10-Q

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 September 30, 2023

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)

Delaware		94-3339273
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
6800 West 115th Street	Suite 2511	66211
Overland Park	Kansas	(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 class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	SLQT	New 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 167,733,095 shares of common stock as of October 31, 2023.

SELECTQUOTE, INC. AND SUBSIDIARIES

FORM 10-Q

TABLE OF CONTENTS

	PART I FINANCIAL INFORMATION	PAGE
Item 1.	Financial Statements (unaudited)
	Condensed Consolidated Balance Sheets as of September 30, 2023 and June 30, 2023	2
	Condensed Consolidated Statements of Comprehensive Loss for the Three Months Ended September 30, 2023 and 2022	3
	Condensed Consolidated Statements of Changes in Shareholders’ Equity for the Three Months Ended September 30, 2023 and 2022	4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2023 and 2022	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	42
Item 4.	Controls and Procedures	42
	PART II OTHER INFORMATION
Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 3.	Defaults Upon Senior Securities	43
Item 4.	Mine Safety Disclosures	43
Item 5.	Other Information	43
Item 6.	Exhibits	44
	Signatures	45

PART I

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

SELECTQUOTE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

	September 30, 2023		June 30, 2023
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	48,486	$	83,156
Accounts receivable, net of allowances of $3.9 million and $2.7 million, respectively	115,872		154,565
Commissions receivable-current	160,370		111,148
Other current assets	16,361		14,355
Total current assets	341,089		363,224
COMMISSIONS RECEIVABLE—Net	709,277		729,350
PROPERTY AND EQUIPMENT—Net	24,840		27,452
SOFTWARE—Net	14,677		14,740
OPERATING LEASE RIGHT-OF-USE ASSETS	22,779		23,563
INTANGIBLE ASSETS—Net	9,442		10,200
GOODWILL	29,136		29,136
OTHER ASSETS	18,904		21,586
TOTAL ASSETS	$	1,170,144	$	1,219,251
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	31,964	$	27,577
Accrued expenses	18,284		16,993
Accrued compensation and benefits	37,953		49,966
Operating lease liabilities—current	4,980		5,175
Current portion of long-term debt	33,883		33,883
Contract liabilities	5,757		1,691
Other current liabilities	3,925		1,972
Total current liabilities	136,746		137,257
LONG-TERM DEBT, NET—less current portion	661,185		664,625
DEFERRED INCOME TAXES	26,041		39,581
OPERATING LEASE LIABILITIES	26,590		27,892
OTHER LIABILITIES	2,844		2,926
Total liabilities	853,406		872,281
COMMITMENTS AND CONTINGENCIES (Note 8)
SHAREHOLDERS’ EQUITY:
Common stock, $0.01 par value	1,677		1,669
Additional paid-in capital	570,087		567,266
Accumulated deficit	(266,695)		(235,644)
Accumulated other comprehensive income	11,669		13,679
Total shareholders’ equity	316,738		346,970
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,170,144	$	1,219,251

See accompanying notes to condensed consolidated financial statements.

2

SELECTQUOTE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited)

(In thousands)

	Three Months Ended September 30,
	2023		2022
REVENUE:
Commission	$	117,756	$	106,335
Pharmacy	94,788		41,093
Other	20,186		15,056
Total revenue	232,730		162,484
OPERATING COSTS AND EXPENSES:
Cost of revenue	72,511		65,164
Cost of goods sold—pharmacy revenue	84,008		42,354
Marketing and advertising	62,323		57,594
Selling, general, and administrative	28,666		30,706
Technical development	7,637		6,182
Total operating costs and expenses	255,145		202,000
LOSS FROM OPERATIONS	(22,415)		(39,516)
INTEREST EXPENSE, NET	(21,397)		(16,736)
OTHER INCOME (EXPENSE), NET	(38)		158
LOSS BEFORE INCOME TAX BENEFIT	(43,850)		(56,094)
INCOME TAX BENEFIT	(12,799)		(13,610)
NET LOSS	$	(31,051)	$	(42,484)
NET LOSS PER SHARE:
Basic	$	(0.19)	$	(0.26)
Diluted	$	(0.19)	$	(0.26)
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS:
Basic	167,453		164,824
Diluted	167,453		164,824
OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX:
Gain (loss) on cash flow hedge	$	(2,010)	$	4,400
OTHER COMPREHENSIVE INCOME (LOSS)	(2,010)		4,400
COMPREHENSIVE LOSS	$	(33,061)	$	(38,084)

See accompanying notes to the condensed consolidated financial statements.

3

SELECTQUOTE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Unaudited)

(In thousands)

Three Months Ended September 30, 2023
	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Income		Total Shareholders' Equity
	Shares	Amount
BALANCES-June 30, 2023	166,867	$	1,669	$	567,266	$	(235,644)	$	13,679	$	346,970
Net loss						(31,051)				(31,051)
Gain on cash flow hedge, net of tax								841		841
Amount reclassified into earnings, net tax								(2,851)		(2,851)
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings	864	8		(354)						(346)
Share-based compensation expense				3,175						3,175
BALANCES-September 30, 2023	167,731	$	1,677	$	570,087	$	(266,695)	$	11,669	$	316,738

Three Months Ended September 30, 2022
	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Income		Total Shareholders' Equity
	Shares	Amount
BALANCES-June 30, 2022	164,452	$	1,644	$	554,845	$	(177,100)	$	11,716	$	391,105
Net loss	—	—		—		(42,484)		—		(42,484)
Gain on cash flow hedge, net of tax	—	—		—		—		5,124		5,124
Amount reclassified into earnings, net of tax	—	—		—		—		(724)		(724)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings	1,116	12		584		—		—		596
Issuance of common stock pursuant to employee stock purchase plan	780	8		476		—		—		484
Vesting of restricted stock unit awards net of shares withheld to cover tax withholdings	114	1		(34)		—		—		(33)
Share-based compensation expense	—	—		2,630		—		—		2,630
BALANCES-September 30, 2022	166,462	$	1,665	$	558,501	$	(219,584)	$	16,116	$	356,698

See accompanying notes to the condensed consolidated financial statements.

4

SELECTQUOTE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Three Months Ended September 30,
	2023		2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(31,051)	$	(42,484)
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Depreciation and amortization	5,989		6,802
Loss on disposal of property, equipment, and software	9		325
Share-based compensation expense	3,175		2,630
Deferred income taxes	(13,049)		(13,931)
Amortization of debt issuance costs and debt discount	1,612		1,612
Write-off of debt issuance costs	—		710
Accrued interest payable in kind	3,622		1,307
Non-cash lease expense	784		1,103
Changes in operating assets and liabilities:
Accounts receivable, net	38,693		34,770
Commissions receivable	(29,148)		(36,012)
Other assets	(2,027)		1,271
Accounts payable and accrued expenses	5,257		(10,496)
Operating lease liabilities	(1,498)		(1,256)
Other liabilities	(6,039)		6,479
Net cash used in operating activities	(23,671)		(47,170)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(616)		(298)
Proceeds from sales of property and equipment	253		—
Purchases of software and capitalized software development costs	(1,782)		(2,087)
Net cash used in investing activities	(2,145)		(2,385)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Term Loans	(8,471)		(8,917)
Payments on other debt	(37)		(44)
Proceeds from common stock options exercised and employee stock purchase plan	—		1,079
Payments of tax withholdings related to net share settlement of equity awards	(346)		(32)
Payments of debt issuance costs	—		(10,110)
Payment of acquisition holdback	—		(2,335)
Net cash used in financing activities	(8,854)		(20,359)
NET DECREASE IN CASH AND CASH EQUIVALENTS	(34,670)		(69,914)
CASH AND CASH EQUIVALENTS—Beginning of period	83,156		140,997
CASH AND CASH EQUIVALENTS—End of period	$	48,486	$	71,083

SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net	$	(17,927)	$	(13,026)
Income taxes paid	(142)		(7)

See accompanying notes to condensed consolidated financial statements.

5

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 insurance products 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. 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 and Population Health. SelectRx is a Patient-Centered Pharmacy Home™ (“PCPH”) accredited pharmacy, which 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 to remain at home. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete HRA’s on members, partners with value-based care (“VBC”) providers for a variety of healthcare-related services, and introduces members to the pharmacy services offered through SelectRx

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, LLC (“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, 2023, filed with the Securities and Exchange Commission on September 13, 2023 (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, 2024, 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, 2023.

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.

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

6

enrollment period (“OEP”) in January through March each year. As a result, the Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP.

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

Recent Accounting Pronouncements Adopted—The Company did not adopt any new accounting pronouncements during the three months ended September 30, 2023.

2.ACQUISITIONS

In accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”), the Company allocates the fair value of purchase consideration to the tangible assets, liabilities, and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according to the following fair value hierarchy:

Level 1	Unadjusted quoted prices in active markets for identical assets or liabilities
Level 2	Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability.
Level 3	Significant unobservable inputs for the asset or liability

Express Med Pharmaceuticals—On April 30, 2021, the Company acquired 100% of the outstanding shares of Express Med Pharmaceuticals, Inc., which is included in SelectRx, a closed-door, long term care pharmacy provider, for an aggregate purchase price of up to $24.0 million, as set forth in the Stock Purchase Agreement dated April 30, 2021 (the “Stock Purchase Agreement”). The aggregate purchase price of up to $24.0 million is comprised of $17.5 million in cash paid at the closing of the transaction, an additional $2.5 million of holdback for indemnification claims, if any, and an earnout of up to $4.0 million, if any. The earnout of up to $4.0 million is comprised of two separate provisions. During the year ended June 30, 2023, the Company paid the first and second earnout provisions of $3.0 million and $1.0 million, respectively, as well as the remaining holdback, net of adjustments, of $2.4 million. At the date of acquisition, the fair value of net tangible assets acquired, excluding property and equipment, approximated their carrying value. The property and equipment was valued primarily using the cost and sales comparison approach to value. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreement was valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the additional value of the synergies of combining the SelectRx business with the Company's technology and existing customer base. This acquired goodwill is allocated to the Healthcare Services reporting unit, which is also a reportable segment, and $16.3 million is deductible for tax purposes after adding back acquisition costs and settling the remaining holdback. The Company is amortizing the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from one to five years.    

Simple Meds—On August 31, 2021, SelectRx acquired 100% of the outstanding equity interests of Simple Meds, a full-service pharmaceutical distributor, for an aggregate purchase price of $7.0 million, as set forth in the Membership Interest Purchase Agreement dated August 31, 2021. The aggregate purchase price of $7.0 million was paid in cash at the closing of the transaction. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The customer relationships were valued using the multiple period excess earnings method, and as such, were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the additional value of the synergies of combining the Simple Meds business with the Company's

7

technology and existing customer base. This acquired goodwill is allocated to the Healthcare Services reporting unit, which is also a reportable segment, and $5.6 million is deductible for tax purposes after adding back acquisition costs.

3.PROPERTY AND EQUIPMENT—NET

Property and equipment—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Computer hardware	$	20,354	$	20,970
Machinery and equipment(1)	15,129		14,825
Leasehold improvements	19,033		20,422
Furniture and fixtures	4,591		4,591
Work in progress	830		338
Total	59,937		61,146
Less accumulated depreciation	(35,097)		(33,694)
Property and equipment—net	$	24,840	$	27,452

(1) Includes financing lease right-of-use assets.

Work in progress as of September 30, 2023 primarily represents computer equipment held for sale and leasehold improvements not yet put into service and not yet being depreciated. Work in progress as of June 30, 2023, primarily represents leasehold improvements and computer equipment not yet put into service and not yet being depreciated. Depreciation expense for the three months ended September 30, 2023 and 2022, was $3.2 million and $3.5 million, respectively.

4.SOFTWARE—NET

Software—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Software	$	36,345	$	35,945
Work in progress	94		143
Total	36,439		36,088
Less accumulated amortization	(21,762)		(21,348)
Software—net	$	14,677	$	14,740

Work in progress as of September 30, 2023 and June 30, 2023, represents costs incurred for software not yet put into service and not yet being amortized. For each of the three months ended September 30, 2023 and 2022, the Company capitalized internal-use software and website development costs of $2.0 million and recorded amortization expense of $2.1 million and $1.8 million, respectively.

5.INTANGIBLE ASSETS AND GOODWILL

Intangible assets—The carrying amounts, accumulated amortization, and net carrying value of our definite-lived intangible assets are presented in the table below (dollars in thousands):

8

	September 30, 2023						June 30, 2023
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Impairment Charges (1)		Accumulated Amortization		Net Carrying Amount
Customer relationships	$	17,492	$	(9,196)	$	8,296	$	17,492	$	—	$	(8,617)	$	8,875
Trade name	2,680		(1,832)		848		2,680		—		(1,697)		983
Proprietary software	1,042		(797)		245		1,042		—		(758)		284
Non-compete agreements	100		(47)		53		1,292		(533)		(701)		58
Vendor relationships	—		—		—		20,400		(15,111)		(5,289)		—
Total intangible assets	$	21,314	$	(11,872)	$	9,442	$	42,906	$	(15,644)	$	(17,062)	$	10,200

(1) During the year ended June 30, 2023, the Company recorded impairment charges for its long-lived intangible assets recognized as part of the acquisition of a lead distribution company. Refer to the consolidated financial statements in our Annual Report on Form 10-K for additional details.

The Company's intangible assets include those long-lived intangible assets which were recognized at their estimated acquisition date fair values. 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 months ended September 30, 2023 and 2022.

For the three months ended September 30, 2023 and 2022, amortization expense related to intangible assets totaled $0.8 million and $1.5 million, respectively, recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive loss. The weighted-average remaining useful life of intangible assets was 3.3 and 3.6 years as of September 30, 2023 and June 30, 2023, respectively.

As of September 30, 2023, expected amortization expense in future fiscal periods were as follows (in thousands):

	Trade Name		Proprietary Software		Non-Compete Agreements		Customer relationships		Total
Remainder fiscal 2024	$	401	$	117	$	15	$	1,740	$	2,273
2025	447		128		20		2,316		2,911
2026	—		—		18		2,313		2,331
2027	—		—		—		1,927		1,927
Total	$	848	$	245	$	53	$	8,296	$	9,442

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 the acquisitions discussed in Note 2 to the condensed consolidated financial statements. 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 September 30, 2023, the Company’s goodwill balance of $29.1 million was related to the acquisitions of Express Meds and Simple Meds 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 months ended September 30, 2023 and 2022, there were no indicators of impairment.

6.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

9

in the United States in San Diego, California; Centennial, Colorado; Overland Park, Kansas; Oakland, California; Indianapolis, Indiana; and Monaca, Pennsylvania (note that 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). The Company's operating leases have remaining lease terms from one year up to thirteen years.

During the three months ended September 30, 2022, operating leases commenced in San Diego, California and Indianapolis, Indiana, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.6 million. In addition, the Company exercised an early termination option for a portion of its office facilities in Overland Park, Kansas, with a new termination date of July 31, 2023, resulting in an early termination penalty of $0.9 million, of which $0.6 million was paid during the year ended June 30, 2023, and $0.3 million was paid during the three months ended September 30, 2023. The early termination penalty was recorded as part of the remeasurement of the operating lease liability and resulted in accelerated amortization of the right-of-use asset over the shortened remaining term of the lease.

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

	Three Months Ended September 30,
(in thousands)	2023		2022
Finance lease costs(1)	$	43	$	44
Operating lease costs(2)	1,584		2,092
Short-term lease costs	61		31
Variable lease costs(3)	135		214
Sublease income	(574)		(418)
Total net lease costs	$	1,249	$	1,963

(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income.

(2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income.

(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.

Maturities of Lease Liabilities—As of September 30, 2023, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:

(in thousands)	Operating leases		Finance leases		Total
Remainder fiscal 2024	$	5,901	$	98	$	5,999
2025	7,947		38		7,985
2026	7,412		38		7,450
2027	6,105		32		6,137
2028	5,562		—		5,562
Thereafter	9,046		—		9,046
Total undiscounted lease payments	41,973		206		42,179
Less: interest	10,403		17		10,420
Present value of lease liabilities	$	31,570	$	189	$	31,759

The Company executed noncancelable subleases for portions of its office facilities in Overland Park, Kansas and Centennial, Colorado, which commenced during the fiscal years ended June 30, 2023 and 2022, and run

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through the remaining terms of the primary leases. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income. The Company may consider entering into additional sublease arrangements in the future.

Sublease Income—As of September 30, 2023, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)	Total
Remainder fiscal 2024	$	1,770
2025	2,548
2026	2,587
2027	2,180
2028	1,931
Thereafter	2,092
Total sublease income	$	13,108

7.DEBT

Debt consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Term Loans (effective interest rate 13.3%)	$	702,660	$	707,509
Unamortized debt issuance costs and debt discount	(7,592)		(9,001)
Total debt	695,068		698,508
Less current portion of long-term debt:	(33,883)		(33,883)
Long-term debt	$	661,185	$	664,625

Senior Secured Credit Facility— On November 5, 2019, the Company entered into a $425.0 million credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. as a lender and the administrative agent for a syndicate of lenders party to the agreement (replaced by Wilmington Trust as administrative agent effective February 24, 2022). On February 24, 2021, November 2, 2021, December 23, 2021, August 26, 2022, May 5, 2023, and September 11, 2023, the Company entered into amendments to the credit agreement (individually, the “First Amendment”, “Second Amendment”, “Third Amendment”, “Fourth Amendment”, “Fifth Amendment”, and “Sixth Amendment”, together with the original credit agreement and any subsequent amendments, the “Senior Secured Credit Facility”) with certain of its existing lenders and new lenders. The First Amendment provided for an additional $231.0 million in term loans (together with the initial $425.0 million, the “Term Loans”) and added a $145.0 million senior secured delayed draw term loan facility (the "DDTL Facility"). The Company recognized a $3.3 million loss on debt extinguishment in the condensed consolidated statement of comprehensive income (loss) for the year ended June 30, 2021, as part of the First Amendment. The Second Amendment provided for additional commitments of $25.0 million, in addition to the initial $75.0 million, for the secured revolving loan facility (the “Revolving Credit Facility”) and an additional $200.0 million under the DDTL Facility. The Third Amendment provided for additional commitments of $35.0 million under the Revolving Credit Facility. The Fourth Amendment (1) amended the Company’s existing financial covenant to better align with its business plan and added an additional minimum liquidity covenant, (2) terminated certain DDTL commitments and reduced the Revolving Credit Facility from $135.0 million to $100.0 million, (3) introduced a minimum asset coverage ratio for any borrowing on the Revolving Credit Facility that would result in a total revolving exposure of more than $50.0 million, and (4) provided certain lenders with the right to appoint a representative to observe meetings of the Company’s board of directors and certain of its committees. In addition, the Fourth Amendment provided for the Company to pay a revolving credit termination fee

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of $0.5 million for the ratable account of each revolving lender upon the termination of all revolving loan commitments. Note that pursuant to the Fourth Amendment, upon termination of the outstanding DDTL commitments, when referring to Term Loans, it will now include the outstanding balance of the previously defined Term Loans and also the outstanding balance of the DDTL, and “DDTL” will no longer be referenced. The Fifth Amendment decreased the minimum asset coverage ratio required to be maintained by the Company as of March 31, 2024, and the Sixth Amendment decreased the minimum asset coverage ratio required to be maintained by the Company as of June 30, 2024. After giving effect to the amendments, in aggregate, the Senior Secured Credit Facility provides for (1) an aggregate principal amount of up to $100.0 million under the Revolving Credit Facility, of which all was available to borrow as of September 30, 2023 and (2) Term Loans outstanding in an aggregate principal amount of $702.7 million as of September 30, 2023.

The Term Loans bear interest on the outstanding principal amount thereof at a rate per annum equal to either (a) SOFR (subject to a floor of 0.75%) plus 6.00% in cash plus 2.00% payable in kind or (b) a base rate plus 5.00% in cash plus 2.00% payable in kind, at the Company’s option. As of October 1, 2023, the cash and paid in kind interest rate with respect to the Term Loans increased 0.50% and 1.00%, respectively. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) SOFR (subject to a floor of 1.0%) plus 5.0% or (b) a base rate plus 4.0%, at the Company’s option.

The Senior Secured Credit Facility has a maturity date of November 5, 2024, and the Term Loans are mandatorily repayable in equal quarterly installments in an aggregate annual amount equal to 2.5% of the outstanding principal amount of the Term Loans as of the Fourth Amendment effective date, which increased to 4.75% on July 1, 2023, with the remaining balance payable on the maturity date. As of September 30, 2023, the Company has made principal payments of $214.0 million on the Term Loans.

The Senior Secured Credit Facility contains customary affirmative and negative covenants and events of default and financial covenants requiring the Company and certain of its subsidiaries to maintain a minimum asset coverage ratio and minimum liquidity requirements. As of September 30, 2023, the Company was in compliance with all of the required covenants. The obligations of the Company are guaranteed by the Company’s subsidiaries and secured by a security interest in all assets of the Company, subject to certain exceptions.

The Company has incurred a total of $40.1 million in debt issuance costs and debt discounts related to the Senior Secured Credit Facility, of which $33.0 million was capitalized. The costs associated with the Revolving Credit Facility are being amortized on a straight-line basis over the remaining life of the Senior Secured Credit Facility and the costs associated with the Term Loans are being amortized using the effective interest method over the same term. Total amortization of debt issuance costs was $1.6 million for each of the three months ended September 30, 2023 and 2022, which was included in interest expense, net in the Company’s condensed consolidated statements of comprehensive loss.

The Company uses derivative financial instruments to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. On September 30, 2022, as a result of the Fourth Amendment, the Company terminated its existing interest rate swap indexed to 1-month LIBOR and executed a new interest rate swap indexed 1-month SOFR. In accordance with ASC 848, Reference Rate Reform, the Company did not de-designate the interest rate swap when it was amended from LIBOR to SOFR as the Company is permitted to maintain the designation as part of the transitional relief. As of September 30, 2023, the Company’s interest rate swap is 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 “Amended Interest Rate Swap”), which terminates on November 5, 2024. As of September 30, 2023, the Amended Interest Rate Swap had a fair value of $15.4 million and was recorded in other assets in the condensed consolidated balance sheet. 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. The Company estimates that $14.1 million will be reclassified into interest expense during the next twelve months.

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On November 1, 2023, the Company entered into a Seventh Amendment to the Senior Secured Credit Facility (the “Seventh Amendment”) by and among the Company, certain of its existing lenders, and Wilmington Trust, National Association, as administrative agent. The Seventh Amendment amends the Senior Secured Credit Facility to decrease the minimum asset coverage ratio and minimum liquidity covenant required to be maintained by the Company as of September 30, 2024, and December 31, 2023, respectively.

8.COMMITMENTS AND CONTINGENCIES

Lease Obligations—Refer to Note 6 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 17, 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 (together, the “Securities Class Actions”) was filed. Certain plaintiffs and their counsel have moved to be appointed lead plaintiff. Those motions are pending before the court.

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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 an anticipated motion to dismiss the Securities Class Actions.

The Company currently believes that these matters will not have a material adverse effect on any of its results of 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.

9.SHAREHOLDERS' EQUITY

Common Stock—As of September 30, 2023, the Company has reserved the following authorized, but unissued, shares of common stock:

Employee Stock Purchase Plan	159
Stock awards outstanding under 2020 Plan	19,473,034
Stock awards available for grant under 2020 Plan	3,271,623
Options outstanding under 2003 Plan	539,804
Total	23,284,620

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 September 30, 2023, pursuant to future awards under the Company's 2020 Stock Plan is 3,271,623. 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

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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 was as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023		2022
Share-based compensation related to:
Equity classified stock options	$	722	$	852
Equity classified RSU's	1,741		1,402
Equity classified PSU's	33		(57)
Equity classified PVU's	679		358
Total	$	3,175	$	2,555

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 loss.

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During the three months ended September 30, 2023 and 2022, there were no stock options granted. The following table summarizes stock option activity under the Stock Plans for the three months ended September 30, 2023:

	Number of Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2023	3,847,339	$	11.56
Options granted	—	—
Options exercised	—	—
Options forfeited/expired/cancelled	(14,747)	10.10
Outstanding—September 30, 2023	3,832,592	$	11.57	7.19	$	10
Vested and exercisable—September 30, 2023	2,245,756	$	12.74	6.61	$	10

As of September 30, 2023, there was $4.2 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 1.72 years.

During the three months ended September 30, 2023, there were no stock options exercised. The Company received cash of $0.6 million in connection with stock options exercised during the three months ended September 30, 2022.

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 three months ended September 30, 2023:

	Number of Restricted Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,911,613	$	2.57
Granted	5,881,439	1.51
Vested	(1,031,892)	3.63
Forfeited	(26,071)	2.24
Unvested as of September 30, 2023	9,735,089	$	1.82

As of September 30, 2023, there was $15.5 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.31 years.

Performance Stock—The following table summarizes performance stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

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	Number of Performance Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	13,365	$	17.96
Granted	—	—
Vested	(14,477)	17.95
Forfeited		—
Performance adjustment(1)	1,112	—
Unvested as of September 30, 2023	—	$	—

(1) Represents adjustments to previously granted PSU’s to reflect changes in estimates of future financial performance against targets.

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 number of shares that could be earned for the fiscal year 2022 tranche is estimated to be at 0% of the target as of September 30, 2023. As such, as of September 30, 2023, there was no unrecognized compensation cost related to unvested performance stock units granted.

Price-Vested Units—The Company grants PVU's to eligible employees 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. The awards are divided into 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 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 awarded during the three months ended September 30, 2023:

	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	558,569	$	1.85	$	2.50	August 1, 2023 - August 1, 2028	1 year - 3 years
Tranche 2	558,540	$	1.69	$	5.00	August 1, 2023 - August 1, 2028	1.41 years - 3 years
Tranche 3	558,579	$	1.55	$	7.50	August 1, 2023 - August 1, 2028	1.96 years - 3 years
Tranche 4	558,550	$	1.45	$	10.00	August 1, 2023 - August 1, 2028	2.27 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 three months ended September 30, 2022:

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	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	1,055,674	$	1.52	$	4.00	August 1, 2022 - August 1, 2027	1.39 years - 3 years
Tranche 2	1,055,648	$	1.25	$	7.50	August 1, 2022 - August 1, 2027	2.33 years - 3 years
Tranche 3	1,055,674	$	1.11	$	10.00	August 1, 2022 - August 1, 2027	2.66 years - 3 years
Tranche 4	1,055,648	$	1.01	$	12.50	August 1, 2022 - August 1, 2027	2.90 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 consolidated statements of comprehensive 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:

	Three Months Ended September 30,	Three Months Ended September 30,
	2023	2022
Share price as of grant date	$1.38	$1.80
Volatility	94.3%	79.3%
Risk-free interest rate	4.1%	2.6%
Cost of Equity	9.2%	10.6%
Dividend yield	—%	—%

The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Price-Vested Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,044,180	$	1.22
Granted	2,234,238	1.64
Vested	—	—
Forfeited	—	—
Unvested as of September 30, 2023	6,278,418	$	1.37

As of September 30, 2023, there was $6.0 million of unrecognized compensation cost related to unvested PVU’s granted, which is expected to be recognized over a weighted-average period of 1.84 years.

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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 85% 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 September 30, 2023, there are 159 shares reserved for future issuance under the plan. During the three months ended September 30, 2022, the Company issued 779,946 shares to its employees and received cash of $0.5 million in connection with ESPP purchases and recorded share-based compensation expense of $0.2 million.

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10.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 September 30,
(in thousands)	2023		2022
Senior:
Commission revenue:
Medicare advantage	$	74,372	$	66,357
Medicare supplement	313		116
Prescription drug plan	71		91
Dental, vision, and health	1,049		335
Other commission revenue	359		655
Total commission revenue	76,164		67,554
Total other revenue	13,754		9,959
Total Senior revenue	89,918		77,513
Healthcare Services:
Total pharmacy revenue	94,788		41,093
Total other revenue	2,580		1,974
Total Healthcare Services revenue	97,368		43,067
Life:
Commission revenue:
Term	19,114		15,376
Final expense	14,120		17,420
Total commission revenue	33,234		32,796
Total other revenue	4,569		4,039
Total Life revenue	37,803		36,835
Auto & Home:
Total commission revenue	8,815		6,681
Total other revenue	212		401
Total Auto & Home revenue	9,027		7,082
Eliminations:
Total commission revenue	(457)		(696)
Total other revenue	(929)		(1,317)
Total Elimination revenue	(1,386)		(2,013)
Total commission revenue	117,756		106,335
Total pharmacy revenue	94,788		41,093
Total other revenue	20,186		15,056
Total revenue	$	232,730	$	162,484

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

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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, 2023	$	840,498
Commission revenue from revenue recognized	43,307
Net commission revenue adjustment from change in estimate	366
Amounts recognized as accounts receivable, net	(14,524)
Balance as of September 30, 2023	$	869,647

For the three months ended September 30, 2023, the $0.4 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 negative adjustment of $0.6 million for Senior, a positive adjustment of $0.8 million for Auto & Home, and a positive adjustment of $0.2 million for Life.

The Company’s contract liabilities on the condensed consolidated balance sheets represent unamortized upfront payments received as of September 30, 2023, 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, 2023	$	1,691
Commission revenue recognized	(4,920)
Other revenue recognized	(308)
Amounts recognized as contract liabilities	9,294
Balance as of September 30, 2023	$	5,757

11.INCOME TAXES

For the three months ended September 30, 2023 and 2022, the Company recognized income tax benefit of $12.8 million and $13.6 million, respectively, representing effective tax rates of 29.2% and 24.3%, respectively. The differences from the federal statutory tax rate to the effective tax rates for both the three months ended September 30, 2023 and 2022, were primarily related to state income taxes.

As of September 30, 2023 the Company has a valuation allowance of $3.3 million for deferred tax assets related to certain state specific net operating losses 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 when evaluating the need for a valuation allowance. After evaluating these sources of taxable income, and considering the jurisdiction and character of the deferred tax assets, the Company continues to recognize its deferred tax assets as of September 30, 2023, as it believes it is more likely than not that the net deferred tax assets will be realized, outside of the deferred tax asset related to certain state credits noted above where a valuation allowance has been established.

12.NET LOSS PER SHARE

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The Company calculates net loss per share as defined by ASC 260, Earnings per Share (“ASC 260”). Basic net loss per share (“Basic EPS”) is computed by dividing net loss attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Diluted net loss per share (“Diluted EPS”) is computed by dividing net 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, and common shares issuable upon the conclusion of each ESPP offering period. 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, and common stock issuable pursuant to the ESPP 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 loss per share for the periods presented:

	Three Months Ended September 30,
(in thousands, except per share amounts)	2023		2022
Basic:
Numerator:
Net loss attributable to common shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Net loss per share—basic:	$	(0.19)	$	(0.26)
Diluted:
Numerator:
Net loss attributable to common and common equivalent shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)	—		—
Total common and common equivalent shares outstanding	167,453		164,824
Net loss per share—diluted:	$	(0.19)	$	(0.26)

(1) Excluded from the computation of net loss per share-diluted for the three months ended September 30, 2023 and 2022, because the effect would have been anti-dilutive.

The weighted average potential shares of common stock that were excluded from the calculation of net loss per share-diluted because including them would have been anti-dilutive are as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023	2022
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP	10,521	7,779

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The weighted average potential shares of common stock that were excluded from the calculation of net 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 September 30,
(in thousands)	2023	2022
Shares subject to outstanding PVU’s	6,278	4,223
Shares subject to outstanding PSU's	—	6
Total	6,278	4,229

13.SEGMENT INFORMATION

The Company’s operating and reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company has four reportable segments: i) Senior, ii) Healthcare Services, iii) Life, and iv) Auto & Home. The Company includes non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division in Corporate & Eliminations. These services and activities are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments into a reportable segment.

The Company reports segment information based on how its chief operating decision maker ("CODM") regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries.

Costs of revenue, cost of goods sold-pharmacy revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, cost of goods sold, marketing and advertising, technical development, and selling, general, and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment, with the exception of commissions receivable; therefore, assets by segment are not presented.

The following table presents information about the reportable segments for the three months ended September 30, 2023:

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(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	89,918	$	97,368	$	37,803	$	9,027	$	(1,386)	(1)	$	232,730
Operating expenses	(91,253)		(95,046)		(32,563)		(5,708)		(19,498)		(2)	(244,068)
Other income (expense), net	—		—		—		—		(38)			(38)
Adjusted EBITDA	$	(1,335)	$	2,322	$	5,240	$	3,319	$	(20,922)		(11,376)
Share-based compensation expense												(3,175)
Transaction costs(3)												(1,904)
Depreciation and amortization												(5,989)
Loss on disposal of property, equipment, and software												(9)
Interest expense, net												(21,397)
Income tax benefit												12,799
Net loss												$	(31,051)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $13.9 million in salaries and benefits for certain general, administrative, and IT related departments and $4.1 million in professional services fees.

(3) These expenses consist of financing transaction costs and non-restructuring severance expenses.

The following table presents information about the reportable segments for the three months ended September 30, 2022:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	77,513	$	43,067	$	36,835	$	7,082	$	(2,013)	(1)	$	162,484
Operating expenses	(81,366)		(54,854)		(31,811)		(4,640)		(17,446)		(2)	(190,117)
Other income (expense), net	—		—		201		(1)		(42)			158
Adjusted EBITDA	$	(3,853)	$	(11,787)	$	5,225	$	2,441	$	(19,501)		(27,475)
Share-based compensation expense												(2,630)
Transaction costs (3)												(2,126)
Depreciation and amortization												(6,802)
Loss on disposal of property, equipment, and software												(325)
Interest expense, net												(16,736)
Income tax benefit												13,610
Net loss												$	(42,484)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $12.1 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees.

(3) These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility.

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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 September 30, 2023, two customers, both from the Senior Segment, accounted for 32% (UHC) and 17% (Humana) of total revenue. For the three months ended September 30, 2022, two customers, both from the Senior Segment, accounted for 26% (UHC) and 15% (Wellcare) of total revenue.

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

We are a leading technology-enabled, direct-to-consumer (“DTC”) distribution platform for insurance products and healthcare services. Our insurance distribution business, which has operated continuously for over 35 years, provides consumers with a transparent and convenient venue to shop for complex senior health, life, and automobile & 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 search engines, 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 over thirty 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 less the cost of acquiring the business, a metric we refer to as policyholder lifetime value and which is a key component to our overall profitability.

Our unique platform has enabled us to expand our distribution business in recent years to include additional products beyond insurance policies. In interacting with thousands of consumers over the years, we identified a large opportunity to leverage our existing database and distribution model to improve access to healthcare services for our consumers. In addition to improving consumers’ health outcomes, this service creates deeper relationships with our insurance carrier partners by increasing policy persistency and, in turn, reducing their overall costs. Additionally, we offer pharmacy services through SelectRx, our accredited Patient-Centered Pharmacy Home pharmacy, which offers essential prescription medications, OTC medications, customized medication packaging, medication therapy management, providing long-term pharmacy care that enables patients to optimize medication adherence to drive positive health outcomes while enabling patients to remain at home.

We evaluate our business using the following four segments:

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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 UnitedHealthcare, (“UHC”), Humana, and Wellcare. MA and MS plans accounted for 89% and 85% of our approved Senior policies for the three months ended September 30, 2023 and 2022, respectively, with other ancillary type policies accounting for the remainder.

Healthcare Services, launched in 2021, includes SelectRx and Population Health. Through SelectRx, we provide simple solutions for prescription drug management and support with a personalized approach to streamline the process of managing multiple medications for seniors with chronic conditions. SelectRx has developed a pill pack solution that is customized to the unique needs of each patient, focusing on individual multi-dosages by day and time. SelectRx uses a high-touch, technology-driven approach to provide superior customer service and achieve improved medication adherence. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete HRA’s on members, partners with VBC providers for a variety of healthcare-related services, and introduces them to the pharmacy services we offer through SelectRx. We believe that offering these services through SelectRx and Population Health to our existing consumers helps drive customer satisfaction and increase policy persistency, which, in turn, reduces costs for our insurance carrier partners.

Life is one of the country’s largest and most established DTC insurance distributors for term life insurance, having sold over 2.2 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 15 years. Term life policies accounted for 48% and 40% of new premium within Life for the three months ended September 30, 2023 and 2022, respectively, with final expense policies accounting for 52% and 60% for the three months ended September 30, 2023 and 2022, respectively.

Auto & Home was launched in 2011 as an unbiased comparison shopping platform for auto, home, and specialty insurance lines. Our platform provides unbiased comparison shopping for insurance products such as homeowners, auto, dwelling fire, and other ancillary insurance products underwritten by approximately 25 leading, nationally-recognized insurance carrier partners. Homeowners and 12-month auto products accounted for 77% and 75% of new premium within Auto & Home for the three months ended September 30, 2023 and 2022, respectively, with six-month auto, dwelling fire, and other products accounting for a majority of the remainder.

The three months ended September 30 referenced throughout the commentary below refers to the first quarter and fiscal year-to-date performance of our fiscal years ending on June 30, 2024 and 2023.

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 is the most appropriate measure used to evaluate the performance of Healthcare Services. In Life and Auto & Home, 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 these segments. Below are the most relevant business and operating metrics for each segment:

Senior

Submitted Policies

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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 September 30,
	2023	2022
Medicare Advantage	104,532	90,028
Medicare Supplement	481	665
Dental, Vision, and Hearing	12,496	16,334
Prescription Drug Plan	311	364
Other	1,632	2,026
Total	119,452	109,417

Total submitted policies for all products increased 9% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022. This was driven by increases in overall close rates (25%), the number of average productive agents (4%), and productivity per agent (10%).

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 September 30,
	2023	2022
Medicare Advantage	97,681	83,173
Medicare Supplement	360	500
Dental, Vision and Hearing	10,529	12,275
Prescription Drug Plan	254	390
Other	1,052	1,662
Total	109,876	98,000

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 12% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022. Fluctuations in approved policies are normally in direct correlation to submitted policies; however, due to enhanced agent training and development and a higher mix of tenured agents, we experienced a 3% improvement in the submitted-to-approved conversion rates for the three months ended September 30, 2023, compared to the three months ended September 30, 2022.

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

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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 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 September 30,
	2023		2022
Medicare Advantage	$	761	$	780
Medicare Supplement	1,041		1,132
Dental, Vision and Hearing	147		68
Prescription Drug Plan	278		233
Other	11		74

The LTV per MA approved policy decreased 2% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022, 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, as this is the primary key driver of revenue for Healthcare Services.

The following table shows the total number of SelectRx members for the periods presented:

	Three Months Ended September 30,
	2023	2022
Total SelectRx Members	52,750	32,596

The total number of SelectRx members increased 62% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022, due to our operating strategy to grow SelectRx.

Combined Senior and Healthcare Services - Consumer Per Unit Economics

The opportunity to leverage our existing database and distribution model to improve access to healthcare services for our consumers has created a need for us to review our key metrics related to our per unit economics. As we think about the revenue and expenses for Healthcare Services, we note that they are derived from the marketing acquisition costs associated with the sale of an MA or MS policy, some of which costs are allocated directly to Healthcare Services, and therefore determined that our per unit economics measure should include components from both Senior and Healthcare Services. See details of revenue and expense items included in the calculation below.

Combined Senior and Healthcare Services consumer per unit economics represents total MA and MS commissions; other product commissions; other revenues, including revenues from Healthcare Services; and operating expenses associated with Senior and Healthcare Services, each shown per number of approved MA and MS policies over a given time period. Management assesses the business on a per-unit basis to help ensure that the revenue opportunity associated with a successful policy sale is attractive relative to the marketing acquisition cost.

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Because not all acquired leads result in a successful policy sale, all per-policy metrics are based on approved policies, which is the measure that triggers revenue recognition.

The MA and MS commission per MA/MS policy represents the LTV for policies sold in the period. Other commission per MA/MS policy represents the LTV for other products sold in the period, including DVH prescription drug plan, and other products, which management views as additional commission revenue on our agents’ core function of MA/MS policy sales. Pharmacy revenue per MA/MS policy represents revenue from SelectRx, and other revenue per MA/MS policy represents revenue from Population Health, production bonuses, marketing development funds, lead generation revenue, and adjustments from the Company’s reassessment of its cohorts’ transaction prices. Total operating expenses per MA/MS policy represents all of the operating expenses within Senior and Healthcare Services. The revenue to customer acquisition cost (“CAC”) multiple represents total revenue as a multiple of total marketing acquisition costs, which represents the direct costs of acquiring leads. These costs are included in marketing and advertising expense within the total operating expenses per MA/MS policy.

The following table shows combined Senior and Healthcare Services consumer per unit economics for the periods presented. Based on the seasonality of Senior and the fluctuations between quarters, we believe that the most relevant view of per unit economics is on a rolling 12-month basis. All per MA/MS policy metrics below are based on the sum of approved MA/MS policies, as both products have similar commission profiles.

	Twelve Months Ended September 30,
(dollars per approved policy):	2023			2022
Medicare Advantage and Medicare Supplement approved policies	594,554			665,358
Medicare Advantage and Medicare Supplement commission per MA/MS policy	$	872		$	902
Other commission per MA/MS policy	13			22
Pharmacy revenue per MA/MS policy	493			144
Other revenue per MA/MS policy	151			(148)
Total revenue per MA/MS policy	1,529			920
Total operating expenses per MA/MS policy	(1,278)			(1,185)
Adjusted EBITDA per MA/MS policy (1)	$	251		$	(265)
Adjusted EBITDA Margin per MA/MS policy (1)	16		%	(29)		%
Revenue/CAC multiple	4.3X			1.8X

(1) These financial measures are not calculated in accordance with GAAP. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Financial Measures” for information regarding our use of these non-GAAP financial measures and a reconciliation of such measures to their nearest comparable financial measures calculated and presented in accordance with GAAP.

Total revenue per MA/MS policy increased 66% for the twelve months ended September 30, 2023, compared to the twelve months ended September 30, 2022, primarily due to the increase in pharmacy revenue. Total operating expenses per MA/MS policy increased 8% for the twelve months ended September 30, 2023, compared to the twelve months ended September 30, 2022, driven by an increase in cost of goods sold-pharmacy revenue for SelectRx due to the growth of the business, offset by a decrease in our marketing and advertising costs.

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.

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

	Three Months Ended September 30,
(in thousands):	2023		2022
Term Premiums	$	18,190	$	15,098
Final Expense Premiums	19,699		22,364
Total	$	37,889	$	37,462

Total term premiums increased 20% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022, due to a 6% increase in the average premium per policy sold and a 13% increase in the number of policies sold. Final expense premiums decreased 12% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022. The number of policies sold declined 15% driven by a lower average productive agent headcount, which was somewhat offset by a 3% increase in the average premium per policy sold.

Auto & Home

Auto & Home premium represents the total premium value of all new policies that were approved by our insurance carrier partners 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 Auto & Home.

The following table shows premiums for the periods presented:

	Three Months Ended September 30,
(in thousands):	2023		2022
Premiums	$	13,877	$	11,549

Total premiums increased 20% for the three months ended September 30, 2023, compared to the three months ended September 30, 2022, due to a 10% increase in the average premium per policy sold and a 9% increase in the number of policies sold.

Non-GAAP Financial Measures

To supplement our financial statements presented in accordance with GAAP and to provide investors with additional information regarding our GAAP financial results, we have presented in this Quarterly Report on Form 10-Q Adjusted EBITDA and Adjusted EBITDA Margin, which are non-GAAP financial measures. These non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP and are not necessarily comparable to similarly titled measures presented by other companies.

Adjusted EBITDA. We define Adjusted EBITDA as income (loss) before interest expense, income tax expense (benefit), depreciation and amortization, and certain add-backs for non-cash or non-recurring expenses, including restructuring, share-based compensation expenses, and any impairment charges. The most directly comparable GAAP measure is net income (loss). We monitor and have presented in this Quarterly Report on Form 10-Q Adjusted EBITDA because it is a key measure used by our management and Board of Directors to understand and evaluate our operating performance, to establish budgets, and to develop operational goals for managing our business. In particular, we believe that excluding the impact of these expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of our core operating performance.

We believe that this non-GAAP financial measure helps identify underlying trends in our business that could otherwise be masked by the effect of the expenses that we exclude in the calculations of this non-GAAP financial measure. Accordingly, we believe that this financial measure provides useful information to investors and

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others in understanding and evaluating our operating results, enhancing the overall understanding of our past performance and future prospects.

Adjusted EBITDA is not prepared in accordance with GAAP and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of this non-GAAP financial measure rather than net income (loss), which is the most directly comparable financial measure calculated and presented in accordance with GAAP. These limitations include the fact that Adjusted EBITDA excludes interest expense, depreciation and amortization expense, share-based compensation expense, income tax expense (benefit), and other non-recurring expenses that are one-time in nature. In addition, other companies may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison.

The following tables reconcile Adjusted EBITDA and net loss, the most directly comparable financial measure calculated and presented in accordance with GAAP, for the periods presented:

Three Months Ended September 30, 2023:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims		Consolidated
Net loss											$	(31,051)
Share-based compensation expense											3,175
Transaction costs (1)											1,904
Depreciation and amortization											5,989
Loss on disposal of property, equipment, and software											9
Interest expense, net											21,397
Income tax benefit											(12,799)
Adjusted EBITDA	$	(1,335)	$	2,322	$	5,240	$	3,319	$	(20,922)	$	(11,376)

(1) These expenses consist of financing transaction costs and non-restructuring severance expenses.

Three Months Ended September 30, 2022:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims		Consolidated
Net loss											$	(42,484)
Share-based compensation expense											2,630
Transaction costs (1)											2,126
Depreciation and amortization											6,802
Loss on disposal of property, equipment, and software											325
Interest expense, net											16,736
Income tax benefit											(13,610)
Adjusted EBITDA	$	(3,853)	$	(11,787)	$	5,225	$	2,441	$	(19,501)	$	(27,475)

(1) These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility.

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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 September 30,
(in thousands)	2023				2022
Revenue
Commission	$	117,756	51	%	$	106,335	65	%
Pharmacy	94,788		41	%	41,093		25	%
Other	20,186		8	%	15,056		10	%
Total revenue	232,730		100	%	162,484		100	%
Operating costs and expenses
Cost of revenue	72,511		31	%	65,164		40	%
Cost of goods sold—pharmacy revenue	84,008		36	%	42,354		26	%
Marketing and advertising	62,323		28	%	57,594		35	%
Selling, general, and administrative	28,666		12	%	30,706		19	%
Technical development	7,637		3	%	6,182		4	%
Total operating costs and expenses	255,145		110	%	202,000		124	%
Loss from operations	(22,415)		(10)	%	(39,516)		(24)	%
Interest expense, net	(21,397)		(9)	%	(16,736)		(10)	%
Other income (expense), net	(38)		—	%	158		—	%
Loss before income tax benefit	(43,850)		(19)	%	(56,094)		(34)	%
Income tax benefit	(12,799)		(6)	%	(13,610)		(7)	%
Net loss	$	(31,051)	(13)	%	$	(42,484)	(27)	%

Revenue

We earn revenue in the form of commission payments from our insurance carrier customers, for the initial year the policy is in effect (“first year”) and, where applicable, for each subsequent year the policy renews (“renewal year”), as presented in our consolidated statements of comprehensive income (loss) as commission revenue. After an insurance policy is sold, we have no material additional or recurring obligations to the policyholder or the insurance carrier partner. Therefore, we do not incur any additional expense related to our receipt of future renewal commissions. All of the costs associated with the sale of an individual policy are incurred prior to or at the time of the initial sale of an individual policy.

We also receive certain volume-based bonuses from some carriers on first year policies sold based on attaining various predetermined target sales levels or other agreed upon objectives. These bonuses are referred to as “production bonuses” or “marketing development funds” and are included in other revenue in the condensed consolidated statements of comprehensive loss. Pharmacy revenue includes revenue from the sale of prescription and OTC medications from SelectRx. Other revenue includes production bonuses and marketing development funds, revenue from Population Health (excluding SelectRx pharmacy revenue), and external lead generation revenue from InsideResponse.

Revenue is recognized at different milestones for Senior, Life, and Auto & Home and is based on the contractual enforceable rights, our historical experience, and established customer business practices. 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

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shipment. At the time of shipment, we have performed substantially all of our performance obligations and control has been transferred to the customer. There are no future revenue streams associated as patients have the option to cancel their service at any time with no further payments due. Revenue from Population Health is recognized when the HRA has been performed or the agreed-upon task has been completed for a VBC partner, the transaction price is known based on volume and contractual prices, and we have no further performance obligation.

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

	Three Months Ended September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Commission	$	117,756	$	106,335	11%
Pharmacy	94,788		41,093		131%
Other	20,186		15,056		34%
Total revenue	$	232,730	$	162,484	43%

Three Months Ended September 30, 2023 and 2022–Commission revenue increased $11.4 million, or 11%, for the three months ended September 30, 2023, and included increases in Senior, Life, and Auto & Home commission revenue of $8.6 million, $0.4 million, and $2.1 million respectively. For Senior, this was driven by a 12% increase in approved policies and a 3% increase in LTV’s. Life’s revenue increase was primarily driven by a $3.7 million increase in term revenue, partially offset by a $3.3 million decrease in final expense revenue. The $53.7 million increase in pharmacy revenue was due to the increase in members due to the expansion of the SelectRx business. The $5.1 million increase in other revenue was driven by a $5.1 million increase in production bonus revenue.

Operating Costs and Expenses

Cost of Revenue

Cost of revenue represents the direct costs associated with fulfilling our obligations to our customers in the Senior, Life, Auto & Home, and Population Health divisions, 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 revenue for the periods presented and the percentage change from the prior year:

	Three Months Ended September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Cost of revenue	$	72,511	$	65,164	11%

Three Months Ended September 30, 2023 and 2022–Cost of revenue increased $7.3 million, or 11%, for the three months ended September 30, 2023, primarily due to a $7.2 million increase in compensation costs mostly from our Senior segment.

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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 and related benefit 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 September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Cost of goods sold—pharmacy revenue	$	84,008	$	42,354	98%

Three Months Ended September 30, 2023 and 2022–Cost of goods sold-pharmacy revenue increased $41.7 million, or 98%, for the three months ended September 30, 2023, primarily due to a $40.5 million increase in medication costs as the number of SelectRx members increased 62% over the prior year.

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 change from the prior year:

	Three Months Ended September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Marketing and advertising	$	62,323	$	57,594	8%

Three Months Ended September 30, 2023 and 2022–Marketing and advertising expenses increased $4.7 million, or 8%, for the three months ended September 30, 2023, primarily due to a $4.3 million increase in lead costs.

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.

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

	Three Months Ended September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Selling, general, and administrative	$	28,666	$	30,706	(7)%

Three Months Ended September 30, 2023 and 2022–Selling, general, and administrative expenses decreased $2.0 million, or 7%, for the three months ended September 30, 2023, primarily due to decreases in compensation costs ($0.8 million), litigation settlement costs ($0.8 million), and facilities expense ($0.5 million).

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 change from the prior year:

	Three Months Ended September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Technical development	$	7,637	$	6,182	24%

Three Months Ended September 30, 2023 and 2022–Technical development expenses increased $1.5 million, or 24%, for the three months ended September 30, 2023, primarily due to a $1.3 million increase in compensation costs.

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 September 30,				Percent Change
(dollars in thousands)	2023		2022		2023 vs. 2022
Interest expense, net	$	21,397	$	16,736	28%

Three Months Ended September 30, 2023 and 2022–Interest expense increased $4.7 million, or 28%, as a result of higher interest rates during the period. The increase was partially offset by interest income received from the interest rate swap and our money market account.

Income Taxes

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

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	Three Months Ended September 30,						Percent Change
(dollars in thousands)	2023			2022			2023 vs. 2022
Income tax benefit	$	(12,799)		$	(13,610)		(6)%
Effective tax rate	29.2		%	24.3		%

Three Months Ended September 30, 2023 and 2022–For the three months ended September 30, 2023 and 2022, we recognized income tax benefits of $12.8 million and $13.6 million, respectively, representing effective tax rates of 29.2% and 24.3%, respectively. The differences from the federal statutory tax rate to the effective tax rates for both the three months ended September 30, 2023 and 2022, were primarily related to state income taxes.

Segment Information

The Company’s operating and reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”) and include four reportable segments: i) Senior, ii) Healthcare Services, iii) Life, and iv) Auto & Home. The Company includes non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division in Corporate & Eliminations. These services and activities are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments into a reportable segment.

The Company reports segment information based on how its chief operating decision maker ("CODM") regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries.

Costs of revenue, cost of goods sold-pharmacy revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, cost of goods sold, marketing and advertising, technical development, and selling, general, and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment, with the exception of commissions receivable, and therefore assets by segment are not presented.

The following tables present information about the reportable segments for the periods presented:

Three Months Ended September 30, 2023:

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(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	89,918	$	97,368	$	37,803	$	9,027	$	(1,386)	(1)	$	232,730
Operating expenses	(91,253)		(95,046)		(32,563)		(5,708)		(19,498)		(2)	(244,068)
Other income (expense), net	—		—		—		—		(38)			(38)
Adjusted EBITDA	$	(1,335)	$	2,322	$	5,240	$	3,319	$	(20,922)		(11,376)
Share-based compensation expense												(3,175)
Transaction costs(3)												(1,904)
Depreciation and amortization												(5,989)
Loss on disposal of property, equipment, and software												(9)
Interest expense, net												(21,397)
Income tax benefit												12,799
Net loss												$	(31,051)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $13.9 million in salaries and benefits for certain general, administrative, and IT related departments and $4.1 million in professional services fees.

(3) These expenses consist of financing transaction costs and non-restructuring severance expenses.

Three Months Ended September 30, 2022:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	77,513	$	43,067	$	36,835	$	7,082	$	(2,013)	(1)	$	162,484
Operating expenses	(81,366)		(54,854)		(31,811)		(4,640)		(17,446)		(2)	(190,117)
Other income (expense), net	—		—		201		(1)		(42)			158
Adjusted EBITDA	$	(3,853)	$	(11,787)	$	5,225	$	2,441	$	(19,501)		(27,475)
Share-based compensation expense												(2,630)
Transaction costs (3)												(2,126)
Depreciation and amortization												(6,802)
Loss on disposal of property, equipment, and software												(325)
Interest expense, net												(16,736)
Income tax benefit												13,610
Net loss												$	(42,484)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments primarily for lead generation referrals from InsideResponse (within Senior) to the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $12.1 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees.

(3) These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility.

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

	Three Months Ended September 30,
(dollars in thousands)	2023		2022		$		%
Senior:
Commission revenue:
Medicare advantage	$	74,372	$	66,357	$	8,015	12	%
Medicare supplement	313		116		197		170	%
Prescription drug plan	71		91		(20)		(22)	%
Dental, vision, and health	1,049		335		714		213	%
Other commission revenue	359		655		(296)		(45)	%
Total commission revenue	76,164		67,554		8,610		13	%
Total other revenue	13,754		9,959		3,795		38	%
Total Senior revenue	89,918		77,513		12,405		16	%
Healthcare Services:
Total pharmacy revenue	94,788		41,093		53,695		131	%
Total other revenue	2,580		1,974		606		31	%
Total Healthcare Services revenue	97,368		43,067		54,301		126	%
Life:
Commission revenue:
Term	19,114		15,376		3,738		24	%
Final expense	14,120		17,420		(3,300)		(19)	%
Total commission revenue	33,234		32,796		438		1	%
Total other revenue	4,569		4,039		530		13	%
Total Life revenue	37,803		36,835		968		3	%
Auto & Home:
Total commission revenue	8,815		6,681		2,134		32	%
Total other revenue	212		401		(189)		(47)	%
Total Auto & Home revenue	9,027		7,082		1,945		27	%
Eliminations:
Total commission revenue	(457)		(696)		239		(34)	%
Total other revenue	(929)		(1,317)		388		(29)	%
Total Elimination revenue	(1,386)		(2,013)		627		(31)	%
Total commission revenue	117,756		106,335		11,421		11	%
Total pharmacy revenue	94,788		41,093		53,695		131	%
Total other revenue	20,186		15,056		5,130		34	%
Total revenue	$	232,730	$	162,484	$	70,246	43	%

Revenue by Segment

Three Months Ended September 30, 2023 and 2022–Revenue from Senior was $89.9 million for the three months ended September 30, 2023, a $12.4 million, or 16%, increase compared to revenue of $77.5 million for the three months ended September 30, 2022. The increase was due to a $8.6 million, or 13%, increase in commission revenue and a $4.8 million increase in production bonus revenue.

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Revenue from Healthcare Services was $97.4 million for the three months ended September 30, 2023, a $54.3 million, or 126%, increase compared to revenue of $43.1 million for the three months ended September 30, 2022, primarily due to a $53.7 million increase in SelectRx pharmacy revenue.

Revenue from Life was $37.8 million for the three months ended September 30, 2023, a $1.0 million, or 3%, increase compared to revenue of $36.8 million for the three months ended September 30, 2022, due to $0.5 million increase in production bonus revenue and a $0.4 million increase in commission revenue.

Revenue from Auto & Home was $9.0 million for the three months ended September 30, 2023, a $1.9 million, or 27%, increase compared to revenue of $7.1 million for the three months ended September 30, 2022, primarily due to a $2.1 million increase in commission revenue

Adjusted EBITDA by Segment

Three Months Ended September 30, 2023 and 2022–Adjusted EBITDA from Senior was $(1.3) million for the three months ended September 30, 2023, a $2.5 million increase compared to Adjusted EBITDA of $(3.9) million for the three months ended September 30, 2022. The increase in Adjusted EBITDA was due to a $12.4 million increase in revenue as discussed above, offset by a $9.9 million increase in operating costs and expenses primarily due to a $5.8 million increase in compensation costs and a $4.0 million increase in marketing and advertising costs.

Adjusted EBITDA from Healthcare Services was $2.3 million for the three months ended September 30, 2023, a $14.1 million increase compared to Adjusted EBITDA of $(11.8) million for the three months ended September 30, 2022. The increase in Adjusted EBITDA was due to a $54.3 million increase in revenue as discussed above, offset a $40.2 million increase in operating costs and expenses primarily as a result of a $40.5 million increase in medication costs and a $2.1 million increase in compensation costs in support of the growth of SelectRx.

Adjusted EBITDA from Life was $5.2 million for the three months ended September 30, 2023 and remained flat compared to the three months ended September 30, 2022. Revenue increased $1.0 million as discussed above, which was offset by a $0.8 million increase in operating costs and expenses primarily due to a $0.9 million increase in compensation costs.

Adjusted EBITDA from Auto & Home was $3.3 million for the three months ended September 30, 2023, a $0.9 million, or 36%, increase compared to Adjusted EBITDA of $2.4 million for the three months ended September 30, 2022. The increase in Adjusted EBITDA was due to a $1.9 million increase in revenue as discussed above, offset by a $1.1 million increase in operating costs and expenses due to a $0.8 million increase in compensation costs and a $0.2 million increase in marketing and advertising costs.

Liquidity and Capital Resources

Our liquidity needs primarily include working capital and debt service requirements. We believe that the cash available under the Senior Secured Credit Facility will be sufficient to meet our projected operating and debt service requirements for at least the next 12 months. Additionally, we are required under the Senior Secured Credit Facility to maintain compliance with certain debt covenants, as discussed further in Note 7 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. Our future compliance with these covenants is dependent on our ability to restructure our existing debt or secure additional financing from other sources, thus we are actively exploring various financing options, including, but not limited to securitization. Failure to comply with these covenants or make payments under the Senior Secured Credit Facility could result in an event of default. The Senior Secured Credit Facility has a maturity date of November 5, 2024.

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As of September 30, 2023 and June 30, 2023, our cash and cash equivalents totaled $48.5 million and $83.2 million, respectively. Additionally, the following table presents a summary of our cash flows for the periods presented below:

	Three Months Ended September 30,
(in thousands)	2023		2022
Net cash used in operating activities	$	(23,671)	$	(47,170)
Net cash used in investing activities	(2,145)		(2,385)
Net cash used in financing activities	(8,854)		(20,359)

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; impairment charges; 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.

Three Months Ended September 30, 2023—Net cash used in operating activities was $23.7 million, consisting of net loss of $31.1 million, adjustments for non-cash items of $2.1 million, and cash used in operating assets and liabilities of $5.2 million. Adjustments for non-cash items primarily consisted of $13.0 million in deferred income taxes, offset by $6.0 million of depreciation and amortization, $3.2 million of share-based compensation expense, $3.6 million of accrued interest payable in kind, $1.6 million of amortization of debt issuance costs and debt discount, and $0.8 million of non-cash lease expense. The cash increase resulting from changes in net operating assets and liabilities primarily consisted of a decrease of $38.7 million in accounts receivable, net and an increase of $5.3 million in accounts payable and accrued expenses, offset by an increase of $29.1 million in commissions receivable and a $6.0 million decrease in other liabilities.

Three Months Ended September 30, 2022—Net cash used in operating activities was $47.2 million, consisting of net loss of $42.5 million, adjustments for non-cash items of $0.6 million, and cash used in operating assets and liabilities of $5.2 million. Adjustments for non-cash items primarily consisted of $13.9 million in deferred income taxes, offset by $6.8 million of depreciation and amortization, $2.6 million of share-based compensation expense, $1.3 million of accrued interest payable, $1.6 million of amortization of debt issuance costs and debt discount, and $1.1 million of non-cash lease expense. The cash decrease resulting from changes in net operating assets and liabilities primarily consisted of increases of $36.0 million in commissions receivable and decreases of $10.5 million in accounts payable and accrued expenses, partially offset by decreases of $34.8 million in accounts receivable, net, and a $6.5 million increase in other liabilities.

Investing Activities

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

Three Months Ended September 30, 2023—Net cash used in investing activities of $2.1 million was due to $1.8 million in purchases of software and capitalized internal-use software development costs and $0.6 million of purchases of property and equipment, primarily computer equipment.

Three Months Ended September 30, 2022—Net cash used in investing activities of $2.4 million was due to $0.3 million of purchases of property and equipment, primarily to support the build out of SelectRx infrastructure, and $2.1 million in purchases of software and capitalized internal-use software development costs

Financing Activities

Our financing activities primarily consist of payments of debt and related issuance costs and proceeds and payments related to share-based compensation.

Three Months Ended September 30, 2023—Net cash used in financing activities of $8.9 million was primarily due to $8.5 million of principal payments on the Term Loans.

Three Months Ended September 30, 2022—Net cash used in financing activities of $20.4 million was primarily due to $10.1 million of debt issuance costs related to the Fourth Amendment to the Senior Secured Credit Facility, $8.9 million of principal payments on the Term Loans, and $2.3 million of holdback remitted as part of the Express Med acquisition, partially offset by $1.1 million in proceeds from common stock options exercised and the employee stock purchase plan.

Senior Secured Credit Facility

We entered into the Senior Secured Credit Facility to provide access to cash, in a variety of methods, when necessary to fund the operations of the business. There were no amounts outstanding under the Revolving Credit Facility as of September 30, 2023. As of September 30, 2023, there was $702.7 million outstanding under the Term Loans. Refer to Note 7 to the condensed consolidated financial statements for further details.

On November 1, 2023, the Company entered into a Seventh Amendment to the Senior Secured Credit Facility (the “Seventh Amendment”) by and among the Company, certain of its existing lenders, and Wilmington Trust, National Association, as administrative agent. The Seventh Amendment amends the Senior Secured Credit Facility to decrease the minimum asset coverage ratio and minimum liquidity covenant required to be maintained by the Company as of September 30, 2024, and December 31, 2023, respectively.

Our risk management strategy includes entering into interest rate swap agreements to protect against unfavorable interest rate changes relating to forecasted debt transactions. The Company's Amended Interest Rate Swap is designated as a cash flow hedge of the interest payments on $325.0 million in principal of the Term Loans. Refer to Note 7 to the condensed consolidated financial statements for further details.

Contractual Obligations

Other than the discussions in Note 8 and Note 10 to the condensed consolidated financial statements, as of September 30, 2023, 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

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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 September 30, 2023, 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 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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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 8, 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

Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

On November 1, 2023, the Company entered into a Seventh Amendment to the Senior Secured Credit Facility (the “Seventh Amendment”) by and among the Company, certain of its existing lenders, and Wilmington Trust, National Association, as administrative agent. The Seventh Amendment amends the Senior Secured Credit Facility to decrease the minimum asset coverage ratio and minimum liquidity covenant required to be maintained by the Company as of September 30, 2024, and December 31, 2023, respectively.

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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 Number	Exhibit Description
10.1	Seventh Amendment to Credit Agreement, dated as of November 1, 2023, by and among SelectQuote, Inc., the lenders and other parties thereto, and Wilmington Trust, National Association, as administrative agent
31.1	Certification of Chief Executive Officer of SelectQuote, Inc. Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer of SelectQuote, Inc. Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1†	Certification of Chief Executive Officer of SelectQuote, Inc. Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2†	Certification of Chief Financial Officer of SelectQuote, Inc. Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL 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.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

†     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.

44

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.
November 3, 2023	By: /s/ Tim Danker
	Name: Tim Danker
	Title: Chief Executive Officer
	By: /s/ Ryan Clement
	Name: Ryan Clement
	Title: Chief Financial Officer

45

EX-10.1

EXHIBIT 10.1

SEVENTH AMENDMENT TO CREDIT AGREEMENT

THIS SEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of November 1, 2023, by and among SELECTQUOTE, INC., a Delaware corporation, as the Borrower, the other Credit Parties party hereto, the Consenting Lenders (as defined below) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders.

W I T N E S S E T H:

WHEREAS, the Borrower, the other Credit Parties party thereto, the Lenders from time to time party thereto, the Administrative Agent and UMB Bank, N.A., as Revolver Agent are parties to that certain Credit Agreement, dated as of November 5, 2019 (as amended by that certain First Amendment dated as of February 24, 2021, that certain Second Amendment dated as of November 2, 2021, that certain Third Amendment, dated as of December 23, 2021, that certain Successor Agent Agreement dated as of February 24, 2022, that certain Fourth Amendment to Credit Agreement, dated as of August 26, 2022, that certain Fifth Amendment to Credit Agreement, dated as of May 5, 2023 and that certain Sixth Amendment to Credit Agreement, dated as of September 11, 2023, the “Credit Agreement”, and as further amended by this Agreement, the “Amended Credit Agreement”);

WHEREAS, the Borrower has requested that the Administrative Agent and the Lenders party hereto which constitute Required Lenders and Required Revolving Lenders under the Credit Agreement immediately prior to the effectiveness of this Agreement (the “Consenting Lenders”) consent, and the Administrative Agent and the Consenting Lenders have agreed pursuant to Section 9.1 of the Credit Agreement to so consent, to the amendment of certain terms and provisions of the Credit Agreement as set forth herein and thereby agree to be bound by the terms of the Amended Credit Agreement;

NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants contained herein, the parties hereto agree as follows:

SECTION 1. Terms Generally. The rules of construction set forth in Section 11.2 of the Amended Credit Agreement shall apply mutatis mutandis to this Agreement. This Agreement shall be a “Loan Document” for all purposes of the Credit Agreement, the Amended Credit Agreement and the other Loan Documents. Capitalized terms used but not defined herein have the meanings assigned thereto in the Amended Credit Agreement.

SECTION 2. [Reserved].

SECTION 3. Amendments to Credit Agreement. Effective as of the Seventh Amendment Effective Date (as defined below), in reliance upon the representations and warranties of the Credit Parties set forth in the Amended Credit Agreement, the other Loan Documents and this Agreement, the Credit Agreement is hereby amended as follows:

(i)Section 6.1 of the Credit Agreement is hereby amended to (a) delete the reference to “2.046:1.00” appearing opposite “September 30, 2024” in the table appearing therein and (b) insert “1.480:1.00” in lieu thereof.

(ii)Section 6.2 of the Credit Agreement is hereby amended and restated as follows:

“Liquidity. The Credit Parties shall not permit Liquidity as of any date set forth below to be less than the amount set forth in the table below opposite such date”:

Date	Minimum Liquidity
August 31, 2022 and September 30, 2022	$100,000,000
October 31, 2022; November 30, 2022; and December 31, 2022	$15,000,000
January 31, 2023; February 28, 2023; and March 31, 2023	$50,000,000
April 30, 2023; May 31, 2023; and June 30, 2023	$40,000,000
July 31, 2023; August 31, 2023; and September 30, 2023	$15,000,000
October 31, 2023 and November 30, 2023	$75,000,000
December 31, 2023	$62,500,000
January 31, 2024; February 29, 2024; and the last day of each month ending thereafter	$75,000,000

Each of the Revolver Agent and the Consenting Lenders party hereto, who collectively constitute the Required Lenders and Required Revolving Lenders, hereby authorizes and directs the Administrative Agent to execute this Agreement.

SECTION 1. Conditions to Effectiveness of the Amendments Set Forth in the Amended Credit Agreement. This Agreement and the amendments set forth in the Amended Credit Agreement shall become effective on the first date when each of the following conditions precedent shall have been satisfied:

(i)Borrower shall have reimbursed the Administrative Agent and the Consenting Lenders for all reasonable and documented fees, costs and expenses incurred in connection with the Credit Agreement and this Agreement, to the extent invoiced at least one (1) Business Day prior to the Seventh Amendment Effective Date.

(ii)This Agreement shall have been duly executed and delivered by the Borrower, the Administrative Agent and each Consenting Lender.

- 2 -

(iii)The representations and warranties by any Credit Party contained herein, in the Amended Credit Agreement or in any other Loan Document shall be true and correct in all material respects as of the Seventh Amendment Effective Date with the same effect as though made on and as of such date, except to the extent that such representation or warranty expressly relates to an earlier date, in which event such representations and warranties shall be true and correct in all material respects on and as of such earlier date; provided, however, that, any representation or warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates.

(iv)No Default or Event of Default has occurred and is continuing or would result from giving effect to the transactions set forth in this Agreement.

The first date on which all the forgoing conditions set forth in this Section 4 shall have been satisfied shall be the “Seventh Amendment Effective Date”.

SECTION 1. Representations and Warranties. As of the date hereof, each Credit Party hereto hereby represents and warrants to the Administrative Agent and each Lender that is party to this Agreement as follows:

(i)Each Credit Party and each of its Subsidiaries is a corporation, limited liability company or limited partnership, as applicable, duly organized or formed, as applicable, validly existing and in good standing under the laws of the jurisdiction of its incorporation, organization or formation, as applicable.

(ii)The execution and delivery of this Agreement, and performance of this Agreement and the Amended Credit Agreement by each of the Credit Parties party thereto:

(a)have been duly authorized by all necessary action;

(b)do not contravene the terms of any of that Credit Party’s Organization Documents;

(c)do not (x) conflict with or result in any breach or contravention of or (y) result in the creation of any Lien under, in each case, any document (other than under the Collateral Documents or as permitted under the Amended Credit Agreement) evidencing any material Contractual Obligation to which such Person is a party or any order, injunction, writ or decree of any Governmental Authority to which such Person or its Property is subject; and

(d)do not violate any Requirement of Law;

except in each case referred to in clause (c) or clause (d), to the extent that such conflict, breach, contravention or violation would not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect.

(iii)No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority is necessary or required in connection with the execution and delivery or performance by, or enforcement against, any Credit Party of this Agreement or the Amended Credit Agreement, except for (a) recordings and filings in connection with the Liens granted to the Administrative Agent under the Collateral Documents, (b) those obtained or made on or prior to the Seventh Amendment Effective Date or (c) those approvals, consents, exemptions, authorizations, or other actions, notices or filings, the failure of which to obtain or make would not reasonably be expected to have a Material Adverse Effect.

(iv)This Agreement and the Amended Credit Agreement constitute the legal, valid and binding obligations of each such Person which is a party thereto, enforceable against such Person in accordance with their respective terms, except as enforceability may be limited by (a) applicable

- 3 -

bankruptcy, insolvency, or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability and (b) the need for recordings and filings in connection with the Liens granted to the Administrative Agent under the Collateral Documents.

SECTION 1. No Modification. Except as expressly set forth herein, nothing contained herein shall be deemed to constitute a waiver of compliance with any term or condition contained in the Credit Agreement or any of the other Loan Documents or constitute a course of conduct or dealing among the parties. Except as expressly stated herein, the Administrative Agent and the Lenders reserve all rights, privileges and remedies under the Loan Documents. Except as amended or consented to hereby, the Credit Agreement and other Loan Documents remain unmodified and in full force and effect. All references in the Loan Documents to the Credit Agreement shall be deemed to be, from and after the Seventh Amendment Effective Date, references to the Amended Credit Agreement.

SECTION 2. Counterparts. This Agreement may be executed in any number of counterparts and by different parties in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Signature pages may be detached from multiple separate counterparts and attached to a single counterpart. Delivery of an executed signature page of this Agreement by facsimile transmission or Electronic Transmission shall be as effective as delivery of a manually executed counterpart hereof. The words “execution,” “signed,” “signature,” and words of like import in this Agreement shall be deemed to include electronic signatures or the keeping of electronic records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.

SECTION 3. Successors and Assigns. This Agreement shall be binding on and shall inure to the benefit of each Credit Party, the Administrative Agent, the Revolver Agent, the Lenders and their respective successors and assigns, except as otherwise provided in the Amended Credit Agreement and the other Loan Documents; provided that any assignment by any Lender shall be subject to the provisions of Section 9.9 of the Amended Credit Agreement; provided, further, that no Credit Party may assign, transfer, hypothecate or otherwise convey its rights, benefits, obligations or duties hereunder except as permitted under the Amended Credit Agreement.

SECTION 4. Governing Law and Jurisdiction.

(i)    Governing Law. The laws of the State of New York shall govern all matters arising out of, in connection with or relating to this Agreement, including its validity, interpretation, construction, performance and enforcement (including any claims sounding in contract or tort law arising out of the subject matter hereof and any determinations with respect to post-judgment interest).

(ii)    Submission to Jurisdiction. Any legal action or proceeding with respect to this Agreement shall be brought exclusively in the courts of the State of New York located in the City of New York, Borough of Manhattan, or of the United States of America sitting in the Southern District of New York and, by execution and delivery of this Agreement, each of the parties hereto executing this Agreement hereby accepts for itself and in respect of its property, generally and unconditionally, the jurisdiction of the aforesaid courts. The parties hereto hereby irrevocably waive any objection, including any objection to the laying of venue or based on the grounds of forum non conveniens, that any of them may now or hereafter have to the bringing of any such action or proceeding in such jurisdictions.

(iii)    Service of Process. Each party hereto hereby irrevocably waives personal service of any and all legal process, summons, notices and other documents and other service of process of any kind and consents to such service in any suit, action or proceeding brought in the United States of America with respect to or otherwise arising out of or in connection with this Agreement by any means permitted by applicable Requirements of Law, including by the mailing thereof (by registered or certified

- 4 -

mail, postage prepaid) to the address of such party specified in the Amended Credit Agreement (and shall be effective when such mailing shall be effective, as provided therein). Each party hereto agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

(iv)    Non-Exclusive Jurisdiction. Nothing contained in this Section 9 shall affect the right of any Agent or any Lender to serve process in any other manner permitted by applicable Requirements of Law or commence legal proceedings or otherwise proceed against any Credit Party in any other jurisdiction.

SECTION 5. Waiver of Jury Trial. THE PARTIES HERETO, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF, IN CONNECTION WITH OR RELATING TO, THIS AGREEMENT AND ANY TRANSACTION CONTEMPLATED HEREBY. THIS WAIVER APPLIES TO ANY ACTION, SUIT OR PROCEEDING WHETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE.

SECTION 6. Severability. The illegality or unenforceability of any provision of this Agreement or any instrument or agreement required hereunder shall not in any way affect or impair the legality or enforceability of the remaining provisions of this Agreement or any instrument or agreement required hereunder.

SECTION 7. Captions. The captions and headings of this Agreement are for convenience of reference only and shall not affect the interpretation of this Agreement.

SECTION 8. Reaffirmation. Each of the Credit Parties hereby (i) ratifies and reaffirms all of its payment and performance obligations, contingent or otherwise, under each of the Loan Documents to which it is a party (after giving effect to this Agreement) and (ii) to the extent such Credit Party granted liens on or security interests in any of its property pursuant to any such Loan Document as security for or otherwise guaranteed the Obligations under or with respect to the Loan Documents, ratifies and reaffirms such guarantee and grant of security interests and liens and confirms and agrees that such security interests and liens hereafter secure all of the Obligations (after giving effect to this Agreement). Each of the Credit Parties party hereto hereby consents to this Agreement and acknowledges that each of the Loan Documents remains in full force and effect and is hereby ratified and reaffirmed. Except as expressly set forth herein, the execution of this Agreement shall not operate as a waiver of any right, power or remedy of the Administrative Agent, the Revolver Agent, the L/C Issuer or the Lenders, constitute a waiver of any provision of any of the Loan Documents or serve to effect a novation of the Obligations.

SECTION 9. Release.

(i)    As of the date of this Agreement, each Credit Party and each of their respective Subsidiaries (collectively, the “Releasors”), to the fullest extent permitted by law, hereby releases, and discharges the Administrative Agent, the Revolver Agent, each Lender and each of its or their respective trustees, officers, directors, participants, beneficiaries, agents, attorneys, affiliates and employees, and the successors and assigns of the foregoing (collectively, the “Released Parties”), from any and all claims, actions, causes of action, suits, defenses, set-offs against the Obligations, and liabilities of any kind or character whatsoever, known or unknown, contingent or matured, suspected or unsuspected, anticipated or unanticipated, liquidated or unliquidated, claimed or unclaimed, in contract or in tort, at law or in equity, or otherwise, including, without limitation, claims or defenses relating to allegations of usury, which relate, in whole or in part, directly or indirectly, to the Loans, the Loan Documents, the Obligations, the Collateral or this Agreement, in each case, which existed, arose or occurred at any time prior to the date of this Agreement, including, without limitation, the negotiation, execution, performance or enforcement of the Loan Documents and this Agreement, any claims, causes of action or defenses based on the negligence of any of the Released Parties or on any “lender liability” theories of, among others, unfair dealing, control, misrepresentation, omissions, misconduct, overreaching, unconscionability, disparate bargaining position, reliance, equitable subordination, or otherwise, and any

- 5 -

claim based upon illegality or usury (collectively, the “Released Claims”). No Releasor shall intentionally, willfully or knowingly commence, join in, prosecute, or participate in any suit or other proceeding in a position which is adverse to any of the Released Parties, arising directly or indirectly from any of the Released Claims. The Released Claims include, but are not limited to, any and all unknown, unanticipated, unsuspected or misunderstood claims and defenses which existed, arose or occurred at any time prior to the date of this Agreement, all of which are released by the provisions hereof in favor of the Released Parties.

(ii)    Each Releasor acknowledges and agrees that it has no defenses, counterclaims, offsets, cross-complaints, causes of action, rights, claims or demands of any kind or nature whatsoever, including, without limitation, any usury or lender liability claims or defenses, arising out of the Loan Documents or this Agreement, that can be asserted either to reduce or eliminate all or any part of any of the Releasors’ liability to the Administrative Agent, the Revolver Agent and the Lenders under the Loan Documents, or to seek affirmative relief or damages of any kind or nature from the Administrative Agent, the Revolver Agent or the Lenders, for or in connection with the Loans or any of the Loan Documents. Each Releasor further acknowledges that, to the extent that any such claim does in fact exist, it is being fully, finally and irrevocably released by them as provided in this Agreement.

(iii)    Each Releasor hereby waives the provisions of any applicable laws restricting the release of claims which the releasing parties do not know or suspect to exist as of the date of this Agreement, which, if known, would have materially affected the decision to agree to these releases. Accordingly, each Releasor hereby agrees, represents and warrants to the Administrative Agent, the Revolver Agent and each Lender that it understands and acknowledges that factual matters now unknown may have given or may hereafter give rise to causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are presently unknown, unanticipated and unsuspected, and each Releasor further agrees, represents and warrants that the releases provided herein have been negotiated and agreed upon, and in light of, that realization and that each Releasor nevertheless hereby intends to release, discharge and acquit the parties set forth hereinabove from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which are in any manner set forth in or related to the Released Claims and all dealings in connection therewith.

(iv)    In making the releases set forth in this Agreement, each Releasor acknowledges that it has not relied upon any representation of any kind made by any Released Party.

(v)    It is understood and agreed by the Releasors and the Released Parties that the acceptance of delivery of the releases set forth in this Agreement shall not be deemed or construed as an admission of liability by any of the Released Parties and each of the Administrative Agent and the Revolver Agent, on behalf of itself and the other Released Parties, hereby expressly denies liability of any nature whatsoever arising from or related to the subject of such releases.

[Remainder of Page Intentionally Left Blank; Signature Pages Follow]

- 6 -

IN WITNESS WHEREOF, each of the undersigned has executed this Agreement as of the date set forth above.

SELECTQUOTE, INC., a Delaware corporation, as the Borrower
By:	/s/ Robert Grant________________________
	Name: Robert Grant
	Title: President

CHOICEMARK INSURANCE SERVICES, INC. EXPRESS MED PHARMACEUTICALS, INC. INSIDERESPONSE LLC POPULATION HEALTH, INC. SELECTQUOTE AUTO & HOME INSURANCE SERVICES, LLC SELECTQUOTE INSURANCE SERVICES SELECTQUOTE VENTURES, INC. SIMPLE MEDS, LLC TIBURON INSURANCE SERVICES, as Subsidiary Guarantors
By:	/s/ Daniel A. Boulware____________________
	Name: Daniel A. Boulware
	Title: Secretary

SLQT – Seventh Amendment to Credit Agreement

WILMINGTON TRUST, NATIONAL ASSOCIATION,
as the Administrative Agent

By:    /s/ Joseph B. Fell                    

    Name: Joseph B. Fell

    Title: Vice President

SLQT – Seventh Amendment to Credit Agreement

Lender Signature Pages

On file with the Administrative Agent.

SLQT – Seventh Amendment to Credit Agreement

EX-31.1

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: November 3, 2023

/s/ Tim Danker

Name: Tim Danker

Title: Chief Executive Officer

(Principal Executive Officer)

EX-31.2

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: November 3, 2023

/s/ Ryan Clement

Name: Ryan Clement

Title: Chief Financial Officer

(Principal Financial Officer)

EX-32.1

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 September 30, 2023 (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: November 3, 2023

/s/ Tim Danker

Name: Tim Danker

Title: Chief Executive Officer

(Principal Executive Officer)

EX-32.2

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 September 30, 2023 (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: November 3, 2023

/s/ Ryan Clement

Name: Ryan Clement

Title: Chief Financial Officer

(Principal Financial Officer)

XML

Cover - shares	3 Months Ended
	Sep. 30, 2023	Oct. 31, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
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)		167,733,095
Entity Central Index Key	0001794783
Current Fiscal Year End Date	--06-30
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
CURRENT ASSETS:
Cash and cash equivalents	$ 48,486	$ 83,156
Accounts receivable, net of allowances of $3.9 million and $2.7 million, respectively	115,872	154,565
Commissions receivable-current	160,370	111,148
Other current assets	16,361	14,355
Total current assets	341,089	363,224
COMMISSIONS RECEIVABLE—Net	709,277	729,350
PROPERTY AND EQUIPMENT—Net	24,840	27,452
SOFTWARE—Net	14,677	14,740
OPERATING LEASE RIGHT-OF-USE ASSETS	22,779	23,563
INTANGIBLE ASSETS—Net	9,442	10,200
GOODWILL	29,136	29,136
OTHER ASSETS	18,904	21,586
TOTAL ASSETS	1,170,144	1,219,251
CURRENT LIABILITIES:
Accounts payable	31,964	27,577
Accrued expenses	18,284	16,993
Accrued compensation and benefits	37,953	49,966
Operating lease liabilities—current	4,980	5,175
Current portion of long-term debt	33,883	33,883
Contract liabilities	5,757	1,691
Other current liabilities	3,925	1,972
Total current liabilities	136,746	137,257
LONG-TERM DEBT, NET—less current portion	661,185	664,625
DEFERRED INCOME TAXES	26,041	39,581
OPERATING LEASE LIABILITIES	26,590	27,892
OTHER LIABILITIES	2,844	2,926
Total liabilities	853,406	872,281
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS’ EQUITY:
Common stock, $0.01 par value	1,677	1,669
Additional paid-in capital	570,087	567,266
Accumulated deficit	(266,695)	(235,644)
Accumulated other comprehensive income	11,669	13,679
Total shareholders’ equity	316,738	346,970
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$ 1,170,144	$ 1,219,251

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Sep. 30, 2023	Jun. 30, 2023
Statement of Financial Position [Abstract]
Allowance for credit loss	$ 3.9	$ 2.7
Common stock, par value, (dollars per share)	$ 0.01	$ 0.01

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Revenues [Abstract]
Total revenue	$ 232,730	$ 162,484
OPERATING COSTS AND EXPENSES:
Cost of revenue	72,511	65,164
Cost of goods sold—pharmacy revenue	84,008	42,354
Marketing and advertising	62,323	57,594
Selling, general, and administrative	28,666	30,706
Technical development	7,637	6,182
Total operating costs and expenses	255,145	202,000
LOSS FROM OPERATIONS	(22,415)	(39,516)
INTEREST EXPENSE, NET	(21,397)	(16,736)
OTHER INCOME (EXPENSE), NET	(38)	158
LOSS BEFORE INCOME TAX BENEFIT	(43,850)	(56,094)
INCOME TAX BENEFIT	(12,799)	(13,610)
NET LOSS	$ (31,051)	$ (42,484)
NET LOSS PER SHARE:
Basic (in dollars per share)	$ (0.19)	$ (0.26)
Diluted (in dollars per share)	$ (0.19)	$ (0.26)
WEIGHTED-AVERAGE COMMON STOCK OUTSTANDING USED IN PER SHARE AMOUNTS:
Basic (in shares)	167,453	164,824
Diluted (in shares)	167,453	164,824
OTHER COMPREHENSIVE INCOME (LOSS) NET OF TAX:
Gain (loss) on cash flow hedge	$ (2,010)	$ 4,400
OTHER COMPREHENSIVE INCOME (LOSS)	(2,010)	4,400
COMPREHENSIVE LOSS	(33,061)	(38,084)
Commission
Revenues [Abstract]
Total revenue	117,756	106,335
Total pharmacy revenue
Revenues [Abstract]
Total revenue	94,788	41,093
Other
Revenues [Abstract]
Total revenue	$ 20,186	$ 15,056

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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)	Accumulated Deficit	Accumulated Other Comprehensive Income
Beginning balance (in shares) at Jun. 30, 2022			164,452,000
Beginning balance at Jun. 30, 2022	$ 391,105		$ 1,644		$ 554,845		$ (177,100)	$ 11,716
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(42,484)						(42,484)
Gain (Loss) on cash flow hedge, net of tax	5,124							5,124
Amount reclassified into earnings, net tax	(724)							(724)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares)			1,116,000
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings	596		$ 12		584			0
Issuance of common stock pursuant to employee stock purchase plan (in shares)			780,000
Issuance of common stock pursuant to employee stock purchase plan	484		$ 8		476
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)				114,000
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings		$ (33)		$ 1		$ (34)
Share-based compensation expense	2,630				2,630
Ending balance (in shares) at Sep. 30, 2022			166,462,000
Ending balance at Sep. 30, 2022	356,698		$ 1,665		558,501		(219,584)	16,116
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 loss	(31,051)						(31,051)
Gain (Loss) on cash flow hedge, net of tax	841							841
Amount reclassified into earnings, net tax	$ (2,851)							(2,851)
Exercise of employee stock options, net of shares withheld for cashless exercises and to cover tax withholdings (in shares)	0
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings (in shares)				864,000
Vesting of restricted stock unit awards and performance stock unit awards net of shares withheld to cover tax withholdings		$ (346)		$ 8		$ (354)
Share-based compensation expense	$ 3,175				3,175
Ending balance (in shares) at Sep. 30, 2023			167,731,000
Ending balance at Sep. 30, 2023	$ 316,738		$ 1,677		$ 570,087		$ (266,695)	$ 11,669

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (31,051)	$ (42,484)
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:
Depreciation and amortization	5,989	6,802
Loss on disposal of property, equipment, and software	9	325
Share-based compensation expense	3,175	2,630
Deferred income taxes	(13,049)	(13,931)
Amortization of debt issuance costs and debt discount	1,612	1,612
Write-off of debt issuance costs	0	710
Accrued interest payable in kind	3,622	1,307
Non-cash lease expense	784	1,103
Changes in operating assets and liabilities:
Accounts receivable, net	38,693	34,770
Commissions receivable	(29,148)	(36,012)
Other assets	(2,027)	1,271
Accounts payable and accrued expenses	5,257	(10,496)
Operating lease liabilities	(1,498)	(1,256)
Other liabilities	(6,039)	6,479
Net cash used in operating activities	(23,671)	(47,170)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(616)	(298)
Proceeds from sales of property and equipment	253	0
Purchases of software and capitalized software development costs	(1,782)	(2,087)
Net cash used in investing activities	(2,145)	(2,385)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Term Loans	(8,471)	(8,917)
Payments on other debt	(37)	(44)
Proceeds from common stock options exercised and employee stock purchase plan	0	1,079
Payments of tax withholdings related to net share settlement of equity awards	(346)	(32)
Payments of debt issuance costs	0	(10,110)
Payment of acquisition holdback	0	(2,335)
Net cash used in financing activities	(8,854)	(20,359)
NET DECREASE IN CASH AND CASH EQUIVALENTS	(34,670)	(69,914)
CASH AND CASH EQUIVALENTS—Beginning of period	83,156	140,997
CASH AND CASH EQUIVALENTS—End of period	48,486	71,083
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid, net	(17,927)	(13,026)
Income taxes paid	$ (142)	$ (7)

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Summary of Business and Significant Accounting Policies

3 Months Ended

Sep. 30, 2023

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 insurance products 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. 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 and Population Health. SelectRx is a Patient-Centered Pharmacy Home™ (“PCPH”) accredited pharmacy, which 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 to remain at home. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete HRA’s on members, partners with value-based care (“VBC”) providers for a variety of healthcare-related services, and introduces members to the pharmacy services offered through SelectRx

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, LLC (“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, 2023, filed with the Securities and Exchange Commission on September 13, 2023 (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, 2024, 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, 2023.

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.

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 Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP.

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

Recent Accounting Pronouncements Adopted—The Company did not adopt any new accounting pronouncements during the three months ended September 30, 2023.

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Acquisitions

3 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Acquisitions

ACQUISITIONS

In accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”), the Company allocates the fair value of purchase consideration to the tangible assets, liabilities, and intangible assets acquired based on fair values. Any excess purchase price over those fair values is recorded as goodwill. The fair value assigned to intangible assets acquired is supported by valuations using estimates and assumptions provided by management. Based on the valuation inputs, the Company has recorded assets acquired and liabilities assumed according to the following fair value hierarchy:

Level 1	Unadjusted quoted prices in active markets for identical assets or liabilities
Level 2	Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability.
Level 3	Significant unobservable inputs for the asset or liability

Express Med Pharmaceuticals—On April 30, 2021, the Company acquired 100% of the outstanding shares of Express Med Pharmaceuticals, Inc., which is included in SelectRx, a closed-door, long term care pharmacy provider, for an aggregate purchase price of up to $24.0 million, as set forth in the Stock Purchase Agreement dated April 30, 2021 (the “Stock Purchase Agreement”). The aggregate purchase price of up to $24.0 million is comprised of $17.5 million in cash paid at the closing of the transaction, an additional $2.5 million of holdback for indemnification claims, if any, and an earnout of up to $4.0 million, if any. The earnout of up to $4.0 million is comprised of two separate provisions. During the year ended June 30, 2023, the Company paid the first and second earnout provisions of $3.0 million and $1.0 million, respectively, as well as the remaining holdback, net of adjustments, of $2.4 million. At the date of acquisition, the fair value of net tangible assets acquired, excluding property and equipment, approximated their carrying value. The property and equipment was valued primarily using the cost and sales comparison approach to value. For the proprietary software acquired, the replacement cost method under the cost approach was used, estimating the cost to rebuild the software. The non-compete agreement was valued using the income approach, and the customer relationships were valued using the multiple period excess earnings method. As such, all aforementioned intangible assets were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the additional value of the synergies of combining the SelectRx business with the Company's technology and existing customer base. This acquired goodwill is allocated to the Healthcare Services reporting unit, which is also a reportable segment, and $16.3 million is deductible for tax purposes after adding back acquisition costs and settling the remaining holdback. The Company is amortizing the intangible assets acquired on a straight-line basis over their estimated remaining lives, ranging from one to five years.    

Simple Meds—On August 31, 2021, SelectRx acquired 100% of the outstanding equity interests of Simple Meds, a full-service pharmaceutical distributor, for an aggregate purchase price of $7.0 million, as set forth in the Membership Interest Purchase Agreement dated August 31, 2021. The aggregate purchase price of $7.0 million was paid in cash at the closing of the transaction. At the date of acquisition, the fair value of net tangible assets acquired approximated their carrying value. The customer relationships were valued using the multiple period excess earnings method, and as such, were valued using Level 3 inputs. Goodwill resulting from the transaction constitutes the excess of the consideration paid over the fair values of the assets acquired and liabilities assumed and primarily represents the additional value of the synergies of combining the Simple Meds business with the Company's

technology and existing customer base. This acquired goodwill is allocated to the Healthcare Services reporting unit, which is also a reportable segment, and $5.6 million is deductible for tax purposes after adding back acquisition costs.

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Property And Equipment—Net

3 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property And Equipment—Net

PROPERTY AND EQUIPMENT—NET

Property and equipment—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Computer hardware	$	20,354	$	20,970
Machinery and equipment(1)	15,129		14,825
Leasehold improvements	19,033		20,422
Furniture and fixtures	4,591		4,591
Work in progress	830		338
Total	59,937		61,146
Less accumulated depreciation	(35,097)		(33,694)
Property and equipment—net	$	24,840	$	27,452

(1) Includes financing lease right-of-use assets.

Work in progress as of September 30, 2023 primarily represents computer equipment held for sale and leasehold improvements not yet put into service and not yet being depreciated. Work in progress as of June 30, 2023, primarily represents leasehold improvements and computer equipment not yet put into service and not yet being depreciated. Depreciation expense for the three months ended September 30, 2023 and 2022, was $3.2 million and $3.5 million, respectively.

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Software—Net

3 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Software—Net

SOFTWARE—NET

Software—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Software	$	36,345	$	35,945
Work in progress	94		143
Total	36,439		36,088
Less accumulated amortization	(21,762)		(21,348)
Software—net	$	14,677	$	14,740

Work in progress as of September 30, 2023 and June 30, 2023, represents costs incurred for software not yet put into service and not yet being amortized. For each of the three months ended September 30, 2023 and 2022, the Company capitalized internal-use software and website development costs of $2.0 million and recorded amortization expense of $2.1 million and $1.8 million, respectively.

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Intangible Assets and Goodwill

3 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets and Goodwill

INTANGIBLE ASSETS AND GOODWILLIntangible assets—The carrying amounts, accumulated amortization, and net carrying value of our definite-lived intangible assets are presented in the table below (dollars in thousands):

	September 30, 2023						June 30, 2023
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Impairment Charges (1)		Accumulated Amortization		Net Carrying Amount
Customer relationships	$	17,492	$	(9,196)	$	8,296	$	17,492	$	—	$	(8,617)	$	8,875
Trade name	2,680		(1,832)		848		2,680		—		(1,697)		983
Proprietary software	1,042		(797)		245		1,042		—		(758)		284
Non-compete agreements	100		(47)		53		1,292		(533)		(701)		58
Vendor relationships	—		—		—		20,400		(15,111)		(5,289)		—
Total intangible assets	$	21,314	$	(11,872)	$	9,442	$	42,906	$	(15,644)	$	(17,062)	$	10,200

(1) During the year ended June 30, 2023, the Company recorded impairment charges for its long-lived intangible assets recognized as part of the acquisition of a lead distribution company. Refer to the consolidated financial statements in our Annual Report on Form 10-K for additional details.

The Company's intangible assets include those long-lived intangible assets which were recognized at their estimated acquisition date fair values. 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 months ended September 30, 2023 and 2022.

For the three months ended September 30, 2023 and 2022, amortization expense related to intangible assets totaled $0.8 million and $1.5 million, respectively, recorded in selling, general, and administrative expense in the condensed consolidated statements of comprehensive loss. The weighted-average remaining useful life of intangible assets was 3.3 and 3.6 years as of September 30, 2023 and June 30, 2023, respectively.

As of September 30, 2023, expected amortization expense in future fiscal periods were as follows (in thousands):

	Trade Name		Proprietary Software		Non-Compete Agreements		Customer relationships		Total
Remainder fiscal 2024	$	401	$	117	$	15	$	1,740	$	2,273
2025	447		128		20		2,316		2,911
2026	—		—		18		2,313		2,331
2027	—		—		—		1,927		1,927
Total	$	848	$	245	$	53	$	8,296	$	9,442

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 the acquisitions discussed in Note 2 to the condensed consolidated financial statements. 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 September 30, 2023, the Company’s goodwill balance of $29.1 million was related to the acquisitions of Express Meds and Simple Meds 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 months ended September 30, 2023 and 2022, there were no indicators of impairment.

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Leases

3 Months Ended

Sep. 30, 2023

Leases [Abstract]

Leases

LEASESThe 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, California; Centennial, Colorado; Overland Park, Kansas; Oakland, California; Indianapolis, Indiana; and Monaca, Pennsylvania (note that 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). The Company's operating leases have remaining lease terms from one year up to thirteen years.

During the three months ended September 30, 2022, operating leases commenced in San Diego, California and Indianapolis, Indiana, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.6 million. In addition, the Company exercised an early termination option for a portion of its office facilities in Overland Park, Kansas, with a new termination date of July 31, 2023, resulting in an early termination penalty of $0.9 million, of which $0.6 million was paid during the year ended June 30, 2023, and $0.3 million was paid during the three months ended September 30, 2023. The early termination penalty was recorded as part of the remeasurement of the operating lease liability and resulted in accelerated amortization of the right-of-use asset over the shortened remaining term of the lease.

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

	Three Months Ended September 30,
(in thousands)	2023		2022
Finance lease costs(1)	$	43	$	44
Operating lease costs(2)	1,584		2,092
Short-term lease costs	61		31
Variable lease costs(3)	135		214
Sublease income	(574)		(418)
Total net lease costs	$	1,249	$	1,963

(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income.

(2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income.

(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.

Maturities of Lease Liabilities—As of September 30, 2023, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:

(in thousands)	Operating leases		Finance leases		Total
Remainder fiscal 2024	$	5,901	$	98	$	5,999
2025	7,947		38		7,985
2026	7,412		38		7,450
2027	6,105		32		6,137
2028	5,562		—		5,562
Thereafter	9,046		—		9,046
Total undiscounted lease payments	41,973		206		42,179
Less: interest	10,403		17		10,420
Present value of lease liabilities	$	31,570	$	189	$	31,759

The Company executed noncancelable subleases for portions of its office facilities in Overland Park, Kansas and Centennial, Colorado, which commenced during the fiscal years ended June 30, 2023 and 2022, and run

through the remaining terms of the primary leases. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income. The Company may consider entering into additional sublease arrangements in the future.

Sublease Income—As of September 30, 2023, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)	Total
Remainder fiscal 2024	$	1,770
2025	2,548
2026	2,587
2027	2,180
2028	1,931
Thereafter	2,092
Total sublease income	$	13,108

Leases

LEASESThe 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, California; Centennial, Colorado; Overland Park, Kansas; Oakland, California; Indianapolis, Indiana; and Monaca, Pennsylvania (note that 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). The Company's operating leases have remaining lease terms from one year up to thirteen years.

During the three months ended September 30, 2022, operating leases commenced in San Diego, California and Indianapolis, Indiana, resulting in new right-of-use assets obtained in exchange for new lease liabilities of $1.6 million. In addition, the Company exercised an early termination option for a portion of its office facilities in Overland Park, Kansas, with a new termination date of July 31, 2023, resulting in an early termination penalty of $0.9 million, of which $0.6 million was paid during the year ended June 30, 2023, and $0.3 million was paid during the three months ended September 30, 2023. The early termination penalty was recorded as part of the remeasurement of the operating lease liability and resulted in accelerated amortization of the right-of-use asset over the shortened remaining term of the lease.

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

	Three Months Ended September 30,
(in thousands)	2023		2022
Finance lease costs(1)	$	43	$	44
Operating lease costs(2)	1,584		2,092
Short-term lease costs	61		31
Variable lease costs(3)	135		214
Sublease income	(574)		(418)
Total net lease costs	$	1,249	$	1,963

(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income.

(2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income.

(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.

Maturities of Lease Liabilities—As of September 30, 2023, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:

(in thousands)	Operating leases		Finance leases		Total
Remainder fiscal 2024	$	5,901	$	98	$	5,999
2025	7,947		38		7,985
2026	7,412		38		7,450
2027	6,105		32		6,137
2028	5,562		—		5,562
Thereafter	9,046		—		9,046
Total undiscounted lease payments	41,973		206		42,179
Less: interest	10,403		17		10,420
Present value of lease liabilities	$	31,570	$	189	$	31,759

The Company executed noncancelable subleases for portions of its office facilities in Overland Park, Kansas and Centennial, Colorado, which commenced during the fiscal years ended June 30, 2023 and 2022, and run

through the remaining terms of the primary leases. Sublease income is recorded on a straight-line basis as a reduction of lease expense in the condensed consolidated statements of comprehensive income. The Company may consider entering into additional sublease arrangements in the future.

Sublease Income—As of September 30, 2023, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)	Total
Remainder fiscal 2024	$	1,770
2025	2,548
2026	2,587
2027	2,180
2028	1,931
Thereafter	2,092
Total sublease income	$	13,108

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Debt

3 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Debt

DEBT

Debt consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Term Loans (effective interest rate 13.3%)	$	702,660	$	707,509
Unamortized debt issuance costs and debt discount	(7,592)		(9,001)
Total debt	695,068		698,508
Less current portion of long-term debt:	(33,883)		(33,883)
Long-term debt	$	661,185	$	664,625

Senior Secured Credit Facility— On November 5, 2019, the Company entered into a $425.0 million credit agreement with UMB Bank N.A. (“UMB”) as a lender and revolving agent and Morgan Stanley Capital Administrators, Inc. as a lender and the administrative agent for a syndicate of lenders party to the agreement (replaced by Wilmington Trust as administrative agent effective February 24, 2022). On February 24, 2021, November 2, 2021, December 23, 2021, August 26, 2022, May 5, 2023, and September 11, 2023, the Company entered into amendments to the credit agreement (individually, the “First Amendment”, “Second Amendment”, “Third Amendment”, “Fourth Amendment”, “Fifth Amendment”, and “Sixth Amendment”, together with the original credit agreement and any subsequent amendments, the “Senior Secured Credit Facility”) with certain of its existing lenders and new lenders. The First Amendment provided for an additional $231.0 million in term loans (together with the initial $425.0 million, the “Term Loans”) and added a $145.0 million senior secured delayed draw term loan facility (the "DDTL Facility"). The Company recognized a $3.3 million loss on debt extinguishment in the condensed consolidated statement of comprehensive income (loss) for the year ended June 30, 2021, as part of the First Amendment. The Second Amendment provided for additional commitments of $25.0 million, in addition to the initial $75.0 million, for the secured revolving loan facility (the “Revolving Credit Facility”) and an additional $200.0 million under the DDTL Facility. The Third Amendment provided for additional commitments of $35.0 million under the Revolving Credit Facility. The Fourth Amendment (1) amended the Company’s existing financial covenant to better align with its business plan and added an additional minimum liquidity covenant, (2) terminated certain DDTL commitments and reduced the Revolving Credit Facility from $135.0 million to $100.0 million, (3) introduced a minimum asset coverage ratio for any borrowing on the Revolving Credit Facility that would result in a total revolving exposure of more than $50.0 million, and (4) provided certain lenders with the right to appoint a representative to observe meetings of the Company’s board of directors and certain of its committees. In addition, the Fourth Amendment provided for the Company to pay a revolving credit termination fee

of $0.5 million for the ratable account of each revolving lender upon the termination of all revolving loan commitments. Note that pursuant to the Fourth Amendment, upon termination of the outstanding DDTL commitments, when referring to Term Loans, it will now include the outstanding balance of the previously defined Term Loans and also the outstanding balance of the DDTL, and “DDTL” will no longer be referenced. The Fifth Amendment decreased the minimum asset coverage ratio required to be maintained by the Company as of March 31, 2024, and the Sixth Amendment decreased the minimum asset coverage ratio required to be maintained by the Company as of June 30, 2024. After giving effect to the amendments, in aggregate, the Senior Secured Credit Facility provides for (1) an aggregate principal amount of up to $100.0 million under the Revolving Credit Facility, of which all was available to borrow as of September 30, 2023 and (2) Term Loans outstanding in an aggregate principal amount of $702.7 million as of September 30, 2023.

The Term Loans bear interest on the outstanding principal amount thereof at a rate per annum equal to either (a) SOFR (subject to a floor of 0.75%) plus 6.00% in cash plus 2.00% payable in kind or (b) a base rate plus 5.00% in cash plus 2.00% payable in kind, at the Company’s option. As of October 1, 2023, the cash and paid in kind interest rate with respect to the Term Loans increased 0.50% and 1.00%, respectively. The Revolving Credit Facility accrues interest on amounts drawn at a rate per annum equal to either (a) SOFR (subject to a floor of 1.0%) plus 5.0% or (b) a base rate plus 4.0%, at the Company’s option.

The Senior Secured Credit Facility has a maturity date of November 5, 2024, and the Term Loans are mandatorily repayable in equal quarterly installments in an aggregate annual amount equal to 2.5% of the outstanding principal amount of the Term Loans as of the Fourth Amendment effective date, which increased to 4.75% on July 1, 2023, with the remaining balance payable on the maturity date. As of September 30, 2023, the Company has made principal payments of $214.0 million on the Term Loans.

The Senior Secured Credit Facility contains customary affirmative and negative covenants and events of default and financial covenants requiring the Company and certain of its subsidiaries to maintain a minimum asset coverage ratio and minimum liquidity requirements. As of September 30, 2023, the Company was in compliance with all of the required covenants. The obligations of the Company are guaranteed by the Company’s subsidiaries and secured by a security interest in all assets of the Company, subject to certain exceptions.

The Company has incurred a total of $40.1 million in debt issuance costs and debt discounts related to the Senior Secured Credit Facility, of which $33.0 million was capitalized. The costs associated with the Revolving Credit Facility are being amortized on a straight-line basis over the remaining life of the Senior Secured Credit Facility and the costs associated with the Term Loans are being amortized using the effective interest method over the same term. Total amortization of debt issuance costs was $1.6 million for each of the three months ended September 30, 2023 and 2022, which was included in interest expense, net in the Company’s condensed consolidated statements of comprehensive loss.

The Company uses derivative financial instruments to hedge against its exposure to fluctuations in interest rates associated with the Term Loans. On September 30, 2022, as a result of the Fourth Amendment, the Company terminated its existing interest rate swap indexed to 1-month LIBOR and executed a new interest rate swap indexed 1-month SOFR. In accordance with ASC 848, Reference Rate Reform, the Company did not de-designate the interest rate swap when it was amended from LIBOR to SOFR as the Company is permitted to maintain the designation as part of the transitional relief. As of September 30, 2023, the Company’s interest rate swap is 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 “Amended Interest Rate Swap”), which terminates on November 5, 2024. As of September 30, 2023, the Amended Interest Rate Swap had a fair value of $15.4 million and was recorded in other assets in the condensed consolidated balance sheet. 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. The Company estimates that $14.1 million will be reclassified into interest expense during the next twelve months.

On November 1, 2023, the Company entered into a Seventh Amendment to the Senior Secured Credit Facility (the “Seventh Amendment”) by and among the Company, certain of its existing lenders, and Wilmington Trust, National Association, as administrative agent. The Seventh Amendment amends the Senior Secured Credit Facility to decrease the minimum asset coverage ratio and minimum liquidity covenant required to be maintained by the Company as of September 30, 2024, and December 31, 2023, respectively.

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Commitments and Contingencies

3 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

Lease Obligations—Refer to Note 6 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 17, 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 (together, the “Securities Class Actions”) was filed. Certain plaintiffs and their counsel have moved to be appointed lead plaintiff. Those motions are pending before the court.

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 an anticipated motion to dismiss the Securities Class Actions.

The Company currently believes that these matters will not have a material adverse effect on any of its results of 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.

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Shareholders' Equity

3 Months Ended

Sep. 30, 2023

Equity [Abstract]

Shareholders' Equity

SHAREHOLDERS' EQUITY

Common Stock—As of September 30, 2023, the Company has reserved the following authorized, but unissued, shares of common stock:

Employee Stock Purchase Plan	159
Stock awards outstanding under 2020 Plan	19,473,034
Stock awards available for grant under 2020 Plan	3,271,623
Options outstanding under 2003 Plan	539,804
Total	23,284,620

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 September 30, 2023, pursuant to future awards under the Company's 2020 Stock Plan is 3,271,623. 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 was as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023		2022
Share-based compensation related to:
Equity classified stock options	$	722	$	852
Equity classified RSU's	1,741		1,402
Equity classified PSU's	33		(57)
Equity classified PVU's	679		358
Total	$	3,175	$	2,555

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 loss.

During the three months ended September 30, 2023 and 2022, there were no stock options granted. The following table summarizes stock option activity under the Stock Plans for the three months ended September 30, 2023:

	Number of Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2023	3,847,339	$	11.56
Options granted	—	—
Options exercised	—	—
Options forfeited/expired/cancelled	(14,747)	10.10
Outstanding—September 30, 2023	3,832,592	$	11.57	7.19	$	10
Vested and exercisable—September 30, 2023	2,245,756	$	12.74	6.61	$	10

As of September 30, 2023, there was $4.2 million in unrecognized compensation cost related to unvested stock options granted, which is expected to be recognized over a weighted-average period of 1.72 years.

During the three months ended September 30, 2023, there were no stock options exercised. The Company received cash of $0.6 million in connection with stock options exercised during the three months ended September 30, 2022.

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 three months ended September 30, 2023:

	Number of Restricted Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,911,613	$	2.57
Granted	5,881,439	1.51
Vested	(1,031,892)	3.63
Forfeited	(26,071)	2.24
Unvested as of September 30, 2023	9,735,089	$	1.82

As of September 30, 2023, there was $15.5 million of unrecognized compensation cost related to unvested restricted stock units granted, which is expected to be recognized over a weighted-average period of 2.31 years.

Performance Stock—The following table summarizes performance stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Performance Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	13,365	$	17.96
Granted	—	—
Vested	(14,477)	17.95
Forfeited		—
Performance adjustment(1)	1,112	—
Unvested as of September 30, 2023	—	$	—

(1) Represents adjustments to previously granted PSU’s to reflect changes in estimates of future financial performance against targets.

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 number of shares that could be earned for the fiscal year 2022 tranche is estimated to be at 0% of the target as of September 30, 2023. As such, as of September 30, 2023, there was no unrecognized compensation cost related to unvested performance stock units granted.

Price-Vested Units—The Company grants PVU's to eligible employees 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. The awards are divided into 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 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 awarded during the three months ended September 30, 2023:

	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	558,569	$	1.85	$	2.50	August 1, 2023 - August 1, 2028	1 year - 3 years
Tranche 2	558,540	$	1.69	$	5.00	August 1, 2023 - August 1, 2028	1.41 years - 3 years
Tranche 3	558,579	$	1.55	$	7.50	August 1, 2023 - August 1, 2028	1.96 years - 3 years
Tranche 4	558,550	$	1.45	$	10.00	August 1, 2023 - August 1, 2028	2.27 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 three months ended September 30, 2022:

	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	1,055,674	$	1.52	$	4.00	August 1, 2022 - August 1, 2027	1.39 years - 3 years
Tranche 2	1,055,648	$	1.25	$	7.50	August 1, 2022 - August 1, 2027	2.33 years - 3 years
Tranche 3	1,055,674	$	1.11	$	10.00	August 1, 2022 - August 1, 2027	2.66 years - 3 years
Tranche 4	1,055,648	$	1.01	$	12.50	August 1, 2022 - August 1, 2027	2.90 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 consolidated statements of comprehensive 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:

	Three Months Ended September 30,	Three Months Ended September 30,
	2023	2022
Share price as of grant date	$1.38	$1.80
Volatility	94.3%	79.3%
Risk-free interest rate	4.1%	2.6%
Cost of Equity	9.2%	10.6%
Dividend yield	—%	—%

The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Price-Vested Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,044,180	$	1.22
Granted	2,234,238	1.64
Vested	—	—
Forfeited	—	—
Unvested as of September 30, 2023	6,278,418	$	1.37

As of September 30, 2023, there was $6.0 million of unrecognized compensation cost related to unvested PVU’s granted, which is expected to be recognized over a weighted-average period of 1.84 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 85% 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 September 30, 2023, there are 159 shares reserved for future issuance under the plan. During the three months ended September 30, 2022, the Company issued 779,946 shares to its employees and received cash of $0.5 million in connection with ESPP purchases and recorded share-based compensation expense of $0.2 million.

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Revenues from Contracts with Customers

3 Months Ended

Sep. 30, 2023

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 September 30,
(in thousands)	2023		2022
Senior:
Commission revenue:
Medicare advantage	$	74,372	$	66,357
Medicare supplement	313		116
Prescription drug plan	71		91
Dental, vision, and health	1,049		335
Other commission revenue	359		655
Total commission revenue	76,164		67,554
Total other revenue	13,754		9,959
Total Senior revenue	89,918		77,513
Healthcare Services:
Total pharmacy revenue	94,788		41,093
Total other revenue	2,580		1,974
Total Healthcare Services revenue	97,368		43,067
Life:
Commission revenue:
Term	19,114		15,376
Final expense	14,120		17,420
Total commission revenue	33,234		32,796
Total other revenue	4,569		4,039
Total Life revenue	37,803		36,835
Auto & Home:
Total commission revenue	8,815		6,681
Total other revenue	212		401
Total Auto & Home revenue	9,027		7,082
Eliminations:
Total commission revenue	(457)		(696)
Total other revenue	(929)		(1,317)
Total Elimination revenue	(1,386)		(2,013)
Total commission revenue	117,756		106,335
Total pharmacy revenue	94,788		41,093
Total other revenue	20,186		15,056
Total revenue	$	232,730	$	162,484

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, 2023	$	840,498
Commission revenue from revenue recognized	43,307
Net commission revenue adjustment from change in estimate	366
Amounts recognized as accounts receivable, net	(14,524)
Balance as of September 30, 2023	$	869,647

For the three months ended September 30, 2023, the $0.4 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 negative adjustment of $0.6 million for Senior, a positive adjustment of $0.8 million for Auto & Home, and a positive adjustment of $0.2 million for Life.

The Company’s contract liabilities on the condensed consolidated balance sheets represent unamortized upfront payments received as of September 30, 2023, 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, 2023	$	1,691
Commission revenue recognized	(4,920)
Other revenue recognized	(308)
Amounts recognized as contract liabilities	9,294
Balance as of September 30, 2023	$	5,757

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Income Taxes

3 Months Ended

Sep. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

For the three months ended September 30, 2023 and 2022, the Company recognized income tax benefit of $12.8 million and $13.6 million, respectively, representing effective tax rates of 29.2% and 24.3%, respectively. The differences from the federal statutory tax rate to the effective tax rates for both the three months ended September 30, 2023 and 2022, were primarily related to state income taxes.

As of September 30, 2023 the Company has a valuation allowance of $3.3 million for deferred tax assets related to certain state specific net operating losses 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 when evaluating the need for a valuation allowance. After evaluating these sources of taxable income, and considering the jurisdiction and character of the deferred tax assets, the Company continues to recognize its deferred tax assets as of September 30, 2023, as it believes it is more likely than not that the net deferred tax assets will be realized, outside of the deferred tax asset related to certain state credits noted above where a valuation allowance has been established.

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Net Loss Per Share

3 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Loss Per Share

NET LOSS PER SHARE

The Company calculates net loss per share as defined by ASC 260, Earnings per Share (“ASC 260”). Basic net loss per share (“Basic EPS”) is computed by dividing net loss attributable to common shareholders by the weighted-average common stock outstanding during the respective period. Diluted net loss per share (“Diluted EPS”) is computed by dividing net 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, and common shares issuable upon the conclusion of each ESPP offering period. 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, and common stock issuable pursuant to the ESPP 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 loss per share for the periods presented:

	Three Months Ended September 30,
(in thousands, except per share amounts)	2023		2022
Basic:
Numerator:
Net loss attributable to common shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Net loss per share—basic:	$	(0.19)	$	(0.26)
Diluted:
Numerator:
Net loss attributable to common and common equivalent shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)	—		—
Total common and common equivalent shares outstanding	167,453		164,824
Net loss per share—diluted:	$	(0.19)	$	(0.26)

(1) Excluded from the computation of net loss per share-diluted for the three months ended September 30, 2023 and 2022, because the effect would have been anti-dilutive.

The weighted average potential shares of common stock that were excluded from the calculation of net loss per share-diluted because including them would have been anti-dilutive are as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023	2022
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP	10,521	7,779

The weighted average potential shares of common stock that were excluded from the calculation of net 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 September 30,
(in thousands)	2023	2022
Shares subject to outstanding PVU’s	6,278	4,223
Shares subject to outstanding PSU's	—	6
Total	6,278	4,229

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Segment Information

3 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Segment Information

SEGMENT INFORMATION

The Company’s operating and reportable segments have been determined in accordance with ASC 280, Segment Reporting (“ASC 280”). The Company has four reportable segments: i) Senior, ii) Healthcare Services, iii) Life, and iv) Auto & Home. The Company includes non-operating activity, share-based compensation expense, certain intersegment eliminations, and the costs of providing corporate and other administrative services in its administrative division in Corporate & Eliminations. These services and activities are not directly identifiable with the Company’s reportable segments and are shown in the tables below to reconcile the reportable segments to the condensed consolidated financial statements. The Company has not aggregated any operating segments into a reportable segment.

The Company reports segment information based on how its chief operating decision maker ("CODM") regularly reviews its operating results, allocates resources, and makes decisions regarding business operations. The performance measures of the segments include total revenue and Adjusted EBITDA because management believes that such information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries.

Costs of revenue, cost of goods sold-pharmacy revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect costs of revenue, marketing and advertising, selling, general, and administrative, and technical development operating expenses are allocated to each segment based on varying metrics such as headcount. Adjusted EBITDA is calculated as total revenue for the applicable segment less direct and allocated costs of revenue, cost of goods sold, marketing and advertising, technical development, and selling, general, and administrative operating costs and expenses, excluding depreciation and amortization expense; gain or loss on disposal of property, equipment, and software; share-based compensation expense; and non-recurring expenses such as severance payments and transaction costs. Our CODM does not separately evaluate assets by segment, with the exception of commissions receivable; therefore, assets by segment are not presented.

The following table presents information about the reportable segments for the three months ended September 30, 2023:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	89,918	$	97,368	$	37,803	$	9,027	$	(1,386)	(1)	$	232,730
Operating expenses	(91,253)		(95,046)		(32,563)		(5,708)		(19,498)		(2)	(244,068)
Other income (expense), net	—		—		—		—		(38)			(38)
Adjusted EBITDA	$	(1,335)	$	2,322	$	5,240	$	3,319	$	(20,922)		(11,376)
Share-based compensation expense												(3,175)
Transaction costs(3)												(1,904)
Depreciation and amortization												(5,989)
Loss on disposal of property, equipment, and software												(9)
Interest expense, net												(21,397)
Income tax benefit												12,799
Net loss												$	(31,051)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $13.9 million in salaries and benefits for certain general, administrative, and IT related departments and $4.1 million in professional services fees.

(3) These expenses consist of financing transaction costs and non-restructuring severance expenses.

The following table presents information about the reportable segments for the three months ended September 30, 2022:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	77,513	$	43,067	$	36,835	$	7,082	$	(2,013)	(1)	$	162,484
Operating expenses	(81,366)		(54,854)		(31,811)		(4,640)		(17,446)		(2)	(190,117)
Other income (expense), net	—		—		201		(1)		(42)			158
Adjusted EBITDA	$	(3,853)	$	(11,787)	$	5,225	$	2,441	$	(19,501)		(27,475)
Share-based compensation expense												(2,630)
Transaction costs (3)												(2,126)
Depreciation and amortization												(6,802)
Loss on disposal of property, equipment, and software												(325)
Interest expense, net												(16,736)
Income tax benefit												13,610
Net loss												$	(42,484)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $12.1 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees.

(3) These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility.

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 September 30, 2023, two customers, both from the Senior Segment, accounted for 32% (UHC) and 17% (Humana) of total revenue. For the three months ended September 30, 2022, two customers, both from the Senior Segment, accounted for 26% (UHC) and 15% (Wellcare) of total revenue.

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Summary of Business and Significant Accounting Policies (Policies)	3 Months Ended
	Sep. 30, 2023
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 insurance products 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. 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 and Population Health. SelectRx is a Patient-Centered Pharmacy Home™ (“PCPH”) accredited pharmacy, which 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 to remain at home. Population Health helps members understand the benefits available under their health plans, contracts with insurance carriers to complete HRA’s on members, partners with value-based care (“VBC”) providers for a variety of healthcare-related services, and introduces members to the pharmacy services offered through SelectRx
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, LLC (“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, 2023, filed with the Securities and Exchange Commission on September 13, 2023 (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, 2024, 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, 2023.
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.
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 Company’s Senior segment’s commission revenue is highest in the second quarter and to a lesser extent, the third quarter during OEP.
Recent Accounting Pronouncements Adopted	Recent Accounting Pronouncements Adopted—The Company did not adopt any new accounting pronouncements during the three months ended September 30, 2023.

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Acquisitions (Tables)

3 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Fair Value Hierarchy

Level 1	Unadjusted quoted prices in active markets for identical assets or liabilities
Level 2	Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability.
Level 3	Significant unobservable inputs for the asset or liability

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Property And Equipment—Net (Tables)

3 Months Ended

Sep. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Computer hardware	$	20,354	$	20,970
Machinery and equipment(1)	15,129		14,825
Leasehold improvements	19,033		20,422
Furniture and fixtures	4,591		4,591
Work in progress	830		338
Total	59,937		61,146
Less accumulated depreciation	(35,097)		(33,694)
Property and equipment—net	$	24,840	$	27,452

(1) Includes financing lease right-of-use assets.

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Software—Net (Tables)

3 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Capitalized Software

Software—net consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Software	$	36,345	$	35,945
Work in progress	94		143
Total	36,439		36,088
Less accumulated amortization	(21,762)		(21,348)
Software—net	$	14,677	$	14,740

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Intangible Assets and Goodwill (Tables)

3 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Indefinite-Lived Intangible Assets

The carrying amounts, accumulated amortization, and net carrying value of our definite-lived intangible assets are presented in the table below (dollars in thousands):

	September 30, 2023						June 30, 2023
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Impairment Charges (1)		Accumulated Amortization		Net Carrying Amount
Customer relationships	$	17,492	$	(9,196)	$	8,296	$	17,492	$	—	$	(8,617)	$	8,875
Trade name	2,680		(1,832)		848		2,680		—		(1,697)		983
Proprietary software	1,042		(797)		245		1,042		—		(758)		284
Non-compete agreements	100		(47)		53		1,292		(533)		(701)		58
Vendor relationships	—		—		—		20,400		(15,111)		(5,289)		—
Total intangible assets	$	21,314	$	(11,872)	$	9,442	$	42,906	$	(15,644)	$	(17,062)	$	10,200

(1) During the year ended June 30, 2023, the Company recorded impairment charges for its long-lived intangible assets recognized as part of the acquisition of a lead distribution company. Refer to the consolidated financial statements in our Annual Report on Form 10-K for additional details.

Schedule of Future Amortization Expense

As of September 30, 2023, expected amortization expense in future fiscal periods were as follows (in thousands):

	Trade Name		Proprietary Software		Non-Compete Agreements		Customer relationships		Total
Remainder fiscal 2024	$	401	$	117	$	15	$	1,740	$	2,273
2025	447		128		20		2,316		2,911
2026	—		—		18		2,313		2,331
2027	—		—		—		1,927		1,927
Total	$	848	$	245	$	53	$	8,296	$	9,442

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Leases (Tables)

3 Months Ended

Sep. 30, 2023

Leases [Abstract]

Schedule of Lease Costs and Supplemental Information

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

	Three Months Ended September 30,
(in thousands)	2023		2022
Finance lease costs(1)	$	43	$	44
Operating lease costs(2)	1,584		2,092
Short-term lease costs	61		31
Variable lease costs(3)	135		214
Sublease income	(574)		(418)
Total net lease costs	$	1,249	$	1,963

(1) Primarily consists of amortization of finance lease right-of-use assets and an immaterial amount of interest on finance lease liabilities recorded in operating costs and expenses and interest expense, net in the condensed consolidated statements of comprehensive income.

(2) Recorded in operating costs and expenses in the condensed consolidated statements of comprehensive income.

(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.

Schedule of Maturity of Operating Lease Liabilities

Maturities of Lease Liabilities—As of September 30, 2023, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:

(in thousands)	Operating leases		Finance leases		Total
Remainder fiscal 2024	$	5,901	$	98	$	5,999
2025	7,947		38		7,985
2026	7,412		38		7,450
2027	6,105		32		6,137
2028	5,562		—		5,562
Thereafter	9,046		—		9,046
Total undiscounted lease payments	41,973		206		42,179
Less: interest	10,403		17		10,420
Present value of lease liabilities	$	31,570	$	189	$	31,759

Schedule of Maturity of Finance Lease Liabilities

Maturities of Lease Liabilities—As of September 30, 2023, remaining maturities of lease liabilities for each of the next five fiscal years and thereafter are as follows:

(in thousands)	Operating leases		Finance leases		Total
Remainder fiscal 2024	$	5,901	$	98	$	5,999
2025	7,947		38		7,985
2026	7,412		38		7,450
2027	6,105		32		6,137
2028	5,562		—		5,562
Thereafter	9,046		—		9,046
Total undiscounted lease payments	41,973		206		42,179
Less: interest	10,403		17		10,420
Present value of lease liabilities	$	31,570	$	189	$	31,759

Sublease, Future Minimum Receipts, Fiscal Year Maturity

Sublease Income—As of September 30, 2023, the future minimum fixed sublease receipts under non-cancelable operating lease agreements are as follows:

(in thousands)	Total
Remainder fiscal 2024	$	1,770
2025	2,548
2026	2,587
2027	2,180
2028	1,931
Thereafter	2,092
Total sublease income	$	13,108

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Debt (Tables)

3 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Debt consisted of the following:

(in thousands)	September 30, 2023		June 30, 2023
Term Loans (effective interest rate 13.3%)	$	702,660	$	707,509
Unamortized debt issuance costs and debt discount	(7,592)		(9,001)
Total debt	695,068		698,508
Less current portion of long-term debt:	(33,883)		(33,883)
Long-term debt	$	661,185	$	664,625

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Shareholders' Equity (Tables)

3 Months Ended

Sep. 30, 2023

Equity [Abstract]

Schedule of Stock by Class

As of September 30, 2023, the Company has reserved the following authorized, but unissued, shares of common stock:

Employee Stock Purchase Plan	159
Stock awards outstanding under 2020 Plan	19,473,034
Stock awards available for grant under 2020 Plan	3,271,623
Options outstanding under 2003 Plan	539,804
Total	23,284,620

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 was as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023		2022
Share-based compensation related to:
Equity classified stock options	$	722	$	852
Equity classified RSU's	1,741		1,402
Equity classified PSU's	33		(57)
Equity classified PVU's	679		358
Total	$	3,175	$	2,555

Schedule of Stock Options, Valuation Assumptions

The Company used the following weighted-average assumptions for the PVU’s granted during the period presented below:

	Three Months Ended September 30,	Three Months Ended September 30,
	2023	2022
Share price as of grant date	$1.38	$1.80
Volatility	94.3%	79.3%
Risk-free interest rate	4.1%	2.6%
Cost of Equity	9.2%	10.6%
Dividend yield	—%	—%

Schedule of Stock Options Roll Forward

The following table summarizes stock option activity under the Stock Plans for the three months ended September 30, 2023:

	Number of Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in Years)	Aggregate Intrinsic Value (in Thousands)
Outstanding—June 30, 2023	3,847,339	$	11.56
Options granted	—	—
Options exercised	—	—
Options forfeited/expired/cancelled	(14,747)	10.10
Outstanding—September 30, 2023	3,832,592	$	11.57	7.19	$	10
Vested and exercisable—September 30, 2023	2,245,756	$	12.74	6.61	$	10

Schedule of Restricted Stock Unit Activity

The following table summarizes restricted stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Restricted Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,911,613	$	2.57
Granted	5,881,439	1.51
Vested	(1,031,892)	3.63
Forfeited	(26,071)	2.24
Unvested as of September 30, 2023	9,735,089	$	1.82

Schedule of Performance Stock Activity

The following table summarizes performance stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Performance Stock Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	13,365	$	17.96
Granted	—	—
Vested	(14,477)	17.95
Forfeited		—
Performance adjustment(1)	1,112	—
Unvested as of September 30, 2023	—	$	—

(1) Represents adjustments to previously granted PSU’s to reflect changes in estimates of future financial performance against targets.

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 awarded during the three months ended September 30, 2023:

	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	558,569	$	1.85	$	2.50	August 1, 2023 - August 1, 2028	1 year - 3 years
Tranche 2	558,540	$	1.69	$	5.00	August 1, 2023 - August 1, 2028	1.41 years - 3 years
Tranche 3	558,579	$	1.55	$	7.50	August 1, 2023 - August 1, 2028	1.96 years - 3 years
Tranche 4	558,550	$	1.45	$	10.00	August 1, 2023 - August 1, 2028	2.27 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 three months ended September 30, 2022:

	Number of Shares per Tranche	Grant Date Fair Value (per Share)		Stock Price Hurdle (per Share)		Performance Period	Requisite Service Period
Tranche 1	1,055,674	$	1.52	$	4.00	August 1, 2022 - August 1, 2027	1.39 years - 3 years
Tranche 2	1,055,648	$	1.25	$	7.50	August 1, 2022 - August 1, 2027	2.33 years - 3 years
Tranche 3	1,055,674	$	1.11	$	10.00	August 1, 2022 - August 1, 2027	2.66 years - 3 years
Tranche 4	1,055,648	$	1.01	$	12.50	August 1, 2022 - August 1, 2027	2.90 years - 3 years

Schedule of Nonvested Share Activity

The following table summarizes price-vested stock unit activity under the 2020 Stock Plan for the three months ended September 30, 2023:

	Number of Price-Vested Units	Weighted-Average Grant Date Fair Value
Unvested as of June 30, 2023	4,044,180	$	1.22
Granted	2,234,238	1.64
Vested	—	—
Forfeited	—	—
Unvested as of September 30, 2023	6,278,418	$	1.37

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Revenue from Contracts with Customers (Tables)

3 Months Ended

Sep. 30, 2023

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 September 30,
(in thousands)	2023		2022
Senior:
Commission revenue:
Medicare advantage	$	74,372	$	66,357
Medicare supplement	313		116
Prescription drug plan	71		91
Dental, vision, and health	1,049		335
Other commission revenue	359		655
Total commission revenue	76,164		67,554
Total other revenue	13,754		9,959
Total Senior revenue	89,918		77,513
Healthcare Services:
Total pharmacy revenue	94,788		41,093
Total other revenue	2,580		1,974
Total Healthcare Services revenue	97,368		43,067
Life:
Commission revenue:
Term	19,114		15,376
Final expense	14,120		17,420
Total commission revenue	33,234		32,796
Total other revenue	4,569		4,039
Total Life revenue	37,803		36,835
Auto & Home:
Total commission revenue	8,815		6,681
Total other revenue	212		401
Total Auto & Home revenue	9,027		7,082
Eliminations:
Total commission revenue	(457)		(696)
Total other revenue	(929)		(1,317)
Total Elimination revenue	(1,386)		(2,013)
Total commission revenue	117,756		106,335
Total pharmacy revenue	94,788		41,093
Total other revenue	20,186		15,056
Total revenue	$	232,730	$	162,484

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, 2023	$	840,498
Commission revenue from revenue recognized	43,307
Net commission revenue adjustment from change in estimate	366
Amounts recognized as accounts receivable, net	(14,524)
Balance as of September 30, 2023	$	869,647

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, 2023	$	1,691
Commission revenue recognized	(4,920)
Other revenue recognized	(308)
Amounts recognized as contract liabilities	9,294
Balance as of September 30, 2023	$	5,757

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Net Loss Per Share (Tables)

3 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Schedule of Loss Per Share, Basic and Diluted

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

	Three Months Ended September 30,
(in thousands, except per share amounts)	2023		2022
Basic:
Numerator:
Net loss attributable to common shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Net loss per share—basic:	$	(0.19)	$	(0.26)
Diluted:
Numerator:
Net loss attributable to common and common equivalent shareholders	$	(31,051)	$	(42,484)
Denominator:
Weighted-average common stock outstanding	167,453		164,824
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP(1)	—		—
Total common and common equivalent shares outstanding	167,453		164,824
Net loss per share—diluted:	$	(0.19)	$	(0.26)

(1) Excluded from the computation of net loss per share-diluted for the three months ended September 30, 2023 and 2022, because the effect would have been anti-dilutive.

Schedule of Antidilutive Securities Excluded from Computation of Loss Per Share

The weighted average potential shares of common stock that were excluded from the calculation of net loss per share-diluted because including them would have been anti-dilutive are as follows for the periods presented:

	Three Months Ended September 30,
(in thousands)	2023	2022
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP	10,521	7,779

The weighted average potential shares of common stock that were excluded from the calculation of net 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 September 30,
(in thousands)	2023	2022
Shares subject to outstanding PVU’s	6,278	4,223
Shares subject to outstanding PSU's	—	6
Total	6,278	4,229

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Segment Information (Tables)

3 Months Ended

Sep. 30, 2023

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following table presents information about the reportable segments for the three months ended September 30, 2023:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	89,918	$	97,368	$	37,803	$	9,027	$	(1,386)	(1)	$	232,730
Operating expenses	(91,253)		(95,046)		(32,563)		(5,708)		(19,498)		(2)	(244,068)
Other income (expense), net	—		—		—		—		(38)			(38)
Adjusted EBITDA	$	(1,335)	$	2,322	$	5,240	$	3,319	$	(20,922)		(11,376)
Share-based compensation expense												(3,175)
Transaction costs(3)												(1,904)
Depreciation and amortization												(5,989)
Loss on disposal of property, equipment, and software												(9)
Interest expense, net												(21,397)
Income tax benefit												12,799
Net loss												$	(31,051)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $13.9 million in salaries and benefits for certain general, administrative, and IT related departments and $4.1 million in professional services fees.

(3) These expenses consist of financing transaction costs and non-restructuring severance expenses.

The following table presents information about the reportable segments for the three months ended September 30, 2022:

(in thousands)	Senior		Healthcare Services		Life		Auto & Home		Corp & Elims			Consolidated
Revenue	$	77,513	$	43,067	$	36,835	$	7,082	$	(2,013)	(1)	$	162,484
Operating expenses	(81,366)		(54,854)		(31,811)		(4,640)		(17,446)		(2)	(190,117)
Other income (expense), net	—		—		201		(1)		(42)			158
Adjusted EBITDA	$	(3,853)	$	(11,787)	$	5,225	$	2,441	$	(19,501)		(27,475)
Share-based compensation expense												(2,630)
Transaction costs (3)												(2,126)
Depreciation and amortization												(6,802)
Loss on disposal of property, equipment, and software												(325)
Interest expense, net												(16,736)
Income tax benefit												13,610
Net loss												$	(42,484)

(1) Revenue in the Corp & Elims division represents intercompany revenue eliminated between segments, including for lead generation referrals from InsideResponse (within Senior) and referrals between the other segments.

(2) Operating expenses in the Corp & Elims division primarily include $12.1 million in salaries and benefits for certain general, administrative, and IT related departments and $4.6 million in professional services fees.

(3) These expenses primarily consist of costs related to the Fourth Amendment to the Senior Secured Credit Facility.

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Acquisitions - Narrative (Details) $ in Millions			3 Months Ended	12 Months Ended
	Aug. 31, 2021 USD ($)	Apr. 30, 2021 USD ($) provision	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)
Business Acquisition [Line Items]
Weighted average useful life (in years)			3 years 3 months 18 days	3 years 7 months 6 days
Express Med Pharmaceutical Inc
Business Acquisition [Line Items]
Percentage of voting interests acquired (in percent)		100.00%
Total purchase consideration		$ 24.0
Cash acquired from acquisition		17.5
Holdback for indemnification claims			$ 2.5
Contingent consideration, liability		$ 4.0
Number of provisions | provision		2
Contingent consideration payment for provision one				$ 3.0
Contingent consideration provision two				1.0
Remaining holdback for indemnification claims				2.4
Express Med Pharmaceutical Inc | Minimum
Business Acquisition [Line Items]
Weighted average useful life (in years)		1 year
Express Med Pharmaceutical Inc | Maximum
Business Acquisition [Line Items]
Total purchase consideration		$ 24.0
Weighted average useful life (in years)		5 years
Express Med Pharmaceutical Inc | Senior
Business Acquisition [Line Items]
Business acquisition, goodwill, expected tax deductible amount		$ 16.3
Simple Meds
Business Acquisition [Line Items]
Percentage of voting interests acquired (in percent)	100.00%
Payments to acquire businesses, gross	$ 7.0
Simple Meds | Senior
Business Acquisition [Line Items]
Business acquisition, goodwill, expected tax deductible amount				$ 5.6

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Property And Equipment—Net - Summary (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Property, Plant and Equipment [Line Items]
Total	$ 59,937	$ 61,146
Less accumulated depreciation	(35,097)	(33,694)
Property and equipment—net	24,840	27,452
Computer hardware
Property, Plant and Equipment [Line Items]
Property and equipment, gross	20,354	20,970
Machinery and equipment
Property, Plant and Equipment [Line Items]
Total	15,129	14,825
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	19,033	20,422
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	4,591	4,591
Work in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 830	$ 338

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Property And Equipment—Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ (3.2)	$ (3.5)

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Software—Net - Summary (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Total	$ 36,439	$ 36,088
Less accumulated amortization	(21,762)	(21,348)
Software—net	14,677	14,740
Software
Finite-Lived Intangible Assets [Line Items]
Total	36,345	35,945
Work in progress
Finite-Lived Intangible Assets [Line Items]
Total	$ 94	$ 143

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Software—Net - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Sep. 30, 2023	Jun. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Capitalized software costs in the period	$ 2.0	$ 2.0
Capitalized software amortization	$ (2.1)	$ (1.8)

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Intangible Assets and Goodwill - Carrying Amounts Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 21,314	$ 42,906
Accumulated Amortization	(11,872)	(17,062)
Net Carrying Amount	9,442	10,200
Impairment Charges		(15,644)
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	17,492	17,492
Accumulated Amortization	(9,196)	(8,617)
Net Carrying Amount	8,296	8,875
Impairment Charges		0
Trade name
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	2,680	2,680
Accumulated Amortization	(1,832)	(1,697)
Net Carrying Amount	848	983
Impairment Charges		0
Proprietary software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,042	1,042
Accumulated Amortization	(797)	(758)
Net Carrying Amount	245	284
Impairment Charges		0
Noncompete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	100	1,292
Accumulated Amortization	(47)	(701)
Net Carrying Amount	53	58
Impairment Charges		(533)
Vendor relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	20,400
Accumulated Amortization	0	(5,289)
Net Carrying Amount	$ 0	0
Impairment Charges		$ (15,111)

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Intangible Assets and Goodwill - Narrative (Details) - USD ($)	3 Months Ended		12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2023
Goodwill [Line Items]
Impairment of intangible assets excluding goodwill	$ 0	$ 0
Amortization of intangible assets	$ (800,000)	(1,500,000)
Weighted average useful life (in years)	3 years 3 months 18 days		3 years 7 months 6 days
Goodwill	$ 29,136,000		$ 29,136,000
Goodwill impairment	0	$ 0
Healthcare Services:
Goodwill [Line Items]
Goodwill	$ 29,100,000

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Intangible Assets and Goodwill - Schedule of Future Amortization (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Remainder fiscal 2024	$ 2,273
2025	2,911
2026	2,331
2027	1,927
Net Carrying Amount	9,442	$ 10,200
Trade name
Finite-Lived Intangible Assets [Line Items]
Remainder fiscal 2024	401
2025	447
2026	0
2027	0
Net Carrying Amount	848	983
Proprietary software
Finite-Lived Intangible Assets [Line Items]
Remainder fiscal 2024	117
2025	128
2026	0
2027	0
Net Carrying Amount	245	284
Noncompete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Remainder fiscal 2024	15
2025	20
2026	18
2027	0
Net Carrying Amount	53	58
Vendor relationships
Finite-Lived Intangible Assets [Line Items]
Net Carrying Amount	0	0
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Remainder fiscal 2024	1,740
2025	2,316
2026	2,313
2027	1,927
Net Carrying Amount	$ 8,296	$ 8,875

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Leases - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended		12 Months Ended
	Jul. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2023
Lessee, Lease, Description [Line Items]
Expected rental payments		$ 41,973
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, term		1 year
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, term		13 years
Monaca, Pennsylvania | Affiliated Entity
Lessee, Lease, Description [Line Items]
Expected rental payments				$ 3,600
Operating lease, term		10 years
Option to extend		5 years
San Diego, California and Indianapolis, Indiana
Lessee, Lease, Description [Line Items]
Right-of-use assets obtained in exchange for new lease liabilities			$ 1,600
Overland Park, Kansas
Lessee, Lease, Description [Line Items]
Gain (loss) on lease termination	$ (900)	$ (300)		$ (600)

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Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Leases [Abstract]
Finance lease costs	$ 43	$ 44
Operating lease costs	1,584	2,092
Short-term lease costs	61	31
Variable lease costs	135	214
Sublease income	(574)	(418)
Total net lease costs	$ 1,249	$ 1,963

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Leases - Maturity of Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Operating leases
Remainder fiscal 2024	$ 5,901
2025	7,947
2026	7,412
2027	6,105
2028	5,562
Thereafter	9,046
Total undiscounted lease payments	41,973
Less: interest	10,403
Present value of lease liabilities	31,570
Finance leases
Remainder fiscal 2024	98
2025	38
2026	38
2027	32
2028	0
Thereafter	0
Total undiscounted lease payments	206
Less: interest	17
Present value of lease liabilities	189
Total
Remainder fiscal 2024	5,999
2025	7,985
2026	7,450
2027	6,137
2028	5,562
Thereafter	9,046
Total undiscounted lease payments	42,179
Less: interest	10,420
Present value of lease liabilities	$ 31,759

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Leases - Sublease Income, Fiscal Year Maturity (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Leases [Abstract]
Remainder fiscal 2024	$ 1,770
2025	2,548
2026	2,587
2027	2,180
2028	1,931
Thereafter	2,092
Total sublease income	$ 13,108

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Debt - Credit Agreement and Senior Secured Credit Facility (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Jun. 30, 2023
Debt Instrument [Line Items]
Unamortized debt issuance costs and debt discount	$ (7,592)	$ (9,001)
Total debt	695,068	698,508
Less current portion of long-term debt:	(33,883)	(33,883)
Long-term debt	661,185	664,625
Line of Credit | Secured Debt
Debt Instrument [Line Items]
Term Loans (effective interest rate 13.3%)	$ 702,660	$ 707,509
Effective interest rate	13.30%	13.30%

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Debt - Narrative (Details) - USD ($)		3 Months Ended		12 Months Ended
	Aug. 26, 2022	Sep. 30, 2023	Sep. 30, 2022	Jun. 30, 2021	Aug. 25, 2022	Dec. 23, 2021	Nov. 02, 2021	Feb. 24, 2021	Nov. 05, 2019
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity							$ 75,000,000
Unamortized debt issuance costs		$ 40,100,000
Unamortized debt issuance costs		33,000,000
Amortization of debt issuance costs and debt discount		1,612,000	$ 1,612,000
Cash flow hedge to be reclassified during next 12 months		14,100,000
Interest Rate Swap
Line of Credit Facility [Line Items]
Derivative, notional amount		325,000,000
Fair value of interest rate swap		$ 15,400,000
Base Rate | Interest Rate Swap
Line of Credit Facility [Line Items]
Derivative, basis spread on variable rate		0.931%
Line of Credit
Line of Credit Facility [Line Items]
Increase in variable rate payable in cash	0.50%
Increase in variable rate payable in kind	1.00%
Line of Credit | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate
Line of Credit Facility [Line Items]
Variable rate payable in cash		6.00%
Variable rate payable in kind	2.00%
Line of Credit | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum
Line of Credit Facility [Line Items]
Debt instrument, interest rate	0.75%
Line of Credit | Base Rate
Line of Credit Facility [Line Items]
Variable rate payable in cash	5.00%
Variable rate payable in kind	2.00%
Line of Credit | Secured Debt | DDTL Facility
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity								$ 145,000,000
Increase to maximum borrowing capacity							200,000,000
Termination fee	$ 500,000
Line of Credit | Secured Debt | Term Loans
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity		$ 702,700,000
Secured Debt | Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity								425,000,000	$ 425,000,000
Increase to maximum borrowing capacity								$ 231,000,000
Principal payments made		214,000,000
Secured Debt | Line of Credit | Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	2.50%
Secured Debt | Line of Credit | Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	4.75%
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum
Line of Credit Facility [Line Items]
Debt instrument, interest rate	1.00%
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	5.00%
Revolving Credit Facility | Base Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	4.00%
Revolving Credit Facility | Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity		$ 100,000,000			$ 135,000,000
Increase to maximum borrowing capacity						$ 35,000,000	$ 25,000,000
Loss on extinguishment of debt				$ 3,300,000
Minimum revolving exposure for asset coverage ratio	$ 50,000,000

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Commitments and Contingencies (Details) - defendant	Oct. 07, 2021	Aug. 17, 2021
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
Hartel v. SelectQuote, Inc. | Executive Officer
Loss Contingencies [Line Items]
Number of defendants		2

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Shareholders' Equity - Common Stock Reserved For Future Issuance (Details) - shares	Sep. 30, 2023	Jun. 30, 2023
Class of Stock [Line Items]
Options issued and outstanding under stock option plans (in shares)	3,832,592	3,847,339
Common Stock
Class of Stock [Line Items]
Number of shares available for grant (in shares)	23,284,620
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)	3,271,623
Options issued and outstanding under stock option plans (in shares)	19,473,034
2003 Plan | Common Stock
Class of Stock [Line Items]
Options issued and outstanding under stock option plans (in shares)	539,804

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Shareholders' Equity - Narrative (Details) $ in Thousands		3 Months Ended
	Sep. 13, 2023 shares	Sep. 30, 2023 USD ($) installment tranche plan shares	Sep. 30, 2022 USD ($) shares
Class of Stock [Line Items]
Number of share-based compensation plans | plan		2
Options granted (in shares)		0
Cost not yet recognized | $		$ 4,200
Cost not yet recognized, period for recognition		1 year 8 months 19 days
Proceeds from common stock options exercised and employee stock purchase plan | $		$ 0	$ 1,079
Restricted Stock Units (RSUs)
Class of Stock [Line Items]
Share-based cost not yet recognized (Less Than for PSU's granted) | $		$ 15,500
Weighted-average remaining service period (in years)		2 years 3 months 21 days
Restricted Stock Units (RSUs) | Minimum
Class of Stock [Line Items]
Award performance period		1 year
Restricted Stock Units (RSUs) | Maximum
Class of Stock [Line Items]
Award performance period		4 years
Performance Stock
Class of Stock [Line Items]
Award performance period		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
Performance Stock | Tranche 2
Class of Stock [Line Items]
Number of potential shares earned (in percent)		0.00%
Price-Vested Units (PVUs)
Class of Stock [Line Items]
Options granted (in shares)		2,234,238
Award performance period		5 years
Share-based cost not yet recognized (Less Than for PSU's granted) | $		$ 6,000
Weighted-average remaining service period (in years)		1 year 10 months 2 days
Number of tranches | tranche		4
Threshold days for determining the weighted average price of share		60 days
Price-Vested Units (PVUs) | Tranche 1
Class of Stock [Line Items]
Options granted (in shares)		558,569	1,055,674
Price-Vested Units (PVUs) | Tranche 2
Class of Stock [Line Items]
Options granted (in shares)		558,540	1,055,648
Common Stock
Class of Stock [Line Items]
Number of shares available for grant (in shares)		23,284,620
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
2020 Plan | Common Stock
Class of Stock [Line Items]
Number of shares available for grant (in shares)		3,271,623
2003 Plan
Class of Stock [Line Items]
Award exercise period after termination		90 days
Award exercise period after termination due to death or disability		12 months
Award expiration period (in years)		10 years
Number of installments | installment		4
Purchase price of common stock, percent		100.00%
Proceeds from common stock options exercised and employee stock purchase plan | $		$ 0	$ 600
2003 Plan | Tranche 1
Class of Stock [Line Items]
Vesting rights percentage		33.30%
2003 Plan | Tranche 2
Class of Stock [Line Items]
Vesting rights percentage		0.0416%
ESPP | ESPP
Class of Stock [Line Items]
Proceeds from common stock options exercised and employee stock purchase plan | $			$ 500
Shares issued to employees (in shares)			779,946
ESPP | Common Stock
Class of Stock [Line Items]
Number of shares available for grant (in shares)		159

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Shareholders' Equity - Schedule of Share-based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Class of Stock [Line Items]
Share-based compensation expense	$ 3,175	$ 2,555
Equity classified stock options
Class of Stock [Line Items]
Share-based compensation expense	722	852
Equity classified RSU's
Class of Stock [Line Items]
Share-based compensation expense	1,741	1,402
Equity classified PSU's
Class of Stock [Line Items]
Share-based compensation expense	33	(57)
Equity classified PVU's
Class of Stock [Line Items]
Share-based compensation expense	$ 679	$ 358

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Shareholders' Equity - Option Activity (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Sep. 30, 2023 USD ($) $ / shares shares
Number of Options
Beginning balance (in shares) | shares	3,847,339
Options granted (in shares) | shares	0
Options exercised (in shares) | shares	0
Options forfeited/expired/cancelled (in shares) | shares	(14,747)
Ending balance (in shares) | shares	3,832,592
Vested and exercisable, number of options (in shares) | shares	2,245,756
Weighted- Average Exercise Price
Beginning balance (in dollars per share) | $ / shares	$ 11.56
Options granted (in dollars per share) | $ / shares	0
Options exercised (in dollars per share) | $ / shares	0
Options forfeited/expired/cancelled (in dollars per share) | $ / shares	10.10
Ending balance (in dollars per share) | $ / shares	11.57
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares	$ 12.74
Weighted-average remaining contractual term, outstanding (in years)	7 years 2 months 8 days
Weighted-average remaining contractual term, vested and exercisable (in years)	6 years 7 months 9 days
Aggregate intrinsic value, outstanding | $	$ 10
Aggregate intrinsic value, vested and exercisable | $	$ 10

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Shareholders' Equity - Restricted Stock Unit and Performance Stock Activity (Details) - $ / shares	3 Months Ended
	Sep. 30, 2023	Sep. 13, 2023
Weighted-Average Grant Date Fair Value
Forfeited (in dollars per share)	$ 0
Restricted Stock Units (RSUs)
Number of Restricted Stock Units
Beginning balance (in shares)	4,911,613
Granted (in shares)	5,881,439
Vested (in shares)	(1,031,892)
Forfeited (in shares)	(26,071)
Ending balance (in shares)	9,735,089
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 2.57
Granted (in dollars per share)	1.51
Vested (in dollars per share)	3.63
Forfeited (in dollars per share)	2.24
Ending balance (in dollars per share)	$ 1.82
Restricted Stock Units (RSUs) | Minimum
Weighted-Average Grant Date Fair Value
Award performance period	1 year
Restricted Stock Units (RSUs) | Maximum
Weighted-Average Grant Date Fair Value
Award performance period	4 years
Performance Stock
Number of Restricted Stock Units
Beginning balance (in shares)	13,365
Granted (in shares)	0
Vested (in shares)	(14,477)
Forfeited (in shares)
Performance adjustment (in shares)	1,112
Ending balance (in shares)	0
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 17.96
Granted (in dollars per share)	0
Vested (in dollars per share)	17.95
Forfeited (in dollars per share)	0
Performance adjustment (in dollars per share)	0
Ending balance (in dollars per share)	$ 0
Award performance period	3 years
Performance Stock | Tranche 1
Weighted-Average Grant Date Fair Value
Number of potential shares earned (in percent)		13.00%
Performance Stock | Tranche 2
Weighted-Average Grant Date Fair Value
Number of potential shares earned (in percent)	0.00%

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Shareholders' Equity - Price Vesting Units (Details) - $ / shares	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Class of Stock [Line Items]
Number of shares per tranche (in shares)	0
Stock price hurdle (in USD per Share)	$ 0
Price-Vested Units (PVUs)
Class of Stock [Line Items]
Number of shares per tranche (in shares)	2,234,238
Grant date fair value (in USD per Share)	$ 1.64
Price-Vested Units (PVUs) | Tranche 1
Class of Stock [Line Items]
Number of shares per tranche (in shares)	558,569	1,055,674
Grant date fair value (in USD per Share)	$ 1.85	$ 1.52
Stock price hurdle (in USD per Share)	$ 2.50	$ 4.00
Price-Vested Units (PVUs) | Tranche 1 | Minimum
Class of Stock [Line Items]
Requisite service period (in years)	1 year	1 year 4 months 20 days
Price-Vested Units (PVUs) | Tranche 1 | Maximum
Class of Stock [Line Items]
Requisite service period (in years)	3 years	3 years
Price-Vested Units (PVUs) | Tranche 2
Class of Stock [Line Items]
Number of shares per tranche (in shares)	558,540	1,055,648
Grant date fair value (in USD per Share)	$ 1.69	$ 1.25
Stock price hurdle (in USD per Share)	$ 5.00	$ 7.50
Price-Vested Units (PVUs) | Tranche 2 | Minimum
Class of Stock [Line Items]
Requisite service period (in years)	1 year 4 months 28 days	2 years 3 months 29 days
Price-Vested Units (PVUs) | Tranche 2 | Maximum
Class of Stock [Line Items]
Requisite service period (in years)	3 years	3 years
Price-Vested Units (PVUs) | Tranche 3
Class of Stock [Line Items]
Number of shares per tranche (in shares)	558,579	1,055,674
Grant date fair value (in USD per Share)	$ 1.55	$ 1.11
Stock price hurdle (in USD per Share)	$ 7.50	$ 10.00
Price-Vested Units (PVUs) | Tranche 3 | Minimum
Class of Stock [Line Items]
Requisite service period (in years)	1 year 11 months 15 days	2 years 7 months 28 days
Price-Vested Units (PVUs) | Tranche 3 | Maximum
Class of Stock [Line Items]
Requisite service period (in years)	3 years	3 years
Price-Vested Units (PVUs) | Tranche 4
Class of Stock [Line Items]
Number of shares per tranche (in shares)	558,550	1,055,648
Grant date fair value (in USD per Share)	$ 1.45	$ 1.01
Stock price hurdle (in USD per Share)	$ 10.00	$ 12.50
Price-Vested Units (PVUs) | Tranche 4 | Minimum
Class of Stock [Line Items]
Requisite service period (in years)	2 years 3 months 7 days	2 years 10 months 24 days
Price-Vested Units (PVUs) | Tranche 4 | Maximum
Class of Stock [Line Items]
Requisite service period (in years)	3 years	3 years

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Shareholders' Equity - Fair Value Assumptions (Details) - Price-Vested Units (PVUs)	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Class of Stock [Line Items]
Share price as of grant date	138.00%	180.00%
Volatility	94.30%	79.30%
Risk-free interest rate	4.10%	2.60%
Cost of Equity	9.20%	10.60%
Dividend yield	0.00%	0.00%

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Shareholders' Equity - Price-vested Stock Unit Activity (Details)	3 Months Ended
	Sep. 30, 2023 $ / shares shares
Number of Price-Vested Units
Granted (in shares)	0
Price-Vested Units (PVUs)
Number of Price-Vested Units
Beginning balance (in shares)	4,044,180
Granted (in shares)	2,234,238
Vested (in shares)	0
Forfeited (in shares)	0
Ending balance (in shares)	6,278,418
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share) | $ / shares	$ 1.22
Granted (in dollars per share) | $ / shares	1.64
Vested (in dollars per share) | $ / shares	0
Forfeited (in dollars per share) | $ / shares	0
Ending balance (in dollars per share) | $ / shares	$ 1.37

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Shareholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Proceeds from common stock options exercised and employee stock purchase plan	$ 0	$ 1,079
Share-based compensation expense	$ 3,175	$ 2,630
Common Stock
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Number of shares available for grant (in shares)	23,284,620
ESPP | Common Stock
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Number of shares available for grant (in shares)	159
ESPP | ESPP
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Minimum purchase price of common stock as a percent of common stock exercise date fair value, percent	85.00%
Shares issued to employees (in shares)		779,946
Proceeds from common stock options exercised and employee stock purchase plan		$ 500
Share-based compensation expense		$ 200

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Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Disaggregation of Revenue [Line Items]
Total revenue	$ 232,730	$ 162,484
Commission
Disaggregation of Revenue [Line Items]
Total revenue	117,756	106,335
Total pharmacy revenue
Disaggregation of Revenue [Line Items]
Total revenue	94,788	41,093
Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	20,186	15,056
Intersegment Eliminations
Disaggregation of Revenue [Line Items]
Total revenue	1,386	2,013
Intersegment Eliminations | Commission
Disaggregation of Revenue [Line Items]
Total revenue	457	696
Intersegment Eliminations | Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	929	1,317
Senior: | Operating Segments
Disaggregation of Revenue [Line Items]
Total revenue	89,918	77,513
Senior: | Operating Segments | Commission
Disaggregation of Revenue [Line Items]
Total revenue	76,164	67,554
Senior: | Operating Segments | Medicare advantage
Disaggregation of Revenue [Line Items]
Total revenue	74,372	66,357
Senior: | Operating Segments | Medicare supplement
Disaggregation of Revenue [Line Items]
Total revenue	313	116
Senior: | Operating Segments | Prescription drug plan
Disaggregation of Revenue [Line Items]
Total revenue	71	91
Senior: | Operating Segments | Dental, vision, and health
Disaggregation of Revenue [Line Items]
Total revenue	1,049	335
Senior: | Operating Segments | Other commission revenue
Disaggregation of Revenue [Line Items]
Total revenue	359	655
Senior: | Operating Segments | Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	13,754	9,959
Healthcare Services: | Operating Segments
Disaggregation of Revenue [Line Items]
Total revenue	97,368	43,067
Healthcare Services: | Operating Segments | Total pharmacy revenue
Disaggregation of Revenue [Line Items]
Total revenue	94,788	41,093
Healthcare Services: | Operating Segments | Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	2,580	1,974
Life: | Operating Segments
Disaggregation of Revenue [Line Items]
Total revenue	37,803	36,835
Life: | Operating Segments | Commission
Disaggregation of Revenue [Line Items]
Total revenue	33,234	32,796
Life: | Operating Segments | Term
Disaggregation of Revenue [Line Items]
Total revenue	19,114	15,376
Life: | Operating Segments | Final expense
Disaggregation of Revenue [Line Items]
Total revenue	14,120	17,420
Life: | Operating Segments | Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	4,569	4,039
Auto & Home: | Operating Segments
Disaggregation of Revenue [Line Items]
Total revenue	9,027	7,082
Auto & Home: | Operating Segments | Commission
Disaggregation of Revenue [Line Items]
Total revenue	8,815	6,681
Auto & Home: | Operating Segments | Total other revenue
Disaggregation of Revenue [Line Items]
Total revenue	$ 212	$ 401

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Revenues from Contracts with Customers - Commission Receivable Roll Forward (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2023 USD ($)
Activity in Commissions Receivable [Roll Forward]
Beginning balance	$ 840,498
Commission revenue from revenue recognized	43,307
Net commission revenue adjustment from change in estimate	366
Amounts recognized as accounts receivable, net	(14,524)
Ending balance	$ 869,647

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Revenues from Contracts with Customers - Narrative (Details) $ in Millions	3 Months Ended
	Sep. 30, 2023 USD ($)
Disaggregation of Revenue [Line Items]
Net commission revenue adjustment from change in estimate	$ 0.4
Auto & Home Segment | Senior
Disaggregation of Revenue [Line Items]
Negative adjustment	0.6
Positive adjustment	0.8
Auto & Home Segment | Life Segment
Disaggregation of Revenue [Line Items]
Negative adjustment	$ 0.2

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Revenues from Contracts with Customers - Contract Liabilities Roll Forward (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2023 USD ($)
Activities in Contract Liabilities [Roll Forward]
Balance as of June 30, 2023	$ 1,691
Commission revenue recognized	(4,920)
Other revenue recognized	(308)
Amounts recognized as contract liabilities	9,294
Balance as of September 30, 2023	$ 5,757

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income tax benefit	$ 12,799	$ 13,610
Effective income tax rate reconciliation, percent	29.20%	24.30%
Valuation allowance	$ 3,300

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Net Loss Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net loss attributable to common shareholders	$ (31,051)	$ (42,484)
Denominator:
Weighted average number of shares outstanding, basic (in shares)	167,453	164,824
Net loss per share—basic: (in dollars per share)	$ (0.19)	$ (0.26)
Numerator:
Net loss attributable to common and common equivalent shareholders	$ (31,051)	$ (42,484)
Denominator:
Stock options outstanding to purchase shares of common stock including unvested RSU's and from the ESPP (in shares)	0	0
Total common and common equivalent shares outstanding (in shares)	167,453	164,824
Net loss per share—diluted: (in dollars per share)	$ (0.19)	$ (0.26)

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Net Loss Per Share - Antidilutive Shares (Details) - Stock Option - shares shares in Thousands	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	6,278	4,229
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	10,521	7,779
Price-Vested Units (PVUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	6,278	4,223
Phantom Share Units (PSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	0	6

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Segment Information - Schedule of Segment Reporting Information (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2023 USD ($) segment	Sep. 30, 2022 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | segment	4
Revenue	$ 232,730	$ 162,484
Operating expenses	(244,068)	(190,117)
Other income (expense), net	(38)	158
Adjusted EBITDA	(11,376)	(27,475)
Share-based compensation expense	(3,175)	(2,630)
Transaction costs	(1,904)	(2,126)
Depreciation and amortization	(5,989)	(6,802)
Loss on disposal of property, equipment, and software	(9)	(325)
Interest expense, net	(21,397)	(16,736)
Income tax benefit	12,799	13,610
NET LOSS	(31,051)	(42,484)
Corp & Elims
Segment Reporting Information [Line Items]
Revenue	(1,386)	(2,013)
Operating expenses	(19,498)	(17,446)
Other income (expense), net	(38)	(42)
Adjusted EBITDA	(20,922)	(19,501)
Salary expense	13,900	(12,100)
Professional fees	(4,100)	(4,600)
Senior: | Operating Segments
Segment Reporting Information [Line Items]
Revenue	89,918	77,513
Operating expenses	(91,253)	(81,366)
Other income (expense), net	0	0
Adjusted EBITDA	(1,335)	(3,853)
Healthcare Services: | Operating Segments
Segment Reporting Information [Line Items]
Revenue	97,368	43,067
Operating expenses	(95,046)	(54,854)
Other income (expense), net	0	0
Adjusted EBITDA	2,322	(11,787)
Life: | Operating Segments
Segment Reporting Information [Line Items]
Revenue	37,803	36,835
Operating expenses	(32,563)	(31,811)
Other income (expense), net	0	201
Adjusted EBITDA	5,240	5,225
Auto & Home: | Operating Segments
Segment Reporting Information [Line Items]
Revenue	9,027	7,082
Operating expenses	(5,708)	(4,640)
Other income (expense), net	0	(1)
Adjusted EBITDA	$ 3,319	$ 2,441

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Segment Information - Narrative (Details) - Revenue from Contract with Customer Benchmark - Customer Concentration Risk - Senior:	3 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
UHC
Segment Reporting Information [Line Items]
Concentration risk, percentage	32.00%	26.00%
Humana
Segment Reporting Information [Line Items]
Concentration risk, percentage	17.00%
Wellcare
Segment Reporting Information [Line Items]
Concentration risk, percentage		15.00%