SUJA LIFE, INC.

Previous wording

Unless otherwise noted, any reference to a year preceded by the word “fiscal” refers to the fiscal year ended the Monday closest to December 31 for that year. For example, references to “fiscal 2025” refer to the fiscal year ended December 29, 2025 and references to “fiscal 2024” refer to the fiscal year ended December 30, 2024.

Current wording

Unless otherwise noted, any reference to a year preceded by the word “fiscal” refers to the fiscal year ended the Monday closest to December 31 for that year. For example, references to “fiscal 2025” refer to the fiscal year ended December 29, 2025.

Previous wording

Notwithstanding current macro-economic and competitive pressures on consumer spending and our categories, we believe our portfolio of brands, innovation leadership, operational excellence, and strong retail partnerships position us to continue to capture significant growth in the long-term as functional beverages continue to transition from early adoption to mainstream consumption.

Current wording

Notwithstanding current macro-economic and competitive pressures on consumer spending and our categories, we believe our portfolio of brands, innovation leadership, operational excellence, and strong retail partnerships position us to continue to capture category leading growth in the long-term as functional beverages continue to transition from early adoption to mainstream consumption.

Previous wording

As a result of the IPO, we incurred additional compensation related costs associated with modifications to incentive units outstanding prior to the IPO, and the issuance of (i) new performance-based restricted stock, (ii) performance-based restricted stock units and (iii) time-based restricted stock units under the Suja Life, Inc. 2026 Omnibus Incentive Plan (the “Omnibus Plan”) to certain of our employees and directors. Some of these actions are described in more detail in in Note 12 of the condensed consolidated financial statements included herein.

Current wording

As a result of the IPO, we incurred additional compensation related costs associated with modifications to incentive units outstanding prior to the IPO, and the issuance of (i) new performance-based restricted stock, (ii) performance-based restricted stock units and (iii) time-based restricted stock units under the Suja Life, Inc. 2026 Omnibus Incentive Plan (the “Omnibus Plan”) to certain of our employees and directors. Some of these actions are described in more detail in Note 12 of the condensed consolidated financial statements included herein.

Previous wording

The Emerging Brands segment began producing and distributing products in December of fiscal 2024. For the three and six months ended June 29, 2026 and June 30, 2025, Emerging Brands’ products consist of healthy functional sodas sold under the Slice brand.

Current wording

The Emerging Brands segment began producing and distributing products in December of fiscal 2024. For the three and nine months ended September 28, 2026 and September 29, 2025, Emerging Brands’ products consist of better for you functional sodas sold under the Slice brand.

Previous wording

We believe we have substantial opportunity to expand our consumer base and increase purchase frequency through broader distribution, optimized retail placement, and focused marketing efforts that communicate our functional benefits to target consumers. We believe targeted marketing investments can effectively capture this demographic and drive increased household adoption.

Current wording

We believe we have substantial opportunity to expand our consumer base and increase purchase frequency through broader distribution, optimized retail placement, innovation, sharpening price and promotion and focused marketing efforts that communicate our functional benefits to target consumers. We believe targeted marketing investments can effectively capture this demographic and drive increased household adoption.

Previous wording

Our growth strategy focuses, in part, on both expanding our user base and increasing the frequency with which existing consumers purchase our products. As consumers integrate functional beverages into their daily wellness routines, purchase occasions may multiply across different dayparts and use cases. We seek to drive velocity growth through product innovation that creates new consumption occasions, strategic merchandising that increases visibility at retail, and consumer education that reinforces habitual usage patterns. Our role as category captain enables us to optimize shelf placement and promotional strategies that drive trial and repeat purchase. Additionally, our multi-brand portfolio allows us to drive cross-purchase of brands as consumers select products and brands aligned with their specific wellness needs. For customers tracked in a Nielsen report for the thirteen weeks ended June 27, 2026 (which represent less than half of our total net sales), our velocity rates declined in Q2 relative to the prior-year period. We expect this headwind to persist in the third quarter of 2026.

Current wording

Our growth strategy focuses, in part, on both expanding our user base and increasing the frequency with which existing consumers purchase our products. As consumers integrate functional beverages into their daily wellness routines, purchase occasions may multiply across different dayparts and use cases. We seek to drive velocity growth through product innovation that creates new consumption occasions, strategic merchandising that increases visibility at retail, and consumer education that reinforces habitual usage patterns. Our role as category captain enables us to optimize shelf placement and promotional strategies that drive trial and repeat purchase. Additionally, our multi-brand portfolio allows us to drive cross-purchase of brands as consumers select products and brands aligned with their specific wellness needs. According to NielsenIQ Total US xAOC+Conv scan data ending September 26, 2026, velocity rates on various products in our portfolio declined in the third quarter of 2026 relative to the prior-year period. We believe this decline was driven primarily by pressure on the consumer, which reduced store traffic in grocery, our largest channel.

Previous wording

Our innovation efforts focus on three strategic priorities: enhancing formulations and nutritional profiles of existing products, creating new offerings within established categories, and expanding into adjacent wellness segments such as our endeavor with Slice. We continue investing in innovation across our portfolio, with 11.6% of net sales growth for the three months ended June 29, 2026, when compared to the three months ended June 30, 2025 coming from our new SKUs. Our vertically integrated manufacturing platform enables rapid innovation cycles, bringing new products to market in weeks rather than months while maintaining superior quality standards. This speed-to-market advantage allows us to capitalize on emerging wellness trends often ahead of competitors.

Current wording

Our innovation efforts focus on three strategic priorities: enhancing formulations and nutritional profiles of existing products, creating new offerings within established categories, and expanding into adjacent wellness segments such as our endeavor with Slice. We continue investing in innovation across our portfolio, with 3.3% of net sales growth for the three months ended September 28, 2026, when compared to the three months ended September 29, 2025 coming from our new SKUs. Our vertically integrated manufacturing platform enables rapid innovation cycles, bringing new products to market in weeks rather than months while maintaining superior quality standards. This speed-to-market advantage allows us to capitalize on emerging wellness trends often ahead of competitors.

Previous wording

We have established ourselves as a strategic acquirer of choice in the Natural Health Beverage market, with a demonstrated track record of identifying and integrating premium brands that benefit from our platform capabilities. Our acquisition strategy focuses on brands with strong consumer loyalty, differentiated positioning, and proven product-market fit that can leverage our manufacturing scale, distribution relationships, and category insights to accelerate growth while improving margins.

Current wording

We have established ourselves as a strategic acquirer of choice in the Natural Health Beverage market, with a demonstrated track record of identifying, acquiring and integrating premium brands that benefit from our platform capabilities. Our acquisition strategy focuses on brands with strong consumer loyalty, differentiated positioning, and proven product-market fit that can leverage our manufacturing scale, distribution relationships, and category insights to accelerate growth while improving margins.

Previous wording

We strive for successfully integrated businesses complementary to our own, such as Vive Organic, to increase both our distribution reach and our product capabilities. We continuously evaluate acquisitions and intend to further pursue targeted acquisitions that complement our product capabilities or provide us access to new markets. We have previously made and intend to continue to make acquisitions with the objective of enhancing our human capital, product capabilities, entering natural adjacencies, and expanding geographic footprint. Our ability to successfully pursue strategic acquisitions is dependent upon a number of factors, including sustained execution of a disciplined and selective acquisition strategy and our ability to effectively integrate targeted companies or assets and grow our business. We do not have agreements or commitments for any significant acquisitions at this time.

Current wording

We strive for successfully integrated businesses complementary to our own, such as Vive Organic, to increase both our distribution reach and our product capabilities. We continuously evaluate acquisitions and intend to further pursue targeted acquisitions that complement our product capabilities or provide us access to new markets. We have previously made and intend to continue to make acquisitions with the objective of enhancing our human capital, product capabilities, entering natural adjacencies, and expanding geographic footprint. Our ability to successfully pursue strategic acquisitions is dependent upon a number of factors, including sustained execution of a disciplined and selective acquisition strategy and our ability to effectively integrate targeted companies or assets and grow our business.

Previous wording

Consumer demand for our products is sensitive to a number of factors that influence consumer confidence and spending, such as general economic conditions, consumer disposable income, recession and fears of recession, unemployment, minimum wages, inflation, consumer confidence in future economic conditions and political conditions, and consumer perceptions of personal well-being and security. Consumer preferences tend to shift to lower-cost alternatives during recessionary periods and other periods in which disposable income is adversely affected, and economic pressures have recently caused consumers to change how and where they spend. Functional and other specialty beverages in particular may be, and have been, more susceptible to discretionary consumer spending levels. In addition, competitors have been lowering prices and increasing promotional activity as a result of shoppers seeking value, which we expect will impact our results in the third quarter of 2026.

Current wording

Consumer demand for our products is sensitive to a number of factors that influence consumer confidence and spending, such as general economic conditions, consumer disposable income, recession and fears of recession, unemployment, minimum wages, inflation, consumer confidence in future economic conditions and political conditions, and consumer perceptions of personal well-being and security. Consumer preferences tend to shift to lower-cost alternatives during recessionary periods and other periods in which disposable income is adversely affected, and economic pressures have recently caused consumers to change how and where they spend. Functional and other specialty beverages in particular may be, and have been, more susceptible to discretionary consumer spending levels. In addition, lower store traffic in the conventional grocery channel, our largest channel, as a result of macroeconomic headwinds, together with deeper retailer price reductions and increased competitive promotional activity adversely impacted our results in the third quarter of 2026. We expect these conditions to continue in the fourth quarter of 2026.

Previous wording

Operating expenses include marketing expenses, sales expenses, amortization expenses, and general and administrative expenses. Selling and marketing expenses consist primarily of costs incurred marketing and ensuring on-shelf availability of our products and are primarily driven by investments to grow our business and acquire and retain customers. General and administrative expense includes payroll, employee benefits, incentive unit compensation, finance, information technology, human resources and other administrative-related personnel, as well as general overhead costs of the business, including research and development for new innovations, rent and related facilities and maintenance costs, freight costs, depreciation and amortization and legal, accounting and professional fees. We expect operating expenses to increase as we continue to scale our operations to meet our product demand, continue to build our product portfolio, and add personnel to our sales and marketing organization. We also incur additional costs associated with operating as a public company, including increased expenses related to legal, audit, accounting, regulatory, and tax-related services associated with maintaining compliance with exchange listing and SEC requirements, director and officer insurance costs, investor and public relations costs, and other administrative and professional services.

Current wording

Operating expenses include marketing expenses, sales expenses, amortization expenses, and general and administrative expenses. Selling and marketing expenses consist primarily of costs incurred marketing and ensuring on-shelf availability of our products and are primarily driven by investments to grow our business and acquire and retain customers. General and administrative expense includes payroll, employee benefits, equity compensation, finance, information technology, human resources and other administrative-related personnel, as well as general overhead costs of the business, including research and development for new innovations, rent and related facilities and maintenance costs, freight costs, depreciation and amortization and legal, accounting and professional fees. We expect operating expenses to increase as we continue to scale our operations to meet our product demand, continue to build our product portfolio, and add personnel to our sales and marketing organization. We also incur additional costs associated with operating as a public company, including increased expenses related to legal, audit, accounting, regulatory, and tax-related services associated with maintaining compliance with exchange listing and SEC requirements, director and officer insurance costs, investor and public relations costs, and other administrative and professional services.

Previous wording

Provision for (benefit from) income taxes consists primarily of income taxes in U.S. federal, state, and local jurisdictions and certain foreign jurisdictions in which we conduct business.

Current wording

Provision for (benefit from) income taxes consists primarily of income taxes in U.S. federal, state, and local jurisdictions in which we conduct business.

Previous wording

Comparison of the Three and Six Months Ended June 29, 2026 and June 30, 2025

Current wording

Comparison of the Three and Nine Months Ended September 28, 2026 and September 29, 2025

Previous wording

On a consolidated basis, net sales increased by $8.7 million, or 11.6% to $83.9 million for the three months ended June 29, 2026, from $75.2 million for the three months ended June 30, 2025. On a consolidated basis, net sales increased by $28.4 million, or 17.5% to $190.9 million for the six months ended June 29, 2026, from $162.5 million for the six months ended June 30, 2025. The increase in net sales was primarily driven by higher volumes within the Suja Core Segment and Emerging Brands Segment due to increased consumer demand.

Current wording

On a consolidated basis, net sales increased by $2.4 million, or 3.3% to $76.4 million for the three months ended September 28, 2026, from $74.0 million for the three months ended September 29, 2025. On a consolidated basis, net sales increased by $30.8 million, or 13.0% to $267.3 million for the nine months ended September 28, 2026, from $236.5 million for the nine months ended September 29, 2025. The increase in net sales was primarily driven by higher volumes within the Suja Core Segment and Emerging Brands Segment and expanded distribution, partially offset by higher trade investment in response to increased competitive promotional activity. Net sales also benefited from approximately $2.0 million in shipments that had been expected in the fourth quarter of 2026 but occurred in this quarter instead.

Previous wording

Net sales for Suja Core were $81.9 million for the three months ended June 29, 2026, an increase of $7.3 million, or 9.8%, from $74.6 million for the three months ended June 30, 2025. This increase was primarily driven by a 6.9% increase in selling units shipment volume attributable to growth in Suja Single Serve Juice and Suja and Vive Shots reflecting expanded distribution of new products and improved consumer takeaway across several key retail customers. In addition, multi-pack consumer purchases, particularly within the Suja and Vive Shots portfolio, grew at a faster rate than single-serve purchases, resulting in a slightly higher average price per selling unit. Growth in the quarter versus prior year was partially offset by slightly unfavorable shipment timing at the beginning of the three months ended June 29, 2026 that benefitted the previous three months ended March 30, 2026. Net sales for Suja Core were $186.9 million for the six months ended June 29, 2026, an increase of $25.9 million, or 16.1%, from $161.0 million for the six months ended June 30, 2025. This increase was primarily driven by expanded distribution of new products, improved consumer takeaway, and more effective promotional execution with key retailers.

Current wording

Net sales for Suja Core were $74.8 million for the three months ended September 28, 2026, an increase of $2.2 million, or 3.0%, from $72.6 million for the three months ended September 29, 2025. While reported selling units were down (1.7)% in the quarter from category softness and increased promotional pressure, multi-pack consumer purchases, particularly within the Suja and Vive Shots portfolio, grew at a faster rate than single-serve purchases. This resulted in a slightly higher average price per selling unit, which drove net sales growth for the three months ended September 28, 2026. Net sales growth also reflected growth in cold-pressed juice, led by Refreshers, partially offset by softer single-serve shots and higher trade investment in response to increased competitive promotional activity. Net sales for Suja Core were $261.6 million for the nine months ended September 28, 2026, an increase of $28.0 million, or 12.0%, from $233.6 million for the nine months ended September 29, 2025. This increase was primarily driven by expanded distribution of new products, improved consumer takeaway, and more effective promotional execution with key retailers.

Previous wording

Net sales for Emerging Brands were $3.0 million for the three months ended June 29, 2026, an increase of $1.1 million, or 61.2%, from $1.9 million for the three months ended June 30, 2025. This increase was primarily driven by a 72.1% increase in selling units shipment volume, reflecting expanded distribution for new products and improved consumer takeaway across several key retail customers. Net sales for Emerging Brands were $6.1 million for the six months ended June 29, 2026, an increase of $2.0 million, or 50.0%, from $4.0 million for the six months ended June 30, 2025. This increase was primarily driven by expanded distribution and improved consumer takeaway.

Current wording

Net sales for Emerging Brands were $2.7 million for the three months ended September 28, 2026, an increase of $0.1 million, or 3.0%, from $2.7 million for the three months ended September 29, 2025. This increase was primarily driven by a 12.1% increase in selling units shipment volume, reflecting expanded distribution for new products. Net sales for

Previous wording

For the three months ended June 29, 2026, the increase was driven by a $5.0 million increase of Suja Core cost of sales. Suja Core cost of sales increased as a result of the 6.9% growth in selling units shipment volume. Operational efficiency gains were offset by slightly higher input and logistics costs and unfavorable absorption timing as finished goods inventory was built during the three months ended March 30, 2026 to satisfy shipment demand in the three months ended June 29, 2026, resulting in unfavorable absorption as those goods were shipped and inventory returned to historical levels in the three months ended June 29, 2026. For the six months ended June 29, 2026, the increase was driven by a $12.7 million increase of Suja Core cost of sales. Suja Core cost of sales increased as a result of the 7.7% growth in selling units shipment volume. Operational efficiency gains were partially offset by slightly higher input and logistics costs and unfavorable package mix as multi-pack consumer purchases, particularly within the Suja and Vive Shots portfolio, grew at a faster rate than single-serve purchases. Multi-packs have higher manufacturing and packaging costs than single-serve packages.

Current wording

Cost of sales for Suja Core was $134.9 million for the nine months ended September 28, 2026 and $119.4 million for the nine months ended September 29, 2025. Suja Core cost of sales increased as a result of the 4.8% growth in selling units shipment volume. Operational efficiency gains were a partial offset to higher input and logistics costs and unfavorable package mix as multi-pack consumer purchases, particularly within the Suja and Vive Shots portfolio, grew at a faster rate than single-serve purchases. Multi-packs have higher manufacturing and packaging costs than single-serve packages.

Previous wording

Cost of sales for Emerging Brands was $1.7 million for the three months ended June 29, 2026 and $1.6 million for the three months ended June 30, 2025. Cost of sales for Emerging Brands was $3.1 million for the six months ended June 29, 2026 and $2.9 million for the six months ended June 30, 2025. In each case, lower finished goods costs per unit, driven by the absence of one-time startup costs incurred in fiscal 2025 and reduced input costs from sourcing efficiencies, nearly offset all cost increases associated with increased net sales.

Current wording

Cost of sales for Emerging Brands was $2.5 million for the three months ended September 28, 2026 and $2.1 million for the three months ended September 29, 2025. Cost of sales for Emerging Brands was $5.6 million for the nine months ended September 28, 2026 and $5.0 million for the nine months ended September 29, 2025. Lower finished goods costs per unit, driven by the absence of one-time startup costs incurred in fiscal 2025 and reduced input costs from sourcing efficiencies, offset cost increases associated with increased net sales, except for a one-time write off of product inventory and related settlement amounts in connection with settlements of certain product labeling claims arising after updated FDA labeling regulations.

Previous wording

For the three months ended June 29, 2026, Suja Core gross profit increased by $2.3 million, which increase was driven by an increase in Suja Core selling units volume from expanded distribution and improved consumer takeaway. Gross margin was 47.5% for the three months ended June 29, 2026 and 49.1% for the three months ended June 30, 2025 as operational efficiency gains were offset by unfavorable absorption timing and slightly higher input and logistics costs. For the six months ended June 29, 2026, Suja Core gross profit increased by $13.2 million, which increase was driven by an increase in Suja Core selling units volume and improved absorption from higher production volume. Gross margin was 49.4% for the six months ended June 29, 2026 and 49.2% for the six months ended June 30, 2025. This was due to more effective promotional execution and unfavorable multi-pack package mix as multi-packs have higher manufacturing and packaging costs than single-serve packages.

Current wording

For the three months ended September 28, 2026, Suja Core gross profit decreased by $(0.6) million, which was driven by an increase in promotional costs, unfavorable absorption on lower volumes and input cost inflation in the quarter. Gross margin was 46.0% for the three months ended September 28, 2026 and 48.2% for the three months ended September 29, 2025, traditionally the lowest gross margin quarter of the year given shot mix seasonality. For the nine months ended September 28, 2026, Suja Core gross profit increased by $12.6 million, which was driven by an increase in Suja Core selling unit volume and improved absorption from higher production volume. Gross margin was 48.4% for the nine months ended September 28, 2026 and 48.9% for the nine months ended September 29, 2025. The decrease was due to higher promotional investment and unfavorable multi-pack package mix as multi-packs have higher manufacturing and packaging costs than single-serve packages.

Previous wording

For the three months ended June 29, 2026, Emerging Brands gross profit increased by $1.0 million, which increase was driven by growth in Emerging Brands selling units volume from increased distribution and improved consumer takeaway. The average cost of sales per selling unit decreased 41% from sourcing efficiencies, and one-time startup costs incurred in fiscal 2025 that were not repeated in fiscal 2026, resulting in a gross margin increase to 44.1% for the three months ended June 29, 2026, compared to 16.3% for the three months ended June 30, 2025. For the six months ended June 29, 2026, Emerging Brands gross profit increased by $1.8 million driven by growth in Emerging Brands selling units volume from increased distribution and improved consumer takeaway. The average cost of sales per selling unit decreased 55% benefitting from sourcing efficiencies and one-time startup costs incurred in fiscal 2025 that were not repeated in fiscal 2026, resulting in a gross margin increase to 48.1% for the six months ended June 29, 2026, compared to 27.1% for the six months ended June 30, 2025.

Current wording

For the three months ended September 28, 2026, Emerging Brands gross profit decreased by $(0.3) million, while gross margin decreased to 10.2% as compared to the 22.6% for the three months ended September 29, 2025, which was driven by growth in Emerging Brands selling units volume from increased distribution, offset by one-time write off of product inventory and related settlement amounts in connection with settlements of certain product labeling claims arising after updated FDA labeling regulation. Excluding these one-time costs, the average cost of sales per selling unit decreased 22.1% from sourcing efficiencies, and one-time startup costs incurred in fiscal 2025 that were not repeated in fiscal 2026, resulting in a gross margin increase to 34.3% for the three months ended September 28, 2026, compared to 22.6% for the three months ended September 29, 2025. Gross margin increased to 36.3%for the nine months ended September 28, 2026, compared to 25.3%for the nine months ended September 29, 2025. Emerging Brands gross profit increased by $1.5 million driven by growth in Emerging Brands selling units volume from increased distribution and improved consumer takeaway, offset by one-time inventory costs. Excluding these one-time costs, the average cost of sales per selling unit decreased 41.6% benefitting from sourcing efficiencies and one-time startup costs incurred in fiscal 2025 that were not repeated in fiscal 2026, resulting in a gross margin increase to 44.8% for the nine months ended September 28, 2026, compared to 25.3% for the nine months ended September 29, 2025.

Previous wording

Operating expenses and transaction costs for the six months ended June 29, 2026 were $97.5 million, which includes $25.1 million in one-time IPO-related transaction costs. Operating expenses were $72.5 million, an increase of $4.0 million, or 5.9%, from $68.4 million for the six months ended June 30, 2025. This increase in operating expenses was primarily due to a $2.5 million increase in freight expenses, driven by increased shipment volume and a $4.6 million increase in administrative, sales, payroll, and other operating expenses primarily attributable to selling-related costs, IT efficiency project implementation costs and personnel and public company costs, partially offset by a $3.5 million decrease in marketing spend related to general advertising, branding, shopper marketing, samples, and field marketing. Of the decrease in marketing spend,$3.9 million relates directly to the Emerging Brands segment, offset by a $0.4 million increase in marketing spend within the Suja Core segment.

Current wording

Operating expenses were $36.5 million, a decrease of $4.9 million, or -11.9% from $41.4 million for the three months ended September 29, 2025. This decrease in operating expenses was primarily due to a $9.1 million decrease in marketing spend related to general advertising, branding, shopper marketing, samples, and field marketing, primarily reflecting the non-recurrence of one-time launch investment behind Slice in the three months ended September 29, 2025, partially offset by a $1.4 million increase in freight expenses, driven by higher carrier rates as fuel prices and labor availability increased transportation costs, a $2.8 million increase in administrative, sales, payroll, and other operating expenses primarily attributable to selling-related costs, IT efficiency project implementation costs and personnel, and public company costs. Of the decrease in marketing spend, $8.4 million related directly to the Emerging Brands segment and $0.7 million related to the Suja Core segment.

Previous wording

Operating expenses and transaction costs for the three months ended June 29, 2026 were $59.7 million, which includes $25.1 million in one-time IPO-related transaction costs. Operating expenses were $34.6 million, an increase of $0.9 million, or 2.6% from $33.8 million for the three months ended June 30, 2025. This increase in operating expenses was primarily due to a $0.9 million increase in freight expenses, driven by increased shipment volume and a $2.9 million increase in administrative, sales, payroll, and other operating expenses primarily attributable to selling-related costs, IT efficiency project implementation costs and personnel, and public company costs, partially offset by a $3.4 million decrease in marketing spend related to general advertising, branding, shopper marketing, samples, and field marketing. Of the decrease in marketing spend, $3.2 million relates directly to the Emerging Brands segment and a $0.2 million decrease in marketing spend within the Suja Core segment.

Current wording

Operating expenses and transaction costs for the nine months ended September 28, 2026 were $134.0 million, which includes $25.1 million in one-time IPO-related transaction costs. Operating expenses were $109.0 million, a decrease of $0.9 million, or -0.8%, from $109.8 million for the nine months ended September 29, 2025. This decrease was primarily due to a $12.6 million decrease in marketing spend related to general advertising, branding, shopper marketing, samples, and field marketing, partially offset by a $3.9 million increase in freight expenses, driven by higher carrier rates, and a $7.8 million increase in administrative, sales, payroll, and other operating expenses primarily attributable to selling-related costs, IT efficiency project implementation costs and personnel and public company costs. Of the decrease in marketing spend, $12.2 million related directly to the Emerging Brands segment and $0.3 million related to the Suja Core segment.

Previous wording

Interest expense was $5.4 million for the three months ended June 29, 2026 compared to $7.5 million for the three months ended June 30, 2025, a decrease of $2.1 million. Interest expense was $12.9 million for the six months ended June 29, 2026 compared to $14.9 million for the six months ended June 30, 2025, a decrease of $2.0 million. Interest expense decreased between periods as IPO proceeds were used to pay down debt.

Current wording

Interest expense was $3.3 million for the three months ended September 28, 2026 compared to $7.6 million for the three months ended September 29, 2025, a decrease of $4.3 million. Interest expense was $16.2 million for the nine months ended September 28, 2026 compared to $22.5 million for the nine months ended September 29, 2025, a decrease of $6.4 million. Interest expense decreased between periods as IPO proceeds were used to pay down debt and the remaining debt was refinanced to a more favorable interest rate.

Previous wording

Suja Core Segment Adjusted EBITDA for the three months ended June 29, 2026 was $16.0 million, an increase of $0.5 million, or 2.9%, from $15.5 million for the three months ended June 30, 2025. The increase in Suja Core Adjusted EBITDA was driven by an increase in gross profit of $2.3 million, or 6.3%, as described above, offset by a $1.9 million decrease in other segment items. Other segment items include marketing costs, personnel costs comprised of sales commissions and bonuses, logistical costs to distribute products, and other general and administrative costs.

Current wording

Suja Core Segment Adjusted EBITDA for the three months ended September 28, 2026 was $13.0 million, an increase of $0.5 million, or 3.8%, from $12.5 million for the three months ended September 29, 2025. The increase in Suja Core Adjusted EBITDA was driven by a $1.1 million decrease in other segment items, partially offset by a decrease in gross profit of $0.6 million, or -1.7%, as described above. Other segment items include marketing costs, personnel costs comprised of sales commissions and bonuses, logistical costs to distribute products, and other general and administrative costs.

Previous wording

Suja Core Segment Adjusted EBITDA for the six months ended June 29, 2026 was $42.9 million, an increase of $8.6 million, or 25.1%, from $34.3 million for the six months ended June 30, 2025. The increase in Suja Core Adjusted EBITDA was driven by an increase in gross profit of $13.2 million, or 16.6%, as described above, offset by a $4.6 million increase in other segment items. Other segment items include marketing costs, personnel costs comprised of sales commissions and bonuses, logistical costs to distribute products, and other general and administrative costs.

Current wording

Suja Core Segment Adjusted EBITDA for the nine months ended September 28, 2026 was $55.9 million, an increase of $9.1 million, or 19.4%, from $46.8 million for the nine months ended September 29, 2025. The increase in Suja Core Adjusted EBITDA was driven by an increase in gross profit of $12.6 million, or 11.0%, as described above, offset by a $3.5 million increase in other segment items. Other segment items include marketing costs, personnel costs comprised of sales commissions and bonuses, logistical costs to distribute products, and other general and administrative costs.

Previous wording

Emerging Brands Segment Adjusted EBITDA loss for the six months ended June 29, 2026 was $3.2 million, compared to $9.5 million for the six months ended June 30, 2025, with the loss decreasing by $6.3 million period over period. The decrease in loss was driven by an increase in gross profit of $1.8 million, as described above, and a $4.4 million decrease in other segment items, driven by reduced marketing spend.

Current wording

Emerging Brands Segment Adjusted EBITDA loss for the three months ended September 28, 2026 was $2.4 million, compared to $11.5 million for the three months ended September 29, 2025, with the loss decreasing by $9.1 million period over period. The decrease in loss was driven by a $9.4 million decrease in other segment items, driven by reduced marketing spend, partially offset by a decrease in gross profit of $0.3 million, as described above.

Previous wording

Emerging Brands Segment Adjusted EBITDA loss for the three months ended June 29, 2026 was $1.3 million, compared to $5.8 million for the three months ended June 30, 2025, with the loss decreasing by $4.4 million period over period. The decrease in loss was driven by an increase in gross profit of $1.0 million, as described above, and a $3.4 million decrease in other segment items, driven by reduced marketing spend.

Current wording

Emerging Brands Segment Adjusted EBITDA loss for the nine months ended September 28, 2026 was $5.7 million, compared to $21.0 million for the nine months ended September 29, 2025, with the loss decreasing by $15.3 million period over period. The decrease in loss was driven by an increase in gross profit of $1.5 million, as described above, and a $13.8 million decrease in other segment items, driven by reduced marketing spend.

Previous wording

The Company calculates its tax provision in interim periods in accordance with ASC 740, Income Taxes, using an estimated annual effective tax rate adjusted for discrete items as applicable. The Company incurred income tax expense of $0.1 million in the pre-IPO period from December 30, 2025 through May 7, 2026. For the period from May 8, 2026 through June 29, 2026, the Company recorded income tax expense of $0.5 million. The Company’s effective tax rate differs from the U.S. statutory rate primarily due to the organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026.

Current wording

The Company calculates its tax provision in interim periods in accordance with ASC 740, Income Taxes, using an estimated annual effective tax rate adjusted for discrete items as applicable. The Company incurred income tax expense of $0.1 million in the pre-IPO period from December 30, 2025 through May 7, 2026. For the period from May 8, 2026 through September 28, 2026, the Company recorded income tax expense of $0.6 million. The Company’s effective tax rate differs from the U.S. statutory rate primarily due to the organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026.

Previous wording

For the six months ended June 29, 2026, the Company recorded income tax provisions of $0.6 million. For the six months ended June 30, 2025, the Company recorded income tax provisions of $1.0 million. The Company’s effective tax rate differs from the U.S. statutory rate primarily due to the organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026. The decrease in the tax provision was primarily due to organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026.

Current wording

For the nine months ended September 28, 2026, the Company recorded income tax provisions of $0.7 million. For the nine months ended September 29, 2025, the Company recorded income tax provisions of $1.0 million. The Company’s effective tax rate differs from the U.S. statutory rate primarily due to the organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026. The decrease in the tax provision was primarily due to organizational transactions in connection with the IPO and the recording of a full valuation allowance in the second quarter of fiscal 2026.

Previous wording

We report our financial results in accordance with GAAP, however, management believes evaluation of operating results may be enhanced by a presentation of EBITDA and Adjusted EBITDA, EBITDA margin and Adjusted EBITDA margin which are non-GAAP financial measures. We define EBITDA as net income (loss) as adjusted to exclude tax expense, net interest expense, and depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to exclude share-based compensation expense, transaction-related costs and adjustments, sponsor fees which will not recur subsequent to our initial public offering, and other non-recurring expenses.

Current wording

We report our financial results in accordance with GAAP, however, management believes evaluation of operating results may be enhanced by a presentation of EBITDA and Adjusted EBITDA, EBITDA margin and Adjusted EBITDA margin which are non-GAAP financial measures. We define EBITDA as net income (loss) as adjusted to exclude tax expense, net interest expense, and depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to exclude stock-based compensation expense, transaction-related costs and adjustments, sponsor fees which will not recur subsequent to our initial public offering, and other non-recurring expenses.

Previous wording

(1)Non-Recurring Costs - for the three and six months ended June 29, 2026 consists of one-time costs relating to corporate strategy, executive recruiting and consulting relating to the IPO. For the three and six months ended June 30, 2025, it consists of consulting fees related to one-time system improvements, transaction bonuses, and other one-time transition costs.

Current wording

(1)Non-Recurring Costs - for the three and nine months ended September 28, 2026 consists of (i) legal costs related to loan modification, (ii) public company technical step-up consulting costs and advisory costs related to public company strategy evaluation, (iii) consulting fees related to one-time system improvements, (iv) inventory write-offs related to discontinuation and exit from a line of business, (v) strategic talent recruiting costs, and (vi) one-time transition costs incurred to transition to a new storage facility. For the three and nine months ended September 29, 2025, costs consists of consulting fees related to one-time system improvements, transaction bonuses, and other one-time transition costs. These items are non-recurring in nature and do not reflect the Company’s ongoing operating performance.

Previous wording

(2)Sponsor Costs - Includes fees paid in cash to the Company’s sponsor which will not recur subsequent to the IPO.

Current wording

(2)Sponsor Costs - Includes fees paid in cash to the Company’s sponsor which do not recur subsequent to the IPO.

Previous wording

(3)Transaction Costs - Consists of non-recurring costs directly attributable to the Company's IPO, including IPO-related professional fees and expenses, equity-based compensation costs incurred as a result of the acceleration and modification of equity awards in connection with the IPO, one-time IPO-related transaction bonuses, roadshow and investor relation expenses, travel and logistical expenses related to IPO launch activities including NASDAQ listing events. These items are non-recurring in nature and do not reflect the Company's ongoing operating performance.

Current wording

(3)Transaction Costs - Consists of costs directly attributable to the IPO, including IPO-related professional fees and expenses, equity-based compensation costs incurred as a result of the acceleration and modification of equity awards in connection with the IPO, one-time IPO-related transaction bonuses, and investor relations and travel expenses. These items are non-recurring in nature and do not reflect the Company’s ongoing operating performance

Previous wording

We are a holding company with no operations of our own, and as such, we will depend on our subsidiaries for cash to fund all of our operations and expenses. We will depend on the payment of distributions by our current and future subsidiaries. The terms of the agreements governing our indebtedness, including the first lien credit agreement, dated August 23, 2021 (as amended, the “Credit Agreement”), contain certain negative covenants prohibiting certain of our subsidiaries from making cash dividends or distributions to us or to Holdings LP unless certain financial tests are met. For a discussion of those restrictions, refer to the sections entitled “Description of Certain Indebtedness” and “Risk Factors” included in the Prospectus. We currently anticipate that such restrictions will not impact our ability to meet our cash obligations.

Current wording

We are a holding company with no operations of our own, and as such, we will depend on our subsidiaries for cash to fund all of our operations and expenses. We will depend on the payment of distributions by our current and future subsidiaries. The terms of the agreements governing our indebtedness, including the first lien credit agreement, dated August 23, 2021, contain certain negative covenants prohibiting certain of our subsidiaries from making cash dividends or distributions to us or to Holdings LP unless certain financial tests are met. For a discussion of those restrictions, refer to the sections entitled “Description of Certain Indebtedness” and “Risk Factors” included in the Prospectus. We currently anticipate that such restrictions will not impact our ability to meet our cash obligations.

Previous wording

Our primary cash needs are for operating expenses, working capital and capital expenditures to support the growth of our business. Historically, we have financed our operations through sales of equity securities, the issuance of related party notes, and through sales of our products and borrowings under our term loan facilities (“Term Loan Facilities”). As of June 29, 2026, our principal source of liquidity was our cash of $20.6 million which does not include restricted cash, as well as the available balance of our revolving loan facility (“Revolving Credit Facility”). Restricted cash includes certificates of deposit with maturities of six months, which are required collateral for our credit cards.

Current wording

Our primary cash needs are for operating expenses, working capital and capital expenditures to support the growth of our business. Historically, we have financed our operations through sales of equity securities, the issuance of related party notes, and through sales of our products and borrowings under our term loan facilities (“Term Loan Facilities”). As of September 28, 2026, our principal source of liquidity was our cash of $15.5 million which does not include restricted cash, as well as the available balance of our revolving loan facility (“Revolving Credit Facility”) and the remaining balance under our delayed draw term loan commitments (“DDTL”). Restricted cash includes certificates of deposit with maturities of six months, which are required collateral for our credit cards.

Previous wording

We believe our existing cash and restricted cash, our Revolving Credit Facility and cash provided by sales of our products will be sufficient to meet our working capital and capital expenditure needs for at least the next 12 months. Our future capital requirements will depend on many factors including our growth rate, the timing and extent of spending to support development efforts, the expansion of sales and marketing activities, the introduction of new and enhanced product offerings and the continuing market acceptance of our products. In the future, we may enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property rights. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in new products, manufacturing or distribution capabilities, this could reduce our ability to compete successfully and harm our results of operations. While we believe our existing cash and restricted cash, our Revolving Credit Facility and cash provided by sales of our products will be sufficient to meet our future working capital and capital expenditure needs, we can provide no assurance that our liquidity and capital resources will meet future funding requirements.

Current wording

We believe our existing cash and restricted cash, our Revolving Credit Facility, DDTL and cash provided by sales of our products will be sufficient to meet our working capital and capital expenditure needs for at least the next 12 months. Our future capital requirements will depend on many factors including our growth rate, the timing and extent of spending to support development efforts, the expansion of sales and marketing activities, the introduction of new and enhanced product offerings and the continuing market acceptance of our products. In the future, we may enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property rights. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in new products, manufacturing or distribution capabilities, this could reduce our ability to compete successfully and harm our results of operations. While we believe our existing cash and restricted cash, our Revolving Credit Facility, DDTL and cash provided by sales of our products will be sufficient to meet our future working capital and capital expenditure needs, we can provide no assurance that our liquidity and capital resources will meet future funding requirements.

Previous wording

As a result of our ownership of units in Holdings LP after the IPO, we are subject to U.S. federal, state and local income taxes with respect to our allocable share of any net taxable income of Holdings LP and will be taxed on such income at the applicable corporate tax rates. In addition to tax expenses, we will incur expenses related to our operations, including obligations to make payments under the tax receivable agreement (the “Tax Receivable Agreement”) to certain existing direct or indirect owners of Holdings LP, including PSP (such persons, collectively, the “TRA Parties”). The amounts payable, as well as the timing of any payments, under the Tax Receivable Agreement are dependent upon future events and assumptions, including the timing of unit exchanges in Holdings LP, the price of our Class A common stock at the time of each exchange, the extent to which such exchanges are taxable transactions, the amount of the exchanging Holdings LP unitholder’s tax basis in its units of Holdings LP at the time of the relevant exchange, the depreciation and amortization periods that apply to the increase in tax basis, the amount and timing of taxable income we generate in the future, the U.S. federal, state and local income tax rates then applicable and the portion of any payments under the Tax Receivable Agreement that constitute imputed interest or give rise to depreciable, depletable or amortizable tax basis; however, we estimate that such payments may be substantial. We currently anticipate funding any required payments to the TRA Parties under the Tax Receivable Agreement using cash flows generated from our operations. As a result, these payments may reduce the amount of overall cash flow that would otherwise be available to us for other purposes. Assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the Tax Receivable Agreement, and based on certain assumptions with respect to future exchanges and other items, we expect that future payments under the Tax Receivable Agreement relating to unit exchanges in Holdings LP (either in connection with the IPO or in the future) to be approximately $121.8 million and to range from approximately $0.0 million to $10.7 million per year, with estimated total payments of approximately $147.2 million. Further, assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the Tax Receivable Agreement, we expect that future payments under the Tax Receivable Agreement relating to the utilization of certain pre-IPO tax attributes acquired in the organizational transactions to be approximately $25.4 million and to range from approximately $0.0 million to $2.6 million per year. As a result, we expect that aggregate payments under the Tax Receivable Agreement over this 35-year period will range from approximately $0.0 million to $11.9 million.

Current wording

As a result of our ownership of units in Holdings LP after the IPO, we are subject to U.S. federal, state and local income taxes with respect to our allocable share of any net taxable income of Holdings LP and will be taxed on such income at the applicable corporate tax rates. In addition to tax expenses, we will incur expenses related to our operations, including obligations to make payments under the tax receivable agreement (the “Tax Receivable Agreement”) to certain existing direct or indirect owners of Holdings LP, including PSP (such persons, collectively, the “TRA Parties”). The amounts payable, as well as the timing of any payments, under the Tax Receivable Agreement are dependent upon future events and assumptions, including the timing of unit exchanges in Holdings LP, the price of our Class A common stock at the time of each exchange, the extent to which such exchanges are taxable transactions, the amount of the exchanging Holdings LP unitholder’s tax basis in its units of Holdings LP at the time of the relevant exchange, the depreciation and amortization periods that apply to the increase in tax basis, the amount and timing of taxable income we generate in the future, the U.S. federal, state and local income tax rates then applicable and the portion of any payments under the Tax Receivable Agreement that constitute imputed interest or give rise to depreciable, depletable or amortizable tax basis; however, we estimate that such payments may be substantial. We currently anticipate funding any required payments to the TRA Parties under the Tax Receivable Agreement using cash flows generated from our operations. As a result, these payments may reduce the amount of overall cash flow that would otherwise be available to us for other purposes. Assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the Tax Receivable Agreement, and based on certain assumptions with respect to future exchanges and other items, we expect that future payments under the Tax Receivable Agreement relating to unit exchanges in Holdings LP to be approximately $121.8 million and to range from approximately $0.0 million to $10.7 million per year, with estimated total payments of approximately $147.2 million. Further, assuming no material changes in the relevant tax law and that we earn sufficient taxable income to realize all tax benefits that are subject to the Tax Receivable Agreement, we expect that future payments under the Tax Receivable Agreement relating to the utilization of certain pre-IPO tax attributes acquired in the organizational transactions to be approximately $25.4 million and to range from approximately $0.0 million to $2.6 million per year. As a result, we expect that aggregate payments under the Tax Receivable Agreement over this 35-year period will range from approximately $0.0 million to $11.9 million.

Previous wording

In connection with the IPO, the Company repaid a portion of its outstanding borrowings under the Credit Agreement using the net proceeds from the offering. The Company repaid approximately $101.3 million of the principal balance outstanding under the Term Loan, and $40.0 million outstanding balance under the Revolving Credit Facility. In connection with these prepayments, the Company paid a contractual prepayment premium of approximately $1.0 million and accrued interest of approximately $0.4 million.

Current wording

In connection with the IPO, the Company repaid a portion of its outstanding borrowings under the Credit Agreement using the net proceeds from the offering. The Company repaid approximately $101.3 million of the principal balance outstanding under the Term Loan Facilities, and $40.0 million outstanding balance under the Revolving Credit Facility. In connection with these prepayments, the Company paid a contractual prepayment premium of approximately $1.0 million and accrued interest of approximately $0.4 million.

Previous wording

The Credit Agreement provides for a $120 million initial term loan facility (the “Initial Term Loan Facility”) and $25 million Revolving Credit Facility. On December 8, 2021, we entered into a first amendment to the Credit Agreement, providing for certain technical amendments to the Credit Agreement. On October 11, 2022, we entered into a second amendment to the Credit Agreement providing for an additional $42 million second amendment term loan facility (the “Second Amendment Term Loan Facility”). On October 31, 2024, we entered into a third amendment to the Credit Agreement, providing for an additional $112 million third amendment term loan facility (the “Third Amendment Term Loan Facility”) and a $15 million increase in the commitments in respect of the Revolving Credit Facility. On January 13, 2026, we entered into a fourth amendment to the Credit Agreement, providing for an additional $15 million fourth amendment delayed draw term loan facility (the “Fourth Amendment Delayed Draw Term Loan Facility”). The Initial Term Loan Facility had an upfront fee discount of 2.0% of the aggregate principal amount of the commitments and 2.0% of the aggregate principal amount of the Revolving Credit Facility as of the borrowing date. The Second Amendment Term Loan Facility had a fee discount of 2.0% of the aggregate principal amount of the commitments under the Second Amendment Term Loan Facility. The Third Amendment Term Loan Facility had an upfront fee discount of 1.50% of the aggregate principal amount of the commitments under the Third Amendment Term Loan Facility. The Fourth Amendment Delayed Draw Term Loan Facility had an upfront fee discount of 0.75% of the aggregate principal amount of the commitments under the Fourth Amendment Delayed Draw Term Loan Facility. All outstanding principal and accrued and unpaid interest on the Term Loan Facilities is due and payable on August 23, 2029. All outstanding principal and accrued and unpaid interest on the Revolving Credit Facility is due and payable on August 23, 2028. All obligations under the Credit Agreement are secured by first-priority security interests in substantially all of our assets and the assets of our domestic subsidiaries, subject to permitted liens and other exceptions.

Current wording

All obligations under the A&R Credit Agreement are secured by first-priority security interests in substantially all of our assets and the assets of our domestic subsidiaries, subject to permitted liens and other exceptions.

Previous wording

Borrowings under the Term Loan Facilities accrue daily interest at a per annum rate equivalent to, (i) a base rate plus the applicable margin set forth below under the caption “Base Rate Loan” or (ii) an adjusted term Secured Overnight Financing Rate (“SOFR”) rate plus a term SOFR adjustment equal to 0.10%, 0.15% or 0.25%, depending on the interest period of the applicable borrowing, plus the applicable margin set forth below under the caption “Term Benchmark Loan / RFR Loan,” in each case, based upon the consolidated net leverage ratio as of the most recent date of determination. The base rate is the highest of (i) the prime rate at such time, (ii) 1/2 of 1.00% in excess of the federal funds effective rate at such time and (iii) an adjusted term SOFR rate for a term benchmark loan with a one-month interest period commencing at such time plus 1.00%.

Current wording

Borrowings under the A&R Credit Agreement accrue daily interest at a per annum rate equivalent to, (i) a base rate plus the applicable margin set forth below under the caption “Base Rate Loan” or (ii) an adjusted Term Secured Overnight Financing Rate (“SOFR”) rate for the applicable interest period, subject to a floor of 0.00%, plus the applicable margin set forth below under the caption “Term Benchmark Loan / RFR Loan,” in each case, based upon the consolidated net leverage ratio as of the most recent date of determination. The base rate is the highest of (i) the prime rate at such time, (ii) 1/2 of 1.00% in excess of the NYFRB rate (the greater of the federal funds effective rate and the overnight bank funding rate) at such time and (iii) an adjusted Term SOFR rate for a term benchmark loan with a one-month interest period plus 1.00%. The base rate may not be less than zero.