Release – GeoVax Labs Announces $1 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules

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ATLANTA, GA, February 13, 2026 – GeoVax Labs, Inc. (Nasdaq: GOVX) (the “Company”), a clinical-stage biotechnology company developing immunotherapies and vaccines against cancer and infectious diseases, today announced that it has entered into definitive agreements for the purchase and sale of 432,902 shares of its common stock (or pre-funded warrants in lieu thereof) at a purchase price of $2.31 per share (or pre-funded warrant in lieu thereof) in a registered direct offering priced at-the-market under Nasdaq rules (the “Offering”). In a concurrent private placement, the Company will issue unregistered series A-1 warrants to purchase up to 432,902 shares of common stock and unregistered series A-2 warrants to purchase up to 432,902 shares of common stock. The warrants will have an exercise price of $2.31 per share and will be exercisable beginning on the effective date of shareholder approval of the issuance of the shares of common stock upon exercise of the warrants.  The series A-1 warrants will expire five years after the date of shareholder approval and the series A-2 warrants will expire two years after the date of shareholder approval.

The closing of the Offering is expected to occur on or about February 17, 2026, subject to the satisfaction of customary closing conditions. The gross proceeds from the Offering are expected to be approximately $1 million, before deducting placement agent fees and other estimated offering expenses. The Company intends to use the net proceeds from the Offering to advance its product candidates, including research and development, manufacturing, clinical studies, and working capital.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the Offering.

The shares (or pre-funded warrants) (but not the unregistered warrants and the shares of common stock underlying the unregistered warrants) in the registered direct offering described above are being offered by the Company pursuant to a shelf registration statement on Form S-3 (File No. 333-277585) previously filed with the Securities and Exchange Commission (the ”SEC”) and declared effective by the SEC on March 13, 2024. The registered direct offering is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement, relating to the registered direct offering that will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, New York 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

The unregistered warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying such unregistered warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the unregistered warrants and underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

The Company also has agreed to amend certain existing warrants to purchase up to an aggregate of 236,000 shares of the Company’s common stock that were previously issued to the investors in July 2025, with an exercise price of $4.35 per share, respectively, effective upon the closing of the offering, such that the amended warrants will have a reduced exercise price of $2.31 per share and will be exercisable beginning on the effective date of shareholder approval of the issuance of the shares upon exercise of the warrants.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About GeoVax

GeoVax Labs, Inc. is a clinical-stage biotechnology company developing novel vaccines against infectious diseases and therapies for solid tumor cancers. The Company’s lead clinical program is GEO-CM04S1, a next-generation COVID-19 vaccine currently in three Phase 2 clinical trials, being evaluated as (1) a primary vaccine for immunocompromised patients such as those suffering from hematologic cancers and other patient populations for whom the current authorized COVID-19 vaccines are insufficient, (2) a booster vaccine in patients with chronic lymphocytic leukemia (CLL) and (3) a more robust, durable COVID-19 booster among healthy patients who previously received the mRNA vaccines. In oncology the lead clinical program is evaluating a novel oncolytic solid tumor gene-directed therapy, Gedeptin®, having recently completed a multicenter Phase 1/2 clinical trial for advanced head and neck cancers. GeoVax is also developing a vaccine targeting Mpox and smallpox and, based on recent EMA regulatory guidance, anticipates progressing directly to a Phase 3 clinical evaluation, omitting Phase 1 and Phase 2 trials. GeoVax has a strong IP portfolio in support of its technologies and product candidates, holding worldwide rights for its technologies and products. For more information about the current status of our clinical trials and other updates, visit our website: www.geovax.com.

Forward-Looking Statements

This release contains forward-looking statements regarding GeoVax’s business plans, including, but not limited to, statements regarding the completion of the offering, the satisfaction of customary closing conditions related to the offering, the receipt of shareholder approval and the anticipated use of proceeds from the offering. The words “believe,” “look forward to,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “could,” “target,” “potential,” “is likely,” “will,” “expect” and similar expressions, as they relate to us, are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. Actual results may differ materially from those included in these statements due to a variety of factors, including whether: GeoVax is able to obtain acceptable results from ongoing or future clinical trials of its investigational products, GeoVax’s immuno-oncology products and preventative vaccines can provoke the desired responses, and those products or vaccines can be used effectively, GeoVax’s viral vector technology adequately amplifies immune responses to cancer antigens, GeoVax can develop and manufacture its immuno-oncology products and preventative vaccines with the desired characteristics in a timely manner, GeoVax’s immuno-oncology products and preventative vaccines will be safe for human use, GeoVax’s vaccines will effectively prevent targeted infections in humans, GeoVax’s immuno-oncology products and preventative vaccines will receive regulatory approvals necessary to be licensed and marketed, GeoVax raises required capital to complete development, there is development of competitive products that may be more effective or easier to use than GeoVax’s products, GeoVax will be able to enter into favorable manufacturing and distribution agreements, and other factors, over which GeoVax has no control.

Further information on our risk factors is contained in our periodic reports on Form 10-Q and Form 10-K that we have filed and will file with the SEC. Any forward-looking statement made by us herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. 

Company Contact:

info@geovax.com

678-384-7220

Media Contact:

Jessica Starman

media@geovax.com 

Release – SEGG Media Unlocks $20M+ in Annual Revenue by Finalizing Terms to Secure Controlling Interest in Veloce Media Group

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February 13, 2026

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Transaction Closing Date Set for Next Tuesday, February 17

FORT WORTH, Texas, Feb. 13, 2026 (GLOBE NEWSWIRE) — Sports Entertainment Gaming Global Corporation (NASDAQ: SEGG, LTRYW) (the “Company” or “SEGG Media”), the global sports, entertainment, and gaming group, today announced that it has agreed to binding terms to acquire at least a majority interest in Veloce Media Group (“Veloce”), one of the fastest-growing and market leading platforms operating at the intersection of sport, gaming and digital media.

Image 1

The completion date for consummating the acquisition is set for Tuesday, February 17, 2026, which will result in SEGG Media acquiring a controlling interest of Veloce, enabling consolidation for accounting and reporting purposes and direct control. The transaction values Veloce at approximately $61 million (£45 million) and is projected to contribute in excess of $20 million in additional annual revenue which will begin to be reported in the first quarter of 2026. SEGG Media’s management views Veloce as a foundational international platform that aligns with the Company’s strategy of acquiring cash-generative, media-driven sports assets capable of scaling across sponsorship, content, and commerce.

The acquisition of Veloce will be completed through a blend of cash consideration and SEGG Media common shares priced at $10 per share. The Veloce acquisition is one that the Company has been hyper-focused on for months and completing the transaction is a paradigm shift for SEGG Media and its shareholders. The targeted acquisition of Veloce by SEGG Media signals the Company’s rapid evolution into a diversified global sports and media group.

Veloce’s recent acquisition of Quadrant, co-founded by the current Formula 1 Champion Lando Norris, is a significant and rapidly growing gaming and lifestyle company. With a portfolio of blue-chip commercial partners and direct revenue generation in apparel and product sales the Quadrant business will continue to play a key role in the revenue growth of Veloce and SEGG Media.

Darryl Eales, Veloce Director and investor and formerly CEO of Lloyd’s Development Capital, commented: “I’m truly excited by the potential of the Veloce and SEGG partnership. High-quality, driven, and aligned management teams are crucial for the delivery of strong shareholder value creation. The combined leadership creates a powerful platform for significant and rapid growth, underpinned by both SEGG’s exciting brands and well-founded sports and entertainment strategy and Veloce’s multi-stream revenue platform and strong financial performance. 

“Both the Veloce team and the SEGG Board have remained relentless in executing the transaction – even as SEGG completed the final stages of its turnaround – driven by a combined belief in the significant scale of the opportunity that exists post-completion. With the combined value of Veloce, SEGG, and additional pipeline acquisitions, receiving consideration in $10 SEGG stock represents significant upside for Veloce shareholders.”

Daniel Bailey, CEO of Veloce Media Group, said: “This acquisition represents a defining moment not only for Veloce, but for SEGG Media as a group. From the outset, it was clear that our businesses share a common vision for building a global, digitally led sports media platform with ambition and long-term commercial strength.

“The combination of SEGG Media’s access to public markets and strategic focus with Veloce’s brands, partnerships and proven revenue model creates a powerful foundation for accelerated expansion.”

Veloce’s ecosystem spans championship-winning esports teams, athlete-led content platforms, sustainable motorsport series, and a commercial portfolio supported by global brands including McLaren, Revolut, VISA, LEGO, Microsoft, Hilton, E.ON, and Thrustmaster.

Driving over 500 million views per month, Veloce brings with it rapidly growing and diversified revenue streams across digital content, esports, motorsport and brand partnerships, reporting $17.5 million (£12.8 million) in revenue for its latest reported financial period.

Since the start of 2026, SEGG Media’s strategy has been firmly focused on executing fundamental acquisitions designed to accelerate its growth by establishing a scalable and profitable revenue-generating platform. The integration of Veloce’s business and revenue positions SEGG Media to capitalize on accelerating global demand across sport, media, gaming and digital entertainment, with a clear focus on creating genuine value to the Company driven by consistently improving return on invested capital (ROIC) and sustaining high-quality revenue growth with higher profit margins.

Robert Stubblefield, CFO and Interim CEO and President of SEGG Media, said: “The acquisition of Veloce Media Group is a pivotal acquisition for the Company and a clear validation of the strategic direction we set at the start of 2026. Veloce delivers scale, rapidly growing revenues and high-quality commercial partnerships that materially strengthen our profile.

“This acquisition of Veloce and its subsidiary Quadrant springboards SEGG Media to immediately unlocking significant revenue for the Company, which creates long-term shareholder value especially as we integrate a best-in-class digital sports and media platform into the Company. Simply put, it’s a gamechanger!”

Closing is subject to final legal review, completion of definitive documentation, and customary closing conditions.

About SEGG Media Corporation
SEGG Media (Nasdaq: SEGG, LTRYW) is a global sports, entertainment and gaming group operating a portfolio of digital assets including Sports.com, Concerts.com and Lottery.com. Focused on immersive fan engagement, ethical gaming and AI-driven live experiences, SEGG Media is redefining how global audiences interact with the content they love.

Important Notice Regarding Forward-Looking Statements 

This press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding the Company’s strategy, future operations, prospects, plans and objectives of management, are forward-looking statements. When used in this Form 8-K, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “initiatives,” “continue,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. The forward-looking statements speak only as of the date of this press release or as of the date they are made. The Company cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of the Company. In addition, the Company cautions you that the forward-looking statements contained in this press release are subject to risks and uncertainties, including but not limited to, any future findings from ongoing review of the Company’s internal accounting controls, additional examination of the preliminary conclusions of such review, the Company’s ability to secure additional capital resources, the Company’s ability to continue as a going concern, the Company’s ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq, the Company’s ability to regain compliance with the Bid Price Requirement, the Company’s ability to regain compliance with Nasdaq Listing Rules, the Company’s ability to become current with its SEC reports, and those additional risks and uncertainties discussed under the heading “Risk Factors” in the Form 10-K/A filed by the Company with the SEC on April 22, 2025, and the other documents filed, or to be filed, by the Company with the SEC. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the reports that the Company has filed and will file from time to time with the SEC. These SEC filings are available publicly on the SEC’s website at www.sec.gov. Should one or more of the risks or uncertainties described in this press release materialize or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/4e0e16f6-8dfd-4473-b8bd-9bbb0a429d6f

This press release was published by a CLEAR® Verified individual.

For additional information, visit http://www.seggmedia.com/ or contact media relations at media@seggmediacorp.com.

Release – Conduent Collaborates with Alabama to Introduce Chip-Enabled SNAP Cards to Prevent EBT Fraud

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February 13, 2026

Government

Alabama becomes the first Conduent-supported state – and only the second state in the nation – to roll out chip-enabled EBT cards statewide

Chips allow beneficiaries to insert their cards into point-of-sale terminals, significantly enhancing the security of SNAP and TANF accounts

FLORHAM PARK, N.J. — Conduent Incorporated (Nasdaq: CNDT), a global technology-driven business solutions and services company, today announced its collaboration with the Alabama Department of Human Resources (DHR) to introduce chip-enabled EBT cards designed to help prevent fraud. The new cards, now mailed to EBT cardholders across the state, are expected to significantly enhance account security for beneficiaries, including those in the Supplemental Nutrition Assistance Program (SNAP) and the Temporary Assistance for Needy Families (TANF) program.

Across the country, states have reported a sharp rise in fraud attempts targeting EBT cards, which traditionally rely on magnetic stripes and are vulnerable to skimming – where criminals install devices on point-of-sale terminals to steal card information. With chip technology, Alabama cardholders can now insert their cards into the terminals rather than swiping them, adding a critical layer of protection.

Following a pilot program launched in December, Alabama is the first Conduent-supported state – and only the second state nationwide – to introduce EBT cards to all cardholders. Additional states are preparing similar rollouts.

“I am so pleased to finally bring this instrumental change to our EBT cardholders statewide,” said Alabama DHR Commissioner Nancy Buckner. “After a successful pilot program, we have shown that these new cards are easy to use and offer much better protection for the benefits. I am pleased that with this chip technology upgrade, our clients can have more confidence that their benefits will be there when they purchase groceries. This is not the end; we will continue to work and develop new and innovative ways to better protect our clients and their benefits.”

“We are honored to help Alabama DHR lead the way in giving their beneficiaries this critically important tool to protect their accounts and funds,” said Anna Sever, President, Government Solutions at Conduent. “Transitioning to chip technology is a proven fraud-prevention strategy. Chip cards are widely used across the country for other types of accounts, and EBT payments deserve the same level of security.”

SNAP and TANF recipients in Alabama and several other states can also use Conduent’s ConnectEBT mobile app and cardholder portal, which allow beneficiaries to lock their accounts to block all purchases, providing greater control and helping prevent unauthorized transactions.

In addition, with Conduent’s support, Alabama DHR recently implemented a system enhancement that automatically defaults all EBT cards to block out-of-state and online transactions. Cardholders who wish to make these types of purchases can easily unlock their card through the ConnectEBT app or portal.

The technologies are part of Conduent’s VeriSight Anti-Fraud Suite, a set of innovative solutions that help agencies address fraud risks in public benefit programs. The suite includes adaptive fraud detection tools for EBT customer service centers that can identify and block suspicious activity, such as unusual phone numbers or high call volumes.

Conduent is a national leader in government payment disbursements, and it currently supports electronic payments for public programs in 37 states. Conduent also supports U.S. government agencies with end-to-end solutions for healthcare claims processing, eligibility and enrollment, and child support administration.

About Conduent

Conduent delivers digital business solutions and services spanning the commercial, government and transportation spectrum – creating valuable outcomes for its clients and the millions of people who count on them. The Company leverages cloud computing, artificial intelligence, machine learning, automation and advanced analytics to deliver mission-critical solutions. Through a dedicated global team of approximately 51,000 associates, process expertise and advanced technologies, Conduent’s solutions and services digitally transform its clients’ operations to enhance customer experiences, improve performance, increase efficiencies and reduce costs. Conduent adds momentum to its clients’ missions in many ways including disbursing approximately $80 billion in government payments annually, enabling approximately 2.0 billion customer service interactions annually, empowering millions of employees through HR services every year and processing over 14 million tolling transactions every day. Learn more at www.conduent.com.

Note: To receive RSS news feeds, visit www.news.conduent.com. For open commentary, industry perspectives and views, visit https://x.com/Conduenthttp://www.linkedin.com/company/Conduent or http://www.facebook.com/Conduent.

Trademarks

Conduent is a trademark of Conduent Incorporated in the United States and/or other countries. Other names may be trademarks of their respective owners.

Media Contacts

Neil Franz

Conduent

neil.franz@conduent.com

+1-240-687-0127

Joshua Overholt

Conduent

ir@conduent.com

Release – Kratos Defense & Security Solutions Schedules Fourth Quarter and Fiscal Year 2025 Earnings Conference Call for Monday, February 23rd

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February 13, 2026

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SAN DIEGO, Feb. 13, 2026 (GLOBE NEWSWIRE) — Kratos Defense & Security Solutions, Inc. (NASDAQ: KTOS), a Technology Company in the Defense, National Security and Global Markets, announced today that it will publish financial results for the fourth quarter and fiscal year 2025 after the close of market on Monday, February 23rd. Management will discuss the Company’s operations and financial results in a conference call beginning at 2:00 p.m. Pacific (5:00 p.m. Eastern).

The call will be available at www.kratosdefense.com. Participants may register for the call using this Online Form. Upon registration, all telephone participants will receive the dial-in number along with a unique PIN that can be used to access the call. For those who cannot access the live broadcast, a replay will be available on Kratos’ website.

About Kratos Defense & Security Solutions
Kratos Defense & Security Solutions, Inc. (NASDAQ: KTOS) is a technology, products, system and software company addressing the defense, national security, and commercial markets.  Kratos makes true internally funded research, development, capital and other investments, to rapidly develop, produce and field solutions that address our customers’ mission critical needs and requirements.  At Kratos, affordability is a technology, and we seek to utilize proven, leading edge approaches and technology, not unproven bleeding edge approaches or technology, with Kratos’ approach designed to reduce cost, schedule and risk, enabling us to be first to market with cost effective solutions.  We believe that Kratos is known as an innovative disruptive change agent in the industry, a company that is an expert in designing products and systems up front for successful rapid, large quantity, low cost future manufacturing which is a value add competitive differentiator for our large traditional prime system integrator partners and also to our government and commercial customers.  Kratos intends to pursue program and contract opportunities as the prime or lead contractor when we believe that our probability of win (PWin) is high and any investment required by Kratos is within our capital resource comfort level. We intend to partner and team with a large, traditional system integrator when our assessment of PWin is greater or required investment is beyond Kratos’ comfort level. Kratos’ primary business areas include virtualized ground systems for satellites and space vehicles including software for command & control (C2) and telemetry, tracking and control (TT&C), jet powered unmanned aerial drone systems, hypersonic vehicles and rocket systems, propulsion systems for drones, missiles, loitering munitions, supersonic systems, space craft and launch systems, C5ISR and microwave electronic products for missile, radar, missile defense, space, satellite, counter UAS, directed energy, communication and other systems, and virtual & augmented reality training systems for the warfighter.  For more information, visit www.KratosDefense.com

Press Contact:
Claire Burghoff
claire.burghoff@kratosdefense.com 

Investor Information:
877-934-4687
investor@kratosdefense.com 

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Source: Kratos Defense & Security Solutions, Inc.

Release – Kim Marvin Steps Down from Titan International Inc. Board of Directors

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Feb 12, 2026

CHICAGO, Feb. 12, 2026 /PRNewswire/ — Titan International, Inc. announces that Kim Marvin has stepped down from its Board of Directors.

Mr. Marvin stepped down from the Board of Directors of Titan International, Inc. after approximately 24 months of service due to time constraints and other professional commitments.  The company currently has no intention of replacing this board seat. 

Paul Reitz, President and CEO of Titan International stated “I want to thank Kim for his contributions over the past two years. Kim provided valuable operational continuity following the Carlstar acquisition and Titan benefited from his combination of engineering expertise, financial and transactional experience.  We want to wish Kim all the best in his future endeavors.”

About Titan: Titan International, Inc. (NYSE: TWI) is a leading global manufacturer of off-highway wheels, tires, assemblies, and undercarriage products.  Headquartered in West Chicago, Illinois, the   company globally produces a broad range of products to meet the specifications of original equipment manufacturers (OEMs) and aftermarket customers in the agricultural, earthmoving/construction, and   consumer markets. For more information, visit www.titan-intl.com.

Titan International, Inc. logo. (PRNewsFoto/Titan International)

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SOURCE Titan International, Inc.

Release – Alliance Entertainment Reports Second Quarter Fiscal Year 2026 Results

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Adjusted EBITDA up 15% to $18.5M; Gross Margin expands 210 basis points to 12.8%

Net Income increased to $9.4M, or $0.18 per share, compared to $7.1M, or $0.14 per share, in Q2 FY25

Strengthened balance sheet, ending quarter with $74.1M in working capital

PLANTATION, Fla., Feb. 12, 2026 (GLOBE NEWSWIRE) — Alliance Entertainment Holding Corporation (Nasdaq: AENT), a premier distributor, logistics provider, and omnichannel fulfillment partner to the entertainment and pop culture collectibles industry, supplying more than 340,000 unique SKUs across music, video, video games, licensed merchandise, and exclusive collectibles to over 35,000 retail and e-commerce storefronts, reported its financial and operational results for its fiscal second quarter ended December 31, 2025.

Second Quarter FY 2026 Highlights

  • Sustained Profitability and Margin Execution: Net income increased year-over-year to approximately $9.4 million, or $0.18 per share, up from $7.1 million, or $0.14 per share in Q2 FY25, reflecting continued execution against the Company’s established profitability baseline. Adjusted EBITDA was approximately $18.5 million, an increase of $2.4 million year-over-year. Adjusted EBITDA margin was approximately 5%, compared to 4.1% in Q2 FY25, a 200 basis point improvement over the margin profile achieved in the trailing 12-months ended September 30, 2025. Gross margin expanded 210 basis points year-over-year to 12.8%, driven by favorable mix and higher-value products. A reconciliation of non-GAAP financial measures to the most comparable GAAP measure is provided at the end of this release.
  • Launch of Authentication and Digital Product Identity Platform: On December 31, 2025, the Company completed the acquisition of Endstate, establishing Endstate Authentic, a dedicated NFC-enabled authentication and digital product identity platform. The platform expands Alliance’s role beyond physical product distribution by enabling authenticated ownership, provenance, and verified resale across premium physical goods, supporting the full lifecycle of collectible products from initial sale through secondary markets. Designed as a scalable, enterprise-grade platform, Endstate Authentic is intended to support both Alliance’s internal initiatives and third-party brands, licensors, and ecosystem partners, adding a technology-enabled layer that enhances trust, differentiation, and long-term value creation across the collectibles and premium goods market. Subsequent to quarter end, Alliance launched Alliance Authentic™, a premium vinyl collectibles platform that represents the first commercial application of these capabilities within the Company’s portfolio.
  • Strength in Physical Media: Physical movie revenue increased 33% year-over-year to $114 million, benefiting from sustained demand for premium formats such as 4K Ultra HD and collectible SteelBook editions, as well as the Company’s exclusive distribution partnerships. Alliance was named the exclusive physical media distribution partner for Amazon MGM Studios in North America, effective January 1, 2026, further strengthening its leadership in premium home entertainment and collector-focused releases. Vinyl record sales increased 3% year-over-year, supported by continued consumer demand for collectible and limited-edition releases. Compact disc (CD) sales increased approximately 5% year-over-year, supported by higher unit volumes and the Company’s first full quarter as the exclusive distributor for Virgin Music Group through its AMPED Distribution division.
  • Collectibles Growth and Portfolio Expansion: Collectibles revenue increased 31% year-over-year, driven by higher average selling prices and a continued shift toward premium, licensed products. Results benefited from expanded sourcing activity, new vendor additions, and the continued integration of the Company’s owned brand, Handmade by Robots™.
  • Operational Discipline and Infrastructure Investment: Operating income increased year-over-year to $17.3 million, up from $14.8 million in Q2 FY25, reflecting continued operating leverage and disciplined cost management. Total operating expenses rose modestly, driven by targeted investments in technology, personnel, and infrastructure to support exclusive content partnerships and long-term scalability. Distribution and fulfillment costs were 3.3% of net revenue, consistent with 3.2% in Q2 FY25, supported by warehouse automation initiatives and ongoing efficiencies from prior facility consolidation.
  • Balance Sheet and Liquidity Strength: The Company ended the quarter with working capital of approximately $74.1 million, reflecting disciplined management of inventory and payables. During the quarter, the Company refinanced its asset-based lending agreement with a new $120 million senior secured credit facility from Bank of America, enhancing liquidity and financial flexibility, with availability at quarter end of $35 million.

“Our second quarter results reflect continued execution against the profitability baseline we established last year,” said Jeff Walker, Chief Executive Officer of Alliance Entertainment. “For the six months ended December 31, 2025, earnings per share increased to $0.28, up from $0.15 in the prior-year period, demonstrating the earnings leverage created by our structurally improved margin profile.

“Physical media continues to perform as a collectible category, supported by exclusive partnerships and strong consumer demand for premium formats,” Walker added. “With the launch of Alliance Authentic™, we’re extending that strategy into premium vinyl collectibles by introducing The Ultimate Vinyl Collectible™, enabling fans and collectors to Own a Piece of Vinyl History™ through authentic, certified, and individually numbered releases sourced directly from rights holders. This initiative builds on our strengths in physical media and reinforces our focus on high-value, enthusiast-driven products. With a structurally stronger margin profile and a growing pipeline of exclusive content, we believe Alliance is well positioned to deliver durable profitability and long-term value for our shareholders.”

Amanda Gnecco, Chief Financial Officer of Alliance Entertainment, said, “Net income in the second quarter increased 33% year-over-year to $9.4 million, and adjusted EBITDA margin improved 92 basis points year-over-year to 5.0%, reflecting the durability of our cost structure and the benefits of our improving product mix.

“During the quarter, we strengthened our balance sheet by refinancing our credit facility with Bank of America, reducing borrowing costs by up to 250 basis points and extending the maturity to five years. We ended the quarter with just over $74 million in working capital and enhanced liquidity, providing greater financial flexibility to support premium inventory, exclusive partnerships, and strategic initiatives while maintaining disciplined capital management,” continued Gnecco.

“As we look ahead, we’re building on a much stronger foundation,” Walker continued. “The acquisition of Endstate and the launch of Endstate Authentic mark an important step in expanding Alliance beyond distribution into authenticated collectibles, digital product identity, and recurring platform-driven revenue. This technology allows us to extend the value of physical products across their entire lifecycle-from initial sale through authenticated resale-while strengthening trust, provenance, and margins across our ecosystem. With the launch of Alliance Authentic™, we are also creating new opportunities in the collectible vinyl market by applying authentication, scarcity, and provenance to products we already source and distribute at scale.

“Separately, our new exclusive partnership with Amazon MGM Studios strengthens our leadership in premium physical home entertainment,” Walker added. “By combining our scale, operational execution, and exclusive studio relationships, we continue to elevate physical movies as collectible formats for fans and enthusiasts. Together, these initiatives reflect a disciplined approach to growth that leverages our scale, exclusivity, and financial flexibility to create long-term shareholder value.”

Second Quarter FY 2026 Financial Results

  • Net revenues for the fiscal second quarter ended December 31, 2025, were $369 million, compared to $394 million in the same period of fiscal 2025.
  • Gross profit for the fiscal second quarter ended December 31, 2025, was $47.1 million, compared to $42.3 million in the same period of fiscal 2025.
  • Gross margin for the fiscal second quarter ended December 31, 2025, was 12.8%, up 210 basis points from 10.7% in the same period of fiscal 2025.
  • Net income for the fiscal second quarter ended December 31, 2025, was $9.4 million, or $0.18 per diluted share, compared to net income of $7.1 million, or $0.14 per diluted share for the same period of fiscal 2025.
  • Adjusted EBITDA for the fiscal second quarter ended December 31, 2025, was $18.5 million, compared to Adjusted EBITDA of $16.1 million for the same period of fiscal 2025.

Six-Months FY 2026 Financial Results

  • Net revenues for the six months ended December 31, 2025, were $623 million, compared to $623 million in the same period of fiscal 2025.
  • Gross profit for the six months ended December 31, 2025, was $84.3 million, compared to $67.8 million in the same period of fiscal 2025.
  • Gross margin for the six months ended December 31, 2025, was 13.5%, up 260 basis points from 10.9% in the same period of fiscal 2025.
  • Net income for the six months ended December 31, 2025, was $14.3 million, or $0.28 per diluted share, compared to net income of $7.5 million, or $0.15 per diluted share for the same period of fiscal 2025.
  • Adjusted EBITDA for the six months ended December 31, 2025, was $30.7 million, compared to Adjusted EBITDA of $19.5 million for the same period of fiscal 2025.

Conference Call

Alliance Entertainment Chief Executive Officer Jeff Walker, Chief Financial Officer Amanda Gnecco, and Executive Chairman Bruce Ogilvie will host the conference call, which will be followed by a question-and-answer session. A presentation will accompany the call and can be viewed during the webcast or accessed via the investor relations section of the Company’s website here.

To access the call, please use the following information:

Date:Thursday, February 12, 2026
Time:4:30 p.m. Eastern Time, 1:30 p.m. Pacific Time
Toll-free dial-in number:1-877-407-0784
International dial-in number:1-201-689-8560
Conference ID:13758224

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact RedChip Companies at 1-407-644-4256.

The conference call will be broadcast live and available for replay at https://viavid.webcasts.com/starthere.jsp?ei=1749656&tp_key=d0dfe4e261 and via the investor relations section of the Company’s website here.

A telephone replay of the call will be available approximately three hours after the call concludes and can be accessed through March 12, 2026, using the following information:

Toll-free replay number:1-844-512-2921
International replay number:1-412-317-6671
Replay ID:13758224

About Alliance Entertainment

Alliance Entertainment (NASDAQ: AENT) is a premier distributor and fulfillment partner for the entertainment and pop culture collectibles industry. With more than 340,000 unique in-stock SKUs – including over 57,300 exclusive titles across compact discs, vinyl LPs, DVDs, Blu-rays, and video games – Alliance offers the largest selection of physical media in the market. Our vast catalog also includes licensed merchandise, toys, retro gaming products, and collectibles, serving over 35,000 retail locations and powering e-commerce fulfillment for leading retailers. Alliance also owns and operates proprietary collectibles brands, including Handmade by Robots™, a stylized vinyl figure line featuring licensed characters from leading entertainment franchises, and Alliance Authentic™, a premium platform for authentic, certified, and individually numbered entertainment collectibles. In addition, Alliance operates Endstate Authentic, a dedicated NFC-enabled authentication and digital product identity platform supporting authenticated collectibles, resale, and brand protection. Leveraging decades of operational expertise, exclusive sourcing relationships, and a capital-light, scalable infrastructure, Alliance connects fans and collectors to the products, franchises, and experiences they value across formats and generations. For more information, visit www.aent.com.

Forward Looking Statements

Certain statements included in this Press Release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether identified in this Press Release, and on the current expectations of Alliance’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as and must not be relied on by an investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Alliance. These forward-looking statements are subject to a number of risks and uncertainties, including risks relating to the anticipated growth rates and market opportunities; changes in applicable laws or regulations; the ability of Alliance to execute its business model, including market acceptance of its systems and related services; Alliance’s reliance on a concentration of suppliers for its products and services; increases in Alliance’s costs, disruption of supply, or shortage of products and materials; Alliance’s dependence on a concentration of customers, and failure to add new customers or expand sales to Alliance’s existing customers; increased Alliance inventory and risk of obsolescence; Alliance’s significant amount of indebtedness; our ability to refinance our existing indebtedness; our ability to continue as a going concern absent access to sources of liquidity; risks that a breach of the revolving credit facility could result in the lender declaring a default and that the full outstanding amount under the revolving credit facility could be immediately due in full, which would have severe adverse consequences for the Company; known or future litigation and regulatory enforcement risks, including the diversion of time and attention and the additional costs and demands on Alliance’s resources; Alliance’s business being adversely affected by increased inflation, uncertainty regarding tariffs, higher interest rates and other adverse economic, business, and/or competitive factors; geopolitical risk and changes in applicable laws or regulations; as well as our financial condition and results of operations; substantial regulations, which are evolving, and unfavorable changes or failure by Alliance to comply with these regulations; product liability claims, which could harm Alliance’s financial condition and liquidity if Alliance is not able to successfully defend or insure against such claims; availability of additional capital to support business growth; and the inability of Alliance to develop and maintain effective internal controls.

For investor inquiries, please contact:

Dave Gentry
RedChip Companies, Inc.
1-800-REDCHIP (733-2447)
1-407-644-4256
AENT@redchip.com

View full release here.

Release – Direct Digital Holdings Regains Compliance with Nasdaq Bid Price Requirement

Research News and Market Data on DRCT

February 12, 2026 1:30 pm EST Download as PDF

HOUSTON, Feb. 12, 2026 /PRNewswire/ — Direct Digital Holdings, Inc. (Nasdaq: DRCT) (“Direct Digital Holdings” or the “Company”), a leading advertising and marketing technology platform operating through its companies Colossus Media, LLC (“Colossus SSP”) and Orange 142, LLC (“Orange 142”), today announced that the Company has received formal notice from The Nasdaq Stock Market LLC (“Nasdaq”) confirming that the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2), which requires a minimum bid price of $1.00 per share, and otherwise satisfies all applicable criteria for continued listing on The Nasdaq Capital Market.

Mark Walker, CEO of Direct Digital Holdings, commented, “Evidencing full compliance with the Nasdaq listing criteria represents an important step on our path forward and the continued execution on our strategic goals.”

The Company’s common stock will continue to trade on Nasdaq under the ticker symbol “DRCT.”

Cautionary Note Regarding Forward Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws that are subject to certain risks, trends and uncertainties. We use words such as “could,” “would,” “may,” “might,” “will,” “expect,” “likely,” “believe,” “continue,” “anticipate,” “estimate,” “intend,” “plan,” “project” and other similar expressions to identify forward-looking statements, but not all forward-looking statements include these words. All of our forward-looking statements involve estimates and uncertainties that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Accordingly, any such statements are qualified in their entirety by reference to the information described under the caption “Risk Factors” and elsewhere in our most recent Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Form 10-K”) and subsequent periodic and or current reports filed with the Securities and Exchange Commission (the “SEC”).

The forward-looking statements contained in this press release are based on assumptions that we have made in light of our industry experience and our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. As you read and consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (many of which are beyond our control) and assumptions.

Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual operating and financial performance and cause our performance to differ materially from the performance expressed in or implied by the forward-looking statements. We believe these factors include, but are not limited to, the following: the restrictions and covenants imposed upon us by our credit facilities; the substantial doubt about our ability to continue as a going concern, which may hinder our ability to obtain future financing; our ability to secure additional financing to meet our capital needs; our ability to maintain compliance with applicable listing standards of the Nasdaq Capital Market; any significant fluctuations caused by our high customer concentration; risks related to non-payment by our clients; reputational and other harms caused by our failure to detect advertising fraud; operational and performance issues with our platform, whether real or perceived, including a failure to respond to technological changes or to upgrade our technology systems; restrictions on the use of third-party “cookies,” mobile device IDs or other tracking technologies, which could diminish our platform’s effectiveness; unfavorable publicity and negative public perception about our industry, particularly concerns regarding data privacy and security relating to our industry’s technology and practices, and any perceived failure to comply with laws and industry self-regulation; our failure to manage our growth effectively; the difficulty in identifying and integrating any future acquisitions or strategic investments; any changes or developments in legislative, judicial, regulatory or cultural environments related to information collection, use and processing; challenges related to our buy-side clients that are destination marketing organizations and that operate as public/private partnerships; any strain on our resources or diversion of our management’s attention as a result of being a public company; the intense competition of the digital advertising industry and our ability to effectively compete against current and future competitors; any significant inadvertent disclosure or breach of confidential and/or personal information we hold, or of the security of our or our customers’, suppliers’ or other partners’ computer systems; as a holding company, we depend on distributions from Direct Digital Holdings, LLC (“DDH LLC”) to pay our taxes, expenses (including payments under the Tax Receivable Agreement) and any amount of any dividends we may pay to the holders of our common stock; any failure by us to maintain or implement effective internal controls or to detect fraud; and other factors and assumptions discussed in our Form 10-K and subsequent periodic and current reports we may file with the SEC.

Should one or more of these risks or uncertainties materialize or should any of these assumptions prove to be incorrect, our actual operating and financial performance may vary in material respects from the performance projected in these forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made, and except as required by law, we undertake no obligation to update any forward-looking statement contained in this press release to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. New factors that could cause our business not to develop as we expect emerge from time to time, and it is not possible for us to predict all of them. Further, we cannot assess the impact of each currently known or new factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

About Direct Digital Holdings

Direct Digital Holdings (Nasdaq: DRCT) combines cutting-edge sell-side and buy-side advertising solutions, providing data-driven digital media strategies that enhance reach and performance for brands, agencies, and publishers of all sizes. Our sell-side platform, Colossus SSP, offers curated access to premium, growth-oriented media properties throughout the digital ecosystem. On the buy-side, Orange 142 delivers customized, audience-focused digital marketing and advertising solutions that enable mid-market and enterprise companies to achieve measurable results across a range of platforms, including programmatic, search, social, CTV, and influencer marketing. With extensive expertise in high-growth sectors such as Energy, Healthcare, Travel & Tourism, and Financial Services, our teams deliver performance strategies that connect brands with their ideal audiences.

At Direct Digital Holdings, we prioritize personal relationships by humanizing technology, ensuring each client receives dedicated support and tailored digital marketing solutions regardless of company size. This empowers everyone to thrive by generating billions of monthly impressions across display, CTV, in-app, and emerging media channels through advanced targeting, comprehensive data insights, and cross-platform activation. DDH is “Digital advertising built for everyone.”

Contacts:

Investors:
IMS Investor Relations
Walter Frank/Jennifer Belodeau
(203) 972-9200
investors@directdigitalholdings.com

Direct Digital Holdings Logo (PRNewsfoto/Direct Digital Holdings)

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Release – Seanergy Maritime Announces the Date for the Fourth Quarter and Year Ended December 31, 2025, Financial Results, Conference Call and Webcast

Research News and Market Data on SHIP

February 12, 2026 09:00 ET  | Source: Seanergy Maritime Holdings Corp.


Earnings Release: Tuesday, February 17, 2026, Before Market Open in New York 
Conference Call and Webcast: Tuesday, February 17, 2026, at 10:00 a.m. Eastern Time

GLYFADA, Greece, Feb. 12, 2026 (GLOBE NEWSWIRE) — Seanergy Maritime Holdings Corp. (the “Company” or “Seanergy”) (NASDAQ: SHIP) announced today that it will release its financial results for the fourth quarter and year ended December 31, 2025, prior to the open of the market in New York on Tuesday, February 17, 2026.

Seanergy’s senior management will conduct a conference call and simultaneous Internet webcast to review these results on Tuesday, February 17, 2026, at 10:00 a.m. Eastern Time.

Audio Webcast and Earnings Presentation:
There will be a live, and then archived, webcast of the conference call and accompanying slides available through the Company’s website. To access the slides and listen to the archived audio file, visit our website, following the Webcast & Presentations section under our Investor Relations page. Participants to the live webcast should register on Seanergy’s website approximately 10 minutes prior to the start of the webcast, by following this link.

Conference Call Details:
Participants have the option to register for the call using the following link. You can use any number from the list or add your phone number and let the system call you right away.

About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp. is a prominent pure-play Capesize shipping company publicly listed in the U.S. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. The Company’s operating fleet consists of 20 vessels (2 Newcastlemax and 18 Capesize) with an average age of approximately 14.6 years and an aggregate cargo carrying capacity of approximately 3,633,861 dwt.

The Company is incorporated in the Republic of the Marshall Islands and has executive offices in Glyfada, Greece. The Company’s common shares trade on the Nasdaq Capital Market under the symbol “SHIP”.

Please visit our Company website at: www.seanergymaritime.com.

Forward-Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events, including with respect to declaration of dividends, market trends and shareholder returns. Words such as “may”, “should”, “expects”, “intends”, “plans”, “believes”, “anticipates”, “hopes”, “estimates” and variations of such words and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the Company’s operating or financial results; the Company’s liquidity, including its ability to service its indebtedness; competitive factors in the market in which the Company operates; shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand; future, pending or recent acquisitions and dispositions, business strategy, impacts of litigation, areas of possible expansion or contraction, and expected capital spending or operating expenses; risks associated with operations outside the United States; broader market impacts arising from trade disputes or war (or threatened war) or international hostilities, such as between Israel and Hamas or Iran, China and Taiwan and between Russia and Ukraine; risks associated with the length and severity of pandemics, including their effects on demand for dry bulk products and the transportation thereof; and other factors listed from time to time in the Company’s filings with the SEC, including its most recent annual report on Form 20-F. The Company’s filings can be obtained free of charge on the SEC’s website at www.sec.gov. Except to the extent required by law, the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

For further information please contact:
Seanergy Investor Relations
Tel: +30 213 0181 522
E-mail: ir@seanergy.gr

Capital Link, Inc.
Paul Lampoutis
230 Park Avenue Suite 1540
New York, NY 10169
Tel: (212) 661-7566
Email: seanergy@capitallink.com

Release – Saga Communications, Inc. Declares a Quarterly Cash Dividend of $0.25 per Share

Research News and Market Data on SGA

Feb 12, 2026

PDF Version

GROSSE POINTE FARMS, Mich., Feb. 12, 2026 (GLOBE NEWSWIRE) — Saga Communications, Inc. (Nasdaq – SGA) (the “Company”, “Saga” or “our”) today announced that its Board of Directors (“Board”) declared a quarterly cash dividend of $0.25 per share. The dividend will be paid on March 20, 2026, to shareholders of record on February 26, 2026. The aggregate amount of the payment to be made in connection with the quarterly dividend will be approximately $1.6 million. The quarterly dividend will be funded by cash on the Company’s balance sheet. Including this dividend, the Company will have paid over $143 million in dividends to shareholders since the first special dividend was paid in 2012.

The Company currently intends to declare regular quarterly cash dividends in the future. Further, as part of its overall capital allocation plan for fiscal year 2026 the Company may also implement stock buybacks and declare special dividends in future periods. The declaration and payment of any future dividend, whether fixed, special, or based on the variable policy, or the implementation of any stock buyback program will remain at the full discretion of the Board and will depend on the Company’s financial results, cash requirements, future expectations, and other pertinent factors.

Saga is a media company whose business provides radio, digital, e-commerce, local on-line news and non-traditional revenue initiatives. Saga operates in 28 markets and provides services to national, regional and local advertisers to meet their growing advertising needs. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacom.com.

This press release contains certain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based upon current expectations and involve certain risks and uncertainties. Words such as “will,” “may,” “believes,” “intends,” “expects,” “anticipates,” “guidance,” and similar expressions are intended to identify forward-looking statements. The material risks facing our business are described in the reports Saga periodically files with the U.S. Securities and Exchange Commission, including, in particular, Item 1A of our Annual Report on Form 10-K. Readers should note that forward-looking statements may be impacted by several factors, including global, national, and local economic changes and changes in the radio broadcast industry in general as well as Saga’s actual performance. Actual results may vary materially from those described herein and Saga undertakes no obligation to update any information contained herein that constitutes a forward-looking statement.

Contact:
Samuel D. Bush
(313) 886-7070

Release – Conduent Reports Fourth Quarter and Full Year 2025 Financial Results

Research News and Market Data on CNDT

February 12, 2026

Earnings/Financial

Key Q4 and Full Year 2025 Highlights

  • Revenue and Adj. Revenue(1): Q4 $770M / FY $3,042M
  • Pre-tax Income (Loss): Q4 $(28)M / FY $(160)M
  • Adj. EBITDA Margin(1): Q4 6.5% / FY 5.4%
  • New Business Signings ACV(2): Q4 $152M / FY $517M

FLORHAM PARK, N.J., Feb. 12, 2026 — Conduent Incorporated (Nasdaq: CNDT), a global technology driven business process solutions and services company, today announced its fourth quarter and full year 2025 financial results.

Harsha V. Agadi, Chief Executive Officer stated. “Q4 and full‑year 2025 reflected mixed execution for Conduent. In our Government and Transportation segments, we saw improving revenue trends, continued growth in the sales pipeline, and further gains in cost efficiency. In Commercial, we are focused on strengthening our go‑to‑market strategy by enhancing our sales organization and expanding penetration of our solutions within our existing client base. While we recognize there is more work ahead, the results in Government and Transportation demonstrate the early impact of the disciplined actions the team has taken over the past several months.”

“Having led several successful transformations, I know sustainable turnarounds are built on focus, consistency, and a commitment to serving clients exceptionally well. I’ve been impressed by the strength of our people, our capabilities, and the opportunities to deepen adoption of our AI‑ and GenAI‑enabled solutions.”

Agadi continued, “Our priorities are clear: accelerating execution, enforcing financial discipline, reducing our cost structure, optimizing the portfolio, converting pipeline into growth, and simplifying our organizational structure to position us to capitalize on the opportunities ahead. I look forward to continuing this work with our teams and updating our stakeholders as we advance our progress.”

Key Financial Q4 and Full Year 2025 Results

($ in millions, except margin and per share data)Q4 2025Q4 2024Current
Quarter
Y/Y B/(W)
FY 25FY 24FY Y/Y
B/(W)
Revenue$770$800(3.8)%$3,042$3,356(9.4)%
Adjusted Revenue(1)$770$800(3.8)%$3,042$3,176(4.2)%
GAAP Net Income (Loss)$(33)$(12)(158.3)%$(170)$426(139.9)%
Adjusted EBITDA(1)$50$3256.3%$164$12432.3%
Adjusted EBITDA Margin(1)6.5%4.0%250 bps5.4%3.9%150 bps
GAAP Income (Loss) Before Income Tax$(28)$(82)68.3%$(160)$504(131.7)%
GAAP Diluted EPS$(0.23)$(0.09)$(0.13)$(1.14)$2.23$(3.37)
Adjusted Diluted EPS(1)$(0.09)$(0.15)$0.07$(0.43)$(0.51)$0.08
Cash Flow from Operating Activities$39$41(4.9)%$(73)$(50)(46.0)%
Adjusted Free Cash Flow(1)$28$62(54.8)%$(130)$(59)(120.3)%


Performance Commentary
At the end of 2025, Conduent maintained a cash balance of $243 million along with $223 million unused capacity under its recently renewed credit facility.

Full year 2025 pre-tax income (loss) was $(160) million versus $504 million in the prior year. This decrease is primarily caused by the divestiture-driven gains in the prior year.

2025 Adjusted EBITDA of $164 million and Adjusted EBITDA margin of 5.4% increased versus the prior year and were in line with guidance showing continued momentum toward our target margin.

CEO Priorities

  • Increase speed and accountability: Accelerate decision making and operational excellence across a global enterprise that is focused on being client centric.
     
  • Enforce financial discipline: Drive all decisions through the lens of their impact to revenue growth, margin expansion, and free cash flow.
     
  • Reduce cost structure: Leaner organization with clear line of sight for business leaders. We will reduce layers and empower leaders with full P&L ownership.
     
  • Optimize the portfolio: Execute a fix, sell, or grow strategy to improve performance, reduce debt, and invest in growth.
     
  • Convert pipeline to growth: Improve pipeline execution to deliver consistent revenue growth.

(1) Refer to Appendix for definition and complete non-GAAP reconciliations of Adjusted Revenue, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Diluted EPS and Adjusted Free Cash Flow.
(2) Refer to Appendix for definition

Conference Call
Management will present the results during a conference call and webcast on February 12, 2026 at 9:00 a.m. ET.

The call will be available by live audio webcast along with the news release and online presentation slides at https://investor.conduent.com/.

The conference call will also be available by calling 877-407-4019 toll-free. If requested, the conference ID for this call is 13758159.

The international dial-in is 1-201-689-8337. The international conference ID is also 13758159.

A recording of the conference call will be available by calling 1-877-660-6853 three hours after the conference call concludes. The replay ID is 13758159.

The telephone recording will be available until February 26, 2026

About Conduent
Conduent delivers digital business solutions and services spanning the commercial, government and transportation spectrum – creating valuable outcomes for its clients and the millions of people who count on them. The Company leverages cloud computing, artificial intelligence, machine learning, automation and advanced analytics to deliver mission-critical solutions. Through a dedicated global team of approximately 51,000 associates, process expertise and advanced technologies, Conduent’s solutions and services digitally transform its clients’ operations to enhance customer experiences, improve performance, increase efficiencies and reduce costs. Conduent adds momentum to its clients’ missions in many ways including disbursing approximately $80 billion in government payments annually, enabling approximately 2.0 billion customer service interactions annually, empowering millions of employees through HR services every year and processing over 14 million tolling transactions every day. Learn more at www.conduent.com.

Non-GAAP Financial Measures
We have reported our financial results in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP). In addition, we have discussed our financial results using non-GAAP measures. We believe these non-GAAP measures allow investors to better understand the trends in our business and to better understand and compare our results. Accordingly, we believe it is necessary to adjust several reported amounts, determined in accordance with U.S. GAAP, to exclude the effects of certain items as well as their related tax effects. Management believes that these non-GAAP financial measures provide an additional means of analyzing the results of the current period against the corresponding prior period. However, these non-GAAP financial measures should be viewed in addition to, and not as a substitute for, our reported results prepared in accordance with U.S. GAAP. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable U.S. GAAP measures and should be read only in conjunction with our Consolidated Financial Statements prepared in accordance with U.S. GAAP. Our management regularly uses our non-GAAP financial measures internally to understand, manage and evaluate our business and make operating decisions. Providing such non-GAAP financial measures to investors allows for a further level of transparency as to how management reviews and evaluates our business results and trends. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is based in part on the performance of our business based on certain of these non-GAAP measures. Refer to the “Non-GAAP Financial Measures” section attached to this release for a discussion of these non-GAAP measures and their reconciliation to the reported U.S. GAAP measures.

Forward-Looking Statements

This press release, any exhibits or attachments to this release, and other public statements we make may contain “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. The words “anticipate,” “believe,” “estimate,” “expect,” “expectations,” “in front of us,” “plan,” “intend,” “will,” “aim,” “should,” “could,” “forecast,” “target,” “may,” “continue to,” “looking to continue,” “endeavor,” “if,” “growing,” “projected,” “potential,” “likely,” “see,” “ahead,” “further,” “going forward,” “on the horizon,” “as we progress,” “going to,” “path from here forward,” “think,” “path to deliver,” “from here,” “on track,” “remain” and similar expressions (including the negative and plural forms of such words and phrases), as they relate to us, are intended to identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. All statements other than statements of historical fact included in this press release or any attachment to this press release are forward-looking statements, including, but not limited to, statements regarding our financial results, condition and outlook; changes in our operating results; general and market and economic conditions. These statements reflect our current views with respect to future events and are subject to certain risks, uncertainties and assumptions, many of which are outside of our control, that could cause actual results to differ materially from those expected or implied by such forward-looking statements contained in this press release, any exhibits to this press release and other public statements we make.

Important factors and uncertainties that could cause our actual results to differ materially from those in our forward-looking statements include, but are not limited to: government appropriations and termination rights contained in our government contracts, the competitiveness of the markets in which we operate and our ability to renew commercial and government contracts, including contracts awarded through competitive bidding processes; our ability to recover capital and other investments in connection with our contracts; the impact of geopolitical events and geopolitical tensions (such as the war in the Ukraine and conflict in the Middle East), macroeconomic conditions, natural disasters and other factors in a particular country or region on our workforce, customers and vendors; our reliance on third-party providers; our ability to deliver on our contractual obligations properly and on time; changes in continued interest in outsourced business process services; the adverse effect of claims of infringement of third-party intellectual property rights; our ability to estimate the scope of work or the costs of performance in our contracts; the loss of key senior management and our ability to attract and retain necessary technical personnel and qualified subcontractors; our failure to develop new service offerings and protect our intellectual property rights; our ability to modernize our information technology infrastructure and consolidate data centers; expectations relating to environmental, social and governance considerations; utilization of our stock repurchase program; the effects related to our use of artificial intelligence on our business; the failure to comply with laws relating to individually identifiable information and personal health information; the failure to comply with laws relating to processing certain financial transactions, including payment card transactions and debit or credit card transactions; breaches of our information systems or security systems or any service interruptions; risks related to hacking or other cybersecurity threats to our data systems, information systems and network infrastructure and other service interruptions, including relating to the previously disclosed cyber event that took place in January 2025 (the “January 2025 Cyber Event”), including Conduent’s investigation of such incident and mitigation and remediation efforts, the nature and extent of such incident, the potential disruption to our business or operations, the potential impact on Conduent’s reputation, and Conduent’s assessments of the likely financial and operational impacts of such incident; our ability to comply with data security standards; developments in various contingent liabilities that are not reflected on our balance sheet, including those arising as a result of being involved in a variety of claims, lawsuits, investigations and proceedings; risks related to divestiture transactions, including but not limited to the Company’s ability to realize the benefits anticipated from such transactions, and unexpected costs or liabilities in connection with such transactions, the impact of potential goodwill and other asset impairments on our results of operations; our significant indebtedness and the terms of such indebtedness; our failure to obtain or maintain a satisfactory credit rating and financial performance; our ability to obtain adequate pricing for our services and to improve our cost structure; our ability to collect our receivables, including those for unbilled services; a decline in revenues from, or a loss of, or a reduction in business from or failure of significant clients; fluctuations in our non-recurring revenue; increases in the cost of voice and data services or significant interruptions in such services; our ability to receive dividends or other payments from our subsidiaries; and other factors that are set forth in the “Risk Factors” section, the “Legal Proceedings” section, the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section and other sections in our 2025 Annual Report on Form 10-K, as well as in our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with or furnished to the Securities and Exchange Commission. Any forward-looking statements made by us in this release speak only as of the date on which they are made. We are under no obligation to, and expressly disclaim any obligation to, update or alter our forward-looking statements, whether because of new information, subsequent events or otherwise, except as required by law.

View full release here.

Media Contacts

Sean Collins

Conduent

Sean.Collins2@conduent.com

+1-310-497-9205

Joshua Overholt

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Release – Kelly Reports Fourth-Quarter and Full-Year 2025 Earnings

Research News and Market Data on KELYA

February 12, 2026

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TROY, Mich., Feb. 12, 2026 (GLOBE NEWSWIRE) — Kelly (Nasdaq: KELYA, KELYB), a leading specialty talent solutions provider, today announced fourth-quarter and full-year 2025 earnings.

  • Full-year revenue of $4.3 billiondown 1.9% as reported and flat excluding previously disclosed acquisitions and the discrete impacts
  • Full-year free cash flow of $114 million, a sixfold increase versus the prior year. Completed $10 million of Class A share repurchases during Q4, with a total of $158 million of capital deployed towards debt repayment, share repurchases and dividends for the year
  • Q4 adjusted SG&A decline of 11.1% reflects momentum on structural and demand-driven expense optimization initiatives, including acquisition integration and technology modernization efforts
  • Q4 operating loss of $0.7 million$8.3 million of operating earnings on an adjusted basis
  • Q4 adjusted EBITDA of $21.0 million; adjusted EBITDA margin of 2.0%, full-year adjusted EBITDA margin of 2.6%
  • Company expects to return to organic revenue growth and adjusted EBITDA margin expansion in the second half of 2026

Chris Layden, chief executive officer, said, “In the fourth quarter, we capitalized on positive trends in each of our segments and delivered results that reflect our progress on stabilizing Kelly’s performance. We also completed the first significant milestone in our technology modernization initiative, completing the consolidation of our SET acquisitions onto a unified, best-in-class platform that will soon be deployed across SET and the entire enterprise. We begin 2026 with clear organic growth and efficiency drivers which we expect will position Kelly to deliver year-over-year growth and margin expansion in the second half of the year.”

Financial Results for the 13-week period ended December 28, 2025:

Revenue of $1.1 billion, a 11.9% decrease compared to the corresponding quarter of 2024, primarily driven by lower demand in our ETM and SET segments, partially offset by growth of 1.3% in the Education segment. Discrete impacts associated with reduced demand for U.S. federal government contractors and from three large commercial customers totaled approximately 8%, resulting in an underlying revenue decline of approximately 3.9%.

Operating loss of $0.7 million compared to a loss of $56.7 million reported in the fourth quarter of 2024. Adjusted earnings1 were $8.3 million in the fourth quarter of 2025 and $29.2 million in the fourth quarter of 2024. Adjusted EBITDA1 of $21.0 million, down 51.7% versus the prior year period. Adjusted EBITDA1 margin of 2.0%, a decrease of 170 bps driven primarily by near-term gross margin pressure in SET and ETM due primarily to employee-related costs and business mix.

Income tax expense of $126.2 million, compared to income tax benefit of $23.8 million reported in the fourth quarter of 2024. Current quarter expense reflects a $127.9 million valuation allowance increase related to work opportunity credit and foreign tax credit carryforwards due to cumulative losses in recent years including goodwill impairments. On an adjusted basis1, income tax expense of $0.8 million, compared to income tax benefit of $2.1 million in the fourth quarter of 2024.

Loss per share was $3.69 compared to a loss per share of $0.90 in the fourth quarter of 2024. On an adjusted basis1, earnings per share were $0.16 compared to $0.79 per share in the corresponding quarter of 2024.

Financial results for the 52-week period ended December 28, 2025:

Revenue of $4.3 billion, down 1.9% compared to the prior year. Excluding the impact of the May 2024 acquisition of MRP, revenue was down 6.2% on an organic basis driven primarily by a 6% decline due to discrete impacts associated with reduced demand for U.S. federal government contractors and from three large commercial customers. The Education segment grew 3.9% for the full year.

Operating loss of $69.8 million compared to a loss of $15.1 million reported in 2024; both years reflect non-cash impairment charges of $102.0 million and $86.3 million, respectively. Adjusted earnings1 were $59.3 million in 2025 and $92.1 million in 2024. Adjusted EBITDA1 of $109.4 million, down 23.8% versus the prior year. Adjusted EBITDA1 margin of 2.6%, a decrease of 70 bps driven primarily by near-term gross margin pressure in SET and ETM along with revenue trends and timing of related expense management actions.

Income tax expense of $175.3 million, compared to income tax benefit of $21.3 million in 2024. The 2025 expense reflects a $197.6 million valuation allowance established against our work opportunity credit and foreign tax credit carryforwards due to cumulative losses in recent years including goodwill impairments. On an adjusted basis1, income tax expense was $4.2 million, compared to income tax expense of $5.5 million in the corresponding period of 2024.

Loss per share was $7.24 compared to a loss per share of $0.02 in 2024. On an adjusted basis1, earnings per share were $1.26 in 2025 compared to $2.26 per share in 2024.
_________________________________________
Adjusted measures represent non-GAAP financial measures. Refer to our reconciliation of non-GAAP financial measures to the most closely related GAAP measure included in this document.


Financial Outlook For Fiscal 
2026:

The Company’s 2026 financial outlook assumes no material change in the macroeconomic or industry dynamics relative to current trends, and is as follows:

  • First Quarter of 2026 – Expect Q1 to look similar to Q4, with revenue declining between 11% to 13% year-over-year, or between 3% to 5% on an underlying basis excluding discrete customer impacts, and adjusted EBITDA margin of approximately 1.5%, which includes the impact of annual payroll tax resets.
     
  • Remainder of Year – Assuming no new material impacts, expect relative improvement in year-over-year performance each successive quarter for both revenue and adjusted EBITDA margin resulting in modest year-over-year revenue growth and measurable adjusted EBITDA margin expansion in the second half of the year.

Quarterly Cash Dividend and Share Repurchase:

Kelly also reported that on February 10, its board of directors declared a dividend of $0.075 per share. The dividend is payable on March 11, 2026, to stockholders of record as of the close of business on February 25, 2026. In addition, Kelly executed share repurchases of $10.0 million during the fourth quarter of 2025 as part of the previously announced, board approved share repurchase program.

In conjunction with its earnings release, Kelly has published a financial presentation and will host a live webcast of a conference call with financial analysts at 9 a.m. ET on February 12 to review the results from the quarter and answer questions. The presentation and a link to the live webcast will be accessible through the Company’s public website on the Investor Relations page under Events & Presentations. The webcast will be recorded, and a replay will be available within one hour of completion of the event through the same link as the live webcast.

Forward-Looking Statements

This release contains statements that are forward looking in nature and, accordingly, are subject to risks and uncertainties. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about Kelly’s financial expectations, are forward-looking statements. Factors that could cause actual results to differ materially from those contained in this release include, but are not limited to, (i) changing market and economic conditions, (ii) disruption in the labor market and weakened demand for human capital resulting from technological advances, loss of large corporate customers and government contractor requirements, (iii) the impact of laws and regulations (including federal, state and international tax laws), (iv) unexpected changes in claim trends on workers’ compensation, unemployment, disability and medical benefit plans, (v) litigation and other legal liabilities (including tax liabilities) in excess of our estimates, (vi) our ability to achieve our business’s anticipated growth strategies, (vii) our future business development, results of operations and financial condition, (viii) damage to our brands, (ix) dependency on third parties for the execution of critical functions, (x) conducting business in foreign countries, including foreign currency fluctuations, (xi) availability of temporary workers with appropriate skills required by customers, (xii) cyberattacks or other breaches of network or information technology security, and (xiii) other risks, uncertainties and factors discussed in this release and in the Company’s filings with the Securities and Exchange Commission. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. All information provided in this press release is as of the date of this press release and we undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.

About Kelly®

Kelly Services, Inc. (Nasdaq: KELYA, KELYB) helps companies recruit and manage skilled workers and helps job seekers find great work. Since inventing the staffing industry in 1946, we have become experts in the many industries and local and global markets we serve. With a network of suppliers and partners around the world, we connect approximately 375,000 people with work every year. Our suite of outsourcing and consulting services and solutions ensures companies have the people they need, when and where they are needed most. Headquartered in Troy, Michigan, we empower businesses and individuals to access limitless opportunities in industries such as science, engineering, technology, education, manufacturing, retail, finance, and energy. Revenue in 2025 was $4.3 billion. Learn more at kellyservices.com.

KLYA-FIN

ANALYST & MEDIA CONTACT:   
Scott Thomas   
(248) 251-7264   
scott.thomas@kellyservices.com   

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Release – The GEO Group Announces Corporate Reorganization

Research News and Market Data on GEO

February 12, 2026

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BOCA RATON, Fla.–(BUSINESS WIRE)–Feb. 12, 2026– The GEO Group, Inc. (NYSE: GEO) (“GEO” or the “Company”) announced today that GEO’s Chief Executive Officer, J. David Donahue, has notified the Company of his retirement, effective February 28, 2026. GEO further announced that the Company’s Founder and Executive Chairman, Dr. George C. Zoley, will return to the position of Chairman and Chief Executive Officer under an amended employment agreement effective March 1, 2026 through April 2, 2029.

Dr. Zoley founded GEO in 1984 and continues to play a major role in GEO’s development of new business opportunities in the areas of correctional and detention management, community reentry, electronic monitoring, offender rehabilitation, secure transportation, and other diversified government services. Dr. Zoley was appointed GEO’s Executive Chairman on July 1, 2021. He served as GEO’s Chief Executive Officer from the time the Company went public in 1994 through June 2021. He has served as Chairman of GEO’s Board of Directors since May 2002 and previously served as GEO’s Vice Chairman of the Board from January 1997 to May 2002. Prior to 1994, he served as President and Director from the Company’s incorporation in 1988.

George C. Zoley, GEO’s Chairman, Chief Executive Officer, and Founder, said, “We appreciate Dave Donahue’s many years of service to our Company and wish him well in his retirement. I look forward to working with our Management Team and our Board of Directors to lead our Company through what we expect to be a very active period with significant growth opportunities ahead.”

About The GEO Group

The GEO Group, Inc. (NYSE: GEO) is a leading diversified government service provider, specializing in design, financing, development, and support services for secure facilities, processing centers, and community reentry centers in the United States, Australia, South Africa, and the United Kingdom. GEO’s diversified services include enhanced in-custody rehabilitation and post-release support through the award-winning GEO Continuum of Care®, secure transportation, electronic monitoring, community-based programs, and correctional health and mental health care. GEO’s worldwide operations include the ownership and/or delivery of support services for 95 facilities totaling approximately 75,000 beds, including idle facilities and projects under development, with a workforce of up to approximately 20,000 employees.

Use of forward-looking statements

This news release may contain “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the cautionary statements and risk factors contained in GEO’s filings with the U.S. Securities and Exchange Commission including its Form 10-K, 10-Q and 8-K reports. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Readers are strongly encouraged to read the full cautionary statements and risk factors contained in GEO’s filings with the U.S. Securities and Exchange Commission, including those referenced above. GEO disclaims any obligation to update or revise any forward-looking statements, except as required by law.

Pablo E. Paez (866) 301 4436
Executive Vice President, Corporate Relations

Source: The GEO Group, Inc.

Release – The GEO Group Reports Fourth Quarter and Full Year 2025 Results

Research News and Market Data on GEO

February 12, 2026

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BOCA RATON, Fla.–(BUSINESS WIRE)–Feb. 12, 2026– The GEO Group, Inc. (NYSE: GEO) (“GEO”, “we” or the “Company”), a leading provider of contracted support services for secure facilities, processing centers, and reentry centers, as well as enhanced in-custody rehabilitation, post-release support, and electronic monitoring programs, reported its financial results for the fourth quarter and full year 2025 and issued its initial financial guidance for 2026.

Fourth Quarter 2025 Highlights

  • Total revenues of $707.7 million
  • Net Income of $31.8 million
  • Net Income Attributable to GEO Operations of $0.23 per diluted share
  • Adjusted Net Income of $0.25 per diluted share
  • Adjusted EBITDA of $126.0 million
  • Repurchased approximately 2.97 million shares for $49.0 million

For the fourth quarter 2025, we reported net income attributable to GEO operations of $31.8 million, or $0.23 per diluted share, compared to net income attributable to GEO operations of $15.5 million, or $0.11 per diluted share, for the fourth quarter 2024.

Fourth quarter 2025 results reflect $4.0 million, pre-tax, in combined start-up expenses, close-out expenses, employee restructuring expenses, and non-cash contingent liability and litigation and settlement costs. Excluding these items, we reported adjusted net income for the fourth quarter 2025 of $34.8 million, or $0.25 per diluted share, compared to $18.2 million, or $0.13 per diluted share, for the fourth quarter 2024. We reported total revenues for the fourth quarter 2025 of $707.7 million compared to $607.7 million for the fourth quarter 2024. We reported fourth quarter 2025 Adjusted EBITDA of $126.0 million, compared to $108.0 million for the fourth quarter 2024.

George C. Zoley, GEO’s Chairman, Chief Executive Officer and Founder, said, “We are pleased with our strong fourth quarter financial results, which were underpinned by strong operational performance across our diversified business segments. In 2025, we made significant progress towards meeting our financial and strategic objectives. We entered into new or expanded contracts, which are expected to generate up to approximately $520 million in annualized revenues, making it the most successful year for new business wins in our Company’s history.”

“In 2026, we expect to be able to capture additional growth opportunities with 6,000 available high-security idle beds and the ability to scale up our services in our electronic monitoring and secure transportation segments. We also believe that we made significant progress towards strengthening our capital structure and enhancing shareholder value through capital returns during 2025,” Zoley added.

Full Year 2025 Highlights

  • Total revenues of $2.6 billion
  • Net Income of $254.3 million
  • Net Income Attributable to GEO Operations of $1.82 per diluted share
  • Adjusted Net Income of $0.86 per diluted share
  • Adjusted EBITDA of $464.4 million
  • Repurchased approximately 4.94 million shares for $90.6 million

For the full year 2025, we reported net income attributable to GEO operations of $254.4 million, or $1.82 per diluted share, compared to net income attributable to GEO operations of $32.0 million, or $0.22 per diluted share, for the full year 2024. Results for the full year 2025 reflect a gain on asset divestitures of $232.4 million, pre-tax, $8.4 million, pre-tax, in costs associated with the extinguishment of debt, $6.3 million, pre-tax, in combined start-up expenses, close-out expenses, employee restructuring expenses, and transaction fees, and $38.2 million, pre-tax, in non-cash contingent liability and litigation and settlement costs, primarily in connection with a legal case in the State of Washington, Nwauzor v. GEO, (the “Nwauzor Case”) involving claims of detainees in the custody of U.S. Immigration and Customs Enforcement (“ICE”). The U.S. Court of Appeals for the Ninth Circuit recently ruled that detainees who participate in a voluntary work program while in ICE detention are entitled to state minimum wage payments. The ruling has been stayed pending GEO’s appeal to the U.S. Supreme Court. While we have appealed the case to the U.S. Supreme Court, due to Generally Accepted Accounting Principles, we recorded this non-cash contingent litigation reserve during 2025.

Excluding these items, we reported adjusted net income for the full year 2025 of $120.1 million, or $0.86 per diluted share, compared to $101.0 million, or $0.75 per diluted share, for the full year 2024. We reported total revenues for the full year 2025 of $2.63 billion compared to $2.42 billion for the full year 2024. We reported Adjusted EBITDA for the full year 2025 of $464.4 million, compared to $463.5 million for the full year 2024.

2025 Operational Highlights

In 2025, we entered into new contracts to house ICE detainees at four facilities totaling approximately 6,000 beds, increasing our ICE capacity from approximately 20,000 beds to approximately 26,000 beds. These facilities include three company-owned facilities we announced in the first half of 2025: the 1,000-bed Delaney Hall Facility in Newark, New Jersey; the 1,800-bed North Lake Facility in Baldwin, Michigan; and the 1,868-bed D. Ray James Facility in Folkston, Georgia. More recently, in early October 2025, we announced a joint-venture agreement to provide management services at the 1,310-bed North Florida Detention Facility in Baker County, Florida. We believe this contract arrangement demonstrates GEO’s ability to provide management services through alternative solutions like the State of Florida’s partnership with the federal government. Additionally, during the third quarter of 2025, we reactivated our 1,940-bed Adelanto ICE Processing Center in California, which was previously underutilized due to a COVID-related court case.

In 2025, we also expanded the delivery of our secure transportation services on behalf of ICE and the U.S. Marshals Service. We entered into new or amended contracts to expand secure ground transportation services at four existing ICE facilities and at our three newly activated ICE facilities, and the support services that we provide under our ICE air transportation subcontract continued to steadily increase throughout 2025. We also announced a new five-year contract with the U.S. Marshals for the provision of secure transportation services covering 26 federal judicial districts and spanning 14 states.

During the third quarter of 2025, we announced three managed-only contract awards from the Florida Department of Corrections for the assumption of management and support services at the 985-bed Bay Correctional and Rehabilitation Facility and the 1,884-bed Graceville Correctional and Rehabilitation Facility and for the continuation of management and support services at the 985-bed Moore Haven Correctional and Rehabilitation Facility. The three contracts are expected to have an initial term of three years, effective July 1, 2026, with unlimited two-year renewal option periods.

During the third quarter of 2025, we also completed the sale of our company-owned, 2,388-bed Lawton Correctional Facility (the “Lawton Facility”) to the State of Oklahoma for $312 million and simultaneously transitioned the operations to the Oklahoma Department of Corrections. We also completed the sale of the 139-bed Hector Garza Reentry Center in Texas for $10 million. We used a portion of the net proceeds from the sale of the Lawton Facility to complete the previously announced purchase of the 770-bed Western Region Detention Facility in San Diego, California (the “San Diego Facility”) for approximately $60 million. We have a long-standing contract with the U.S. Marshals Service for the exclusive use of the San Diego Facility.

On September 30, 2025, our wholly-owned subsidiary, BI Incorporated was awarded a new two-year contract, inclusive of option periods, by ICE for the continued provision of electronic monitoring, case management, and supervision services under the Intensive Supervision Appearance Program (“ISAP”). We believe this important contract award is a testament to the high-quality electronic monitoring and case management services BI has consistently delivered under the ISAP contract through a nationwide network of approximately 100 offices and close to 1,000 employees. BI has provided technology solutions, holistic case management, supervision, monitoring, and compliance services under the ISAP contract for over 21 years and has achieved high levels of compliance using a wide range of technologies and case management services over that time.

In December 2025, we were awarded a new two-year contract by ICE for the provision of Skip Tracing services. Skip Tracing services entail enhanced location research primarily with identifiable information and commercial data verification to verify current address information and investigate alternative address information for individuals on the non-detained docket. This two-year contract award follows an initial Skip Tracing pilot contract that we successfully implemented during the fourth quarter of 2025.

Financial Guidance

Today, we issued our initial financial guidance for 2026. We expect full year 2026 GAAP Net Income to be in a range of $0.99 to $1.07 per diluted share on annual revenues of $2.9 billion to $3.1 billion and based on an effective tax rate of approximately 28 percent, inclusive of known discrete items.

We expect full year 2026 Adjusted EBITDA to be in a range of $490 million to $510 million. We expect total Capital Expenditures for the full year 2026 to be between $120 million and $155 million.

Our 2026 guidance includes an assumption for some modest organic growth in the second half of the year as well as the corresponding impact of start-up expenses.

For the first quarter 2026, we expect GAAP Net Income to be in a range of $0.17 to $0.19 per diluted share, on quarterly revenues of $680 million to $690 million. We expect first quarter 2026 Adjusted EBITDA to be between $107 million and $112 million. Compared to fourth quarter 2025 results, our first quarter 2026 guidance reflects higher payroll tax expenses, which are front-loaded in the beginning of each year; two fewer days during the period; and no revenue or earnings assumption for the Skip Tracing services contract as we transition from the pilot contract that was implemented in the fourth quarter to the new two-year contract.

Balance Sheet

At year-end 2025, we had approximately $70 million in cash on hand and approximately $1.65 billion in total debt. During the fourth quarter of 2025, we experienced a temporary increase in accounts receivable in part as a result of the federal government shutdown in October and November of 2025, which resulted in a temporary increase in our outstanding debt borrowings. In recent weeks, we have been able to significantly improve our accounts receivable position further improving our liquidity, resulting in an improvement in our current net debt balance to approximately $1.5 billion currently. Additionally, on January 22, 2026, we announced the closing of an amendment to our Amended Credit Agreement to increase our Revolving Credit Facility commitments from $450 million to $550 million.

Share Repurchase Program

During the fourth quarter of 2025, we repurchased approximately 2.97 million shares of GEO common stock at an aggregate cost of approximately $49.0 million. As of year-end 2025, we had repurchased approximately 4.94 million shares of GEO common stock at an aggregate cost of approximately $90.6 million under our $500 million share repurchase authorization, leaving approximately $409.4 million of repurchase authorization available under the share repurchase program.

Repurchases of GEO’s outstanding common stock will be made in accordance with applicable securities laws and may be made at our senior management’s discretion from time to time in the open market, by block purchase, through privately negotiated transactions, pursuant to a trading plan, or otherwise in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The authorization for the share repurchase program may be extended, increased, decreased, suspended or terminated by our Board of Directors in its discretion at any time. Repurchases of the Company’s common stock (and the timing thereof) will depend upon market conditions, regulatory requirements, the Company’s existing obligations, including its Credit Agreement, other corporate liquidity requirements and priorities and other factors as may be considered in the Company’s sole discretion. The authorization for the share repurchase program does not obligate GEO to purchase any particular amount of the Company’s common stock.

Conference Call Information

We have scheduled a conference call and webcast for today at 1:00 PM (Eastern Time) to discuss our fourth quarter and full year 2025 financial results as well as our outlook. The call-in number for the U.S. is 1-877-250-1553 and the international call-in number is 1-412-542-4145. In addition, a live audio webcast of the conference call may be accessed on the Webcasts section under the News, Events and Reports tab of GEO’s investor relations webpage at investors.geogroup.com. A replay of the webcast will be available on the website for one year. A telephonic replay of the conference call will be available through February 19, 2026, at 1-855-669-9658 (U.S.) and 1-412-317-0088 (International). The participant passcode for the telephonic replay is 8459257.

About The GEO Group

The GEO Group, Inc. (NYSE: GEO) is a leading diversified government service provider, specializing in design, financing, development, and support services for secure facilities, processing centers, and community reentry centers in the United States, Australia, South Africa, and the United Kingdom. GEO’s diversified services include enhanced in-custody rehabilitation and post-release support through the award-winning GEO Continuum of Care®, secure transportation, electronic monitoring, community-based programs, and correctional health and mental health care. GEO’s worldwide operations include the ownership and/or delivery of support services for 95 facilities totaling approximately 75,000 beds, including idle facilities and projects under development, with a workforce of up to approximately 20,000 employees.

Reconciliation Tables and Supplemental Information

GEO has made available Supplemental Information which contains reconciliation tables of Net Income Attributable to GEO Operations to Adjusted Net Income, and Net Income to EBITDA and Adjusted EBITDA, along with supplemental financial and operational information on GEO’s business and other important operating metrics. The reconciliation tables are also presented herein. Please see the section below titled “Note to Reconciliation Tables and Supplemental Disclosure – Important Information on GEO’s Non-GAAP Financial Measures” for information on how GEO defines these supplemental Non-GAAP financial measures and reconciles them to the most directly comparable GAAP measures. GEO’s Reconciliation Tables can be found herein and in GEO’s Supplemental Information available on GEO’s investor webpage at investors.geogroup.com.

Note to Reconciliation Tables and Supplemental Disclosure –
Important Information on GEO’s Non-GAAP Financial Measures

Adjusted Net Income, EBITDA, and Adjusted EBITDA are non-GAAP financial measures that are presented as supplemental disclosures. GEO has presented herein certain forward-looking statements about GEO’s future financial performance that include non-GAAP financial measures, including Net Debt, Net Leverage, and Adjusted EBITDA. The determination of the amounts that are included or excluded from these non-GAAP financial measures is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period. While we have provided a high level reconciliation for the guidance ranges for full year 2026, we are unable to present a more detailed quantitative reconciliation of the forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because management cannot reliably predict all of the necessary components of such GAAP measures. The quantitative reconciliation of the forward-looking non-GAAP financial measures will be provided for completed annual and quarterly periods, as applicable, calculated in a consistent manner with the quantitative reconciliation of non-GAAP financial measures previously reported for completed annual and quarterly periods.

Net Debt is defined as gross principal debt less cash from restricted subsidiaries. Net Leverage is defined as Net Debt divided by Adjusted EBITDA.

EBITDA is defined as net income adjusted by adding provisions for income tax, interest expense, net of interest income, and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for (gain)/loss on asset divestiture/impairment, pre-tax, net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, non-cash contingent liability and litigation and settlement costs, pre-tax, start-up expenses, pre-tax, ATM equity program expenses, pre-tax, transaction fees, pre-tax, employee restructuring expenses, pre-tax, close-out expenses, pre-tax, other non-cash revenue and expenses, pre-tax, and certain other adjustments as defined from time to time. Given the nature of our business as a real estate owner and operator, we believe that EBITDA and Adjusted EBITDA are helpful to investors as measures of our operational performance because they provide an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures, and to fund other cash needs or reinvest cash into our business.

We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDA and Adjusted EBITDA provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income. The adjustments we make to derive the non-GAAP measures of EBITDA and Adjusted EBITDA exclude items which may cause short-term fluctuations in income from continuing operations and which we do not consider to be the fundamental attributes or primary drivers of our business plan and they do not affect our overall long-term operating performance. EBITDA and Adjusted EBITDA provide disclosure on the same basis as that used by our management and provide consistency in our financial reporting, facilitate internal and external comparisons of our historical operating performance and our business units and provide continuity to investors for comparability purposes.

Adjusted Net Income is defined as net income attributable to GEO operations adjusted for certain items which by their nature are not comparable from period to period or that tend to obscure GEO’s actual operating performance, including for the periods presented (gain)/loss on asset divestitures/impairment, pre-tax, loss on the extinguishment of debt, pre-tax, non-cash contingent liability and litigation and settlement costs, pre-tax, start-up expenses, pre-tax, ATM equity program expenses, pre-tax, transaction fees, pre-tax, employee restructuring expenses, pre-tax, close-out expenses, pre-tax, discreet tax benefit, and tax effect of adjustments to net income attributable to GEO operations.

Safe-Harbor Statement

This press release contains forward-looking statements regarding future events and future performance of GEO that involve risks and uncertainties that could materially and adversely affect actual results, including statements regarding GEO’s financial guidance for the full year and first quarter of 2026, the $500 million share repurchase program authorized by GEO’s Board of Directors, the anticipated timing and annualized revenues related to the activation of certain facilities and new and amended contracts, GEO’s ability to capture additional growth opportunities, and the Company’s efforts to strengthen its capital structure and enhance shareholder value through capital returns. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” or “continue” or the negative of such words and similar expressions. Risks and uncertainties that could cause actual results to vary from current expectations and forward-looking statements contained in this press release include, but are not limited to: (1) GEO’s ability to meet its financial guidance for the full year and first quarter of 2026 given the various risks to which its business is exposed; (2) GEO’s ability to execute on the $500 million share repurchase program authorized by GEO’s Board of Directors on the timeline it expects or at all; (3) GEO’s ability to deleverage and repay, refinance or otherwise address its debt maturities in an amount and on terms commercially acceptable to GEO, and on the timeline it expects or at all; (4) GEO’s ability to identify and successfully complete any potential sales of company-owned assets and businesses or potential acquisitions of assets or businesses on commercially advantageous terms on a timely basis, or at all; (5) changes in federal and state government policy, orders, directives, legislation and regulations that affect public-private partnerships with respect to secure, correctional and detention facilities, processing centers and reentry centers; (6) changes in federal immigration policy; (7) public and political opposition to the use of public-private partnerships with respect to secure correctional and detention facilities, processing centers and reentry centers; (8) the impact of any future global pandemic on GEO and GEO’s ability to mitigate the risks associated with such pandemic; (9) GEO’s ability to sustain or improve company-wide occupancy rates at its facilities; (10) fluctuations in GEO’s operating results, including as a result of contract activations, contract terminations, contract renegotiations, changes in occupancy levels and increases in GEO’s operating costs; (11) general economic and market conditions, including changes to governmental budgets and its impact on new contract terms, contract renewals, renegotiations, per diem rates, fixed payment provisions, and occupancy levels; (12) GEO’s ability to address inflationary pressures related to labor related expenses and other operating costs; (13) GEO’s ability to timely open facilities as planned, profitably manage such facilities and successfully integrate such facilities into GEO’s operations without substantial costs; (14) GEO’s ability to win management contracts for which it has submitted proposals and to retain existing management contracts; (15) risks associated with GEO’s ability to control operating costs associated with contract start-ups; (16) GEO’s ability to successfully pursue growth opportunities and continue to create shareholder value; (17) GEO’s ability to obtain financing or access the capital markets in the future on acceptable terms or at all; (18) any adverse impact on GEO’s financial results caused by any past or future federal government shutdown; (19) risks associated with the U.S. Supreme Court agreeing to hear GEO’s appeal in the Nwauzor Case and GEO’s ability to prevail on the merits; and (20) other factors contained in GEO’s Securities and Exchange Commission periodic filings, including its Form 10-K, 10-Q and 8-K reports, many of which are difficult to predict and outside of GEO’s control.

View full release here.

Pablo E. Paez (866) 301 4436
Executive Vice President, Corporate Relations

Source: The GEO Group, Inc.