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TrueBlue, Inc.

For the period ended Mar 29, 2026. Filed May 5, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 29, 2026 · Filed May 5, 2026

TBI$12.15-1.7%Stored close · as of Nov 6, 2026

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Notes to consolidated financial statements

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial statement preparation

The accompanying unaudited consolidated financial statements (“financial statements”) of TrueBlue, Inc. (the “Company,” “TrueBlue,” “we,” “us,” and “our”) are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, certain information and footnote disclosures usually found in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial statements reflect all adjustments which, in the opinion of management, are necessary to fairly state the financial statements for the interim periods presented. We follow the same accounting policies for preparing both quarterly and annual financial statements.

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The results of operations for the thirteen weeks ended March 29, 2026 are not necessarily indicative of the results expected for the full fiscal year nor for any other fiscal period.

These financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2025.

We evaluate goodwill for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include a significant change in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, changes in the carrying amount of net assets, a sale or disposition of a significant portion of a reporting unit, or a sustained decrease in stock price. We monitor the existence of potential impairment indicators throughout the fiscal year.

We test for goodwill impairment at the reporting unit level. We consider our reporting units to be our operating segments or one level below (the component level) based on our organizational structure. Our reporting units with remaining goodwill as of March 29, 2026 were Centerline, PeopleScout, and Healthcare Staffing Professionals (“HSP”).

When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions, and overall company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary.

The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value of the goodwill. We consider a reporting unit’s fair value to be substantially in excess of its carrying value at a 20% premium or greater.

Refer to Note 6: Goodwill for details on the interim impairment test, the impairment charge, valuation methodologies, and inputs used in the fair value measurement.

Recently adopted accounting standards

There were no new accounting standards adopted during the thirteen weeks ended March 29, 2026 that had a material impact on our financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Recently issued accounting standards and disclosure rules not yet adopted

Disaggregation of income statement expenses

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement (Subtopic 220-40): Disaggregation of Income Statement Expenses,” and in January 2025, the FASB issued ASU 2025-01, “Income Statement (Subtopic 220-40): Clarifying the Effective Date.” ASU 2024-03 requires disclosures about specific types of expenses included in the expense captions presented in the income statement as well as disclosure about selling expenses. ASU 2024-03, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026 (fiscal 2027 for TrueBlue) and interim periods beginning after December 15, 2027 (fiscal Q1 2028 for TrueBlue) on a prospective or retrospective basis. We are currently evaluating the impact of this ASU on our required disclosures.

Internal-use software

In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal-Use Software.” This ASU eliminates references to project stages and instead requires an entity to start capitalizing software costs once both of the following criteria have been met: (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used for its intended function. This ASU is effective for fiscal years beginning after December 15, 2027 (fiscal 2028 for TrueBlue) and interim reporting periods within those annual reporting periods (fiscal Q1 2028 for TrueBlue). The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.

Interim reporting

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270) - Narrow-Scope Improvements.” This ASU clarifies interim disclosure requirements, provides a comprehensive list of interim disclosure requirements within Topic 270, and introduces a disclosure principle to help entities determine which events since the end of the last annual reporting period are material for disclosure. This ASU does not change the fundamental nature of interim reporting or expand or reduce existing interim disclosure requirements. This ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027 (fiscal Q1 2028 for TrueBlue). The guidance can be applied on a prospective basis, or a retrospective basis for all or any prior periods, and early adoption is permitted. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.

Government assistance

In December 2025, the FASB issued ASU 2025-10, “Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities.” This ASU provides authoritative guidance for the recognition, measurement and presentation of government grants received by a business entity. This ASU is effective for annual reporting periods beginning after December 15, 2028 (fiscal 2029 for TrueBlue) and interim periods within those annual periods (fiscal Q1 2029 for TrueBlue). The guidance can be applied on a modified prospective, modified retrospective, or retrospective basis; early adoption is permitted. We are currently evaluating the impact of this ASU on our consolidated financial statements and related disclosures.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 2: ACQUISITION

Effective January 31, 2025, we acquired all of the outstanding equity interests of Healthcare Staffing Professionals, Inc., a long-term staffing and permanent hiring solutions provider, primarily focused on healthcare positions in the U.S. This acquisition allows us to expand revenue in the healthcare end-market while also diversifying our business.

Under the terms of the share purchase agreement, the base purchase price of $42.0 million was adjusted for estimated unpaid pre-close liabilities of the selling shareholders, cash acquired and estimated excess working capital. The purchase price allocated to acquired assets and liabilities was cash consideration of $35.2 million. As part of the share purchase agreement, certain Healthcare Staffing Professionals, Inc. employees can earn up to an additional $14.0 million based on the financial performance of the business over the next two years, which we have concluded would be treated as compensation expense. We havenot recorded any contingent compensation expense associated with this acquisition, since we do not anticipate that this contingent compensation will be earned as of March 29, 2026. Any amounts probable of being paid out under the agreement are expensed over the required service period. We incurred acquisition-related costs of $0.7 million for the thirteen weeks ended March 30, 2025, which are included in SG&A expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).

The following table reflects our final allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

(in thousands)Purchase price allocation
Purchase price allocated as follows:
Cash and cash equivalents$5,042
Accounts receivable13,877
Prepaid expenses, deposits and other current assets216
Operating lease right-of-use assets97
Intangible assets14,950
Total assets acquired34,182
Accounts payable and other accrued expenses2,228
Accrued wages and benefits10,369
Income tax payable3,635
Operating lease liabilities97
Total liabilities assumed16,329
Net identifiable assets acquired17,853
Goodwill (1)17,338
Total cash consideration transferred$35,191

(1) Goodwill represents the expected synergies with our existing businesses, the acquired assembled workforce, potential new clients and future cash flows after the acquisition of Healthcare Staffing Professionals, Inc., and is deductible for income tax purposes. We performed an interim goodwill impairment test associated with our HSP reporting unit as of the last day of our fiscal first quarter of 2026, which resulted in an impairment charge of $3.7 million. Goodwill remaining for the HSP reporting unit as of March 29, 2026 is $13.7 million. Refer to Note 6: Goodwill for additional details.

Intangible assets include identifiable intangible assets for customer relationships and trade names/trademarks. We estimated the fair value of the acquired identifiable intangible assets, which are subject to straight line amortization, using an income approach. These fair value measurements were based on Level 3 inputs under the fair value hierarchy.

The following table sets forth the components of identifiable intangible assets acquired, including immaterial measurement period adjustments, as of January 31, 2025:

(in thousands, except percentages and estimated useful lives, in years)Estimated fair valueEstimated useful life in yearsValuation methodDiscount rate
Customer relationships$14,3006Multi-period excess earnings17.0%
Trade names/trademarks6507Relief from royalty17.0%
Total acquired identifiable intangible assets$14,950

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The acquired assets and assumed liabilities of Healthcare Staffing Professionals, Inc. are included on our Consolidated Balance Sheets as of March 29, 2026 and December 28, 2025, and the results of its operations are reported on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended March 29, 2026 and for the period from February 1, 2025 to March 30, 2025. The amount of revenue for Healthcare Staffing Professionals, Inc. included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $12.4 million and $11.3 million for the thirteen weeks ended March 29, 2026 and March 30, 2025, respectively. The amount of income (loss) from operations for Healthcare Staffing Professionals, Inc. included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $(3.3) million and $0.2 million for the thirteen weeks ended March 29, 2026 and March 30, 2025, respectively. Income (loss) from operations includes a goodwill impairment charge of $3.7 million for the thirteen weeks ended March 29, 2026. Refer to Note 6: Goodwill for additional details. Healthcare Staffing Professionals, Inc. results have been combined with our historical PeopleScout segment, which was renamed PeopleSolutions in fiscal 2025. We concluded the acquisition of Healthcare Staffing Professionals, Inc. was not material to our consolidated results of operations and, as such, pro forma financial information was not required.

NOTE 3: FAIR VALUE MEASUREMENT

Accounts receivable, accounts payable and other accrued expenses, accrued wages and benefits and related taxes approximate their fair values due to the short-term maturities of these assets and liabilities. Our long-term debt is related to a revolving credit agreement and its carrying value approximates fair value as the interest rates are variable and reflect current market rates.

Assets measured at fair value on a recurring basis

Our assets measured at fair value on a recurring basis consisted of the following:

March 29, 2026
(in thousands)Total fair valueQuoted prices in active markets for identical assets (level 1)Significant other observable inputs (level 2)Significant unobservable inputs (level 3)
Cash and cash equivalents$24,132$24,132$—$—
Restricted cash and cash equivalents20,18120,181——
Cash, cash equivalents and restricted cash and cash equivalents (1)$44,313$44,313$—$—
Municipal debt securities$5,797$—$5,797$—
Corporate debt securities42,658—42,658—
Agency mortgage-backed securities4,594—4,594—
U.S. government and agency securities11,680—11,680—
Restricted investments classified as held-to-maturity (2)$64,729$—$64,729$—
December 28, 2025
(in thousands)Total fair valueQuoted prices in active markets for identical assets (level 1)Significant other observable inputs (level 2)Significant unobservable inputs (level 3)
Cash and cash equivalents$24,510$24,510$—$—
Restricted cash and cash equivalents19,51019,510——
Cash, cash equivalents and restricted cash and cash equivalents (1)$44,020$44,020$—$—
Municipal debt securities$7,836$—$7,836$—
Corporate debt securities50,334—50,334—
Agency mortgage-backed securities4,873—4,873—
U.S. government and agency securities7,973—7,973—
Restricted investments classified as held-to-maturity (2)$71,016$—$71,016$—

(1)Cash, cash equivalents and restricted cash and cash equivalents include money market funds, deposits and investments with original maturities of three months or less.

(2)Refer to Note 4: Restricted Cash, Cash Equivalents and Investments for additional details on our held-to-maturity debt securities.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Assets measured at fair value on a nonrecurring basis

In addition to assets that are recorded at fair value on a recurring basis, impairment tests may subject our reporting units with goodwill to nonrecurring fair value measurement. We performed an interim impairment test for goodwill associated with our HSP reporting unit as of the last day of our fiscal first quarter of 2026. Refer to Note 6: Goodwill for additional details on the impairment charge, valuation methodologies, and inputs used in the fair value measurement.

For our interim goodwill impairment test on the HSP reporting unit as of the last day of our fiscal first quarter of 2026, the fair value of the reporting unit was estimated using an equal weighting of the income and market approaches. The various inputs to the fair value model are considered Level 3. As a result of the test, goodwill with a carrying value of $17.3 million associated with our HSP reporting unit was impaired, and an impairment charge of $3.7 million was recognized on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended March 29, 2026.

NOTE 4: RESTRICTED CASH, CASH EQUIVALENTS AND INVESTMENTS

The following is a summary of the carrying value of our restricted cash, cash equivalents and investments:

(in thousands)March 29,2026December 28,2025
Cash collateral held by insurance carriers$7,708$7,681
Cash and cash equivalents held in Trust11,68411,424
Investments held in Trust64,61670,601
Company-owned life insurance policies44,43246,477
Other restricted cash and cash equivalents789405
Total restricted cash, cash equivalents and investments$129,229$136,588

Held-to-maturity

Restricted cash, cash equivalents and investments include collateral that has been provided or pledged to insurance carriers for workers’ compensation and state workers’ compensation programs. Our insurance carriers and certain state workers’ compensation programs require us to collateralize a portion of our workers’ compensation obligation. The collateral typically takes the form of cash and cash equivalents and highly rated investment grade securities, primarily in debt and asset-backed securities. The majority of our collateral obligations are held in a trust at the Bank of New York Mellon (“Trust”).

The amortized cost and estimated fair value of each of our held-to-maturity investments held in Trust, aggregated by investment category as of March 29, 2026 and December 28, 2025, were as follows:

March 29, 2026
(in thousands)Amortized costGross unrealized gainsGross unrealized lossesFair value
Municipal debt securities$5,799$—$(2)$5,797
Corporate debt securities42,527235(104)42,658
Agency mortgage-backed securities4,56430—4,594
U.S. government and agency securities11,726—(46)11,680
Total held-to-maturity investments$64,616$265$(152)$64,729
December 28, 2025
(in thousands)Amortized costGross unrealized gainsGross unrealized lossesFair value
Municipal debt securities$7,840$1$(5)$7,836
Corporate debt securities49,967519(152)50,334
Agency mortgage-backed securities4,81558—4,873
U.S. government and agency securities7,9791(7)7,973
Total held-to-maturity investments$70,601$579$(164)$71,016

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The amortized cost and fair value by contractual maturity of our held-to-maturity investments are as follows:

March 29, 2026
(in thousands)Amortized costFair value
Due in one year or less$36,587$36,545
Due after one year through five years28,02928,184
Total held-to-maturity investments$64,616$64,729

Actual maturities may differ from contractual maturities because the issuers of certain debt securities have the right to call or prepay their obligations without penalty. We have no significant concentrations of counterparties in our held-to-maturity investment portfolio.

Company-owned life insurance policies

We hold company-owned life insurance policies to support our deferred compensation liability. Unrealized gains and losses related to investments still held at March 29, 2026 and March 30, 2025, which are included in selling, general and administrative (“SG&A”) expense on our Consolidated Statements of Operations and Comprehensive Income (Loss), were as follows:

Thirteen weeks ended
(in thousands)March 29,2026March 30,2025
Unrealized loss, net$(2,045)$(1,405)

NOTE 5: SUPPLEMENTAL BALANCE SHEET INFORMATION

Accounts receivable allowance for credit losses

The activity related to the accounts receivable allowance for credit losses was as follows:

Thirteen weeks ended
(in thousands)March 29,2026March 30,2025
Beginning balance$2,190$1,009
Current period provision1,074250
Write-offs(698)(398)
Foreign currency translation——
Ending balance$2,566$861

Prepaid expenses and other current assets

The balance of prepaid expenses and other current assets was made up of the following:

(in thousands)March 29,2026December 28,2025
Prepaid software agreements$8,537$6,997
Other prepaid expenses6,2787,484
Assets held-for-sale11,75911,759
Other current assets3,3784,747
Prepaid expenses and other current assets$29,952$30,987

Assets held-for-sale

As of March 29, 2026 and December 28, 2025, all criteria for classifying our Tacoma headquarters office building as held-for-sale were met. The sale is expected to be finalized within one year, subject to customary closing conditions. The estimated fair value of the disposal group, less costs to sell, continues to exceed its carrying value of $11.8 million, and therefore no impairment charge was recorded during the thirteen weeks ended March 29, 2026.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 6: GOODWILL

The following table reflects changes in the carrying amount of goodwill during the period by reportable segment:

(in thousands)PeopleReadyPeopleManagementPeopleSolutionsTotal company
Balance at · December 28, 2025
Goodwill before impairment$105,284$81,092$159,647$346,023
Accumulated impairment charge(105,284)(79,601)(118,642)(303,527)
Goodwill—1,49141,00542,496
Impairment charge——(3,656)(3,656)
Foreign currency translation——9090
Balance atMarch 29, 2026
Goodwill before impairment105,28481,092159,737346,113
Accumulated impairment charge(105,284)(79,601)(122,298)(307,183)
Goodwill$—$1,491$37,439$38,930

During the thirteen weeks ended March 29, 2026, management determined that a triggering event occurred at our HSP reporting unit as a result of a lower share price and market capitalization. An additional impairment indicator was downward revisions to future projections, as a result of reductions in government funding that has impacted certain HSP clients. Therefore, we performed an interim goodwill impairment test for this reporting unit as of the last day of our fiscal first quarter of 2026. The fair value of the reporting unit was estimated using a weighting of the income and market valuation approaches. The income approach applied a fair value methodology to the reporting unit based on discounted cash flows. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internally-developed forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. The weighted average cost of capital used in our most recent impairment test was 16.5%. We also applied a market approach, which develops a value correlation based on the market capitalization of similar publicly traded companies, referred to as a multiple, to apply to the operating results of the reporting units. The primary market multiples to which we compare are revenue and earnings before interest, taxes, depreciation, and amortization. In our most recent interim impairment test associated with our HSP reporting unit, the market multiples were based on revenue. The income and market approaches were equally weighted in our most recent interim impairment test.

Based on our interim impairment test as of the last day of our fiscal first quarter of 2026, we concluded that the carrying amount of the HSP reporting unit exceeded its estimated fair value. Thus, we recorded a non-cash goodwill impairment charge of $3.7 million, which was included in goodwill impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended March 29, 2026. The goodwill impairment was primarily driven by downward revisions to future projections associated with our HSP reporting unit, an increase in discount rate, and a decline in market capitalization of similar publicly traded companies. The remaining goodwill balance for HSP as of March 29, 2026 was $13.7 million. Any significant adverse change in our near- or long-term projections or macroeconomic conditions could result in future impairment charges. We will continue to closely monitor the operational performance of this reporting unit.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 7: WORKERS' COMPENSATION INSURANCE AND RESERVES

We provide workers’ compensation insurance for our associates and permanent employees. The majority of our current workers’ compensation insurance policies cover claims for a particular event above our $5.0 million deductible limit, on a “per occurrence” basis. This results in our business being substantially self-insured.

Our workers’ compensation reserve for claims below the deductible limit is discounted to its estimated net present value. The discount rates used to estimate net present value are based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the self-insured claims. Payments made against self-insured claims are made over a weighted average period of approximately 3 years as of March 29, 2026. The weighted average discount rate was 3.1% and 3.1% at March 29, 2026 and December 28, 2025, respectively.

The following table presents a reconciliation of the undiscounted workers’ compensation reserve to the discounted workers’ compensation reserve for the periods presented:

(in thousands)March 29,2026December 28,2025
Undiscounted workers’ compensation reserve (1)$97,603$107,480
Less discount on workers’ compensation reserve9,50210,736
Workers’ compensation reserve, net of discount88,10196,744
Less current portion22,93124,193
Long-term portion$65,170$72,551

(1)Amounts shown are net of discount related to claims above our self-insured limits (“excess claims”).

Payments made against self-insured claims were $12.0 million and $10.6 million for the thirteen weeks ended March 29, 2026 and March 30, 2025, respectively.

Our workers’ compensation reserve includes estimated expenses related to claims above our self-insured limits (“excess claims”), and we record a corresponding receivable for the insurance coverage on excess claims based on the contractual policy agreements we have with insurance carriers. We discount this reserve and corresponding receivable to its estimated net present value using the discount rates based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the excess claims. The discounted workers’ compensation reserve for excess claims was $20.5 million and $25.7 million as of March 29, 2026 and December 28, 2025, respectively. The discounted receivables from insurance companies, net of valuation allowance, were $20.5 million and $25.7 million as of March 29, 2026 and December 28, 2025, respectively.

Workers’ compensation cost consists primarily of changes in self-insurance reserves net of changes in discount, monopolistic jurisdictions’ premiums, insurance premiums and other miscellaneous expenses. Workers’ compensation cost of $10.1 million and $1.2 million was recorded in cost of services on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended March 29, 2026 and March 30, 2025, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 8: LONG-TERM DEBT

We have a revolving credit agreement with Bank of America, N.A., PNC Bank, N.A., HSBC Bank USA, N.A., Wells Fargo Bank, N.A., and Key Bank, N.A. dated as of February 9, 2024 (the “Revolving Credit Facility” and, as amended by the Second Amendment (as defined below), the “Amended Revolving Credit Facility”), which is set to mature on February 9, 2029. The Revolving Credit Facility, as amended by the Second Amendment to Amended and Restated Credit Agreement dated January 30, 2026 (the “Second Amendment”), provides for a revolving line of credit of up to $175.0 million. We have an option to increase the amount by $150.0 million, subject to lender approval. Included in the Amended Revolving Credit Facility is a $25.0 million sub-limit for swingline loans and a $25.0 million sub-limit for letters of credit.

The maximum amount we can borrow under the Amended Revolving Credit Facility is subject to a borrowing base and minimum excess availability covenant. The borrowing base is determined by eligible receivable accounts as defined in the Second Amendment, less specific availability reserves. The minimum excess availability covenant is the greater of (a)12.5% of the lesser of the borrowing base or the total line of credit and (b) $17.5 million. The minimum excess availability covenant may subsequently be replaced with a springing fixed charge coverage ratio covenant upon the satisfaction of meeting a minimum fixed charge coverage ratio test for two consecutive quarters occurring on or after September 27, 2026. The fixed charge coverage ratio covenant will thereafter apply when excess availability is below certain thresholds.

The following table presents the balances of the Revolving Credit Facility and Amended Revolving Credit Facility, as applicable:

(in thousands)March 29,2026December 28,2025
Term SOFR Loans (1)$62,500$40,000
Base Rate Loan—5,000
Swingline loans11,40020,800
Long-term debt73,90065,800
Letters of credit11,37211,386
Total outstanding$85,272$77,186

(1)One-month Term Secured Overnight Financing Rate (“SOFR”) Loans.

As of March 29, 2026, the borrowing base in effect was $121.3 million, leaving $36.0 million of unused borrowing base available.

Under the terms of the Amended Revolving Credit Facility, we have the option to borrow funds under the revolving line of credit as a Term SOFR Loan, for a one-, three- or six-month term, or as a Base Rate Loan, as defined in the Amended Revolving Credit Facility. Under a Term SOFR Loan, we are required to pay a variable rate of interest on funds borrowed based on the Term SOFR Screen Rate two days prior for the equivalent term, plus an adjustment of 0.10%, plus an applicable spread between 1.75% and 3.50%. Under a Base Rate Loan we are required to pay a variable rate of interest on funds borrowed based on a base rate plus an applicable spread between 0.75% and 2.50%. The base rate is the greater of the one-month Term SOFR Screen Rate two days prior plus 1.00%, the prime rate (as announced by Bank of America), or the federal funds rate plus 0.50%. The applicable spread is determined by the consolidated leverage ratio, as defined in the Amended Revolving Credit Facility. As of March 29, 2026, the outstanding balance under Term SOFR loans carried an applicable spread on the base rate of 3.50% and a weighted average base rate of 3.77%, resulting in a weighted average interest rate of 7.27%. The Term SOFR loans were primarily used to fund the acquisition of Healthcare Staffing Professionals, Inc. in the fiscal first quarter of 2025, and to support working capital requirements as revenue increased.

Under a swingline loan, we are required to pay a variable rate of interest on funds borrowed based on the base rate plus applicable spread between 0.75% and 2.50%, as described above. As of March 29, 2026, the applicable spread on the base rate was 2.50% and the base rate was 6.75%, resulting in an interest rate of 9.25%.

A commitment fee between 0.35% and 0.50% is applied against the Amended Revolving Credit Facility’s unused borrowing capacity, with the specific rate determined by the consolidated leverage ratio, as defined in the Amended Revolving Credit Facility. Letters of credit are priced at a margin between 1.50% and 3.25%, with the specific rate determined by the consolidated leverage ratio, plus a fronting fee of 0.25%.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Obligations under the Amended Revolving Credit Facility are guaranteed by TrueBlue and material U.S. domestic subsidiaries, and are secured by substantially all of the assets of TrueBlue and material U.S. domestic subsidiaries. The Amended Revolving Credit Facility contains customary representations and warranties, events of default, and affirmative and negative covenants, including, among others, financial covenants.

As of March 29, 2026, we remain in compliance with all the requirements of the Amended Revolving Credit Facility.

NOTE 9: COMMITMENTS AND CONTINGENCIES

Workers’ compensation commitments

We have provided our insurance carriers and certain states with commitments in the form and amounts listed below:

(in thousands)March 29,2026December 28,2025
Cash collateral held by workers’ compensation insurance carriers$3,403$3,376
Cash and cash equivalents held in Trust11,68411,424
Investments held in Trust64,61670,601
Letters of credit (1)3,1503,385
Surety bonds (2)21,21621,116
Total collateral commitments$104,069$109,902

(1)We have agreements with certain financial institutions to issue letters of credit as collateral.

(2)Our surety bonds are issued by independent insurance companies on our behalf and bear annual fees based on a percentage of the bond, which are determined by each independent surety carrier. These fees do not exceed 2.0% of the bond amount, subject to a minimum charge. The terms of these bonds are subject to review and renewal everyone tofour years and most bonds can be canceled by the sureties with as little as 60 days’ notice.

Legal contingencies and developments

We are involved in various proceedings arising in the normal course of conducting business. We believe the liabilities included in our financial statements reflect the probable loss that can be reasonably estimated and are immaterial. We also believe that the aggregate range of reasonably possible losses for the Company's exposure in excess of the amount accrued is expected to be immaterial to the Company. It remains possible that despite our current belief, material differences in actual outcomes or changes in management's evaluation or predictions could arise that could have a material effect on the Company's financial condition, results of operations or cash flows.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 10: SHAREHOLDERS' EQUITY

Changes in the balance of each component of shareholders’ equity during the reporting periods were as follows:

Thirteen weeks ended
(in thousands)March 29,2026March 30,2025
Common stock shares
Beginning balance29,98729,588
Net issuance under equity plans391245
Ending balance30,37829,833
Common stock amount
Beginning balance$1$1
Current period activity——
Ending balance11
Retained earnings
Beginning balance296,203337,551
Net loss(19,795)(14,348)
Net issuance under equity plans(434)(825)
Stock-based compensation1,7932,060
Ending balance277,767324,438
Accumulated other comprehensive loss
Beginning balance, net of tax(21,647)(22,193)
Foreign currency translation adjustment(39)(29)
Ending balance, net of tax(21,686)(22,222)
Total shareholders’ equity ending balance$256,082$302,217

NOTE 11: INCOME TAXES

Our income tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for any discrete items that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate and, if our estimated tax rate changes, we make a cumulative adjustment. Our quarterly tax provision and quarterly estimate of our annual effective tax rate are subject to variation due to several factors, including variability in accurately predicting our full year pre-tax income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in expenses or losses for which tax benefits are not recognized. Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items, tax credits, and non-deductible expenses on our effective tax rate is greater when our pre-tax income or loss is lower.

We recognize deferred tax assets to the extent we believe it is more likely than not the asset will be realized. Quarterly, management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit the use of existing deferred tax assets, including future reversals of existing taxable temporary differences, projected taxable income, tax-planning strategies, carryback potential if permitted, and the results of recent operations. A significant piece of objective negative evidence is the existence of a three-year cumulative loss. Such objective negative evidence limits the ability of management to consider other subjective evidence, such as projected taxable income. When appropriate, we record a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized.

During the thirteen weeks ended March 29, 2026, we performed our deferred tax asset realizability assessments and, as a result, we maintained a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets. Our conclusion was driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2026, combined with the non-cash goodwill impairment charge of $59.1 million recorded during fiscal 2024.

Our effective income tax rate for the thirteen weeks ended March 29, 2026 was (3.0)%. The difference between the statutory federal income tax rate of 21.0% and our effective tax rate was primarily due to the valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 12: NET INCOME (LOSS) PER SHARE

Diluted common shares were calculated as follows:

Thirteen weeks ended
(in thousands, except per share data)March 29,2026March 30,2025
Net loss$(19,795)$(14,348)
Weighted average number of common shares used in basic net loss per common share30,14529,698
Dilutive effect of non-vested stock-based awards——
Weighted average number of common shares used in diluted net loss per common share30,14529,698
Net loss per common share:
Basic$(0.66)$(0.48)
Diluted$(0.66)$(0.48)
Anti-dilutive shares2,0931,501

NOTE 13: SEGMENT INFORMATION

Our operating segments andreportable segments are described below:

Our PeopleReady reportable segment provides contingent staffing through the PeopleReady operating segment. PeopleReady provides on-demand and skilled labor in a broad range of industries that include construction, transportation, manufacturing, retail, hospitality and energy.

Our PeopleManagement reportable segment provides contingent labor and outsourced industrial workforce solutions, primarily on-site at the client’s facility, through the following operating segments, which we have aggregated intoone reportable segment in accordance with U.S. GAAP:

OnSite: On-site management and recruitment for the contingent industrial workforce of manufacturing, warehousing and distribution facilities; and

Centerline: Recruitment and management of contingent and dedicated commercial drivers to the transportation and distribution industries.

Our PeopleSolutions reportable segment provides professional and specialized talent acquisition solutions, as well as workforce management and compliance services.

We evaluate performance based on segment revenue and segment profit (loss). Segment revenue is net of intercompany eliminations. Segment profit (loss) includes revenue, related cost of services, and ongoing operating expenses directly attributable to the reportable segment. Segment profit (loss) excludes goodwill impairment charges, depreciation and amortization expense, unallocated corporate general and administrative expense, interest and other income (expense), income taxes, and other costs and benefits not considered to be ongoing.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The following tables present our revenue from services by segment, with a reconciliation to total company revenue. The tables also present significant segment expense categories regularly provided to the chief operating decision-maker (“CODM”), our Chief Executive Officer, and included in the calculation of segment profit (loss). Cost of services and SG&A expense for the individual segments, as presented in the tables below, exclude certain costs and benefits that are also excluded from the calculation of segment profit (loss). Lastly, the tables include a reconciliation of segment profit (loss) to loss before tax expense.

Thirteen weeks ended
March 29, 2026
(in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company
Revenue from services$225,053$127,257$46,256$398,566
Cost of services178,080108,50431,955
Selling, general and administrative expense50,27515,49911,638
Segment profit (loss)$(3,302)$3,254$2,663$2,615
Corporate unallocated expense(5,665)
Third-party processing fees for hiring tax credits100
Amortization of software as a service assets(1,259)
Acquisition/integration costs(16)
Goodwill impairment charge(3,656)
Workforce reduction costs(1,069)
Other costs, net(2,030)
Depreciation and amortization (inclusive of depreciation included in cost of services)(6,867)
Loss from operations(17,847)
Interest and other income (expense), net(1,372)
Loss before tax expense$(19,219)
Thirteen weeks ended
March 30, 2025
(in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total company
Revenue from services$189,305$135,532$45,417$370,254
Cost of services136,523115,30331,017
Selling, general and administrative expense55,75617,33512,448
Segment profit (loss)$(2,974)$2,894$1,952$1,872
Corporate unallocated expense(5,794)
Third-party processing fees for hiring tax credits(90)
Amortization of software as a service assets(1,093)
Acquisition/integration costs(710)
Workforce reduction costs(1,400)
Other costs, net(98)
Depreciation and amortization (inclusive of depreciation included in cost of services)(6,810)
Loss from operations(14,123)
Interest and other income (expense), net193
Loss before tax expense$(13,930)

Asset information by reportable segment is not presented as we do not manage our segments on a balance sheet basis.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 14: SUBSEQUENT EVENT

On April 10, 2026, the Company entered into a cooperation agreement (the “Cooperation Agreement”) with Eric H. Su, EHS Management LLC, and EHS Azure Opportunity Fund LP (collectively, “EHS”). Pursuant to the Cooperation Agreement, EHS irrevocably withdrew its previously announced director nominations for the Company’s 2026 annual meeting of shareholders and its demand to inspect certain books and records of the Company. The Company agreed to, among other things, engage a director search firm to identify candidates for a new independent director (the “New Director”) to be appointed to the Board of Directors of the Company (the “Board”) on or prior to September 30, 2026, with the New Director to be mutually agreed upon by the Company and EHS. The Company further agreed to nominate the New Director for election at the Company’s 2027 annual meeting of shareholders and to cap the size of the Board at ten directors during the term of the Cooperation Agreement. EHS agreed to, among other things, customary standstill, voting, mutual non-disparagement, and no-litigation obligations. The Cooperation Agreement will remain in effect until fourteen days following the Company’s public release of its audited financial statements for the 2026 fiscal year, subject to an automatic extension if the Company achieves certain financial performance targets. The Company also agreed to reimburse EHS for up to $0.3 million of reasonable and documented out-of-pocket fees and expenses incurred in connection with its engagement with the Company and the negotiation and execution of the Cooperation Agreement.

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