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Nutex Health, Inc.

For the period ended Sep 30, 2025. Filed Nov 19, 2025.

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, 2025 · Filed Nov 19, 2025

NUTX$180.56-6.8%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 2025-06-30; filed 2025-11-18.

0001628280-25-052957

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-19.

0001628280-25-053166

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 175 previous paragraphs and 170 current paragraphs.

113 unchanged; 52 reworded; 4 added; 10 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 6 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 (4)

Current report

The short seller report was largely based on allegations made against HaloMD and certain providers in lawsuits filed during the spring of 2025 by affiliates of Blue Cross Blue Shield. Those lawsuits allege that HaloMD has repeatedly submitted claims ineligible for federal arbitration under the No Surprises Act and abused the IDR process. HaloMD has filed motions to dismiss, which are pending. Nutex Health is not party to these or similar lawsuits and cannot predict their outcomes.

Current report

On September 19, 2025, the Company, through its consolidated subsidiary, acquired certain assets and assumed specific liabilities of a non-operational hospital facility located in St. Louis, Missouri (the "Facility") pursuant to an asset purchase agreement. The Company determined the Facility does not meet the definition of a business under ASC 805-10-55-5A. Accordingly, the transaction was accounted for as an asset acquisition under ASC 805-50 and resulted in the recognition of approximately $7.0 million of indefinite-lived intangible assets representing the certificate of need. The consolidated subsidiary was determined to be a VIE for which the Company is the primary beneficiary and, accordingly, is consolidated in the Company's financial statements.

Current report

Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
Removed paragraphs (10)

Previous report

On August 22, 2025, a putative securities class action complaint was filed in the United States District Court for the Southern District of Texas (Anjana Bhagavan v. Nutex Health Inc., Case No. 4:25-cv-03999) on behalf of the plaintiff and all other persons

Previous report

(other than defendants) who purchased Nutex Health Inc.’s stock between August 8, 2024 and August 14, 2025. The complaint names Nutex Health Inc., its Chairman of the Board and Chief Executive Officer, its Chief Financial Officer and its President and Director as defendants and asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder.

Previous report

The plaintiff alleges that the defendants made material misstatements and omissions in the Company’s public filings relating to the alleged conduct of a third-party vendor who assisted the Company in pursuing claims against health plans under the independent dispute resolution process of the No Surprises Act. The plaintiff also alleges that the defendants made material misstatements and omissions related to the Company’s internal accounting controls. The plaintiff seeks unspecified damages, fees, and interest on behalf of himself and the putative class.

Previous report

The Company has not yet responded to the complaint. The court has not yet issued a scheduling order or set the case for trial. No discovery has occurred. The Company is unable to predict the outcome of the litigation or estimate the potential financial impact, but an adverse ruling could have a material adverse effect on the Company’s financial position or results of operations.

Previous report

On September 8, 2025, a purported stockholder filed a derivative action on behalf of Nutex Health Inc. in the United States District Court for the Southern District of Texas, captioned Juan Camilo Jimenez, derivatively on behalf of Nutex Health Inc., Case No. 4:25-cv-04253, naming as defendants the Company’s Chief Executive Officer, its Chief Financial Officer and its President, along with the current members of its Board of Directors (other than Frank E. Jaumot) and a director who recently retired from the Board of Directors, alleging, among other things, violations of Section 14(a) of the Exchange Act, breaches of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets. In addition, on September 11, 2025, a second purported stockholder filed a derivative action on behalf of Nutex Health Inc. in the United States District Court for the Southern District of Texas, captioned Michael Minckler, derivatively on behalf of Nutex Health Inc., nominal defendant v. Thomas T. Vo, et al; Case no. 4:25-cv-4330 containing nearly identical allegations. The derivative actions arise from the same operative facts as alleged in the securities class action, and they seek orders permitting the plaintiff to maintain the action derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants and requiring the Company to make certain reforms to its corporate governance and internal procedures.

Previous report

The Company has stipulated to the consolidation of the two derivative actions but has not yet responded to the complaints. The court has not yet issued a scheduling order or set either case for trial. No discovery has occurred. The Company is unable to predict the outcome of the litigation or estimate the potential financial impact, if any.

Previous report

Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Reworded paragraphs (52)

Previous wording

At June 30, 2025, we employed approximately 846 full-time employees, contracted 255 doctors at our facilities and partnered with over 2,100 physicians within our networks. Our corporate headquarters is based in Houston, Texas. We were incorporated on April 13, 2000 in the state of Delaware.

Current wording

At September 30, 2025, we employed approximately 880 full-time employees, contracted 255 doctors at our facilities and partnered with over 2,100 physicians within our networks. Our corporate headquarters is based in Houston, Texas. We were incorporated on April 13, 2000 in the state of Delaware.

Previous wording

We receive payment for facility services rendered by us from federal agencies, private insurance carriers and patients. The Physician LLCs receive payment for doctor services from these same sources. On average, greater than 98% of our net patient service revenue is paid by insurers, federal agencies and other non-patient third parties. The remaining revenues are paid by our patients in the form of copays, deductibles and self-payment. We generally operate as an out-of-network provider and as such, do not have negotiated reimbursement rates with insurance companies.

Current wording

We receive payment for facility services rendered by us from federal agencies, private insurance carriers and patients. The Physician LLCs receive payment for doctor services from these same sources. On average, greater than 99% of our net patient service revenue is paid by insurers, federal agencies and other non-patient third parties. The remaining revenues are paid by our patients in the form of copays, deductibles and self-payment. We generally operate as an out-of-network provider and as such, do not have negotiated reimbursement rates with insurance companies.

Previous wording

On November 30, 2022, the TMA filed a lawsuit challenging the methodology of the federal regulator’s calculation of the QPA. The interim final rules allowed consideration of all negotiated rates, including those provided in contracts with providers who do not actually provide the particular service (ghost rates). On August 24, 2023, the federal district court vacated several aspects of the regulations mandating the methodology for the QPA calculation. On October 30, 2024, the United States Court of Appeals for the Fifth Circuit (“Fifth Circuit”) reversed the district court’s vacatur of the QPA calculation methodology. However, on December 17, 2024, the Fifth Circuit ordered that the mandate be withheld and on May 30, 2025 vacated the previous opinion and anen banc oral argument was held on September 24, 2025.

Current wording

On November 30, 2022, the TMA filed a lawsuit challenging the methodology of the federal regulator’s calculation of the QPA. The interim final rules allowed consideration of all negotiated rates, including those provided in contracts with providers who do not actually provide the particular service (ghost rates). On August 24, 2023, the federal district court vacated several aspects of the regulations mandating the methodology for the QPA calculation. On October 30, 2024, the United States Court of Appeals for the Fifth Circuit (“Fifth Circuit”) reversed the district court’s vacatur of the QPA calculation methodology. However, on December 17, 2024, the Fifth Circuit ordered that the mandate be withheld and on May 30, 2025 vacated the previous opinion and held anen banc oral argument on September 24, 2025. No finalen banc opinion has been issued. We cannot predict how such final opinion will affect the QPA calculation or the opinion's impact on out-of-network payments awarded in the IDR process.

Previous wording

On July 1, 2024, we engaged HaloMD, a third-party expert, to work with us in challenging underpaid out-of-network claims. HaloMD specializes in independent dispute resolution through the NSA and state regulations for out-of-network healthcare providers. Nutex Health determines which claims to submit to arbitration. Given the complexity of the federal arbitration process and its interaction with state surprise billing laws, it is crucial for providers like Nutex Health to seek tech-enabled expert assistance in the highly complex submission process. This third-party expertise, such as that provided by HaloMD, is essential for navigating the complexity of submission of claims in bifurcated states where either state or federal law may apply, depending on the insurance coverage and services provided.

Current wording

On July 1, 2024, we engaged HaloMD, a third-party expert, to further support all our out of out-of-network claims and determine which claims would be beneficial to arbitrate. HaloMD specializes in independent dispute resolution through the NSA and state regulations for out-of-network healthcare providers. Nutex Health determines which claims to submit to arbitration. Given the complexity of the federal arbitration process and its interaction with state surprise billing laws, it is crucial for providers like Nutex Health to seek tech-enabled expert assistance in the highly complex submission process. This third-party expertise, such as that provided by HaloMD, is essential for navigating the complexity of submission of claims in bifurcated states where either state or federal law may apply, depending on the insurance coverage and services provided.

Previous wording

•Documentation Submission. Based on the information and data we provide to HaloMD, using a proprietary data driven process, Halo MD submits the required documentation to the CIDRE through the federal portal.

Current wording

•Documentation Submission. Based on the information and data we provide to HaloMD, using a proprietary data driven process, HaloMD submits the required documentation to the CIDRE through the federal portal.

Previous wording

•Offer Determination. Halo MD, using proprietary data analysis and benchmarking, determines the appropriate offer amount on our behalf.

Current wording

•Offer Determination. HaloMD, using proprietary data analysis and benchmarking, determines the appropriate offer amount on our behalf.

Previous wording

•The Federal IDR program dispute closure volume continues to rise month over month. CIDREs closed 264,805 disputes in May 2025, 8% more than April 2025 (244,705) and 26% more than were initiated in May (209,637).

Current wording

•The Federal IDR program dispute closure volume continues to rise month over month. CIDREs closed 264,805 disputes in May 2025, 8% more than April 2025 (244,705) and 26% more than were initiated in March 2025 (209,637).

Previous wording

•Future Expectations. We expect the federal arbitration process for out-of-network services will continue to evolve and become more efficient and less complex. On July 23, 2025, the No Surprises Enforcement Act was introduced both in the House and in the Senate and referred to committee, primarily to mandate financial penalties for late payment or non-payment of IDR awards. We cannot predict whether this legislation will be approved and signed into law. Future federal court decisions and regulatory changes may adversely affect our ability to collect the revenue for our services that we believe is fair and reasonable.

Current wording

•Future Expectations. We expect the federal arbitration process for out-of-network services will continue to evolve and become more efficient and less complex. On July 23, 2025, the No Surprises Enforcement Act was introduced both in the House and in the Senate and referred to committee, primarily to mandate financial penalties to be imposed on insurers for late payment or non-payment of IDR awards. We cannot predict whether this legislation will be approved and signed into law. Future federal court decisions and regulatory changes may adversely affect our ability to collect the revenue for our services that we believe is fair and reasonable.

Previous wording

Cost of arbitration. There is a significant cost to enter the arbitration process. The arbitration process includes expenses associated with third party providers, including IDR entities, which typically collect fees at the beginning of the process, before the claim award amounts are decided by arbitrators. According to the Center for Medicare and Medicaid Services, as of July 23, 2025, the nonrefundable administrative fee is $115 per party per dispute and the certified IDR entity fee ranges from $375 to $800 for single determinations and $75 to $1,150 for batched determinations. The total cost of arbitration for all Nutex hospital and professional services for the three and six months ended June 30, 2025 was $48.0 million and $74.3 million, respectively.

Current wording

Cost of arbitration. There is a significant cost to enter the arbitration process. The arbitration process includes expenses associated with third party providers, including IDR entities, which typically collect fees at the beginning of the process, before the claim award amounts are decided by arbitrators. According to the Center for Medicare and Medicaid Services, as of July 23, 2025, the nonrefundable administrative fee is $115 per party per dispute and the certified IDR entity fee ranges from $375 to $800 for single determinations and $75 to $1,150 for batched determinations. The total cost of arbitration for all Nutex hospital and professional services for the three and nine months ended September 30, 2025 was $41.9 million and $116.2 million, respectively.

Previous wording

On July 4, 2025, the "One Big Beautiful Bill Act" was signed into law, enacting significant changes to the U.S. tax code and coverage benefits for certain public healthcare insurance beneficiaries. The legislation includes several changes to federal tax law that generally allow for more favorable deductibility of certain business expenses beginning in 2025, including the reinstatement of 100% bonus depreciation. The changes were not reflected in the income tax provision for the period ended June 30, 2025, as enactment occurred after the balance sheet date.

Current wording

On July 4, 2025, the "One Big Beautiful Bill Act" was signed into law, enacting significant changes to the U.S. tax code and coverage benefits for certain public healthcare insurance beneficiaries. The legislation includes several changes to federal tax law that generally allow for more favorable deductibility of certain business expenses beginning in 2025, including the reinstatement of 100% bonus depreciation. The changes were not reflected in the income tax provision for the period ended September 30, 2025, as enactment occurred after the balance sheet date. The Company is currently evaluating the provisions of the legislation and assessing the potential impact on its financial statements for future periods

Previous wording

Short Seller Report. Short selling is the practice of selling securities that the seller does not own but rather has borrowed or intends to borrow from a third party with the intention of buying identical securities at a later date to return to the lender. A short seller hopes to profit from a decline in the value of the securities between the sale of the borrowed securities and the purchase of the replacement shares, as the short seller expects to pay less in that purchase than it received in the sale. On July 22, 2025, a short seller report that contained various allegations against the Company was published, that had an adverse impact on the market price of our common stock. This report disclosed the writer had a short position with respect to our common stock. On July 23, 2025, the closing price of our common stock was $92.90, representing a decrease of $18.29 or 16.5% compared to the closing price of our common stock on July 21, 2025, prior to the publication of the report. We timely responded to what we strongly consider to be false allegations and misleading statements in the report. Refer to“Item 1A. Risk Factors" for additional short seller information.

Current wording

Short Seller Report. Short selling is the practice of selling securities that the seller does not own but rather has borrowed or intends to borrow from a third party with the intention of buying identical securities at a later date to return to the lender. A short seller hopes to profit from a decline in the value of the securities between the sale of the borrowed securities and the purchase of the replacement shares, as the short seller expects to pay less in that purchase than it received in the sale. On July 22, 2025, a short seller report that contained various allegations against the Company was published, that had an adverse impact on the market price of our common stock. This report disclosed the writer had a short position with respect to our common stock. On July 23, 2025, the closing price of our common stock was $92.90, representing a decrease of $18.29 or 16.4% compared to the closing price of our common stock on July 21, 2025, prior to the publication of the report. We timely responded to what we strongly consider to be false allegations and misleading statements in the report. Refer to“Item 1A. Risk Factors".

Previous wording

Share Repurchase Program. On August 14, 2025, the Board authorized a stock repurchase program of up to $25.0 million of the Company’s common stock over the subsequent six months pending compliance with the Company's current reporting obligations. The purpose of the share repurchase is to increase shareholder value and offset dilution from the issuance of Additional Shares in connection with the Merger (Refer to “Item 1A. Risk Factors" for Additional Share information). The Company believes there have been periods during the past year when its stock has been undervalued.

Current wording

Share Repurchase Program. On August 14, 2025, the Board authorized a stock repurchase program of up to $25.0 million of the Company’s common stock over the subsequent six months pending compliance with the Company's current reporting obligations. The purpose of the share repurchase is to increase shareholder value and offset dilution from the issuance of Additional Shares in connection with the Merger (Refer to “Item 1A. Risk Factors for Additional Share information).

Previous wording

Net loss attributable to Nutex Health Inc. decreased to $17.7 million, orloss of$2.95 per diluted share, for thethree months ended June 30, 2025 from a netloss attributable to Nutex Health Inc. of $0.4 million, or aloss of$0.07 per share, for the same period 2024. Our 2025 results were principally affected by higher revenue and cost due to:

Current wording

Net income attributable to Nutex Health Inc. was $55.4 million, orincome of$8.27 per diluted share, for thethree months ended September 30, 2025 compared to a netloss attributable to Nutex Health Inc. of $8.8 million, or aloss of$1.72 per share, for the same period 2024. Our 2025 results were principally affected by higher revenue and cost due to:

Previous wording

•Higher patient visits, which increased by 10.6% during the three months ended June 30, 2025 as compared with the same period of 2024. Same-store mature hospitals visits increased an average of 0.6% versus prior year as well as the opening of four new hospitals in 2024;

Current wording

•Higher patient visits, which increased by 11.0% during the three months ended September 30, 2025 as compared with the same period of 2024. Same-store mature hospitals visits decreased an average of 0.6% versus prior year as well as the opening of four new hospitals in 2024;

Previous wording

•Higher stock-based compensation to under construction and ramping hospitals of $78.7 million for the three months ended June 30, 2025, an increase of $78.8 million compared to the same period last year.

Current wording

•Higher stock-based compensation to under construction and ramping hospitals of $13.2 million for the three months ended September 30, 2025, an increase of $11.3 million compared to the same period last year.

Previous wording

•Higher income tax expense of $7.6 million for the three months ended June 30, 2025 compared to $0.9 million for the three months ended June 30, 2024, an increase of $6.7 million.

Current wording

•Higher income tax expense of $27.1 million for the three months ended September 30, 2025 compared to $4.6 million for the three months ended September 30, 2024, an increase of $22.5 million.

Previous wording

•Higher interest expense of $5.7 million for the three months ended June 30, 2025 compared to $5.1 million for the three months ended June 30, 2024, an increase of $0.6 million.

Current wording

•Higher interest expense of $5.5 million for the three months ended September 30, 2025 compared to $5.4 million for the three months ended September 30, 2024, an increase of $0.1 million.

Previous wording

•No gain or loss on warrant liability for the three months ended June 30, 2025 as compared to a $3.1 million gain for the three months ended June 30, 2024.

Current wording

•No gain or loss on warrant liability for the three months ended September 30, 2025 as compared to a $6.7 million gain for the three months ended September 30, 2024.

Previous wording

Adjusted EBITDA for thethree months ended June 30, 2025 increased to $71.6 million from $6.8 million for the comparable period 2024. Refer to Non-GAAP Financial Measures discussed below for a definition and reconciliation of net income (loss) attributable to Nutex Health Inc. to Adjusted EBITDA. The items affe cting revenue, stock-based compensation and income tax expense contributed significantly to the increase in Adjusted EBITDA in the 2025 period.

Current wording

Adjusted EBITDA for thethree months ended September 30, 2025 increased to $98.5 million from $9.7 million for the comparable period 2024. Refer to Non-GAAP Financial Measures discussed below for a definition and reconciliation of net income (loss) attributable to Nutex Health Inc. to Adjusted EBITDA. The items affe cting revenue, stock-based compensation and income tax expense contributed significantly to the increase in Adjusted EBITDA in the 2025 period.

Previous wording

Hospital Division. Our revenue for thethree months ended June 30, 2025 totaled $236.3 million as compared to $67.6 million for the same period in 2024, anincrease of $168.7 million or 249.5%. This increase was attributed to anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such as increased observation and in-patient stays. Of this revenue increase,203.2% is related to mature hospitals, which are hospitals that were opened by December 31, 2021.

Current wording

Hospital Division. Our revenue for thethree months ended September 30, 2025 totaled $260.2 million as compared to $71.7 million for the same period in 2024, anincrease of $188.5 million or 262.8%. This increase was attributed to anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such as increased observation and in-patient stays. Of this revenue increase, 208.9% is related to mature hospitals, which are hospitals that were opened by December 31, 2021.

Previous wording

Total patient visits increased 10.6% during thethree months ended June 30, 2025 as compared with the same period in 2024 including the opening of four facilities throughout 2024 which are fully operating in 2025. Of the total patient visit increase,0.6% related to mature hospitals, which are hospitals opened by December 31, 2021.

Current wording

Total patient visits increased 11.0% during thethree months ended September 30, 2025 as compared with the same period in 2024 including the opening of four facilities throughout 2024 which are fully operating in 2025.

Previous wording

The hospital division’s gross profit was $125.6 million during thethree months ended June 30, 2025, compared with $22.8 million in the same period in 2024, anincrease of 451.0%. Our revenue and operating income for thesecond quarter of 2025 was positively affected by an increase in revenue per visit due to success in efforts to obtain higher rates through the IDR process, an increase in visits and increased utilization of higher paid services such as increased observation and in-patient stays.

Current wording

The hospital division’s gross profit was $154.1 million during thethree months ended September 30, 2025, compared with $21.4 million in the same period in 2024, anincrease of 618.8%. Our revenue and operating income for thethird quarter of 2025 was positively affected by an increase in revenue per visit due to success in efforts to obtain higher rates through the IDR process, an increase in visits and increased utilization of higher paid services such as increased observation and in-patient stays.

Previous wording

Population Health Management Division. Our total revenue for thethree months ended June 30, 2025 was $7.7 million as compared with $8.5 million for the same period in 2024.

Current wording

Population Health Management Division. Our total revenue for thethree months ended September 30, 2025 was $7.6 million as compared with $7.1 million for the same period in 2024.

Previous wording

The population health management division had $0.5 million of loss before income taxes for thethree months ended June 30, 2025 as compared with $0.2 million of loss for the same period in 2024. Strategically, we are focused on the growth of this division principally through the addition of new independent physician associations and have staffed our organization to manage larger numbers of such organizations.

Current wording

The population health management division had $0.9 million of loss before income taxes for thethree months ended September 30, 2025 as compared with $0.9 million of loss for the same period in 2024. Strategically, we are focused on the growth of this division principally through the addition of new independent physician associations and have staffed our organization to manage larger numbers of such organizations.

Previous wording

Corporate and other costs. Corporate and other costs in the three months ended June 30, 2025 totaled$91.2 million as compared to$17.3 million for the same period in 2024, an increase of 428.6%. General and administrative costs include our executive management, accounting, human resources, corporate technology, insurance and professional fees. The increase in corporate and other costs is primarily due to an increase in stock-based compensation of$78.8 million related to obligations for under-construction and ramping hospitals, and an increase in general and administrative expenses of$1.8 million.

Current wording

Corporate and other costs. Corporate and other costs in the three months ended September 30, 2025 totaled$24.5 million as compared to$12.3 million for the same period in 2024, an increase of 100.0%. General and administrative costs include our executive management, accounting, human resources, corporate technology, insurance and professional fees. The increase in corporate and other costs is primarily due to an increase in stock-based compensation of$11.3 million related to obligations for under-construction and ramping hospitals, and an increase in general and administrative expenses of$1.4 million.

Previous wording

Interest expense. Interest expense was $5.7 million for thethree months ended June 30, 2025 as compared with $5.1 million for the same period of 2024. Theincrease in interest expense in 2025 is primarily due to the finance lease of the new facility openings throughout 2024 that are fully operating in 2025.

Current wording

Interest expense. Interest expense was $5.5 million for thethree months ended September 30, 2025 as compared with $5.4 million for the same period of 2024. Theincrease in interest expense in 2025 is primarily due to the finance lease obligations related to the new facility openings throughout 2024 that are fully operating in 2025.

Previous wording

Gain on warrant liability. Gain on warrant liability waszero in thethree months ended June 30, 2025 as compared to $3.1 million for the same period of 2024. All relevant warrants were exercised by November 2024.

Current wording

Gain on warrant liability. Gain on warrant liability waszero in thethree months ended September 30, 2025 as compared to $6.7 million for the same period of 2024. All relevant warrants were exercised by November 2024.

Previous wording

Net loss attributable to Nutex Health Inc. increased to $3.5 million, orincome of$0.60 per diluted share, for thesix months ended June 30, 2025 from a netloss attributable to Nutex Health Inc. of $0.4 million, or aloss of$0.07 per share, for the same period 2024. Our 2025 results were principally affected by higher revenue and cost due to:

Current wording

Net income attributable to Nutex Health Inc. was $59.0 million, orincome of$9.63 per diluted share, for thenine months ended September 30, 2025 compared to a netloss attributable to Nutex Health Inc. of $8.8 million, or aloss of$1.72 per share, for the same period 2024. Our 2025 results were principally affected by higher revenue and cost due to:

Previous wording

•Higher patient visits, which increased by 15.5% during the six months ended June 30, 2025 as compared with the same period of 2024. Same-store mature hospitals visits increased an average of 3.0% versus prior year as well as the opening of four new hospitals in 2024;

Current wording

•Higher patient visits, which increased by 13.9% during the nine months ended September 30, 2025 as compared with the same period of 2024. Same-store mature hospitals visits increased an average of 1.8% versus prior year as well as the opening of four new hospitals in 2024;

Previous wording

•Higher stock-based compensation to under construction and ramping hospitals of$106.4 million for the six months ended June 30, 2025, an increase of$106.4 million compared to the same period last year.

Current wording

•Higher stock-based compensation to under construction and ramping hospitals of$119.6 million for the nine months ended September 30, 2025, an increase of$117.7 million compared to the same period last year.

Previous wording

•Higher income tax expense of$28.0 million for the six months ended June 30, 2025 compared to$1.3 million for the six months ended June 30, 2024, an increase of$26.7 million.

Current wording

•Higher income tax expense of$55.1 million for the nine months ended September 30, 2025 compared to$5.9 million for the nine months ended September 30, 2024, an increase of$49.2 million.

Previous wording

•Higher interest expense of$11.8 million for the six months ended June 30, 2025, an increase of$2.3 million compared to the same period in 2024.

Current wording

•Higher interest expense of$17.3 million for the nine months ended September 30, 2025, an increase of$2.4 million compared to the same period in 2024.

Previous wording

•No gain or loss on warrant liability for the six months ended June 30, 2025 as compared to a$5.7 million gain for the same period in 2024.

Current wording

•No gain or loss on warrant liability for the nine months ended September 30, 2025 as compared to a$1.1 million gain for the same period in 2024.

Previous wording

Adjusted EBITDA for thesix months ended June 30, 2025 increased to $144.4 million from $6.4 million for the comparable period 2024. Refer to Non-GAAP Financial Measures discussed below for a definition and reconciliation of net income (loss) attributable to Nutex Health Inc. to Adjusted EBITDA. The items affecting revenue, stock-based compensation and income tax expense contributed significantly to the increase in Adjusted EBITDA in the 2025 period.

Current wording

Adjusted EBITDA for thenine months ended September 30, 2025 increased to $243.0 million from $16.1 million for the comparable period 2024. Refer to Non-GAAP Financial Measures discussed below for a definition and reconciliation of net income (loss) attributable to Nutex Health Inc. to Adjusted EBITDA. The items affecting revenue, stock-based compensation and income tax expense contributed significantly to the increase in Adjusted EBITDA in the 2025 period.

Previous wording

Hospital Division. Our revenue for thesix months ended June 30, 2025 totaled $440.2 million as compared to $127.6 million for the same period in 2024, anincrease of $312.6 million or 244.9%. This increase was attributed to anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such asincreased observation and in-patient stays. Of this revenue increase,195.2% is related to mature hospitals, which are hospitals that were opened by December 31, 2021.

Current wording

Hospital Division. Our revenue for thenine months ended September 30, 2025 totaled $700.5 million as compared to $199.4 million for the same period in 2024, anincrease of $501.1 million or 251.4%. This increase was attributed to anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such asincreased observation and in-patient stays. Of this revenue increase,200.0% is related to mature hospitals, which are hospitals that were opened by December 31, 2021.

Previous wording

Total patient visits increased 15.5% during thesix months ended June 30, 2025 as compared with the same period in 2024 including the opening of four facilities throughout 2024 which are fully operating in 2025. Of the total patient visit increase, 3.0% related to mature hospitals, which are hospitals opened by December 31, 2021.

Current wording

Total patient visits increased 13.9% during thenine months ended September 30, 2025 as compared with the same period in 2024 including the opening of four facilities throughout 2024 which are fully operating in 2025.

Previous wording

The hospital division’s gross profit was $243.5 million during thesix months ended June 30, 2025, compared with $33.3 million in the same period in 2024, anincrease of 632.0%. Our revenue and operating income for thesix months ended June 30, 2025 was positively affected by anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such asincreased observation and in-patient stays.

Current wording

The hospital division’s gross profit was $397.6 million during thenine months ended September 30, 2025, compared with $54.7 million in the same period in 2024, anincrease of 626.8%. Our revenue and operating income for thenine months ended September 30, 2025 was positively affected by anincrease in revenue per visit due to success in efforts to obtain higher rates through the IDR process, anincrease in visits andincreased utilization of higher paid services such asincreased observation and in-patient stays.

Previous wording

Population Health Management Division. Our total revenue for thesix months ended June 30, 2025 was $15.5 million as compared with $15.9 million for the same period in 2024.

Current wording

Population Health Management Division. Our total revenue for thenine months ended September 30, 2025 was $23.1 million as compared with $23.0 million for the same period in 2024.

Previous wording

The population health management division had less than $0.1 million of income before income taxes for thesix months ended June 30, 2025 as compared with $0.6 million of loss for the same period in 2024. Strategically, we are focused on the growth of this division principally through the addition of new independent physician associations and have staffed our organization to manage larger numbers of such organizations.

Current wording

The population health management division had less than $0.1 million of income before income taxes for thenine months ended September 30, 2025 as compared with $0.3 million of loss for the same period in 2024. Strategically, we are focused on the growth of this division principally through the addition of new independent physician associations and have staffed our organization to manage larger numbers of such organizations.

Previous wording

On May 2, 2025, the Company acquired 51% membership interest in an Indiana based limited liability company (“Acquiree”) for $2.3 million in cash. As part of the transaction, the Company assumed $8.1 million in outstanding note payable of the Acquiree. The acquisition strengthens the Company’s operations in Indiana and is consistent with our growth initiatives. The noncontrolling interest was measured at cost of $0.8 million for the 49% interest.

Current wording

On May 2, 2025, the Company acquired 51% membership interest in an Indiana based limited liability company (“Acquiree”) for $2.3 million in cash. As part of the transaction, the Company assumed $8.1 million in outstanding note payable of the Acquiree.

Showing the first 40 of 52 pairs. Open the source sections for the rest.

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Current report — wording carried from elsewhere

The acquisition strengthens the Company’s operations in Indiana and is consistent with our growth initiatives. The noncontrolling interest was measured at a cost of $0.8 million for the 49% interest.