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KinderCare Learning Companies, Inc.

For the period ended Sep 27, 2025. Filed Nov 12, 2025.

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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 27, 2025 · Filed Nov 12, 2025

KLC$2.10+5.0%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 27,2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number:001-42367

(Exact Name of Registrant as Specified in its Charter)

Delaware87-1653366
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)
5005 Meadows RoadLake Oswego, OR97035
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (503)872-1300

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTradingSymbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareKLCNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒

As of November 10, 2025, the registrant had 118,318,554 shares of common stock, $0.01 par value per share, outstanding.

Table of Contents

Page
PART I.FINANCIAL INFORMATION2
Item 1.Financial Statements (Unaudited)2
Condensed Consolidated Balance Sheets (Unaudited)2
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited)3
Condensed Consolidated Statements of Shareholders' Equity (Unaudited)4
Condensed Consolidated Statements of Cash Flows (Unaudited)5
Notes to Condensed Consolidated Financial Statements (Unaudited)7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations22
Item 3.Quantitative and Qualitative Disclosures About Market Risk37
Item 4.Controls and Procedures38
PART II.OTHER INFORMATION40
Item 1.Legal Proceedings40
Item 1A.Risk Factors40
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds40
Item 3.Defaults Upon Senior Securities40
Item 4.Mine Safety Disclosures40
Item 5.Other Information40
Item 6.Exhibits42
Signatures43

i

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. You can generally identify forward-looking statements by our use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “seek,” “vision,” or “should,” or the negative thereof or other variations thereon or comparable terminology. Important factors that could cause actual results and events to differ materially from those indicated in the forward-looking statements include, among others, the following:

our ability to address changes in the demand for child care and workplace solutions;

our ability to adjust to shifts in workforce demographics, economic conditions, office environments and unemployment rates, and our ability to manage any adverse impact of a prolonged shutdown of the United States government on these factors;

our ability to hire and retain qualified teachers, management, employees, and maintain strong employee engagement;

the impact of public health crises on our business, financial condition and results of operations;

our ability to address adverse publicity;

changes in federal child care and education spending policies, tax incentives and budget priorities;

our ability to acquire additional capital;

our ability to successfully identify acquisition targets, acquire businesses and integrate acquired operations into our business;

our reliance on our subsidiaries;

our ability to protect our intellectual property rights;

our ability to protect our information technology and that of our third-party service providers;

our ability to manage the costs and liabilities of collecting, using, storing, disclosing, transferring and processing personal information;

our ability to manage payment-related risks;

our expectations regarding the effects of existing and developing laws and regulations, litigation and regulatory proceedings;

our ability to maintain adequate insurance coverage;

the fluctuation in our stock price;

the occurrence of natural disasters, environmental contamination or other highly disruptive events;

our ability to maintain adequate insurance coverage; and

the other factors described in the section titled “Risk Factors” in Part I Item 1A. in our Annual Report on Form 10-K for the fiscal year ended December 28, 2024 and elsewhere in this Quarterly Report on Form 10-Q.

Any forward-looking statement that we make in this Quarterly Report on Form 10-Q speaks only as of the date of such statement. Except as required by law, we do not undertake any obligation to update or revise, or to publicly announce any update or revision to, any of the forward-looking statements, whether as a result of new information, future events or otherwise, after the date of this Quarterly Report on Form 10-Q.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.