VRRM on Nasdaq

VERRA MOBILITY Corp

In its 2026 annual report the company says: “We are a leading provider of smart mobility technology solutions, principally operating throughout the United States, Australia, Europe, and Canada. We bring together vehicles, hardware, software, data, and people to solve transportation challenges for customers around the world, including commercial fleet owners, such as rental car companies, direct commercial fleet owner-operators and fleet management companies, as well as governments, universities, parking operators, healthcare facilities, transportation hubs, and other violation-issuing authorities.”4 It is headquartered in Mesa, Arizona.1 Its shares trade on Nasdaq under the symbol VRRM.1

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Last updated Oct 21, 2026.

Overview

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  • TickerVRRM on Nasdaq1
  • IndustryTransportation Services1
  • HeadquartersMesa, Arizona1
  • Business address2046 Riverview Auto Drive, Suite 300, Mesa, Az2
  • Filer categoryLarge accelerated filer2

We are a leading provider of smart mobility technology solutions, principally operating throughout the United States, Australia, Europe, and Canada. Our goal is to make transportation safer, smarter, and more connected through our integrated, data-driven solutions, including toll and violations management, title and registration services, automated safety and traffic enforcement, and commercial parking management. We bring together vehicles, hardware, software, data, and people to solve transportation challenges for customers around the world, including commercial fleet owners, such as rental car companies (“ RACs ”), direct commercial fleet owner-operators (“ Direct Fleets ”) and fleet management companies (“ FMCs ”), as well as governments, universities, parking operators, healthcare facilities, transportation hubs, and other violation-issuing authorities.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

24.4%Operating margin5
14.0%Net margin5
11.4%Revenue growth, 20255
46.6%Return on equity5
3.49×Debt to equity5
$136.7MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Service brought in 94% of the revenue VERRA MOBILITY Corp broke down this way in fiscal 2025.

  1. Service$918.1M594%up 9% from 2024
  2. Product$60.9M56%up 62% from 2024
Products and services by year
Products and services202320242025
Service$783.6M$841.7M$918.1M
Product$33.7M$37.5M$60.9M

Business segments

Government Solutions brought in 47% of the revenue VERRA MOBILITY Corp broke down this way in fiscal 2025.

  1. Government Solutions$460.7M547%up 18% from 2024
  2. Commercial Services$435.8M545%up 7% from 2024
  3. Parking Solutions$82.6M58%up 2% from 2024
Business segments by year
Business segments202320242025
Government Solutions$358.4M$390.9M$460.7M
Commercial Services$372.8M$407.7M$435.8M
Parking Solutions$86.1M$80.6M$82.6M

Regions

Australia brought in 50% of the revenue VERRA MOBILITY Corp broke down this way in fiscal 2025.

  1. Australia$66.2M550%up 14% from 2024
  2. Canada$31.6M524%down 5% from 2024
  3. United Kingdom$28.2M521%up 38% from 2024
  4. Other Customer$7.0M55%up 61% from 2024
Regions by year
Regions202320242025
Australia$45.9M$58.0M$66.2M
Canada$30.8M$33.2M$31.6M
United Kingdom$23.8M$20.5M$28.2M
Other Customer$3.1M$4.3M$7.0M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Selling, general and admin22¢$215.3M
  • Other costs58¢$568.8M
  • Income tax6¢$58.3M
  • Profit14¢$136.6M

Out of $979.1M in revenue.5

Where each dollar of operating cash went, fiscal 2025

  • Capital spending47¢$119.1M
  • Share buybacks52¢$133.4M
  • Kept or used elsewhere1¢$3.3M

Out of $255.8M of cash from operations.5

Financial statements

Revenue67895$979.1M in 2025+118% since 2019
0$250.0M$500.0M$750.0M$1.0B2019: $448.7M$448.7M20192020: $393.6M$393.6M2020−12%2021: $550.6M$550.6M2021+40%2022: $741.6M$741.6M2022+35%2023: $817.3M$817.3M2023+10%2024: $879.2M$879.2M2024+8%2025: $979.1M$979.1M2025+11%
Operating income67895$238.4M in 2025+147% since 2019
0$100.0M$200.0M$300.0M2019: $96.5M$96.5M20192020: $37.8M$37.8M2020−61%2021: $111.9M$111.9M2021+196%2022: $164.7M$164.7M2022+47%2023: $188.8M$188.8M2023+15%2024: $136.0M$136.0M2024−28%2025: $238.4M$238.4M2025+75%
Net income67895$136.6M in 2025+700% since 2019
-$50.0M0$50.0M$100.0M$150.0M2019: $17.1M$17.1M20192020: -$4.6M-$4.6M20202021: $41.4M$41.4M20212022: $92.5M$92.5M2022+123%2023: $57.0M$57.0M2023−38%2024: $31.4M$31.4M2024−45%2025: $136.6M$136.6M2025+334%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Total revenue$979.1M$879.2M$817.3M
Operating expenses$333.2M$295.9M$273.3M
Selling, general and administrative expenses$215.3M$195.1M$198.6M
Depreciation, amortization and (gain) loss on disposal of assets, net$116.3M$109.1M$113.2M
Goodwill impairment$0$97.1M$0
Total costs and expenses$740.7M$743.2M$628.5M
Income from operations$238.4M$136.0M$188.8M
Interest expense, net$64.6M$73.9M$86.7M
Change in fair value of private placement warrants$0$0$25.0M
Tax receivable agreement liability adjustment$687.0K-$257.0K-$3.1M
Loss on interest rate swap$0$494.0K$817.0K
Loss on extinguishment of debt$1.3M$1.7M$3.5M
Other income, net-$23.2M-$19.0M-$11.1M
Total other expenses$43.4M$56.9M$101.8M
Income before income taxes$195.0M$79.1M$87.0M
Income tax provision$58.3M$47.7M$30.0M
Net income$136.6M$31.4M$57.0M
Change in foreign currency translation adjustment$7.0M-$7.4M$2.7M
Total comprehensive income$143.6M$24.1M$59.7M
Basic$0.86$0.19$0.36
Diluted$0.85$0.19$0.36
Basic159.0M shares165.1M shares158.8M shares
Diluted161.3M shares167.7M shares160.0M shares

Compare VERRA MOBILITY Corp with another company

Corporate structure

VERRA MOBILITY Corp sits at the top of its group. 31 entities, 9 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of VERRA MOBILITY Corp

  • VERRA MOBILITY Corp Mesa, Arizona
    • American Traffic Solutions Consolidated, L.L.C. Subsidiary · Delaware, United States
    • American Traffic Solutions, Inc. Subsidiary · Kansas, United States
    • ATS Processing Services, L.L.C. Subsidiary · Delaware, United States
    • Auto Tag of America LLC Subsidiary · Delaware, United States
    • Auto Titles of America LLC Subsidiary · Delaware, United States
    • Canadian Highway Toll Administration Ltd. Subsidiary · British Columbia, Canada
    • Citation Collection Services, LLC Subsidiary · Indiana, United States
    • Contractum Ltd Subsidiary · United Kingdom
    • EPC Hungary Kft Subsidiary · Hungary
    • Euro Parking Collection PLC Subsidiary · United Kingdom
    • Greenlight Acquisition Corporation Subsidiary · Delaware, United States
    • Highway Toll Administration, LLC Subsidiary · New York, United States
    • LaserCraft, Inc. Subsidiary · Georgia, United States
    • Mulvihill ICS, Inc. Subsidiary · New York, United States
    • Pagatelia, S.L.U. Subsidiary · Spain
    • PlatePass, L.L.C. Subsidiary · Delaware, United States
    • Redflex Traffic Systems (Canada) Limited Subsidiary · British Columbia, Canada
    • Redflex Traffic Systems India Private Limited Subsidiary · India
    • Redflex Traffic Systems Limited Subsidiary · United Kingdom
    • Redflex Traffic Systems Malaysia Sdn. Bhd. Subsidiary · Malaysia
    • Sunshine State Tag Agency LLC Subsidiary · Delaware, United States
    • T2 Holding Corp. Subsidiary · Delaware, United States
    • T2 Systems Canada Inc. Subsidiary · British Columbia, Canada
    • T2 Systems Parent Corporation Subsidiary · Delaware, United States
    • T2 Systems, Inc. Subsidiary · Indiana, United States
    • and 5 more

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What VERRA MOBILITY Corp reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$446.5M5 Dec 31, 2025$339.9M5 Dec 31, 2024+31.4%
Accumulated depreciation$237.8M5 Dec 31, 2025$198.3M5 Dec 31, 2024+19.9%
Property and equipment, net$208.7M5 Dec 31, 2025$141.6M5 Dec 31, 2024+47.4%
Operating-lease assets (leased space)$36.4M5 Dec 31, 2025$29.9M5 Dec 31, 2024+21.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$65.3M5 Dec 31, 2025$77.6M5 Dec 31, 2024−15.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$741.6M5 Dec 31, 2025$735.6M5 Dec 31, 2024+0.8%
Intangible assets, net (excluding goodwill)$168.6M5 Dec 31, 2025$232.3M5 Dec 31, 2024−27.4%
Finite-lived intangibles, gross$605.2M5 Dec 31, 2025$601.8M5 Dec 31, 2024+0.6%
Accumulated amortization$436.6M5 Dec 31, 2025$369.5M5 Dec 31, 2024+18.2%
Finite-lived intangibles, net$168.6M5 Dec 31, 2025$232.3M9 Dec 31, 2024−27.4%

Inventory

ItemLatestA year beforeChange
Inventory, total$20.7M5 Dec 31, 2025$15.5M5 Dec 31, 2024+33.3%

Properties, in its own words

We lease all of the properties used in our business, including 108,956 square feet of office space for our corporate headquarters in Mesa, Arizona. We expect to relocate in the first half of 2026 to a new corporate headquarters building in Mesa, Arizona, under a lease for approximately 40,000 square feet of office space. In addition to the corporate headquarters, we lease office space in various locations for corporate and administrative purposes and multiple small warehouse locations. We do not consider any of these properties to be material to our overall business.

Item 2 of the 10-K filed Feb 24, 2026.4

Leadership

Who has led VERRA MOBILITY Corp, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (26)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • ATS Processing Services, L.L.C. Delaware3
  • American Traffic Solutions Consolidated, L.L.C. Delaware3
  • American Traffic Solutions, Inc. Kansas3
  • Auto Tag of America LLC Delaware3
  • Auto Titles of America LLC Delaware3
  • Canadian Highway Toll Administration Ltd. British Columbia3
  • Citation Collection Services, LLC Indiana3
  • Contractum Ltd England & Wales3
  • EPC Hungary Kft Hungary3
  • Euro Parking Collection PLC England & Wales3
  • Greenlight Acquisition Corporation Delaware3
  • Highway Toll Administration, LLC New York3
  • LaserCraft, Inc. Georgia3
  • Mulvihill ICS, Inc. New York3
  • Pagatelia, S.L.U. Spain3
  • PlatePass, L.L.C. Delaware3
  • Redflex Traffic Systems (Canada) Limited British Columbia3
  • Redflex Traffic Systems India Private Limited India3
  • Redflex Traffic Systems Limited England & Wales3
  • Redflex Traffic Systems Malaysia Sdn. Bhd. Malaysia3
  • Redflex Traffic Systems, Inc. Delaware3
  • Sunshine State Tag Agency LLC Delaware3
  • T2 Holding Corp. Delaware3
  • T2 Systems Canada Inc. British Columbia3
All 32 listed subsidiaries
  • T2 Systems Parent Corporation Delaware3
  • T2 Systems, Inc. Indiana3
  • VM Consolidated, Inc. Delaware3
  • Verra Mobility B.V. Netherlands3
  • Verra Mobility Electrical Enterprises, Inc. New York3
  • Verra Mobility France SAS France3
  • Verra Mobility Government Solutions, Inc. Delaware3
  • Verra Mobility Ireland Limited Ireland3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Gores Holdings II, Inc.Sep 1, 2016 to Oct 3, 20182

Timeline

  1. Oct 15, 20268-K Executive or director change; Regulation FD disclosure44
  2. Oct 5, 20268-K Executive or director change45
  3. Oct 2, 20268-K Executive or director change; Regulation FD disclosure46
  4. Aug 5, 20268-K Results of operations; Regulation FD disclosure47
  5. Jul 29, 20268-K Regulation FD disclosure48
  6. Jul 23, 20268-K Shareholder vote49
  7. Jun 17, 20268-K Executive or director change; Regulation FD disclosure50
  8. Jun 15, 20268-K Executive or director change51
  9. Jun 8, 20268-K Other events52
  10. Jun 3, 2026New chief executive Jonathan Keyser becomes CEO13
  11. Jun 1, 20268-K Executive or director change; Regulation FD disclosure53
  12. May 26, 20268-K Regulation FD disclosure; Other events54
  13. May 20, 20268-K Shareholder vote55
  14. Oct 19, 2018New chief executive David Martin Roberts becomes CEO14

Calendar

Coming up

  1. Nov 4, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.35 a share, on Oct 29, 2025.56

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results47
  2. May 6, 2026Reported quarterly or annual results57
  3. Feb 24, 2026Reported quarterly or annual results58
  4. Oct 29, 2025Reported quarterly or annual results59
  5. Aug 6, 2025Reported quarterly or annual results60
  6. May 7, 2025Reported quarterly or annual results61
  7. Feb 27, 2025Reported quarterly or annual results62
  8. Oct 31, 2024Reported quarterly or annual results63

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

337 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 78 major events, 149 insider forms, 34 large holders, 55 other. The latest 20:

  1. Oct 15, 20268-K EDGAR
  2. Oct 5, 2026SCHEDULE 13G/A EDGAR
  3. Oct 5, 20268-K/A EDGAR
  4. Oct 2, 20268-K EDGAR
  5. Sep 22, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  6. Aug 14, 2026SCHEDULE 13G EDGAR
  7. Aug 14, 2026SCHEDULE 13G/A EDGAR
  8. Aug 11, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  9. Aug 11, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  10. Aug 5, 202610-Q EDGAR
  11. Aug 5, 20268-K EDGAR
  12. Jul 31, 2026SCHEDULE 13G/A EDGAR
  13. Jul 29, 20268-K EDGAR
  14. Jul 23, 20268-K/A EDGAR
  15. Jun 26, 2026144 EDGAR
  16. Jun 18, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  17. Jun 18, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  18. Jun 17, 20268-K EDGAR
  19. Jun 16, 20264 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES EDGAR
  20. Jun 15, 20268-K EDGAR

The 337 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

24 open-market trades by officers, directors and large owners since October 2021: 0 buys and 24 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 21, 2025HUERTA MICHAEL PDirectorSale6,000$24.30$145.8KForm 4
May 13, 2025Baldwin JonathanEVP-Government SolutionsSale5,858$24.04$140.8KForm 4
May 9, 2025Keyser JonathanInterim President and CEOSale18,719$24.28$454.5KForm 4
Mar 4, 2025Baldwin JonathanEVP-Government SolutionsSale5,293$22.87$121.1KForm 4
Aug 13, 2024Conti Craig CChief Financial OfficerSale25,000$26.92$673.0KForm 4
Aug 13, 2024ROBERTS DAVID MARTINPresident and CEOSale129,018$27.00$3.5MForm 4
Jun 13, 2024Baldwin JonathanEVP-Government SolutionsSale9,758$26.14$255.1KForm 4
Jun 12, 2024REXFORD JOHN HDirectorSale9,005$26.37$237.5KForm 4
Jun 4, 2024REXFORD JOHN HDirectorSale540$26.21$14.2KForm 4
May 29, 2024HUERTA MICHAEL PDirectorSale8,690$26.50$230.3KForm 4
Mar 12, 2024REXFORD JOHN HDirectorSale10,000$22.82$228.2KForm 4
Mar 4, 2024Keyser JonathanInterim President and CEOSale7,789$22.41$174.6KForm 4
Nov 14, 2023ROBERTS DAVID MARTINPresident and CEOSale193,252$20.22$3.9MForm 4
Aug 17, 2023Conti Craig CChief Financial OfficerSale37,780$19.14$723.1KForm 4
May 8, 2023Lalla SteveEVP Commercial ServicesSale48,000$17.38$834.3KForm 4
Mar 2, 2023ROBERTS DAVID MARTINPresident and CEOSale25,000$17.64$441.0KForm 4
Feb 27, 2023ROBERTS DAVID MARTINPresident and CEOSale25,000$17.09$427.2KForm 4
Feb 24, 2023ROBERTS DAVID MARTINPresident and CEOSale25,000$16.85$421.2KForm 4
Feb 15, 2022COLLINS REBECCAGeneral CounselSale4,000$17.50$70.0KForm 4
Jan 3, 2022ROBERTS DAVID MARTINPresident and CEOSale37,500$16.00$600.0KForm 4

All 24 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025David M. Roberts55$693.3K$6.0M75
2025Craig C. Conti48$496.0K$2.6M75
2025Jonathan Baldwin51$425.7K$2.0M75
2025Jonathan Keyser44$430.3K$1.9M75
2025Steve Lalla$299.3K$1.6M75
2025Stacey Moser48$181.7K$1.1M75
2024President and Chief Executive Officer$663.5K$5.6M75
2024Executive Vice PresidentChief Financial Officer$481.6K$2.3M75
2024Former Executive Vice PresidentCommercial Services$450.2K$1.9M75
2023President and Chief Executive Officer$616.9K$9.2M75
2023Executive Vice PresidentChief Financial Officer$465.4K$4.4M75
2023Former Executive Vice PresidentCommercial Services$435.4K$3.6M75

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.29,011,916$123.3M0.0%+4,793,197
Ameriprise Financial Inc9,314,455$39.6M0.0%+8,579,902
Vanguard Capital Management LLC6,624,112$28.2M0.0%−9,647
State Street Corp6,234,282$26.5M0.0%+34,680
D. E. Shaw & Co., Inc.5,878,842$25.0M0.0%+3,205,844
Bank Of Montreal /can/5,798,830$24.6M0.0%+8,923
Vanguard Portfolio Management LLC5,010,880$21.3M0.0%−3,259,636
Millennium Management LLC4,616,011$19.6M0.0%+3,800,460
Geode Capital Management, LLC3,921,559$16.7M0.0%−145,272
Mackenzie Financial Corp3,835,537$16.3M0.0%+116,538
Goldman Sachs Group Inc3,677,544$15.6M0.0%+897,643
Morgan Stanley3,633,119$15.4M0.0%−255,508
Dimensional Fund Advisors LP3,166,581$13.5M0.0%−121,259
Federated Hermes, Inc.3,050,015$13.0M0.0%New
DAVENPORT & Co LLC2,630,630$11.2M0.1%+1,273,705
Aqr Capital Management LLC2,192,050$9.3M0.0%+1,959,342
Wellington Management Group Llp1,870,489$7.9M0.0%−3,599,426
Two Sigma Investments, LP1,834,201$7.8M0.0%+1,801,901
Charles Schwab Investment Management Inc1,689,836$7.2M0.0%−131,551
Jpmorgan Chase & Co1,619,914$7.1M0.0%−2,865,186
Counterpoint Mutual Funds LLC1,664,733$7.1M0.7%+1,332,340
Northern Trust Corp1,610,472$6.8M0.0%−383,181
Occudo Quantitative Strategies LP1,415,196$6.0M0.3%New
Norges Bank1,409,007$6.0M0.0%New
Westwood Holdings Group Inc1,201,719$5.1M0.0%−3,297,781

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How VERRA MOBILITY Corp is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARVERRA MOBILITY Corp1
  • CIK0001682745
  • Employer ID (EIN)81-35638244
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)4700 Transportation Services1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address2046 Riverview Auto Drive, Suite 300, Mesa, AZ1
  • Phone480.443.70001
  • Shares outstanding151,982,804 as of Aug 31, 202611
  • Public float$4.0B as of Jun 30, 20254
  • AuditorDeloitte & Touche LLP, Tempe, Arizona PCAOB ID 34; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceSep 1, 20161
  • Filings658 in all: 4 (242), 8-K (123), 3 (35), SC 13G/A (33), 10-Q (29), 144 (19), 424B3 (18), SC 13G (17)1
    All 44 form types

    DEFA14A (15), SC 13D/A (15), 4/A (12), 10-K (10), SCHEDULE 13G/A (9), DEF 14A (8), 8-K/A (7), 424B4 (6), CORRESP (6), UPLOAD (6), EFFECT (4), SC 13D (4), 10-K/A (3), ARS (3), CERTNAS (3), POS AM (3), PRER14A (3), SCHEDULE 13G (3), 25-NSE (2), 3/A (2), S-1/A (2), S-8 (2), 10-Q/A (1), 5 (1), 8-A12B (1), DEFM14A (1), DRS (1), DRS/A (1), DRSLTR (1), NT 10-K (1), NT 10-Q (1), PRE 14A (1), PREM14A (1), S-1 (1), S-3 (1), S-3ASR (1)

  • Latest filingsAnnual report (10-K) Feb 24, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 6, 2026
    Latest 8-K (8-K) Oct 15, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, par value $0.0001 per shareVRRMNasdaq

From the cover page of the 10-K filed Feb 24, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks VERRA MOBILITY Corp names in Item 1A of its 10-K filed Feb 24, 2026: 43 risks under these headings, as written.4

  • Risks Related to Our Customers, Industry, Competition, and Vendors
  • Risks Related to Our Acquisitions
  • Risks Related to Data Privacy and Cybersecurity
  • Risks Related to Our International Operations
  • Risks Related to Our Intellectual Property
  • Risks Related to Our Indebtedness
  • Risks Related to Our Class A Common Stock
  • Negative industry and macroeconomic conditions, including the impact of government actions and regulations on our customers or us, may materially and adversely impact our business, results of operations, and financial condition.
  • Our Commercial Services and Government Solutions segments have several large customers, including NYCDOT, that account for a significant portion of our revenue, and a reduction in demand, materially different terms or pricing in new or amended agreements, or loss of one or more of such customers could have a material adverse effect on our business.
  • Our government contracts are subject to unique risks and uncertainties, including termination rights, delays in payment, funds appropriation requirements, audits, and investigations, any of which could have a material adverse effect on our business.
  • Any decreases in the prevalence or political acceptance of, or an increase in governmental restrictions regarding, automated and other similar methods of photo enforcement, the use of third-party tolling service providers, or the ability to charge service or other fees to customers for services provided, could have a material adverse effect on our business.
  • We face intense competition and any failure to keep up with technological developments, changing customer preferences, and new laws and policies could have a material adverse effect on our business.
The other 38 risks
  • Our new products and services, and changes to existing products and services, may not succeed.
  • Risks related to the development, deployment, and use of AI, together with an evolving and uncertain regulatory environment, may increase costs, create liability, and adversely affect our business, financial condition, results of operations, and reputation.
  • We regularly pursue contracts and contract renewals that require competitive bidding, which can involve substantial costs and could have a material adverse effect on our business.
  • Our reliance on third-party providers, including for access to government records of vehicle information, could have a material adverse effect on our business.
  • We rely on communications networks and information systems and any interruption could have a material adverse effect on our business.
  • Our failure to properly perform under our contracts or otherwise satisfy our customers could have a material adverse effect on our business.
  • Our inability to successfully implement our acquisition strategy could have a material adverse effect on our business.
  • The inability to successfully integrate our recent or future acquisitions could have a material adverse effect on our business.
  • Any failure to realize the anticipated benefits of an acquisition, including unanticipated expenses and liabilities related to acquisitions, could have a material adverse effect on our business.
  • Our goodwill has been subject to impairment and may be subject to further impairment in the future, which could have a material adverse effect on our results of operations, financial condition, or future operating results.
  • A failure in or compromise of our networks or systems, including as a result of cyber-attacks, could have a material adverse effect on our business.
  • We are subject to laws and regulations of the United States and foreign jurisdictions relating to personal information, privacy, and data security, and failure to comply with these laws and regulations, whether or not inadvertent, could have a material adverse effect on our business.
  • We are subject to domestic and foreign laws relating to processing certain financial transactions, including debit or credit card transactions, and failure to comply with those laws, even if inadvertent, could have a material adverse effect on our business.
  • Risks Related to Human Capital Management
  • We depend on the services of key executives and any inability to attract and retain key management personnel could have a material adverse effect on our business.
  • A failure to attract and retain necessary skilled personnel and qualified subcontractors could have a material adverse effect on our business.
  • Risks Related to our International Operations
  • Our operations in international markets expose us to additional risks, and failure to manage those risks could have a material adverse effect on our business.
  • Our growth strategy is, in part, dependent on successfully implementing our international expansion strategy.
  • Failure to comply with anticorruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act and similar laws associated with our activities outside of the United States, could have a material adverse effect on our business.
  • Numerous countries, including a number of those in which we do business, have agreed to a statement in support of Economic Co-operation and Development (“OECD”) model rules that propose a global minimum tax, which if adopted, and subject to any “protective measures” implemented by the United States and responses thereto, may increase and negatively impact our provision for income taxes.
  • Failure to acquire necessary intellectual property or adequately protect our intellectual property could have a material adverse effect on our business.
  • Our measures to monitor and protect our intellectual property may not be adequate to maintain or enforce our patents, trademarks, or other intellectual property rights.
  • We have been, and may in the future become, subject to third-party claims alleging infringement or challenging the validity of our intellectual property, which could have a material adverse effect on our business, financial condition, or results of operations.
  • Our substantial level of indebtedness could cause our business to suffer and incurring additional debt could intensify debt-related risks.
  • Restrictive covenants in the agreements governing our indebtedness could restrict our operating flexibility.
  • The agreements governing our indebtedness contain cross default or cross acceleration provisions that may cause all of the debt issued under those instruments to become immediately due and payable because of a default under an unrelated debt instrument.
  • If we do not generate sufficient cash flows, we may not be able to service all of our indebtedness.
  • We may be unable to obtain additional financing to fund operations and growth.
  • Risks Related to Our Class A Common Stock, Related Party Transactions, and Organizational Documents
  • We cannot guarantee that our stock repurchase programs will enhance long-term shareholder value. Stock repurchases may also increase the volatility of the trading price of our stock and diminish our cash reserves. In addition, Congress enacted the Inflation Reduction Act in 2022, which, among other provisions, provides for a 1% excise tax on net stock repurchases.
  • Anti-takeover provisions contained in our certificate of incorporation and bylaws, as well as provisions of Delaware law, could impair a takeover attempt.
  • Our bylaws include a forum selection clause, which may impact the ability of our stockholders to bring actions against us.
  • Our only significant asset is our ownership interest in our operating subsidiaries and such ownership may not be sufficient to pay dividends or make distributions or loans to enable us to pay any dividends on our Class A Common Stock or satisfy our other financial obligations.
  • If our Class A Common Stock is delisted from Nasdaq, a market for our securities may not continue, which would adversely affect the liquidity and price of our securities.
  • Our business could be negatively affected as a result of actions of activist stockholders or others.
  • General Risk Factors
  • If we fail to maintain an effective system of internal controls or identify a material weakness or significant deficiency in our internal control over financial reporting, our ability to report our financial condition and results of operations in a timely and accurate manner could be adversely affected, investor confidence in our company could diminish, and the value of our securities may decline.
  • Litigation and other disputes and regulatory investigations could have a material adverse effect on our business.
  • Risks related to laws and regulations and any changes in those laws could have a material adverse effect on our business.
  • Unanticipated changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could adversely affect our financial condition and results of operations.

Legal proceedings

We are subject to legal and regulatory actions that arise from time to time in the ordinary course of business, and may be subject to similar or other claims in the future. Legal disputes and other claims and proceedings may relate to, among other things, intellectual property, commercial arrangements, negligence and fiduciary duty claims, vicarious liability based on conduct of individuals or entities outside of our control, including our third-party service providers, antitrust claims, deceptive trade practices, general fraud claims, and employment law claims, including compliance with wage and hour regulations. In addition to more general litigation, at times we have also been a named party in claims made against our customers, including putative class actions challenging the legality and constitutionality of automated photo enforcement and other similar programs of our Government Solutions customers, and consumer fraud claims brought against us and our Commercial Services customers alleging faulty disclosures regarding our services. From time to time, we may also be reviewed or investigated by U.S. federal, state or local regulators or regulators in the foreign jurisdictions in which we operate regarding these and other matters, including proper licensing and tax assessments. All litigation is inherently unpredictable and we could incur judgments or enter into settlements or claims in the future that could materially impact our results.

The opening of Item 3, Legal Proceedings.4

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