rustpilot's first-half growth came alongside a much heavier use of cash for its own shares. The company and its employee benefit trust spent a combined $42.5 million purchasing Trustpilot stock during H1 2026, compared with $16.0 million of adjusted free cash flow generated by the business.
That puts gross share-purchase cash expenditure at approximately 2.66 times adjusted free cash flow. The comparison does not mean all $42.5 million represented conventional shareholder returns — $16.5 million was spent by Trustpilot's employee benefit trust to acquire shares for employee schemes — but it shows the scale of equity-related cash deployment during a period in which the group's cash balance fell materially.
The capital-allocation picture has become more significant because Trustpilot's interim filing also reveals an historical problem with the distributable reserves supporting some purchases of its own shares. The Board said there were periods between January 2024 and August 2026 when sufficient distributable reserves were either unavailable or had not been evidenced in relevant filed accounts, meaning purchases made during those periods were otherwise than in accordance with the Companies Act 2006. The company separately said certain funding provided to its employee benefit trust constituted unlawful financial assistance.
The filing does not state that every purchase during that period was affected, nor does it quantify the value of the affected transactions. That distinction matters. What the results do allow is a clearer examination of how strongly Trustpilot's expanding buyback and employee-share activity is interacting with the cash generated by the underlying business.
Operationally, Trustpilot delivered another strong half.
Revenue increased to $151.4 million, up 23% on a reported basis and 19% at constant currency. Bookings rose to $171.2 million, while adjusted EBITDA increased 46% from $18.0 million to $26.3 million. Adjusted EBITDA margin expanded 2.8 percentage points to 17.4%.
The free-cash-flow progression was considerably slower.
Net operating cash inflow increased 11% to $23.2 million, but adjusted free cash flow rose only around 5%, from $15.2 million to $16.0 million. Trustpilot's adjusted free-cash-flow conversion rate consequently fell from 85% to 61%.
The company attributes that decline to several factors, including higher employee bonuses following its FY25 performance, increased UK corporation-tax payments, the annualisation of changes in customer billing and the end of the rent-free period on its London office. Those explanations make the weaker conversion materially different from a simple deterioration in trading.
But the divergence becomes important when viewed alongside Trustpilot's capital deployment.
During the half, the company spent $25.998 million under its own share-buyback programmes. Its employee benefit trust spent a further $16.497 million acquiring Trustpilot shares. Together, those two cash outflows reached $42.495 million.
That was roughly 2.66 times the group's $15.994 million of adjusted free cash flow.
Trustpilot also received $2.043 million from employee share issues. If those proceeds are viewed alongside the two purchase lines, the net cash movement across those three share-related financing items was approximately $40.5 million. But the gross $42.5 million figure is the cleaner measure of the amount actually spent buying shares.
| H1 2026 cash measure | Amount |
|---|---|
| Adjusted free cash flow | $15.99m |
| Company share buybacks | $26.00m |
| EBT share purchases | $16.50m |
| Total cash spent purchasing shares | $42.50m |
| Share purchases / adjusted FCF | 2.66x |
The distinction between the two purchase categories is important. The direct buyback is a return of capital to shareholders. The EBT purchases serve a different purpose: Trustpilot says the trust acquired shares to meet expected Sharesave option exercises and awards under its Deferred Share Bonus, Long Term Incentive and Restricted Share plans.
Even excluding the EBT, the company's own $26.0 million buyback expenditure was approximately 1.63 times first-half adjusted free cash flow.
Trustpilot ended June with $21.9 million of cash and cash equivalents, down from $47.6 million at 31 December 2025 — a fall of approximately 54% in six months.
The consolidated cash-flow statement shows why. Operating activities contributed $23.2 million and investing activities used $4.5 million, while financing activities produced a $43.4 million net outflow. Overall cash flow for the period was negative $24.7 million before the additional impact of exchange-rate movements.
The declining cash balance should not be interpreted in isolation as evidence of a liquidity problem.
Trustpilot reported zero debt on the balance sheet at 30 June and had access to a $30 million revolving credit facility running until October 2028. The group temporarily borrowed $21 million from that facility during March for short-term intercompany funding requirements and repaid the amount in full in June. Management says the facility is not expected to be drawn under either its base case or severe-but-plausible going-concern scenario.
The more relevant observation is that Trustpilot is choosing to deploy capital at a rate that, during this half, materially exceeded internally generated adjusted free cash flow.
The cash picture also sits alongside a sizeable gap between Trustpilot's adjusted and statutory profitability.
Adjusted EBITDA climbed to $26.3 million, yet statutory operating profit fell from $5.4 million to $4.4 million, an 18% decline.
The reconciliation includes $6.4 million of depreciation, amortisation and impairment, $5.8 million of non-recurring matters and $9.7 million of share-based payments and associated social-security costs.
Trustpilot itself notes that some items excluded from adjusted EBITDA, including share-based payments, are recurring business transactions even though management considers their exclusion useful when assessing operating performance.
Share-based payment costs increased from $6.3 million to approximately $9.7 million, or about 56%. Most of the H1 2026 charge was non-cash, but the parallel $16.5 million EBT share-purchase cash outflow illustrates why employee equity arrangements remain relevant when moving from an adjusted profitability measure to a broader assessment of capital use.
Meanwhile, the share count has been falling. Trustpilot bought approximately 10.6 million shares during H1, and reported that its total diluted share count had fallen 5% year on year to 424 million.
The result is a more complicated picture than the headline 46% EBITDA increase alone suggests: improving operating leverage, substantial equity expenditure, slower cash conversion and a shrinking share base are all occurring together.
The historical distributable-reserves issue is separate from the question of whether the business can presently generate cash.
Trustpilot says technical guidance for determining distributable reserves had been incorrectly applied. For certain purchases between January 2024 and August 2026, reserves were either insufficient or had not been demonstrated in filed accounts as required. The filing also states that funding provided to the EBT between December 2025 and March 2026 constituted unlawful financial assistance because sufficient distributable reserves had not been evidenced.
The company says the matters have no impact on consolidated results, net assets, cash or current trading.
Trustpilot has taken legal advice and plans to put proposals to shareholders to ratify affected purchases and enter into agreements intended to rectify the position. Those steps include proposed releases relating to the EBT and current and former directors. The Board expects remediation to be completed during the fourth quarter of 2026.
Crucially, the filing also says interim Trustpilot Group plc accounts have since been filed demonstrating sufficient distributable reserves to support the current buyback programme, which remains expected to finish during 2026.
That qualification prevents the historical issue from being turned into a claim that Trustpilot cannot continue the present programme.
It does, however, make capital allocation one of the more consequential parts of the H1 results.
The operating business is expanding rapidly: bookings, revenue and adjusted EBITDA are all growing at double-digit rates. At the same time, cash conversion weakened, gross share purchases reached more than twice adjusted free cash flow, and cash on the balance sheet declined materially.
The next results will therefore reveal more than whether Trustpilot can sustain revenue and margin growth. They will show whether stronger profitability begins to translate into cash generation more closely aligned with the scale of its share purchases — while the company completes the remediation of the historical reserves issue disclosed in these accounts.
