Donnelley Financial Solutions, Inc. (DFIN): Results of Operations and Financial Condition
Donnelley Financial Solutions, Inc. (DFIN) filed an SEC Form 8-K — Results of Operations and Financial Condition. Exhibit 99.1 DFIN Reports Second-Quarter 2026 Results CHICAGO – July 30, 2026 – Donnelley Financial Solutions, Inc. (NYSE: DFIN) (the “Company” or “DFIN”) today reported financial results for the second quarter of 2026. Second-Quarter 2026 Second-Quarter 2025 $ Change % Change Ne
How this was made
The 30-second read
Why it matters
Traders can update near-term expectations using the provided Q3 ranges for net sales, Adjusted EBITDA margin, and capital markets transactional revenue, alongside Q2 cash flow and leverage metrics.
Market read
Q2 profitability improved with margin expansion and higher free cash flow, and management issued concrete Q3 guidance ranges.
What to watch
Diluted shares outstanding fell 10.3% due to repurchases, which can support per-share metrics even if underlying revenue growth is modest.
DFIN Reports Second-Quarter 2026 Results
Total net sales, Adjusted EBITDA, operating cash flow and free cash flow increased year-over-year, with software solutions and tech-enabled services growth more than offsetting a print and distribution decline. Adjusted EBITDA margin expanded approximately 170 basis points, while the Company also repurchased shares.
Key metrics
as reported| Metric | Value | q/q | y/y |
|---|---|---|---|
| Net SalesGAAP | $224.2 million | – | 2.8% |
| Net EarningsGAAP | $36.4 million | – | 0.8% |
| Diluted earnings per shareGAAP | $1.44 per diluted share | – | – |
| Adjusted EBITDAnon-GAAP | $82.3 million | – | 7.9% |
| Adjusted EBITDA marginnon-GAAP | 36.7% | – | up approximately 170 basis points |
| Operating Cash FlowGAAP | $74.7 million | – | 9.2% |
| Free Cash Flownon-GAAP | $61.2 million | – | 18.4% |
| Diluted Shares Outstandingother | 25.3 million | – | (10.3%) |
| Adjusted non-GAAP net earningsnon-GAAP | $44.5 million | – | – |
| Adjusted non-GAAP earnings per diluted sharenon-GAAP | $1.76 per diluted share | – | – |
| Software solutions net sales as a percentage of total net salesother | 44.3% | – | – |
| Gross leveragenon-GAAP | 0.8x | – | – |
| Net leveragenon-GAAP | 0.7x | – | – |
| After-tax charges included in net earningsGAAP | $8.1 million, or $0.32 per diluted share | – | – |
Segments
| Segment | Revenue | q/q | y/y |
|---|---|---|---|
| Software solutionsGrowth was primarily driven by ActiveDisclosure. ActiveDisclosure grew approximately 29%. | $99.4 million | – | 7.8% |
| Tech-enabled servicesHigher-margin tech-enabled services net sales contributed to favorable sales mix. | $90.2 million | – | 5.9% |
| Print and distributionLower print and distribution volumes contributed to lower capital markets and investment companies traditional compliance revenue. | $34.6 million | – | (15.0%) |
third quarter of 2026 outlook
- Revenue$175 million to $185 million
- NoteAdjusted EBITDA margin: 26% to 28%
- NoteCapital markets transactional net sales: $45 million to $50 million
Capital returns
- Repurchased 763,451 shares for approximately $34.7 million at an average price of $45.48 per share.
- As of June 30, 2026, there was $125.4 million remaining on the current $150 million share repurchase authorization.
What drove it
- Higher capital markets transactional volumes contributed to net sales growth.
- Software solutions growth was primarily driven by ActiveDisclosure.
- A favorable sales mix reflected growth in higher-margin software solutions and tech-enabled services net sales.
- Permanent changes to the cost structure, ongoing operating efficiencies and cost control initiatives supported profitability.
- Improved profitability combined with lower capital expenditures supported operating cash flow and free cash flow.
Concerns
- Capital markets and investment companies traditional compliance revenue declined.
- Print and distribution net sales decreased 15.0%.
- Higher selling expense resulted from the increase in sales volumes.
- The Company cited heightened geopolitical uncertainty, market volatility and an uncertain macroeconomic outlook.
What to watch
- Third-quarter total net sales guidance of $175 million to $185 million.
- Third-quarter Adjusted EBITDA margin guidance of 26% to 28%.
- Third-quarter capital markets transactional net sales guidance of $45 million to $50 million.
- Continued adoption of software solutions offerings, including ActiveDisclosure and Venue.
- Whether capital markets transactional activity remains active and whether traditional compliance and print and distribution revenue stabilize.
Balance sheet and cash flow
- Operating Cash Flow of $74.7 million, compared with $68.4 million in the second quarter of 2025.
- Free Cash Flow of $61.2 million, compared with $51.7 million in the second quarter of 2025.
- Gross leverage of 0.8x and net leverage of 0.7x as of June 30, 2026.
Analysis
DFIN reported second-quarter 2026 net sales of $224.2 million, up 2.8% from $218.1 million in the second quarter of 2025. This was the Company’s third consecutive quarter of consolidated net sales growth. The release attributes the increase to higher capital markets transactional volumes and software solutions growth, partially offset by lower capital markets and investment companies traditional compliance revenue and lower print and distribution volumes.
The sales mix continued to shift toward software and services. Software solutions net sales reached a record $99.4 million and accounted for 44.3% of total net sales, compared with 42.3% in the second quarter of 2025. Tech-enabled services net sales increased 5.9% to $90.2 million, while print and distribution net sales declined 15.0% to $34.6 million. ActiveDisclosure growth and Venue’s sequential improvement were highlighted as software drivers.
Profitability and cash conversion improved faster than net sales. Adjusted EBITDA increased 7.9% to $82.3 million and Adjusted EBITDA margin reached 36.7%, up approximately 170 basis points year-over-year. The Company cited higher net sales, favorable mix toward higher-margin software solutions and tech-enabled services, and cost control initiatives, partly offset by higher selling expense. GAAP net earnings increased 0.8% to $36.4 million, while adjusted non-GAAP net earnings increased to $44.5 million from $42.1 million.
Cash generation strengthened, with operating cash flow of $74.7 million and free cash flow of $61.2 million, compared with $68.4 million and $51.7 million, respectively, in the prior-year quarter. The Company repurchased 763,451 shares for approximately $34.7 million and reported gross leverage of 0.8x and net leverage of 0.7x as of June 30, 2026. Third-quarter guidance calls for total net sales of $175 million to $185 million, Adjusted EBITDA margin of 26% to 28%, and capital markets transactional net sales of $45 million to $50 million.
The principal reported watchpoints are the durability of capital markets transactional activity, continued software adoption, and the pace of decline in traditional compliance and print and distribution revenue. Management described the transactional environment as active despite geopolitical uncertainty and market volatility, while also noting that the macroeconomic outlook remains uncertain.
Management, verbatim
Total net sales increased by 2.8% from the second quarter of 2025, primarily driven by a rebound in capital markets transactional activity as well as continued growth of our software solutions, despite a moderate decline in traditional compliance revenue, part of which was related to lower print and distribution revenue.
Daniel N. Leib, President and Chief Executive Officer
We delivered record quarterly software solutions net sales of $99.4 million, an increase of 7.8% compared to the second quarter of 2025, driven by the continued momentum in ActiveDisclosure, a component of our compliance offerings, which grew approximately 29%.
Daniel N. Leib, President and Chief Executive Officer
While the macroeconomic outlook remains uncertain, the combination of our market position, cost structure, and strong balance sheet positions us well heading into the back half of the year.
Daniel N. Leib, President and Chief Executive Officer
Not in the filing
stated, not guessed- GAAP gross profit and gross margin were not provided in the supplied filing text.
- GAAP operating income, operating margin and operating expenses were not provided in the supplied filing text.
- Non-GAAP gross profit, gross margin, SG&A, income from operations and operating margin reconciliation figures were not provided in the supplied filing text because the filing text is truncated before the reconciliation tables.
- Cash balance and debt balances were not provided in the supplied filing text.
- Dividend information was not provided in the supplied filing text.
- Prior-quarter comparisons for reported metrics were not provided in the supplied filing text.
- Prior outlook was not provided, so no comparison of actual results with prior guidance is available.
- Guidance for gross margin, operating expenses and tax rate was not provided.
AlphaAI analysis generated from the company’s SEC earnings filing (Form 8-K Item 2.02, or Form 6-K for a foreign private issuer). Every figure was cross-checked against the filing text; consensus estimates, price targets and share-price reactions are not shown because they are not in the filing. AI-generated research, not investment advice.
Background
This is an SEC Form 8-K (Item 2.02) with DFIN’s Q2 2026 results and Q3 2026 guidance.
Ticker impact
DFIN reported Q2 2026 results with net sales up 2.8% and Adjusted EBITDA margin up about 170 bps, plus Q3 guidance.
Likely supportive for the stock versus prior expectations, especially if the market was focused on margin durability and software mix growth.
The filing includes quantified Q2 performance (sales, earnings, FCF, leverage) and explicit Q3 guidance (net sales $175M-$185M, Adjusted EBITDA margin 26%-28%, capital markets transactional $45M-$50M), which can drive estimate revisions and positioning.
Market effects
Signals continued shift toward higher-margin software and tech-enabled services within financial publishing/compliance workflows.
No specific regional impact disclosed beyond general capital markets activity commentary.
Mentions geopolitical uncertainty and market volatility, but no direct international operational change disclosed.
Counterpoint
Print and distribution revenue declined 15% year over year, so the margin story may be partly mix-driven rather than broad-based demand recovery.
Key entities
- issuerDonnelley Financial Solutions, Inc.
NYSE-listed company reporting Q2 2026 results, repurchases, and Q3 2026 guidance.
- executiveKen Napolitano
Appointed Chief Revenue Officer to support sales transformation and long-term growth strategy.
