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FORM10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period endedMarch 31, 2025 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period from Commission File Number:001-40325 AppLovin Corporation (Exact name of registrant as specified in its charter) 45-3264542(I.R.S. EmployerIdentification No.) Delaware (State or other jurisdiction ofincorporation or organization) 1100 Page Mill RoadPalo Alto,California94304(Address of registrant’s principal executive offices, including zip code) (800)839-9646(Registrant’s telephone number, including area code) Securities registered pursuant to Section12(b) of the Act: Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant wasrequired to file such reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Table ofContents Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 ofRegulationS-T(§232.405 of this chapter) during the preceding 12months (or for suchshorter 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, anon-acceleratedfiler, asmaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “acceleratedfiler,” “smaller reporting company,” and “emerging growth company” in Rule12b-2of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of theExchange Act.☐ Indicateby check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the ExchangeAct).Yes☐No☒ As ofMay2, 2025, the number of shares of the registrant’s ClassA common stock outstanding was307,698,319and thenumber of shares of the registrant’s ClassB common stock outstanding was30,688,541. Table of Contents PagePART IFINANCIAL INFORMATION (UNAUDITED)3Item 1.Condensed Consolidated Financial Statements3Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 20243Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2025 and20244Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March31, 2025 and 20245Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended March 31,2025 and 20246Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and20247Notes to Condensed Consolidated Financial Statements9Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations19Item 3.Quantitative and Qualitative Disclosures About Market Risk33Item 4.Controls and Procedures33PART IIOTHER INFORMATION34Item 1.Legal Proceedings34Item 1A.Risk Factors34Item 2.Unregistered Sales of Equity Securities and Use of Proceeds73Item 5.Other Information74Item 6.Exhibits75Signatures76 NOTE ABOUT FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federalsecurities laws, which statements involve substantial risks and uncertainties. Forward-looking statements generally relateto future events or our future financial or operating performance. In some cases, you can identify forward-lookingstatements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “intend,”“target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue” or the negative of these words orothersimilar terms or expressions that concern our expectations,strategy,plans,or intentions.Forward-lookingstatements contained in this Quarterly Report on Form 10-Q include statements about: •our future financial performance, including our expectations regarding our revenue, cost of revenue, and operatingexpenses, and our ability to achieve or maintain future profitability; •the sufficiency of our cash and cash equivalents to meet our liquidity needs; •our ability to maintain the security and availability of our Advertising solutions and Apps; •our pending sale of our mobile gaming business; •our ability to attract and retain employees and key personnel; •our ability to comply with evolving changes in the data protection, privacy and regulatory landscape applicable toour businesses; •our expectations regarding the macroeconomic environment, inflation and high interest rates, uncertainty in theglobal banking an