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LifeStance Health Group, Inc.

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

LFST$13.77+2.5%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 2026-08-06.

0001193125-26-338107

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.

0001193125-26-449746

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 104 previous paragraphs and 104 current paragraphs.

72 unchanged; 32 reworded; 0 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 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.

Reworded paragraphs (32)

Previous wording

We are dedicated to improving the lives of our patients by reimagining mental health through a tech-enabled in-person and virtual care delivery model built to expand access, address affordability, improve outcomes and lower overall healthcare costs. We are one of the nation’s largest outpatient mental health platforms based on the number of clinicians we employ through our subsidiaries and our supported practices and our geographic scale, employing 8,542 licensed mental health clinicians as of June 30, 2026. Our patient-focused platform combines a personalized, digitally-powered patient experience with differentiated clinical capabilities and in-network insurance relationships to fundamentally transform patient access and treatment. By revolutionizing the way mental healthcare is delivered, we believe we have an opportunity to improve the lives and health of millions of individuals.

Current wording

We are dedicated to improving the lives of our patients by reimagining mental health through a tech-enabled in-person and virtual care delivery model built to expand access, address affordability, improve outcomes and lower overall healthcare costs. We are one of the nation’s largest outpatient mental health platforms based on the number of clinicians we employ through our subsidiaries and our supported practices and our geographic scale, employing 8,863 licensed mental health clinicians as of September 30, 2026. Our patient-focused platform combines a personalized, digitally-powered patient experience with differentiated clinical capabilities and in-network insurance relationships to fundamentally transform patient access and treatment. By revolutionizing the way mental healthcare is delivered, we believe we have an opportunity to improve the lives and health of millions of individuals.

Previous wording

As of June 30, 2026, we employed 8,542 psychiatrists, advanced practice nurses, psychologists and therapists through our subsidiaries and supported practices. We generate revenue on a per visit basis (total revenue per visit ("TRPV")) as clinical services are rendered by our clinicians. We generate lower revenue and experience lower clinician productivity in periods that have fewer business days than other periods. We measure productivity by the number of visits that are performed by a clinician, which is driven by the time clinicians make available to see patients and our ability to fill clinicians' schedules by attracting new patients, scheduling patients, and converting scheduled appointments to completed visits. Clinician productivity impacts our ability to generate revenue and also impacts clinician compensation, as clinician compensation is primarily driven by the number of visits provided by each clinician. Recruiting new clinicians and retaining existing clinicians enables us to see more patients by expanding our patient visit capacity.

Current wording

As of September 30, 2026, we employed 8,863 psychiatrists, advanced practice nurses, psychologists and therapists through our subsidiaries and supported practices. We generate revenue on a per visit basis (total revenue per visit ("TRPV")) as clinical services are rendered by our clinicians. We generate lower revenue and experience lower clinician productivity in periods that have fewer business days than other periods. We measure productivity by the number of visits that are performed by a clinician, which is driven by the time clinicians make available to see patients and our ability to fill clinicians' schedules by attracting new patients, scheduling patients, and converting scheduled appointments to completed visits. Clinician productivity impacts our ability to generate revenue and also impacts clinician compensation, as clinician compensation is primarily driven by the number of visits provided by each clinician. Recruiting new clinicians and retaining existing clinicians enables us to see more patients by expanding our patient visit capacity.

Previous wording

We believe we have significant opportunity to grow our employed clinician base from our current base of 8,542 clinicians employed through our subsidiaries and supported practices, as of June 30, 2026. We have developed a rigorous and exclusive in-house national clinician recruiting model that works closely with our regional clinical teams to select the best candidates and expand capacity in a timely manner. As we grow our clinician base, we can grow our business, expand access for our patients and our payors and invest in our platform to further reinforce our differentiated offering to clinicians. We have available physical capacity to add clinicians to our existing centers, as well as an opportunity to add new clinicians with the targeted roll-out of new centers. Our virtual care offering also allows clinicians to see more patients without investments in incremental physical space, expanding our patient visit capacity beyond in-person only levels.

Current wording

We believe we have significant opportunity to grow our employed clinician base from our current base of 8,863 clinicians employed through our subsidiaries and supported practices, as of September 30, 2026. We have developed a rigorous and exclusive in-house national clinician recruiting model that works closely with our regional clinical teams to select the best candidates and expand capacity in a timely manner. As we grow our clinician base, we can grow our business, expand access for our patients and our payors and invest in our platform to further reinforce our differentiated offering to clinicians. We have available physical capacity to add clinicians to our existing centers, as well as an opportunity to add new clinicians with the targeted roll-out of new centers. Our virtual care offering also allows clinicians to see more patients without investments in incremental physical space, expanding our patient visit capacity beyond in-person only levels.

Previous wording

We believe our ability to attract and retain patients to drive growth in our visits and meet the availability of our clinician base will enable us to grow our revenue. We believe we have a significant opportunity to increase the number of patients we serve in our existing markets. Our clinicians treated patients through 2.6 million and 5.1 million visits in the three and six months ended June 30, 2026, respectively. We believe our ability to deliver more accessible, flexible, affordable and effective mental healthcare is a key driver of our patient growth. We believe we provide a superior and differentiated mental healthcare experience that integrates virtual and in-person care to deliver care in a convenient way for our patients, meeting our patients where they are. Our in-network payor relationships allow our patients to access affordable care without significant out-of-pocket cost or delays in receiving treatment. We treat mental health conditions across the outpatient spectrum through a clinical approach that focuses on improved patient outcomes. We support our patients throughout their care continuum with purpose-built technological capabilities, including online assessments, digital provider communication, and seamless internal referral and follow-up capabilities.

Current wording

We believe our ability to attract and retain patients to drive growth in our visits and meet the availability of our clinician base will enable us to grow our revenue. We believe we have a significant opportunity to increase the number of patients we serve in our existing markets. Our clinicians treated patients through 2.7 million and 7.8 million visits in the three and nine months ended September 30, 2026, respectively. We believe our ability to deliver more accessible, flexible, affordable and effective mental healthcare is a key driver of our patient growth. We believe we provide a superior and differentiated mental healthcare experience that integrates virtual and in-person care to deliver care in a convenient way for our patients, meeting our patients where they are. Our in-network payor relationships allow our patients to access affordable care without significant out-of-pocket cost or delays in receiving treatment. We treat mental health conditions across the outpatient spectrum through a clinical approach that focuses on improved patient outcomes. We support our patients throughout their care continuum with purpose-built technological capabilities, including online assessments, digital provider communication, and seamless internal referral and follow-up capabilities.

Previous wording

As we grow our platform, we seek to generate consistent returns on our investments. See “—Key Metrics and Non-GAAP Financial Measures—Center Margin” for our definition of Center Margin and reconciliation to income (loss) from operations. We believe this metric best reflects the economics of our model as it includes all direct expenses associated with our patients’ care. We seek to grow our Center Margin through a combination of (i) growing revenue through clinician hiring and retention, patient growth and engagement, hybrid virtual and in-person care, existing office expansion, and in-network reimbursement levels, and (ii) leveraging on our fixed cost base at each center. For acquired centers, we also seek to realize operational, technology and reimbursement synergies to drive Center Margin growth.

Current wording

As we grow our platform, we seek to generate consistent returns on our investments. See “—Key Metrics and Non-GAAP Financial Measures—Center Margin” for our definition of Center Margin and reconciliation to income from operations. We believe this metric best reflects the economics of our model as it includes all direct expenses associated with our patients’ care. We seek to grow our Center Margin through a combination of (i) growing revenue through clinician hiring and retention, patient growth and engagement, hybrid virtual and in-person care, existing office expansion, and in-network reimbursement levels, and (ii) leveraging on our fixed cost base at each center. For acquired centers, we also seek to realize operational, technology and reimbursement synergies to drive Center Margin growth.

Previous wording

Center Margin and Adjusted EBITDA are not measures of financial performance under generally accepted accounting principles ("GAAP") and are not intended to be substitutes for any GAAP financial measures, including revenue, income (loss) from operations or net income (loss), and, as calculated, may not be comparable to companies in other industries or within the same industry with similarly titled measures of performance. Therefore, non-GAAP measures should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP.

Current wording

Center Margin and Adjusted EBITDA are not measures of financial performance under generally accepted accounting principles ("GAAP") and are not intended to be substitutes for any GAAP financial measures, including revenue, income from operations or net income (loss), and, as calculated, may not be comparable to companies in other industries or within the same industry with similarly titled measures of performance. Therefore, non-GAAP measures should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP.

Previous wording

We define Center Margin as income (loss) from operations excluding depreciation and amortization and general and administrative expenses. Therefore, Center Margin is computed by removing from income (loss) from operations the costs that do not directly relate to the delivery of care and only including center costs, excluding depreciation and amortization. We consider Center Margin to be an important measure to monitor our performance relative to the direct costs of delivering care. We believe Center Margin is useful to investors to measure whether we are sufficiently controlling the direct costs of delivering care.

Current wording

We define Center Margin as income from operations excluding depreciation and amortization and general and administrative expenses. Therefore, Center Margin is computed by removing from income from operations the costs that do not directly relate to the delivery of care and only including center costs, excluding depreciation and amortization. We consider Center Margin to be an important measure to monitor our performance relative to the direct costs of delivering care. We believe Center Margin is useful to investors to measure whether we are sufficiently controlling the direct costs of delivering care.

Previous wording

Center Margin is not a financial measure of, nor does it imply, profitability. The relationship of income (loss) from operations to center costs, excluding depreciation and amortization is not necessarily indicative of future profitability from operations. Center Margin excludes certain expenses, such as general and administrative expenses, and depreciation and amortization, which are considered normal, recurring operating expenses and are essential to support the operation and development of our centers. Therefore, this measure may not provide a complete understanding of the operating results of our Company as a whole, and Center Margin should be reviewed in conjunction with our GAAP financial results. Other companies that present Center Margin may calculate it differently and, therefore, similarly titled measures presented by other companies may not be directly comparable to ours. In addition, Center Margin has limitations as an analytical tool, including that it does not reflect depreciation and amortization or other overhead allocations.

Current wording

Center Margin is not a financial measure of, nor does it imply, profitability. The relationship of income from operations to center costs, excluding depreciation and amortization is not necessarily indicative of future profitability from operations. Center Margin excludes certain expenses, such as general and administrative expenses, and depreciation and amortization, which are considered normal, recurring operating expenses and are essential to support the operation and development of our centers. Therefore, this measure may not provide a complete understanding of the operating results of our Company as a whole, and Center Margin should be reviewed in conjunction with our GAAP financial results. Other companies that present Center Margin may calculate it differently and, therefore, similarly titled measures presented by other companies may not be directly comparable to ours. In addition, Center Margin has limitations as an analytical tool, including that it does not reflect depreciation and amortization or other overhead allocations.

Previous wording

The following table provides a reconciliation of income (loss) from operations, the most closely comparable GAAP financial measure, to Center Margin:

Current wording

The following table provides a reconciliation of income from operations, the most closely comparable GAAP financial measure, to Center Margin:

Previous wording

A reconciliation of net income (loss) to Adjusted EBITDA is presented below for the three and six months ended June 30, 2026 and 2025. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure and to view Adjusted EBITDA in conjunction with net income (loss).

Current wording

A reconciliation of net income (loss) to Adjusted EBITDA is presented below for the three and nine months ended September 30, 2026 and 2025. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure and to view Adjusted EBITDA in conjunction with net income (loss).

Previous wording

Primarily includes capital markets advisory, consulting, accounting and legal expenses related to the underwritten public offerings of shares of our common stock by certain selling stockholders completed in the first and second quarters of 2026.

Current wording

Primarily includes capital markets advisory, consulting, accounting and legal expenses related to the underwritten public offerings of shares of our common stock by certain selling stockholders completed in the three and nine months ended September 30, 2026.

Previous wording

Litigation costs, net of insurance recoveries, include only those costs which are considered non-recurring and outside of the ordinary course of business based on the following considerations, which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) the complexity of the case (e.g., complex class action litigation), (iii) the nature of the remedy(ies) sought, including the size of any monetary damages sought, (iv) the counterparty involved, and (v) our overall litigation strategy. During each of the three and six months ended June 30, 2026 and 2025, litigation costs included cash expenses related to certain litigation matters, including a privacy class action litigation, and for the three and six months ended June 30, 2025, a compensation model class action litigation.

Current wording

Litigation costs, net of insurance recoveries, include only those costs which are considered non-recurring and outside of the ordinary course of business based on the following considerations, which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) the complexity of the case (e.g., complex class action litigation), (iii) the nature of the remedy(ies) sought, including the size of any monetary damages sought, (iv) the counterparty involved, and (v) our overall litigation strategy. During each of the three and nine months ended September 30, 2026 and 2025, litigation costs included cash expenses related to certain litigation matters, including a privacy class action litigation, and for the three and nine months ended September 30, 2025, a compensation model class action litigation.

Previous wording

Real estate optimization and restructuring charges consist of cash expenses and non-cash charges related to our real estate optimization initiative, which included certain asset impairment and disposal costs, certain gains and losses related to early lease terminations, and exit and disposal costs related to our real estate optimization initiative to consolidate our physical footprint during 2023. As the decision to close these centers was part of a significant strategic project driven by a historic shift in behavior, the magnitude of center closures was greater than what would be expected as part of ordinary business operations and did not constitute normal recurring operating activities. During the three and six months ended June 30, 2026 and 2025, real estate optimization and restructuring charges consisted of certain gains and losses related to early lease terminations of previously abandoned real estate leases in 2023.

Current wording

Real estate optimization and restructuring charges consist of cash expenses and non-cash charges related to our real estate optimization initiative, which included certain asset impairment and disposal costs, certain gains and losses related to early lease terminations, and exit and disposal costs related to our real estate optimization initiative to consolidate our physical footprint during 2023. As the decision to close these centers was part of a significant strategic project driven by a historic shift in behavior, the magnitude of center closures was greater than what would be expected as part of ordinary business operations and did not constitute normal recurring operating activities. During the three and nine months ended September 30, 2026 and 2025, real estate optimization and restructuring charges consisted of certain gains and losses related to early lease terminations of previously abandoned real estate leases in 2023.

Previous wording

The following table sets forth a summary of our financial results for the three and six months ended June 30, 2026 and 2025:

Current wording

The following table sets forth a summary of our financial results for the three and nine months ended September 30, 2026 and 2025:

Previous wording

Total revenue increased $90.1 million, or 26%, to $435.4 million for the three months ended June 30, 2026 from $345.3 million for the three months ended June 30, 2025. This was primarily due to an increase of $90.2 million of patient service revenue slightly offset by a decrease of $0.1 million of nonpatient revenue. The increase in patient service revenue was mainly due to a net increase of 834 in total clinicians, including from organic hiring and acquisitions, an increase in clinician productivity and the inclusion of acquisitions during the period, resulting in an increase in patient visits of 0.4 million, or 19%. Additionally, TRPV increased year-over-year primarily driven by modest payor rate increases.

Current wording

Total revenue increased $92.1 million, or 25%, to $455.9 million for the three months ended September 30, 2026 from $363.8 million for the three months ended September 30, 2025. This was primarily due to an increase of $92.1 million of patient service revenue. The increase in patient service revenue was mainly due to a net increase of 867 in total clinicians, including from organic hiring and acquisitions, an increase in clinician productivity and the inclusion of acquisitions during the period, resulting in an increase in patient visits of 0.4 million, or 17%. Additionally, TRPV increased year-over-year primarily driven by modest payor rate increases.

Previous wording

Total revenue increased $160.5 million, or 24%, to $838.8 million for the six months ended June 30, 2026 from $678.3 million for the six months ended June 30, 2025. This was primarily due to an increase of $160.8 million of patient service revenue and slightly offset by a decrease of $0.3 million of nonpatient revenue. The increase in patient service revenue was mainly due to a net increase of 834 in total clinicians from organic hiring and acquisitions, an increase in clinician productivity and the inclusion of acquisitions during the period, resulting in an increase in patient visits of 0.8 million, or 18%. Additionally, TRPV increased year-over-year primarily driven by modest payor rate increases.

Current wording

Total revenue increased $252.6 million, or 24%, to $1,294.7 million for the nine months ended September 30, 2026 from $1,042.1 million for the nine months ended September 30, 2025. This was primarily due to an increase of $252.8 million of patient service revenue and slightly offset by a decrease of $0.2 million of nonpatient revenue. The increase in patient service revenue was mainly due to a net increase of 867 in total clinicians from organic hiring and acquisitions, an increase in clinician productivity and the inclusion of acquisitions during the period, resulting in an increase in patient visits of 1.2 million, or 18%. Additionally, TRPV increased year-over-year primarily driven by modest payor rate increases.

Previous wording

Center costs, excluding depreciation and amortization increased $45.4 million, or 19%, to $282.3 million for the three months ended June 30, 2026 from $236.9 million for the three months ended June 30, 2025. This was primarily due to a $41.2 million increase in center-based compensation due to the increase in patient visits of 0.4 million from the increase in the total number of clinicians from organic hiring and acquisitions. In addition, occupancy costs consisting of center rent and utilities and other center operating expenses consisting of office supplies and insurance contributed to the increase of $4.2 million.

Current wording

Center costs, excluding depreciation and amortization increased $47.2 million, or 19%, to $294.5 million for the three months ended September 30, 2026 from $247.2 million for the three months ended September 30, 2025. This was primarily due to a $43.5 million increase in center-based compensation due to the increase in patient visits of 0.4 million from the increase in the total number of clinicians from organic hiring and acquisitions. In addition, occupancy costs consisting of center rent and utilities and other center operating expenses consisting of office supplies and insurance contributed to the increase of $3.7 million.

Previous wording

Center costs, excluding depreciation and amortization increased $89.8 million, or 20%, to $549.9 million for the six months ended June 30, 2026 from $460.1 million for the six months ended June 30, 2025. This was primarily due to a $82.2 million increase in center-based compensation due to the increase in patient visits of 0.8 million from the increase in the total number of clinicians from organic hiring and acquisitions. In addition, occupancy costs consisting of center rent and utilities and other center operating expenses consisting of office supplies and insurance contributed to the increase of $7.6 million.

Current wording

Center costs, excluding depreciation and amortization increased $137.0 million, or 19%, to $844.3 million for the nine months ended September 30, 2026 from $707.3 million for the nine months ended September 30, 2025. This was primarily due to a $125.7 million increase in center-based compensation due to the increase in patient visits of 1.2 million from the increase in the total number of clinicians from organic hiring and acquisitions. In addition, occupancy costs consisting of center rent and utilities and other center operating expenses consisting of office supplies and insurance contributed to the increase of $11.3 million.

Previous wording

General and administrative expenses increased $10.7 million, or 11%, to $108.1 million for the three months ended June 30, 2026 from $97.4 million for the three months ended June 30, 2025. This was primarily due to increases in salaries, wages and employee benefits of $6.3 million, other operating expenses of $2.8 million as a result of primarily marketing and professional fees, occupancy costs of $2.1 million and third-party consulting costs and one-time costs associated with our strategic initiatives related to the electronic health resources system implementation of $0.9 million. This increase was slightly offset by a decrease in stock-based compensation expense of $1.4 million.

Current wording

General and administrative expenses increased $17.8 million, or 19%, to $113.4 million for the three months ended September 30, 2026 from $95.6 million for the three months ended September 30, 2025. This was primarily due to increases in salaries, wages and employee benefits of $8.9 million, other operating expenses of $4.8 million as a result of primarily marketing and professional fees, occupancy costs of $2.4 million and third-party consulting costs and one-time costs associated with our strategic initiatives related to the electronic health resources system implementation of $1.7 million.

Previous wording

General and administrative expenses increased $16.7 million, or 9%, to $208.5 million for the six months ended June 30, 2026 from $191.8 million for the six months ended June 30, 2025. This was primarily due to increases in salaries, wages and employee benefits of $11.4 million, other operating expenses of $5.8 million as a result of primarily marketing and professional fees, occupancy costs of $3.3 million and third-party consulting costs and one-time costs associated with our strategic initiatives related to the electronic health resources system implementation of $1.0 million. The increase was slightly offset by a decrease in stock-based compensation expense of $4.8 million.

Current wording

General and administrative expenses increased $34.5 million, or 12%, to $321.9 million for the nine months ended September 30, 2026 from $287.4 million for the nine months ended September 30, 2025. This was primarily due to increases in salaries, wages and employee benefits of $20.5 million, other operating expenses of $10.4 million as a result of primarily marketing and professional fees, occupancy costs of $5.8 million and third-party consulting costs and one-time costs associated with our strategic initiatives related to the electronic health resources system implementation of $2.7 million. The increase was slightly offset by a decrease in stock-based compensation expense of $4.9 million.

Previous wording

Depreciation and amortization expense increased $0.2 million to $14.2 million for the three months ended June 30, 2026 from $14.0 million for the three months ended June 30, 2025. This was primarily due to the amortization of intangibles and depreciation during the periods.

Current wording

Depreciation and amortization expense increased $1.3 million to $14.9 million for the three months ended September 30, 2026 from $13.6 million for the three months ended September 30, 2025. This was primarily due to the amortization of intangibles and depreciation during the periods.

Previous wording

Depreciation and amortization expense decreased $0.2 million to $27.6 million for the six months ended June 30, 2026 from $27.8 million for the six months ended June 30, 2025. This was primarily due to the amortization of intangibles and depreciation during the periods.

Current wording

Depreciation and amortization expense increased $1.2 million to $42.5 million for the nine months ended September 30, 2026 from $41.3 million for the nine months ended September 30, 2025. This was primarily due to the amortization of intangibles and depreciation during the periods.

Previous wording

Interest expense, net decreased $0.3 million to $2.6 million for the three months ended June 30, 2026 from $2.9 million for the three months ended June 30, 2025. This decrease was primarily due to lower interest rates on borrowings outstanding during the period.

Current wording

Interest expense, net decreased $0.3 million to $2.5 million for the three months ended September 30, 2026 from $2.8 million for the three months ended September 30, 2025. This decrease was primarily due to lower interest rates and lower borrowings outstanding during the period.

Previous wording

Interest expense, net decreased $1.6 million to $4.4 million for the six months ended June 30, 2026 from $6.0 million for the six months ended June 30, 2025. This decrease was primarily due to lower interest rates on borrowings outstanding during the period.

Current wording

Interest expense, net decreased $1.9 million to $6.9 million for the nine months ended September 30, 2026 from $8.8 million for the nine months ended September 30, 2025. This decrease was primarily due to lower borrowings outstanding during the period.

Previous wording

Income tax (provision) benefit decreased $6.0 million to a provision of $3.8 million for the three months ended June 30, 2026 from a benefit of $2.2 million for the three months ended June 30, 2025 primarily due to taxable income and non-deductible equity awards for the three months ended June 30, 2026.

Current wording

Income tax (provision) benefit increased $1.5 million to a provision of $5.0 million for the three months ended September 30, 2026 from a provision of $3.5 million for the three months ended September 30, 2025 primarily due to taxable income and non-deductible equity awards for the three months ended September 30, 2026.

Previous wording

Income tax (provision) benefit decreased $13.7 million to a provision of $9.4 million for the six months ended June 30, 2026 from a benefit of $4.3 million for the six months ended June 30, 2025 primarily due to taxable income and non-deductible equity awards for the six months ended June 30, 2026.

Current wording

Income tax (provision) benefit decreased $15.2 million to a provision of $14.4 million for the nine months ended September 30, 2026 from a benefit of $0.8 million for the nine months ended September 30, 2025 primarily due to taxable income and non-deductible equity awards for the nine months ended September 30, 2026.

Previous wording

We measure liquidity in terms of our ability to fund the cash requirements of our business operations, including working capital needs, capital expenditures, including to execute on our new center strategy, contractual obligations, debt service, acquisitions, settlement of contingent considerations obligations, and other commitments with cash flows from operations and other sources of funding. Our principal sources of liquidity to date have included cash from operating activities, cash on hand and amounts available under that certain credit agreement entered into on December 19, 2024, by the Company, LifeStance Health Holdings, Inc., Lynnwood Intermediate Holdings, Inc., Capital One, National Association, and each lender party thereto (the "2024 Credit Agreement"). We had cash and cash equivalents of $225.9 million and $248.6 million as of June 30, 2026 and December 31, 2025, respectively.

Current wording

We measure liquidity in terms of our ability to fund the cash requirements of our business operations, including working capital needs, capital expenditures, including to execute on our new center strategy, contractual obligations, debt service, acquisitions, settlement of contingent considerations obligations, and other commitments with cash flows from operations and other sources of funding. Our principal sources of liquidity to date have included cash from operating activities, cash on hand and amounts available under that certain credit agreement entered into on December 19, 2024, by the Company, LifeStance Health Holdings, Inc., Lynnwood Intermediate Holdings, Inc., Capital One, National Association, and each lender party thereto (the "2024 Credit Agreement"). We had cash and cash equivalents of $218.8 million and $248.6 million as of September 30, 2026 and December 31, 2025, respectively.

Previous wording

Our future obligations primarily consist of our debt and lease obligations. We expect our cash generation from operations and future ability to refinance or secure additional financing facilities to be sufficient to repay our outstanding debt obligations and lease payment obligations. As of June 30, 2026 and December 31, 2025, there was an aggregate principal amount of $275.5 million and $282.8 million outstanding under the 2024 Credit Agreement, respectively. As of June 30, 2026, our non-cancellable future minimum operating lease payments totaled $239.1 million.

Current wording

Our future obligations primarily consist of our debt and lease obligations. We expect our cash generation from operations and future ability to refinance or secure additional financing facilities to be sufficient to repay our outstanding debt obligations and lease payment obligations. As of September 30, 2026 and December 31, 2025, there was an aggregate principal amount of $271.9 million and $282.8 million outstanding under the 2024 Credit Agreement, respectively. As of September 30, 2026, our non-cancellable future minimum operating lease payments totaled $244.0 million.

Previous wording

On February 24, 2026, our Board of Directors approved a share repurchase program ("Repurchase Program"), which authorizes the Company to repurchase up to $100.0 million of our outstanding shares of common stock. We repurchased 6,000,000 and 13,000,000 shares for a total of approximately $48.5 million and $97.6 million during the three and six months ended June 30, 2026, respectively. As of June 30, 2026, we had approximately $2.8 million remaining under the Repurchase Program. For further information regarding the Repurchase Program, see Part II, Item 2. "Unregistered Sales of Equity Securities and Use of Proceeds" in this Quarterly Report on Form 10-Q.

Current wording

On August 5, 2026, our Board of Directors approved a share repurchase program ("Repurchase Program"), which authorizes the Company to repurchase up to $100.0 million of our outstanding shares of common stock. The Repurchase Program replaced the Company's prior $100.0 million repurchase program approved by our Board of Directors on February 24, 2026. We repurchased 2,000,000 and 15,000,000 shares for a total of approximately $24.8 million and $122.4 million during the three and nine months ended September 30, 2026, respectively. As of September 30, 2026, we had approximately $75.4 million remaining under the Repurchase Program. For further information regarding the Repurchase Program, see Part II, Item 2. "Unregistered Sales of Equity Securities and Use of Proceeds" in this Quarterly Report on Form 10-Q.

Previous wording

During the six months ended June 30, 2026, operating activities provided $133.0 million of cash, primarily impacted by our $37.9 million net income, non-cash charges of $86.0 million and net cash provided by changes in operating assets and liabilities of $9.1 million. During the six months ended June 30, 2025, operating activities provided $61.3 million of cash, primarily impacted by non-cash charges of $89.4 million and partially offset by net cash used by changes in operating assets and liabilities of $25.0 million and our $3.1 million net loss.

Current wording

During the nine months ended September 30, 2026, operating activities provided $170.0 million of cash, primarily impacted by our $60.2 million net income, non-cash charges of $133.4 million and partially offset by net cash used by changes in operating assets and liabilities of $23.6 million. During the nine months ended September 30, 2025, operating activities provided $88.6 million of cash, primarily impacted by non-cash charges of $132.8 million and partially offset by net cash used by changes in operating assets and liabilities of $42.2 million and our $2.0 million net loss.

Previous wording

During the six months ended June 30, 2026, investing activities used $31.8 million of cash, primarily resulting from our purchases of property and equipment of $22.8 million and our business acquisitions of $9.0 million. During the six months ended June 30, 2025, investing activities used $14.9 million of cash resulting from our purchases of property and equipment.

Current wording

During the nine months ended September 30, 2026, investing activities used $47.0 million of cash, primarily resulting from our purchases of property and equipment of $37.4 million and our business acquisitions of $9.6 million. During the nine months ended September 30, 2025, investing activities used $25.2 million of cash resulting from our purchases of property and equipment.

Previous wording

During the six months ended June 30, 2026, financing activities used $123.9 million of cash, resulting primarily from payments of loan obligations of $7.3 million, payments of taxes related to net share settlement of equity awards of $24.4 million and common stock repurchases of $97.6 million and slightly offset by proceeds from the exercise of stock options of $5.4 million. During the six months ended June 30, 2025, financing activities used $12.0 million of cash, resulting primarily from payments of loan obligations of $3.6 million and payments of taxes related to net share settlement of equity awards of $8.4 million.

Current wording

During the nine months ended September 30, 2026, financing activities used $152.9 million of cash, resulting primarily from payments of loan obligations of $10.9 million, payments of taxes related to net share settlement of equity awards of $25.0 million and common stock repurchases of $122.4 million and slightly offset by proceeds from the exercise of stock options of $5.4 million. During the nine months ended September 30, 2025, financing activities used $14.0 million of cash, resulting primarily from payments of loan obligations of $5.4 million and payments of taxes related to net share settlement of equity awards of $8.6 million.