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U S PHYSICAL THERAPY INC /NV

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

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 30, 2026 · Filed Nov 5, 2026

USPH$99.49+2.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-07.

0001140361-26-031825

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-05.

0001140361-26-042104

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 191 previous paragraphs and 249 current paragraphs.

93 unchanged; 78 reworded; 70 added; 17 removed; 3 previous and 8 current paragraphs rearranged.

Tables are not compared: 62 previous and 17 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (70)

Current report

changes in Medicare rules and guidelines and reimbursement or failure of our clinics to maintain their Medicare certification and/or enrollment status;

Current report

revenue we receive from Medicare and Medicaid being subject to potential retroactive reduction;

Current report

changes in reimbursement rates or payment methods from third party payors including government agencies, and changes in the deductibles and co-pays owed by patients;

Current report

private third-party payors for our services may adopt payment policies that could limit our future revenue and profitability;

Current report

compliance with federal and state laws and regulations relating to the privacy of individually identifiable patient information, and associated fines and penalties for failure to comply;

Current report

compliance with state laws and regulations relating to the corporate practice of medicine and fee splitting, and associated fines and penalties for failure to comply;

Current report

competitive, economic or reimbursement conditions in our markets which may require us to reorganize or close certain clinics and thereby incur losses and/or closure costs including the possible write-down or write-off of goodwill and other intangible assets;

Current report

the impact of a termination of one or more of the Company’s hospital affiliated arrangements, which could have an adverse impact on revenue and the results of operations;

Current report

the impact of future public health crises and epidemics/pandemics

Current report

certain of our acquisition agreements contain put rights related to a future purchase of significant equity interests in our subsidiaries or in a separate company;

Current report

the impact of future vaccinations and/or testing mandates at the federal, state and/or local level, which could have an adverse impact on staffing, revenue, costs and the results of operations;

Current report

our debt and financial obligations could adversely affect our financial condition, our ability to obtain future financing and our ability to operate our business;

Current report

changes as the result of government enacted national healthcare reform;

Current report

the ability to control variable interest entities for which we do not have a direct ownership;

Current report

business and regulatory conditions, including federal and state regulations;

Current report

governmental and other third party payor inspections, reviews, investigations and audits, which may result in sanctions or reputational harm and increased costs;

Current report

contingent consideration provisions in certain of our acquisition agreements, the value of which may impact future financial results;

Current report

legal actions, which could subject us to increased operating costs and uninsured liabilities;

Current report

general economic conditions, including but not limited to inflationary and recessionary periods;

Current report

actual or perceived events involving banking volatility, defaults or other adverse developments that affect the U.S or the international financial systems, may result in market wide liquidity problems which could have a material and adverse impact on our available cash and results of operations;

Current report

our business depends on hiring, training, and retaining qualified employees;

Current report

competitive environment in the industrial injury prevention services business, which could result in the termination or non-renewal of contractual service arrangements and other adverse financial consequences for that service line;

Current report

our ability to identify and complete acquisitions, and the successful integration of the operations of the acquired businesses;

Current report

impact on the business and cash reserves resulting from retirement or resignation of key partners and resulting purchase of their non-controlling interest (minority interests);

Current report

maintaining our information technology systems with adequate safeguards to protect against cyber-attacks;

Current report

a security breach of our or our third party vendors’ information technology systems may subject us to potential legal action and reputational harm and may result in a violation of the Health Insurance Portability and Accountability Act of 1996 of the Health Information Technology for Economic and Clinical Health Act;

Current report

maintaining clients for which we perform management, industrial injury prevention related services, and other services, as a breach or termination of those contractual arrangements by such clients could cause operating results to be less than expected;

Current report

Through the end ofthe 2026 Third Quarter, we successfully integrated all 72 clinics under thetwo previously announced hospital affiliation agreements.

Current report

On September 21, 2026, we announced the appointment of Nchacha Etta as the Company’s new Chief Financial Officer as previously disclosed in a Form 8-K filed with the Securities and Exchange Commission on September 21, 2026. The appointment is expected to support our Company’s financial management, reporting and execution of our business strategy.

Current report

In September 2026 we entered into an interest rate swap agreement with Bank of America, N.A., which had a $170.6 million initial notional value, is effective on June 30, 2027, and has a maturity date of April 14, 2031. The Swap fixes our term debt at 4.6% from June 30, 2027, to April 14, 2031. See Liquidity and Capital Resources section for additional information.

Current report

Mature revenue includes revenues from owned and hospital affiliated clinics as well as homecare which were operational prior to January 1, 2025, and are still operating as of the balance sheet date. This metric excludes other management contracts.

Current report

Physical therapy revenue per patient visit is net patient revenue from owned and hospital affiliated clinics as well as homecare divided by total number of patient visits (defined below) during the periods presented. This metric excludes other management contracts.

Showing the first 40 of 70 passages. Open the source sections for the rest.

Removed paragraphs (17)

Previous report

Gross profit increased $0.3 million, or 0.8%, to $41.9 million in the 2026 Second Quarter, compared to $41.6 million for the 2025 Second Quarter.

Previous report

Net income attributable to our shareholders was $14.9 million for the 2026 Six Months, compared to $22.3 million for the 2025 Six Months. Included in pretax income for the 2026 Six Months was a loss on change in fair value of contingent earn out consideration of $3.0 million versus a gain of $5.6 million in the 2025 Six Months. Earnings per share was $0.13 for the 2026 Six Months, compared to earnings per share of $1.38 in the prior year period.

Previous report

Gross profit increased $2.0 million, or 2.7%, to $74.7 million in the 2026 Six Months, compared to $72.7 million for the 2025 Six Months.

Previous report

(3) Consists of costs related to a one-time financial and human resources systems upgrade.

Previous report

(4) Includes costs related to a one-time financial and human resources systems upgrade.

Previous report

(4) Includes costs related to a one-time financial and human resources systems upgrade.

Previous report

(2) Amortization of certain intangible assets was reallocated between physical therapy operations and IIP segments for Q2 2025 amounts to conform with current presentation.

Previous report

(3) See Glossary of terms for definition. Reflects the average number of clinic locations (755 and 731) during the current and prior-year periods, respectively.

Previous report

(6) Excludes certain incentive costs related to Metro. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Previous report

Corporate office costs increased to $19.0 million in the 2026 Second Quarter, up from $17.5 million in the 2025 Second Quarter, driven by increased clinic count, expenses related to the amendment of the credit facility, expenses related to acquisition integration, and the implementation of a new financial and human resources system. Implementation costs associated with the new financial and human resources system are expected to continue through the end of 2026. As a percentage of net revenue, corporate office costs was 8.9% for the 2026 Second Quarter and the 2025 Second Quarter. Excluding business acquisition costs, the costs associated with the implementation of the new financial and human resources system, and the costs related to the amendment of the credit facility, adjusted corporate office costs was 8.4% of net revenue for the 2026 Second Quarter and 8.7% for the 2025 Second Quarter, respectively. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Previous report

(2) Amortization of certain intangible assets was reallocated between physical therapy operations and IIP segments for YTD 2025 amounts to conform with current presentation.

Previous report

(3) See Glossary of terms for definition. Reflects the average number of clinic locations (753 and 728) during the current and prior-year periods, respectively.

Previous report

(6) Excludes certain incentive costs related to Metro. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Previous report

We continue to return cash to stockholders through dividends and share repurchases. In May 2026, the Board of Directors authorized a dividend payment of $0.46 per share.
Reworded paragraphs (78)

Previous wording

During the six months ended June 30, 2026, and for the year ended December 31, 2025, we completed the acquisitions of clinic practices and an IIP business detailed below:

Current wording

During the nine months ended September 30, 2026 (“2026 Nine Months”), and for the twelve months ended December 31, 2025, we completed the acquisitions of clinic practices and an IIP business detailed below:

Previous wording

On January 2, 2026, we acquired a 50% equity interest in an eight-clinic practice, with the original owners retaining the remaining 50% interest.

Current wording

On January 2, 2026, we acquired a 50% equity interest in an eight-clinic practice, with the original owners retaining the remaining 50% equity interest.

Previous wording

On January 31, 2026, we acquired a 70% equity interest in an IIP business with the original owners retaining a 30% ownership interest.

Current wording

On January 31, 2026, we acquired a 70% equity interest in an IIP business with the original owners retaining a 30% equity interest.

Previous wording

On July 1, 2026, we acquired a 67% equity interest in a twelve-clinic practice with the practice owners retaining a 33% equity interest.

Current wording

On July 1, 2026, we acquired a 67% equity interest in a twelve-clinic practice with the original owners retaining a 33% equity interest.

Previous wording

On February 2, 2026, we announced a 10-year strategic alliance between our subsidiary partner, Metro, and a prominent New York hospital system, whereby 60 of Metro’s existing outpatient physical therapy clinics in New York will become part of the hospital system’s clinical services network. The integration of the 60 clinics began in the three months ended June 30, 2026 and is expected to continue through September 30, 2026.

Current wording

On February 2, 2026, we announced a 10-year strategic alliance between our subsidiary partner, Metro, and a prominent New York hospital system. As of September 30, 2026, 62 of Metro’s outpatient physical therapy clinics in New York have become part of the hospital system’s clinical services network.

Previous wording

On February 25, 2026, we announced a 10-year strategic alliance between another of our subsidiary partners and a local hospital system whereby our subsidiary partner’s existing 10 outpatient physical therapy clinics will become part of the hospital system’s clinical services network. The integration of the 10 clinics is expected to occur in the three months ended September 30, 2026.

Current wording

On February 25, 2026, we announced a 10-year strategic alliance between another of our subsidiary partners and a local hospital system. As of September 30, 2026, 10 of our outpatient physical therapy clinics have become part of the hospital system’s clinical services network.

Previous wording

Our Board of Directors declared a quarterly dividend of $0.46 per share payable on September 11, 2026, to shareholders of record on August 21, 2026.

Current wording

Our Board of Directors declared a quarterly dividend of $0.46 to be payable on December 11, 2026, to shareholders of record on November 16, 2026, consistent with our longstanding practice of delivering value to shareholders.

Previous wording

For calendar years 2021, 2022 and 2023, Centers for Medicare and Medicaid Services (“CMS”) expected decreases in Medicare reimbursement were partially offset by one-time increases in payments as a result of other legislation passed by Congress, resulting in decreases of approximately 3.5%, 0.75% and 2.0% in each of these years, respectively. For January 1 through March 8 of 2024, CMS’s final rule resulted in an approximate 3.5% decrease in Medicare payments for the therapy specialty. However, effective as of March 9, 2024, pursuant to the Consolidated Appropriations Act, 2024, Congress minimized the reduction in Medicare payments for therapy services for the balance of 2024, resulting in an approximate 1.8% reduction in Medicare payments for therapy services (rather than the 3.5% decrease). The MPFS for 2025 decreased Medicare reimbursement for therapy services by approximately 2.9% as compared to the reimbursement rates in effect for most of 2024. For 2026, the MPFS increased Medicare reimbursement for therapy services by approximately 1.75% as compared to the reimbursement rates for 2025.

Current wording

For calendar years 2021, 2022 and 2023, Centers for Medicare and Medicaid Services (“CMS”) expected decreases in Medicare reimbursement were partially offset by one-time increases in payments as a result of other legislation passed by Congress, resulting in decreases of approximately 3.5%, 0.75% and 2.0% in each of these years, respectively. For January 1 through March 8 of 2024, CMS’s final rule resulted in an approximate 3.5% decrease in Medicare payments for the therapy specialty. However, effective as of March 9, 2024, pursuant to the Consolidated Appropriations Act, 2024, Congress minimized the reduction in Medicare payments for therapy services for the balance of 2024, resulting in an approximate 1.8% reduction in Medicare payments for therapy services (rather than the 3.5% decrease). The MPFS for 2025 decreased Medicare reimbursement for therapy services by approximately 2.9% as compared to the reimbursement rates in effect for most of 2024. For 2026, the MPFS increased Medicare reimbursement for therapy services by approximately 1.75% (which equates to 1.1% increase after considering the mix of Medicare Advantage plans) as compared to the reimbursement rates for 2025.

Previous wording

On April 14, 2026, we closed a $450.0 million, five-year credit facility that includes a $175.0 million term loan and a $275.0 million revolver with a maturity date of April 14, 2031, replacing our then existing credit facility. See Liquidity and Capital Resources section for additional information.

Current wording

On April 14, 2026, we closed a $450.0 million, five-year credit facility that includes a $175.0 million term loan and a $275.0 million revolver with a maturity date of April 14, 2031, replacing its then existing credit facility. See Liquidity and Capital Resources section for additional information.

Previous wording

Under our $25.0 million share repurchase authorization, during the three months ended June 30, 2026, we repurchased 306,256 of our own shares on the open market for a total consideration of $19.2 million, equating to an average share price of $62.80. Including repurchases made in 2025, the Company has repurchased 387,578 shares on the open market for a total consideration of $24.8 million, equating to an average share price of $63.99.

Current wording

Under our $25.0 million share repurchase authorization, during the 2026 Nine Months, we repurchased 306,256 of our own shares on the open market for a total consideration of $19.2 million, equating to an average share price of $62.80. See Liquidity and Capital Resources section for additional information.

Previous wording

Net income attributable to our shareholders was $9.9 million for the 2026 Second Quarter, compared to $12.4 million for the 2025 Second Quarter with earnings per share of $0.25 for the 2026 Second Quarter compared to earnings per share of $0.58 for the 2025 Second Quarter. Under GAAP, changes in the value of redeemable noncontrolling interests, representing our partners’ ownership stakes in subsidiaries not fully owned by us, are excluded from net income but are included in the calculation of earnings per share. Improving performance increases the value of these ownership interests which has a dilutive effect on earnings per share. Also, included in pretax income for the 2026 Second Quarter was a loss on change in fair value of contingent earn out consideration of $1.0 million versus a gain of $0.8 million in the 2025 Second Quarter.

Current wording

Net income attributable to our shareholders was $11.0 million for the 2026 Third Quarter, compared to $13.1 million for the 2025 Third Quarter. We reported a loss per share of $1.04 for the 2026 Third Quarter compared to earnings per share of $0.48 for the 2025 Third Quarter. Under GAAP, changes in the value of redeemable noncontrolling interests, representing our partners’ ownership stakes in subsidiaries not fully owned by us, are excluded from net income but are included in the calculation of earnings per share. Improving performance increases the value of these ownership interests, which has a dilutive effect on earnings per share. Also, included in pretax income for the 2026 Third Quarter, was a loss on change in fair value of contingent earn out consideration of $0.1 million, versus a gain of $5.9 million in the 2025 Third Quarter.

Previous wording

Total net revenue for the 2026 Second Quarter increased $16.7 million, or 8.5%, to $214.1 million from $197.3 million for the 2025 Second Quarter while operating costs increased $16.4 million, or 10.5%, to $172.1 million from $155.7 million over the same periods, respectively.

Current wording

Total net revenue for the 2026 Third Quarter increased $25.4 million, or 12.9%, to $222.6 million from $197.1 million for the 2025 Third Quarter, while operating costs increased $19.3 million, or 12.0%, to $179.5 million from $160.3 million over the same periods, respectively.

Previous wording

Total net revenue for the 2026 Six Months increased $31.2 million, or 8.2%, to $412.3 million from $381.1 million for the 2025 Six Months while operating costs increased $29.2 million, or 8.6%, to $337.6 million from $308.4 million over the same periods, respectively.

Current wording

Total net revenue for the 2026 Nine Months increased $56.6 million, or 9.8%, to $634.9 million from $578.3 million for the 2025 Nine Months while operating costs increased $48.5 million, or 10.3%, to $517.2 million from $468.7 million over the same periods, respectively.

Previous wording

The following tables provide details of the basic and diluted earnings per share computation and reconcile net income attributable to our shareholders calculated in accordance with GAAP to Adjusted EBITDA, Operating Results and other non-GAAP measures. We believe providing Adjusted EBITDA, Operating Results and other non-GAAP measures to investors is useful information for comparing our period-to-period results as well as for comparing them with other similar businesses since most do not have redeemable instruments and therefore have different equity structures. Additionally, we believe that these non-GAAP measures provide useful supplemental information to investors, analysts, and other stakeholders in assessing the Company’s operational performance and financial trends. We use Adjusted EBITDA, Operating Results and other non-GAAP measures, which eliminate certain items described above that can be subject to volatility and unusual costs, as the principal measures to evaluate and monitor financial performance period over period.

Current wording

The following tables provide details of the basic and diluted earnings per share computation and reconcile net income attributable to our shareholders calculated in accordance with GAAP to adjusted EBITDA, adjusted net income, adjusted earnings per share and provide a reconciliation of other non-GAAP measures to the most directly comparable GAAP measure. We believe providing adjusted EBITDA, adjusted net income, adjusted earnings per share and other non-GAAP measures to investors is useful information for comparing our period-to-period results as well as for comparing them with other similar businesses since most do not have redeemable instruments and therefore have different equity structures. Additionally, we believe that these non-GAAP measures provide useful supplemental information to investors, analysts, and other stakeholders in assessing the Company’s operational performance and financial trends. We use adjusted EBITDA, adjusted net income, adjusted earnings per share and other non-GAAP measures, which eliminate certain items described above that can be subject to volatility and unusual costs, as the principal measures to evaluate and monitor financial performance period over period.

Previous wording

Adjusted EBITDA, a non-GAAP measure, is defined as net income attributable to our shareholders before interest income, interest expense, taxes, depreciation, amortization, change in fair value of contingent earn-out consideration, changes in revaluation of put-right liability, equity-based awards compensation expense, clinic closure costs, business acquisition related costs, costs related to a one-time financial systems and human resources upgrade, loss on sale of a partnership, other income and related portions for non-controlling interests, and other non-recurring items as applicable.

Current wording

Adjusted EBITDA, a non-GAAP measure, is defined as net income attributable to our shareholders before interest income, interest expense, taxes, depreciation, amortization, change in fair value of contingent earn-out consideration, changes in revaluation of put right liability, equity-based awards compensation expense, clinic closure costs, business acquisition related costs, costs related to a one-time financial systems and human resources upgrade, gain or loss on sale of a partnership, settlement of a payor dispute, other income and related portions for non-controlling interests, and other non-recurring items as applicable.

Previous wording

Operating Results, a non-GAAP measure, equals net income attributable to our shareholders less, changes in revaluation of a put-right liability, clinic closure costs, loss on sale of a partnership, changes in fair value of contingent earn-out consideration, business acquisition related costs, costs related to a one-time financial systems and human resources upgrade, any allocations to non-controlling interests, all net of taxes and other non-recurring items as applicable. Operating Results per share also excludes the impact of the revaluation of redeemable non-controlling interest and the associated tax impact.

Current wording

Adjusted net income, a non-GAAP measure, equals net income attributable to our shareholders less changes in revaluation of a put right liability, clinic closure costs, gain or loss on sale of a partnership, changes in fair value of contingent earn-out consideration, business acquisition related costs, costs related to a one-time financial systems and human resources upgrade, settlement of a payor dispute, any allocations to non-controlling interests, all net of taxes and other non-recurring items as applicable. Non-GAAP adjusted earnings per share also excludes the impact of the revaluation of redeemable non-controlling interest and the associated tax impact.

Previous wording

Adjusted EBITDA, Operating Results and the other non-GAAP measures presented below are not measures of financial performance under GAAP. Adjusted EBITDA, Operating Results and the other non-GAAP measures presented below should not be considered in isolation or as an alternative to, or substitute for, net income attributable to our shareholders presented in the consolidated financial statements.

Current wording

Adjusted EBITDA, adjusted net income and adjusted earnings per share and the other non-GAAP measures are not measures of financial performance under GAAP. Non-GAAP measures presented below should not be considered in isolation or as an alternative to, or substitute for, net income attributable to our shareholders presented in the consolidated financial statements.

Previous wording

The tables that follow define and reconcile non-GAAP Adjusted EBITDA and non-GAAP Operating Results to the most directly comparable GAAP measure.

Current wording

The tables that follow define and reconcile non-GAAP adjusted EBITDA, non-GAAP adjusted net income, non-GAAP earnings per share to the most directly comparable GAAP measure.

Previous wording

(1) Costs associated with clinic closures during the periods presented and, for purposes of Operating Results, includes accelerated depreciation related to closed clinics.

Current wording

(1) Costs associated with clinic closures during the periods presented and, for purposes of adjusted net income, includes accelerated depreciation related to closed clinics.

Previous wording

(2) Primarily consists of retention bonuses, as well as legal and consulting expenses related to the acquisition of equity interests in certain partnerships and costs associated with entering into hospital affiliation contracts.

Current wording

(2) Certain expenses related to the acquisitions of equity interests in certain partnerships and costs associated with entering into hospital affiliated contracts.

Previous wording

(4) Consists of costs related to the amendment of the Company’s credit facility.

Current wording

(4) Costs related to the amendment of the Company's Credit Agreement.

Previous wording

(1) These are costs incurred during the period that are associated with closed clinics (owned).

Previous wording

(3) Includes expenses related to the acquisitions of equity interests in certain partnerships and includes costs associated with entering into hospital affiliated contracts.

Current wording

(3) Certain expenses related to the acquisitions of equity interests in certain partnerships and includes costs associated with entering into hospital affiliated contracts.

Previous wording

(1) See definition of the metrics in the Glossary of Terms - Revenue Metrics

Previous wording

(4) Beginning Q2 2026, the Company changed its salaries and related costs metric from cost-per-visit to percentage-of-revenue, which management believes is a more meaningful presentation. For hospital affiliated clinics, salaries and related costs reimbursements by hospital systems are recognized as revenue by USPH, supporting this presentation change. Prior period metrics have been revised to conform to the current presentation.

Current wording

(3) Beginning in the 2026 Second Quarter, the Company changed its salaries and related costs metric from cost-per-visit to percentage-of-revenue, which management believes is a more meaningful presentation. For hospital affiliated clinics, salaries and related costs reimbursements by hospital systems are recognized as revenue by USPH, supporting this presentation change. Prior period metrics have been revised to conform to the current presentation.

Previous wording

Physical therapy net revenue was $182.4 million for the 2026 Second Quarter, an 8.4% increase versus the 2025 Second Quarter, including a 3.5% increase in mature revenue. Of the total physical therapy net revenue, $5.6 million was associated with the previously announced strategic hospital affiliations.

Current wording

Physical therapy net revenue was $189.5 million for the 2026 Third Quarter, a 12.7% increase versus the 2025 Third Quarter, including a 6.4% increase in mature revenue. Of the total physical therapy net revenue, $25.0 million was associated with the previously announced strategic hospital affiliations.

Previous wording

Total patient visits were 1,661,694, which includes home-care visits, for the 2026 Second Quarter, a 6.6% increase from the 2025 Second Quarter. Average daily visits per clinic, which does not include home-care visits, was 33.5 for the 2026 Second Quarter compared to 32.7 for the 2025 Second Quarter.

Current wording

Total patient visits were 1,682,642 (including home-care visits) for the 2026 Third Quarter, an 8.3% increase from the 2025 Third Quarter. Average daily visits per clinic, (excluding home-care visits), was 33.4 for the 2026 Third Quarter compared to 32.2 for the 2025 Third Quarter.

Previous wording

Other revenues decreased approximately $0.5 million, to $3.6 million for the 2026 Second Quarter from $4.1 million for the 2025 Second Quarter.

Current wording

Other revenues decreased approximately $0.7 million, to $3.4 million for the 2026 Third Quarter from $4.1 million for the 2025 Third Quarter.

Previous wording

Operating costs from physical therapy operations increased $14.3 million, or 10.8%, to $146.9 million for the 2026 Second Quarter from $132.6 million for the 2025 Second Quarter mostly due to the additional clinics added from the comparable prior year period.

Current wording

Operating costs from physical therapy operations increased $16.8 million, or 12.3%, to $153.7 million for the 2026 Third Quarter from $136.9 million for the 2025 Third Quarter mostly due to the additional clinics added from the comparable prior year period.

Previous wording

Salaries and related costs, clinics (excluding other management contracts) increased to $104.6 million in the 2026 Second Quarter from $93.9 million in the 2025 Second Quarter, an increase of $10.7 million, or 11.4%. Excluding certain incentive costs related to the Metro acquisition, salaries and related costs as a percentage of revenue increased to 57.5% for the 2026 Second Quarter from 56.4% for the 2025 Second Quarter. We changed our salaries and related costs metric from cost-per-visit to percentage-of-revenue, because we believe it is a more meaningful presentation. For hospital affiliated clinics, salaries and related costs reimbursements by hospital systems are recognized as revenue, by us, supporting this presentation change. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Current wording

Salaries and related costs, clinics (excluding other management contracts) increased to $109.2 million in the 2026 Third Quarter from $96.5 million in the 2025 Third Quarter, an increase of $12.7 million, or 13.2%. Excluding certain incentive costs related to the Metro acquisition, salaries and related costs as a percentage of revenue, decreased to 58.0% for the 2026 Third Quarter from 58.2% for the 2025 Third Quarter. We changed our salaries and related costs metric from cost-per-visit to percentage-of-revenue, because we believe it is a more meaningful presentation. For hospital affiliated clinics, salaries and related costs reimbursements by hospital systems are recognized as revenue, by us, supporting this presentation change. Refer to “Non-GAAP Measures” for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Previous wording

Rent, supplies, contract labor and other costs, related to clinics (excluding other management contracts) increased to $34.2 million in the 2026 Second Quarter from $29.7 million in the 2025 Second Quarter, an increase of $4.5 million, or 15.2%.

Current wording

Rent, supplies, contract labor and other costs, related to clinics (excluding other management contracts) increased to $36.4 million in the 2026 Third Quarter from $31.9 million in the 2025 Third Quarter, an increase of $4.6 million, or 14.3%, mostly due to the increased number of clinics year over year.

Previous wording

Depreciation and amortization related to physical therapy operations decreased to $4.7 million in the 2026 Second Quarter from $5.0 million in the 2025 Second Quarter.

Current wording

Depreciation and amortization related to physical therapy operations increased to $4.9 million in the 2026 Third Quarter from $4.7 million in the 2025 Third Quarter.

Previous wording

The provision for credit losses was $2.1 million for the 2026 Second Quarter and $2.0 million for the 2025 Second Quarter. As a percentage of net revenues, the provision for credit losses was 1.2% over the same periods.

Current wording

The provision for credit losses was $1.9 million for the 2026 Third Quarter and $2.0 million for the 2025 Third Quarter. As a percentage of net revenues, the provision for credit losses was 1.0% for the 2026 Third Quarter, and 1.2% for the 2025 Third Quarter.

Previous wording

Gross profit from physical therapy operations was $35.5 million, or 19.5% as a percent of physical therapy operations net revenue, for the 2026 Second Quarter as compared to $35.7 million, or 21.2% as a percent of net revenues, for the 2025 Second Quarter. Adjusted gross profit margin (a non-GAAP measure) was 19.9% for the 2026 Second Quarter compared to 21.4% for the 2025 Second Quarter. The 2026 Second Quarter results include an unfavorable impact of company-provided health benefit costs compared to a favorable impact in the 2025 Second Quarter, impacting margins by approximately 100 basis points. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Current wording

Gross profit from physical therapy operations was $35.8 million, or 18.9% as a percent of physical therapy operations net revenue, for the 2026 Third Quarter as compared to $31.2 million, or 18.6% as a percent of net revenues, for the 2025 Third Quarter. Adjusted gross profit margin (a non-GAAP measure) was 19.1% for the 2026 Third Quarter compared to 18.5% for the 2025 Third Quarter. The 2026 Third Quarter results reflect higher company-provided health benefit costs compared to a favorable experience in the 2025 Third Quarter, representing approximately 150 basis points of margin headwind. Refer to “Non-GAAP Measures” for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.

Previous wording

IIP revenue increased $2.7 million, or 9.1%, to $31.7 million for the 2026 Second Quarter as compared to $29.1 million for the 2025 Second Quarter. Excluding the IIP acquisition made on January 31, 2026, IIP revenue increased 3.6% over the comparable three month periods. Gross profit from IIP operations for the 2026 Second Quarter increased $0.6 million, or 9.7%, to $6.5 million from $5.9 million for the 2025 Second Quarter. Gross profit margin from IIP operations was 20.4% for the 2026 Second Quarter compared to 20.3% for the 2025 Second Quarter.

Current wording

IIP revenue increased $4.0 million, or 13.8%, to $33.0 million for the 2026 Third Quarter as compared to $29.0 million for the 2025 Third Quarter. Excluding the IIP acquisition made on January 31, 2026, IIP revenue increased 8.3% over the comparable three-month periods. Gross profit from IIP operations for the 2026 Third Quarter increased $1.6 million, or 27.4%, to $7.2 million from $5.7 million for the 2025 Third Quarter. Gross profit margin from IIP operations was 21.9% for the 2026 Third Quarter compared to 19.6% for the 2025 Third Quarter.

Previous wording

Revaluation of contingent consideration related to certain acquisitions resulted in a net loss (an increase in the related liabilities) of $1.0 million for the 2026 Second Quarter compared to a net gain (a decrease in the related liabilities) of $0.8 million for the 2025 Second Quarter.

Current wording

Revaluation of contingent consideration related to certain acquisitions resulted in a net loss (an increase in the related liabilities) of $0.1 million for the 2026 Third Quarter compared to a net gain (a decrease in the related liabilities) of $5.9 million for the 2025 Third Quarter.

Previous wording

Operating income was $21.9 million for the 2026 Second Quarter compared to $24.9 million for the 2025 Second Quarter. Included in operating income for the 2026 Second Quarter was a non-cash loss on change in fair value of contingent earn out consideration of $1.0 million versus a non-cash gain of $0.8 million in the 2025 Second Quarter.

Current wording

Operating income was $25.1 million for the 2026 Third Quarter compared to $25.3 million for the 2025 Third Quarter. Included in operating income for the 2026 Third Quarter was a non-cash loss on change in fair value of contingent earn out consideration of $0.1 million versus a non-cash gain of $5.9 million in the 2025 Third Quarter.

Previous wording

Interest expense increased by $0.8 million to $3.2 million for the 2026 Second Quarter compared to $2.4 million for the 2025 Second Quarter due to a higher average outstanding balance on our revolving credit facility for the 2026 Second Quarter. The effective interest rate associated with borrowings on our credit facilities was 5.3% for the 2026 Second Quarter and 5.6% for the 2025 Second Quarter.

Current wording

Interest expense increased by $1.2 million to $3.6 million for the 2026 Third Quarter compared to $2.4 million for the 2025 Third Quarter due to a higher average outstanding balance on our credit facilities for the 2026 Third Quarter. The effective interest rate associated with borrowings on our credit facilities was 5.5% for the 2026 Third Quarter and 5.7% for the 2025 Third Quarter.

Previous wording

Revaluation of put-right liability related to the future purchase of an IIP business resulted in a net non-cash expense (an increase in the related liability) of $0.2 million for the 2026 Second Quarter compared to net non-cash expense of $0.3 million for the 2025 Second Quarter.

Current wording

Revaluation of put right liability related to the future purchase of an IIP business resulted in a net non-cash expense (an increase in the related liability) of $0.6 million for the 2026 Third Quarter compared to net non-cash expense (an increase in the related liability) of $0.7 million for the 2025 Third Quarter.

Previous wording

The provision for income taxes was $4.2 million for the 2026 Second Quarter compared to $4.9 million during the 2025 Second Quarter while the effective tax rate was 29.6% and 28.5% over the same periods, respectively.

Current wording

The provision for income taxes was $4.0 million for the 2026 Third Quarter compared to $5.2 million during the 2025 Third Quarter while the effective tax rate was 26.5% and 28.5% over the same periods, respectively.

Showing the first 40 of 78 pairs. Open the source sections for the rest.

Rearranged current paragraphs (8)

Current report — wording carried from elsewhere

Net income attributable to our shareholders was $26.0 million for the nine months ended September 30, 2026 compared to $35.4 million for the 2025 Nine Months. We reported a loss per share of $0.90 for the 2026 Nine Months, compared to earnings per share of $1.85 in the 2025 Nine Months. Under GAAP, changes in the value of redeemable noncontrolling interests, representing our partners’ ownership stakes in subsidiaries not fully owned by us, are excluded from net income but are included in the calculation of earnings per share. Improving performance increases the value of these ownership interests, which has a dilutive effect on earnings per share.

Current report — wording carried from elsewhere

(3) Costs related to a one-time financial and human resources systems upgrade.

Current report — wording carried from elsewhere

Certain expenses related to the acquisitions of equity interests in certain partnerships and costs associated with entering into hospital affiliated contracts.

Current report — wording carried from elsewhere

Costs related to a one-time financial and human resources systems upgrade.

Current report — wording carried from elsewhere

(4) Costs related to a one-time financial and human resources systems upgrade.

Current report — wording carried from elsewhere

Our Board of Directors declared a quarterly dividend of $0.46 to be payable on December 11, 2026, to shareholders of record on November 16, 2026, consistent with our longstanding practice of delivering value to shareholders.

Current report — wording carried from elsewhere

In September 2026, we entered into an additional interest rate swap agreement, effective on June 30, 2027, with Bank of America, N.A., which had a $170.6 million notional value adjusted concurrently with scheduled principal payments made on the term loan and has a maturity date of April 14, 2031. Beginning in July 2027, we receive 1-month SOFR and pay a fixed rate of interest of 4.6% on 1-month SOFR. The total interest rate in any period also includes an applicable margin based on our Consolidated Leverage Ratio (as defined in the Credit Agreement). In connection with the swap, no cash was exchanged between us and the counterparty.

Current report — wording carried from elsewhere

On September 30, 2025, together with a local partner, we acquired a 100% equity interest in a two-clinic practice for a purchase price of $0.4 million, which was paid in cash. As part of this transaction, we agreed to additional consideration if future objectives are met. As of September 30, 2026, these objectives were not met. Accordingly, we recognized a gain of $0.1 million, and no further amounts are payable related to this acquisition.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

(3) Includes expenses related to the acquisitions of equity interests in certain partnerships and includes costs associated with entering into hospital affiliated contracts.

Previous report — wording carried elsewhere

(5) Certain fees expensed when entering into the Fourth Amended Credit Facility

Previous report — wording carried elsewhere

(7) Excludes certain incentive costs related to the Metro acquisition, business acquisition costs and clinic closure costs. Please see the section titled Non-GAAP Measures for a reconciliation of non-GAAP measures to the most directly comparable GAAP measure.