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Natural Grocers by Vitamin Cottage, Inc.

For the period ended Jun 30, 2026. Filed Aug 6, 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.

Jun 30, 2026 · Filed Aug 6, 2026

NGVC$29.12+1.8%Stored close · as of Nov 9, 2026

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Table of Contents

Natural Grocers by Vitamin Cottage, Inc.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended June 30, 2026

Table of Contents

Page Number
PART I. Financial Information
Item 1.Financial Statements4
Consolidated Balance Sheets as of June 30, 2026 and September 30, 2025 (unaudited)4
Consolidated Statements of Income for the three and nine months ended June 30, 2026 and 2025 (unaudited)5
Consolidated Statements of Cash Flows for the nine months ended June 30, 2026 and 2025 (unaudited)6
Consolidated Statements of Changes in Stockholders’ Equity for the nine months ended June 30, 2026 and 2025 (unaudited)7
Notes to Unaudited Interim Consolidated Financial Statements8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations19
Item 3.Quantitative and Qualitative Disclosures About Market Risk30
Item 4.Controls and Procedures30
PART II. Other Information
Item 1.Legal Proceedings31
Item 1A.Risk Factors31
Item 6.Exhibits32
SIGNATURES33

Except where the context otherwise requires or where otherwise indicated: (i) all references herein to‘‘we,’’* ‘‘us,’’ ‘‘our,’’ ‘‘Natural Grocers’’ and the*“Company’’* refer collectively to Natural Grocers by Vitamin Cottage, Inc. and its consolidated subsidiaries and (ii) all references to*“fiscal year”* refer to a year beginning on October 1 of the previous year and ending on September 30 of such year (for example,“fiscal year 2026” refers to the year from October 1, 2025 to September 30, 2026).*

Forward-Looking Statements

This Quarterly Report on Form 10-Q (this Form 10-Q) includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 in addition to historical information. These forward-looking statements are included throughout this Form 10-Q, including in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” All statements that are not statements of historical fact, including those that relate to matters such as our industry, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources, future growth, pending legal proceedings and other financial and operating information, are forward-looking statements. We may use the words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “target” and similar terms and phrases to identify forward-looking statements in this Form 10-Q.

The forward-looking statements contained in this Form 10-Q are based on management’s current expectations and are subject to uncertainty and changes in circumstances. We cannot assure you that future developments affecting us will be those that we have anticipated. Actual results may differ materially from these expectations due to changes in global, national, regional or local political, economic, inflationary, disinflationary, recessionary, business, interest rate, labor market, competitive, market, regulatory, trade policy, supply chain and other factors, many of which are beyond our control. We believe that these factors include those referenced in Item 1A - “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the Form 10-K). Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements.

Any forward-looking statement made by us in this Form 10-Q speaks only as of the date of this report. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by applicable securities laws. You are advised, however, to consult any disclosures we may make in our future reports filed with the Securities and Exchange Commission (the SEC). Our reports and other filings with the SEC are available at the SEC’s website atwww.sec.gov. Our reports and other filings with the SEC are also available, free of charge, through our website atwww.naturalgrocers.com.

PART I. Financial Information

Item 1. Financial Statements

NATURAL GROCERS BY VITAMIN COTTAGE, INC.

Consolidated Balance Sheets

June 30, 2026September 30, 2025
Assets
Current assets:
Cash and cash equivalents$17,46717,116
Accounts receivable, net10,61611,966
Merchandise inventory135,294132,968
Prepaid expenses and other current assets10,7476,025
Total current assets174,124168,075
Property and equipment, net206,997182,741
Other assets:
Operating lease assets, net251,627259,586
Finance lease assets, net38,75142,895
Other assets5,3875,452
Goodwill and other intangible assets, net10,80111,755
Total other assets306,566319,688
Total assets$687,687670,504
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$89,67080,991
Accrued expenses26,51837,236
Co-PACE Financing, current portion58—
Operating lease obligations, current portion37,72836,495
Finance lease obligations, current portion4,2534,061
Total current liabilities158,227158,783
Long-term liabilities:
Co-PACE Financing, net of current portion1,394—
Operating lease obligations, net of current portion237,728245,803
Finance lease obligations, net of current portion41,51945,660
Deferred income tax liabilities, net9,4037,863
Total long-term liabilities290,044299,326
Total liabilities448,271458,109
Commitments (Notes 7 and 15)
Stockholders’ equity:
Common stock, $0.001 par value, 50,000,000 shares authorized, 23,045,851 and 22,954,712 shares issued and outstanding at June 30, 2026 and September 30, 2025, respectively2323
Additional paid-in capital64,57963,033
Retained earnings174,814149,339
Total stockholders’ equity239,416212,395
Total liabilities and stockholders’ equity$687,687670,504
ContentsView on SEC.gov

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