Skip to main content

SUPERIOR GROUP OF COMPANIES, INC.

For the period ended Mar 31, 2026. Filed May 4, 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.

Mar 31, 2026 · Filed May 4, 2026

SGC$13.36+5.9%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Consolidated Statements of Cash Flows (Unaudited)

SUPERIOR GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

Three Months Ended March 31,
20262025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)$834$(758)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization2,8583,204
Inventory write-downs1,095441
Credit loss expense314131
Share-based compensation expense8871,283
Change in fair value of acquisition-related contingent liabilities93287
Non-cash operating lease expense1,019900
Other, net4686
Changes in assets and liabilities:
Accounts receivable19,4152,607
Contract assets(6,397)1,069
Inventories(994)(2,191)
Prepaid expenses and other current assets159749
Other assets(391)113
Accounts payable and other current liabilities(9,044)(9,262)
Other long-term liabilities(537)(647)
Net cash provided by (used in) operating activities9,357(1,988)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property, plant and equipment(568)(1,131)
Net cash used in investing activities(568)(1,131)
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings under revolving lines of credit10,00019,000
Payments under revolving lines of credit(15,000)(8,000)
Payments of term loan(1,406)(1,406)
Payments of cash dividends(2,164)(2,280)
Shares withheld for taxes net of proceeds received on exercise of stock options(288)87
Common shares repurchased and retired(678)(3,777)
Net cash (used in) provided by financing activities(9,536)3,624
Effect of currency exchange rates on cash228486
Net decreases in cash and cash equivalents(519)991
Cash and cash equivalents balance, beginning of period23,69118,766
Cash and cash equivalents balance, end of period$23,172$19,757

See accompanying Condensed Notes to the Consolidated Financial Statements.

Superior Group of Companies**, Inc. and Subsidiaries**

Condensed Notes to the****Consolidated Financial Statements (Unaudited)

NOTE1 – Description of Business and Basis of Presentation**:**

Description of business

Superior Group of Companies, Inc. (together with its subsidiaries, “the Company,” “Superior,” “we,” “our,” or “us”) was organized in1920 and was incorporated in1922 as a New York company under the name Superior Surgical Mfg. Co., Inc. In1998, the Company changed its name to Superior Uniform Group, Inc. and redomiciled to Florida. Effective on* May 3, 2018,*Superior Uniform Group, Inc. changed its name to Superior Group of Companies, Inc.

Superior’s Branded Products segment, primarily through its signature marketing brands BAMKO® and HPI®, produces and sells customized merchandising solutions, promotional products and branded uniform programs. Branded products are manufactured throughthird parties or in Superior’s own facilities, and are sold to customers in a wide range of industries, including retail chain, food service, entertainment, technology, transportation and other industries. The segment currently has sales offices or operations in the United States, Canada and Brazil, with support services in China and India.

Superior’s Healthcare Apparel segment, primarily through its portfolio of brands Wink®, Fashion Seal Healthcare®, its trade name CID Resources and our license of Carhartt Medical, manufactures (throughthird parties or in its own facilities) and sells a wide range of healthcare apparel, such as scrubs, lab coats, protective apparel and patient apparel. This segment sells its products to healthcare laundries, dealers, distributors, retailers and consumers primarily in the United States.

Superior’s Contact Centers segment, through multiple The Office Gurus® entities, including subsidiaries in El Salvador, Belize, Dominican Republic, the United States and in Jamaica until its closure on* June 15, 2025,*provides outsourced, nearshore business process outsourcing, contact and call-center support services to North American customers.

Basis of presentation

The accompanying unaudited consolidated financial statements of Superior included herein have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations. Intercompany items have been eliminated in consolidation. These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form10-K for the year ended* December 31, 2025*, and filed with the SEC. Management believes that the information furnished includes all adjustments of a normal recurring nature that are necessary to fairly present our consolidated financial position, results of operations and cash flows for the periods indicated. The results of operations for any interim period arenot necessarily indicative of results to be expected for the full year.

The Company refers to the consolidated financial statements collectively as “financial statements,” and individually as “statements of comprehensive income,” “balance sheets,” “statements of shareholders’ equity,” and “statements of cash flows” herein.

8

Reclassifications

The accompanying financial statements for the prior year period contain certain reclassifications. Reclassifications impact items within our statements of cash flows. These reclassifications didnot have an effect on the Company’s consolidated results of operations, financial position or cash flows for the quarter ended* March 31, 2026*.

Recently Adopted Accounting Pronouncements

In* July 2025,the FASB issued ASU2025*-05, "Financial Instruments - Credit Losses (Topic326*): Measurement of Credit Losses for Accounts Receivable and Contract Assets". The FASB issued ASU2025*-05 to simplify the application of the current expected credit loss (CECL) model to short-term receivables and contract assets under ASC606. The amendments introduce a practical expedient (available to all entities) that allows companies to assume current conditions as of the balance sheet date remain unchanged for the life of the asset, removing the need to incorporate complex macroeconomic forecasts for short-term assets. The scope includes current accounts receivable and contract assets arising from Topic606, including those acquired in business combinations. The amendments are effective for annual periods beginning after* December 15, 2025 (interim periods included), with prospective application and early adoption permitted. We adopted the amendments of ASU2025*-05 on* January 1, 2026.The adoption of this guidance didnot* affect the Company’s consolidated results of operations, financial position or cash flows.

Recently Issued Accounting PronouncementsNot Yet Adopted**

In* November 2024,the FASB issued ASU2024*-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic220*-40): Disaggregation of Income Statement Expenses."* The ASU requires the disclosure of additional information about specific categories of costs and expenses in the notes to the consolidated financial statements. This guidance is effective for annual periods beginning after* December 15, 2026,and interim periods within fiscal years beginning after December 15, 2027.*Early adoption is permitted. This ASU will likely result in additional disclosures. We are currently evaluating the provisions of this ASU.

In* September 2025,the FASB issued ASU2025*-06,* "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic350-40): Targeted Improvements to the Accounting for Internal-Use Software."* This ASU removes all references to prescriptive and sequential software development stages (referred to as "project stages") and instead requires an entity to start capitalizing software costs when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended. Additional updates include changes to accounting for website development costs and certain disclosure requirements. This ASU will be effective for annual reporting periods beginning after* December 15, 2027,and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. This ASU permits an entity to apply the new guidance using either a prospective transition approach, a modified transition approach that is based on the status of the project and whether software costs were capitalized before the date of adoption, or a retrospective transition approach. The Company is currently assessing the impact that adopting this ASU may*have on its consolidated financial statements.

In* December 2025,the FASB issued ASU2025*-11, "Interim Reporting (Topic270*): Narrow-Scope Improvements."* The ASU clarifies interim disclosure requirements and the applicability of Topic270. The objective of the amendments is to provide further clarity about the current interim disclosure requirements. The ASU is effective for interim reporting periods within annual reporting periods beginning after* December 15, 2027.Adoption of this ASU can be applied either on a prospective or a retrospective approach. Early adoption is permitted. The Company is currently evaluating the impact of this ASU may*have on its consolidated financial statements.

9

NOTE2 –** Operating Segment Information:**

The Company manages and reports the following segments:

Branded Products segment: Primarily through our signature marketing brands BAMKO® and HPI®, we produce and sell customized merchandising solutions, promotional products and branded uniform programs. Branded products are sold to customers in a wide range of industries, including retail chain, food service, entertainment, technology, transportation and other industries. The segment currently has sales offices in the United States and Brazil, with support services in China and India.

Healthcare Apparel segment: Primarily through our portfolio of brands Wink®, Fashion Seal Healthcare®, its trade name CID Resources and our license of Carhartt Medical, we manufacture (throughthird parties or in our own facilities) and sell a wide range of healthcare apparel, such as scrubs, lab coats, protective apparel and patient apparel. This segment sells its products to healthcare laundries, dealers, distributors and retailers primarily in the United States.

Contact Centers: Through multiple The Office Gurus® entities, including our subsidiaries in El Salvador, Belize, Dominican Republic and the United States and in Jamaica until its closure on* June 15, 2025,*we provide outsourced, nearshore business process outsourcing, contact and call-center support services to North American customers.

Intersegment eliminations include the elimination of revenues and costs from services provided by the Contact Centers segment to the Company’stwo other segments. Such costs are recognized as selling and administrative expenses in the Branded Products and Healthcare Apparel segments. Income and expenses related to corporate functions that arenot specifically attributable to an individual reportable segment are presented within Other in the table below.

The chief operating decision maker, who is the Company’s Chief Executive Officer, evaluates the performance of our segments. Segment EBITDA is the profitability metric reported to the Company’s CODM for purposes of making decisions about allocation of resources to, and assessing performance of, each reportable segment. Segment EBITDA is calculated as net sales less cost of goods sold and selling and administrative expenses, and depreciation and amortization. Segment information for total assets isnot presented as this information isnot used by the Company’s CODM in measuring segment performance or allocating resources between segments.

The following tables set forth financial information related to the Company’s operating segments (in thousands):

Branded Products · Healthcare Apparel · Contact Centers · Intersegment Eliminations · Other · Total
For the Three Months Ended March 31, 2026:
Net sales$90,869$28,601$22,253$(845)$-$140,878
Cost of goods sold59,88218,42010,639(397)-88,544
Gross margin30,98710,18111,614(448)-52,334
Selling and administrative expenses24,74610,7789,563(448)5,72950,368
Depreciation and amortization1,374823588-732,858
Segment EBITDA$7,615$226$2,639$-$(5,656)$4,824
Branded Products · Healthcare Apparel · Contact Centers · Intersegment Eliminations · Other · Total
For the Three Months Ended March 31, 2025:
Net sales$86,474$27,263$24,225$(865)$-$137,097
Cost of goods sold58,78717,13011,244(505)-86,656
Gross margin27,68710,13312,981(360)-50,441
Selling and administrative expenses23,4209,52610,921(360)6,59550,102
Depreciation and amortization1,480912722-903,204
Segment EBITDA$5,747$1,519$2,782$-$(6,505)$3,543

10

The following table reconciles income before income tax expense to Segment EBITDA (in thousands):

Three Months Ended March 31,
20262025
Income (loss) before income tax expense$1,054$(906)
Interest expense9121,245
Depreciation and amortization2,8583,204
Segment EBITDA$4,824$3,543

11

NOTE3 – Net Sales:

The Company generates revenue by producing and manufacturing (throughthird parties or in its own facilities) and selling a wide range of promotional products and branded uniforms through its Branded Products segment and healthcare apparel and accessories through its Healthcare Apparel segment. It also generates revenue by providing outsourced, nearshore and onshore business process outsourcing, contact and call-center support services to North American customers in our Contact Centers segment. The following table provides our revenue from contracts with customers:

Three Months Ended March 31,
20262025
Branded Products(1)$90,869$86,474
Healthcare Apparel28,60127,263
Contact Centers21,40823,360
Total$140,878$137,097

(1) Sales under bill-and-hold arrangements totaled $9.8 million and $7.9 million, for thethree months ended* March 31, 2026and2025*, respectively.

Contract Assets and Contract Liabilities

The following table provides information about accounts receivable, contract assets and contract liabilities from contracts with customers (in thousands):

March 31,December 31,
20262025
Accounts receivable$84,917$104,336
Current contract assets55,31348,903
Current contract liabilities3,90810,678

Contract assets relate to goods produced without an alternative use for which the Company has an enforceable right to payment but which hasnot yet been invoiced to the customer. Contract liabilities relate to payments received in advance of the Company completing its performance under a contract. Contract liabilities are included in other current liabilities in our balance sheets. During thethree months ended* March 31, 2026*, $9.8 million of revenue was recognized from the contract liabilities balance as of* December 31, 2025*.

12

NOTE4 – Net Income****Per Share:

The Company’s basic net income per share is computed based on the weighted average number of shares of common stock outstanding for the period. Diluted net income per share includes the effect of the Company’s outstanding stock options, stock appreciation rights, nonvested shares of restricted stock and nonvested performance shares, if the inclusion of these items is dilutive.

The following table presents a reconciliation of basic and diluted net income per share for the periods presented:

Three Months Ended March 31,
20262025
Net income (loss) used in the computation of basic and diluted net income (loss) per share (in thousands)$834$(758)
Weighted average shares outstanding - basic14,629,01915,599,655
Dilutive common stock equivalents288,826-
Weighted average shares outstanding - diluted14,917,84515,599,655
Net income (loss) per share:
Basic$0.06$(0.05)
Diluted$0.06$(0.05)

Diluted weighted average shares outstanding excludes shares of common stock of 445,786 for thethree months ended* March 31, 2025,*as their inclusion would have been antidilutive given the Company's net loss.

Awards to purchase 576,363 and 304,392 shares of common stock with weighted average exercise prices of $15.93 and $21.23 per share, respectively, were outstanding during thethree months ended* March 31, 2026and2025*, respectively, but werenot included in the computation of diluted net income per share because the awards’ exercise prices were greater than the average market price of the common shares.

13

NOTE5 – Long-Term Debt:

Debt consisted of the following (in thousands):

March 31,December 31,
20262025
Credit Facilities:
Revolving credit facility due August 2027$30,000$35,000
Term loan due August 202757,65659,063
Less: unamortized debt issuance costs(346)(407)
Total Debt$87,310$93,656
Less:
Current portion of long-term debt7,0316,563
Long-term debt less current maturities$80,279$87,093

On* August 23, 2022,the Company entered into a Credit Agreement (the “Credit Agreement”) among the Company, the domestic subsidiaries of the Company, as guarantors, the lenders party thereto (the “Lenders”), and PNC Bank, National Association, as administrative agent for the Lenders (the “Administrative Agent”), pursuant to which the Lenders are providing the Company senior secured credit facilities maturing in August 2027*consisting of a revolving credit facility in the aggregate maximum principal amount of $125.0 million and a term loan in the original aggregate principal amount of $75.0 million (collectively, the “Credit Facilities”), and the ability to request incremental revolving credit or term loan facilities in an aggregate amount of up to an additional $75.0 million, subject to obtaining additional lender commitments and satisfying certain other conditions.

Obligations outstanding under the Credit Facilities accrue interest at a variable rate equal to the secured overnight financing rate ("SOFR") plus an adjustment between 0.10% and 0.25% (depending on the applicable interest period) plus a margin between 1.0% and 2.0% (depending on the Company’s net leverage ratio). The weighted average interest rate on our outstanding borrowings under the Credit Facilities was 4.9% as of* March 31, 2026*. During the term of the revolving credit facility, the Company will pay a commitment fee on the unused portion of the revolving credit facility equal to between 0.125% and 0.250% (depending on the Company’s net leverage ratio). The available balance under the revolving credit facility is reduced by outstanding letters of credit. As of* March 31, 2026*, there wereno outstanding letters of credit under the revolving credit facility.

Contractual principal payments for the term loan, which doesnot contain pre-payment penalties, are as follows: remainder of2026 - $5.2 million and2027 - $52.5 million.

The Credit Facilities are secured by substantially all of the operating assets of the Company, and the Company’s obligations under the Credit Facilities are guaranteed by all of its domestic subsidiaries. The Company’s obligations under the Credit Facilities are subject to acceleration upon the occurrence of an event of default as defined in the Credit Agreement. The Credit Agreement contains customary events of default and negative covenants, including butnot limited to those governing indebtedness, liens, fundamental changes, investments, restricted payments (including dividends and related distributions), liquidations, mergers, consolidations or acquisitions, affiliate transactions and sales of assets or subsidiaries. The Credit Agreement also requires the Company to comply with a fixed charge coverage ratio of at least 1.25 to1.0 and a net leverage rationot to exceed 4.0 to1.0. The Company’s net leverage ratio (as defined in the Credit Agreement) is generally calculated as the ratio of (a) indebtedness minus unrestricted cash to (b) consolidated EBITDA for thefour most recently ended fiscal quarters. As of* March 31, 2026*, the Company was in compliance with these ratios.

14

NOTE*6*** – Contingencies and Geographic Supply Concentrations:**

Contingencies

The purchase price to acquire substantially all of the assets of3Point in* December 2024included contingent consideration based on varying levels of the acquired company’s EBITDA in each measurement period through December 2027.The estimated fair value of the acquired company's acquisition-related contingent consideration payable as of March 31, 2026* was $0.9 million. The total payments related to this contingent consideration payable is capped at $0.9 million per year and $2.6 million over thethree-year measurement period.

The Company is involved in various legal actions and claims arising from the normal course of business. The ultimate outcome of these matters isnot expected to have a material impact on the Company’s results of operations, cash flows, or financial position.

Geographic Concentrations in the Available Supply of Materials and Product

The principal fabrics used in the manufacture of finished apparel goods for Superior’s Branded Products and Healthcare Apparel segments are cotton, polyester, spandex, cotton-synthetic and poly-synthetic blends. The majority of such fabrics are sourced, directly or indirectly, from China.

The Company doesnot have a concentration of suppliers of finished apparel in any single country or region of the world, however, it does contract to manufacture or source the majority of its apparel in the following countries: Haiti, China, Madagascar, Vietnam, Pakistan, Bangladesh, and the United States. Additionally, we generally source or manufacture apparel in parts of the world that* may*be affected by economic uncertainty, oil price shocks, political unrest, labor disputes, health emergencies, natural disasters or the imposition of duties, tariffs or other import regulations by the United States.

The Branded Products segment also relies on the supply of other types of finished products including hard goods such as drinkware and injection molded plastics along with raw materials that are principally sourced from China, either directly or indirectly.

The geography from which we source materials and products is affected by duties and tariffs. During2025, the U.S. government imposed higher tariffs and/or new tariffs which impacted certain sources of the Company’s materials and production. Additionally, the U.S.'s trade agreements and/or preferences with certain countries in Africa, through the African Growth and Opportunity Act (AGOA), and with Haiti, through the Haitian Hemispheric Opportunity through Partnership Encouragement Act (HOPE) and the Haiti Economic Lift Program of2010 (HELP), expired on* September 30, 2025.In February 2026,these agreements were retroactively extended until December 2026and the process to receive the refund of duties paid in the interim period between expiration and grant of retroactivity commenced during thefirst* quarter of2026. The Company recorded a consolidated duties receivable within other current assets for $2.3 million through a reduction of inventory and reversal of cost of goods sold of $0.4 million, primarily in our Healthcare Apparel segment during thethree months ended* March 31, 2026.*

Additionally in* February 2026,the United States Supreme Court ruled that the International Emergency Economic Powers Act (IEEPA) doesnot* authorize the President to impose tariffs, effectively invalidating the tariffs imposed via that method. These IEEPA tariffs stopped being collected on* February 24, 2026.The Supreme Court’s ruling left open the questions of whether, how, and when payors of the tariffs might receive refunds; subsequently, the U.S. government created a system through which refunds of certain entries could be processed. A new10%* tariff has been implemented under Section122 of the Trade Act of1974, effective as of* February 24, 2026.Although the United States Supreme Court ruling invalidated the tariffs, as of March 31, 2026,the Company hasnot* recorded a tariff refund receivable due to the uncertainty of the amount and collection of a refund.

NOTE7 – Inventories:

Inventories consisted of the following amounts (in thousands):

March 31,December 31,
20262025
Finished goods$80,155$81,097
Work in process854745
Raw materials16,42115,632
Inventories$97,430$97,474

15

NOTE*8*** –**Income Taxes:

The Company calculates its interim income tax provision in accordance with the accounting guidance for income taxes in interim periods. At the end of each interim period, the Company makes its best estimate of the annual expected effective tax rate and applies that rate to its ordinary year-to-date income or loss. The tax expense or benefit related to significant, unusual, or extraordinary items that will be separately reported or reported net of their related tax effect are individually computed and recognized in the interim period in which those items occur.

The computation of the annual expected effective tax rate at each interim period requires certain estimates and assumptions including, butnot limited to, the expected operating income for the year and permanent and temporary differences. The accounting estimates used to compute the provision for income taxes* may*change as new events occur, additional information is obtained or the tax environment changes.

For thethree months ended* March 31, 2026*, the Company recorded tax expense of $0.2 million, which represents an effective tax rate of 20.9%. The income tax expense and the effective tax rate for thethree months ended* March 31, 2026* were primarily impacted by the variability in the mix of earnings across the Company’s foreign and domestic operations, subject to various statutory tax rates in those jurisdictions. The rate was further impacted by discrete items related to the Company’s share-based compensation and long-term incentive plans during the current quarter.

For thethree months ended* March 31, 2025*, the Company recorded a benefit for income taxes of $0.1 million, which represents an effective tax rate of 16.3%. The income tax benefit and the effective tax rate for thethree months ended* March 31, 2025* was primarily impacted by the variability in the mix of earnings across the Company’s foreign and domestic operations, subject to various statutory tax rates in those jurisdictions.

On* July 4, 2025,the One Big Beautiful Bill Act (“OBBBA”) was enacted. The OBBBA included significant changes to the domestic and international tax provisions, such as modifications to the global tax framework, the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of2017,* and the restoration of favorable tax treatment for certain business provisions. The legislation had multiple effective dates, with certain provisions effective in2025 and others implemented through2027. The Company has considered the estimated impact of OBBBA on its expected annual effective tax rate as part of its income tax expense for the quarter ending* March 31, 2026.The impacts include the increased unfavorable Net Controlled Foreign Corporation Tested Income (“NCTI”), formerly Global Intangible Low-Taxed Income (“GILTI”), taking effect in2026.*

16

NOTE*9*** – Other Information****:**

The activity in the allowance for doubtful accounts receivable was as follows (in thousands):

March 31,December 31,
20262025
Balance at the beginning of year$2,964$3,101
Credit loss expense3142,291
Write-Off of accounts receivable(306)(2,428)
Balance at the end of the period$2,972$2,964

Other current liabilities consisted of the following (in thousands):

March 31,December 31,
20262025
Salaries, wages, commissions and other compensation$12,689$14,990
Contract liabilities3,90810,678
Accrued rebates1,4021,452
Current operating lease liabilities4,3314,364
Customer deposits14,83411,578
Other accrued expenses11,1609,979
Other current liabilities$48,324$53,041

17

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.