MEDIFAST INC
For the period ended Mar 31, 2026. Filed May 4, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 4, 2026
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Item 6. – Exhibits
| Exhibit Number | Description of Exhibit |
| 3.1 | Restated and Amended Certificate of Incorporation of Medifast, Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K (File No. 001-31573) filed February 27, 2015). |
| 3.2 | Amended and Restated Bylaws of Medifast, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Amendment No. 1 Current Report on Form 8-K (File No. 001-31573) filed on December 4, 2019). |
| 10.1 | Amended and Restated 2012 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-31573) filed on June 20, 2025). |
| 10.2 | Cooperation Agreement, dated as of March 19, 2026, by and among Medifast, Inc., Steamboat Capital Partners LLC, and each of the other related persons set forth on the signature pages thereto. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 001-31573) filed on March 20, 2026) |
| 10.3 | Medifast, Inc. Directors’ Deferred Compensation Plan (Amended and Restated) (filed herewith). |
| 10.4 | Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Performance Share Units Award Agreement (CEO and CEO Direct Reports) (filed herewith). |
| 10.5 | Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Performance Share Units Award Agreement (Standard) (filed herewith). |
| 10.6 | Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Deferred Share Employee Award Agreement (CEO and CEO Direct Reports) (filed herewith). |
| 10.7 | Medifast, Inc. Amended and Restated 2012 Share Incentive Plan Deferred Share Employee Award Agreement (Standard) (filed herewith). |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith). |
| 32.1 | Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
| 101 | The following financial statements from Medifast, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 filed May 4, 2026, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Operations, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Cash Flows, (v) Condensed Consolidated Statements of Changes in Stockholders’ Equity, and (vi) Notes to the Condensed Consolidated Financial Statements (filed herewith). |
| 104 | Cover Page Interactive Data File - The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
In accordance with SEC Release No. 33-8238, Exhibit 32.1 is being furnished and not filed.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Medifast, Inc.
| By: | /s/ DANIEL R. CHARD |
|---|---|
| Daniel R. Chard | |
| Chief Executive Officer | |
| (Principal Executive Officer) | |
| Dated: | May 4, 2026 |
| /s/ JAMES P. MALONEY | |
| James P. Maloney | |
| Chief Financial Officer | |
| (Principal Financial Officer) | |
| Dated: | May 4, 2026 |
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