FITLIFE BRANDS, INC.
For the period ended Jun 30, 2026. Filed Aug 13, 2026.
View on SEC.govAbout 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 13, 2026
FTLF$7.98-0.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-14.
0001437749-26-016875
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-13.
0001437749-26-027478
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 77 previous paragraphs and 90 current paragraphs.
48 unchanged; 29 reworded; 6 added; 0 removed; 0 previous and 7 current paragraphs rearranged.
Tables are not compared: 5 previous and 6 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.
Added paragraphs (6)
Current report
Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025
Current report
Sales to customers in the U.S. were approximately 95% and 96% during the six months ended June 30, 2026 and 2025, respectively, with the balance of sales to customers primarily in Canada.
Current report
Cost of Goods Sold. Cost of goods sold for the six months ended June 30, 2026 increased to $32,546 as compared to $18,285 for the six months ended June 30, 2025. This 78% increase is primarily due to the increase in revenue from the acquisition of Irwin.
Current report
SG&A. SG&A expense for the six months ended June 30, 2026 increased 94% to $9,718 as compared to $4,997 for the six months ended June 30, 2025. The increase in SG&A is primarily due to the acquisition of Irwin.
Current report
Net Income. We generated net income of $3,670 for the six months ended June 30, 2026 as compared to net income of $3,765 for the six months ended June 30, 2025. Net income for the six months ended June 30, 2026 compared to the same period in 2025 declined by 3%, with the acquisition of Irwin being offset by lower gross profit attributable to Legacy FitLife.
Current report
Wholesale revenue during the six months ended June 30, 2026 and 2025 was approximately 55% and 34% of net revenue, respectively, compared to 45% and 66% for online channels for the same periods.
Reworded paragraphs (29)
Previous wording
The Company distributes the NDS Products principally through franchised General Nutrition Centers, Inc. (“GNC”) stores located both domestically and internationally. The iSatori Products are sold through retail locations, which include specialty and mass market retailers, as well as online directly to the end consumer. The Company distributes the MRC Products primarily online through e-commerce platforms, such as Amazon.com (“Amazon”), directly to the end consumer. MusclePharm’s products are sold to both wholesale customers as well as online through various e-commerce platforms directly to the end consumer. Irwin Products are sold principally through wholesale channels in mass market and health food store segments.
Current wording
The Company distributes the NDS Products principally through franchised General Nutrition Centers, Inc. (“GNC”) stores located both domestically and internationally. The iSatori Products are sold through retail locations, which include specialty and mass market retailers, as well as online directly to the end consumer. The Company distributes the MRC Products primarily online through e-commerce platforms, such as Amazon.com (“Amazon”), directly to the end consumer. MusclePharm’s products are sold to both wholesale customers as well as online through various e-commerce platforms directly to the end consumer. Irwin Products are sold principally through wholesale channels in mass market and health food store segments, but also online directly to the end consumer.
Previous wording
Revenue. Revenue for the three months ended March 31, 2026 increased 59% to $25,325 compared to $15,936 for the three months ended March 31, 2025. The increase in revenue for the three months ended March 31, 2026 compared to the prior period is primarily due to the acquisition of Irwin, partially offset by declining revenue from Legacy FitLife, as discussed below. The Irwin assets were acquired on August 8, 2025.
Current wording
Revenue. Revenue for the three months ended June 30, 2026 increased 65% to $26,549 compared to $16,127 for the three months ended June 30, 2025. The increase in revenue for the three months ended June 30, 2026 compared to the prior period is primarily due to the acquisition of Irwin, partially offset by declining revenue from Legacy FitLife, as discussed below. The Irwin assets were acquired on August 8, 2025.
Previous wording
Wholesale revenue during the quarter ended March 31, 2026 was approximately 56% of net revenue, compared to 44% for online channels for the same period. Wholesale revenue during the quarter ended March 31, 2025 was 33% of net revenue compared to 67% for online channels during the same period. The decline in the percentage of revenue coming from online sales is primarily due to the acquisition of Irwin, which had minimal online revenue at the time of the acquisition.
Current wording
Wholesale revenue during the quarter ended June 30, 2026 was approximately 55% of net revenue, compared to 45% for online channels. Wholesale revenue during the quarter ended June 30, 2025 was 34% of net revenue compared to 66% for online channels during the same period. The decline in the percentage of revenue coming from online sales is primarily due to the acquisition of Irwin, which had minimal online revenue at the time of the acquisition.
Previous wording
Cost of Goods Sold. Cost of goods sold for the three months ended March 31, 2026 increased to $15,808 as compared to $9,062 for the three months ended March 31, 2025. This 74% increase is primarily due to the increase in revenue from the acquisition of Irwin.
Current wording
Cost of Goods Sold. Cost of goods sold for the three months ended June 30, 2026 increased to $16,738 as compared to $9,223 for the three months ended June 30, 2025. This 81% increase is primarily due to the increase in revenue from the acquisition of Irwin.
Previous wording
Gross Profit. Gross profit for the three months ended March 31, 2026 increased to $9,517 as compared to $6,874 for the three months ended March 31, 2025. This 38% increase in gross profit is principally attributable to the acquisition of Irwin, partially offset by lower gross profit from Legacy FitLife.
Current wording
Gross Profit. Gross profit for the three months ended June 30, 2026 increased to $9,811 as compared to $6,904 for the three months ended June 30, 2025. This 42% increase in gross profit is principally attributable to the acquisition of Irwin, partially offset by lower gross profit from Legacy FitLife.
Previous wording
Gross Margin. Gross margin for the three months ended March 31, 2026 decreased to 37.6% from 43.1% for the comparable prior period. The decrease in gross margin is primarily attributable to the acquisition of Irwin, which has historically generated a lower gross margin than FitLife.
Current wording
Gross Margin. Gross margin for the three months ended June 30, 2026 decreased to 37.0% from 42.8% for the comparable prior period. The decrease in gross margin is primarily attributable to the acquisition of Irwin, which historically generated a lower gross margin than FitLife.
Previous wording
*Advertising and Marketing.*Advertising and marketing expense for the three months ended March 31, 2026 increased to $1,245 as compared to $1,053 for the same period of the prior year. The 18% increase is primarily the result of advertising and marketing expense attributable to Irwin, partially offset by lower advertising and marketing expense attrinutable to Legacy FitLife.
Current wording
*Advertising and Marketing.*Advertising and marketing expense for the three months ended June 30, 2026 increased to $1,449 as compared to $1,191 for the same period of the prior year. The 22% increase is primarily the result of advertising and marketing expense attributable to Irwin, partially offset by lower advertising and marketing expense attributable to Legacy FitLife.
Previous wording
SG&A. SG&A expense for the three months ended March 31, 2026 increased 98% to $4,963 as compared to $2,512 for the three months ended March 31, 2025. The 98% increase in SG&A is primarily due to the acquisition of Irwin.
Current wording
SG&A. SG&A expense for the three months ended June 30, 2026 increased 91% to $4,755 as compared to $2,485 for the three months ended June 30, 2025. The 91% increase in SG&A is primarily due to the acquisition of Irwin.
Previous wording
*Merger and Acquisition Related.*Merger and acquisition related expense decreased by $332 during the quarter ended March 31, 2026 compared to $332 for the same period in 2025, driven by non-recurring transaction costs related to the Irwin acquisition during 2025.
Current wording
*Merger and Acquisition Related.*Merger and acquisition related expense decreased by $696 during the quarter ended June 30, 2026 compared to $696 for the same period in 2025, driven by non-recurring transaction costs related to the Irwin acquisition during 2025.
Previous wording
Net Income. We generated net income of $1,720 for the three months ended March 31, 2026 as compared to net income of $2,018 for the three months ended March 31, 2025. The decrease in net income for the three months ended March 31, 2026 compared to the same period in 2025 was primarily attributable to an increase in SG&A due to the Irwin acquisition as well as lower gross profit attributable to Legacy FitLife.
Current wording
Net Income. We generated net income of $1,950 for the three months ended June 30, 2026 as compared to net income of $1,747 for the three months ended June 30, 2025. The increase in net income for the three months ended June 30, 2026 compared to the same period in 2025 was primarily attributable to the acquisition of Irwin, partially offset by lower gross profit attributable to Legacy FitLife.
Previous wording
Legacy FitLife revenue for the three months ended March 31, 2026 was $12,476, a 22% decrease compared to the previous year, driven by an 18% decline in online revenue primarily attributable to MRC as well as a 28% decrease in wholesale revenue attributable to lower sales to certain retail partners, primarily GNC.
Current wording
Legacy FitLife revenue for the six months ended June 30, 2026 was $24,890, a 22% decrease compared to the previous year, driven by an 18% decline in online revenue primarily attributable to MRC as well as a 30% decrease in wholesale revenue attributable to lower sales to certain retail partners, primarily GNC.
Previous wording
For the first quarter of 2026, revenue for Legacy FitLife (which now includes MusclePharm as well as MRC) declined 22% compared to the same period last year due to declines in both online and wholesale revenue.
Current wording
For the second quarter of 2026, revenue for Legacy FitLife (which includes MusclePharm and MRC) declined 23% compared to the same period last year due to declines in both online and wholesale revenue.
Previous wording
Online revenue decreased by 18% compared to the first quarter of last year, primarily driven by lower online sales from MRC. Wholesale revenue decreased 28% compared to the first quarter of last year attributable to lower sales to certain retail partners, primarily GNC.
Current wording
Online revenue decreased by 19% compared to the second quarter of last year, primarily driven by lower online sales from MRC. Wholesale revenue decreased 31% compared to the second quarter of last year attributable to lower sales to certain retail partners, primarily GNC.
Previous wording
Gross margin for Legacy FitLife decreased to 41.2% during the first quarter of 2026, compared to 43.1% during the first quarter of last year. Contribution as a percentage of revenue decreased to 34.1% compared to 36.5% during the first quarter of last year.
Current wording
Gross margin for Legacy FitLife decreased to 41.7% during the second quarter of 2026, compared to 42.8% during the second quarter of last year. Contribution as a percentage of revenue decreased to 34.1% compared to 35.4% during the second quarter of last year.
Previous wording
During the quarter, Irwin generated 80% of its revenue from the wholesale channel and 20% from online sales.
Current wording
During the second quarter of 2026, Irwin generated 76% of its revenue from the wholesale channel and 24% from online sales.
Previous wording
Online revenue during the quarter represents transactions through Irwin’s websites as well as through Amazon and other e-commerce platforms. The Company began selling Irwin products on Amazon in mid-October of 2025, and sales have continued to increase since launch in October to an annual run rate of approximately $9.5 million of revenue by the end of the first quarter of 2026.
Current wording
Online revenue during the second quarter of 2026 represents transactions through Irwin’s websites as well as through Amazon and other e-commerce platforms. The Company began selling Irwin products on Amazon in mid-October of 2025, and sales have continued to increase since launch in October to an annual revenue run rate of approximately $11 million by the end of the second quarter of 2026.
Previous wording
Total revenue for Irwin increased approximately 2% in the first quarter of 2026 compared to the fourth quarter of 2025. Irwin generated gross margin of 34.0% and contribution as a percentage of revenue of 31.3% during the first quarter of 2026.
Current wording
Total revenue for Irwin increased 10% sequentially in the second quarter of 2026 compared to the first quarter of 2026, primarily due to continued online revenue growth. Irwin generated gross margin of 32.8% and contribution as a percentage of revenue of 29.2% during the second quarter of 2026.
Previous wording
For the first quarter of 2026 for the Company overall, revenue increased 59%, gross profit increased 38%, and contribution increased 42% compared to the first quarter of 2025.
Current wording
For the second quarter of 2026 for the Company overall, revenue increased 65%, gross profit increased 42%, and contribution increased 46% compared to the second quarter of 2025.
Previous wording
Gross margin decreased to 37.6% during the first quarter of 2026 compared to 43.1% during the first quarter of last year, with the decline in gross margin primarily attributable to the acquisition of Irwin, which historically operated at a lower gross margin than Legacy FitLife.
Current wording
Gross margin decreased to 37.0% during the second quarter of 2026 compared to 42.8% during the second quarter of last year, with the decline in gross margin primarily attributable to the acquisition of Irwin, which historically operated at a lower gross margin than Legacy FitLife.
Previous wording
Contribution as a percentage of revenue for the first quarter of 2026 decreased to 32.7% compared to 36.5% during the first quarter of last year.
Current wording
Contribution as a percentage of revenue for the second quarter of 2026 decreased to 31.5% compared to 35.4% during the second quarter of last year.
Previous wording
As of March 31, 2026, the Company had positive working capital of $10,828, compared to $11,459 at December 31, 2025. Our principal sources of liquidity at March 31, 2026 consisted of $1,192 of cash and $7,778 of accounts receivable. The decrease in working capital is principally attributable to lower accounts receivable balances as of March 31, 2026 as compared to December 31, 2025.
Current wording
As of June 30, 2026, the Company had positive working capital of $9,637, compared to $11,459 at December 31, 2025. Our principal sources of liquidity at June 30, 2026 consisted of $1,089 of cash and $6,977 of accounts receivable. The decrease in working capital is principally attributable to lower accounts receivable balances as of June 30, 2026 as compared to December 31, 2025.
Previous wording
Outstanding advances under the Credit Line (“Advances”) will accrue interest at the Applicable Rate, and the Company shall make payments of accrued interest on such Advances at the end of each interest period and on the repayment of any Advance with all remaining principal and accrued interest on the Advances being due and payable in full on August 8, 2028.
Current wording
Outstanding advances under the Credit Line (“Advances”) will accrue interest at the Applicable Rate, and the Company shall make payments of accrued interest on Advances at the end of each interest period and on the repayment of any Advance, with all remaining principal and accrued interest on the Advances being due and payable in full on August 8, 2028.
Previous wording
As of March 31, 2026, the borrowings outstanding on the Irwin Term Loan and the Credit Line were $37,578 and $4,200, respectively.
Current wording
As of June 30, 2026, the borrowings outstanding on the Irwin Term Loan and the Credit Line were $36,055 and $2,000, respectively, and $8,000 was available to borrow on the Credit Line.
Previous wording
The Company has historically financed its operations primarily through cash flow from operations and equity and debt financings. The Company currently anticipates that cash derived from operations and existing cash reserves, along with available borrowings under the Line of Credit, will be sufficient to provide for the Company’s liquidity for the next twelve months.
Current wording
The Company has historically financed its operations primarily through cash flow from operations and equity and debt financings. The Company currently anticipates that cash derived from operations and existing cash reserves, along with available borrowings under the Line of Credit, will be sufficient to provide for the Company’s liquidity for the next twelve months. The Company’s material cash requirements over this period consist primarily of scheduled principal and interest payments under the Credit Agreement and working capital needs.
Previous wording
Cash Provided by Operating Activities. Cash provided by operating activities for the three months ended March 31, 2026 was $2,484 compared to cash provided by operating activities of $2,328 for the three months ended March 31, 2025. The increase in cash provided by operating activities was primarily due to working capital fluctuations compared to the same period of 2025.
Current wording
Cash Provided by Operating Activities. Cash provided by operating activities for the six months ended June 30, 2026 was $6,119 compared to cash provided by operating activities of $3,523 for the six months ended June 30, 2025. The increase in cash provided by operating activities was primarily due to working capital fluctuations compared to the same period of 2025.
Previous wording
Cash Used in Investing Activities. Cash used in investing activities for the three months ended March 31, 2026 and 2025 was $0 and $24, respectively. The decrease in cash used in investing activities was due to lower capital expenditures for the three months ended March 31, 2026.
Current wording
Cash Used in Investing Activities. Cash used in investing activities for the six months ended June 30, 2026 and 2025 was $0 and $5,029, respectively. The decrease in cash used in investing activities was primarily due to the deposit towards the Irwin acquisition that occurred during the six months ended June 30, 2025.
Previous wording
Cash Used in Financing Activities. Cash used in financing activities for the three months ended March 31, 2026 was $2,924 compared to $866 during the three months ended March 31, 2025. The cash used in financing activities for the three months ended March 31, 2026 increased primarily due to higher repayment of debt.
Current wording
Cash Used in Financing Activities. Cash used in financing activities for the six months ended June 30, 2026 was $6,647 compared to $1,568 during the six months ended June 30, 2025. The increase in cash used in financing activities was primarily due to higher repayment of debt.
Previous wording
Wholesale revenue during the quarter ended March 31, 2026 was approximately 56% of net revenue, compared to 44% for online channels for the same period. Wholesale revenue during the quarter ended March 31, 2025 was approximately 33% of net revenue, compared to 67% for online channels during the same period in 2025.
Current wording
Wholesale revenue during the quarter ended June 30, 2026 was approximately 55% of net revenue, compared to 45% for online channels for the same period. Wholesale revenue during the quarter ended June 30, 2025 was approximately 34% of net revenue, compared to 66% for online channels during the same period in 2025.
Previous wording
Sales to customers in the U.S. were approximately 95% and 96% during the three months ended March 31, 2026 and 2025, respectively, with the balance of sales for the same respective periods being to customers primarily in Canada.
Current wording
Sales to customers in the U.S. were approximately 95% and 96% during the three and six months ended June 30, 2026 and 2025, respectively, with the balance of sales for the same respective periods being to customers primarily in Canada.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
Legacy FitLife revenue for the three months ended June 30, 2026 was $12,414, a 23% decrease compared to the previous year, driven by a 19% decline in online revenue primarily attributable to MRC as well as a 31% decrease in wholesale revenue attributable to lower sales to certain retail partners, primarily GNC.
Current report — wording carried from elsewhere
Revenue. Revenue for the six months ended June 30, 2026 increased 62% to $51,874 compared to $32,063 for the six months ended June 30, 2025. The increase in revenue for the six months ended June 30, 2026 compared to the prior period is primarily due to the acquisition of Irwin, partially offset by declining revenue from Legacy FitLife, as discussed below. The Irwin assets were acquired on August 8, 2025.
Current report — wording carried from elsewhere
Wholesale revenue during the six months ended June 30, 2026 was approximately 55% of net revenue, compared to 45% for online channels for the same period in 2026. Wholesale revenue during the six months ended June 30, 2025 was 34% of net revenue compared to 66% for online channels during the same period. The decline in the percentage of revenue coming from online sales is primarily due to the acquisition of Irwin, which had minimal online revenue at the time of the acquisition.
Current report — wording carried from elsewhere
Gross Profit. Gross profit for the six months ended June 30, 2026 increased to $19,328 as compared to $13,778 for the six months ended June 30, 2025. This 40% increase in gross profit is principally attributable to the acquisition of Irwin, partially offset by lower gross profit from Legacy FitLife.
Current report — wording carried from elsewhere
Gross Margin. Gross margin for the six months ended June 30, 2026 decreased to 37.3% from 43.0% for the comparable prior period. The decrease in gross margin is primarily attributable to the acquisition of Irwin, which historically generated a lower gross margin than FitLife.
Current report — wording carried from elsewhere
*Advertising and Marketing.*Advertising and marketing expense for the six months ended June 30, 2026 increased to $2,694 as compared to $2,244 for the same period of the prior year. The 20% increase is primarily the result of advertising and marketing expense attributable to Irwin, partially offset by lower advertising and marketing expense attributable to Legacy FitLife.
Current report — wording carried from elsewhere
*Merger and Acquisition Related.*Merger and acquisition related expense decreased by $1,028 during the six months ended June 30, 2026 compared to $1,028 for the same period in 2025, driven by non-recurring transaction costs related to the Irwin acquisition during 2025.