PROG Holdings, Inc.

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On October 28, 2026, PROG Holdings, Inc. (the "Company") issued a press release (the "Press Release") announcing its financial results for the third quarter ended September 30, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The information contained in this paragraph, as well as Exhibit 99.1 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

ITEM 8.01. OTHER EVENTS

On October 28, 2026, the Company announced its intention to enter into an accelerated share repurchase program (the “Intended ASR Program”) to repurchase an aggregate of $100 million of its outstanding common stock, par value $0.50 per share (“Common Stock”).

In connection with the Intended ASR Program, the Company’s Board of Directors authorized and approved an additional $237.3 million under its existing share repurchase program, pursuant to which the Company may purchase shares of its Common Stock, bringing the total amount available for future repurchases to $500 million (the “Reauthorized Share Repurchase Program”). The term of the Company’s Reauthorized Share Repurchase Program was also extended through the earlier of October 26, 2029 and the date on which the Company has repurchased shares of Common Stock for an aggregate purchase price of $500 million.

Repurchases of Common Stock under the Reauthorized Share Repurchase Program may be made from time to time using a variety of methods, which may include open market purchases, tender offers, purchases effected through 10b5-1 trading plans, accelerated share repurchase programs, or other transactions. The number of shares of Common Stock, if any, that are purchased under the Reauthorized Share Repurchase Program and the timing of any such purchases will be determined based on market conditions and other factors, and the program may be suspended or discontinued at any time by the Company’s Board of Directors.

A copy of the Company’s press release announcing the Intended ASR Program and Reauthorized Share Repurchase Program is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by reference herein.