What Wix Actually Paid for Base44

The headline price

On June 18, 2025, Wix announced it had bought Base44, an AI platform that builds working apps from plain-language prompts, handling the database, sign-in and hosting itself. The release gave the terms in one sentence: "initial consideration of approximately $80 million plus additional earn-out payments paid through 2029 predicated upon certain performance metrics." An earn-out is extra money a buyer pays later, only if the business hits agreed targets.¹

The same release said Wix expected to pay about $25 million in retention bonuses to Base44 employees in 2025 "as part of the above initial consideration," and that the deal would make an "inconsequential contribution" to Wix's 2025 bookings and revenue.¹

Base44 had one founder, Maor Shlomo, but it wasn't a team of one by the time it sold.³ TechCrunch wrote that Wix confirmed eight employees; Globes, the Israeli business daily, reported six. The two outlets disagree, so neither figure is in the table.⁹¹⁰

What the filing shows

Wix's annual report for 2025, filed on March 5, 2026, tells the story in accounting terms. The deal closed on June 13, 2025, for 100% of Base44's shares. The total purchase consideration was $92.158 million: $18.058 million in cash, of which $1 million sat in escrow for 12 months, plus an earn-out valued at $74.1 million on the closing date.³

Two more sums sit outside that purchase price. The founder and certain employees are eligible for cash retention bonuses and other payments totaling $42.988 million, and the founder and certain key employees for stock awards (RSUs and PSUs) worth $8 million. Both depend on staying with Wix, so Wix books them as pay for work after the deal, expensed through 2028 and over four years of vesting.³

Most of the price became goodwill: $80.893 million of it, which Wix attributes mainly to expected synergies and the workforce it acquired. The technology and the Base44 name were valued at $11.35 million and $2.78 million.³

Neither the 20-F nor the interim report explains how its lines add up to the $80 million in the announcement, and this page doesn't try to. They measure different things at different times: the press release gave round figures on announcement day, and the filings give fair values worked out afterwards.

How much was contingent

Most of it. The earn-out is the largest single piece, and its value moved twice in six months. In the H1 2025 interim report, Wix put its fair value at a preliminary $17.9 million, for a total purchase consideration of $35.958 million. The interim report noted that these estimates could change during the measurement period, which runs up to a year after closing. By the annual report, the acquisition-date fair value had become $74.1 million.²³

The earn-out depends on "certain revenue-related metrics for the calendar years 2025 through 2028." Wix values it with a Monte Carlo simulation, a model that runs many possible revenue paths, with a 50% revenue-volatility assumption. It remeasures the liability each reporting period: it rose by $15.431 million during 2025, to $89.531 million at year-end, of which $5.822 million was classified as a current liability. Portions of the earn-out that require the founder to keep working at Wix are booked as compensation, not as purchase price.³

The costs show up in Wix's own results. Its research and development expenses rose by $150.2 million in 2025, which the 20-F attributes mainly to $113.8 million more in acquisition-related expenses, "mainly attributed to our acquisition of Base44."³ In May 2026, Globes reported that Wix made about $38 million in earn-out payments in the first quarter of 2026, after Base44 met the sales targets set at closing. Wix's own release for that quarter doesn't break its acquisition-related payments out by deal.¹¹⁷

What Base44 did after

Wix has reported Base44's growth in its quarterly results, in releases it furnished to the SEC on Form 6-K. These are company-reported figures: they aren't audited, and Wix doesn't give a separate definition for Base44's ARR (annual recurring revenue, the yearly value of current subscriptions). For its wider Creative Subscriptions business, which includes Base44, it defines ARR as monthly recurring revenue times 12.⁶

The audited accounts show a much smaller Base44 for 2025. Wix left it out of its 2025 internal-control assessment, as SEC staff guidance allows in the year of an acquisition, and the 20-F says Base44 made up less than 1% of Wix's revenue for 2025 and less than 1% of its total assets, leaving out goodwill and intangibles.³ For 2026, Globes reported in May that Base44's ARR was "already approaching $150 million"; that figure is the outlet's, not Wix's.¹¹

What it doesn't show

The filings show what Wix paid and how it booked it. They leave out several things:

• Who got what. The retention payments and stock awards go to "the Founder and certain employees" as one total. Nothing filed splits them by person, and this page doesn't guess.³
• The earn-out formula. The filings name revenue-related metrics for 2025 through 2028 but not the targets, the rates or any cap. The $74.1 million and $89.531 million figures are model-based estimates of what Wix expects to pay, not payments made.³
• Base44's own books. Wix didn't present pro forma results for the deal, saying the effects weren't material, and its filings carry no separate accounts for Base44.³ Base44's ARR milestones come from Wix's releases, and ARR is a company-defined metric, not a line in the audited accounts.⁶
• The final price. With the earn-out running through 2028, the full cost of the deal won't be known until the payments are made.³

What the record does show is how a one-founder startup's sale is built: a small cash payment at closing, a larger sum that depends on growth, and further pay tied to the team staying on. The headline number came from one of those pieces, measured on one day.