TrueBlue, Inc.
For the period ended Sep 27, 2026. Filed Nov 4, 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.
Sep 27, 2026 · Filed Nov 4, 2026
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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 thirty-nine weeks ended September 27, 2026 are not necessarily indicative of the results expected for the full fiscal year or 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 classify assets and liabilities as held-for-sale when management concludes that all relevant criteria have been met in accordance with U.S. GAAP. Assets held-for-sale are measured at the lower of their carrying value or fair value less costs to sell and are no longer depreciated or amortized. The carrying amounts of assets held-for-sale are adjusted each reporting period for subsequent changes in fair value less costs to sell, with losses recognized for any subsequent write-down to fair value less costs to sell, and gains recognized for any subsequent increase in fair value less costs to sell, but not in excess of the cumulative loss previously recognized.
Goodwill and indefinite-lived intangible assets
We evaluate goodwill and indefinite-lived intangible assets 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 the 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 September 27, 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 charge 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 and Intangible Assets for details on the results of the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurement.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
We have indefinite-lived intangible assets for trademarks related to businesses within our PeopleManagement and PeopleSolutions segments. We evaluate our indefinite-lived intangible assets 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 significant changes in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, or a sale or disposition of a significant portion of the business. We monitor the existence of potential impairment indicators throughout the fiscal year.
When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible asset 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 indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary.
The quantitative impairment test, if necessary, utilizes the relief-from-royalty method to determine the fair value of each of our trademarks. If the carrying value exceeds the fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value. Management uses considerable judgment to determine key assumptions, including forecasted future revenue, royalty rates and appropriate discount rates.
Refer to Note 6: Goodwill and Intangible Assets for additional details on the results of the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurements.
Recently adopted accounting standards
There were no new accounting standards adopted during the thirty-nine weeks ended September 27, 2026 that had a material impact on our financial statements.
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 financial statements.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
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 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 financial statements and related disclosures.
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 first two years after acquisition, which we have concluded would be treated as compensation expense. We havenot recorded any contingent compensation expense associated with this acquisition, since, as of September 27, 2026 we do not anticipate that this contingent compensation will be earned. Any amounts probable of being paid out under the agreement would be expensed over the required service period. We incurred acquisition-related costs of $0.8 million for the thirty-nine weeks ended September 28, 2025, which are included in selling, general and administrative (“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 receivable | 13,877 |
| Prepaid expenses, deposits and other current assets | 216 |
| Operating lease right-of-use assets | 97 |
| Intangible assets | 14,950 |
| Total assets acquired | 34,182 |
| Accounts payable and other accrued expenses | 2,228 |
| Accrued wages and benefits | 10,369 |
| Income tax payable | 3,635 |
| Operating lease liabilities | 97 |
| Total liabilities assumed | 16,329 |
| Net identifiable assets acquired | 17,853 |
| Goodwill (1) | 17,338 |
| Total cash consideration transferred | $35,191 |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(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 September 27, 2026 is $13.7 million. Refer to Note 6: Goodwill and Intangible Assets 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 value | Estimated useful life in years | Valuation method | Discount rate |
|---|---|---|---|---|
| Customer relationships | $14,300 | 6 | Multi-period excess earnings | 17.0% |
| Trade names/trademarks | 650 | 7 | Relief-from-royalty | 17.0% |
| Total acquired identifiable intangible assets | $14,950 | |||
The acquired assets and assumed liabilities of Healthcare Staffing Professionals, Inc. are included on our Consolidated Balance Sheets as of September 27, 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 thirty-nine weeks ended September 27, 2026 and for the period from February 1, 2025 to September 28, 2025. The amount of revenue for Healthcare Staffing Professionals, Inc. included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $35.7 million and $41.9 million for the thirty-nine weeks ended September 27, 2026 and September 28, 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 $(2.4) million and $1.1 million for the thirty-nine weeks ended September 27, 2026 and September 28, 2025, respectively. Loss from operations includes a non-cash goodwill impairment charge of $3.7 million for the thirty-nine weeks ended September 27, 2026. Refer to Note 6: Goodwill and Intangible Assets 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.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
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:
| September 27, 2026 | ||||
|---|---|---|---|---|
| (in thousands) | Total fair value | Quoted prices in active markets for identical assets (level 1) | Significant other observable inputs (level 2) | Significant unobservable inputs (level 3) |
| Cash and cash equivalents | $19,767 | $19,767 | $— | $— |
| Restricted cash and cash equivalents | 18,495 | 18,495 | — | — |
| Cash, cash equivalents and restricted cash and cash equivalents (1) | $38,262 | $38,262 | $— | $— |
| Municipal debt securities | $1,750 | $— | $1,750 | $— |
| Corporate debt securities | 24,977 | — | 24,977 | — |
| Agency mortgage-backed securities | 3,568 | — | 3,568 | — |
| U.S. government and agency securities | 17,128 | — | 17,128 | — |
| Restricted investments classified as held-to-maturity (2) | $47,423 | $— | $47,423 | $— |
| December 28, 2025 | ||||
|---|---|---|---|---|
| (in thousands) | Total fair value | Quoted 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 equivalents | 19,510 | 19,510 | — | — |
| Cash, cash equivalents and restricted cash and cash equivalents (1) | $44,020 | $44,020 | $— | $— |
| Municipal debt securities | $7,836 | $— | $7,836 | $— |
| Corporate debt securities | 50,334 | — | 50,334 | — |
| Agency mortgage-backed securities | 4,873 | — | 4,873 | — |
| U.S. government and agency securities | 7,973 | — | 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.
Assets measured at fair value on a nonrecurring basis
In addition to assets that are recorded at fair value on a recurring basis, assets held-for-sale, indefinite-lived intangible assets and our reporting units with remaining goodwill may be subject to nonrecurring fair value measurements.
As of September 27, 2026, all criteria for classifying our Tacoma headquarters office building and related assets (the “disposal group”) as held-for-sale were met. During fiscal 2026, the fair value of the disposal group was estimated using a market approach, based on the sales comparison approach, which reflects pricing observed in recent market transactions for similar office properties, adjusted for property-specific factors. Because certain inputs to this valuation are not observable in active markets, the measurement is classified within Level 3 of the fair value hierarchy. Refer to Note 5: Supplemental Balance Sheet Information for additional details on our assets held-for-sale.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
We performed an 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 HSP 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. Refer to Note 6: Goodwill and Intangible Assets for additional details on the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurement.
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) | September 27,2026 | December 28,2025 |
|---|---|---|
| Cash collateral held by insurance carriers | $7,692 | $7,681 |
| Cash and cash equivalents held in Trust | 9,155 | 11,424 |
| Investments held in Trust | 47,685 | 70,601 |
| Company-owned life insurance policies | 49,225 | 46,477 |
| Other restricted cash and cash equivalents | 1,648 | 405 |
| Total restricted cash, cash equivalents and investments | $115,405 | $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 September 27, 2026 and December 28, 2025, were as follows:
| September 27, 2026 | ||||
|---|---|---|---|---|
| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value |
| Municipal debt securities | $1,750 | $— | $— | $1,750 |
| Corporate debt securities | 25,165 | 31 | (219) | 24,977 |
| Agency mortgage-backed securities | 3,577 | 4 | (13) | 3,568 |
| U.S. government and agency securities | 17,193 | — | (65) | 17,128 |
| Total held-to-maturity investments | $47,685 | $35 | $(297) | $47,423 |
| December 28, 2025 | ||||
|---|---|---|---|---|
| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value |
| Municipal debt securities | $7,840 | $1 | $(5) | $7,836 |
| Corporate debt securities | 49,967 | 519 | (152) | 50,334 |
| Agency mortgage-backed securities | 4,815 | 58 | — | 4,873 |
| U.S. government and agency securities | 7,979 | 1 | (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:
| September 27, 2026 | ||
|---|---|---|
| (in thousands) | Amortized cost | Fair value |
| Due in one year or less | $30,367 | $30,296 |
| Due after one year through five years | 17,318 | 17,127 |
| Total held-to-maturity investments | $47,685 | $47,423 |
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 September 27, 2026 and September 28, 2025, which are included in SG&A expense on our Consolidated Statements of Operations and Comprehensive Income (Loss), were as follows:
| Thirteen weeks ended | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands) | September 27,2026 | September 28,2025 | September 27,2026 | September 28,2025 |
| Unrealized gain, net | $579 | $2,176 | $2,970 | $3,617 |
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:
| Thirty-nine weeks ended | ||
|---|---|---|
| (in thousands) | September 27,2026 | September 28,2025 |
| Beginning balance | $2,190 | $1,009 |
| Current period provision | 1,002 | 1,119 |
| Write-offs | (1,908) | (1,055) |
| Foreign currency translation | — | — |
| Ending balance | $1,284 | $1,073 |
Prepaid expenses and other current assets
The balance of prepaid expenses and other current assets was made up of the following:
| (in thousands) | September 27,2026 | December 28,2025 |
|---|---|---|
| Prepaid software agreements | $8,718 | $6,997 |
| Other prepaid expenses | 4,080 | 7,484 |
| Assets held-for-sale | 8,733 | 11,759 |
| Other current assets | 5,123 | 4,747 |
| Prepaid expenses and other current assets | $26,654 | $30,987 |
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
The disposal group was classified as held-for-sale when all criteria were met and continues to be classified as held-for-sale as of September 27, 2026. We continue to actively market the building as we pursue options for completion of a sale within a reasonable timeframe. We have not altered our plan to sell the disposal group.
During fiscal 2026, we updated our estimate of fair value less costs to sell based on recent comparable market transactions. This assessment resulted in a revised estimated fair value less costs to sell of $8.7 million, compared to the carrying value of $11.8 million. As a result, we recognized a non-cash loss of $3.0 million during the thirty-nine weeks ended September 27, 2026, which is included in our Consolidated Statements of Operations and Comprehensive Income (Loss).
NOTE 6: GOODWILL AND INTANGIBLE ASSETS
The following table reflects changes in the carrying amount of goodwill during the period by reportable segment:
| (in thousands) | PeopleReady | PeopleManagement | PeopleSolutions | Total 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 | — | 1,491 | 41,005 | 42,496 |
| Impairment charge | — | — | (3,656) | (3,656) |
| Foreign currency translation | — | — | 200 | 200 |
| Balance at | September 27, 2026 | |||
| Goodwill before impairment | 105,284 | 81,092 | 159,847 | 346,223 |
| Accumulated impairment charge | (105,284) | (79,601) | (122,298) | (307,183) |
| Goodwill | $— | $1,491 | $37,549 | $39,040 |
Interim impairment test
During the fiscal first quarter of 2026, the sustained decrease in share price and resulting decrease in market capitalization, as well as downward revisions to future revenue and profitability projections related to the HSP reporting unit due to reductions in government funding that have impacted certain HSP clients, resulted in management determining that a triggering event occurred for the HSP reporting unit. 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 are dependent on internal 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 unit. 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 is included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirty-nine weeks ended September 27, 2026. The goodwill impairment was primarily driven by downward revisions to future projections associated with our HSP reporting unit, an increase in the weighted average cost of capital selected, and a decline in market capitalization of similar publicly traded companies. The remaining goodwill balance for HSP as of September 27, 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)
Annual impairment test
We performed our annual impairment test for goodwill as of the first day of the fiscal second quarter of 2026 for all reporting units with remaining goodwill, including HSP. Based on our assessment of qualitative factors, we concluded it was more likely than not that the fair value of each reporting unit exceeded its carrying value, and the goodwill associated with each reporting unit was not impaired. As such, it was not necessary to perform a quantitative impairment analysis.
Additionally, following performance of the annual impairment test, we did not identify any events or circumstances that make it more likely than not that an impairment may have occurred. Accordingly, no further impairment charge was recognized during the thirteen or thirty-nine weeks ended September 27, 2026.
We held indefinite-lived trade names/trademarks of $4.6 million and $4.6 million as of September 27, 2026 and December 28, 2025, respectively, related to businesses within our PeopleManagement and PeopleSolutions segments.
We performed our annual impairment test for indefinite-lived intangible assets as of the first day of our fiscal second quarter of 2026. Based on our quantitative assessment, we concluded that the fair value of each trademark was in excess of its carrying amount; therefore no impairment resulted.
Following performance of the annual impairment test, we did not identify any events or conditions that make it more likely than not that an impairment may have occurred. Accordingly, no impairment charge was recognized during the thirteen or thirty-nine weeks ended September 27, 2026.
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 4.5 years as of September 27, 2026. The weighted average discount rate was 3.4% and 3.1% at September 27, 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) | September 27,2026 | December 28,2025 |
|---|---|---|
| Undiscounted workers’ compensation reserve (1) | $93,107 | $107,480 |
| Less discount on workers’ compensation reserve | 9,401 | 10,736 |
| Workers’ compensation reserve, net of discount | 83,706 | 96,744 |
| Less current portion | 23,629 | 24,193 |
| Long-term portion | $60,077 | $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 $34.1 million and $34.4 million for the thirty-nine weeks ended September 27, 2026 and September 28, 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 the corresponding receivable to their 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 $19.0 million and $25.7 million as of September 27, 2026 and December 28, 2025, respectively. The discounted receivables from insurance companies, net of valuation allowance, were $18.9 million and $25.7 million as of September 27, 2026 and December 28, 2025, respectively.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
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 $11.1 million and $7.8 million was recorded in cost of services on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended September 27, 2026 and September 28, 2025, respectively, and $32.5 million and $14.3 million for the thirty-nine weeks ended September 27, 2026 and September 28, 2025, respectively.
NOTE 8: LONG-TERM DEBT
We have a revolving credit agreement under the Amended and Restated Credit Agreement dated February 9, 2024 (the “Revolving Credit Facility”), with Bank of America, N.A., PNC Bank, N.A., HSBC Bank USA, N.A., Wells Fargo Bank, N.A., and KeyBank, N.A. On January 30, 2026, the Revolving Credit Facility was further amended by the Second Amendment to the Amended and Restated Credit Agreement (the “Amended Revolving Credit Facility”), which is set to mature on February 9, 2029. The Amended Revolving Credit Facility 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 Amended Revolving Credit Facility, 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 will be replaced with a springing fixed charge coverage ratio covenant on the first day of the fiscal fourth quarter of 2026, which will 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) | September 27,2026 | December 28,2025 |
|---|---|---|
| Term SOFR Loans (1) | $82,000 | $40,000 |
| Base Rate Loan | — | 5,000 |
| Swingline loans | 20,300 | 20,800 |
| Long-term debt | 102,300 | 65,800 |
| Letters of credit | 6,235 | 11,386 |
| Total outstanding | $108,535 | $77,186 |
(1)One-month Term Secured Overnight Financing Rate (“SOFR”) Loans.
As of September 27, 2026, the borrowing base in effect was $175.0 million, leaving $66.5 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 September 27, 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 3.85%, resulting in a weighted average interest rate of 7.35%. 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 an applicable spread between 0.75% and 2.50%, as described above. As of September 27, 2026, the applicable spread on the base rate was 2.50% and the base rate was 7.00%, resulting in an interest rate of 9.50%.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
A commitment fee between 0.35% and 0.50% is applied against the Amended Revolving Credit Facility’s unused borrowing base, 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%.
Obligations under the Amended Revolving Credit Facility are guaranteed by TrueBlue and its material U.S. subsidiaries, and are secured by substantially all of the assets of TrueBlue and its material U.S. 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 September 27, 2026, we were 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 forms and amounts listed below:
| (in thousands) | September 27,2026 | December 28,2025 |
|---|---|---|
| Cash collateral held by workers’ compensation insurance carriers | $3,387 | $3,376 |
| Cash and cash equivalents held in Trust | 9,155 | 11,424 |
| Investments held in Trust | 47,685 | 70,601 |
| Letters of credit (1) | 3,150 | 3,385 |
| Surety bonds (2) | 20,888 | 21,116 |
| Total collateral commitments | $84,265 | $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 | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands) | September 27,2026 | September 28,2025 | September 27,2026 | September 28,2025 |
| Common stock shares | ||||
| Beginning balance | 30,444 | 29,892 | 29,987 | 29,588 |
| Net issuance under equity plans | 13 | 33 | 470 | 337 |
| Ending balance | 30,457 | 29,925 | 30,457 | 29,925 |
| Common stock amount | ||||
| Beginning balance | $1 | $1 | $1 | $1 |
| Current period activity | — | — | — | — |
| Ending balance | 1 | 1 | 1 | 1 |
| Retained earnings | ||||
| Beginning balance | 276,460 | 326,778 | 296,203 | 337,551 |
| Net income (loss) | 9,245 | (1,916) | (13,919) | (16,424) |
| Net issuance under equity plans | (25) | 75 | (450) | (611) |
| Stock-based compensation | 2,633 | 1,208 | 6,479 | 5,629 |
| Ending balance | 288,313 | 326,145 | 288,313 | 326,145 |
| Accumulated other comprehensive loss | ||||
| Beginning balance, net of tax | (21,795) | (21,587) | (21,647) | (22,193) |
| Foreign currency translation adjustment | 85 | (220) | (63) | 386 |
| Ending balance, net of tax | (21,710) | (21,807) | (21,710) | (21,807) |
| Total shareholders’ equity ending balance | $266,604 | $304,339 | $266,604 | $304,339 |
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 thirty-nine weeks ended September 27, 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.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
Our effective income tax rate for the thirty-nine weeks ended September 27, 2026 was (21.8)%. 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.
NOTE 12: NET INCOME (LOSS) PER SHARE
Diluted common shares were calculated as follows:
| Thirteen weeks ended | Thirty-nine weeks ended | |||
|---|---|---|---|---|
| (in thousands, except per share data) | September 27,2026 | September 28,2025 | September 27,2026 | September 28,2025 |
| Net income (loss) | $9,245 | $(1,916) | $(13,919) | $(16,424) |
| Weighted average number of common shares used in basic net income (loss) per common share | 30,439 | 29,896 | 30,333 | 29,817 |
| Dilutive effect of non-vested stock-based awards | 2,193 | — | — | — |
| Weighted average number of common shares used in diluted net income (loss) per common share | 32,632 | 29,896 | 30,333 | 29,817 |
| Net income (loss) per common share: | ||||
| Basic | $0.30 | $(0.06) | $(0.46) | $(0.55) |
| Diluted | $0.28 | $(0.06) | $(0.46) | $(0.55) |
| Anti-dilutive shares | 109 | 1,889 | 3,205 | 1,780 |
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. Segment revenue is net of intercompany eliminations. Segment profit includes revenue, related cost of services, and ongoing operating expenses directly attributable to the reportable segment. Segment profit excludes loss on assets held-for-sale, goodwill and intangible asset 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.
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. 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. Lastly, the tables include a reconciliation of segment profit to income (loss) before tax expense.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
| Thirteen weeks ended | |||||
|---|---|---|---|---|---|
| September 27, 2026 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total Company | |||||
| Revenue from services | $337,966 | $135,362 | $47,409 | $520,737 | |
| Cost of services | 267,649 | 114,020 | 31,191 | ||
| Selling, general and administrative expense | 50,225 | 15,382 | 11,719 | ||
| Segment profit | $20,092 | $5,960 | $4,499 | $30,551 | |
| Corporate unallocated expense | (9,802) | ||||
| Amortization of software-as-a-service assets | (1,245) | ||||
| Workforce reduction costs | (422) | ||||
| Other costs, net | (291) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (6,798) | ||||
| Income from operations | 11,993 | ||||
| Interest and other income (expense), net | (1,719) | ||||
| Income before tax expense | $10,274 | ||||
| Thirteen weeks ended | |||||
|---|---|---|---|---|---|
| September 28, 2025 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total Company | |||||
| Revenue from services | $251,436 | $132,863 | $46,967 | $431,266 | |
| Cost of services | 190,397 | 112,007 | 29,782 | ||
| Selling, general and administrative expense | 52,940 | 16,304 | 13,000 | ||
| Segment profit | $8,099 | $4,552 | $4,185 | $16,836 | |
| Corporate unallocated expense | (6,194) | ||||
| Third-party processing fees for hiring tax credits | (60) | ||||
| Amortization of software-as-a-service assets | (1,063) | ||||
| Acquisition/integration costs | (42) | ||||
| Workforce reduction costs | (527) | ||||
| Other costs, net | (1,751) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (7,345) | ||||
| Loss from operations | (146) | ||||
| Interest and other income (expense), net | (1,059) | ||||
| Loss before tax expense | $(1,205) | ||||
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
| Thirty-nine weeks ended | |||||
|---|---|---|---|---|---|
| September 27, 2026 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total Company | |||||
| Revenue from services | $825,329 | $396,458 | $140,517 | $1,362,304 | |
| Cost of services | 652,233 | 335,980 | 93,641 | ||
| Selling, general and administrative expense | 147,745 | 46,306 | 34,886 | ||
| Segment profit | $25,351 | $14,172 | $11,990 | $51,513 | |
| Corporate unallocated expense | (22,386) | ||||
| Third-party processing fees for hiring tax credits | 100 | ||||
| Amortization of software-as-a-service assets | (3,763) | ||||
| Acquisition/integration costs | (26) | ||||
| Loss on assets held-for-sale | (3,026) | ||||
| Goodwill and intangible asset impairment charge | (3,656) | ||||
| Workforce reduction costs | (2,131) | ||||
| Other costs, net | (3,163) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (20,478) | ||||
| Loss from operations | (7,016) | ||||
| Interest and other income (expense), net | (4,411) | ||||
| Loss before tax expense | $(11,427) | ||||
| Thirty-nine weeks ended | |||||
|---|---|---|---|---|---|
| September 28, 2025 | |||||
| (in thousands) · PeopleReady · PeopleManagement · PeopleSolutions · Total Company | |||||
| Revenue from services | $653,967 | $402,290 | $141,562 | $1,197,819 | |
| Cost of services | 485,187 | 340,375 | 94,268 | ||
| Selling, general and administrative expense | 162,125 | 50,368 | 38,623 | ||
| Segment profit | $6,655 | $11,547 | $8,671 | $26,873 | |
| Corporate unallocated expense | (17,508) | ||||
| Third-party processing fees for hiring tax credits | (90) | ||||
| Amortization of software-as-a-service assets | (3,192) | ||||
| Acquisition/integration costs | (905) | ||||
| Goodwill and intangible asset impairment charge | (200) | ||||
| COVID-19 government subsidies, net of fees | 8,573 | ||||
| Workforce reduction costs | (5,372) | ||||
| Other costs, net | (3,732) | ||||
| Depreciation and amortization (inclusive of depreciation included in cost of services) | (21,657) | ||||
| Loss from operations | (17,210) | ||||
| Interest and other income (expense), net | 2,037 | ||||
| Loss before tax expense | $(15,173) | ||||
Asset information by reportable segment is not presented as we do not manage our segments on a balance sheet basis.
Concentrations of client risk
One client represented 21.4% of total Company revenue for the thirteen weeks ended September 27, 2026, primarily within our PeopleReady segment. No single client represented more than 10.0% of total Company revenue for the thirteen weeks ended September 28, 2025.
One client represented 15.2% of total Company revenue for the thirty-nine weeks ended September 27, 2026, primarily within our PeopleReady segment. No single client represented more than 10.0% of total Company revenue for the thirty-nine weeks ended September 28, 2025.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.