of (34.6)% and 37.2%, respectively. The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments . The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

For the six months ended December 31, 2024 and 2023, the Company recognized income tax benefits of $4.2 million and $1.3 million, respectively, representing effective tax rates of (91.6)% and 10.1%, respectively. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

As of December 31, 2024 and 2023, the Company has a valuation allowance of $18.7 million and $9.1 million, respectively, for deferred tax assets related to certain state specific net operating losses, federal and state Sec. 163(j) carryforwards, and credits, as it is more likely than not that those assets will not be realized. As the Company is currently in a three-year cumulative loss position, it cannot consider the projections of future income as

part of the valuation allowance analysis and have considered the other sources of future taxable income described under ASC 740, Income Taxes when evaluating the need for a valuation allowance. Aside from the certain deferred tax asset related to federal and state credits and other attributes noted above where a valuation allowance has been established, the Company continues to recognize its deferred tax assets as of December 31, 2024 as it believes it is more likely than not that the remaining net deferred tax assets will be realized. The Company will continue to evaluate the realizability of its deferred tax assets.

13.NET INCOME (LOSS) PER SHARE

The Company calculates net income (loss) per share as defined by ASC 260, Earnings per Share. Basic net income (loss) per share (“Basic EPS”) is computed by dividing net income (loss) attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Diluted net income (loss) per share (“Diluted EPS”) is computed by dividing net income (loss) attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include common shares issuable upon the exercise of outstanding employee stock options, unvested RSU's, PSU’s assuming the performance conditions are satisfied as of the end of the reporting period, PVU’s assuming market conditions are satisfied as of the end of the reporting period, common shares issuable upon the conclusion of each ESPP offering period, and Eleventh Amendment Warrants. The number of common equivalent shares outstanding has been determined in accordance with the treasury stock method for employee stock options, RSU's, PSU’s, PVU’s, common stock issuable pursuant to the ESPP, and Eleventh Amendment Warrants to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares.

The following table sets forth the computation of net income (loss) per share for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands, except per share amounts)
2024202320242023
Basic:
Numerator:
Net income (loss) attributable to common shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Net income (loss) per share—basic:
$0.31 $0.12 $0.05 $(0.07)
Diluted:
Numerator:
Net income (loss) attributable to common and common equivalent shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)
3,299 1,388 3,908 — 
Total common and common equivalent shares outstanding175,101 169,737 175,024 167,901 
Net income (loss) per share—diluted:
$0.30 $0.11 $0.05 $(0.07)
(1) Excluded from the computation of net income (loss) per share-diluted for the six months ended December 31, 2023 because the effect would have been anti-dilutive.


The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted for the periods presented because including them would have been anti-dilutive consisted of the following:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP4,875 8,428 4,164 11,855 

The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the performance or market conditions associated with these awards were not met are as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Shares subject to outstanding PVU’s8,151 6,281 7,393 6,280 
The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the exercise price of the Eleventh Amendment Warrants exceeded the average market price of the Company's common stock for the periods presented:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Warrants to purchase common stock
5,568 — 5,568 — 

14.SEGMENT INFORMATION

As of July 1, 2024, the Company has realigned its reportable segments for fiscal year 2025. The Auto & Home business does not meet the quantitative thresholds to be required to continue to be separately disclosed as a reportable segment in accordance with ASC 280, Segment Reporting (“ASC 280”). As a result, the Auto & Home business will be included in an “All Other” category. Prior period information has been recast to conform to the current presentation.

The Company’s operating segments have been determined in accordance with ASC 280. We currently have three reportable segments: i) Senior, ii) Healthcare Services, and iii) Life. Senior primarily sells senior Medicare-related health insurance products. Healthcare Services includes SelectRx, Population Health, and SelectPatient Management. Healthcare Services provides products and services to our Medicare policyholders, which are focused on improving patient health outcomes. Life primarily sells term life and final expense products. The All Other category is reflective of the revenue generated from selling individual automobile and homeowners’ insurance. Additionally, the Company accounts for non-operating activity, share-based compensation expense, depreciation and amortization, goodwill, long-lived asset and intangible asset impairments, certain intersegment eliminations, and the costs of providing corporate and other administrative services in our administrative division, Corporate & Eliminations. These services are not directly identifiable with our reportable segments and are shown in the tables below to reconcile the reportable segments to the consolidated financial statements. We have not aggregated any operating segments together to represent a reportable segment.

Our operating segments are determined based on how our chief executive officer, who also serves as our CODM manages our business, regularly accesses information, and evaluates performance for operating decision-making purposes, including allocation of resources. Adjusted EBITDA is our segment profit measure and a key

measure used by our CODM and Board of Directors to understand and evaluate the operating performance of our business and on which internal budgets and forecasts are based and approved. We define Adjusted EBITDA as income (loss) before income tax expense (benefit) plus: (i) interest expense, net; (ii) depreciation and amortization; (iii) share-based compensation; (iv) goodwill, long-lived asset, and intangible assets impairments; (v) transaction costs; (vi) loss on disposal of property, equipment and software, net; (vii) other non-recurring expenses and income; and (viii) changes in fair value of warrant liabilities.

The following tables present information about the reportable segments for the periods presented. We do not report total assets by segment as our CODM does not use this information to evaluate operating segment performance. Accordingly, we do not regularly provide such information by segment to our CODM.

Our segment disclosure includes intersegment revenues, which consist of affiliate marketing fees for services provided by our Senior segment to our Healthcare Services and Life segments as well as services provided by Life to other segments. These intersegment transactions are recorded by each segment at amounts that we believe approximate fair value as if the transactions were between third parties and, therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within the “Eliminations of intersegment revenues” and “Corporate & elimination of intersegment profits’ captions in the tables below.

The following table presents information about the reportable segments for the three months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$253,805 $183,281 $39,840 $476,926 
Intersegment revenue1,773 89 21 1,883 
Total revenue from reportable segments
$255,578 $183,370 $39,861 $478,809 
All other revenue
4,143 
Eliminations of intersegment revenues
(1,883)
Total consolidated revenue
$481,069 

(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$100,521 $2,212 $7,423 $110,156 
All other Adjusted EBITDA
2,303 
Corporate & elimination of intersegment profits(24,940)
Share-based compensation expense(4,699)
Transaction costs (1)
(6,719)
Depreciation and amortization(5,060)
Loss on disposal of property, equipment, and software, net(122)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(23,721)
Income before income tax expense (benefit)
$39,556 
(1) These expenses primarily consist of financing transaction costs ($6.7 million).


The following table presents information about the reportable segments for the three months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$245,897 $111,710 $37,344 $394,951 
Intersegment revenue1,632 — 23 1,655 
Total revenue from reportable segments
$247,529 $111,710 $37,367 $396,606 
All other revenue
10,487 
Eliminations of intersegment revenues
(1,655)
Total consolidated revenue
$405,438 

(in thousands)SeniorHealthcare ServicesLife
Total
Adjusted Segment EBITDA
$78,713 $2,981 $4,569 $86,263 
All other Adjusted EBITDA
4,725 
Corporate & elimination of intersegment profits(23,574)
Share-based compensation expense(3,822)
Transaction costs (1)
(2,400)
Depreciation and amortization(5,898)
Interest expense, net
(24,415)
Income before income tax expense (benefit)
$30,879 
(1) These expenses primarily consist of financing transaction costs.

The following table presents information about the reportable segments for the six months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$345,169 $338,947 $79,106 $763,222 
Intersegment revenue3,318 161 45 3,524 
Total revenue from reportable segments
$348,487 $339,108 $79,151 $766,746 
All other revenue
10,110 
Eliminations of intersegment revenues
(3,524)
Total consolidated revenue
$773,332 


(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$108,247 $7,089 $13,383 $128,719 
All other Adjusted EBITDA
6,099 
Corporate & elimination of intersegment profits(48,983)
Share-based compensation expense(8,545)
Transaction costs (1)
(7,544)
Depreciation and amortization(10,659)
Loss on disposal of property, equipment, and software, net(157)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(46,752)
Income before income tax expense (benefit)
$4,536 
(1) These expenses primarily consist of non-restructuring severance expenses ($0.5 million) and financing transaction costs ($7.0 million).

The following table presents information about the reportable segments for the six months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$334,458 $209,078 $75,116 $618,652 
Intersegment revenue2,987 — 54 3,041 
Total revenue from reportable segments
$337,445 $209,078 $75,170 $621,693 
All other revenue
19,515 
Eliminations of intersegment revenues
(3,041)
Total consolidated revenue
$638,167 


(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$77,376 $5,304 $9,808 $92,488 
All other Adjusted EBITDA
8,045 
Corporate & elimination of intersegment profits(44,495)
Share-based compensation expense(6,997)
Transaction costs (1)
(4,305)
Depreciation and amortization(11,887)
Loss on disposal of property, equipment, and software, net(9)
Interest expense, net(45,811)
Loss before income tax expense (benefit)$(12,971)
(1) These expenses primarily consist of financing transaction costs.

Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s condensed consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the three months ended December 31, 2024, three insurance carrier customers accounted for 38% (UHC), 14% (Humana), and 16% (Aetna) of total revenue. For the three months ended December 31, 2023, three customers accounted for 32% (UHC), 19% (Humana), and 16% (Aetna) of total revenue. For the six months ended December 31, 2024, three customers accounted for 35% (UHC), 13% (Humana), and 17% (Aetna) of total revenue. For the six months ended December 31, 2023, three customers accounted for 32% (UHC), 18% (Humana) and 12% (Aetna) of total revenue, respectively. For all periods presented, the revenue was provided by both the Senior and Healthcare Services segments. For all periods presented, the revenue was provided by both the Senior and Healthcare Services segments.

15.     SUBSEQUENT EVENTS

Management has evaluated subsequent events pursuant to the requirements of ASC 855, Subsequent Events, from the balance sheet date through the date the financial statements were issued and has determined that there are the following material subsequent events.

Senior Preferred Stock Purchase Agreements

On February 10, 2025, the Company entered into a Senior Preferred Stock Purchase Agreement (the “Morgan Stanley Purchase Agreement”), with NL Monarch Holdings LLC (“Morgan Stanley”) and a Senior Preferred Stock Purchase Agreement (the “Bain Purchase Agreement” and together with the Morgan Stanley Purchase Agreement, the “Senior Preferred Stock Purchase Agreements”) with NL Monarch Holdings II LLC (“Bain,” and together with Morgan Stanley, the “Purchasers” or the “Lead Investors,” and each, a “Purchaser”), providing for an aggregate investment by the Purchasers of $350.0 million in cash in the Company (collectively, the “Investment”).

The Company has agreed to issue and sell an aggregate of 350,000 shares of Senior Non-Convertible Preferred Stock of the Company, par value $0.01 per share, (the “Preferred Stock”), with a face value per share of $1,000 (“Original Liquidation Preference”), and 30,833,333 warrants to purchase shares of the Company’s common stock, par value $0.01 (the “Common Stock”). Each of (1) Morgan Stanley, for an aggregate investment by Morgan Stanley of $175.0 million, pursuant to the Morgan Stanley Purchase Agreement, and (2) Bain, for an aggregate investment by Bain of $175.0 million pursuant to the Bain Purchase Agreement, will purchase: (a) 175,000 shares of

Preferred Stock; (b) warrants to purchase 6,740,740.5 shares of Common Stock at an initial exercise price of $0.01 per share (the “Tranche A Warrants”); (c) warrants to purchase 5,055,555.5 shares of Common Stock at initial exercise price equal to the thirty (30)-day volume weighted average of the closing sales price of the Common Stock, determined on the date which is forty-five (45) days following February 10, 2025 (provided, that if such volume weighted average is (i) less than $2.15, the exercise price will be $2.15, and (ii) greater than $4.00, the exercise price will be $4.00) (the “Tranche B Warrants”); and (d) warrants to purchase 3,620,370.5 shares of Common Stock at an initial exercise price $5.50 per share (the “Tranche C Warrants,” and together with the Tranche A Warrants and the Tranche B Warrants, the “Preferred Warrants”), in the case each series of Preferred Warrants, subject to customary anti-dilution adjustments. Dividends on each share of Preferred Stock will accrue daily at an initial rate of 14.5% per annum, subject to certain adjustments, and will be payable quarterly.

The Company will issue 85% of the aggregate Preferred Warrants that are allocated to each Purchaser at funding. On January 2, 2026, the Company will issue the balance of the aggregate Preferred Warrants that are allocated to each Purchaser, provided that if on or prior to December 31, 2025 the Company has redeemed any of the shares of Preferred Stock (the aggregate Original Liquidation Preference (as defined in the Certificate of Designation) of the shares of Preferred Stock redeemed by the Company, the “Early Redemption Amount”), then the aggregate number of additional Tranche A Warrants, Tranche B Warrants and Tranche C Warrants to be issued to the Purchasers on January 2, 2026 will be reduced pro rata by a percentage equal to the Early Redemption Amount divided by $50.0 million. If the Early Redemption Amount equals $50.0 million, then no additional Tranche A Warrants, Tranche B Warrants or Tranche C Warrants will be issued to either of the Purchasers.

Upon consummation of the transactions described above, the Company will reimburse certain of the Purchasers’ expenses and pay to the Purchasers an aggregate closing fee of 3.0% of the aggregate purchase price of the Preferred Stock and Preferred Warrants.

The issuance of the Preferred Stock and Preferred Warrants pursuant to the Senior Preferred Stock Purchase Agreements will occur on February 28, 2025. The Senior Preferred Stock Purchase Agreements contain representations, warranties, indemnification and other provisions customary for transactions of this nature, including certain standstill provisions.

Senior Secured Credit Facility

On February 10, 2025, the Company also entered into a Twelfth Amendment (the “Twelfth Amendment”) to the Senior Secured Credit Facility. The Twelfth Amendment permits certain amendments to the Senior Secured Credit Facility to, among other things (1) permit certain modifications to the asset coverage and minimum liquidity covenants and (2) permit certain other modifications (including changing the cash and PIK interest applicable to the outstanding term loans as set forth below) as a result of the partial prepayment of term loans that will be made with the net proceeds received by the Company from the sale of Preferred Stock described below.

Following the effectiveness of the Twelfth Amendment and until January 1, 2027 the term loans under the amended agreement will accrue cash and PIK interest (A) at a rate per annum equal to either (a) SOFR (subject to a floor of 3.00%) plus 6.50% or (b) a base rate plus 5.50% and (B) at a rate per annum equal 0%-3% for PIK interest, depending on the Company’s asset coverage ratio as of the date of calculation. The interest rate may decrease prior to January 1, 2027 as set forth in the Twelfth Amendment if the Company achieves certain repayment milestones set forth in the amended agreement. The term loans outstanding after January 1, 2027 will accrue cash and PIK interest (A) at a rate per annum equal to either (a) SOFR (subject to a floor of 3.00%) plus 6.50% or (b) a base rate plus 5.50% and (B) at a rate per annum equal 3% for PIK interest.

The amendments set forth in the Twelfth Amendment will be effective concurrently with the Company’s receipt of the proceeds from the issuance of the Preferred Stock and the Preferred Warrants pursuant to the Senior Preferred Stock Purchase Agreements on February 28, 2025.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis of our financial condition and result of operations together with our condensed consolidated financial statements and footnotes included elsewhere in this Quarterly Report on Form 10-Q. In addition to historical information, this discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. The forward-looking statements are not historical facts, but rather are based on current expectations, estimates, assumptions and projections about our industry, business and future financial results. Please refer to a discussion of the Company’s forward-looking statements and associated risks in “Cautionary Note Regarding Forward-Looking Statements” in our Annual Report. Our actual results may differ materially from those discussed below. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors” in our Annual Report and in Part II, Item 1A hereof.

Company Overview

SelectQuote, Inc. (together with its subsidiaries, “SelectQuote”, the “Company”, “we”, “us”) is a leading technology-enabled, direct-to-consumer (“DTC”) distribution and engagement platform for selling insurance policies and healthcare services. Our insurance distribution business, which has operated continuously for nearly 40 years, allows consumers to transparently and conveniently shop for senior health, life, and automobile and home insurance policies from a curated panel of the nation’s leading insurance carriers. As an insurance distributor, we do not insure the consumer, but rather identify consumers looking to acquire insurance products and place these consumers with insurance carrier partners that provide these products. In return, we earn commissions from our insurance carrier partners for the policies we sell on their behalf. Our proprietary technology allows us to take a broad funnel approach to marketing by analyzing and identifying high-quality consumer leads sourced from a wide variety of online and offline marketing channels including digital marketing, radio, television, and third-party marketing partners. We monitor our acquisition costs to dynamically allocate our marketing spend to the most attractive channels, benefiting from nearly 40 years of data accumulated through our proprietary, purpose-built technologies. Our advanced workflow processing system scores each acquired lead in real time, matching it with a sales agent whom we determine is best suited to meet the consumer’s need. Our platform then captures and utilizes our experience to further build upon the millions of data points that feed our marketing algorithms, further enhancing our ability to deploy subsequent marketing dollars efficiently and target more high-quality consumer leads. We have built our business model to maximize commissions collected over the life of an approved policy, a metric we refer to as “ lifetime value of commissions” or “LTV”, which is a key component to our overall profitability.

Our proprietary routing and workflow system is a key competitive advantage and driver of our business performance. Our systems analyze and intelligently route consumer leads to agents and allow us to monitor, segment, and enhance our agents’ performance. This technological advantage also allows us to rapidly conduct a needs-based, tailored analysis for each consumer that maximizes sales, enhances customer retention, and ultimately maximizes LTV’s. Our expertise and value add stems from the coupling of our technology with our skilled agents, which provides greater transparency in pricing terms and choice and an overall better consumer experience. When customers are satisfied, their propensity to switch policies decreases, thereby improving retention rates (“persistency”), increasing LTV’s and, ultimately, optimizing our financial performance and shareholder value.

SelectQuote has a long history of successful DTC product distribution and consumer engagement, and we bring this same capability to healthcare services. We saw a large opportunity to leverage our existing customer base and distribution model to improve education and access to healthcare services for our senior consumers and to create value for our shareholders and insurance carrier partners. SelectQuote’s value lies in our ability to engage the consumer, capture critical self-reported information in real-time, and then take action on that information to offer each consumer personalized solutions. Our healthcare services business seeks to provide consumers with a wide breadth of products supporting their needs, such as SelectRx, our Patient-Centered Pharmacy HomeTM (“PCPH”) accredited pharmacy, which has already demonstrated SelectQuote’s ability to leverage our strong consumer engagement to drive immediate value using our existing operational infrastructure. Whether through acquisitions or

new partnerships, we continue to look for more opportunities to leverage our strengths to expand our healthcare services business.

We evaluate our business using the following three reportable segments:

Senior was launched in 2010 and provides unbiased comparison shopping for Medicare Advantage (“MA”) and Medicare Supplement (“MS”) insurance plans as well as prescription drug and dental, vision, and hearing (“DVH”) plans, and critical illness products. We represent approximately 25 leading, nationally-recognized insurance carrier partners, including UHC, Humana, Aetna, and Wellcare. MA and MS plans accounted for 93% and 92% of our approved Senior policies for the three months ended December 31, 2024 and 2023, respectively, and 91% and 91% for the six months ended December 31, 2024, and 2023, respectively, with other ancillary type policies accounting for the remainder.

Healthcare Services, launched in 2021, offers various health-related products and services through SelectRx, Population Health, and most recently, SelectPatient Management. SelectRx offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management, providing long-term pharmacy care that enables patients to optimize medication adherence to drive positive health outcomes, while enabling patients managing polypharmacy and multiple chronic conditions to remain at home. Through Population Health, we utilize our excellent consumer engagement capabilities to capture valuable self-reported information in real-time for our insurance carrier partners by completing Health Risk Assessments (“HRAs”). We then use that data to take a real-time, proactive, and personalized approach to offer various health-related products and services to the consumer, such as our pharmacy services from SelectRx. In 2024, we launched SelectPatient Management (“SPM”), via a $4.0 million acquisition of an existing chronic care management platform, which offers providers, payers, and Accountable Care Organizations scalable, technology-enhanced services for patients living with chronic conditions. Through consistent, trust-based patient engagement, SPM helps patients navigate the care continuum, focusing on non-clinical factors so physicians can focus on the more critical needs of their patients. We believe that offering these services enables healthcare to be more accessible, convenient, and personalized for our members.

Life is one of the country’s largest and most established DTC insurance distributors for term life insurance, having sold over 2.4 million policies nationwide since our founding in 1985. Our platform provides unbiased comparison shopping for life insurance products such as term life, final expense, and other ancillary products like critical illness, accidental death, and juvenile insurance. We represent approximately 20 leading, nationally-recognized insurance carrier partners, with many of these relationships exceeding 20 years. Term life policies accounted for 44% and 47% of new premium within the Life segment for the three months ended December 31, 2024 and 2023, respectively, with final expense policies accounting for 56% and 53% for the three months ended December 31, 2024 and 2023, respectively. For the six months ended December 31, 2024 and 2023, term life policies accounted for 41% and 48% of new premium within Life, respectively, with final expense policies accounting for 59% and 52%, respectively.

Our other operations which do not meet the criteria to be a separate reportable segment are consolidated and reported as “All other” which represents a shopping platform for auto, home, and specialty insurance lines.

The three and six months ended December 31 referenced throughout the commentary below refers to the second quarter and fiscal year-to-date performance of our fiscal years ending on June 30, 2025 and 2024.

Key Business and Operating Metrics by Segment

In addition to traditional financial metrics, we rely upon certain business and operating metrics to estimate and recognize revenue, evaluate our business performance, and facilitate our operations. In Senior, our primary product, Medicare Advantage, pays us flat commission rates based on the number of policies we sell on behalf of our insurance carrier partners. Therefore, we have determined that units and unit metrics are the most appropriate measures to evaluate the performance of Senior. For Healthcare Services, our primary source of revenue is

pharmacy revenue from SelectRx, so the total number of SelectRx members and the prescriptions shipped per day are the most appropriate measures used to evaluate the performance of Healthcare Services as these metrics drive top-line revenue. In Life, we are typically paid a commission that is a percent of the premium that we generate for our insurance carrier partners. Therefore, we have determined that premium-based metrics are the most relevant measures to evaluate the performance of the segment. Below are the most relevant business and operating metrics for each segment:

Senior

Submitted Policies

Submitted policies are counted when an individual completes an application with our licensed agent and provides authorization to them to submit it to the insurance carrier partner. The applicant may have additional actions to take before the application will be reviewed by the insurance carrier.

The following table shows the number of submitted policies for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
Medicare Advantage284,774 271,712 387,055 376,244 
All other (1)
26,861 24,049 43,117 38,969 
Total311,635 295,761 430,172 415,213 
(1) Represents the submitted policies for medicare supplement, dental, vision and hearing, prescription drug plan and other.

Total submitted policies for all products increased 5% for the three months ended December 31, 2024, compared to the three months ended December 31, 2023. This was driven by a 24% increase in overall close rates, a 33% increase in production per productive agent offset by a 25% decrease in average total productive agents.

Total submitted policies for all products increased 4% for the six months ended December 31, 2024, compared to the six months ended December 31, 2023. This was driven by a 12% increase in overall close rates, a 19% increase in production per productive agent offset by a 13% decrease in average total productive agents.


Approved Policies

Approved policies represents the number of submitted policies that were approved by our insurance carrier partners for the identified product during the indicated period. Not all approved policies will go in force.

The following table shows the number of approved policies for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
Medicare Advantage247,849 234,576 339,529 332,257 
All other (1)
19,714 19,985 32,693 32,180 
Total267,563 254,561 372,222 364,437 
(1) Represents the approved policies for medicare supplement, dental, vision and hearing, prescription drug plan and other.

In general, the relationship between submitted policies and approved policies has been steady over time. Therefore, factors impacting the number of submitted policies also impact the number of approved policies.


Total approved policies for all products increased by 5% for the three months ended December 31, 2024, compared to the three months ended December 31, 2023, which correlates to the increase in submitted policies.

Total approved policies for all products increased 2% for the six months ended December 31, 2024, compared to the six months ended December 31, 2023. Fluctuations in approved policies are normally in direct correlation to submitted policies; however, the approved policies increased slightly less than submitted policies due to carrier mix.

Lifetime Value of Commissions per Approved Policy

The lifetime value of commissions (the “LTV”) per approved policy represents commissions estimated to be collected over the estimated life of an approved policy based on multiple factors, including but not limited to, contracted commission rates, carrier mix, and expected policy persistency with applied constraints. The LTV per approved policy is equal to the sum of the commission revenue due upon the initial sale of a policy, and when applicable, an estimate of future renewal commissions. The estimate of the future renewal commissions is determined using contracted renewal commission rates, which does not include marketing development funds or production bonuses, constrained by a persistency-adjusted 10-year renewal period based on a combination of our historical experience and available insurance carrier historical experience to estimate renewal revenue only to the extent probable that a significant reversal in revenue would not be expected to occur. These factors may result in varying values from period to period. The LTV per approved policy represents commissions only from policies sold during the period; it does not include any updated estimates of prior period variable consideration based on actual policy renewals in the current period.

The following table shows the LTV per approved policy for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
Medicare Advantage$907 $934 $881 $883 
All other (1)
111 112 134 131 
(1) Represents the weighted average LTV per approved policy.

The LTV per MA approved policy decreased 3% for the three months ended December 31, 2024, compared to the three months ended December 31, 2023, primarily due to carrier mix.

The LTV per MA approved policy decreased less than 1% for the six months ended December 31, 2024, compared to the six months ended December 31, 2023, primarily due to carrier mix.

Healthcare Services

The total number of SelectRx members represents the amount of active customers to which an order has been shipped and the prescriptions per day represents the total average prescriptions shipped per business day. These two metrics are the primary drivers of revenue for Healthcare Services.

SelectRx Members

The following table shows the total number of SelectRx members as of the date presented:

December 31, 2024December 31, 2023
Total SelectRx Members96,69562,623


The total number of SelectRx members increased by 54% as of December 31, 2024, compared to December 31, 2023, due to our continued operating strategy to grow SelectRx.

Prescriptions Per Day

The following table shows the average prescriptions shipped per day for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
2024202320242023
Prescriptions Per Day
26,84617,01025,92216,244

Life

Life premium represents the total premium value for all policies that were approved by the relevant insurance carrier partner and for which the policy document was sent to the policyholder and payment information was received by the relevant insurance carrier partner during the indicated period. Because our commissions are earned based on a percentage of total premium, total premium volume for a given period is the key driver of revenue for Life.

The following table shows term and final expense premiums for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands):2024202320242023
Term Premiums$17,311 $17,398 $32,529 $35,588 
Final Expense Premiums22,13919,38846,61239,087
Total$39,450 $36,786 $79,141 $74,675 

Total term premiums decreased 1% for the three months ended December 31, 2024, compared to the three months ended December 31, 2023, due to a 7% decrease in the number of policies sold, partially offset by a 7% increase in the average premium per policy sold. Final expense premiums increased 14% for the three months ended December 31, 2024, compared to the three months ended December 31, 2023, due to a 4% increase in the average premium per policy sold and a 9% increase in the number of policies sold.

Total term premiums decreased 9% for the six months ended December 31, 2024, compared to the six months ended December 31, 2023, due to a 4% increase in the average premium per policy sold and a 12% decrease in the number of policies sold. Final expense premiums increased 19% for the six months ended December 31, 2024, compared to the six months ended December 31, 2023, due to a 3% increase in the average premium per policy sold and a 16% increase in the number of policies sold.


Key Components of our Results of Operations

The following table sets forth our operating results and related percentage of total revenues for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Revenue
Commissions and other services
$301,069 63 %$296,643 73 %$440,449 57 %$434,584 68 %
Pharmacy180,000 37 %108,795 27 %332,883 43 %203,583 32 %
Total revenue481,069 100 %405,438 100 %773,332 100 %638,167 100 %
Operating costs and expenses
Cost of commissions and other services revenue101,138 21 %97,424 24 %166,872 22 %169,935 27 %
Cost of goods sold—pharmacy revenue156,201 32 %94,180 23 %285,724 37 %178,188 28 %
Marketing and advertising97,725 20 %117,078 29 %161,489 22 %179,400 28 %
Selling, general, and administrative45,021 9 %33,412 8 %81,166 10 %62,078 10 %
Technical development10,044 2 %8,050 2 %19,119 2 %15,687 2 %
Total operating costs and expenses410,129 84 %350,144 86 %714,370 93 %605,288 95 %
Income from operations
70,940 15 %55,294 14 %58,962 8 %32,879 5 %
Interest expense, net(23,721)(5)%(24,415)(6)%(46,752)(5)%(45,811)(7)%
Other expense, net
(7,663)(2)%— — %(7,674)(1)%(39)— %
Income (loss) before income tax expense (benefit)
39,556 8 %30,879 8 %4,536 2 %(12,971)(2)%
Income tax expense (benefit)
(13,680)(3)%11,487 3 %(4,154)(1)%(1,312)— %
Net income (loss)
$53,236 11 %$19,392 5 %$8,690 1 %$(11,659)(2)%

Revenue

We earn revenue in the form of commission payments from our insurance carrier customers, for the initial year the insurance policy is in effect (“first year”) and, where applicable, for each subsequent year the policy renews (“renewal year”), in addition to production bonuses and marketing development funds received from some insurance carriers. Production bonuses are based on attaining various predetermined target sales levels or other agreed upon objectives, whereas marketing development funds may or may not contain such predetermined targets and are used to purchase leads. These, along with other services revenue from Healthcare Services (excluding SelectRx revenue discussed below) and our lead generation business, InsideResponse (of which the majority is eliminated as intersegment revenue), are presented in our consolidated statements of comprehensive income (loss) as commissions and other services revenue. Pharmacy revenue on the consolidated statements of comprehensive income (loss) includes revenue from the sale of prescription and OTC medication products from SelectRx.

Revenue is recognized at different milestones for Senior and Life and is based on the contractual enforceable rights, our historical experience, and established customer business practices. Other services revenues from our Healthcare Services segment (excluding SelectRx revenue discussed below) is recognized when the

performance obligation has been met, which is at different times for our various services (e.g. the HRA has been performed, a transfer has been made to a health-related partner, or SPM has provided care management services to a member), the transaction price is known based on volume and contractual prices, and we have no further performance obligations. Lead generation revenue is recognized when the generated lead is accepted by our customers, which is the point of sale, and we have no performance obligation after the delivery. Revenues generated from SelectRx are recognized upon shipment. At the time of shipment, we have performed all of our performance obligations and control of the product has been transferred to the customer. There are no future revenue streams or variable consideration associated as the transaction price is fixed at time of shipment, and any subsequent new order is its own performance obligation.

The following table presents our revenue for the periods presented and the percentage changes from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)20242023
2024 vs. 2023
20242023
2024 vs. 2023
Commissions and other services
$301,069 $296,643 1%$440,449 $434,584 1%
Pharmacy180,000 108,795 65%332,883 203,583 64%
Total revenue$481,069 $405,438 19%$773,332 $638,167 21%

Three Months Ended December 31, 2024 and 2023–Commissions and other services revenue increased $4.4 million, or 1%, for the three months ended December 31, 2024 primarily due to an increase in Senior and Life commissions revenue by $7.9 million and $2.4 million, respectively, offset by a decrease in other commissions revenue of $6.3 million. Senior’s increase was primarily due to a $7.9 million increase in commissions revenue driven by a 5% increase in approved policies. The $2.4 million increase in Life commissions revenue was primarily driven by a $1.8 million increase in final expense revenue. The decrease in other commissions revenue is driven by a $6.3 million decrease in Auto & Home commissions revenue due to the change in strategic direction to reduce revenue growth for Auto & Home based on our limited resources. Pharmacy revenue increased $71.2 million, or 65%, primarily due to the 54% increase in members from the growth of the SelectRx business.

Six Months Ended December 31, 2024 and 2023–Commission and other services revenue increased $5.9 million, or 1%, for the six months ended December 31, 2024, primarily due to increases in Senior and Life commissions revenue of $8.8 million, and $3.8 million, offset by a decrease in other commissions revenue of $9.3 million, respectively. For Senior, this was driven by a 2% increase in approved policies. The increase in Life commissions revenue was primarily by a $6.0 million increase in final expense revenue offset by a $2.2 million decrease in term revenue. The decrease in other commissions revenue is driven by a $9.3 million decrease in Auto & Home commissions revenue due to the change in strategic direction to reduce revenue growth for Auto & Home based on our limited resources. The $129.3 million increase in pharmacy revenue was due to the increase in members due to the expansion of the SelectRx business.

Operating Costs and Expenses

Cost of Commissions and Other Services Revenue

Cost of commissions and other services revenue represents the direct costs associated with fulfilling our obligations to our customers in Senior, Life, and Healthcare Services (excluding SelectRx discussed below); primarily compensation, benefits, and licensing for sales agents, customer success agents, fulfillment specialists, and others directly engaged in serving customers. It also includes allocations for facilities, telecommunications, and software maintenance costs, which are all based on headcount. Facilities costs include rent and utilities expenses and other costs to maintain our office locations. Telecommunications and software maintenance costs includes costs related to the internal phone systems and various software applications that our agents use to make sales. These costs

directly correlate to the number of agents we have as we are primarily charged based on per person usage for the phone systems and software applications.

The following table presents our cost of commissions and other services revenue for the periods presented and the percentage change from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)202420232024 vs. 2023202420232024 vs. 2023
Cost of commissions and other services revenue
$101,138 $97,424 4%$166,872 $169,935 (2)%

Three Months Ended December 31, 2024 and 2023—Cost of commissions and other service revenue increased $3.7 million, or 4%, for the three months ended December 31, 2024, primarily due to a $4.8 million increase in compensation costs, offset by a $0.8 million decrease in other operating expenses in Senior. The $4.8 million increase in compensation costs is primarily made up of a $3.6 million increase in costs for our sales and customer care agents in Senior, and a $0.4 million increase in costs for sales and customer care agents in Life.

Six Months Ended December 31, 2024 and 2023—Cost of commissions and other service revenue decreased $3.1 million, or 2%, for the six months ended December 31, 2024, primarily due to a $1.0 million decrease in licensing fees in Senior, combined with a $0.7 million decrease in compensation costs and a $1.1 million decrease in other operating expenses in Senior. The $0.7 million decrease in compensation costs is primarily made up of a $3.2 million decrease in costs for our sales and customer care agents in Senior, offset by a $5.4 million increase in costs for sales and customer care agents in Healthcare Services and a $0.9 million increase in Life.

Cost of Goods Sold-Pharmacy Revenue

Cost of goods sold-pharmacy revenue represents the direct costs associated with fulfilling pharmacy patient orders for SelectRx. Such costs primarily consist of medication costs and compensation costs for licensed pharmacists, pharmacy technicians, and other employees directly associated with fulfilling orders such as packaging and shipping clerks. It also includes shipping, supplies, other order fulfillment costs including part of the one-time customer onboarding costs, and certain facilities overhead costs such as rent, maintenance, and depreciation related to the pharmacy production process.

The following table presents our cost of goods sold-pharmacy revenue for the periods presented and the percentage change from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)202420232024 vs. 2023202420232024 vs. 2023
Cost of goods sold—pharmacy revenue$156,201 $94,180 66%$285,724 $178,188 60%

Three Months Ended December 31, 2024 and 2023–Cost of goods sold-pharmacy revenue increased $62.0 million, or 66%, for the three months ended December 31, 2024, primarily due to a $53.8 million increase in medication costs as the number of SelectRx members increased 54% over the prior year as well as a $4.7 million increase in compensation costs due to a 64% increase in the number of employees directly associated with fulfilling pharmacy orders.

Six Months Ended December 31, 2024 and 2023–Cost of goods sold-pharmacy revenue increased $107.5 million, or 60%, for the six months ended December 31, 2024, primarily due to an $92.0 million increase in

medication costs as the number of SelectRx members increased 54% over the prior year as well as a $10.0 million increase in compensation costs due to a 74% increase in the number of employees directly associated with fulfilling pharmacy orders.

Marketing and Advertising

Marketing and advertising expenses consist primarily of the direct costs associated with marketing and advertising of our services, such as television and radio commercials and online advertising. These direct costs generally represent the vast majority of our marketing and advertising expenses. Other costs consist of compensation and other expenses related to marketing, business development, partner management, public relations, carrier relations personnel who support our offerings, and allocations for facilities, telecommunications, and software maintenance costs. Our marketing and advertising costs increase during AEP and OEP to generate more leads during these high-volume periods.

The following table presents our marketing and advertising expenses for the periods presented and the percentage changes from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)202420232024 vs. 2023202420232024 vs. 2023
Marketing and advertising$97,725 $117,078 (17)%$161,489 $179,400 (10)%

Three Months Ended December 31, 2024 and 2023–Marketing and advertising expenses decreased $19.4 million, or 17%, for the three months ended December 31, 2024, primarily due to a $16.3 million decrease in lead costs and a $2.2 million decrease in compensation costs. The decrease in lead costs was attributable to an increase in close rates of approximately 25% for Senior during the 2024 AEP period.

Six Months Ended December 31, 2024 and 2023–Marketing and advertising expenses decreased $17.9 million, or 10%, for the six months ended December 31, 2024, due to a $15.2 million decrease in lead costs and a $1.9 million decrease in compensation costs. The decrease in lead costs was attributable to an increase in close rates of approximately 25% for Senior during the 2024 AEP period.

Selling, General, and Administrative

Selling, general, and administrative expenses include compensation and benefits costs for staff working in our executive, finance, accounting, recruiting, human resources, administrative, business intelligence, data science, and part of the SelectRx customer onboarding departments. These expenses also include fees paid for outside professional services, including audit, tax, and legal fees and allocations for facilities, telecommunications, and software maintenance costs.

The following table presents our selling, general, and administrative expenses for the periods presented and the percentage changes from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)202420232024 vs. 2023202420232024 vs. 2023
Selling, general, and administrative
$45,021 $33,412 35%$81,166 $62,078 31%


Three Months Ended December 31, 2024 and 2023–Selling, general, and administrative expenses increased $11.6 million, or 35%, for the three months ended December 31, 2024, primarily due to a $4.9 million increase in compensation costs, a $2.0 million increase in bad debt expense related to SelectRx, and a $4.5 million increase in corporate development. The increase in compensation costs was primarily related the growth of SelectRx. The increase in corporate development is related to the securitization transaction.

Six Months Ended December 31, 2024 and 2023–Selling, general, and administrative expenses increased $19.1 million, or 31%, for the six months ended December 31, 2024, primarily due to $10.1 million increase in compensation costs, a $4.2 million increase in bad debt expense related to SelectRx and a $3.1 million increase in corporate development. The increase in compensation costs was primarily related the growth of SelectRx. The increase in corporate development is related to the securitization transaction.

Technical Development

Technical development expenses consist primarily of compensation and benefits costs for internal and external personnel associated with developing, maintaining and enhancing our applications, infrastructure and other IT-related functions as well as allocations for facilities, telecommunications and software maintenance costs.

The following table presents our technical development expenses for the periods presented and the percentage changes from the prior year:
Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)202420232024 vs. 2023202420232024 vs. 2023
Technical development$10,044 $8,050 25%$19,119 $15,687 22%

Three Months Ended December 31, 2024 and 2023–Technical development expenses increased $2.0 million, or 25%, for the three months ended December 31, 2024, primarily due to a $1.6 million increase in compensation costs due to an increase in headcount for technology personnel and a $0.2 million increase in costs related to trainings and seminars.

Six Months Ended December 31, 2024 and 2023–Technical development expenses increased $3.4 million, or 22%, for the six months ended December 31, 2024, primarily due to a $3.2 million increase in compensation costs due to an increase in headcount for technology personnel.

Interest Expense, Net

The following table presents our interest expense, net for the periods presented and the percentage changes from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)
20242023
2024 vs. 2023
202420232024 vs. 2023
Interest expense, net$23,721 $24,415 (3)%$46,752 $45,811 2%

Three Months Ended December 31, 2024 and 2023–Interest expense decreased $0.7 million, or 3%, for the three months ended December 31, 2024, as a result of the Company’s lower cost of capital after completing the securitization transaction.

Six Months Ended December 31, 2024 and 2023–Interest expense increased $0.9 million, or 2%, for the six months ended December 31, 2024, as a result of higher interest rates during the period.


Income Taxes

The following table presents our provision for income taxes for the periods presented and the percentage changes from the prior year:

Three Months Ended December 31,Percent ChangeSix Months Ended December 31,Percent Change
(dollars in thousands)20242023
2024 vs. 2023
202420232024 vs. 2023
Income tax expense (benefit)
$(13,680)$11,487 (219)%$(4,154)$(1,312)217%
Effective tax rate(34.6)%37.2 %(91.6)%10.1 %

Three Months Ended December 31, 2024 and 2023–For the three months ended December 31, 2024 and 2023, we recognized income tax benefit and expense of $13.7 million and $11.5 million, respectively, representing effective tax rates of (34.6)% and 37.2%, respectively. The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments. The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

Six Months Ended December 31, 2024 and 2023–For the six months ended December 31, 2024 and 2023, the Company recognized income tax benefits of $4.2 million and $1.3 million, respectively, representing effective tax rates of (91.6)% and 10.1%, respectively. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

Segment Information

As of July 1, 2024, the Company has realigned its reportable segments for fiscal year 2025. The Auto & Home business does not meet the quantitative thresholds to be required to continue to be separately disclosed as a reportable segment in accordance with ASC 280. As a result, the Auto & Home business will be included in an “All Other” category. Prior period information has been recast to conform to the current presentation.

The Company’s operating segments have been determined in accordance with ASC 280. We currently have three reportable segments: i) Senior, ii) Healthcare Services, and iii) Life. Senior primarily sells senior Medicare-related health insurance products. Healthcare Services includes SelectRx, Population Health, and most recently, SelectPatient Management. Healthcare Services provides products and services to our Medicare policyholders, which are focused on improving patient health outcomes. Life primarily sells term life and final expense products. The All Other category is reflective of the revenue generated from selling individual automobile and homeowners’ insurance. Additionally, the Company accounts for non-operating activity, share-based compensation expense, depreciation and amortization, goodwill, long-lived asset and intangible asset impairments, certain intersegment eliminations, and the costs of providing corporate and other administrative services in our administrative division, Corporate & Eliminations. These services are not directly identifiable with our reportable segments and are shown in the tables below to reconcile the reportable segments to the consolidated financial statements. We have not aggregated any operating segments together to represent a reportable segment.

Our operating segments are determined based on how our chief executive officer, who also serves as our CODM manages our business, regularly accesses information, and evaluates performance for operating decision-

making purposes, including allocation of resources. Adjusted EBITDA is our segment profit measure and a key measure used by our CODM and Board of Directors to understand and evaluate the operating performance of our business and on which internal budgets and forecasts are based and approved. We define Adjusted EBITDA as income (loss) before income tax expense (benefit) plus: (i) interest expense, net; (ii) depreciation and amortization; (iii) share-based compensation; (iv) goodwill, long-lived asset, and intangible assets impairments; (v) transaction costs; (vi) loss on disposal of property, equipment and software, net; (vii) other non-recurring expenses and income; and (viii) changes in fair value of warrant liabilities.

The following tables present information about the reportable segments for the periods presented. We do not report total assets by segment as our CODM does not use this information to evaluate operating segment performance. Accordingly, we do not regularly provide such information by segment to our CODM.

Our segment disclosure includes intersegment revenues, which consist of affiliate marketing fees for services provided by our Senior segment to our Healthcare Services and Life segments as well as services provided by Life to other segments. These intersegment transactions are recorded by each segment at amounts that we believe approximate fair value as if the transactions were between third parties and, therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within the “Eliminations of intersegment revenues” and “Corporate & elimination of intersegment profits’ captions in the tables below.

Three Months Ended December 31, 2024:
(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$253,805 $183,281 $39,840 $476,926 
Intersegment revenue1,773 89 21 1,883 
Total revenue from reportable segments
$255,578 $183,370 $39,861 $478,809 
All other revenue
4,143 
Eliminations of intersegment revenues
(1,883)
Total consolidated revenue
$481,069 

(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$100,521 $2,212 $7,423 $110,156 
All other Adjusted EBITDA
2,303 
Corporate & elimination of intersegment profits(24,940)
Share-based compensation expense(4,699)
Transaction costs (1)
(6,719)
Depreciation and amortization(5,060)
Loss on disposal of property, equipment, and software, net(122)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(23,721)
Income before income tax expense (benefit)
$39,556 
(1) These expenses primarily consist of financing transaction costs ($6.7 million).

Three Months Ended December 31, 2023


(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$245,897 $111,710 $37,344 $394,951 
Intersegment revenue1,632 — 23 1,655 
Total revenue from reportable segments
$247,529 $111,710 $37,367 $396,606 
All other revenue
10,487 
Eliminations of intersegment revenues
(1,655)
Total consolidated revenue
$405,438 

(in thousands)SeniorHealthcare ServicesLife
Total
Adjusted Segment EBITDA
$78,713 $2,981 $4,569 $86,263 
All other Adjusted EBITDA
4,725 
Corporate & elimination of intersegment profits(23,574)
Share-based compensation expense(3,822)
Transaction costs (1)
(2,400)
Depreciation and amortization(5,898)
Loss on disposal of property, equipment, and software— 
Interest expense, net
(24,415)
Income before income tax expense (benefit)
$30,879 
(1) These expenses primarily consist of financing transaction costs.


Six Months Ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$345,169 $338,947 $79,106 $763,222 
Intersegment revenue3,318 161 45 3,524 
Total revenue from reportable segments
$348,487 $339,108 $79,151 $766,746 
All other revenue
10,110 
Eliminations of intersegment revenues
(3,524)
Total consolidated revenue
$773,332 


(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$108,247 $7,089 $13,383 $128,719 
All other Adjusted EBITDA
6,099 
Corporate & elimination of intersegment profits(48,983)
Share-based compensation expense(8,545)
Transaction costs (1)
(7,544)
Depreciation and amortization(10,659)
Loss on disposal of property, equipment, and software, net(157)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(46,752)
Income before income tax expense (benefit)
$4,536 
(1) These expenses primarily consist of non-restructuring severance expenses ($0.5 million) and financing transaction costs ($7.0 million).

Six Months Ended December 31, 2023

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$334,458 $209,078 $75,116 $618,652 
Intersegment revenue2,987 — 54 3,041 
Total revenue from reportable segments
$337,445 $209,078 $75,170 $621,693 
All other revenue
19,515 
Eliminations of intersegment revenues
(3,041)
Total consolidated revenue
$638,167 

(in thousands)SeniorHealthcare ServicesLife
Total
Adjusted Segment EBITDA
$77,376 $5,304 $9,808 $92,488 
All other Adjusted EBITDA
8,045 
Corporate & elimination of intersegment profits(44,495)
Share-based compensation expense(6,997)
Transaction costs (1)
(4,305)
Depreciation and amortization(11,887)
Loss on disposal of property, equipment, and software(9)
Interest expense, net
(45,811)
Loss before income tax expense (benefit)(12,971)
(1) These expenses primarily consist of financing transaction costs.

The following table depicts the disaggregation of revenue by segment and product for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(dollars in thousands)20242023$%20242023$%
Senior:
Medicare advantage commissions$226,716 $217,969 $8,747 4 %$301,187 $292,340 $8,847 3 %
Other Senior commissions
2,185 3,048 (863)(28)%4,765 4,840 (75)(2)%
Other services26,677 26,512 165 1 %42,535 40,265 2,270 6 %
Total Senior revenue255,578 247,529 8,049 3 %348,487 337,445 11,042 3 %
Healthcare Services:
Pharmacy180,000 108,795 71,205 65 %332,883 203,583 129,300 64 %
Other services3,370 2,915 455 16 %6,225 5,495 730 13 %
Total Healthcare Services revenue183,370 111,710 71,660 64 %339,108 209,078 130,030 62 %
Life:
Term commissions18,666 18,113 553 3 %35,030 37,227 (2,197)(6)%
Final expense commissions16,283 14,482 1,801 12 %34,607 28,602 6,005 21 %
Other services4,912 4,772 140 3 %9,514 9,341 173 2 %
Total Life revenue39,861 37,367 2,494 7 %79,151 75,170 3,981 5 %
All other:
Commissions3,972 10,275 (6,303)(61)%9,767 19,090 (9,323)(49)%
Other services171 212 (41)(19)%343 425 (82)(19)%
Total All other revenue
4,143 10,487 (6,344)(60)%10,110 19,515 (9,405)(48)%
Eliminations:
Commissions(1,022)(662)(360)54 %(1,665)(1,118)(547)49 %
Other services(861)(993)132 (13)%(1,859)(1,923)64 (3)%
Total Elimination revenue(1,883)(1,655)(228)14 %(3,524)(3,041)(483)16 %
Total Commissions and other services revenue301,069 296,643 4,426 1 %440,449 434,584 5,865 1 %
Total Pharmacy revenue180,000 108,795 71,205 65 %332,883 203,583 129,300 64 %
Total Revenue$481,069$405,438$75,63119 %$773,332$638,167$135,16521 %


Revenue by Segment

Three Months Ended December 31, 2024 and 2023–Revenue from our Senior segment was $255.6 million for the three months ended December 31, 2024, a $8.0 million, or 3%, increase compared to revenue of $247.5 million for the three months ended December 31, 2023. The increase was due to an $7.9 million, or 4%, increase in commissions revenue.

Revenue from Healthcare Services was $183.4 million for the three months ended December 31, 2024, a $71.7 million, or 64%, increase compared to revenue of $111.7 million for the three months ended December 31, 2023, primarily due to a $71.2 million increase in SelectRx pharmacy revenue.


Revenue from our Life segment was $39.9 million for the three months ended December 31, 2024, a $2.5 million, or 7%, increase compared to revenue of $37.4 million for the three months ended December 31, 2023, primarily due to an $2.4 million increase in commissions revenue.

Six Months Ended December 31, 2024 and 2023–Revenue from Senior was $348.5 million for the six months ended December 31, 2024, a $11.0 million, or 3%, increase compared to revenue of $337.4 million for the six months ended December 31, 2023. The increase was due to a $8.8 million, or 3%, increase in commission revenue combined with a $2.3 million increase in other revenue.

Revenue from Healthcare Services was $339.1 million for the six months ended December 31, 2024, a $130.0 million, or 62%, increase compared to revenue of $209.1 million for the six months ended December 31, 2023, primarily due to a $129.3 million increase in SelectRx pharmacy revenue.

Revenue from Life was $79.2 million for the six months ended December 31, 2024, a $4.0 million, or 5%, increase compared to revenue of $75.2 million for the six months ended December 31, 2023, in line with our updated operating strategy to stabilize our distribution business.

Adjusted EBITDA by Segment

Three Months Ended December 31, 2024 and 2023–Adjusted EBITDA from our Senior segment was $100.5 million for the three months ended December 31, 2024, a $21.8 million, or 28%, increase compared to Adjusted EBITDA of $78.7 million for the three months ended December 31, 2023. The increase was due to a $8.0 million increase in revenue and a $13.8 million decrease in operating costs and expenses, primarily due to a $14.4 million decrease in lead costs partially offset by a $3.6 million increase in compensation costs in Senior.

Adjusted EBITDA from Healthcare Services was $2.2 million for the three months ended December 31, 2024, a $0.8 million decrease compared to Adjusted EBITDA of $3.0 million for the three months ended December 31, 2023. The decrease was due to a $71.7 million increase in revenue, offset by a $72.4 million increase in operating costs and expenses primarily as a result of a $53.8 million increase in medication costs and a $12.7 million increase in compensation costs to support and invest in the growth of SelectRx.

Adjusted EBITDA from our Life segment was $7.4 million for the three months ended December 31, 2024, a $2.9 million, or 62%, increase compared to Adjusted EBITDA of $4.6 million for the three months ended December 31, 2023. The increase in Adjusted EBITDA was due to a $2.5 million increase in revenue and a $0.3 million decrease in operating costs. The decrease in operating costs was primarily due to a $0.8 million decrease in marketing and advertising, partially offset by a $0.7 million increase in compensation costs.

Six Months Ended December 31, 2024 and 2023–Adjusted EBITDA from Senior was $108.2 million for the six months ended December 31, 2024, a $30.9 million increase compared to Adjusted EBITDA of $77.4 million for the six months ended December 31, 2023. The increase was due to a $11.0 million increase in revenue and a $19.8 million decrease in operating costs and expenses primarily due to a $14.4 million reduction in sales and marketing costs, and a $4.5 million reduction in compensation costs.

Adjusted EBITDA from Healthcare Services was $7.1 million for the six months ended December 31, 2024, a $1.8 million increase compared to Adjusted EBITDA of $5.3 million for the six months ended December 31, 2023. The increase was due to a $128.2 million increase in operating costs and expenses primarily as a result of the $92.0 million increase in medication costs and a $24.6 million increase in compensation costs to support and invest in the growth of SelectRx. The increase in operating costs and expenses was offset by the $130.0 million increase in revenue as discussed above.

Adjusted EBITDA from Life was $13.4 million for the six months ended December 31, 2024, a $3.6 million increase compared to Adjusted EBITDA of $9.8 million for the six months ended December 31, 2023. The increase was due to a $0.4 million increase in operating costs and expenses primarily due to a $1.6 million increase

in compensation costs, offset by a $1.0 million decrease in advertising and marketing costs. The decrease in operating costs and expenses was offset by the $4.0 million increase in revenue as discussed above.

Liquidity and Capital Resources

Our liquidity needs primarily include working capital and debt service requirements. Additionally, we are required under the Senior Secured Credit Facility and Indenture to maintain compliance with certain debt covenants, as discussed further in Note 6 to the condensed consolidated financial statements. Based on our financial projections, we believe we will remain in compliance with the debt covenants through the 12 months following the date of issuance of our condensed consolidated financial statements.

Long-term Debt

Significant changes and activity related to our long-term debt since our Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 are discussed below. Refer to Note 6 “Debt” for further discussion on our debt agreements and activity.

Securitization and Indenture

On October 15, 2024, the Company completed a $100.0 million securitization transaction to provide advanced financing against the expected collections for policies previously sold. The Company used the proceeds to pay down a portion of its outstanding term loans. During the six months ended December 31, 2024, the Company received proceeds of $99.1 million, and as of December 31, 2024, had outstanding borrowings of $93.7 million. Refer to Note 6 for further information.

Senior Secured Credit Facility

On October 15, 2024 and in connection with the Indenture, the Company entered into the Eleventh Amendment to its Credit Agreement to (1) extend the scheduled maturity date of the existing term loans, (2) modify financial covenant ratios required to be maintained by the Company for various reporting dates to allow the Company to stay in compliance with the required covenants, and (3) allow the Company to enter into the securitization transaction.

During the six months ended December 31, 2024, the Company repaid $123.2 million of the outstanding term loans, and as of December 31, 2024, had outstanding borrowings of $574.7 million related to the term loans. Refer to Note 6 for further information.

During the six months ended December 31, 2024, the Company received proceeds of $84.9 million and repaid $26.9 million, and as of December 31, 2024, had outstanding borrowings of $58.0 million related to the revolving credit facility. Refer to Note 6 for further information.

Liquidity

As of December 31, 2024 and June 30, 2024, the Company had total debt obligations of $711.9 million and $683.3 million, respectively, under the Senior Secured Credit Facility and the Notes. Management expects that our existing cash, cash equivalents, funds available under the revolving credit facility and cash provided from operations will be sufficient to finance normal working capital needs, investments in properties, facilities and equipment and debt services.

On February 10, 2025, the Company entered into the Senior Preferred Stock Purchase Agreements, pursuant to which the Company will receive aggregate cash proceeds of $339.5 million in connection with the issuance of the Preferred Stock and Preferred Warrants after giving effect to a 3% original issue discount. The Company will use the proceeds to pay $23.0 million of fees incurred in connection with the transactions

contemplated by the Senior Preferred Stock Purchase Agreements, pay down $260.0 million of the outstanding term loan balance, and the remainder to fund operations and pay down the revolving credit facility.

We do not expect to generate sufficient cash flows from operations to enable us to make the remaining milestone payments contemplated in the Eleventh Amendment. If we are unable to secure additional financing from outside sources or otherwise amend the Senior Secured Credit Facility, we will need to obtain additional capital through other means, including future securitization transactions, selling one or more material assets, or substantially reducing the scope of certain of our operations. If we are unable to satisfy our repayment obligations under the Senior Secured Credit Facility or maintain compliance with the covenants therein, we may be in default, which would significantly affect our liquidity.

As of December 31, 2024 and June 30, 2024, our cash, cash equivalents, and restricted cash totaled $13.6 million and $42.7 million, respectively. Additionally, the following table presents a summary of our cash flows for the periods presented below:

Six Months Ended December 31,
(in thousands)20242023
Net cash used in operating activities$(45,304)$(49,239)
Net cash used in investing activities(4,846)(5,692)
Net cash provided (used in) financing activities
21,093 (17,376)

Operating Activities

Net cash used in operating activities primarily consists of net income, adjusted for certain non-cash items including depreciation; amortization of intangible assets and internally developed software; deferred income taxes; share-based compensation expense; amortization of debt issuance costs and discount; accrued interest; non-cash lease expenses; and the effect of changes in working capital and other activities.

Collection of commissions receivable depends upon the timing of our receipt of commission payments and associated commission statements from our insurance carrier partners. If we were to experience a delay in receiving a commission payment from an insurance carrier partner within a quarter, our operating cash flows for that quarter could be adversely impacted.

A significant portion of our marketing and advertising expenses is driven by the number of leads required to generate the insurance applications we submit to our insurance carrier partners. Our marketing and advertising costs are expensed and generally paid as incurred and since commission revenue is recognized upon approval of a policy but commission payments are paid to us over time, there are working capital requirements to fund the upfront cost of acquiring new policies. During AEP, we experience an increase in the number of submitted Senior insurance applications and marketing and advertising expenses compared to periods outside of AEP. The timing of AEP affects the positive or negative impacts of our cash flows during each quarter.

Six Months Ended December 31, 2024—Net cash used in operating activities was $45.3 million, consisting of net income of $8.7 million, adjustments for non-cash items of $41.0 million, and cash used in operating assets and liabilities of $95.0 million. Adjustments for non-cash items primarily consisted of $10.7 million of depreciation and amortization, $8.5 million of share-based compensation expense, $9.7 million of accrued interest payable in kind on the term loans, $2.4 million of amortization of debt issuance costs and debt discount, $1.8 million of non-cash lease expense, $4.2 million in deferred income taxes, $4.2 million in bad debt expense, and $7.6 million in the change in fair value of warrant liabilities. The cash decrease resulting from changes in net operating assets and liabilities primarily consisted of a decrease of $30.0 million in accounts receivable, an increase of $46.2 million in accounts payable and accrued expenses, offset by an increase of $155.5 million in commissions receivable, due to a 2% increase in approved policies for the six months, a decrease of $8.7 million in other liabilities, primarily related to an $7.1 million decrease in our contract liability, and a $1.9 million decrease in accrued compensation and

benefits, a decrease of $2.3 million in operating lease liabilities and an increase of $4.8 million in other assets, primarily related to hedge activities.

Six Months Ended December 31, 2023—Net cash used in operating activities was $49.2 million, consisting of a net loss of $11.7 million, adjustments for non-cash items of $34.4 million, and cash used in operating assets and liabilities of $71.9 million. Adjustments for non-cash items primarily consisted of $11.9 million of depreciation and amortization, $7.0 million of share-based compensation expense, $9.0 million of accrued interest payable in kind, $3.4 million of amortization of debt issuance costs and debt discount, $1.5 million of non-cash lease expense and $2.7 million in bad debt expense, offset by $1.2 million in deferred income taxes. The cash decrease resulting from changes in net operating assets and liabilities primarily consisted of an increase of $113.9 million in commissions receivables, offset by an increase of $29.2 million in accounts payable and accrued expenses, a decrease of $9.2 million in accounts receivable, net and an $8.2 million increase in other liabilities.

Investing Activities

Our investing activities primarily consist of purchases of property, equipment, and software and capitalized salaries related to the development of internal-use software.

Six Months Ended December 31, 2024—Net cash used in investing activities of $4.8 million was due to $4.1 million in purchases of software and capitalized internal-use software development costs and $0.7 million of purchases of property and equipment, primarily made up of machinery and equipment and leasehold improvements.

Six Months Ended December 31, 2023—Net cash used in investing activities of $5.7 million was due to $3.9 million in purchases of software and capitalized internal-use software development costs and $2.1 million of purchases of property and equipment, primarily computer equipment and leasehold improvements.

Financing Activities

Our financing activities primarily consist of payments on term loans, proceeds and payments related to the revolving credit facility, payments on notes issued in connection with the Indenture, payments for debt issuance costs, and proceeds and payments related to stock-based compensation.

Six Months Ended December 31, 2024—Net cash provided in financing activities of $21.1 million was primarily due to $123.2 million of principal payments on the term loans, $6.3 million of payments on the notes issued in connection with the Indenture, $26.9 million of payments on the revolving credit facility, offset by $99.1 million of proceeds on the notes issued in connection with the Indenture and $84.9 million of proceeds from the revolving credit facility.

Six Months Ended December 31, 2023—Net cash used in financing activities of $17.4 million was primarily due to $16.9 million of principal payments on the term loans.

Contractual Obligations

Other than the discussions in Notes 6, 9, and 11 to the condensed consolidated financial statements, as of December 31, 2024, there have been no material changes to our contractual obligations as previously described in our Annual Report.

Off-Balance Sheet Arrangements

We did not have any off-balance sheet arrangements during the period covered by this report.

Recent Accounting Pronouncements


For a discussion of new accounting pronouncements recently adopted and not yet adopted, see the notes to our condensed consolidated financial statements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

We are primarily exposed to the market risk associated with unfavorable movements in interest rates. The risk inherent in our market risk-sensitive instruments and positions is the potential loss or increased expense arising from adverse changes in those factors. There have been no material changes to our market risk policies or our market risk-sensitive instruments and positions as described in our Annual Report.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Our Disclosure Controls and Procedures

As of December 31, 2024, an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) was carried out by our management, with the participation of our chief executive officer (principal executive officer) and our chief financial officer (principal financial and accounting officer). Based upon our management's evaluation, our chief executive officer and our chief financial officer have concluded that as of the end of the period covered by this report, our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and (ii) accumulated and communicated to our management, including our chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure.

In designing and evaluating our disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only a reasonable level of assurance of achieving their desired control objectives, and our management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the first quarter of fiscal 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.


PART II
OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

A discussion of legal proceedings to which the Company is a party is included in Part I, Item 1 hereof under “Note 10, Commitments and Contingencies – Legal Contingencies and Obligations,” which is incorporated herein by reference.

ITEM 1A. RISK FACTORS

There have been no material changes to the risk factors set forth in our Annual Report. Before investing in our securities, we recommend that investors carefully consider the risks described in our Annual Report, including those under the heading “Risk Factors.” Realization of any of these risks and any additional risks and uncertainties not currently known to us or that we have deemed to be immaterial could have a material adverse effect on our business, financial condition, or results of operations.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Except as previously reported by the Company on its current reports on Form 8-K, the Company did not sell any securities during the period covered by this Form 10-Q that were not registered under the Securities Act.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Except as set forth below, none of our officers or directors adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408 of Regulation S-K) during the three and six months ended December 31, 2024.

On November 21, 2024, Sarah Anderson, Executive Vice President of Pharmacy, adopted a Rule 10b5-1 trading arrangement for the sale of up to 50,000 shares of our common stock, subject to certain conditions. The arrangement’s expiration date is February 27, 2026.




ITEM 6. EXHIBITS

The following documents listed below are incorporated by reference or are filed or furnished, as applicable, with this Quarterly Report on Form 10-Q.

Exhibit NumberExhibit Description
32.1†
32.2†
101.INSXBRL Instance Document - The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.LABInline XBRL Taxonomy Extension Labels Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

#     Indicates management contract or compensatory plan.

*    Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K.

†     The certifications attached as Exhibits 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q, are not deemed filed with the SEC and are not to be incorporated by reference into any filing of SelectQuote, Inc. under the Securities Act or the Exchange Act, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.




SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

SELECTQUOTE, INC.
February 10, 2025By: /s/ Tim Danker
Name: Tim Danker
Title: Chief Executive Officer
By: /s/ Ryan Clement
Name: Ryan Clement
Title: Chief Financial Officer



Exhibit 31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Tim Danker, certify that:

1. I have reviewed this quarterly report on Form 10-Q of SelectQuote, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

    (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

    (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

    (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

    (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

    (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

    (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.





Date: February 10, 2025

/s/ Tim Danker
Name: Tim Danker
Title: Chief Executive Officer
(Principal Executive Officer)



Exhibit 31.2

Certification of Chief Financial Officer Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002

I, Ryan Clement, certify that:

1. I have reviewed this quarterly report on Form 10-Q of SelectQuote, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

    (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

    (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

    (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

    (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

    (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

    (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.




Date: February 10, 2025

/s/ Ryan Clement
Name: Ryan Clement
Title: Chief Financial Officer
(Principal Financial Officer)



Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002

    I, Tim Danker, the chief executive officer of SelectQuote, Inc. (the “Company”), certify for the purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

a.    the Quarterly Report of the Company on Form 10-Q for the period ended December 31, 2024 (the “Report”), fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
    
b.    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: February 10, 2025

/s/ Tim Danker
Name: Tim Danker
Title: Chief Executive Officer
(Principal Executive Officer)





Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. § 1350, AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002

    I, Ryan Clement, the chief financial officer of SelectQuote, Inc. (the “Company”), certify for the purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

a.    the Quarterly Report of the Company on Form 10-Q for the period ended December 31, 2024 (the “Report”), fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
    
b.    the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: February 10, 2025

/s/ Ryan Clement
Name: Ryan Clement
Title: Chief Financial Officer
(Principal Financial Officer)




v3.25.0.1
Cover - shares
 6 Months Ended
Dec. 31, 2024
Jan. 31, 2025
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Dec. 31, 2024  
Document Transition Report false  
Entity File Number 001-39295  
Entity Registrant Name SelectQuote, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 94-3339273  
Entity Address, Address Line One 6800 West 115th Street  
Entity Address, Address Line Two Suite 2511  
Entity Address, City or Town Overland Park  
Entity Address, State or Province KS  
Entity Address, Postal Zip Code 66211  
City Area Code 913  
Local Phone Number 599-9225  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol SLQT  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   172,144,283
Entity Central Index Key 0001794783  
Current Fiscal Year End Date --06-30  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.25.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
CURRENT ASSETS:    
Cash and, cash equivalents, and restricted cash $ 12,104 $ 42,690
Accounts receivable, net of allowances of $12.1 million and $8.2 million, respectively 115,795 150,035
Commissions receivable-current 224,787 119,871
Other current assets 19,686 20,327
Total current assets 372,372 332,923
COMMISSIONS RECEIVABLE—Net 812,037 761,446
PROPERTY AND EQUIPMENT—Net 16,257 18,973
SOFTWARE—Net 14,127 13,978
OPERATING LEASE RIGHT-OF-USE ASSETS 22,002 23,437
INTANGIBLE ASSETS—Net 8,130 10,194
GOODWILL 29,438 29,438
OTHER ASSETS 4,804 3,519
TOTAL ASSETS 1,279,167 1,193,908
CURRENT LIABILITIES:    
Accounts payable 87,165 36,587
Accrued expenses 12,617 16,904
Accrued compensation and benefits 55,666 57,594
Operating lease liabilities—current 4,981 4,709
Current portion of long-term debt 27,577 45,854
Contract liabilities 954 8,066
Other current liabilities 5,440 4,873
Total current liabilities 194,400 174,587
LONG-TERM DEBT, NET—less current portion 684,284 637,480
DEFERRED INCOME TAXES 31,868 37,478
OPERATING LEASE LIABILITIES 23,539 25,685
OTHER LIABILITIES 19,074 1,877
Total liabilities 953,165 877,107
COMMITMENTS AND CONTINGENCIES (Note 9)
SHAREHOLDERS’ EQUITY:    
Common stock, $0.01 par value 1,721 1,694
Additional paid-in capital 585,360 580,764
Accumulated deficit (261,079) (269,769)
Accumulated other comprehensive income (loss) 0 4,112
Total shareholders’ equity 326,002 316,801
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 1,279,167 $ 1,193,908
v3.25.0.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Dec. 31, 2024
Jun. 30, 2024
Statement of Financial Position [Abstract]    
Allowance for credit loss $ 12.1 $ 8.2
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
REVENUE:        
Total revenue $ 481,069 $ 405,438 $ 773,332 $ 638,167
OPERATING COSTS AND EXPENSES:        
Cost of commissions and other services revenue 101,138 97,424 166,872 169,935
Cost of goods sold—pharmacy revenue 156,201 94,180 285,724 178,188
Marketing and advertising 97,725 117,078 161,489 179,400
Selling, general, and administrative 45,021 33,412 81,166 62,078
Technical development 10,044 8,050 19,119 15,687
Total operating costs and expenses 410,129 350,144 714,370 605,288
INCOME FROM OPERATIONS 70,940 55,294 58,962 32,879
INTEREST EXPENSE, NET (23,721) (24,415) (46,752) (45,811)
OTHER EXPENSE, NET (7,663) 0 (7,674) (39)
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT) 39,556 30,879 4,536 (12,971)
INCOME TAX EXPENSE (BENEFIT) (13,680) 11,487 (4,154) (1,312)
NET INCOME (LOSS) $ 53,236 $ 19,392 $ 8,690 $ (11,659)
NET INCOME (LOSS) PER SHARE:        
Basic (in dollars per share) $ 0.31 $ 0.12 $ 0.05 $ (0.07)
Diluted (in dollars per share) $ 0.30 $ 0.11 $ 0.05 $ (0.07)
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS:        
Basic (in shares) 171,802 168,349 171,116 167,901
Diluted (in shares) 175,101 169,737 175,024 167,901
OTHER COMPREHENSIVE LOSS NET OF TAX:        
Change in cash flow hedge $ (1,327) $ (3,422) $ (4,112) $ (5,432)
OTHER COMPREHENSIVE LOSS (1,327) (3,422) (4,112) (5,432)
COMPREHENSIVE INCOME (LOSS) 51,909 15,970 4,578 (17,091)
Commissions and other services        
REVENUE:        
Total revenue 301,069 296,643 440,449 434,584
Pharmacy        
REVENUE:        
Total revenue $ 180,000 $ 108,795 $ 332,883 $ 203,583
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Restricted Stock Units (RSUs)
Common Stock
Common Stock
Restricted Stock Units (RSUs)
Additional Paid-In Capital
Additional Paid-In Capital
Restricted Stock Units (RSUs)
Retained Earnings / (Accumulated Deficit)
Accumulated Other Comprehensive Income
Beginning balance (in shares) at Jun. 30, 2023     166,867,000          
Beginning balance at Jun. 30, 2023 $ 346,970   $ 1,669   $ 567,266   $ (235,644) $ 13,679
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income (loss) (11,659)           (11,659)  
Gain (Loss) on cash flow hedge, net of tax 71             71
Amount reclassified into earnings, net of tax (5,503)             (5,503)
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)       2,107,000        
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings   $ (359)   $ 21   $ (380)    
Share-based compensation expense 6,997       6,997      
Ending balance (in shares) at Dec. 31, 2023     168,974,000          
Ending balance at Dec. 31, 2023 336,517   $ 1,690   573,883   (247,303) 8,247
Beginning balance (in shares) at Sep. 30, 2023     167,731,000          
Beginning balance at Sep. 30, 2023 316,738   $ 1,677   570,087   (266,695) 11,669
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income (loss) 19,392           19,392  
Gain (Loss) on cash flow hedge, net of tax (770)             (770)
Amount reclassified into earnings, net of tax (2,652)             (2,652)
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)       1,243,000        
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings   (13)   $ 13   (26)    
Share-based compensation expense 3,822       3,822      
Ending balance (in shares) at Dec. 31, 2023     168,974,000          
Ending balance at Dec. 31, 2023 336,517   $ 1,690   573,883   (247,303) 8,247
Beginning balance (in shares) at Jun. 30, 2024     169,385,000          
Beginning balance at Jun. 30, 2024 316,801   $ 1,694   580,764   (269,769) 4,112
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income (loss) 8,690           8,690  
Gain (Loss) on cash flow hedge, net of tax (432)             (432)
Amount reclassified into earnings, net of tax $ (3,680)             (3,680)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares) 95,316   47,000          
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings $ 38       38      
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)       2,579,000        
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings   (3,691)   $ 26   (3,717)    
Vesting of price vested unit awards net of shares withheld to cover tax withholdings (in shares) 115,000              
Vesting of price vested unit awards net of shares withheld to cover tax withholdings $ (269)   $ 1   (270)      
Share-based compensation expense 8,545       8,545      
Ending balance (in shares) at Dec. 31, 2024     172,126,000          
Ending balance at Dec. 31, 2024 326,002   $ 1,721   585,360   (261,079) 0
Beginning balance (in shares) at Sep. 30, 2024     171,497,000          
Beginning balance at Sep. 30, 2024 269,439   $ 1,715   580,712   (314,315) 1,327
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income (loss) 53,236           53,236  
Gain (Loss) on cash flow hedge, net of tax (393)             (393)
Amount reclassified into earnings, net of tax (934)             (934)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares)     5,000          
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings 0   $ 0   0      
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)       624,000        
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings   $ (45)   $ 6   $ (51)    
Share-based compensation expense 4,699       4,699      
Ending balance (in shares) at Dec. 31, 2024     172,126,000          
Ending balance at Dec. 31, 2024 $ 326,002   $ 1,721   $ 585,360   $ (261,079) $ 0
v3.25.0.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
Net income (loss) $ 8,690 $ (11,659)
Adjustments to reconcile net income (loss) to net cash, cash equivalents, and restricted cash used in operating activities:    
Depreciation and amortization 10,659 11,887
Loss on disposal of property, equipment, and software 157 9
Share-based compensation expense 8,545 6,997
Deferred income taxes (4,154) (1,182)
Amortization of debt issuance costs and debt discount 2,379 3,356
Write-off of debt issuance costs 93 0
Accrued interest payable in kind 9,673 9,020
Change in fair value of warrant liabilities 7,642 0
Non-cash lease expense 1,846 1,528
Bad debt expense 4,203 2,743
Changes in operating assets and liabilities:    
Accounts receivable, net 30,038 9,232
Commissions receivable (155,507) (113,860)
Other assets (4,802) (2,075)
Accounts payable and accrued expenses 46,211 29,206
Operating lease liabilities (2,285) (2,689)
Other liabilities (8,692) 8,248
Net cash used in operating activities (45,304) (49,239)
CASH FLOWS FROM INVESTING ACTIVITIES:    
Purchases of property and equipment (741) (2,062)
Proceeds from sales of property and equipment 0 253
Purchases of software and capitalized software development costs (4,105) (3,883)
Net cash used in investing activities (4,846) (5,692)
CASH FLOWS FROM FINANCING ACTIVITIES:    
Proceeds from Revolving Credit Facility 84,900 0
Payments on Revolving Credit Facility (26,900) 0
Payments on Term Loans (123,215) (16,942)
Proceeds on ABS Notes 99,095 0
Payments on ABS Notes (6,272) 0
Payments on other debt (114) (75)
Proceeds from common stock options exercised and employee stock purchase plan 38 0
Payments of tax withholdings related to net share settlement of equity awards (3,960) (359)
Payments of debt issuance costs (2,479) 0
Net cash provided (used in) financing activities 21,093 (17,376)
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH (29,057) (72,307)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH —Beginning of period 42,690 83,156
CASH, CASH EQUIVALENTS AND RESTRICTED CASH —End of period 13,633 10,849
SUPPLEMENTAL CASH FLOW INFORMATION:    
Interest paid, net (35,183) (32,943)
Payment of income taxes, net (3,115) (185)
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES:    
Capital expenditures in accounts payable and accrued expenses 187 555
Issuance of liability classified warrants $ 8,628 $ 0
v3.25.0.1
Summary of Business and Significant Accounting Policies
 6 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Summary of Business and Significant Accounting Policies SUMMARY OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES
Description of Business—SelectQuote, Inc. (together with its subsidiaries, the “Company” or “SelectQuote”) is a leading technology-enabled, direct-to-consumer distribution platform for selling insurance policies and healthcare services. We contract with insurance carriers to sell senior health, life, and auto and home insurance policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. SelectQuote’s Senior division (“Senior”) sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related products, and also includes a small lead generation business, InsideResponse, LLC (“InsideResponse”). SelectQuote’s Life division (“Life”) sells term life, final expense, and other ancillary products, and SelectQuote’s Auto & Home division (“Auto & Home”) primarily sells non-commercial auto and home, property and casualty insurance products. The Healthcare Services division (“Healthcare Services”) includes SelectRx, Population Health, and most recently, SelectPatient Management (“SPM”). SelectRx is a Patient-Centered Pharmacy HomeTM (“PCPH”) accredited pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management. Population Health uses data from personal Health Risk Assessments completed by our agents (“HRAs”) to connect the consumer to the relevant health-related service, like SelectRx, SPM, or one of our many health-related partners. SPM launched in 2024 from the acquisition of an existing chronic care management platform, helps patients navigate their chronic conditions and manage them using a comprehensive treatment plan.

Basis of Presentation—The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC, ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, and SelectQuote Ventures, Inc. The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2024, filed with the Securities and Exchange Commission on September 13, 2024 (the “Annual Report”), and include all adjustments necessary for the fair presentation of our financial position for the periods presented. Our results for the periods presented in our financial statements are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2025, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2024.

Seasonality—Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D Prescription Drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Senior segment’s revenue is highest in the second and third quarters.

Use of Estimates—The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, accounts receivable, net, commissions receivable, the provision for income taxes, share-based
compensation, and valuation of intangible assets and goodwill. The impact of changes in estimates is recorded in the period in which they become known.

Significant Accounting Policies—Apart from the below, there have been no material changes to the Company’s significant accounting policies as described in our Annual Report.

Warrants—The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to our own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of our control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period.

Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. Cash equivalents include a money market account primarily invested in cash and U.S. Government securities. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted market prices in active markets for identical assets or liabilities. Our account balances can at times exceed the FDIC-insured limits. The Company’s restricted cash balance consists of specified deposit accounts to be used only to fund payments related to the Notes (as defined in Note 6) entered into on October 15, 2024. The following table summarizes the cash, cash equivalents and restricted cash included on the condensed consolidated balance sheet.

(in thousands)
December 31, 2024June 30, 2024
Current assets:
Cash and cash equivalents
$7,315 $42,690 
Restricted cash - current
4,789 — 
Total current assets
12,104 42,690 
Other assets:
Other assets
1,529 — 
Total cash, cash equivalents and restricted cash
$13,633 $42,690 

Recent Accounting Pronouncements—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07 – Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures, which improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update 1) require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, 2) require disclosure of other segment items by reportable segment and a description of the composition of other segment items 3) require annual disclosures to also be provided in interim periods, 4) clarify use of more than one measure of segment profit or loss by the CODM, 5) require that the title of the CODM be disclosed and an explanation of how the CODM uses the reported measures of segment profit or loss to make decisions, and 6) require that entities with a single reportable segment provide all disclosures required by this update and required under ASC 280. ASU 2023-07 is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this ASU on its financial statements.

In December 2023, the FASB issued ASU No. 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. This ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater
disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. This change will apply on a prospective basis to annual financial statements for periods beginning after the effective date. However, retrospective application in all prior periods presented is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.
In November 2024, the FASB issued ASU No. 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments in this ASU require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provided disaggregated information about a public business entity's expenses to help investors (a) better understand the entity's performance, (b) better assess the entity's prospects for future cash flows, and (c) compare an entity's performance over time and with that of other entities. The additional disclosures under this update include (1) disclosing the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil and gas-producing activities (DD&A) (or other amounts of depletion expense) that are included in each relevant expense caption, (2) include certain amounts that are already required to be disclosed under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements, (3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (4) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.
v3.25.0.1
Property And Equipment—Net
 6 Months Ended
Dec. 31, 2024
Property, Plant and Equipment [Abstract]  
Property And Equipment—Net PROPERTY AND EQUIPMENT—NET
Property and equipment—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Computer hardware$17,902 $18,036 
Machinery and equipment(1)
17,590 16,451 
Leasehold improvements18,971 18,870 
Furniture and fixtures4,735 4,705 
Work in progress271 308 
Total59,469 58,370 
Less accumulated depreciation(2)
(43,212)(39,397)
Property and equipment—net$16,257 $18,973 
(1) Includes financing lease right-of-use assets.
(2) During the six months ended December 31, 2024, the Company disposed of $0.7 million of fully depreciated computer hardware.
Work in progress as of December 31, 2024 and June 30, 2024, primarily represents equipment utilized in SelectRx operations not yet put into service and not yet being depreciated. Depreciation expense for the three months ended December 31, 2024 and 2023, was $2.1 million and $3.0 million, respectively, and $4.6 million and $6.1 million for the six months ended December 31, 2024 and 2023, respectively.
v3.25.0.1
Software—Net
 6 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Software—Net SOFTWARE—NET
Software—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Software$26,428 $28,287 
Work in progress3 78 
Total26,431 28,365 
Less accumulated amortization(1)
(12,304)(14,387)
Software—net$14,127 $13,978 
(1) During the six months ended December 31, 2024, the Company disposed of $6.2 million of fully amortized software.

Work in progress represents costs incurred for software not yet put into service and not yet being amortized. For the three months ended December 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $2.1 million and $1.9 million, respectively, and recorded amortization expense of $2.0 million and $2.2 million, respectively. For the six months ended December 31, 2024 and 2023, the Company capitalized internal-use software and website development costs of $4.3 million and $3.8 million, respectively, and recorded amortization expense of $4.0 million and $4.2 million, respectively.
v3.25.0.1
Leases
 6 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Leases LEASES
The majority of the Company’s leases are operating leases related to office space for which the Company recognizes lease expense on a straight-line basis over the respective lease term. The Company leases office facilities in the United States in San Diego, CA; Centennial, CO; Overland Park, KS; Oakland, CA; Indianapolis, IN; and Monaca, PA. The Company's operating leases have remaining lease terms of less than one year up to twelve years. SelectRx leases the Monaca facility from an Executive Vice President of SelectRx. The Company expects to incur $3.6 million in total rental payments over the initial ten-year term plus an additional five-year extension option that it is reasonably certain to exercise.

During the six months ended December 31, 2024, the Company entered into four finance leases for equipment with commencement dates August 1, 2024 and September 19, 2024, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.3 million.

Lease Costs—The components of lease costs were as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Finance lease costs(1)
$151 $41 $249 $84 
Operating lease costs(2)
1,767 1,516 3,517 3,100 
Short-term lease costs63 61 125 122 
Variable lease costs(3)
135 160 282 295 
Sublease income(550)(574)(1,113)(1,147)
Total net lease costs$1,566 $1,204 $3,060 $2,454 
(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in selling, general, and administrative expense and interest expense, net in the condensed consolidated statements of comprehensive income (loss).
(2) Recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss).
(3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss).

Maturities of Lease Liabilities—As of December 31, 2024, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:
(in thousands)Operating leasesFinance leasesTotal
Remainder fiscal 2025$4,095 $237 $4,332 
20267,567 400 7,967 
20276,682 393 7,075 
20286,049 362 6,411 
20296,127 362 6,489 
Thereafter8,827 30 8,857 
     Total undiscounted lease payments39,347 1,784 41,131 
Less: interest10,827 444 11,271 
     Present value of lease liabilities$28,520 $1,340 $29,860 

Sublease income—The Company executed noncancelable subleases for portions of its office facilities in Overland Park, KS and Centennial, CO, which commenced during the fiscal years ended June 30, 2023 and 2022, and run through July 31, 2029, and November 30, 2026, respectively. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income (loss). The Company may consider entering into additional sublease arrangements in the future.

As of December 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)Total
Remainder fiscal 2025$1,281 
20262,587 
20272,180 
20281,931 
20291,931 
Thereafter161 
Total sublease income$10,071 
Leases LEASES
The majority of the Company’s leases are operating leases related to office space for which the Company recognizes lease expense on a straight-line basis over the respective lease term. The Company leases office facilities in the United States in San Diego, CA; Centennial, CO; Overland Park, KS; Oakland, CA; Indianapolis, IN; and Monaca, PA. The Company's operating leases have remaining lease terms of less than one year up to twelve years. SelectRx leases the Monaca facility from an Executive Vice President of SelectRx. The Company expects to incur $3.6 million in total rental payments over the initial ten-year term plus an additional five-year extension option that it is reasonably certain to exercise.

During the six months ended December 31, 2024, the Company entered into four finance leases for equipment with commencement dates August 1, 2024 and September 19, 2024, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.3 million.

Lease Costs—The components of lease costs were as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Finance lease costs(1)
$151 $41 $249 $84 
Operating lease costs(2)
1,767 1,516 3,517 3,100 
Short-term lease costs63 61 125 122 
Variable lease costs(3)
135 160 282 295 
Sublease income(550)(574)(1,113)(1,147)
Total net lease costs$1,566 $1,204 $3,060 $2,454 
(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in selling, general, and administrative expense and interest expense, net in the condensed consolidated statements of comprehensive income (loss).
(2) Recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss).
(3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss).

Maturities of Lease Liabilities—As of December 31, 2024, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:
(in thousands)Operating leasesFinance leasesTotal
Remainder fiscal 2025$4,095 $237 $4,332 
20267,567 400 7,967 
20276,682 393 7,075 
20286,049 362 6,411 
20296,127 362 6,489 
Thereafter8,827 30 8,857 
     Total undiscounted lease payments39,347 1,784 41,131 
Less: interest10,827 444 11,271 
     Present value of lease liabilities$28,520 $1,340 $29,860 

Sublease income—The Company executed noncancelable subleases for portions of its office facilities in Overland Park, KS and Centennial, CO, which commenced during the fiscal years ended June 30, 2023 and 2022, and run through July 31, 2029, and November 30, 2026, respectively. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income (loss). The Company may consider entering into additional sublease arrangements in the future.

As of December 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)Total
Remainder fiscal 2025$1,281 
20262,587 
20272,180 
20281,931 
20291,931 
Thereafter161 
Total sublease income$10,071 
v3.25.0.1
Intangible Assets and Goodwill
 6 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets and Goodwill INTANGIBLE ASSETS AND GOODWILL
Intangible assets—The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets are presented below (dollars in thousands, useful life in years):
December 31, 2024June 30, 2024
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Customer relationships$17,492 $(12,094)$5,398 $17,492 $(10,936)$6,556 
Trade name2,680 (2,501)179 2,680 (2,233)447 
Proprietary software4,342 (1,817)2,525 4,342 (1,189)3,153 
Non-compete agreements100 (72)28 100 (62)38 
Total intangible assets$24,614 $(16,484)$8,130 $24,614 $(14,420)$10,194 

The Company's intangible assets include those long-lived intangible assets acquired as part of acquisitions. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. There were no impairment triggers identified with respect to the Company’s long-lived assets during the three and six months ended December 31, 2024 and 2023.

For the three months ended December 31, 2024 and 2023, amortization expense related to intangible assets totaled $1.0 million and $0.8 million, respectively, and $2.1 million and $1.5 million for the six months ended December 31, 2024 and 2023, respectively, recorded in selling, general and administrative expense in the condensed consolidated statements of comprehensive income (loss). The weighted-average remaining useful life of intangible assets was 2.49 and 2.69 years as of December 31, 2024 and June 30, 2024, respectively.

As of December 31, 2024, expected amortization expense in future fiscal periods were as follows (in thousands):

Trade NameProprietary SoftwareNon-compete agreementsCustomer relationshipsTotal
Remainder fiscal 2025$179 $600 $10 $1,158 $1,947 
2026— 1,100 18 2,313 3,431 
2027— 825 — 1,927 2,752 
Total$179 $2,525 $28 $5,398 $8,130 

Goodwill—The Company recorded as goodwill the excess of the purchase price over the estimated fair values of identifiable assets and liabilities acquired as part of prior period acquisitions. Goodwill is assigned to reporting units that are expected to benefit from the synergies of the business combination as of the acquisition date and becomes identified with that reporting unit in its entirety. As such, the reporting unit as a whole supports the recovery of its goodwill. As of December 31, 2024, the Company’s goodwill balance of $29.4 million was related to the acquisitions of Express Meds, Simple Meds, and SelectPatient Management and is all assigned to the Healthcare Services reporting unit and reportable segment.

The Company performs its annual goodwill impairment testing as of April 1, or more frequently if it believes that indicators of impairment exist. During the three and six months ended December 31, 2024 and 2023, there were no indicators of impairment.
v3.25.0.1
Debt
 6 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Debt DEBT
Debt consisted of the following:

(in thousands)December 31, 2024June 30, 2024
Revolving credit facility$58,000 $— 
Term Loans
574,662 688,203 
Class A Notes
56,237 — 
Class B Notes
37,491 — 
Unamortized debt issuance costs and debt discount(14,529)(4,869)
Total debt711,861 683,334 
Less current portion of long-term debt:(27,577)(45,854)
Long-term debt$684,284 $637,480 

The combined aggregate amount of expected payments associated with the Notes and maturities associated with the Term Loans as of December 31, 2024 are as follows:

(in thousands)
Remainder fiscal 2025
2026202720282029Total
Revolving credit facility
$— $58,000 $— $— $— $58,000 
Term Loans$5,002 $14,291 $28,582 $526,787 $— $574,662 
Class A Notes
$6,183 $11,717 $10,593 $8,650 $19,094 $56,237 
Class B Notes
4,122 7,811 7,062 5,767 12,729 37,491 
Total obligations$15,307 $91,819 $46,237 $541,204 $31,823 $726,390 

As of December 31, 2024, the Company was in compliance with all financial covenants pursuant its debt obligations.

Significant changes in the Company’s debt during the six months ended December 31, 2024 were as follows:

Senior Secured Credit Facility

On November 5, 2019, the Company entered into a credit agreement (together with any subsequent amendments, the “Senior Secured Credit Facility”) with Wilmington Trust, National Association, as administrative agent, UMB Bank, N.A., as revolver agent and revolving lender, and the other lenders party thereto. The Senior Secured Credit Facility, through additional amendments in subsequent years, has provided for total proceeds from borrowings of $887.3 million (the “Term Loans”) and a revolving credit facility with $13.7 million available to borrow as of December 31, 2024 (the “Revolving Credit Facility”).

On September 12, 2024, the Company entered into a tenth amendment (the “Tenth Amendment”) to its Credit Agreement. The Tenth Amendment, among other things, (1) established a new class of consenting term loans and extended the maturity date to September 15, 2025, (2) established a second class of non-extended Term Loans with a maturity date of May 15, 2025, and (3) modified or added certain financial covenant ratios required to be maintained by the Company as of various reporting dates. Pursuant to the amendment, the Company paid fees of $0.7 million to its lenders.
On October 15, 2024, the Company entered into an eleventh amendment (the “Eleventh Amendment”) to its Credit Agreement to (1) extend the scheduled maturity date of the consenting Term Loans to September 30, 2027, (2) modify financial covenant ratios required to be maintained by the Company as of various reporting dates, and (3) allow the Company to enter into the Indenture (as defined below). Prior to the Eleventh Amendment, the Company fully repaid the non-extended Term Loans in the amount of $14.2 million on October 15, 2024. The obligations of the Company under the Senior Secured Credit Facility continue to be guaranteed by certain of the Company’s subsidiaries and secured by a security interest in the assets of the Company, subject to certain exceptions. In connection with the Eleventh Amendment and Indenture (as defined below), the Company issued an aggregate 5,568,360 warrants to the term lenders under the Senior Secured Credit Facility (the “Eleventh Amendment Warrants”). Refer to Note 7 to the condensed consolidated financial statements for further details on the Eleventh Amendment Warrants.

The Term Loans bear interest on the outstanding principal amount thereof at a rate per annum equal to either, at the Company’s option, (a) SOFR (subject to a floor of 3.00%) plus 6.50% in cash and 3.00% payable in kind, or (b) a base rate plus 5.50% in cash and 3.00% payable in kind. The effective interest rate for the Term Loans as of December 31, 2024 was 13.9%. In accordance with the Eleventh Amendment, the interest rate may increase if the Company fails to achieve certain milestone payments by March 31, 2025 and June 30, 2025. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either, at the Company’s option, (a) SOFR (subject to a floor of 1.0%) plus 5.0% or (b) a base rate plus 4.0%. The effective interest rate for the Revolving Credit Facility as of December 31, 2024 was 11.5%

Securitization and Indenture

On October 15, 2024, the Company and certain of its subsidiaries, including SQ ABS Issuer, LLC (the “Issuer”), a special purpose entity and wholly-owned subsidiary of the Company, entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with the purchasers party thereto (the “Purchasers”). Pursuant to the Note Purchase Agreement, the Issuer issued $60.0 million of senior secured 7.80% Class A Notes and $40.0 million of senior secured 9.65% Class B Notes (together the “Notes”) to the Purchasers. The Notes are governed by an Indenture, dated as of October 15, 2024, with UMB Bank, N.A. as indenture trustee (the “Indenture”). The Notes have a final legal maturity of October 20, 2039 and an anticipated repayment date of September 20, 2028. The Company used the proceeds obtained from the issuance of the Notes to repay a portion of its outstanding Term Loans in conjunction with the Eleventh Amendment.

The Notes are secured by a specified pool of renewal commissions that include both accounts receivable for policy renewals as well as commissions receivable for estimated future policy renewals (collectively, the “Subject Renewal Commissions”). The Subject Renewal Commissions are associated with underlying Medicare Advantage policies effective prior to January 1, 2024 and active as of August 31, 2024. As of December 31, 2024, there were $25.6 million and $75.5 million of Subject Renewal Commissions included in short-term commissions receivable and long-term commissions receivable, respectively, on the condensed consolidated balance sheet.

Under the terms of the Indenture, the Company services the transferred Subject Renewal Commissions, and the related collections are remitted to a segregated bank account. The funds in the segregated account are used only to fund payments related to the Indenture and is considered restricted cash. The restricted cash balance included within cash, cash equivalents, and restricted cash on the Company’s condensed consolidated balance sheet as of December 31, 2024 was $6.3 million.

The Notes contain covenants that, among other things, limit the ability of the Issuer to: (i) sell, transfer, or dispose of assets without the consent of a majority of the noteholders, (ii) create or permit liens on its assets (other than certain permitted liens) and (iii) incur indebtedness (other than permitted indebtedness).

The Notes issued in connection with the Indenture bear interest on the unpaid principal amount at 7.80% and 9.65% for Class A and Class B Notes, respectively. The Notes amortize based on a target loan-to-value calculation, and if any Notes remain outstanding after September 2028, then all available funds of the Issuer will be swept to pay down the Notes. After September 2028 and October 2030, interest will increase an additional 2.00%
and 4.00% per annum, respectively, on any Notes outstanding. The effective interest rate for the Class A and Class B Notes as of December 31, 2024 was 9.07% and 10.98%, respectively.

As the Indenture was entered into in conjunction with the Eleventh Amendment, the Company performed an analysis under ASC 470, Debt, and determined that debt modification accounting was appropriate for the Term Loans and Notes. The additional debt discount costs incurred in connection with the Eleventh Amendment and Indenture include the fair value of the Eleventh Amendment Warrants, fees paid on behalf of lenders, and original issue discount on the Notes. The Company incurred a total of $3.7 million in debt issuance costs and $2.7 million in debt discount related to the Indenture, of which none of the debt issuance costs were capitalized and $2.7 million in debt discount were deferred.

The Company has incurred a total of $51.1 million in debt issuance costs and debt discounts related to the Senior Secured Credit Facility and Notes, of which $35.2 million in debt issuance costs were capitalized and $8.6 million in debt discounts were deferred. The costs associated with the Term Loans and Notes are being amortized using the effective interest method over the term of the respective debt instruments. The costs associated with the Revolving Credit Facility are being amortized on a straight-line basis over the remaining term of the Senior Secured Credit Facility. The amortization of debt issuance costs associated with the Company’s debt is included in interest expense, net in the Company’s condensed consolidated statements of comprehensive income (loss).

The Company uses derivative financial instruments to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. Prior to the swap’s termination on November 5, 2024, the Company was party to an interest rate swap contract in respect of a receive-variable, pay-fixed interest rate swap on the notional amount of $325.0 million of the Company’s total outstanding Term Loans balance with a fixed rate of 6.00% plus 0.931%. The amount reclassified from accumulated other comprehensive income (loss) into interest expense on the condensed consolidated statement of comprehensive income (loss) upon termination was $0.7 million.

Variable Interest Entity

The Issuer was formed on July 24, 2023 as a bankruptcy remote and separate legal entity with its own creditors who will be entitled, prior to and upon the liquidation of the Issuer, to be satisfied out of the Issuer’s assets prior to any assets becoming available to the Company. Accordingly, the assets of the Issuer are not available to pay creditors of the Company or any of its subsidiaries.

The Issuer, as described above, meets the definition of a variable interest entity (“VIE”) for which the Company is the primary beneficiary because it has the power over the significant activities of the VIE in its capacity as the servicer of the Subject Renewal Commissions. As such, the Issuer’s assets, liabilities, and financial results of operations are consolidated in the Company’s condensed consolidated financial statements. As of December 31, 2024, the Issuer’s liabilities included in the condensed consolidated balance sheet primarily consisted of the borrowings under the Indenture of $93.7 million.
v3.25.0.1
Warrants to Purchase Shares of Common Stock
 6 Months Ended
Dec. 31, 2024
Other Liabilities Disclosure [Abstract]  
Warrants to Purchase Shares of Common Stock Warrants to Purchase Shares of Common Stock
Concurrent with the entry into the Eleventh Amendment and Indenture on October 15, 2024, the Company issued an aggregate 5,568,360 Eleventh Amendment Warrants to the term lenders under the Senior Secured Credit Facility. Each Eleventh Amendment Warrant entitles the holder to purchase one share of Common Stock at an exercise price of $3.00 per share, payable in cash or on a cashless basis according to the formula set forth in the Eleventh Amendment Warrant agreements. The exercise price of the Eleventh Amendment Warrants and the number of shares issuable upon exercise are subject to adjustments for stock splits, combinations, stock dividends or similar events. The Eleventh Amendment Warrants vest in four equal tranches upon the earlier of (i) the four consecutive anniversaries of the original issue date and (ii) a repayment milestone failure on the Term Loans. If the Eleventh Amendment Warrants have not vested prior to each tranche’s respective anniversary date, and the outstanding principal amount of Term Loans is less than the dollar thresholds set forth in the respective terms, the Eleventh Amendment Warrants shares shall not vest and are forfeited. The Eleventh Amendment Warrants expire four years after the initial vesting date.
The Company evaluated the Eleventh Amendment Warrants under ASC 815, and concluded that they do not meet the criteria to be classified in stockholders’ equity and should be classified as a derivative liability given the variable settlement amount of the Eleventh Amendment Warrant shares. The freestanding Eleventh Amendment Warrants are reflected as liabilities on the condensed consolidated balance sheet at their estimated fair value. As of December 31, 2024, a warrant liability with a fair value of $16.3 million was reflected within other liabilities in the condensed consolidated balance sheet.
Subsequent changes in the estimated fair value of the Eleventh Amendment Warrants are reflected in other expense in the accompanying condensed consolidated statements of comprehensive income (loss). The change in the estimated fair value of the Eleventh Amendment Warrants resulted in a loss of approximately $7.6 million for the three and six months ended December 31, 2024. As of December 31 2024, there were 5,568,360 Eleventh Amendment Warrants outstanding.
v3.25.0.1
Fair Value Measurements
 6 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company determines the fair value of its financial instruments in accordance with the provisions of ASC 820, Fair Value Measurements (“ASC 820”), which establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described below:

•Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities
         
•Level 2 - Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability
         
•Level 3 - Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability.

The carrying amounts of the Company’s cash, accounts receivable, accounts payable, accrued compensation, and accrued liabilities approximate their fair values due to the short-term nature of these instruments. The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2024 and June 30, 2024 and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
As of December 31, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$315 $— $— $315 
Liabilities:
Long-term liabilities
Warrant liability
$— $— $16,269 $16,269 
As of June 30, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$307 $— $— $307 
Other current assets
Cash flow hedge
$— $5,027 $— $5,027 

Money market funds—Represents short-term, highly liquid investments with maturities of three months or less at the time of purchase. Cash equivalents include a money market account primarily invested in cash and U.S. Government securities. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted market prices in active markets for identical assets or liabilities.

Cash flow hedge—Represents derivative financial instruments that the Company uses to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. Refer to Note 6 to the condensed consolidated financial statements for further details on the Company’s cash flow hedge. The Company classifies its Amended Interest Rate Swap as a Level 2 on the fair value hierarchy as the majority of the inputs used to value it primarily includes other than quoted prices that are observable and it uses standard calculations and models that use readily observable market data as their basis.

Warrant liability—The Company utilizes the Black-Scholes-Merton option pricing model for the liability classified Eleventh Amendment Warrants each reporting period, with changes in fair value recognized in the condensed consolidated statements of comprehensive income (loss). The change in the estimated fair value of the Eleventh Amendment Warrants from the date of issuance, October 15, 2024, to December 31, 2024, resulted in a loss of approximately $7.6 million for the three and six months ended December 31, 2024. The estimated fair value of the liability classified Eleventh Amendment Warrants is determined using Level 3 inputs. Inherent in an option pricing model are estimates and assumptions related to expected share-price volatility, risk-free interest rate, expected dividend yield, and expected life. These estimates and assumptions could vary significantly, which could result in material differences in the fair values assigned to the assets and liabilities. The expected life of the Eleventh Amendment Warrants is assumed to be equivalent to their remaining contractual term based upon the vesting date assumed for each tranche. The Company assumed all four tranches will have vested upon the occurrence of a repayment milestone failure on March 31, 2025. The Company estimates the expected volatility of its common stock based on the Company’s historical volatility. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the valuation date for a maturity similar to the expected remaining life of the Eleventh Amendment
Warrants. The Company does not plan to pay a dividend during the Eleventh Amendment Warrant term, nor have they historically, thus the dividend rate will remain at zero.

The fair value of the Eleventh Amendment Warrants has been estimated with the following assumptions:
December 31, 2024
Stock price(1)
$3.72 
Exercise price$3.00 
Expected volatility
108.46 %
Risk-free interest rate
4.25 %
Expected dividend-yield
— %
Expected life (years)
4.25
Fair value per warrant
$2.92 
(1) The stock price is based on the closing stock price as of December 31, 2024.

Changes in Level 3 fair value measurements during the period ended December 31, 2024 were as follows:
(in thousands)
Warrant Liability
Balance as of June 30, 2024
$— 
Initial measurement
8,628 
Change in fair value
7,642 
Balance as of December 31, 2024
$16,269 
v3.25.0.1
Commitments and Contingencies
 6 Months Ended
Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES
Lease Obligations—Refer to Note 4 to the condensed consolidated financial statements for commitments related to our operating leases.

Legal Contingencies and Obligations—From time to time, the Company is subject to legal proceedings and governmental inquiries in the ordinary course of business. Such matters may include insurance regulatory claims; commercial, tax, employment, or intellectual property disputes; matters relating to competition and sales practices; claims for damages arising out of the use of the Company’s services. The Company may also become subject to lawsuits related to past or future acquisitions, divestitures, or other transactions, including matters related to representations and warranties, indemnities, and assumed or retained liabilities. The Company is not currently aware of any legal proceedings or claims that it believes will have, individually or in the aggregate, a material adverse effect on its business, financial condition, operating results, or cash flows; however, in the event of unexpected developments, it is possible that the ultimate resolution of certain ongoing matters, if unfavorable, could be materially adverse to our business, prospects, financial condition, liquidity, results of operation, cash flows, or capital levels.

Securities Class Actions and Stockholder Derivative Suit

On August 16, 2021, a putative securities class action lawsuit captioned Hartel v. SelectQuote, Inc., et al., Case No. 1:21-cv-06903 (“the Hartel Action”) was filed against the Company and two of its executive officers in the U.S. District Court for the Southern District of New York. The complaint asserts securities fraud claims on behalf of a putative class of plaintiffs who purchased or otherwise acquired shares of the Company’s common stock between February 8, 2021 and May 11, 2021 (the "Hartel Relevant Period"). Specifically, the complaint alleges the defendants violated Sections 10(b) and 20(a) and Rule 10b-5 of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s business, operations, and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the Hartel
Relevant Period. The plaintiffs seek unspecified damages and reimbursement of attorneys’ fees and certain other costs.

On October 7, 2021, a putative securities class action lawsuit captioned West Palm Beach Police Pension Fund v. SelectQuote, Inc., et al., Case No. 1:21-cv-08279 (“the WPBPPF Action”), was filed in the U.S. District Court for the Southern District of New York against the Company, two of its executive officers, and six current or former members of the Company’s Board of Directors, along with the underwriters of the Company’s initial public offering of common stock (the "Offering"). The complaint asserts claims for securities law violations on behalf of a putative class of plaintiffs who purchased shares of the Company’s common stock (i) in or traceable to the Offering or (ii) between May 20, 2020 and August 25, 2021 (the "WPB Relevant Period"). Specifically, the complaint alleges the defendants violated Sections 10(b) and 20(a) and Rule 10b-5 of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s financial well-being and prospects, allegedly causing the Company’s common stock to trade at artificially inflated prices during the WPB Relevant Period. The complaint also alleges the defendants violated Sections 11, 12(a)(2), and 15 of the Securities Act by making misstatements and omissions of material facts in connection with the Offering, allegedly causing a decline in the value of the Company’s common stock. The plaintiffs seek unspecified damages, rescission, and reimbursement of attorneys’ fees and certain other costs.

On October 15, 2021, a motion to consolidate the Hartel Action and the WPBPPF Action was filed. On September 2, 2022, the court entered an order consolidating the Hartel and WPBPPF Actions under the caption In re SelectQuote, Inc. Securities Litigation, Case No. 1:21-cv-06903 (the “Securities Class Action”) and appointing the West Palm Beach Police Pension Fund and City of Fort Lauderdale Police & Fire Retirement System as lead plaintiffs. On November 19, 2022, plaintiffs filed an amended complaint asserting similar allegations to those alleged in the Hartel and WPBPPF Actions in addition to new allegations regarding certain defendants’ purported violation of Section 20A of the Exchange Act. The amended complaint also added Brookside Equity Partners LLC, one of the Company’s principal stockholders, as a defendant. On January 27, 2023, the Company filed a motion to dismiss the amended complaint on behalf of itself and certain of its current and former officers and directors. Plaintiffs filed an opposition to the motion to dismiss on April 5, 2023, and the Company filed its reply to plaintiffs’ opposition on May 10, 2023. On March 28, 2024, the court granted the Company’s motion to dismiss, with leave to amend. Plaintiffs filed their second amended complaint on May 31, 2024. On July 31, 2024, the Company filed a motion to dismiss the second amended complaint. Plaintiffs filed their opposition to the Company’s motion to dismiss on October 2, 2024, and the Company filed its reply to Plaintiffs’ opposition on November 1, 2024.

On March 25, 2022, a stockholder derivative action captioned Jadlow v. Danker, et al., Case No. 1:22-cv-00391 (“the Jadlow Action”) was filed in the U.S. District Court for the District of Delaware by an alleged stockholder of the Company, purportedly on the Company’s behalf. The lawsuit was brought against certain of the Company’s current and former directors and officers, and against the Company, as nominal defendant. The complaint alleges that certain of the defendants violated Section 14(a) of the Exchange Act by making materially false and misleading statements and failing to disclose material adverse facts about the Company’s business, operations, and prospects. The complaint also asserts claims against all defendants for breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets based on the same general underlying conduct and seeks contribution under Sections 10(b) and 21D of the Exchange Act and Section 11(f) of the Securities Act from the individual defendants named in the Securities Class Actions. The complaint seeks unspecified damages for the Company, restitution, reformation and improvement of its corporate governance and internal procedures regarding compliance with laws, and reimbursement of costs and attorneys’ fees. On July 25, 2022, the Jadlow action was transferred to the U.S. District Court for the Southern District of New York, where it was assigned Case No. 1:22-cv-06290 and referred to Judge Alvin K. Hellerstein as possibly related to the Hartel Action. On August 4, 2022, Judge Hellerstein accepted the Jadlow action as related to the Hartel Action and, on August 10, 2022, granted the parties’ joint stipulation to stay the Jadlow action pending the resolution of the motion to dismiss the Securities Class Action.

The Company currently believes that these matters will not have a material adverse effect on its operations, financial condition or liquidity; however, depending on how the matters progress, they could be costly to defend and
could divert the attention of management and other resources from operations. The Company has not concluded that a loss related to these matters is probable and, therefore, has not accrued a liability related to these matters.
v3.25.0.1
Shareholders' Equity
 6 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Shareholders' Equity SHAREHOLDERS' EQUITY
Common Stock—As of December 31, 2024, the Company has reserved the following authorized, but unissued, shares of common stock:

ESPP159 
Stock awards outstanding under 2020 Plan19,819,907 
Stock awards available for grant under 2020 Plan3,489,310 
Options outstanding under 2003 Plan471,479 
Total23,780,855 

Share-Based Compensation Plans

The Company has awards outstanding from two share-based compensation plans: the 2003 Stock Incentive Plan (the “2003 Stock Plan”) and the 2020 Omnibus Incentive Plan (the “2020 Stock Plan” and, collectively with the 2003 Stock Plan, the “Stock Plans”). However, no further awards will be made under the 2003 Stock Plan. The Company's Board of Directors adopted, and shareholders approved, the 2020 Stock Plan in connection with the Company’s IPO, which provides for the grant of incentive stock options (“ISO's”), nonstatutory stock options (“NSO's”), stock appreciation rights, restricted stock awards, restricted stock unit awards (“RSU's”), performance-based restricted stock units (“PSU's”), price-vested restricted stock units (“PVU’s”) and other forms of equity compensation (collectively, “stock awards”). All stock awards (other than ISOs, which may be granted only to current employees of the Company) may be granted to employees, non-employee directors, and consultants of the Company and its subsidiaries and affiliates.

The number of shares of common stock available for issuance as of December 31, 2024, pursuant to future awards under the Company's 2020 Stock Plan is 3,489,310. The number of shares of the Company's common stock reserved under the 2020 Stock Plan is subject to an annual increase on the first day of each fiscal year beginning on July 1, 2021, equal to 3% of the total outstanding shares of common stock as of the last day of the immediately preceding fiscal year. The maximum number of shares of common stock that may be issued upon the exercise of ISO's will be 4,000,000. The shares of common stock covered by any award that is forfeited, terminated, expired, or lapsed without being exercised or settled for cash will again become available for issuance under the 2020 Stock Plan. With respect to any award, if the exercise price and/or tax withholding obligations are satisfied by delivering shares to the Company (by actual delivery or attestation), or if the exercise price and/or tax withholding obligations are satisfied by withholding shares otherwise issuable pursuant to the award, the share reserve shall nonetheless be reduced by the gross number of shares subject to the award.

The Company accounts for its share-based compensation awards in accordance with ASC 718, Compensation—Stock Compensation (“ASC 718”) which requires all share-based compensation to be recognized in the income statement based on fair value and applies to all awards granted, modified, canceled, or repurchased after the effective date.

Total share-based compensation for stock awards included in selling, general and administrative expense in the condensed consolidated statements of comprehensive income (loss) was as follows for the periods presented:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Share-based compensation related to:
Equity classified stock options$374 $714 $850 $1,436 
Equity classified RSU's2,641 2,116 4,934 3,857 
Equity classified PSU's— — — 33 
Equity classified PVU's1,684 992 2,761 1,671 
Total $4,699 $3,822 $8,545 $6,997 

Stock Options—The stock options outstanding under the 2003 Stock Plan vest as to one-third after the vesting commencement date and as to 1/24 of the remaining shares subject to the stock option monthly thereafter, subject to the award recipient’s continued employment through the applicable vesting date. Upon a termination of employment for any reason other than for “Cause” (as defined in the 2003 Stock Plan), any unvested and outstanding stock options would generally be forfeited for no consideration, and any vested and outstanding stock options would remain exercisable for 90 days following the date of termination (and, in the case of a termination of employment due to death or disability, for 12 months following the date of termination). Stock options expire 10 years from the date of grant. The terms for ISO's and NSO's awarded in the 2020 Stock Plan are the same as in the 2003 Stock Plan with the exception that the options generally shall vest and become exercisable in four equal installments on each of the first four anniversaries of the grant date, subject to the award recipient’s continued employment through the applicable vesting date. Stock options are granted with an exercise price that is no less than 100% of the fair market value of the underlying shares on the date of the grant.

The fair value of each option (for purposes of calculation of share-based compensation expense) is estimated using the Black-Scholes-Merton option pricing model that uses assumptions determined as of the date of the grant. Use of this option pricing model requires the input of subjective assumptions. These assumptions include estimating the length of time employees will retain their vested stock options before exercising them (“expected term”), the estimated volatility of the Company's common stock price over the expected term (“volatility”), the number of options that will ultimately not complete their vesting requirements (“assumed forfeitures”), the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term (“risk-free interest rate”), and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments (“dividend yield”). Changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation and, consequently, the related amount recognized in the condensed consolidated statements of comprehensive income (loss).

During the six months ended December 31, 2024 and 2023, there were no stock options granted. The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2024:
Number of OptionsWeighted- Average Exercise PriceWeighted- Average Remaining Contractual Term (in Years)Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2024
3,677,964 $11.81 
Options granted— — 
Options exercised(95,316)2.05 
Options forfeited/expired/cancelled(130,818)7.05 
Outstanding—December 31, 2024
3,451,830 $12.26 5.92$1,917 
Vested and exercisable—December 31, 2024
2,766,270 $13.35 5.66$1,394 
As of December 31, 2024, there was $1.1 million in unrecognized share-based compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 0.75 years.

The Company did not receive any cash in connection with stock options exercised during the three months ended December 31, 2024, and less than $0.1 million in connection with stock options exercised during the six months ended December 31, 2024. During the six months ended December 31, 2023, there were no stock options exercised.

Restricted Stock—The Company grants RSU's to eligible employees, non-employee directors, and contractors. These awards generally vest over a period of one to four years. Fair value of the RSU's is determined based on the market price of the Company’s common stock at the grant date and share-based compensation expense is recognized over the requisite service period.

The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:

Number of Restricted Stock UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
8,441,168 $1.91 
Granted4,004,124 2.99 
Vested(3,509,924)2.07 
Forfeited(247,060)2.68 
Unvested as of December 31, 2024
8,688,308 $2.31 

As of December 31, 2024, there was $16.0 million of unrecognized share-based compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.00 years.

Performance Stock—Based upon the terms of the PSU’s granted, if certain performance metrics are met, PSU’s vest at the end of a three-year performance period. The fiscal year 2021 tranche vested on September 13, 2023, at 13% of the target and 14,477 shares were issued. The fiscal year 2022 tranche did not reach the target as of June 30, 2024, and no shares vested thus all PSU’s were forfeited back to the 2020 Stock Plan. As of December 31, 2024, there were no remaining PSU’s granted thus there was no unrecognized compensation cost related to unvested performance stock units granted.

Price-Vested Units—During the six months ended December 31, 2024, the Company issued PVU’s for which vesting is subject to the fulfillment of both a service period and the achievement of stock price hurdles during the relevant performance period. For the awards granted during the six months ended December 31, 2024 and 2023, they are divided into three and four separate tranches, each with a different price hurdle which is measured as the average trading price over 60 calendar days on a rolling daily basis, over a performance period of five years. An employee is eligible to vest in one-third of the awards in each tranche after each year of service, but subject to the achievement of the stock-price hurdle attached to each tranche. As a result, share-based compensation will be recognized on a straight-line basis across nine or twelve tranches over each tranche’s requisite service period, which is the greater of the derived service period and the explicit service period.

The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s granted during the six months ended December 31, 2024:
Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1772,027 $3.98 $3.13 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 2772,020 $3.75 $6.00 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 3772,027 $3.49 $9.00 
August 1, 2024 - August 1, 2029
1.31 years - 3 years

The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the six months ended December 31, 2023:

Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1558,569 $1.85 $2.50 
August 1, 2023 - August 1, 2028
1 year - 3 years
Tranche 2558,540 $1.69 $5.00 
August 1, 2023 - August 1, 2028
1.41 years - 3 years
Tranche 3558,579 $1.55 $7.50 
August 1, 2023 - August 1, 2028
1.96 years - 3 years
Tranche 4558,550 $1.45 $10.00 
August 1, 2023 - August 1, 2028
2.27 years - 3 years

The fair value of each PVU (for purposes of calculation of share-based compensation expense) is estimated using a Monte Carlo simulation valuation model that uses assumptions determined as of the date of the grant. Use of this model requires the input of subjective assumptions and changes in the subjective assumptions can materially affect the estimate of the fair value of share-based compensation recognized in the condensed consolidated statements of comprehensive income (loss). These assumptions include estimating the volatility of the Company's common stock price over the expected term, the risk-free interest rate that reflects the interest rate at grant date on zero-coupon United States governmental bonds that have a remaining life similar to the expected term risk-free interest rate, the cost of equity, and the dividend yield assumption which is based on the Company's dividend payment history and management's expectations of future dividend payments.

The Company used the following weighted-average assumptions for the PVU’s granted during the period presented below:
Six Months Ended December 31,
20242023
Share price as of grant date $4.01$1.38
Volatility88.8%94.3%
Risk-free interest rate3.8%4.1%
Cost of Equity12.6%9.2%
Dividend yield—%—%

The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:
Number of Price-Vested UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
6,170,385 $1.37 
Granted2,316,074 3.74
Vested(182,291)1.69 
Forfeited(152,920)2.10 
Unvested as of December 31, 2024
8,151,248 $2.04 

During the six months ended December 31, 2024, the $2.50 stock price hurdle was achieved. As a result, one-third of the awards in the first tranche of PVU’s granted during the three months ended September 30, 2023 vested.
As of December 31, 2024, there was $8.9 million of unrecognized share-based compensation cost related to unvested PVU’s granted, which is expected to be recognized over a weighted-average period of 1.55 years.
ESPP—The purpose of the Company’s employee stock purchase plan (“ESPP”) is to provide the Company's eligible employees with an opportunity to purchase shares on the exercise date at a price equal to of the fair market value of the Company’s common stock as of either the exercise date or the first day of the relevant offering period, whichever is lesser. The ESPP was suspended effective April 1, 2023, and as of December 31, 2024 there are 159 shares reserved for future issuance under the plan.
v3.25.0.1
Revenues from Contracts with Customers
 6 Months Ended
Dec. 31, 2024
Revenue from Contract with Customer [Abstract]  
Revenues from Contracts with Customers REVENUES FROM CONTRACTS WITH CUSTOMERS
Disaggregation of Revenue from Contracts with Customers—The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance:

Three Months Ended December 31,Six Months Ended December 31,
(dollars in thousands)2024202320242023
Senior:
Medicare advantage commissions$226,716 $217,969 $301,187 $292,340 
Other Senior commissions
2,185 3,048 4,765 4,840 
Other services26,677 26,512 42,535 40,265 
Total Senior revenue255,578 247,529 348,487 337,445 
Healthcare Services:
Pharmacy180,000 108,795 332,883 203,583 
Other services3,370 2,915 6,225 5,495 
Total Healthcare Services revenue183,370 111,710 339,108 209,078 
Life:
Term commissions18,666 18,113 35,030 37,227 
Final expense commissions16,283 14,482 34,607 28,602 
Other services4,912 4,772 9,514 9,341 
Total Life revenue39,861 37,367 79,151 75,170 
All other:
Commissions3,972 10,275 9,767 19,090 
Other services171 212 343 425 
Total All other revenue
4,143 10,487 10,110 19,515 
Eliminations:
Commissions(1,022)(662)(1,665)(1,118)
Other services(861)(993)(1,859)(1,923)
Total Elimination revenue(1,883)(1,655)(3,524)(3,041)
Total Commissions and other services revenue301,069 296,643 440,449 434,584 
Total Pharmacy revenue180,000 108,795 332,883 203,583 
Total Revenue$481,069 $405,438 $773,332 $638,167 

Contract Balances—The Company has contract assets related to commissions receivable from its insurance carrier partners, with the movement over time as the policy is renewed between long-term and short-term commissions receivable and accounts receivable, net being the main activity, along with commission revenue adjustments from changes in estimates.

A roll forward of commissions receivable (current and long-term) is shown below for the period presented:
(in thousands)
Balance as of June 30, 2024
$881,317 
Commission revenue from revenue recognized
178,207 
Net commission revenue adjustment from change in estimate2,944 
Amounts recognized as accounts receivable, net(25,644)
Balance as of December 31, 2024
$1,036,824 

For the six months ended December 31, 2024, the $2.9 million net commission revenue adjustment from change in estimate includes adjustments related to revenue recognized in prior fiscal years, based on the Company’s reassessment of each of its cohorts’ transaction prices. It includes a positive adjustment of $0.8 million for Senior and a positive adjustment of $0.4 million for Life. The remaining $1.8 million relates to the Company’s All other non-reportable segment. Refer to Note 14 to the condensed consolidated financial statements for further details on the Company’s reportable segments.

The Company’s contract liabilities on the condensed consolidated balance sheets represent unamortized upfront payments received as of December 31, 2024, for commission revenue for which the performance obligations have not yet been met and are anticipated to be recognized over the next twelve months.

A roll forward of contract liabilities (current and long-term) is shown below for the period presented:

(in thousands)
Balance as of June 30, 2024
$8,066 
Commission and other services revenue recognized
(29,509)
Amounts recognized as contract liabilities22,397 
Balance as of December 31, 2024
$954 
v3.25.0.1
Income Taxes
 6 Months Ended
Dec. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXES
For the three months ended December 31, 2024 and 2023, the Company recognized income tax benefits and expense of $13.7 million and $11.5 million, respectively, representing effective tax rates of (34.6)% and 37.2%, respectively. The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments . The differences from the federal statutory tax rate to the effective tax rates for the three months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

For the six months ended December 31, 2024 and 2023, the Company recognized income tax benefits of $4.2 million and $1.3 million, respectively, representing effective tax rates of (91.6)% and 10.1%, respectively. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2024, were primarily related to state income taxes, the recording of a valuation allowance for federal and state tax attributes that the Company does not expect to utilize prior to expiration, vesting of restricted stock units, and non-deductibility of warrant market adjustments. The differences from the federal statutory tax rate to the effective tax rate for the six months ended December 31, 2023, were primarily related to state income taxes and the recording of a valuation allowance for federal tax attributes that the Company does not expect to utilize prior to expiration.

As of December 31, 2024 and 2023, the Company has a valuation allowance of $18.7 million and $9.1 million, respectively, for deferred tax assets related to certain state specific net operating losses, federal and state Sec. 163(j) carryforwards, and credits, as it is more likely than not that those assets will not be realized. As the Company is currently in a three-year cumulative loss position, it cannot consider the projections of future income as
part of the valuation allowance analysis and have considered the other sources of future taxable income described under ASC 740, Income Taxes when evaluating the need for a valuation allowance. Aside from the certain deferred tax asset related to federal and state credits and other attributes noted above where a valuation allowance has been established, the Company continues to recognize its deferred tax assets as of December 31, 2024 as it believes it is more likely than not that the remaining net deferred tax assets will be realized. The Company will continue to evaluate the realizability of its deferred tax assets.
v3.25.0.1
Net Income (Loss) Per Share
 6 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share NET INCOME (LOSS) PER SHARE
The Company calculates net income (loss) per share as defined by ASC 260, Earnings per Share. Basic net income (loss) per share (“Basic EPS”) is computed by dividing net income (loss) attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Diluted net income (loss) per share (“Diluted EPS”) is computed by dividing net income (loss) attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include common shares issuable upon the exercise of outstanding employee stock options, unvested RSU's, PSU’s assuming the performance conditions are satisfied as of the end of the reporting period, PVU’s assuming market conditions are satisfied as of the end of the reporting period, common shares issuable upon the conclusion of each ESPP offering period, and Eleventh Amendment Warrants. The number of common equivalent shares outstanding has been determined in accordance with the treasury stock method for employee stock options, RSU's, PSU’s, PVU’s, common stock issuable pursuant to the ESPP, and Eleventh Amendment Warrants to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares.

The following table sets forth the computation of net income (loss) per share for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands, except per share amounts)
2024202320242023
Basic:
Numerator:
Net income (loss) attributable to common shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Net income (loss) per share—basic:
$0.31 $0.12 $0.05 $(0.07)
Diluted:
Numerator:
Net income (loss) attributable to common and common equivalent shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)
3,299 1,388 3,908 — 
Total common and common equivalent shares outstanding175,101 169,737 175,024 167,901 
Net income (loss) per share—diluted:
$0.30 $0.11 $0.05 $(0.07)
(1) Excluded from the computation of net income (loss) per share-diluted for the six months ended December 31, 2023 because the effect would have been anti-dilutive.
The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted for the periods presented because including them would have been anti-dilutive consisted of the following:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP4,875 8,428 4,164 11,855 

The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the performance or market conditions associated with these awards were not met are as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Shares subject to outstanding PVU’s8,151 6,281 7,393 6,280 
The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the exercise price of the Eleventh Amendment Warrants exceeded the average market price of the Company's common stock for the periods presented:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Warrants to purchase common stock
5,568 — 5,568 — 
v3.25.0.1
Segment Information
 6 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Segment Information SEGMENT INFORMATION
As of July 1, 2024, the Company has realigned its reportable segments for fiscal year 2025. The Auto & Home business does not meet the quantitative thresholds to be required to continue to be separately disclosed as a reportable segment in accordance with ASC 280, Segment Reporting (“ASC 280”). As a result, the Auto & Home business will be included in an “All Other” category. Prior period information has been recast to conform to the current presentation.

The Company’s operating segments have been determined in accordance with ASC 280. We currently have three reportable segments: i) Senior, ii) Healthcare Services, and iii) Life. Senior primarily sells senior Medicare-related health insurance products. Healthcare Services includes SelectRx, Population Health, and SelectPatient Management. Healthcare Services provides products and services to our Medicare policyholders, which are focused on improving patient health outcomes. Life primarily sells term life and final expense products. The All Other category is reflective of the revenue generated from selling individual automobile and homeowners’ insurance. Additionally, the Company accounts for non-operating activity, share-based compensation expense, depreciation and amortization, goodwill, long-lived asset and intangible asset impairments, certain intersegment eliminations, and the costs of providing corporate and other administrative services in our administrative division, Corporate & Eliminations. These services are not directly identifiable with our reportable segments and are shown in the tables below to reconcile the reportable segments to the consolidated financial statements. We have not aggregated any operating segments together to represent a reportable segment.

Our operating segments are determined based on how our chief executive officer, who also serves as our CODM manages our business, regularly accesses information, and evaluates performance for operating decision-making purposes, including allocation of resources. Adjusted EBITDA is our segment profit measure and a key
measure used by our CODM and Board of Directors to understand and evaluate the operating performance of our business and on which internal budgets and forecasts are based and approved. We define Adjusted EBITDA as income (loss) before income tax expense (benefit) plus: (i) interest expense, net; (ii) depreciation and amortization; (iii) share-based compensation; (iv) goodwill, long-lived asset, and intangible assets impairments; (v) transaction costs; (vi) loss on disposal of property, equipment and software, net; (vii) other non-recurring expenses and income; and (viii) changes in fair value of warrant liabilities.

The following tables present information about the reportable segments for the periods presented. We do not report total assets by segment as our CODM does not use this information to evaluate operating segment performance. Accordingly, we do not regularly provide such information by segment to our CODM.

Our segment disclosure includes intersegment revenues, which consist of affiliate marketing fees for services provided by our Senior segment to our Healthcare Services and Life segments as well as services provided by Life to other segments. These intersegment transactions are recorded by each segment at amounts that we believe approximate fair value as if the transactions were between third parties and, therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within the “Eliminations of intersegment revenues” and “Corporate & elimination of intersegment profits’ captions in the tables below.

The following table presents information about the reportable segments for the three months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$253,805 $183,281 $39,840 $476,926 
Intersegment revenue1,773 89 21 1,883 
Total revenue from reportable segments
$255,578 $183,370 $39,861 $478,809 
All other revenue
4,143 
Eliminations of intersegment revenues
(1,883)
Total consolidated revenue
$481,069 

(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$100,521 $2,212 $7,423 $110,156 
All other Adjusted EBITDA
2,303 
Corporate & elimination of intersegment profits(24,940)
Share-based compensation expense(4,699)
Transaction costs (1)
(6,719)
Depreciation and amortization(5,060)
Loss on disposal of property, equipment, and software, net(122)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(23,721)
Income before income tax expense (benefit)
$39,556 
(1) These expenses primarily consist of financing transaction costs ($6.7 million).
The following table presents information about the reportable segments for the three months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$245,897 $111,710 $37,344 $394,951 
Intersegment revenue1,632 — 23 1,655 
Total revenue from reportable segments
$247,529 $111,710 $37,367 $396,606 
All other revenue
10,487 
Eliminations of intersegment revenues
(1,655)
Total consolidated revenue
$405,438 

(in thousands)SeniorHealthcare ServicesLife
Total
Adjusted Segment EBITDA
$78,713 $2,981 $4,569 $86,263 
All other Adjusted EBITDA
4,725 
Corporate & elimination of intersegment profits(23,574)
Share-based compensation expense(3,822)
Transaction costs (1)
(2,400)
Depreciation and amortization(5,898)
Interest expense, net
(24,415)
Income before income tax expense (benefit)
$30,879 
(1) These expenses primarily consist of financing transaction costs.

The following table presents information about the reportable segments for the six months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$345,169 $338,947 $79,106 $763,222 
Intersegment revenue3,318 161 45 3,524 
Total revenue from reportable segments
$348,487 $339,108 $79,151 $766,746 
All other revenue
10,110 
Eliminations of intersegment revenues
(3,524)
Total consolidated revenue
$773,332 
(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$108,247 $7,089 $13,383 $128,719 
All other Adjusted EBITDA
6,099 
Corporate & elimination of intersegment profits(48,983)
Share-based compensation expense(8,545)
Transaction costs (1)
(7,544)
Depreciation and amortization(10,659)
Loss on disposal of property, equipment, and software, net(157)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(46,752)
Income before income tax expense (benefit)
$4,536 
(1) These expenses primarily consist of non-restructuring severance expenses ($0.5 million) and financing transaction costs ($7.0 million).

The following table presents information about the reportable segments for the six months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$334,458 $209,078 $75,116 $618,652 
Intersegment revenue2,987 — 54 3,041 
Total revenue from reportable segments
$337,445 $209,078 $75,170 $621,693 
All other revenue
19,515 
Eliminations of intersegment revenues
(3,041)
Total consolidated revenue
$638,167 
(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$77,376 $5,304 $9,808 $92,488 
All other Adjusted EBITDA
8,045 
Corporate & elimination of intersegment profits(44,495)
Share-based compensation expense(6,997)
Transaction costs (1)
(4,305)
Depreciation and amortization(11,887)
Loss on disposal of property, equipment, and software, net(9)
Interest expense, net(45,811)
Loss before income tax expense (benefit)$(12,971)
(1) These expenses primarily consist of financing transaction costs.

Revenues from each of the reportable segments are earned from transactions in the United States and follow the same accounting policies used for the Company’s condensed consolidated financial statements. All of the Company’s long-lived assets are located in the United States. For the three months ended December 31, 2024, three insurance carrier customers accounted for 38% (UHC), 14% (Humana), and 16% (Aetna) of total revenue. For the three months ended December 31, 2023, three customers accounted for 32% (UHC), 19% (Humana), and 16% (Aetna) of total revenue. For the six months ended December 31, 2024, three customers accounted for 35% (UHC), 13% (Humana), and 17% (Aetna) of total revenue. For the six months ended December 31, 2023, three customers accounted for 32% (UHC), 18% (Humana) and 12% (Aetna) of total revenue, respectively. For all periods presented, the revenue was provided by both the Senior and Healthcare Services segments. For all periods presented, the revenue was provided by both the Senior and Healthcare Services segments.
v3.25.0.1
Subsequent Events
 6 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events SUBSEQUENT EVENTS
Management has evaluated subsequent events pursuant to the requirements of ASC 855, Subsequent Events, from the balance sheet date through the date the financial statements were issued and has determined that there are the following material subsequent events.

Senior Preferred Stock Purchase Agreements

On February 10, 2025, the Company entered into a Senior Preferred Stock Purchase Agreement (the “Morgan Stanley Purchase Agreement”), with NL Monarch Holdings LLC (“Morgan Stanley”) and a Senior Preferred Stock Purchase Agreement (the “Bain Purchase Agreement” and together with the Morgan Stanley Purchase Agreement, the “Senior Preferred Stock Purchase Agreements”) with NL Monarch Holdings II LLC (“Bain,” and together with Morgan Stanley, the “Purchasers” or the “Lead Investors,” and each, a “Purchaser”), providing for an aggregate investment by the Purchasers of $350.0 million in cash in the Company (collectively, the “Investment”).

The Company has agreed to issue and sell an aggregate of 350,000 shares of Senior Non-Convertible Preferred Stock of the Company, par value $0.01 per share, (the “Preferred Stock”), with a face value per share of $1,000 (“Original Liquidation Preference”), and 30,833,333 warrants to purchase shares of the Company’s common stock, par value $0.01 (the “Common Stock”). Each of (1) Morgan Stanley, for an aggregate investment by Morgan Stanley of $175.0 million, pursuant to the Morgan Stanley Purchase Agreement, and (2) Bain, for an aggregate investment by Bain of $175.0 million pursuant to the Bain Purchase Agreement, will purchase: (a) 175,000 shares of
Preferred Stock; (b) warrants to purchase 6,740,740.5 shares of Common Stock at an initial exercise price of $0.01 per share (the “Tranche A Warrants”); (c) warrants to purchase 5,055,555.5 shares of Common Stock at initial exercise price equal to the thirty (30)-day volume weighted average of the closing sales price of the Common Stock, determined on the date which is forty-five (45) days following February 10, 2025 (provided, that if such volume weighted average is (i) less than $2.15, the exercise price will be $2.15, and (ii) greater than $4.00, the exercise price will be $4.00) (the “Tranche B Warrants”); and (d) warrants to purchase 3,620,370.5 shares of Common Stock at an initial exercise price $5.50 per share (the “Tranche C Warrants,” and together with the Tranche A Warrants and the Tranche B Warrants, the “Preferred Warrants”), in the case each series of Preferred Warrants, subject to customary anti-dilution adjustments. Dividends on each share of Preferred Stock will accrue daily at an initial rate of 14.5% per annum, subject to certain adjustments, and will be payable quarterly.

The Company will issue 85% of the aggregate Preferred Warrants that are allocated to each Purchaser at funding. On January 2, 2026, the Company will issue the balance of the aggregate Preferred Warrants that are allocated to each Purchaser, provided that if on or prior to December 31, 2025 the Company has redeemed any of the shares of Preferred Stock (the aggregate Original Liquidation Preference (as defined in the Certificate of Designation) of the shares of Preferred Stock redeemed by the Company, the “Early Redemption Amount”), then the aggregate number of additional Tranche A Warrants, Tranche B Warrants and Tranche C Warrants to be issued to the Purchasers on January 2, 2026 will be reduced pro rata by a percentage equal to the Early Redemption Amount divided by $50.0 million. If the Early Redemption Amount equals $50.0 million, then no additional Tranche A Warrants, Tranche B Warrants or Tranche C Warrants will be issued to either of the Purchasers.

Upon consummation of the transactions described above, the Company will reimburse certain of the Purchasers’ expenses and pay to the Purchasers an aggregate closing fee of 3.0% of the aggregate purchase price of the Preferred Stock and Preferred Warrants.

The issuance of the Preferred Stock and Preferred Warrants pursuant to the Senior Preferred Stock Purchase Agreements will occur on February 28, 2025. The Senior Preferred Stock Purchase Agreements contain representations, warranties, indemnification and other provisions customary for transactions of this nature, including certain standstill provisions.

Senior Secured Credit Facility

On February 10, 2025, the Company also entered into a Twelfth Amendment (the “Twelfth Amendment”) to the Senior Secured Credit Facility. The Twelfth Amendment permits certain amendments to the Senior Secured Credit Facility to, among other things (1) permit certain modifications to the asset coverage and minimum liquidity covenants and (2) permit certain other modifications (including changing the cash and PIK interest applicable to the outstanding term loans as set forth below) as a result of the partial prepayment of term loans that will be made with the net proceeds received by the Company from the sale of Preferred Stock described below.

Following the effectiveness of the Twelfth Amendment and until January 1, 2027 the term loans under the amended agreement will accrue cash and PIK interest (A) at a rate per annum equal to either (a) SOFR (subject to a floor of 3.00%) plus 6.50% or (b) a base rate plus 5.50% and (B) at a rate per annum equal 0%-3% for PIK interest, depending on the Company’s asset coverage ratio as of the date of calculation. The interest rate may decrease prior to January 1, 2027 as set forth in the Twelfth Amendment if the Company achieves certain repayment milestones set forth in the amended agreement. The term loans outstanding after January 1, 2027 will accrue cash and PIK interest (A) at a rate per annum equal to either (a) SOFR (subject to a floor of 3.00%) plus 6.50% or (b) a base rate plus 5.50% and (B) at a rate per annum equal 3% for PIK interest.
The amendments set forth in the Twelfth Amendment will be effective concurrently with the Company’s receipt of the proceeds from the issuance of the Preferred Stock and the Preferred Warrants pursuant to the Senior Preferred Stock Purchase Agreements on February 28, 2025.
v3.25.0.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Pay vs Performance Disclosure        
Net income (loss) $ 53,236 $ 19,392 $ 8,690 $ (11,659)
v3.25.0.1
Insider Trading Arrangements
 3 Months Ended 6 Months Ended
Dec. 31, 2024
shares
Dec. 31, 2024
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Sarah Anderson [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On November 21, 2024, Sarah Anderson, Executive Vice President of Pharmacy, adopted a Rule 10b5-1 trading arrangement for the sale of up to 50,000 shares of our common stock, subject to certain conditions. The arrangement’s expiration date is February 27, 2026.
Name Sarah Anderson  
Title Executive Vice President  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date November 21, 2024  
Expiration Date February 27, 2026  
Arrangement Duration 463 days  
Aggregate Available 50,000 50,000
v3.25.0.1
Summary of Business and Significant Accounting Policies (Policies)
 6 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Description of Business
Description of Business—SelectQuote, Inc. (together with its subsidiaries, the “Company” or “SelectQuote”) is a leading technology-enabled, direct-to-consumer distribution platform for selling insurance policies and healthcare services. We contract with insurance carriers to sell senior health, life, and auto and home insurance policies by telephone to individuals throughout the United States through the use of multi-channel marketing and advertising campaigns. SelectQuote’s Senior division (“Senior”) sells Medicare Advantage, Medicare Supplement, Medicare Part D, and other ancillary senior health insurance related products, and also includes a small lead generation business, InsideResponse, LLC (“InsideResponse”). SelectQuote’s Life division (“Life”) sells term life, final expense, and other ancillary products, and SelectQuote’s Auto & Home division (“Auto & Home”) primarily sells non-commercial auto and home, property and casualty insurance products. The Healthcare Services division (“Healthcare Services”) includes SelectRx, Population Health, and most recently, SelectPatient Management (“SPM”). SelectRx is a Patient-Centered Pharmacy HomeTM (“PCPH”) accredited pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, and medication therapy management. Population Health uses data from personal Health Risk Assessments completed by our agents (“HRAs”) to connect the consumer to the relevant health-related service, like SelectRx, SPM, or one of our many health-related partners. SPM launched in 2024 from the acquisition of an existing chronic care management platform, helps patients navigate their chronic conditions and manage them using a comprehensive treatment plan.
Basis of Presentation Basis of Presentation—The accompanying unaudited condensed consolidated financial statements include the accounts of SelectQuote, Inc., and its wholly owned subsidiaries: SelectQuote Insurance Services, SelectQuote Auto & Home Insurance Services, LLC, ChoiceMark Insurance Services, Inc., Tiburon Insurance Services, InsideResponse, and SelectQuote Ventures, Inc. The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. All intercompany accounts and transactions have been eliminated in consolidation. Certain information and disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended June 30, 2024, filed with the Securities and Exchange Commission on September 13, 2024 (the “Annual Report”), and include all adjustments necessary for the fair presentation of our financial position for the periods presented. Our results for the periods presented in our financial statements are not necessarily indicative of the results to be expected for any subsequent period, including for the year ending June 30, 2025, and therefore should not be relied upon as an indicator of future results. The accompanying unaudited condensed consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2024.
Seasonality
Seasonality—Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D Prescription Drug coverage for the following year during the Medicare annual enrollment period (“AEP”) in October through December and are allowed to switch plans from an existing plan during the open enrollment period (“OEP”) in January through March each year. As a result, the Senior segment’s revenue is highest in the second and third quarters.
Use of Estimates
Use of Estimates—The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, and liabilities and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual amounts could differ from those estimates. The most significant items involving management’s estimates include estimates of revenue recognition, accounts receivable, net, commissions receivable, the provision for income taxes, share-based
compensation, and valuation of intangible assets and goodwill. The impact of changes in estimates is recorded in the period in which they become known.
Warrants
Warrants—The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity (“ASC 480”), and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to our own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of our control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period.
Cash, Cash Equivalents, and Restricted Cash Cash, Cash Equivalents, and Restricted Cash—Cash and cash equivalents represent cash and short-term, highly liquid investments with maturities of three months or less at the time of purchase. Cash equivalents include a money market account primarily invested in cash and U.S. Government securities. These investments are generally classified as Level 1 fair value measurements, which represent unadjusted quoted market prices in active markets for identical assets or liabilities. Our account balances can at times exceed the FDIC-insured limits.
Recent Accounting Pronouncements
Recent Accounting Pronouncements—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07 – Segment Reporting (Topic ASC 280) Improvements to Reportable Segment Disclosures, which improves reportable segment disclosure requirements, primarily through enhanced disclosure about significant segment expenses. The enhancements under this update 1) require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, 2) require disclosure of other segment items by reportable segment and a description of the composition of other segment items 3) require annual disclosures to also be provided in interim periods, 4) clarify use of more than one measure of segment profit or loss by the CODM, 5) require that the title of the CODM be disclosed and an explanation of how the CODM uses the reported measures of segment profit or loss to make decisions, and 6) require that entities with a single reportable segment provide all disclosures required by this update and required under ASC 280. ASU 2023-07 is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this ASU on its financial statements.

In December 2023, the FASB issued ASU No. 2023-09 – Income Taxes (Topic ASC 740) Income Taxes. This ASU improves the transparency of income tax disclosures by requiring (1) consistent categories and greater
disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024. This change will apply on a prospective basis to annual financial statements for periods beginning after the effective date. However, retrospective application in all prior periods presented is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.
In November 2024, the FASB issued ASU No. 2024-03 - Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40). The amendments in this ASU require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provided disaggregated information about a public business entity's expenses to help investors (a) better understand the entity's performance, (b) better assess the entity's prospects for future cash flows, and (c) compare an entity's performance over time and with that of other entities. The additional disclosures under this update include (1) disclosing the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation, depletion, and amortization recognized as part of oil and gas-producing activities (DD&A) (or other amounts of depletion expense) that are included in each relevant expense caption, (2) include certain amounts that are already required to be disclosed under current generally accepted accounting principles (GAAP) in the same disclosure as the other disaggregation requirements, (3) disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, and (4) disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its financial statements.
Net Loss Per Share Diluted net income (loss) per share (“Diluted EPS”) is computed by dividing net income (loss) attributable to common and common equivalent shareholders by the total of the weighted-average common stock outstanding and common equivalent shares outstanding during the respective period. For the purpose of calculating the Company’s Diluted EPS, common equivalent shares outstanding include common shares issuable upon the exercise of outstanding employee stock options, unvested RSU's, PSU’s assuming the performance conditions are satisfied as of the end of the reporting period, PVU’s assuming market conditions are satisfied as of the end of the reporting period, common shares issuable upon the conclusion of each ESPP offering period, and Eleventh Amendment Warrants. The number of common equivalent shares outstanding has been determined in accordance with the treasury stock method for employee stock options, RSU's, PSU’s, PVU’s, common stock issuable pursuant to the ESPP, and Eleventh Amendment Warrants to the extent they are dilutive. Under the treasury stock method, the exercise price paid by the option holder and future share-based compensation expense that the Company has not yet recognized are assumed to be used to repurchase shares.
v3.25.0.1
Summary of Business and Significant Accounting Policies (Tables)
 6 Months Ended
Dec. 31, 2024
Accounting Policies [Abstract]  
Schedule of Cash, Cash Equivalents The following table summarizes the cash, cash equivalents and restricted cash included on the condensed consolidated balance sheet.
(in thousands)
December 31, 2024June 30, 2024
Current assets:
Cash and cash equivalents
$7,315 $42,690 
Restricted cash - current
4,789 — 
Total current assets
12,104 42,690 
Other assets:
Other assets
1,529 — 
Total cash, cash equivalents and restricted cash
$13,633 $42,690 
Schedule of Restricted Cash The following table summarizes the cash, cash equivalents and restricted cash included on the condensed consolidated balance sheet.
(in thousands)
December 31, 2024June 30, 2024
Current assets:
Cash and cash equivalents
$7,315 $42,690 
Restricted cash - current
4,789 — 
Total current assets
12,104 42,690 
Other assets:
Other assets
1,529 — 
Total cash, cash equivalents and restricted cash
$13,633 $42,690 
v3.25.0.1
Property And Equipment—Net (Tables)
 6 Months Ended
Dec. 31, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
Property and equipment—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Computer hardware$17,902 $18,036 
Machinery and equipment(1)
17,590 16,451 
Leasehold improvements18,971 18,870 
Furniture and fixtures4,735 4,705 
Work in progress271 308 
Total59,469 58,370 
Less accumulated depreciation(2)
(43,212)(39,397)
Property and equipment—net$16,257 $18,973 
(1) Includes financing lease right-of-use assets.
(2) During the six months ended December 31, 2024, the Company disposed of $0.7 million of fully depreciated computer hardware.
v3.25.0.1
Software—Net (Tables)
 6 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Capitalized Software
Software—net consisted of the following:

(in thousands)
December 31, 2024June 30, 2024
Software$26,428 $28,287 
Work in progress3 78 
Total26,431 28,365 
Less accumulated amortization(1)
(12,304)(14,387)
Software—net$14,127 $13,978 
(1) During the six months ended December 31, 2024, the Company disposed of $6.2 million of fully amortized software.
v3.25.0.1
Leases (Tables)
 6 Months Ended
Dec. 31, 2024
Leases [Abstract]  
Schedule of Lease Costs and Supplemental Information
Lease Costs—The components of lease costs were as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Finance lease costs(1)
$151 $41 $249 $84 
Operating lease costs(2)
1,767 1,516 3,517 3,100 
Short-term lease costs63 61 125 122 
Variable lease costs(3)
135 160 282 295 
Sublease income(550)(574)(1,113)(1,147)
Total net lease costs$1,566 $1,204 $3,060 $2,454 
(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in selling, general, and administrative expense and interest expense, net in the condensed consolidated statements of comprehensive income (loss).
(2) Recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive income (loss).
(3) Variable lease costs are not included in the measurement of the lease liability or right-of-use asset as they are not based on an index or rate and primarily represents common area maintenance charges and real estate taxes recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income (loss).
Schedule of Maturity of Operating Lease Liabilities As of December 31, 2024, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:
(in thousands)Operating leasesFinance leasesTotal
Remainder fiscal 2025$4,095 $237 $4,332 
20267,567 400 7,967 
20276,682 393 7,075 
20286,049 362 6,411 
20296,127 362 6,489 
Thereafter8,827 30 8,857 
     Total undiscounted lease payments39,347 1,784 41,131 
Less: interest10,827 444 11,271 
     Present value of lease liabilities$28,520 $1,340 $29,860 
Schedule of Maturity of Finance Lease Liabilities As of December 31, 2024, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:
(in thousands)Operating leasesFinance leasesTotal
Remainder fiscal 2025$4,095 $237 $4,332 
20267,567 400 7,967 
20276,682 393 7,075 
20286,049 362 6,411 
20296,127 362 6,489 
Thereafter8,827 30 8,857 
     Total undiscounted lease payments39,347 1,784 41,131 
Less: interest10,827 444 11,271 
     Present value of lease liabilities$28,520 $1,340 $29,860 
Schedule of Sublease, Future Minimum Receipts, Fiscal Year Maturity
As of December 31, 2024, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)Total
Remainder fiscal 2025$1,281 
20262,587 
20272,180 
20281,931 
20291,931 
Thereafter161 
Total sublease income$10,071 
v3.25.0.1
Intangible Assets and Goodwill (Tables)
 6 Months Ended
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Indefinite-Lived Intangible Assets The carrying amounts, accumulated amortization, net carrying value, and weighted average remaining life of our definite-lived amortizable intangible assets are presented below (dollars in thousands, useful life in years):
December 31, 2024June 30, 2024
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Customer relationships$17,492 $(12,094)$5,398 $17,492 $(10,936)$6,556 
Trade name2,680 (2,501)179 2,680 (2,233)447 
Proprietary software4,342 (1,817)2,525 4,342 (1,189)3,153 
Non-compete agreements100 (72)28 100 (62)38 
Total intangible assets$24,614 $(16,484)$8,130 $24,614 $(14,420)$10,194 
Schedule of Future Amortization Expense
As of December 31, 2024, expected amortization expense in future fiscal periods were as follows (in thousands):

Trade NameProprietary SoftwareNon-compete agreementsCustomer relationshipsTotal
Remainder fiscal 2025$179 $600 $10 $1,158 $1,947 
2026— 1,100 18 2,313 3,431 
2027— 825 — 1,927 2,752 
Total$179 $2,525 $28 $5,398 $8,130 
v3.25.0.1
Debt (Tables)
 6 Months Ended
Dec. 31, 2024
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments
Debt consisted of the following:

(in thousands)December 31, 2024June 30, 2024
Revolving credit facility$58,000 $— 
Term Loans
574,662 688,203 
Class A Notes
56,237 — 
Class B Notes
37,491 — 
Unamortized debt issuance costs and debt discount(14,529)(4,869)
Total debt711,861 683,334 
Less current portion of long-term debt:(27,577)(45,854)
Long-term debt$684,284 $637,480 
Schedule of Maturities of Long-Term Debt
The combined aggregate amount of expected payments associated with the Notes and maturities associated with the Term Loans as of December 31, 2024 are as follows:

(in thousands)
Remainder fiscal 2025
2026202720282029Total
Revolving credit facility
$— $58,000 $— $— $— $58,000 
Term Loans$5,002 $14,291 $28,582 $526,787 $— $574,662 
Class A Notes
$6,183 $11,717 $10,593 $8,650 $19,094 $56,237 
Class B Notes
4,122 7,811 7,062 5,767 12,729 37,491 
Total obligations$15,307 $91,819 $46,237 $541,204 $31,823 $726,390 
v3.25.0.1
Fair Value Measurements (Tables)
 6 Months Ended
Dec. 31, 2024
Fair Value Disclosures [Abstract]  
Schedule of Assets And Liabilities, Measured at Fair Value on Recurring Basis The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2024 and June 30, 2024 and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
As of December 31, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$315 $— $— $315 
Liabilities:
Long-term liabilities
Warrant liability
$— $— $16,269 $16,269 
As of June 30, 2024
(in thousands)Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds
$307 $— $— $307 
Other current assets
Cash flow hedge
$— $5,027 $— $5,027 
Schedule of Estimated Fair Value of the Warrants
The fair value of the Eleventh Amendment Warrants has been estimated with the following assumptions:
December 31, 2024
Stock price(1)
$3.72 
Exercise price$3.00 
Expected volatility
108.46 %
Risk-free interest rate
4.25 %
Expected dividend-yield
— %
Expected life (years)
4.25
Fair value per warrant
$2.92 
(1) The stock price is based on the closing stock price as of December 31, 2024.
Schedule of Changes in Level 3 Fair Value Measurements
Changes in Level 3 fair value measurements during the period ended December 31, 2024 were as follows:
(in thousands)
Warrant Liability
Balance as of June 30, 2024
$— 
Initial measurement
8,628 
Change in fair value
7,642 
Balance as of December 31, 2024
$16,269 
v3.25.0.1
Shareholders' Equity (Tables)
 6 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Schedule of Stock by Class As of December 31, 2024, the Company has reserved the following authorized, but unissued, shares of common stock:
ESPP159 
Stock awards outstanding under 2020 Plan19,819,907 
Stock awards available for grant under 2020 Plan3,489,310 
Options outstanding under 2003 Plan471,479 
Total23,780,855 
Schedule of Share-Based Compensation Activity
Total share-based compensation for stock awards included in selling, general and administrative expense in the condensed consolidated statements of comprehensive income (loss) was as follows for the periods presented:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Share-based compensation related to:
Equity classified stock options$374 $714 $850 $1,436 
Equity classified RSU's2,641 2,116 4,934 3,857 
Equity classified PSU's— — — 33 
Equity classified PVU's1,684 992 2,761 1,671 
Total $4,699 $3,822 $8,545 $6,997 
Schedule of Stock Options Roll Forward The following table summarizes stock option activity under the Stock Plans for the six months ended December 31, 2024:
Number of OptionsWeighted- Average Exercise PriceWeighted- Average Remaining Contractual Term (in Years)Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2024
3,677,964 $11.81 
Options granted— — 
Options exercised(95,316)2.05 
Options forfeited/expired/cancelled(130,818)7.05 
Outstanding—December 31, 2024
3,451,830 $12.26 5.92$1,917 
Vested and exercisable—December 31, 2024
2,766,270 $13.35 5.66$1,394 
Schedule of Restricted Stock Unit Activity
The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:

Number of Restricted Stock UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
8,441,168 $1.91 
Granted4,004,124 2.99 
Vested(3,509,924)2.07 
Forfeited(247,060)2.68 
Unvested as of December 31, 2024
8,688,308 $2.31 
Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award
The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s granted during the six months ended December 31, 2024:
Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1772,027 $3.98 $3.13 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 2772,020 $3.75 $6.00 
August 1, 2024 - August 1, 2029
1 year - 3 years
Tranche 3772,027 $3.49 $9.00 
August 1, 2024 - August 1, 2029
1.31 years - 3 years

The following table summarizes the number of shares, stock price hurdles, service periods, and performance periods for each tranche, for the PVU’s awarded during the six months ended December 31, 2023:

Number of Shares per TrancheGrant Date Fair Value (per Share)Stock Price Hurdle (per Share)Performance PeriodRequisite Service Period
Tranche 1558,569 $1.85 $2.50 
August 1, 2023 - August 1, 2028
1 year - 3 years
Tranche 2558,540 $1.69 $5.00 
August 1, 2023 - August 1, 2028
1.41 years - 3 years
Tranche 3558,579 $1.55 $7.50 
August 1, 2023 - August 1, 2028
1.96 years - 3 years
Tranche 4558,550 $1.45 $10.00 
August 1, 2023 - August 1, 2028
2.27 years - 3 years
Schedule of Stock Options, Valuation Assumptions The Company used the following weighted-average assumptions for the PVU’s granted during the period presented below:
Six Months Ended December 31,
20242023
Share price as of grant date $4.01$1.38
Volatility88.8%94.3%
Risk-free interest rate3.8%4.1%
Cost of Equity12.6%9.2%
Dividend yield—%—%
Schedule of Nonvested Share Activity
The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the six months ended December 31, 2024:
Number of Price-Vested UnitsWeighted-Average Grant Date Fair Value
Unvested as of June 30, 2024
6,170,385 $1.37 
Granted2,316,074 3.74
Vested(182,291)1.69 
Forfeited(152,920)2.10 
Unvested as of December 31, 2024
8,151,248 $2.04 
v3.25.0.1
Revenue from Contracts with Customers (Tables)
 6 Months Ended
Dec. 31, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue The disaggregation of revenue by segment and product is depicted for the periods presented below, and is consistent with how the Company evaluates its financial performance:
Three Months Ended December 31,Six Months Ended December 31,
(dollars in thousands)2024202320242023
Senior:
Medicare advantage commissions$226,716 $217,969 $301,187 $292,340 
Other Senior commissions
2,185 3,048 4,765 4,840 
Other services26,677 26,512 42,535 40,265 
Total Senior revenue255,578 247,529 348,487 337,445 
Healthcare Services:
Pharmacy180,000 108,795 332,883 203,583 
Other services3,370 2,915 6,225 5,495 
Total Healthcare Services revenue183,370 111,710 339,108 209,078 
Life:
Term commissions18,666 18,113 35,030 37,227 
Final expense commissions16,283 14,482 34,607 28,602 
Other services4,912 4,772 9,514 9,341 
Total Life revenue39,861 37,367 79,151 75,170 
All other:
Commissions3,972 10,275 9,767 19,090 
Other services171 212 343 425 
Total All other revenue
4,143 10,487 10,110 19,515 
Eliminations:
Commissions(1,022)(662)(1,665)(1,118)
Other services(861)(993)(1,859)(1,923)
Total Elimination revenue(1,883)(1,655)(3,524)(3,041)
Total Commissions and other services revenue301,069 296,643 440,449 434,584 
Total Pharmacy revenue180,000 108,795 332,883 203,583 
Total Revenue$481,069 $405,438 $773,332 $638,167 
Schedule of Activity in Commissions Receivable
A roll forward of commissions receivable (current and long-term) is shown below for the period presented:
(in thousands)
Balance as of June 30, 2024
$881,317 
Commission revenue from revenue recognized
178,207 
Net commission revenue adjustment from change in estimate2,944 
Amounts recognized as accounts receivable, net(25,644)
Balance as of December 31, 2024
$1,036,824 
Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable
A roll forward of contract liabilities (current and long-term) is shown below for the period presented:

(in thousands)
Balance as of June 30, 2024
$8,066 
Commission and other services revenue recognized
(29,509)
Amounts recognized as contract liabilities22,397 
Balance as of December 31, 2024
$954 
v3.25.0.1
Net Income (Loss) Per Share (Tables)
 6 Months Ended
Dec. 31, 2024
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth the computation of net income (loss) per share for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands, except per share amounts)
2024202320242023
Basic:
Numerator:
Net income (loss) attributable to common shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Net income (loss) per share—basic:
$0.31 $0.12 $0.05 $(0.07)
Diluted:
Numerator:
Net income (loss) attributable to common and common equivalent shareholders
$53,236 $19,392 $8,690 $(11,659)
Denominator:
Weighted-average common stock outstanding171,802 168,349 171,116 167,901 
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)
3,299 1,388 3,908 — 
Total common and common equivalent shares outstanding175,101 169,737 175,024 167,901 
Net income (loss) per share—diluted:
$0.30 $0.11 $0.05 $(0.07)
(1) Excluded from the computation of net income (loss) per share-diluted for the six months ended December 31, 2023 because the effect would have been anti-dilutive.
Schedule of Antidilutive Securities Excluded from Computation of Income (Loss) Per Share
The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted for the periods presented because including them would have been anti-dilutive consisted of the following:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP4,875 8,428 4,164 11,855 

The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the performance or market conditions associated with these awards were not met are as follows for the periods presented:

Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Shares subject to outstanding PVU’s8,151 6,281 7,393 6,280 
The weighted average potential shares of common stock that were excluded from the calculation of net income (loss) per share-diluted because the exercise price of the Eleventh Amendment Warrants exceeded the average market price of the Company's common stock for the periods presented:
Three Months Ended December 31,Six Months Ended December 31,
(in thousands)2024202320242023
Warrants to purchase common stock
5,568 — 5,568 — 
v3.25.0.1
Segment Information (Tables)
 6 Months Ended
Dec. 31, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following tables present information about the reportable segments for the periods presented. We do not report total assets by segment as our CODM does not use this information to evaluate operating segment performance. Accordingly, we do not regularly provide such information by segment to our CODM.

Our segment disclosure includes intersegment revenues, which consist of affiliate marketing fees for services provided by our Senior segment to our Healthcare Services and Life segments as well as services provided by Life to other segments. These intersegment transactions are recorded by each segment at amounts that we believe approximate fair value as if the transactions were between third parties and, therefore, impact segment performance. However, the revenue and corresponding expense are eliminated in consolidation. The elimination of such intersegment transactions is included within the “Eliminations of intersegment revenues” and “Corporate & elimination of intersegment profits’ captions in the tables below.

The following table presents information about the reportable segments for the three months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$253,805 $183,281 $39,840 $476,926 
Intersegment revenue1,773 89 21 1,883 
Total revenue from reportable segments
$255,578 $183,370 $39,861 $478,809 
All other revenue
4,143 
Eliminations of intersegment revenues
(1,883)
Total consolidated revenue
$481,069 

(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$100,521 $2,212 $7,423 $110,156 
All other Adjusted EBITDA
2,303 
Corporate & elimination of intersegment profits(24,940)
Share-based compensation expense(4,699)
Transaction costs (1)
(6,719)
Depreciation and amortization(5,060)
Loss on disposal of property, equipment, and software, net(122)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(23,721)
Income before income tax expense (benefit)
$39,556 
(1) These expenses primarily consist of financing transaction costs ($6.7 million).
The following table presents information about the reportable segments for the three months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$245,897 $111,710 $37,344 $394,951 
Intersegment revenue1,632 — 23 1,655 
Total revenue from reportable segments
$247,529 $111,710 $37,367 $396,606 
All other revenue
10,487 
Eliminations of intersegment revenues
(1,655)
Total consolidated revenue
$405,438 

(in thousands)SeniorHealthcare ServicesLife
Total
Adjusted Segment EBITDA
$78,713 $2,981 $4,569 $86,263 
All other Adjusted EBITDA
4,725 
Corporate & elimination of intersegment profits(23,574)
Share-based compensation expense(3,822)
Transaction costs (1)
(2,400)
Depreciation and amortization(5,898)
Interest expense, net
(24,415)
Income before income tax expense (benefit)
$30,879 
(1) These expenses primarily consist of financing transaction costs.

The following table presents information about the reportable segments for the six months ended December 31, 2024:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$345,169 $338,947 $79,106 $763,222 
Intersegment revenue3,318 161 45 3,524 
Total revenue from reportable segments
$348,487 $339,108 $79,151 $766,746 
All other revenue
10,110 
Eliminations of intersegment revenues
(3,524)
Total consolidated revenue
$773,332 
(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$108,247 $7,089 $13,383 $128,719 
All other Adjusted EBITDA
6,099 
Corporate & elimination of intersegment profits(48,983)
Share-based compensation expense(8,545)
Transaction costs (1)
(7,544)
Depreciation and amortization(10,659)
Loss on disposal of property, equipment, and software, net(157)
Change in fair value of warrant liabilities
(7,642)
Interest expense, net(46,752)
Income before income tax expense (benefit)
$4,536 
(1) These expenses primarily consist of non-restructuring severance expenses ($0.5 million) and financing transaction costs ($7.0 million).

The following table presents information about the reportable segments for the six months ended December 31, 2023:

(in thousands)SeniorHealthcare ServicesLife
Total
External revenue$334,458 $209,078 $75,116 $618,652 
Intersegment revenue2,987 — 54 3,041 
Total revenue from reportable segments
$337,445 $209,078 $75,170 $621,693 
All other revenue
19,515 
Eliminations of intersegment revenues
(3,041)
Total consolidated revenue
$638,167 
(in thousands)SeniorHealthcare ServicesLifeTotal
Adjusted Segment EBITDA$77,376 $5,304 $9,808 $92,488 
All other Adjusted EBITDA
8,045 
Corporate & elimination of intersegment profits(44,495)
Share-based compensation expense(6,997)
Transaction costs (1)
(4,305)
Depreciation and amortization(11,887)
Loss on disposal of property, equipment, and software, net(9)
Interest expense, net(45,811)
Loss before income tax expense (benefit)$(12,971)
(1) These expenses primarily consist of financing transaction costs.
v3.25.0.1
Summary of Business and Significant Accounting Policies - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Dec. 31, 2023
Jun. 30, 2023
Current assets:        
Cash and cash equivalents $ 7,315      
Restricted cash - current 4,789 $ 0    
Total current assets 12,104 42,690    
Other assets:        
Other assets 1,529 0    
Total cash, cash equivalents, and restricted cash $ 13,633 $ 42,690 $ 10,849 $ 83,156
v3.25.0.1
Property And Equipment—Net - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
Jun. 30, 2024
Property, Plant and Equipment [Line Items]    
Total $ 59,469 $ 58,370
Less accumulated depreciation (43,212) (39,397)
Property and equipment—net 16,257 18,973
Computer hardware    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 17,902 18,036
Disposed of depreciated computer hardware 700  
Machinery and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 17,590 16,451
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 18,971 18,870
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 4,735 4,705
Work in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 271 $ 308
v3.25.0.1
Property And Equipment—Net - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment [Abstract]        
Depreciation $ (2.1) $ (3.0) $ (4.6) $ (6.1)
v3.25.0.1
Software—Net - Schedule of Capitalized Software (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Jun. 30, 2024
Work in progress          
Total $ 26,431   $ 26,431   $ 28,365
Less accumulated amortization (12,304)   (12,304)   (14,387)
Software—net 14,127   14,127   13,978
Capitalized software amortization 2,000 $ 2,200 4,000 $ 4,200  
Software          
Work in progress          
Total 26,428   26,428   28,287
Capitalized software amortization     6,200    
Work in progress          
Work in progress          
Total $ 3   $ 3   $ 78
v3.25.0.1
Software—Net - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Capitalized software costs in the period $ 2.1 $ 1.9 $ 4.3 $ 3.8
Capitalized software amortization $ (2.0) $ (2.2) $ (4.0) $ (4.2)
v3.25.0.1
Leases - Narrative (Details)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
USD ($)
lease
Lessee, Lease, Description [Line Items]  
Expected rental payments $ 39,347
Finance lease, number of lease | lease 4
Minimum  
Lessee, Lease, Description [Line Items]  
Operating lease, term 1 year
Maximum  
Lessee, Lease, Description [Line Items]  
Operating lease, term 12 years
Monaca, Pennsylvania | Affiliated Entity  
Lessee, Lease, Description [Line Items]  
Operating lease, term 10 years
Expected rental payments $ 3,600
Option to extend 5 years
Indianapolis, IN and Monaca, PA  
Lessee, Lease, Description [Line Items]  
Right-of-Use asset obtained in exchange for finance lease liability $ 1,300
v3.25.0.1
Leases - Schedule of Lease Costs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Leases [Abstract]        
Finance lease costs $ 151 $ 41 $ 249 $ 84
Operating lease costs 1,767 1,516 3,517 3,100
Short-term lease costs 63 61 125 122
Variable lease costs 135 160 282 295
Sublease income (550) (574) (1,113) (1,147)
Total net lease costs $ 1,566 $ 1,204 $ 3,060 $ 2,454
v3.25.0.1
Leases - Schedule of Maturity of Lease Liabilities (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Operating leases  
Remainder fiscal 2025 $ 4,095
2026 7,567
2027 6,682
2028 6,049
2029 6,127
Thereafter 8,827
Total undiscounted lease payments 39,347
Less: interest 10,827
Present value of lease liabilities 28,520
Finance leases  
Remainder fiscal 2025 237
2026 400
2027 393
2028 362
2029 362
Thereafter 30
Total undiscounted lease payments 1,784
Less: interest 444
Present value of lease liabilities 1,340
Total  
Remainder fiscal 2025 4,332
2026 7,967
2027 7,075
2028 6,411
2029 6,489
Thereafter 8,857
Total undiscounted lease payments 41,131
Less: interest 11,271
Present value of lease liabilities $ 29,860
v3.25.0.1
Leases - Schedule of Sublease Income, Fiscal Year Maturity (Details)
$ in Thousands
Dec. 31, 2024
USD ($)
Leases [Abstract]  
Remainder fiscal 2025 $ 1,281
2026 2,587
2027 2,180
2028 1,931
2029 1,931
Thereafter 161
Total sublease income $ 10,071
v3.25.0.1
Intangible Assets and Goodwill - Schedule of Indefinite-Lived Intangible Assets (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Work in progress    
Gross Carrying Amount $ 24,614 $ 24,614
Accumulated Amortization (16,484) (14,420)
Net Carrying Amount 8,130 10,194
Customer relationships    
Work in progress    
Gross Carrying Amount 17,492 17,492
Accumulated Amortization (12,094) (10,936)
Net Carrying Amount 5,398 6,556
Trade name    
Work in progress    
Gross Carrying Amount 2,680 2,680
Accumulated Amortization (2,501) (2,233)
Net Carrying Amount 179 447
Proprietary software    
Work in progress    
Gross Carrying Amount 4,342 4,342
Accumulated Amortization (1,817) (1,189)
Net Carrying Amount 2,525 3,153
Non-compete agreements    
Work in progress    
Gross Carrying Amount 100 100
Accumulated Amortization (72) (62)
Net Carrying Amount $ 28 $ 38
v3.25.0.1
Intangible Assets and Goodwill - Narrative (Details) - USD ($)
 3 Months Ended 6 Months Ended 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Jun. 30, 2024
Goodwill [Line Items]          
Impairment of intangible assets excluding goodwill $ 0 $ 0 $ 0 $ 0  
Amortization of intangible assets (1,000,000) (800,000) $ (2,100,000) (1,500,000)  
Remaining useful life of intangible assets (in years)     2 years 5 months 26 days   2 years 8 months 8 days
Goodwill 29,438,000   $ 29,438,000   $ 29,438,000
Goodwill impairment 0 $ 0 0 $ 0  
Healthcare Services          
Goodwill [Line Items]          
Goodwill $ 29,400,000   $ 29,400,000    
v3.25.0.1
Intangible Assets and Goodwill - Schedule of Future Amortization Expense (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Work in progress    
Remainder fiscal 2025 $ 1,947  
2026 3,431  
2027 2,752  
Net Carrying Amount 8,130 $ 10,194
Trade name    
Work in progress    
Remainder fiscal 2025 179  
2026 0  
2027 0  
Net Carrying Amount 179 447
Proprietary software    
Work in progress    
Remainder fiscal 2025 600  
2026 1,100  
2027 825  
Net Carrying Amount 2,525 3,153
Non-compete agreements    
Work in progress    
Remainder fiscal 2025 10  
2026 18  
2027 0  
Net Carrying Amount 28 38
Customer relationships    
Work in progress    
Remainder fiscal 2025 1,158  
2026 2,313  
2027 1,927  
Net Carrying Amount $ 5,398 $ 6,556
v3.25.0.1
Debt - Schedule of Long-term Debt Instruments (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Debt Instrument [Line Items]    
Term Loans $ 726,390  
Unamortized debt issuance costs and debt discount (14,529) $ (4,869)
Total debt 711,861 683,334
Less current portion of long-term debt: (27,577) (45,854)
Long-term debt 684,284 637,480
Line of Credit | Revolving credit facility    
Debt Instrument [Line Items]    
Term Loans 58,000 0
Line of Credit | Secured Debt    
Debt Instrument [Line Items]    
Term Loans 574,662 688,203
Line of Credit | Secured Debt | Class A Notes    
Debt Instrument [Line Items]    
Term Loans 56,237 0
Line of Credit | Secured Debt | Class B Notes    
Debt Instrument [Line Items]    
Term Loans $ 37,491 $ 0
v3.25.0.1
Debt - Schedule of Maturities of Long-Term Debt (Details) - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Line of Credit Facility [Line Items]    
Remainder fiscal 2025 $ 15,307  
2026 91,819  
2027 46,237  
2028 541,204  
2029 31,823  
Total debt 726,390  
Line of Credit | Revolving credit facility    
Line of Credit Facility [Line Items]    
Remainder fiscal 2025 0  
2026 58,000  
2027 0  
2028 0  
2029 0  
Total debt 58,000 $ 0
Line of Credit | Secured Debt    
Line of Credit Facility [Line Items]    
Remainder fiscal 2025 5,002  
2026 14,291  
2027 28,582  
2028 526,787  
2029 0  
Total debt 574,662 688,203
Line of Credit | Secured Debt | Class A Notes    
Line of Credit Facility [Line Items]    
Remainder fiscal 2025 6,183  
2026 11,717  
2027 10,593  
2028 8,650  
2029 19,094  
Total debt 56,237 0
Line of Credit | Secured Debt | Class B Notes    
Line of Credit Facility [Line Items]    
Remainder fiscal 2025 4,122  
2026 7,811  
2027 7,062  
2028 5,767  
2029 12,729  
Total debt $ 37,491 $ 0
v3.25.0.1
Debt - Narrative (Details) - USD ($)
$ in Thousands
 6 Months Ended
Oct. 15, 2024
Sep. 12, 2024
Dec. 31, 2024
Jun. 30, 2024
Line of Credit Facility [Line Items]        
Repayments of debt $ 14,200      
Renewal commissions receivable, current     $ 25,600  
Renewal commissions receivable, noncurrent     75,500  
Restricted cash     6,300  
Unamortized debt issuance costs     3,700  
Debt discount     $ 2,700  
Class A        
Line of Credit Facility [Line Items]        
Effective interest rate     9.07%  
Class B        
Line of Credit Facility [Line Items]        
Effective interest rate     10.98%  
Interest Rate Swap        
Line of Credit Facility [Line Items]        
Derivative, notional amount     $ 325,000  
Interest Rate Swap | Interest expense, net        
Line of Credit Facility [Line Items]        
Amount reclassified from AOC Income (Loss) into interest expense     $ 700  
Term Loans        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate     6.00%  
Term Loans | Interest Rate Swap        
Line of Credit Facility [Line Items]        
Derivative, basis spread on variable rate     0.931%  
Class A Notes        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate 7.80%   7.80%  
Debt instrument, face amount $ 60,000      
Class B Notes        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate 9.65%   9.65%  
Debt instrument, face amount $ 40,000      
September 2028 | Senior Notes        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate     2.00%  
October 2030 | Senior Notes        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate     4.00%  
Line of Credit | Secured Overnight Financing Rate (SOFR)        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   6.50%    
Line of Credit | Base Rate        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   5.50%    
Line of Credit | Minimum | Secured Overnight Financing Rate (SOFR)        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate   3.00%    
Line of Credit | Payment in Kind (PIK) Note | Secured Overnight Financing Rate (SOFR)        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   3.00%    
Line of Credit | Payment in Kind (PIK) Note | Base Rate        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   3.00%    
Line of Credit | Term Loans | Secured Debt        
Line of Credit Facility [Line Items]        
Proceeds from borrowings     $ 887,300  
Revolving credit facility        
Line of Credit Facility [Line Items]        
Effective interest rate     11.50%  
Revolving credit facility | Base Rate        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   4.00%    
Revolving credit facility | Minimum | Secured Overnight Financing Rate (SOFR)        
Line of Credit Facility [Line Items]        
Debt instrument, interest rate   1.00%    
Revolving credit facility | Maximum | Secured Overnight Financing Rate (SOFR)        
Line of Credit Facility [Line Items]        
Debt instrument, basis spread on variable rate   5.00%    
Revolving credit facility | Line of Credit        
Line of Credit Facility [Line Items]        
Maximum borrowing capacity     $ 13,700  
Senior Secured Credit Facility        
Line of Credit Facility [Line Items]        
Unamortized debt issuance costs     35,200  
Debt discount     8,600  
Unamortized debt issuance costs, gross     $ 51,100  
Senior Secured Credit Facility | Secured Debt        
Line of Credit Facility [Line Items]        
Fees paid   $ 700    
Secured Debt | Line of Credit        
Line of Credit Facility [Line Items]        
Effective interest rate     13.90% 13.90%
v3.25.0.1
Debt - Narrative Variable Interest Entities (Details)
$ in Millions
Dec. 31, 2024
USD ($)
Variable Interest Entity, Primary Beneficiary  
Variable Interest Entity [Line Items]  
Borrowings $ 93.7
v3.25.0.1
Warrants to Purchase Shares of Common Stock (Details) - USD ($)
$ / shares in Units, $ in Thousands
 6 Months Ended
Dec. 31, 2024
Oct. 15, 2024
Class of Warrant or Right [Line Items]    
Sale of stock price per share   $ 3.00
Warrants outstanding 5,568,360  
Level 3 | Fair Value, Recurring | Warrant    
Class of Warrant or Right [Line Items]    
Estimated fair value loss of warrants $ 7,642  
Level 3 | Fair Value, Recurring | Warrant    
Class of Warrant or Right [Line Items]    
Warrant liability, fair value $ 16,300  
Warrant    
Class of Warrant or Right [Line Items]    
Warrant issued (in shares)   5,568,360
v3.25.0.1
Fair Value Measurements - Schedule of Assets And Liabilities, Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($)
$ in Thousands
Dec. 31, 2024
Jun. 30, 2024
Money market funds    
Assets:    
Cash equivalents $ 315 $ 307
Warrant liability    
Liabilities:    
Long-term liabilities 16,269  
Cash flow hedge    
Assets:    
Other current assets   5,027
Level 1 | Money market funds    
Assets:    
Cash equivalents 315 307
Level 1 | Warrant liability    
Liabilities:    
Long-term liabilities 0  
Level 1 | Cash flow hedge    
Assets:    
Other current assets   0
Level 2 | Money market funds    
Assets:    
Cash equivalents 0 0
Level 2 | Warrant liability    
Liabilities:    
Long-term liabilities 0  
Level 2 | Cash flow hedge    
Assets:    
Other current assets   5,027
Level 3 | Money market funds    
Assets:    
Cash equivalents 0 0
Level 3 | Warrant liability    
Liabilities:    
Long-term liabilities $ 16,269  
Level 3 | Cash flow hedge    
Assets:    
Other current assets   $ 0
v3.25.0.1
Fair Value Measurements - Narrative (Details)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
USD ($)
Warrant liability | Level 3 | Fair Value, Recurring  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Estimated fair value loss of warrants $ 7,642
v3.25.0.1
Fair Value Measurements - Schedule of Estimated Fair Value of the Warrants (Details)
Dec. 31, 2024
Stock price  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 3.72
Exercise price  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 3.00
Expected volatility  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 1.0846
Risk-free interest rate  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 0.0425
Expected dividend-yield  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 0
Expected life (years)  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 4.25
Fair value per warrant  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]  
Warrants measurement input 2.92
v3.25.0.1
Fair Value Measurements - Schedule of Changes in Level 3 Fair Value Measurements (Details) - USD ($)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Initial measurement $ 8,628 $ 0
Warrant liability | Level 3 | Fair Value, Recurring    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Balance as of June 30, 2024 0  
Initial measurement 8,628  
Change in fair value 7,642  
Balance as of December 31, 2024 $ 16,269  
v3.25.0.1
Commitments and Contingencies (Details) - defendant
Oct. 07, 2021
Aug. 16, 2021
Hartel Action    
Loss Contingencies [Line Items]    
Number of defendants   2
West Palm Beach Police Pension Fund v. SelectQuote, Inc. | Executive Officer    
Loss Contingencies [Line Items]    
Number of defendants 2  
West Palm Beach Police Pension Fund v. SelectQuote, Inc. | Current And Former Director    
Loss Contingencies [Line Items]    
Number of defendants 6  
v3.25.0.1
Shareholders' Equity - Common Stock Reserved For Future Issuance (Details) - shares
Dec. 31, 2024
Jun. 30, 2024
Class of Stock [Line Items]    
Options issued and outstanding under stock option plans (in shares) 3,451,830 3,677,964
Common Stock    
Class of Stock [Line Items]    
Number of shares available for grant (in shares) 23,780,855  
ESPP | Common Stock    
Class of Stock [Line Items]    
Number of shares available for grant (in shares) 159  
2020 Plan | Common Stock    
Class of Stock [Line Items]    
Number of shares available for grant (in shares) 3,489,310  
Options issued and outstanding under stock option plans (in shares) 19,819,907  
2003 Plan | Common Stock    
Class of Stock [Line Items]    
Options issued and outstanding under stock option plans (in shares) 471,479  
v3.25.0.1
Shareholders' Equity - Narrative (Details)
 3 Months Ended 6 Months Ended
Sep. 13, 2023
shares
Dec. 31, 2024
USD ($)
installment
shares
Dec. 31, 2024
USD ($)
tranche
installment
plan
$ / shares
shares
Dec. 31, 2023
USD ($)
tranche
$ / shares
shares
Class of Stock [Line Items]        
Number of share-based compensation plans | plan     2  
Options granted (in shares)     0 0
Cost not yet recognized | $   $ 1,100,000 $ 1,100,000  
Cost not yet recognized, period for recognition (in years)     9 months  
Proceeds from common stock options exercised and employee stock purchase plan | $     $ 38,000 $ 0
Options granted (in dollars per share) | $ / shares     $ 0  
Restricted Stock Units (RSUs)        
Class of Stock [Line Items]        
Share-based cost not yet recognized (less than for PSU's granted) | $   16,000,000 $ 16,000,000  
Weighted-average remaining service period (in years)     2 years  
Restricted Stock Units (RSUs) | Minimum        
Class of Stock [Line Items]        
Award performance period (in years)     1 year  
Restricted Stock Units (RSUs) | Maximum        
Class of Stock [Line Items]        
Award performance period (in years)     4 years  
Performance Stock        
Class of Stock [Line Items]        
Award performance period (in years)     3 years  
Performance Stock | Tranche 1        
Class of Stock [Line Items]        
Number of potential shares earned (in percent) 13.00%      
Shares issued to employees (in shares) 14,477      
Price-Vested Units (PVUs)        
Class of Stock [Line Items]        
Options granted (in shares)     2,316,074  
Award performance period (in years)     5 years  
Share-based cost not yet recognized (less than for PSU's granted) | $   $ 8,900,000 $ 8,900,000  
Weighted-average remaining service period (in years)     1 year 6 months 18 days  
Number of tranches | tranche     3 4
Threshold days for determining the weighted average price of share     60 days  
Number of tranches in straight line basis | tranche     9 12
Price-Vested Units (PVUs) | Tranche 1        
Class of Stock [Line Items]        
Options granted (in shares)     772,027 558,569
Options granted (in dollars per share) | $ / shares     $ 3.13 $ 2.50
Common Stock        
Class of Stock [Line Items]        
Number of shares available for grant (in shares)   23,780,855 23,780,855  
2020 Plan        
Class of Stock [Line Items]        
Percentage of outstanding stock annual increase, maximum     3.00%  
2020 Plan | Incentive Stock Options        
Class of Stock [Line Items]        
Common stock, shares reserved for future issuance (in shares)   4,000,000 4,000,000  
2020 Plan | Common Stock        
Class of Stock [Line Items]        
Number of shares available for grant (in shares)   3,489,310 3,489,310  
2003 Plan        
Class of Stock [Line Items]        
Award exercise period after termination (in days)     90 days  
Award exercise period after termination due to death or disability (in months)     12 months  
Award expiration period (in years)     10 years  
Number of installments | installment   4 4  
Purchase price of common stock, percent     100.00%  
Proceeds from common stock options exercised and employee stock purchase plan | $   $ 0 $ 100,000 $ 0
v3.25.0.1
Shareholders' Equity - Schedule of Share-based Compensation (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Class of Stock [Line Items]        
Share-based compensation expense $ 4,699 $ 3,822 $ 8,545 $ 6,997
Equity classified stock options        
Class of Stock [Line Items]        
Share-based compensation expense 374 714 850 1,436
Equity classified RSU's        
Class of Stock [Line Items]        
Share-based compensation expense 2,641 2,116 4,934 3,857
Equity classified PSU's        
Class of Stock [Line Items]        
Share-based compensation expense 0 0 0 33
Equity classified PVU's        
Class of Stock [Line Items]        
Share-based compensation expense $ 1,684 $ 992 $ 2,761 $ 1,671
v3.25.0.1
Shareholders' Equity - Option Activity (Details)
$ / shares in Units, $ in Thousands
 6 Months Ended
Dec. 31, 2024
USD ($)
$ / shares
shares
Dec. 31, 2023
shares
Number of Options    
Beginning balance (in shares) | shares 3,677,964  
Options granted (in shares) | shares 0 0
Options exercised (in shares) | shares (95,316)  
Options forfeited/expired/cancelled (in shares) | shares (130,818)  
Ending balance (in shares) | shares 3,451,830  
Vested and exercisable, number of options (in shares) | shares 2,766,270  
Weighted- Average Exercise Price    
Beginning balance (in dollars per share) | $ / shares $ 11.81  
Options granted (in dollars per share) | $ / shares 0  
Options exercised (in dollars per share) | $ / shares 2.05  
Options forfeited/expired/cancelled (in dollars per share) | $ / shares 7.05  
Ending balance (in dollars per share) | $ / shares 12.26  
Vested and exercisable, weighted-average exercise price (in dollars per share) | $ / shares $ 13.35  
Weighted-average remaining contractual term, outstanding (in years) 5 years 11 months 1 day  
Weighted-average remaining contractual term, vested and exercisable (in years) 5 years 7 months 28 days  
Aggregate intrinsic value, outstanding | $ $ 1,917  
Aggregate intrinsic value, vested and exercisable | $ $ 1,394  
v3.25.0.1
Shareholders' Equity - Restricted Stock Unit and Performance Stock Activity (Details) - Restricted Stock Units (RSUs)
 6 Months Ended
Dec. 31, 2024
$ / shares
shares
Number of Restricted Stock Units  
Beginning balance (in shares) | shares 8,441,168
Granted (in shares) | shares 4,004,124
Vested (in shares) | shares (3,509,924)
Forfeited (in shares) | shares (247,060)
Ending balance (in shares) | shares 8,688,308
Weighted-Average Grant Date Fair Value  
Beginning balance (in dollars per share) | $ / shares $ 1.91
Granted (in dollars per share) | $ / shares 2.99
Vested (in dollars per share) | $ / shares 2.07
Forfeited (in dollars per share) | $ / shares 2.68
Ending balance (in dollars per share) | $ / shares $ 2.31
v3.25.0.1
Shareholders' Equity - Price Vesting Units (Details) - $ / shares
 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Class of Stock [Line Items]    
Number of shares per tranche (in shares) 0 0
Stock price hurdle (in dollars per Share) $ 0  
Equity classified PVU's    
Class of Stock [Line Items]    
Number of shares per tranche (in shares) 2,316,074  
Grant date fair value (in dollars per share) $ 3.74  
Equity classified PVU's | Tranche 1    
Class of Stock [Line Items]    
Number of shares per tranche (in shares) 772,027 558,569
Grant date fair value (in dollars per share) $ 3.98 $ 1.85
Stock price hurdle (in dollars per Share) $ 3.13 $ 2.50
Equity classified PVU's | Tranche 1 | Minimum    
Class of Stock [Line Items]    
Requisite service period (in years) 1 year 1 year
Equity classified PVU's | Tranche 1 | Maximum    
Class of Stock [Line Items]    
Requisite service period (in years) 3 years 3 years
Equity classified PVU's | Tranche 2    
Class of Stock [Line Items]    
Number of shares per tranche (in shares) 772,020 558,540
Grant date fair value (in dollars per share) $ 3.75 $ 1.69
Stock price hurdle (in dollars per Share) $ 6.00 $ 5.00
Equity classified PVU's | Tranche 2 | Minimum    
Class of Stock [Line Items]    
Requisite service period (in years) 1 year 1 year 4 months 28 days
Equity classified PVU's | Tranche 2 | Maximum    
Class of Stock [Line Items]    
Requisite service period (in years) 3 years 3 years
Equity classified PVU's | Tranche 3    
Class of Stock [Line Items]    
Number of shares per tranche (in shares) 772,027 558,579
Grant date fair value (in dollars per share) $ 3.49 $ 1.55
Stock price hurdle (in dollars per Share) $ 9.00 $ 7.50
Equity classified PVU's | Tranche 3 | Minimum    
Class of Stock [Line Items]    
Requisite service period (in years) 1 year 3 months 21 days 1 year 11 months 15 days
Equity classified PVU's | Tranche 3 | Maximum    
Class of Stock [Line Items]    
Requisite service period (in years) 3 years 3 years
Equity classified PVU's | Tranche 4    
Class of Stock [Line Items]    
Number of shares per tranche (in shares)   558,550
Grant date fair value (in dollars per share)   $ 1.45
Stock price hurdle (in dollars per Share)   $ 10.00
Equity classified PVU's | Tranche 4 | Minimum    
Class of Stock [Line Items]    
Requisite service period (in years)   2 years 3 months 7 days
Equity classified PVU's | Tranche 4 | Maximum    
Class of Stock [Line Items]    
Requisite service period (in years)   3 years
v3.25.0.1
Shareholders' Equity - Fair Value Assumptions (Details) - Equity classified PVU's - $ / shares
 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Class of Stock [Line Items]    
Share price as of grant date $ 4.01 $ 1.38
Volatility 88.80% 94.30%
Risk-free interest rate 3.80% 4.10%
Cost of Equity 12.60% 9.20%
Dividend yield 0.00% 0.00%
v3.25.0.1
Shareholders' Equity - Price-Vested Stock Unit Activity (Details) - $ / shares
 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Number of Price-Vested Units    
Granted (in shares) 0 0
Equity classified PVU's    
Number of Price-Vested Units    
Beginning balance (in shares) 6,170,385  
Granted (in shares) 2,316,074  
Vested (in shares) (182,291)  
Forfeited (in shares) (152,920)  
Ending balance (in shares) 8,151,248  
Weighted-Average Grant Date Fair Value    
Beginning balance (in dollars per share) $ 1.37  
Granted (in dollars per share) 3.74  
Vested (in dollars per share) 1.69  
Forfeited (in dollars per share) 2.10  
Ending balance (in dollars per share) $ 2.04  
v3.25.0.1
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Disaggregation of Revenue [Line Items]          
Total revenue $ 481,069 $ 405,438 $ 773,332 $ 638,167  
Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 478,809 396,606 766,746 621,693  
Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 1,883 1,655 3,524 3,041  
Senior: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 255,578 247,529 348,487 337,445  
Senior: | Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 1,773 1,632 3,318 (2,987)  
Healthcare Services: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 183,370 111,710 339,108 209,078  
Healthcare Services: | Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 89 0 161 0  
Life: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 39,861 37,367 79,151 75,170  
Life: | Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 21 23 45 (54)  
All other: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 4,143 10,487 10,110 19,515  
Medicare advantage commissions | Senior: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 226,716 217,969 301,187 292,340  
Other Senior commissions | Senior: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 2,185 3,048 4,765 4,840  
Other services | Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 861 993 1,859 1,923  
Other services | Senior: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 26,677 26,512 42,535 40,265  
Other services | Healthcare Services: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 3,370 2,915 6,225 5,495  
Other services | Life: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 4,912 4,772 9,514 9,341  
Other services | Auto & Home Segment | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 171 212 343 425  
Pharmacy          
Disaggregation of Revenue [Line Items]          
Total revenue 180,000 108,795 332,883 203,583 $ 332,883
Pharmacy | Healthcare Services: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 180,000 108,795 332,883    
Term commissions | Life: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 18,666 18,113 35,030 37,227  
Final expense commissions | Life: | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue 16,283 14,482 34,607 28,602  
Commissions          
Disaggregation of Revenue [Line Items]          
Total revenue 301,069 296,643 440,449 434,584  
Commissions | Intersegment revenue          
Disaggregation of Revenue [Line Items]          
Total revenue 1,022 662 1,665 1,118  
Commissions | Auto & Home Segment | Operating Segments          
Disaggregation of Revenue [Line Items]          
Total revenue $ 3,972 $ 10,275 $ 9,767 $ 19,090  
v3.25.0.1
Revenues from Contracts with Customers - Commission Receivable Roll Forward (Details)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
USD ($)
Activity in Commissions Receivable [Roll Forward]  
Beginning balance $ 881,317
Commission revenue from revenue recognized 178,207
Net commission revenue adjustment from change in estimate 2,944
Amounts recognized as accounts receivable, net (25,644)
Ending balance $ 1,036,824
v3.25.0.1
Revenues from Contracts with Customers - Narrative (Details)
$ in Millions
 6 Months Ended
Dec. 31, 2024
USD ($)
Disaggregation of Revenue [Line Items]  
Contract with customer, asset, change in estimate of transaction price $ 2.9
Senior:  
Disaggregation of Revenue [Line Items]  
Negative adjustment 0.8
Life:  
Disaggregation of Revenue [Line Items]  
Contract with customer, asset, positive adjustment 0.4
Auto & Home Segment  
Disaggregation of Revenue [Line Items]  
Contract with customer, asset, change in estimate of transaction price $ 1.8
v3.25.0.1
Revenues from Contracts with Customers - Contract Liabilities Roll Forward (Details)
$ in Thousands
 6 Months Ended
Dec. 31, 2024
USD ($)
Activities in Contract Liabilities [Roll Forward]  
Beginning balance $ 8,066
Commission and other services revenue recognized (29,509)
Amounts recognized as contract liabilities 22,397
Ending balance $ 954
v3.25.0.1
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Income Tax Disclosure [Abstract]        
Income tax expense (benefit) $ (13,680) $ 11,487 $ (4,154) $ (1,312)
Effective income tax rate reconciliation, percent (34.60%) 37.20% (91.60%) 10.10%
Valuation allowance, deferred tax asset     $ 18,700 $ 9,100
v3.25.0.1
Net Income (Loss) Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Numerator:        
Net income (loss) attributable to common shareholders $ 53,236 $ 19,392 $ 8,690 $ (11,659)
Denominator:        
Weighted-average common stock outstanding (in shares) 171,802 168,349 171,116 167,901
Net income (loss) per share—basic: (in dollars per share) $ 0.31 $ 0.12 $ 0.05 $ (0.07)
Numerator:        
Net income (loss) attributable to common and common equivalent shareholders $ 53,236 $ 19,392 $ 8,690 $ (11,659)
Denominator:        
Weighted-average common stock outstanding (in shares) 171,802 168,349 171,116 167,901
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (in shares) 3,299 1,388 3,908 0
Total common and common equivalent shares outstanding (in shares) 175,101 169,737 175,024 167,901
Net income (loss) per share—diluted: (in dollars per share) $ 0.30 $ 0.11 $ 0.05 $ (0.07)
v3.25.0.1
Net Income (Loss) Per Share - Schedule of Antidilutive Securities Excluded from Computation of Income (Loss) Per Share (Details) - shares
shares in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Stock Option | Restricted Stock Units (RSUs)        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities (in shares) 4,875 8,428 4,164 11,855
Stock Option | Price-Vested Units (PVUs)        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities (in shares) 8,151 6,281 7,393 6,280
Warrant liability        
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Antidilutive securities (in shares)   0 5,568 0
v3.25.0.1
Segment Information - Narrative (Details) - segment
 3 Months Ended 6 Months Ended
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]      
Number of reportable segments   3  
UHC | Accounts And Commission Receivable | Customer Concentration Risk      
Segment Reporting Information [Line Items]      
Concentration risk, percentage   38.00%  
UHC | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Senior      
Segment Reporting Information [Line Items]      
Concentration risk, percentage 32.00% 35.00% 32.00%
Humana | Accounts And Commission Receivable | Customer Concentration Risk      
Segment Reporting Information [Line Items]      
Concentration risk, percentage   14.00%  
Humana | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Senior      
Segment Reporting Information [Line Items]      
Concentration risk, percentage 19.00% 13.00% 18.00%
Aetna | Accounts And Commission Receivable | Customer Concentration Risk      
Segment Reporting Information [Line Items]      
Concentration risk, percentage   16.00%  
Aetna | Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Senior      
Segment Reporting Information [Line Items]      
Concentration risk, percentage 16.00% 17.00% 12.00%
v3.25.0.1
Segment Information - Schedule of Consolidated Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]        
Total revenue $ 481,069 $ 405,438 $ 773,332 $ 638,167
All other revenue 2,303 4,725 6,099 8,045
Total consolidated revenue 481,069 405,438 773,332 638,167
Corporate And Eliminations        
Segment Reporting Information [Line Items]        
Total revenue 476,926 394,951 763,222 618,652
Corporate And Eliminations | Senior:        
Segment Reporting Information [Line Items]        
Total revenue 253,805 245,897 345,169 334,458
Corporate And Eliminations | Healthcare Services:        
Segment Reporting Information [Line Items]        
Total revenue 183,281 111,710 338,947 209,078
Corporate And Eliminations | Life:        
Segment Reporting Information [Line Items]        
Total revenue 39,840 37,344 79,106 75,116
Intersegment revenue        
Segment Reporting Information [Line Items]        
Total revenue 1,883 1,655 3,524 3,041
Intersegment revenue | Senior:        
Segment Reporting Information [Line Items]        
Total revenue 1,773 1,632 3,318 (2,987)
Intersegment revenue | Healthcare Services:        
Segment Reporting Information [Line Items]        
Total revenue 89 0 161 0
Intersegment revenue | Life:        
Segment Reporting Information [Line Items]        
Total revenue 21 23 45 (54)
Operating Segments        
Segment Reporting Information [Line Items]        
Total revenue 478,809 396,606 766,746 621,693
All other revenue 4,143 10,487 10,110 (19,515)
Operating Segments | Senior:        
Segment Reporting Information [Line Items]        
Total revenue 255,578 247,529 348,487 337,445
Operating Segments | Healthcare Services:        
Segment Reporting Information [Line Items]        
Total revenue 183,370 111,710 339,108 209,078
Operating Segments | Life:        
Segment Reporting Information [Line Items]        
Total revenue 39,861 37,367 79,151 75,170
Elims        
Segment Reporting Information [Line Items]        
Total revenue $ (1,883) $ (1,655) $ (3,524) $ 3,041
v3.25.0.1
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]        
Adjusted Segment EBITDA $ 110,156 $ 86,263 $ 128,719 $ 92,488
All other revenue 2,303 4,725 6,099 8,045
Corporate & elimination of intersegment profits (24,940) (23,574) (48,983) (44,495)
Share-based compensation expense (4,699) (3,822) (8,545) (6,997)
Transaction costs (6,719) (2,400) (7,544) (4,305)
Depreciation and amortization (5,060) (5,898) (10,659) (11,887)
Loss on disposal of property, equipment, and software, net (122)   (157) (9)
Change in fair value of warrant liabilities (7,642)   (7,642) 0
Interest expense, net (23,721) (24,415) (46,752) (45,811)
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT) 39,556 30,879 4,536 (12,971)
Severance expenses     500  
Financing transaction costs 6,700   7,000  
Operating Segments        
Segment Reporting Information [Line Items]        
All other revenue 4,143 10,487 10,110 (19,515)
Senior | Operating Segments        
Segment Reporting Information [Line Items]        
Adjusted Segment EBITDA 100,521 78,713 108,247 77,376
Healthcare Services | Operating Segments        
Segment Reporting Information [Line Items]        
Adjusted Segment EBITDA 2,212 2,981 7,089 5,304
Life | Operating Segments        
Segment Reporting Information [Line Items]        
Adjusted Segment EBITDA $ 7,423 $ 4,569 $ 13,383 $ 9,808
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