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URGENTLY ANNOUNCES THIRD QUARTER 2025 FINANCIAL RESULTS

Urgently Delivers Q3 2025 Revenue Growth, Margin Expansion, GAAP Operating Loss Reduction and Non-GAAP Operating Income

ASHBURN, VA – November 12, 2025 – Urgent.ly Inc. (Nasdaq: ULY) (“Urgently”), a U.S.-based leading provider of digital roadside and mobility assistance technology and services, today reported financial results for the third quarter ended September 30, 2025.

“We’re pleased to report continued progress in our financial performance. Revenue grew quarter-over-quarter, demonstrating early signs of momentum. Gross profit increased 4% to $8.1 million, and gross margin expanded to 25%,” said Matt Booth, CEO of Urgently. “We also significantly reduced operating expenses, with GAAP operating expenses down 28% and non-GAAP operating expenses down 25% year-over-year, and most notably, we achieved a reduction in GAAP operating loss and positive non-GAAP operating income for Q3-25, reinforcing our commitment to disciplined execution and long-term value creation. As we have mentioned previously, we continue to focus on returning to growth by expanding relationships with existing customer partners and developing new customer partner opportunities.”

Third Quarter 2025 Updates:

•

Revenue of $32.9 million, a decrease of 9% year over year.

•

Gross profit of $8.1 million, an increase of 4% year over year.

•

Gross margin of 25% compared to 21% in the prior year period.

•

GAAP operating expenses of $9.9 million, an improvement of 28%, compared to $13.7 million in the prior year period.

•

Non-GAAP operating expenses of $8.0 million, an improvement of 25%, compared to $10.7 million in the prior year period.

•

GAAP operating loss of $1.8 million compared to $5.9 million in the prior year period, an improvement of 70%.

•

Non-GAAP operating income of $0.1 million, an improvement of 104%, compared to a non-GAAP loss of $2.9 million in the prior year period.

•

Approximately 194,000 dispatches completed.

•

Consumer satisfaction score of 4.6 out of 5 stars.

Third Quarter Year-to-Date 2025 Updates:

•

Revenue of $95.9 million, a decrease of 14% year over year.

•

Gross profit of $24.0 million, a decrease of 2% year over year.

•

Gross margin of 25% compared to 22% in the prior year period.

•

GAAP operating expenses of $30.4 million, an improvement of 35%, compared to $47.0 million in the prior year period.

•

Non-GAAP operating expenses of $24.5 million, an improvement of 37%, compared to $38.7 million in the prior year period.

•

GAAP operating loss of $6.4 million compared to $22.6 million in the prior year period, an improvement of 72%.

•

Non-GAAP operating loss of $0.5 million, an improvement of 97%, compared to $14.2 million in the prior year period.

•

Approximately 574,000 dispatches completed.

•

Consumer satisfaction score of 4.6 out of 5 stars.

Earnings Conference Call

Urgently will host a conference call to discuss the third quarter 2025 financial results on November 12, 2025 at 5:00 p.m. Eastern Time. The conference call can be accessed live over the phone by dialing 1-877-317-6789 (USA) or 1-412-317-6789 (International). The replay will be available via webcast through Urgently’s Investor Relations website at https://investors.geturgently.com.

About Urgently

Urgently is focused on helping everyone move safely, without disruption, by safeguarding drivers, promptly assisting their journey, and employing technology to proactively avert possible issues. The company’s digitally native software platform combines location-based services, real-time data, AI and machine-to-machine communication to power roadside assistance solutions for leading brands across automotive, insurance, telematics and other transportation-focused verticals. Urgently fulfills the demand for connected roadside assistance services, enabling its partners to deliver exceptional user experiences that drive high customer satisfaction and loyalty, by delivering innovative, transparent and exceptional connected mobility assistance experiences on a global scale. For more information, visit www.geturgently.com.

For media and investment inquiries, please contact:

Press: media@geturgently.com

Investor Relations: investorrelations@geturgently.com

Non-GAAP Financial Measures

In addition to our financial information presented in accordance with GAAP, we believe non-GAAP operating expenses and non-GAAP operating income (loss) are useful to investors in evaluating our operating performance. We use the non-GAAP financial measures to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that the non-GAAP financial measures, when taken together with the corresponding GAAP financial measures, may be helpful to investors because they provide consistency and comparability with past financial performance and meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our business, results of operations, or outlook. The non-GAAP financial measures are presented for supplemental informational purposes only, have limitations as analytical tools, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP and may be different from similarly-titled non-GAAP financial measures used by other companies. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP financial measures differently or may use other measures to evaluate their performance, which could reduce the usefulness of the non-GAAP financial measures presented herein as a tool for comparison.

A reconciliation is provided below for each of the non-GAAP financial measures to the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of the non-GAAP financial measures to our most directly comparable GAAP financial measures, and not to rely on any single financial measure to evaluate our business. We define non-GAAP operating expenses as operating expenses, excluding depreciation and amortization expense, stock-based compensation expense, and non-recurring charges (or income) such as transaction and restructuring costs. We define non-GAAP operating income (loss) as operating income (loss), excluding depreciation and amortization expense, stock-based compensation expense, and non-recurring charges (or income) such as transaction and restructuring costs.

For a discussion of non-GAAP operating expenses and non-GAAP operating income (loss), please see the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Urgently’s

Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, which will be filed with the Securities and Exchange Commission (the “SEC”) by November 14, 2025.

Forward Looking Statements

This press release contains or may contain “forward-looking statements” within the meaning of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or Urgently’s future financial or operating performance, potential creation of long-term value or growth of new accounts. Such statements are based upon current plans, estimates and expectations of management of Urgently in light of historical results and trends, current conditions and potential future developments, and are subject to various risks and uncertainties that could cause actual results to differ materially from such statements. The inclusion of forward-looking statements should not be regarded as a representation that such plans, estimates and expectations will be achieved. Forward-looking terms such as “may,” “will,” “could,” “should,” “would,” “plan,” “potential,” “intend,” “anticipate,” “project,” “predict,” “target,” “believe,” “continue,” “estimate” or “expect” or the negative of these words or other words, terms and phrases of similar nature are often intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. All statements, other than historical facts, are forward-looking statements.

There are a significant number of factors that could cause actual results to differ materially from statements made in this press release and our earnings call, including but not limited to: risks associated with our ability to raise funds through future financings and the sufficiency of our cash and cash equivalents to meet our liquidity needs; our history of losses; our limited operating history; our ability to service our debt, comply with our debt agreements and refinance our obligations under such agreements, including by successfully deploying the capital from the revolving credit facility and repaying our new and existing debt facilities; our ability to refinance our existing debt facilities or enter into a new debt facility; our ability to reduce our operating expenses and, in the long term, bring operating expense fluctuations into alignment with targeted investments in growth; our ability to retain customers and expand existing customers’ use of our platform; our ability to attract new customers; our ability to expand into new solutions, technologies and geographic regions; our ability to adequately forecast consumer demand and optimize our network of service providers; our ability to compete in the markets in which we participate; our ability to comply with laws and regulations applicable to our business; our ability to continue as a going concern; our ability to develop and maintain an effective system of internal controls and procedures and accurately report our financial results in a timely manner; our ability to maintain the listing of our common stock on the Nasdaq Stock Market LLC; and expectations regarding the impact of weather events, natural disasters or health epidemics on our business. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in our filings with the SEC, including in our annual report on Form 10-K for the year ended December 31, 2024, which was filed with the SEC on March 14, 2025, as amended by our annual report on Form 10-K/A, which was filed with the SEC on April 17, 2025, our quarterly reports on Form 10-Q, and other filings and reports that we may file from time to time with the SEC. Forward-looking statements represent our beliefs and assumptions only as of the date of this press release. We disclaim any obligation to update forward-looking statements.

Consolidated Balance Sheets

(in thousands)

(unaudited)


	September 30, 2025			December 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	4,003		$	14,179
Accounts receivable, net		23,180			22,890
Prepaid expenses and other current assets		2,408			3,687
Total current assets		29,591			40,756
Right-of-use assets		—			810
Property, equipment and software, net		1,347			1,577
Capitalized software costs, net		6,684			4,637
Intangible assets, net		3,226			4,396
Other non-current assets		1,903			1,895
Total assets	$	42,751		$	54,071

Liabilities and Stockholders’ Deficit
Current liabilities:
Accounts payable	$	2,931		$	2,900
Accrued expenses and other current liabilities		25,990			19,991
Current lease liabilities		—			446
Revolving credit facility, net		10,518			—
Current portion of long-term debt, net		48,516			14,257
Total current liabilities		87,955			37,594
Long-term lease liabilities		—			466
Long-term debt, net		—			39,883
Other long-term liabilities		—			7,798
Total liabilities		87,955			85,741
Stockholders’ deficit:
Common stock		2			1
Additional paid-in capital		169,865			167,125
Accumulated deficit		(215,071	)		(198,796	)
Total stockholders’ deficit		(45,204	)		(31,670	)
Total liabilities and stockholders’ deficit	$	42,751		$	54,071

Consolidated Statements of Operations

(in thousands, except per share amounts)

(unaudited)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Revenue	$	32,943		$	36,246		$	95,902		$	110,875
Cost of revenue		24,832			28,481			71,869			86,429
Gross profit		8,111			7,765			24,033			24,446
Operating expenses:
Research and development		1,786			3,069			5,436			11,109
Sales and marketing		719			1,518			2,114			5,153
Operations and support		2,504			2,997			7,254			10,890
General and administrative		3,667			4,942			12,329			16,537
Depreciation and amortization		1,204			1,130			3,269			3,336
Total operating expenses		9,880			13,656			30,402			47,025
Operating loss		(1,769	)		(5,891	)		(6,369	)		(22,579	)
Other income (expense), net:
Interest expense, net		(3,448	)		(2,973	)		(10,015	)		(10,107	)
Change in fair value of derivative liability		—			—			(209	)		—
Change in fair value of accrued purchase consideration		168			661			153			1,584
Loss on debt extinguishment		—			—			—			(1,405	)
Loss on divestiture		—			(3,290	)		—			(3,290	)
Income (loss) from equity method investment		(70	)		—			215			—
Other expense, net		(60	)		880			(25	)		651
Total other expense, net		(3,410	)		(4,722	)		(9,881	)		(12,567	)
Loss before income taxes		(5,179	)		(10,613	)		(16,250	)		(35,146	)
Provision for income taxes		—			—			25			149
Net loss	$	(5,179	)	$	(10,613	)	$	(16,275	)	$	(35,295	)

Loss per share, basic and diluted	$	(3.63	)	$	(9.49	)	$	(12.69	)	$	(31.60	)

Non-GAAP Financial Measures

(in thousands)

(unaudited)

Reconciliation of Operating Expenses to Non-GAAP Operating Expenses


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Operating expenses	$	9,880		$	13,656		$	30,402		$	47,025
Less: Depreciation and amortization expense		(1,204	)		(1,130	)		(3,269	)		(3,336	)
Less: Stock-based compensation expense		(293	)		(609	)		(1,213	)		(1,765	)
Less: Non-recurring transaction costs		(419	)		(638	)		(972	)		(1,571	)
Less: Restructuring costs		24			(569	)		(465	)		(1,693	)
Non-GAAP operating expenses	$	7,988		$	10,710		$	24,483		$	38,660

Reconciliation of Operating Loss to Non-GAAP Operating Income (Loss)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Operating loss	$	(1,769	)	$	(5,891	)	$	(6,369	)	$	(22,579	)
Add: Depreciation and amortization expense		1,204			1,130			3,269			3,336
Add: Stock-based compensation expense		293			609			1,213			1,765
Add: Non-recurring transaction costs		419			638			972			1,571
Add: Restructuring costs		(24	)		569			465			1,693
Non-GAAP operating income (loss)	$	123		$	(2,945	)	$	(450	)	$	(14,214	)