SUPERIOR GROUP OF COMPANIES, INC.

SUPERIOR GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

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.

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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 previously reported consolidated results of operations, financial position or cash flows for the quarter ended* June 30, 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 Topic606. 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.

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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 corporate selling and administrative expenses under the segment tables.

Adjusted EBITDA, which is a non-GAAP financial measure, is defined as net income excluding interest expense, net, income tax expense, depreciation and amortization expense and impairment charges. The Company believes Adjusted EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the Company’s core operating results from period to period by removing (i) the impact of the Company’s capital structure (interest expense from outstanding debt), (ii) tax consequences, (iii) asset base (depreciation and amortization) and (iv) impairments. The Company uses Adjusted EBITDA internally to monitor operating results and to evaluate the performance of its business. In addition, the compensation committee has used Adjusted EBITDA in evaluating certain components of executive compensation, including performance-based annual incentive programs.

Adjusted EBITDA isnot a measure of financial performance under GAAP. Adjusted EBITDA shouldnot be considered in isolation or as an alternative to net income, cash flows from operating activities or any other measure determined in accordance with GAAP. The items excluded to calculate Adjusted EBITDA are significant components in understanding and assessing the Company’s results of operations. The Company’s Adjusted EBITDA* maynot* be comparable to a similarly titled measure of another company because other entities* maynot* calculate Adjusted EBITDA in the same manner.

The chief operating decision maker, who is the Company’s Chief Executive Officer, evaluates the performance of our segments. Segment Adjusted EBITDA, as reported below for each segment, is our primary measure of segment profitability under U.S. GAAP ASC280 “Segment Reporting”. Amounts included in income before income tax expense and excluded from Segment Adjusted EBITDA include: interest expense, net, impairments and depreciation and amortization expense. Total Segment Adjusted EBITDA is a non-GAAP financial measure and is reconciled to its most closely comparable GAAP metric of income before income tax expense (benefit) in the table below.

Please see reconciliations of Adjusted EBITDA and Total Segment Adjusted EBITDA included in the Non-GAAP Financial Measures tables below.

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

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

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The following table reconciles net income to Adjusted EBITDA (in thousands):

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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:

(1) Sales under bill-and-hold arrangements totaled $8.0 million and $11.6 million, for thethree months ended* June 30, 2026and2025*, respectively. Sales under bill-and-hold arrangements totaled $17.8 million and $19.5 million, forsix months ended* June 30, 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):

Contract assets relate to goods produced without an alternative use for which the Company has an enforceable right to payment but which havenot yet been invoiced to the customer, as such the Company applies the right to invoice practical expedient which allows the omission of certain disclosures related to remaining performance obligations. 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 thesix months ended* June 30, 2026*, $10.3 million of revenue was recognized from the contract liabilities balance as of* December 31, 2025*.

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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:

Awards to purchase 535,272 and 689,402 shares of common stock with weighted average exercise prices of $15.55 and $16.59 per share were outstanding during thethree months ended* June 30, 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.

Awards to purchase 555,817 and 496,897 shares of common stock with weighted average exercise prices of $15.74 and $18.91 per share were outstanding during thesix months ended* June 30, 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.

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NOTE5 – Long-Term Debt:

Debt consisted of the following (in thousands):

For thethree months ended* June 30, 2026and2025,* interest expense of $1.0 million and $1.3 million is presented net of interest income of $0.2 million and $0.2 million, respectively. For thesix months ended* June 30, 2026and2025,* interest expense of $1.9 million and $2.5 million is presented net of interest income of $0.5 million and $0.4 million, respectively.

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 4.8% as of* June 30, 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* June 30, 2026*, there were outstanding letters of credit under the revolving credit facility totaling $0.1 million.

Contractual principal payments for the term loan, which doesnot contain pre-payment penalties, are as follows: remainder of2026 - $3.8 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 (as defined in the Credit Agreement) for thefour most recently ended fiscal quarters. As of* June 30, 2026*, the Company was in compliance with these ratios.

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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 June 30, 2026* was $1.0 million, of which $0.6 million is expected to be paid in thesecond quarter of2027. 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 during thesix* months ended* June 30, 2026,*the Company recorded a consolidated duties receivable of $2.3 million within other current assets through a reduction of inventory and reversal of cost of goods sold of $0.4 million, primarily in its Healthcare Apparel segment of which the majority has been collected.

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. The Company's accounting policy is to recognize tariff refunds (as a reduction of cost of goods sold) when the refund is probable and recognize corresponding refunds to customers (as a reduction of net sales) where contractually required or an implicit obligation exists. As of June 30, 2026,the Company has recorded a $4.3 million tariff refund, of which $3.1 million has been received in cash and corresponding refunds to customers of $2.7 million. The U.S. government implemented a new10.0%* tariff under Section122 of the Trade Act of1974, effective as of* February 24, 2026.This tariff terminated on July 24, 2026.The U.S. government implemented new tariffs generally ranging from10.0%* to12.5% under Section301 of the Trade Act of1974, effective as of* July 24, 2026.*

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NOTE7 – Inventories:

Inventories consisted of the following amounts (in thousands):

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* June 30, 2026*, the Company recorded a tax benefit of ($0.01) million, which represents an effective tax rate benefit of (0.8%). For thesix months ended* June 30, 2026*, the Company recorded tax expense of $0.2 million, which represents an effective tax rate of 9.3%. The income tax expense and the effective tax rate for thethree andsix months ended* June 30, 2026* were primarily impacted by the discrete tax benefit relating to the $2.6 million trade name impairment charge, as well as items related to the Company’s share-based compensation and long-term incentive plans. The rate for both periods was further impacted by the variability in the mix of earnings across the Company’s foreign and domestic operations, which are subject to various statutory tax rates in those jurisdictions.

For thethree months ended* June 30, 2025,the Company recorded tax expense of $0.3 million, which represents an effective tax rate of 15.5%. For thesix* months ended* June 30, 2025,the Company recorded tax expense of $0.1 million, which represents an effective tax rate of 14.7%. The income tax expense and the effective tax rate for thethree* andsix months ended* June 30, 2025were 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 tax rate was further favorably impacted by the performance of the Company’s compensation plans during thesix* months ended* June 30, 2025.*

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 thethree andsix months ended* June 30, 2026.The impacts include the increased unfavorable Net Controlled Foreign Corporation Tested Income (“NCTI”), formerly Global Intangible Low-Taxed Income (“GILTI”), taking effect in2026.*

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NOTE*9*** – Other Information****:**

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

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

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NOTE10 – Intangible Assets:

Intangible Assets

An indicator of impairment related to CID Resources indefinite lived intangible assets was identified during thesecond quarter of2026 for which a quantitative interim impairment test was performed using the relief-from-royalty method and resulted in a trade name impairment totaling $2.6 million.

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