Skip to main content

National Vision Holdings, Inc.

For the period ended Apr 4, 2026. Filed May 14, 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.

Apr 4, 2026 · Filed May 14, 2026

EYE$17.90+0.3%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 2025-09-27; filed 2025-11-06.

0001628280-25-049891

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

Current report: 10-Q

Period ended 2026-04-04; filed 2026-05-14.

0001628280-26-034824

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 145 previous paragraphs and 111 current paragraphs.

50 unchanged; 44 reworded; 12 added; 46 removed; 5 previous and 5 current paragraphs rearranged.

Tables are not compared: 7 previous and 9 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 (12)

Current report

We continue to focus on the rapid modernization of our business in the context of contemporary consumer needs and wants. Our strategy is focused around creating a more joyful consumer experience with refreshed merchandising, updated marketing and brand assets, new in-store technologies to support the customer journey, and an updated pricing architecture, all of which allow us to better serve our existing customers and expand our target consumer demographics. These consumer-facing strategies are paired with an increased focus on cost optimization and operating margin expansion, all of which are intended to drive the outcome of a stronger core business and improved operating results.

Current report

We anticipate continuing the investment in remote medicine, including hybrid remote, whereby optometrists in one store are able to see patients remotely in another store, adding select locations where feasible and advantageous and depending on the state-by-state regulatory environment. While the remote medicine and EHR platforms have increased exam capacity, revenue and profitability, we have experienced higher costs applicable to revenue as a percentage of revenue, when compared with in-store exams.

Current report

In the beginning of the second quarter, we made an important strategic move to re-platform AmericasBest.com. This is a key step in our unified commerce journey to strengthen our digital foundation, improve the customer experience, and, over time, better connect our online and store experiences. A re-platforming of this scale resets parts of the digital storefront and traffic was disrupted as search and social optimization resets. We are managing the transition anchored in data, clear operating focus, discipline and a healthy sense of urgency. We are seeing sequential improvement as the second quarter progresses; however, if remediation measures take longer than anticipated to fully materialize, we could continue to experience impacts to traffic and, as a result, our financial performance.

Current report

Unless otherwise noted, the discussion below is based on results, substantially all of which are, attributable to our single reportable segment, Owned & Host.

Current report

During fiscal 2025, the Company entered into an amendment to its agreement with Army and Air Force Exchange Service (AAFES), extending the term of the agreement through January 2036. Subsequently, in February 2026, the Company and AAFES entered into an additional amendment providing for the operation by the Company of an additional 20 military stores located on AAFES bases, expanding the Company’s presence in two additional states. In the three months ended April 4, 2026, and in connection with this expansion, the Company purchased from U.S. Vision Corp. certain assets used in connection with the operation of those 20 additional military stores. Additionally, we opened 8 new America’s Best stores and closed three America’s Best stores and one Military store. Overall, store count grew 3.0% from March 29, 2025 to April 4, 2026 (20 net new America’s Best stores, 19 net new Military stores, and two net closures of Fred Meyer stores).

Current report

Costs applicable to revenue increased $13.9 million, or 6.8%, in the three months ended April 4, 2026 compared to the three months ended March 29, 2025. As a percentage of net revenue, costs applicable to revenue increased 10 basis points and were primarily driven by lower eyeglass margin of 60 basis points impacted by product mix, partially offset by successful pricing initiatives, leveraging of optometrist-related costs of 30 basis points and higher exam revenue of 20 basis points.

Current report

Costs of products as a percentage of net product sales increased 60 basis points, primarily driven by lower eyeglass margin impacted by product mix, partially offset by successful pricing initiatives.

Current report

During the fourth quarter of 2025, we entered into an interest rate swap with a notional amount of $100.0 million to mitigate the variability of cash flows associated with these interest payments. See Note 5. “Interest Rate Derivatives” for additional information.

Current report

Cash flow related to changes in working capital were positively impacted by the timing of vendor payments and accounts receivable, partially offset by increased inventory levels and the timing of unearned and deferred revenue.

Current report

Net cash used for financing activities increased by $8.7 million in the three months ended April 4, 2026 compared to the three months ended March 29, 2025, primarily due to increased purchases of treasury stock to cover employee tax withholdings associated with stock-based compensation.

Current report

Effective March 2, 2026, the Board authorized the Company to repurchase up to $50 million aggregate amount of shares of the Company’s common stock until December 28, 2030. As of April 4, 2026, the authorization has remaining capacity of $50 million. The authorization permits the Company to make purchases of its common stock from time to time in the open market or privately negotiated transactions, and pursuant to pre-set trading plans meeting the requirements of all applicable securities laws and regulations. The timing and amounts of any such repurchases will depend on a variety of factors, including the market price of the Company’s shares, general market and economic conditions, legal requirements and tax implications. The Company expects to fund the share repurchases using cash on hand.
Removed paragraphs (46)

Previous report

We continue to focus on expanding our target demographic, implementing new pricing architecture, enhancing the customer and patient experience, and optimizing cost structure, which are initiatives designed to strengthen our core business, improve our results of operations, and drive long-term shareholder value.

Previous report

Certain components of our operations met the requirements to be classified as discontinued operations. Refer to Note 2. “Discontinued Operations” in Part II. of the 2024 Annual Report on Form 10-K for information related to our discontinued operations. Unless otherwise noted, the discussion of U.S. GAAP results below is based on results from continuing operations.

Previous report

Total net revenue of $487.3 million for the three months ended September 27, 2025 increased $35.8 million, or 7.9%, from $451.5 million for the three months ended September 28, 2024. Approximately 90% of the increase was driven by growth from Adjusted Comparable Store Sales Growth from continuing operations and approximately 30% of the increase was driven by new store sales, partially offset by approximately 10% from effects of closed stores and approximately 10% by effects of unearned revenue for the period. Net revenue includes a negative (0.8)% impact from the timing of unearned revenue for the three months ended September 27, 2025 as compared to three months ended September 28, 2024.

Previous report

In the three months ended September 27, 2025, we opened four America’s Best stores, and closed two Fred Meyer stores as a result of the host partner’s decision to cease its overall operations at these locations. We also converted four Eyeglass World stores to America’s Best stores from September 28, 2024 to September 27, 2025. Overall, store count grew 0.9% from September 28, 2024 to September 27, 2025 (exclusive of the aforementioned conversions, we had 26 net new America’s Best stores, 11 net closures of Fred Meyer stores, and four net closures of Eyeglass World stores).

Previous report

Owned & Host segment net revenue. Net revenue increased $40.5 million, or 9.1%, driven primarily by comparable store sales growth and new store openings, partially offset by closed stores.

Previous report

Costs applicable to revenue of $203.2 million for the three months ended September 27, 2025 increased $13.3 million, or 7.0%, from $189.9 million for the three months ended September 28, 2024. As a percentage of net revenue, costs applicable to revenue decreased from 42.1% for the three months ended September 28, 2024 to 41.7% for the three months ended September 27, 2025. This decrease of 40 basis points as a percentage of net revenue was primarily driven by eyeglass mix and margin improvement of 80 basis points related to a successful execution of pricing and product mix initiatives and leveraging of optometrist-related costs of 30 basis points, partially offset by lower contact lens margin of 40 basis points and other mix and margin effects of 30 basis points.

Previous report

Costs of products as a percentage of net product sales decreased from 29.3% for the three months ended September 28, 2024 to 29.1% for the three months ended September 27, 2025, primarily driven by eyeglass mix and margin improvement related to a successful execution of pricing and product mix initiatives, partially offset by lower contact lens margin.

Previous report

Owned & Host segment costs of products. Costs of products as a percentage of net product sales decreased from 28.5% for the three months ended September 28, 2024 to 28.2% for the three months ended September 27, 2025, primarily driven by eyeglass mix and margin improvement related to a successful execution of pricing and product mix initiatives, partially offset by lower contact lens margin.

Previous report

Owned & Host segment costs of services and plans. Costs of services and plans as a percentage of net sales of services and plans decreased from 94.2% for the three months ended September 28, 2024 to 93.2% for the three months ended September 27, 2025, and was primarily driven by leverage of optometrist-related costs and growth in eye exam margin, partially offset by lower growth in add-ons revenue.

Previous report

SG&A of $252.3 million for the three months ended September 27, 2025 increased $18.3 million, or 7.8%, from the three months ended September 28, 2024. As a percentage of net revenue, SG&A remained flat at 51.8% for the three months ended September 27, 2025 compared to 51.8% for the three months ended September 28, 2024. SG&A as a percentage of net revenue was primarily impacted by 80 basis points for lower payroll, partially offset by higher healthcare costs. SG&A as a percentage of revenue was also impacted by lower advertising investments of 40 basis points, partially offset by higher variable incentive compensation expenses related to revenue and profitability growth of 110 basis points and other operating expenses of 10 basis points.

Previous report

We recognized no impairment charges during the three months ended September 27, 2025, compared to $13.7 million impairment charges recognized during the three months ended September 28, 2024 primarily for the Fred Meyer contracts and relationships intangible asset, tangible long-lived assets and ROU assets associated with our retail stores. The store asset impairment charge during the three months ended September 28, 2024 is related to our Owned & Host segment and is driven by lower than projected customer sales and profitability in certain stores, and other entity-specific assumptions. We considered multiple factors including, but not limited to: forecasted scenarios related to store performance and the likelihood that these scenarios would be ultimately realized; and the remaining useful lives of the assets. Asset impairment expenses were recognized in corporate and other.

Previous report

Interest expense, net, remained flat at $4.1 million for the three months ended September 27, 2025, compared to $4.1 million for the three months ended September 28, 2024, primarily as a result of lower interest income on cash balances of $1.2 million, partially offset by lower interest expense on our debt of $1.1 million.

Previous report

Our effective tax rates for the three months ended September 27, 2025 and September 28, 2024 were 38.6% and 30.1%, respectively. The change in effective tax rates was primarily driven by the tax impacts of consolidated VIEs and other effects of permanent items. The change in effective rates was also influenced by using the ETR method during the three months ended September 28, 2024 and the AETR method during the three months ended September 27, 2025.

Previous report

Nine Months Ended September 27, 2025 compared to Nine Months Ended September 28, 2024

Previous report

Certain components of our operations met the requirements to be classified as discontinued operations. Refer to Note 2. “Discontinued Operations” in Part II. of the 2024 Annual Report on Form 10-K for information related to our discontinued operations. Unless otherwise noted, the discussion of U.S. GAAP results below is based on results from continuing operations.

Previous report

Total net revenue of $1,484.1 million for the nine months ended September 27, 2025 increased $98.0 million, or 7.1%, from $1,386.0 million for the nine months ended September 28, 2024. Of the $98.0 million increase, approximately 90% was driven by Adjusted Comparable Store Sales Growth from continuing operations and approximately 40% of the increase was driven by growth from new store sales, partially offset by approximately 20% from closed stores and approximately 10% by effects of unearned revenue for the period. Net revenue includes a negative (0.6)% impact from the timing of unearned revenue for the nine months ended September 27, 2025 as compared to nine months ended September 28, 2024.

Previous report

In the nine months ended September 27, 2025, we opened 21 new America’s Best stores, and closed 11 Fred Meyer stores and eight America’s Best stores. Two of the Fred Meyer stores closed as a result of the host partner’s decision to cease its overall operations at these locations. We also converted four Eyeglass World stores to America’s Best stores from September 28, 2024 to September 27, 2025. Overall, store count grew 0.9% from September 28, 2024 to September 27, 2025 (exclusive of the aforementioned conversions, we had 26 net new America’s Best stores, 11 net closures of Fred Meyer stores and four net closures of Eyeglass World stores).

Previous report

Net product sales comprised 80.9% and 80.3% of total net revenue for the nine months ended September 27, 2025 and September 28, 2024, respectively. Net product sales increased $87.6 million, or 7.9%, in the nine months ended September 27, 2025 compared to the nine months ended September 28, 2024, primarily due to pricing and product mix initiatives in eyeglass sales of $76.6 million, contact lens sales of $9.3 million and other add-on sales.

Previous report

Net sales of services and plans for the nine months ended September 27, 2025 increased $10.4 million, or 3.8%, compared to the nine months ended September 28, 2024, driven primarily by higher exam revenues of $10.8 million, or 6.1%.

Previous report

Owned & Host segment net revenue. Net revenue increased $113.3 million, or 8.3%, driven primarily by comparable store sales growth and new store openings, partially offset by closed stores.

Previous report

Effects of unearned and deferred revenue. Unearned and deferred revenue negatively impacted net revenue by $10.3 million in the nine months ended September 27, 2025 compared to the nine months ended September 28, 2024, primarily driven by $8.3 million due to the timing of unearned revenue.

Previous report

Costs applicable to revenue of $608.8 million for the nine months ended September 27, 2025 increased $29.7 million, or 5.1%, from $579.1 million for the nine months ended September 28, 2024. As a percentage of net revenue, costs applicable to revenue decreased from 41.8% for the nine months ended September 28, 2024 to 41.0% for the nine months ended September 27, 2025. This decrease of 80 basis points as a percentage of net revenue was primarily driven by eyeglass mix and margin improvement of 120 basis points related to a successful execution of pricing and product mix initiatives and leveraging of optometrist-related costs of 20 basis points, partially offset by lower contact lens margin of 20 basis points and other mix and margin effects of 40 basis points.

Previous report

Costs of products as a percentage of net product sales decreased from 29.7% for the nine months ended September 28, 2024, to 28.8% for the nine months ended September 27, 2025, primarily driven by eyeglass mix and margin improvement related to a successful execution of pricing and product mix initiatives, partially offset by lower contact lens margin.

Previous report

Owned & Host segment costs of products. Costs of products as a percentage of net product sales decreased from 28.8% for the nine months ended September 28, 2024 to 27.9% for the nine months ended September 27, 2025, primarily driven by eyeglass mix and margin improvement related to a successful execution of pricing and product mix initiatives, partially offset by lower contact lens margin.

Previous report

Costs of services and plans as a percentage of net sales of services and plans increased from 91.0% for the nine months ended September 28, 2024 to 92.7% for the nine months ended September 27, 2025. The increase was primarily driven by lower growth in eye exam margin and add-ons revenue.

Previous report

Owned & Host segment costs of services and plans. Costs of services and plans as a percentage of net sales of services and plans increased from 90.2% for the nine months ended September 28, 2024 to 91.3% for the nine months ended September 27, 2025. The increase was primarily driven by lower growth in eye exam margin and add-ons revenue.

Previous report

SG&A of $755.0 million for the nine months ended September 27, 2025 increased $49.6 million, or 7.0%, from the nine months ended September 28, 2024. As a percentage of net revenue, SG&A remained flat at 50.9% for the nine months ended September 27, 2025 as compared to 50.9% for the nine months ended September 28, 2024. SG&A as a percentage of net revenue was primarily impacted by lower advertising investments of 50 basis points and other expenses of 70 basis points, partially offset by increases in variable incentive compensation expenses of 80 basis points primarily related to revenue and profitability growth and an increase in stock-based compensation of 40 basis points.

Previous report

Owned & Host SG&A. SG&A as a percentage of net revenue decreased from 39.1% for the nine months ended September 28, 2024 to 37.7% for the nine months ended September 27, 2025, driven primarily by lower advertising investments and other operating expenses.

Previous report

Depreciation and amortization expense of $67.7 million for the nine months ended September 27, 2025 decreased $0.9 million, or 1.3%, from $68.6 million for the nine months ended September 28, 2024, primarily driven by fewer new store openings and lower amortization of intangible assets.

Previous report

Loss from discontinued operations, net of tax, of $2.2 million for the nine months ended September 28, 2024 represents loss prior to the termination of our partnership with Walmart and the wind-down of the AC Lens operations. There were no discontinued operations results for the nine months ended September 27, 2025.

Previous report

When presenting Adjusted Operating Income from continuing operations, EBITDA from continuing operations and Adjusted EBITDA from continuing operations we use the same definitions for Adjusted Operating Income, EBITDA and Adjusted EBITDA, respectively, and also exclude income (loss) from discontinued operations, net of tax. When presenting Adjusted Diluted EPS from continuing operations, we use the same definition for Adjusted Diluted EPS, and also exclude diluted earnings (loss) per share from discontinued operations. When presenting Adjusted Operating Margin from continuing operations, we use Adjusted Operating Income from continuing operations as a percentage of total net revenue. When presenting Adjusted EBITDA Margin from continuing operations, we use Adjusted EBITDA from continuing operations as a percentage of total net revenue.

Previous report

(b)For the three and nine months ended September 28, 2024, reflects the gain on extinguishment related to the repurchase of $217.7 million of the 2025 Notes on August 12, 2024.

Showing the first 40 of 46 passages. Open the source sections for the rest.

Reworded paragraphs (44)

Previous wording

We are one of the largest optical retailers in the U.S. and a leader in the value segment of the U.S. optical retail industry. We believe that vision is central to quality of life and that people deserve to see their best to live their best, regardless of their budget. Our mission is to make quality eye care and eyewear affordable and accessible to all Americans. We achieve this by providing eye exams, eyeglasses and contact lenses to value-seeking consumers. We deliver exceptional value and convenience to our customers, with attractive price points that provide value for a range of consumers. We reach our customers through a diverse portfolio of 1,242 retail stores across four brands and associated omni-channel consumer websites as of September 27, 2025.

Current wording

We are one of the largest optical retailers in the U.S. and a leader in the value segment of the U.S. optical retail industry. We believe that vision is central to quality of life and that people deserve to see their best to live their best. Our mission is to make quality eye care and eyewear more affordable and accessible. We achieve this by providing eye exams, eyeglasses and contact lenses to consumers across the nation. Our range of quality product offerings at multiple price points makes us an attractive destination for consumers of all income levels. As of April 4, 2026, we reach our customers through a diverse portfolio of 1,274 retail stores across four brands, our associated omni-channel consumer websites and our dedicated e-commerce consumer website.

Previous wording

As of September 27, 2025, our operations consisted of one reportable segment. During fiscal year 2024, our Walmart store operations, including our former Legacy reportable segment and components of our AC Lens operating segment met the requirements to be classified as discontinued operations. Refer to Part II. Item 8. Note 2. “Discontinued Operations” of the 2024 Annual Report on Form 10-K for more information on discontinued operations.

Current wording

As of April 4, 2026, our operations consisted of one reportable segment.

Previous wording

•Owned & Host - As of September 27, 2025, our owned brands consisted of 1,049 America’s Best Contacts and Eyeglasses (“America’s Best”) retail stores and 122 Eyeglass World retail stores. Our Host brands consisted of 53 Vista Optical locations on select military bases and 18 Vista Optical locations within select Fred Meyer stores as of September 27, 2025. All brands utilize our centralized laboratories. This segment also includes sales from our America’s Best, Eyeglass World, and Military omni-channel websites.

Current wording

•Owned & Host - As of April 4, 2026, our owned brands consisted of 1,062 America’s Best Contacts and Eyeglasses (“America’s Best”) retail stores and 122 Eyeglass World retail stores. Our Host brands consisted of 72 Vista Optical locations on select military bases and 18 Vista Optical locations within select Fred Meyer stores as of April 4, 2026. All brands utilize our centralized laboratories. This segment also includes sales from our America’s Best, Eyeglass World, and Military omni-channel websites.

Previous wording

•Corporate and other — Our corporate and other category represents unallocated corporate overhead expenses, which are a component of selling, general and administrative expenses and are comprised of various home office expenses such as payroll, occupancy costs and consulting and professional fees. Corporate overhead expenses also include field services for our four retail brands. Other expenses included in this category include certain non-cash charges, including asset impairment, stock-based compensation expense, and the impact of certain events, gains, or losses excluded from the assessment of segment performance.

Current wording

•Corporate and other — Our corporate and other category includes the results of our dedicated e-commerce website, which sells contact lenses and optical accessory products to retail customers, and recognizes revenue when products have been delivered to the customer, and our managed care business conducted by FirstSight, our wholly-owned subsidiary that is licensed as a single-service health plan under California law, which issues individual vision plans in connection with our America’s Best operations in California. Our “corporate and other” category also includes unallocated corporate overhead expenses, which are a component of Selling, general and administrative expenses (“SG&A”) and are comprised of various home office expenses such as payroll, occupancy costs and consulting and professional fees. Corporate overhead expenses also include field services for our four retail brands. Other expenses included in this category include certain non-cash charges, including asset impairment, stock-based compensation expense, and the impact of certain events, gains, or losses excluded from the assessment of segment performance.

Previous wording

•Effects of unearned and deferred revenue — Reportable segment information is presented on the same basis as our consolidated financial statements, except reportable segment sales which are presented on a cash basis, including point of sales for managed care payors and excluding the effects of unearned and deferred revenue, consistent with what our chief operating decision maker (“CODM”) regularly reviews. We present the effects of unearned and deferred revenues separately from our reportable segment information. See Note 9. “Segment Reporting” in our condensed consolidated financial statements. Deferred revenue represents the timing difference of when we collect the cash from the customer and when services related to product protection plans and eye care club memberships are performed. Increases or decreases in deferred revenue during the reporting period represent cash collections in excess of, or below the recognition of, previous deferrals. Unearned revenue represents the timing difference of when we collect cash from the customer and delivery/customer acceptance, and includes sales of prescription eyewear during approximately the last seven to ten days of the reporting period.

Current wording

•Effects of unearned and deferred revenue — Reportable segment information is presented on the same basis as our condensed consolidated financial statements, except reportable segment revenues and associated costs applicable to revenue which exclude the effects of unearned and deferred revenue, consistent with what our chief operating decision maker (“CODM”) regularly reviews. We present the effects of unearned and deferred revenues separately from our reportable segment information. See Note 8. “Segment Reporting” in our condensed consolidated financial statements. Deferred revenue represents the timing difference between the point of sale and when services related to product protection plans and eye care club memberships are performed. Increases or decreases in deferred revenue during the reporting period represent cash collections in excess of, or below the recognition of, previous deferrals. Unearned revenue represents the timing difference between the point of sale transaction and delivery/customer acceptance, and includes sales of prescription eyewear during approximately the last two weeks of the reporting period.

Previous wording

The overall economic environment continues to be uncertain and macroeconomic factors that may affect customer spending patterns, and thereby our results of operations, include trade restrictions such as sanctions, tariffs, reciprocal and retaliatory tariffs, and other tariff-related measures; inflation; employment rates; business conditions; changes in the housing market; the availability of credit; interest rates; tax rates and policies; fuel and energy costs; and overall consumer confidence in future economic conditions, as well as global political, socio-economic, cultural, and geopolitical uncertainty.

Current wording

The overall economic environment continues to be uncertain and macroeconomic factors that may affect customer spending patterns, and thereby our results of operations, include trade restrictions such as sanctions, tariffs, reciprocal and retaliatory tariffs, and other tariff-related measures; inflation; employment rates; business conditions; changes in the housing market; the availability of credit; interest rates; tax rates and policies; fuel and energy costs; and overall consumer confidence in future economic conditions, as well as global political, socio-economic, cultural, and geopolitical uncertainty. The effects of the current macroeconomic environment and geopolitical uncertainty have resulted in reduced customer demand and have caused shifts in consumer behaviors and preferences, which impact the demand for our products and which are expected to continue. As a result, the predictability of recurring purchase behavior for the future remains uncertain, primarily for the cash pay consumer.

Previous wording

The United States has recently announced changes to U.S. trade policy, including increasing tariffs on imports, in some cases significantly, and potentially negotiating, or terminating existing, trade agreements. For example, on April 2, 2025, the United States announced a new universal baseline tariff of 10%, plus an additional country-specific tariff for select trading partners, on all U.S. imports. Additionally, on September 24, 2025, the U.S. Department of Commerce Bureau of Industry and Security announced the initiation of an investigation into the effects on U.S. national security of imports of personal protective equipment, medical consumables, and medical equipment, including devices, which could result in the imposition of tariffs or other import restrictions. These actions, and retaliatory tariffs imposed by other countries on U.S. exports, have led to significant volatility and uncertainty in global markets, which is continuing. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. Less than 10% of our costs applicable to revenue are directly subject to tariffs from China. In Mexico, where our exposure relates to our outsourcing relationship with our third-party laboratory, we have mitigation plans in place and we estimate that less than 1% of our costs applicable to revenue are subject to tariffs in Mexico. We are continuing to evaluate these developments, including resulting impacts on our supply chain, commodity costs, and consumer spending, and our ability to offset a portion of these costs to mitigate the impact on our business, consolidated results of operations, and financial condition.

Current wording

The United States has made changes to U.S. trade policy, including increasing tariffs on imports, in some cases significantly, and potentially negotiating or terminating existing trade agreements. For example, on April 2, 2025, the United States announced a new universal baseline tariff of 10%, plus an additional country-specific tariff for select trading partners, on all U.S. imports pursuant to the International Emergency Economic Powers Act (“IEEPA”). Additionally, on September 24, 2025, the U.S. Department of Commerce Bureau of Industry and Security announced the initiation of an investigation into the effects on U.S. national security of imports of personal protective equipment, medical consumables, and medical equipment, including devices, which could result in the imposition of tariffs or other import restrictions. On February 20, 2026, the U.S. Supreme Court declared that tariffs imposed under the IEEPA on April 2, 2025 (and the subsequent modifications) were invalid as they exceeded the President’s authority. Subsequently, the Administration announced a 10% temporary tariff on U.S. imports pursuant to Section 122 of the Trade Act of 1974, effective February 24, 2026. Such tariffs will remain for 150 days until July 24, 2026 (unless extended by Congress) and are being challenged in court. In March 2026, the Office of the United States Trade Representative launched two sets of investigations, targeting forced labor compliance practices of 60 countries/regions and excess manufacturing capacity of 16 countries/regions. These ongoing investigations may result in additional tariffs being imposed on imports from these trading partners. Further, the United States-Mexico-Canada Agreement (“USMCA”), the free trade agreement among the U.S., Canada and Mexico, is undergoing a joint review in 2026. These actions, and retaliatory tariffs imposed by other countries on U.S. exports, have led to significant volatility and uncertainty in global markets, which is continuing. Additionally, the U.S. government has announced and rescinded multiple tariffs on several foreign jurisdictions, which has increased uncertainty regarding the ultimate effect of the tariffs on economic conditions. Less than 10% of our costs applicable to revenue are directly subject to tariffs on products from China. In Mexico, where our exposure relates to our outsourcing relationship with our third-party laboratory, we have mitigation plans in place, and we estimate that less than 1% of our costs applicable to revenue are subject to tariffs in Mexico. We are continuing to evaluate these developments, including resulting impacts on our supply chain, commodity costs, and consumer spending, and our ability to offset a portion of these costs to mitigate the impact on our business, consolidated results of operations, and financial condition.

Previous wording

Inflation has resulted in increased costs and greater profitability pressure. We have experienced wage rate pressure and increases in raw materials prices, which we expect to continue. Inflationary pressures, including elevated wages, consumer confidence and preferences and increased raw material costs could impact our profitability and lead us to attempt to offset such increases through various pricing actions. We have historically employed a simple low price/high value strategy and seek to balance our pricing and growth in a way that consistently delivers savings to our customers. From time to time, and increasingly in connection with our new transformation initiatives, we may take pricing actions and introduce limited-time promotions or new offers designed to increase traffic, awareness and sales. Several factors may impact the level of success of such actions and promotions, including consumer sentiment, macroeconomic conditions and marketing effectiveness, and as a result, if they do not meet our expectations, they could negatively impact our margins and profitability.

Current wording

Inflation has resulted in increased costs and greater profitability pressure. We have experienced wage rate pressure and increases in raw materials prices, which we expect to continue. Inflationary pressures, including elevated wages, reduced consumer confidence and changing preferences, and increased raw material costs could impact our profitability and lead us to attempt to offset such increases through various pricing actions. We have historically employed a simple low price/high value strategy seeking to balance our pricing and growth in a way that consistently delivers savings to our customers. We are continuing this commitment to value, while at the same time modernizing our pricing strategy to maximize that value across a broader range of consumers. We have taken and may continue to take pricing actions and introduce limited-time promotions or new offers designed to increase demand traffic, awareness and drive sales. In fiscal 2025, we implemented price increases to each of our America’s Best and Eyeglass World opening offers and continued to evolve our product mix to include a greater percentage of frames at price points over $99. We believe that these changes will enable us to continue to offer the best possible value and service to our customers at prices that allowus to maintain our brands’ strong value propositions in the marketplace. Several factors may impact the level of success of such actions and promotions, including consumer sentiment, macroeconomic conditions and marketing effectiveness, and as a result, if they do not meet our expectations, they could negatively impact our margins and profitability.

Previous wording

Additionally, our ability to continue to attract and retain qualified vision care professionals impacts exam capacity and our operations. We believe factors such as an increasingly challenging recruiting market (in particular for new graduates), preferences for adjusted work schedules, and the demand for optometrists exceeding supply in certain areas have caused constraints in vision care professional availability, and therefore exam capacity, which are continuing. As a result, recruiting and retaining optometrists has become more challenging and the costs to employ or retain optometrists have increased and may increase further, potentially materially. Further, a limited number of professional corporations or similar entities provide for the vision care services at a number of our retail locations, exposing us to some concentration risk. A material change in our relationship with vision care professionals, whether resulting from constraints in exam capacity, a dispute with an eye care practitioner or a group of eye care practitioners controlling multiple practice locations, a government or regulatory authority challenging our operating structure or our relationship with vision care professionals, or other changes to applicable laws or regulations (or interpretations of the same), or the loss of these relationships, could impair our ability to provide services to our customers, cause our customers to go elsewhere for their optical needs, or result in legal sanctions against us. From time to time, we may elect to make strategic changes to our doctor model or otherwise make changes to our relationships with one or more of these practices, which could also lead to any of these risks.

Current wording

Additionally, our ability to continue to attract and retain qualified vision care professionals impacts exam capacity and our operations. We believe factors such as an increasingly challenging recruiting market (in particular for new graduates), preferences for adjusted work schedules, and the demand for optometrists exceeding supply in certain areas caused constraints in vision care professional availability, and therefore exam capacity in recent years, which may continue. As a result, recruiting and retaining optometrists has become more challenging and the costs to employ or retain optometrists have increased and may increase further, potentially materially. Further, a limited number of professional corporations or similar entities provide for the vision care services at a number of our retail locations, exposing us to some concentration risk. A material change in our relationship with vision care professionals, whether resulting from constraints in exam capacity, a dispute with an eye care practitioner or a group of eye care practitioners controlling multiple practice locations, a government or regulatory authority challenging our operating structure or our relationship with vision care professionals, or other changes to applicable laws or regulations (or interpretations of the same), or the loss of these relationships, could impair our ability to provide services to our customers, cause our customers to go elsewhere for their optical needs, or result in legal sanctions against us. From time to time, we may elect to make strategic changes to our doctor model or otherwise make changes to our relationships with one or more of these practices, which could also lead to any of these risks. We believe remote medicine not only helps provide more access to eye care for patients, but also helps address constraints in exam capacity.

Previous wording

Historically, our business has experienced seasonality in the first half of the year that we believe is primarily attributable to the timing of customers’ income tax refunds and health insurance start/reset periods. We believe that many customers in our target market of value-seeking consumers may rely on tax refunds to pay for eyewear and eye care. A delay in the issuance of tax refunds or changes in the amount of tax refunds can, accordingly, have a negative impact on our quarterly financial results in the first half of the year. Consumer behavior with respect to the utilization of tax refund proceeds is also subject to change.

Current wording

Historically, our business has experienced seasonality in the first half of the year that we believe is primarily attributable to health insurance start/reset periods and predictable consumer propensity to seek eye care and eyewear.

Previous wording

Refer to Part I, Item 1A. “Risk Factors” in the Company’s 2024 Annual Report on Form 10-K for a more complete discussion of the risk factors we face.

Current wording

Refer to Part I, Item 1A. “Risk Factors” in the Company’s 2025 Annual Report on Form 10-K for a more complete discussion of the risks we face.

Previous wording

The total number of new stores per year and the timing of store openings has had an impact, and we expect will continue to have an impact, on our results. We plan to open approximately 32 new stores in fiscal year 2025 to allow us to invest capital in existing operations to enhance the overall store experience. We are continuing to monitor and determine our plans for future new store openings at a level appropriate for incremental free cash flow generation.

Current wording

The total number of new stores per year and the timing of store openings has had an impact, and we expect will continue to have an impact, on our results. We plan to open approximately 30 to 35 new stores in fiscal year 2026, primarily comprised of America’s Best stores and not inclusive of the addition of 20 Military stores in April 2026, to allow us to invest capital in existing operations to enhance the overall store experience. We are continuing to monitor and determine our plans for future new store openings at a level appropriate for incremental free cash flow generation.

Previous wording

We measure Adjusted Comparable Store Sales Growth as the increase or decrease in sales recorded by the comparable store base in any reporting period, compared to sales recorded by the comparable store base in the prior reporting period, which we calculate as follows: (i) sales are recorded on a cash basis (i.e., when the order is placed and paid for or submitted to a managed care payor, compared to when the order is delivered), utilizing cash basis point of sale information from stores; (ii) stores are added to the calculation during the 13th full fiscal month following the store’s opening; (iii) closed stores are removed from the calculation for time periods that are not comparable; (iv) sales from partial months of operation are excluded when stores do not open or close on the first day of the month; and (v) when applicable, we adjust for the effect of the 53rd week. Quarterly, year-to-date and annual adjusted comparable store sales are aggregated using only sales from all whole months of operation included in both the current reporting period and the prior reporting period. When a partial month is excluded from the calculation, the corresponding month in the subsequent period is also excluded from the calculation. There may be variations in the way in which some of our competitors and other retailers calculate comparable store sales. As a result, our adjusted comparable store sales may not be comparable to similar data made available by other retailers.

Current wording

We measure Adjusted Comparable Store Sales Growth as the increase or decrease in sales recorded by the comparable store base in any reporting period, compared to sales recorded by the comparable store base in the prior reporting period, which we calculate as follows: (i) sales are recorded at the point of sale; (ii) sales are adjusted for managed care insurance collection estimates; (iii) stores are added to the calculation during the 13th full fiscal month following the store’s opening; (iv) closed stores are removed from the calculation for time periods that are not comparable; (v) sales from partial months of operation are excluded when stores do not open or close on the first day of the month; and (vi) when applicable, we adjust for the effect of the 53rd week; (vii) in fiscal years following a 53-week fiscal year, there is a one week calendar shift to the comparable prior-year period. For the calculation of the adjusted comparable store sales growth in the first quarter of 2026, we compared weeks 1 through 13 in fiscal 2026 against weeks 2 through 14 in fiscal 2025. Quarterly, year-to-date and annual adjusted comparable store sales are aggregated using only sales from all whole months of operation included in both the current reporting period and the prior reporting period. When a partial month is excluded from the calculation, the corresponding month in the subsequent period is also excluded from the calculation. There may be variations in the way in which some of our competitors and other retailers calculate comparable store sales. As a result, our adjusted comparable store sales may not be comparable to similar data made available by other retailers.

Previous wording

The Company Non-GAAP Measures are key measures used by management to assess our financial performance. The Company Non-GAAP Measures are also frequently used by analysts, investors and other interested parties. We use the Company Non-GAAP Measures to supplement U.S. GAAP measures of performance to evaluate the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. See “Non-GAAP Financial Measures” for definitions of the Company Non-GAAP Measures and for additional information.

Current wording

The Company Non-GAAP Measures are key measures used by management to assess our financial performance. The Company Non-GAAP Measures are also frequently used by analysts, investors and other interested parties. We use the Company Non-GAAP Measures to supplement U.S. GAAP measures of performance to evaluate the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. See “Non-GAAP Financial Measures” below for definitions and reconciliations of the Company Non-GAAP Measures and for additional information.

Previous wording

The following presents, by segment and by brand, comparable store sales growth, stores open at the end of the period and net revenue from continuing operations for the three months ended September 27, 2025 compared to the three months ended September 28, 2024.

Current wording

The following presents, by segment and by brand, comparable store sales growth, stores open at the end of the period and net revenue for the three months ended April 4, 2026 compared to the three months ended March 29, 2025.

Previous wording

(1) We calculate total comparable store sales from continuing operations based on consolidated net revenue from continuing operations excluding the impact of (i) other segments revenue, (ii) sales from stores opened less than 13 months, (iii) stores closed in the periods presented, (iv) sales from partial months of operation when stores do not open or close on the first day of the month and (v) if applicable, the impact of a 53rd week in a fiscal year. Brand-level comparable store sales growth and net revenue are calculated based on cash basis revenues consistent with what the CODM reviews, and consistent with reportable segment revenues presented in Note 9. “Segment Reporting” in our unaudited condensed consolidated financial statements included in Part I. Item 1. of this Form 10-Q.

Current wording

(1) We calculate total comparable store sales based on consolidated net revenue excluding the impact of (i) Corporate and other revenue, (ii) sales from stores opened less than 13 months, (iii) stores closed in the periods presented, (iv) sales from partial months of operation when stores do not open or close on the first day of the month and (v) if applicable, the impact of a 53rd week in a fiscal year (vi) in fiscal years following a 53-week fiscal year, there is a one week calendar shift to the comparable prior-year period. For the calculation of the adjusted comparable store sales growth in the first quarter of 2026, we compared weeks 1 through 13 in fiscal 2026 against weeks 2 through 14 in fiscal 2025. Brand-level comparable store sales growth is calculated based on point-of-sale revenues consistent with what the CODM reviews, and consistent with reportable segment revenues presented in Note 8. “Segment Reporting” in our unaudited condensed consolidated financial statements included in Part I. Item 1. of this Form 10-Q.

Previous wording

Effects of unearned and deferred revenue. Unearned and deferred revenue negatively impacted net revenue by $4.7 million in the three months ended September 27, 2025 compared to the three months ended September 28, 2024, primarily driven by $3.7 million due to the timing of unearned revenue.

Current wording

Total net revenue of $543.9 million for the three months ended April 4, 2026 increased $33.6 million, or 6.6%, from $510.3 million for the three months ended March 29, 2025. The increase was primarily driven by Adjusted Comparable Store Sales Growth and the timing of unearned revenue. Unearned and deferred revenue positively impacted net revenue by $10.4 million during the three months ended April 4, 2026 compared to the three months ended March 29, 2025.

Previous wording

Comparable store sales growth from continuing operations and Adjusted Comparable Store Sales Growth from continuing operations for the three months ended September 27, 2025 were 6.8% and 7.7%, respectively, both reflecting a higher average ticket and continued strength in the managed care cohort, while customer traffic was relatively flat.

Current wording

Comparable store sales growth and Adjusted Comparable Store Sales Growth for the three months ended April 4, 2026 were 4.4% and 4.5%, respectively, both reflecting a higher average ticket and continued strength in the Company’s managed care cohort, partially offset by lower customer traffic.

Previous wording

Net product sales comprised 80.7% and 80.4% of total net revenue for the three months ended September 27, 2025 and September 28, 2024, respectively. Net product sales increased $30.3 million, or 8.4%, in the three months ended September 27, 2025 compared to the three months ended September 28, 2024, driven primarily by pricing and product mix initiatives in eyeglass sales of $25.1 million, contact lens sales of $4.7 million and other add-on sales.

Current wording

Net product sales increased $26.7 million, or 6.5%, in the three months ended April 4, 2026 compared to the three months ended March 29, 2025, primarily due to pricing and product mix initiatives in eyeglass sales of $20.4 million and contact lens sales of $7.0 million.

Previous wording

Net sales of services and plans for the three months ended September 27, 2025 increased $5.5 million, or 6.2%, compared to the three months ended September 28, 2024, driven primarily by higher eye exam revenues of $5.5 million, or 9.7%.

Current wording

Net sales of services and plans for the three months ended April 4, 2026 increased $6.8 million, or 7.0%, compared to the three months ended March 29, 2025, driven primarily by higher exam revenues of $5.6 million, or 8.4%.

Previous wording

Costs of services and plans as a percentage of net sales of services and plans decreased from 94.5% for the three months ended September 28, 2024 to 94.4% for the three months ended September 27, 2025. The decrease was primarily driven by leverage of optometrist-related costs and growth in eye exam margin, partially offset by lower growth in add-ons revenue.

Current wording

Costs of services and plans as a percentage of net sales of services and plans decreased 210 basis points, primarily driven by leverage of optometrist-related costs and higher exam revenue.

Previous wording

Owned & Host SG&A. SG&A as a percentage of net revenue decreased from 40.3% for the three months ended September 28, 2024 to 38.4% for the three months ended September 27, 2025, primarily driven by lower payroll and lower advertising investments, partially offset by higher healthcare costs.

Current wording

SG&A increased $0.6 million, or 0.2%, in three months ended April 4, 2026 compared to the three months ended March 29, 2025. SG&A as a percentage of net revenue decreased 300 basis points primarily impacted by lower payroll expense of 220 basis points and lower advertising expense of 70 basis points.

Previous wording

Depreciation and amortization expense of $22.2 million for the three months ended September 27, 2025 decreased $0.5 million, or 2.2%, from $22.7 million for the three months ended September 28, 2024, primarily driven by fewer new store openings and lower amortization of intangible assets.

Current wording

Depreciation and amortization expense of $23.4 million for the three months ended April 4, 2026 increased $0.5 million, or 2.1%, from $23.0 million for the three months ended March 29, 2025, primarily related to our existing stores and retail support centers, partially offset by fewer new store openings.

Previous wording

We recognized $0.5 million impairment charges during the nine months ended September 27, 2025, primarily for tangible long-lived assets and ROU assets associated with our retail stores. We recognized $17.7 million of impairment charges during the nine months ended September 28, 2024, primarily for the Fred Meyer contracts and relationships intangible asset and tangible long-lived assets and ROU assets associated with our retail stores. The store asset impairment charge is related to our Owned & Host segment and is driven by lower than projected customer sales and profitability in certain stores, and other entity-specific assumptions. We considered multiple factors including, but not limited to: forecasted scenarios related to store performance and the likelihood that these scenarios would be ultimately realized; and the remaining useful lives of the assets. Asset impairment expenses were recognized in corporate and other.

Current wording

We recognized no impairment charges during the three months ended April 4, 2026. We recognized $0.5 million of impairment charges during the three months ended March 29, 2025, primarily for tangible long-lived assets and ROU assets associated with our retail stores. Asset impairment expenses were recognized in Corporate and other. See Note 1. “Description of Business and Basis of Presentation” and Note 3. “Fair Value Measurement” for further details.

Previous wording

Interest expense, net was $12.9 million for the nine months ended September 27, 2025, compared to $11.6 million for the nine months ended September 28, 2024. The change was primarily a result of lower income on cash balances of $3.3 million, partially offset by lower interest expense on our debt of $1.8 million.

Current wording

Interest expense, net was $2.8 million for the three months ended April 4, 2026, compared with $4.6 million for the three months ended March 29, 2025. The change was primarily a result of lower interest expense of $1.2 million resulting from lower outstanding debt and higher interest income of $0.4 million.

Previous wording

Our effective tax rates for the nine months ended September 27, 2025 and September 28, 2024 were 33.1% and 49.6%, respectively. The change in effective tax rates reflects tax impacts of consolidated VIEs, non-deductible compensation, and other effects of permanent items.

Current wording

Our effective tax rates for the three months ended April 4, 2026 and March 29, 2025 were 26.4% and 34.2%, respectively. The change in effective tax rates is primarily driven by the discrete benefit of permanent adjustments related to stock-based compensation, partially offset by non-deductible compensation.

Previous wording

We refer to these measures as the “Company Non-GAAP Measures.” We define Adjusted Operating Income as net income (loss), plus interest expense (income), net and income tax provision (benefit), further adjusted to exclude stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, amortization of acquisition intangibles, ERP and CRM implementation expenses, shareholder activism costs, severance and employee-related costs associated with organizational restructuring and certain other expenses. We define Adjusted Operating Margin as Adjusted Operating Income as a percentage of net revenue. We define EBITDA as net income (loss), plus interest expense (income), net, income tax provision (benefit) and depreciation and amortization. We define Adjusted EBITDA as net income (loss), plus interest expense (income), net, income tax provision (benefit) and depreciation and amortization, further adjusted to exclude stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, ERP and CRM implementation expenses, shareholder activism, severance and employee-related costs associated with restructuring and certain other expenses. We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of net revenue. We define Adjusted Diluted EPS as diluted earnings (loss) per share, adjusted for the per share impact of stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, amortization of acquisition intangibles, amortization of debt discounts and deferred financing costs of our term loan borrowings, amortization of the conversion feature and deferred financing costs related to our 2.50% convertible senior notes due on May 15, 2025 (”2025 Notes”) when not required under U.S. GAAP to be added back for diluted earnings (loss) per share, derivative fair value adjustments, ERP and CRM implementation expenses, shareholder activism, severance and employee-related costs associated with restructuring, and certain other expenses, less the tax effect of these adjustments, including tax expense (benefit) from stock-based compensation.

Current wording

We define Adjusted Operating Income as net income (loss), plus interest expense (income), net and income tax provision (benefit), further adjusted to exclude stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, amortization of acquisition intangibles, ERP and CRM implementation expenses, shareholder activism costs, severance and associate-related costs associated with organizational restructuring and certain other expenses.

Previous wording

The Company Non-GAAP Measures can vary substantially in size from one period to the next, and certain types of expenses are non-recurring in nature and consequently may not have been incurred in any of the periods presented below.

Current wording

EBITDA and the Company Non-GAAP Measures can vary substantially in size from one period to the next, and certain types of expenses are non-recurring in nature and consequently may not have been incurred in any of the periods presented below.

Previous wording

The Company Non-GAAP Measures have been presented as supplemental measures of financial performance that are not required by, or presented in accordance with U.S. GAAP, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management believes The Company Non-GAAP Measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. We also use The Company Non-GAAP Measures to supplement U.S. GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. Management supplements U.S. GAAP results with Non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than U.S. GAAP results alone. We continue to evaluate our use of the Company Non-GAAP measures in the context of the development of our business, and may introduce or discontinue certain measures in the future as we deem appropriate.

Current wording

EBITDA and the Company Non-GAAP Measures have been presented as supplemental measures of financial performance that are not required by, or presented in accordance with U.S. GAAP, because we believe they assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management believes EBITDA and the Company Non-GAAP Measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments. We also use EBITDA and the Company Non-GAAP Measures to supplement U.S. GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, to establish discretionary annual incentive compensation and to compare our performance against that of other peer companies using similar measures. Management supplements U.S. GAAP results with Non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than U.S. GAAP results alone. We continue to evaluate our use of the Company Non-GAAP measures in the context of the development of our business, and may introduce or discontinue certain measures in the future as we deem appropriate.

Previous wording

The Company Non-GAAP Measures are not recognized terms under U.S. GAAP and should not be considered as an alternative to net income or income from operations as a measure of financial performance or cash flows provided by operating activities as a measure of liquidity, or any other performance measure derived in accordance with U.S. GAAP. Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use as they do not consider certain cash requirements such as interest payments, tax payments and debt service requirements. In evaluating The Company Non-GAAP Measures, we may incur expenses in the future that are the same as or similar to some of the adjustments in this presentation. Our presentation of The Company Non-GAAP Measures should not be construed to imply that our future results will be unaffected by any such adjustments. Management compensates for these limitations by primarily relying on our U.S. GAAP results in addition to using The Company Non-GAAP Measures.

Current wording

EBITDA and the Company Non-GAAP Measures are not recognized terms under U.S. GAAP and should not be considered as an alternative to net income or income from operations as a measure of financial performance or cash flows provided by operating activities as a measure of liquidity, or any other performance measure derived in accordance with U.S. GAAP. Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use as they do not consider certain cash requirements such as interest payments, tax payments and debt service requirements. In evaluating EBITDA and the Company Non-GAAP Measures, we may incur expenses in the future that are the same as or similar to some of the adjustments in this presentation. Our presentation of EBITDA and the Company Non-GAAP Measures should not be construed to imply that our future results will be unaffected by any such adjustments. Management compensates for these limitations by primarily relying on our U.S. GAAP results in addition to using EBITDA and the Company Non-GAAP Measures.

Previous wording

Because of these limitations, The Company Non-GAAP Measures should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness.

Current wording

Because of these limitations, EBITDA and the Company Non-GAAP Measures should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness.

Previous wording

The following table reconciles our Adjusted Operating Income from continuing operations, Adjusted Operating Margin from continuing operations, EBITDA from continuing operations, Adjusted EBITDA from continuing operations, and Adjusted EBITDA Margin from continuing operations to net income (loss) from continuing operations; and Adjusted Diluted EPS from continuing operations to diluted EPS from continuing operations for the periods presented:

Current wording

The following table reconciles our Adjusted Operating Income, Adjusted Operating Margin, EBITDA, Adjusted EBITDA, and Adjusted EBITDA Margin to net income; and Adjusted Diluted EPS to diluted EPS for the periods presented:

Previous wording

(a)Non-cash charges related to stock-based compensation programs, which vary from period to period depending on the timing of awards and performance vesting conditions.

Current wording

(a)Non-cash charges related to stock-based compensation programs, which may vary from period to period depending on the timing of awards and performance vesting conditions.

Previous wording

(c)Reflects write-off related to non-cash impairment charges of long-lived assets, primarily impairment of Fred Meyer contracts and relationships intangible asset of $10.5 million for the three and nine months ended September 28, 2024, impairment of property, equipment and lease-related assets on closed or underperforming stores and certain store closure decisions made as part of the Company’s store optimization review during the three months ended September 28, 2024.

Current wording

(b)Reflects write-off related to non-cash impairment charges of long-lived assets, primarily impairment of property, equipment and lease-related assets on closed or underperforming stores.

Previous wording

(e)Amortization of the increase in carrying values of finite-lived intangible assets resulting from the application of purchase accounting following the acquisition of the Company by affiliates of KKR & Co. Inc.

Current wording

(c)Amortization of the increase in carrying values of finite-lived intangible assets resulting from the application of purchase accounting following the acquisition of the Company by affiliates of KKR & Co. Inc.

Previous wording

(h)Costs related to the Company’s ERP and CRM implementation.

Current wording

(d)Costs related to the Company’s ERP and CRM implementation.

Previous wording

(i)Other adjustments include amounts that management believes are not representative of our operating performance (amounts in brackets represent reductions in Adjusted Operating Income, Adjusted Diluted EPS and Adjusted EBITDA), which are primarily related to shareholder activism costs of $2.1 million for the nine months ended September 27, 2025, severance and employee-related costs associated with organizational restructuring of $0.8 million and $2.9 million for the three and nine months ended September 27, 2025, respectively, costs associated with the digitization of paper-based records of $0.6 million for the three and nine months ended September 27, 2025, $1.5 million and $5.7 million for the three and nine months ended September 28, 2024, respectively, costs associated with the store fleet review of $1.1 million for the three and nine months ended September 28, 2024 and other expenses and adjustments.

Current wording

(e)Other adjustments include amounts that management believes are not representative of our operating performance (amounts in brackets represent reductions in Adjusted Operating Income, Adjusted Diluted EPS and Adjusted EBITDA), which are primarily related to shareholder activism costs of $2.1 million for the three months ended March 29, 2025, severance and associate-related costs associated with organizational restructuring of $2.1 million and $2.1 million for the three months ended April 4, 2026 and March 29, 2025, respectively, and other expenses and adjustments.

Previous wording

(j)Represents the income tax effect of the total adjustments at our combined statutory federal and state income tax rates, including tax expense (benefit) from stock-based compensation.

Current wording

(f)Represents the income tax effect of the total adjustments at our combined statutory federal and state income tax rates, including tax expense (benefit) from stock-based compensation.

Previous wording

Our primary cash needs are for inventory, payroll, store rent, advertising, capital expenditures associated with new stores and updating existing stores, as well as information and remote medicine technology and infrastructure, including our corporate office, distribution centers, and laboratories. When appropriate, the Company may utilize excess liquidity towards debt service requirements, including voluntary debt prepayments, or required interest and principal payments, if any, as well as repurchases of common stock or other securities, based on excess cash flows. The most significant components of our operating assets and liabilities are inventories, accounts receivable, prepaid expenses and other assets, accounts payable, deferred and unearned revenue and other payables and accrued expenses. We exercise prudence in our use of cash and closely monitor various items related to cash flow including, but not limited to, cash receipts, cash disbursements, payment terms and alternative sources of funding. We continue to be focused on these items in addition to other key measures we use to determine how our consolidated business and operating segments are performing. We believe that cash on hand, cash expected to be generated from operations and the availability of borrowings under our revolving credit loans in an aggregate principal amount of $300.0 million (the “Revolving Loans”) will be sufficient to fund our working capital requirements, liquidity obligations, anticipated capital expenditures, and payments due under our existing debt for the next 12 months and thereafter for the foreseeable future. Depending on our liquidity levels, conditions in the capital markets and other factors, we may from time to time consider the prepayment, refinancing or issuance of debt, issuance of equity or other securities, the proceeds of which could provide additional liquidity for our operations, modifications to our $244.3 million outstanding principal first lien term loan (“Term Loan A”) where possible, or entry into interest rate derivative agreements to moderate our exposure to fluctuations in interest rates underlying our variable rate debt.

Current wording

Our primary cash needs are for inventory, payroll, store rent, advertising, capital expenditures associated with new stores and updating existing stores, as well as information and remote medicine technology and infrastructure, including our corporate office, distribution centers, and laboratories. When appropriate, the Company may utilize excess liquidity towards debt service requirements, including voluntary debt prepayments, or required interest and principal payments, if any, as well as repurchases of common stock or other securities, based on excess cash flows. The most significant components of our operating assets and liabilities are inventories, accounts receivable, prepaid expenses and other assets, accounts payable, deferred and unearned revenue and other payables and accrued expenses. We exercise prudence in our use of cash and closely monitor various items related to cash flow including, but not limited to, cash receipts, cash disbursements, payment terms and alternative sources of funding. We continue to be focused on these items in addition to other key measures we use to determine how our consolidated business and operating segments are performing. We believe that cash on hand, cash expected to be generated from operations and the availability of borrowings under our revolving credit loans in an aggregate principal amount of $300.0 million (the “Revolving Loans”) will be sufficient to fund our working capital requirements, liquidity obligations, anticipated capital expenditures, and payments due under our existing debt for the next 12 months and thereafter for the foreseeable future. Depending on our liquidity levels, conditions in the capital markets and other factors, we may from time to time consider the prepayment, refinancing or issuance of debt, issuance of equity or other securities, the proceeds of which could provide additional liquidity for our operations, modifications to our $234.3 million outstanding principal first lien term loan (“Term Loan A”) where possible, or entry into interest rate derivative agreements to moderate our exposure to fluctuations in interest rates underlying our variable rate debt.

Previous wording

Our ability to maintain sufficient liquidity may be affected by numerous factors, many of which are outside of our control. We primarily fund our working capital needs using cash provided by operations. Our working capital requirements for inventory will increase as we continue to open additional stores.

Current wording

Our ability to maintain sufficient liquidity may be affected by a number of factors, many of which are outside of our control. We primarily fund our working capital needs using cash provided by operations. Our working capital requirements for inventory will increase as we continue to open additional stores.

Showing the first 40 of 44 pairs. Open the source sections for the rest.

Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

We define Adjusted Operating Margin as Adjusted Operating Income as a percentage of net revenue.

Current report — wording carried from elsewhere

We define EBITDA as net income (loss), plus interest expense (income), net, income tax provision (benefit) and depreciation and amortization.

Current report — wording carried from elsewhere

We define Adjusted EBITDA as net income (loss), plus interest expense (income), net, income tax provision (benefit) and depreciation and amortization, further adjusted to exclude stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, ERP and CRM implementation expenses, shareholder activism costs, severance and associate-related costs associated with organizational restructuring and certain other expenses.

Current report — wording carried from elsewhere

We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of net revenue.

Current report — wording carried from elsewhere

We define Adjusted Diluted EPS as diluted earnings (loss) per share, adjusted for the per share impact of stock-based compensation expense, (gain) loss on extinguishment of debt, asset impairment, litigation settlement, secondary offering expenses, management realignment expenses, long-term incentive plan expenses, amortization of debt discounts and deferred financing costs of our term loan borrowings, amortization of the conversion feature and deferred financing costs related to our 2.50% convertible senior notes due on May 15, 2025 (”2025 Notes”) when not required under U.S. GAAP to be added back for diluted earnings (loss) per share, derivative fair value adjustments, ERP and CRM implementation expenses, shareholder activism, severance and associate-related costs associated with restructuring, and certain other expenses, less the tax effect of these adjustments, including tax expense (benefit) from stock-based compensation.
Rearranged previous paragraphs (5)

Previous report — wording carried elsewhere

•Results of other operating segments — Other operating segments include our dedicated e-commerce website, which sells contact lenses and optical accessory products to retail customers, and recognizes revenue when products have been delivered to the customer, and our managed care business conducted by FirstSight, our wholly-owned subsidiary that is licensed as a single-service health plan under California law, which issues individual vision plans in connection with our America’s Best operations in California.

Previous report — wording carried elsewhere

The following presents, by segment and by brand, comparable store sales growth, stores open at the end of the period and net revenue from continuing operations for the nine months ended September 27, 2025 compared to the nine months ended September 28, 2024.

Previous report — wording carried elsewhere

(1) We calculate total comparable store sales from continuing operations based on consolidated net revenue from continuing operations excluding the impact of (i) other segments revenue, (ii) sales from stores opened less than 13 months, (iii) stores closed in the periods presented, (iv) sales from partial months of operation when stores do not open or close on the first day of the month and (v) if applicable, the impact of a 53rd week in a fiscal year. Brand-level comparable store sales growth and net revenue are calculated based on cash basis revenues consistent with what the CODM reviews, and consistent with reportable segment revenues presented in Note 9. “Segment Reporting” in our unaudited condensed consolidated financial statements included in Part I. Item 1. of this Form 10-Q.

Previous report — wording carried elsewhere

(2) Percentages reflect line item as a percentage of net revenue, adjusted for rounding.

Previous report — wording carried elsewhere

Comparable store sales growth from continuing operations and Adjusted Comparable Store Sales Growth from continuing operations for the nine months ended September 27, 2025 were 5.7% and 6.4%, respectively, both reflecting a higher average ticket and continued strength in the Company’s managed care cohort, while customer traffic was relatively flat.