8-K
LifeStance Health Group, Inc. (LFST)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): February 25, 2026 |
|---|
LifeStance Health Group, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-40478 | 86-1832801 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 4800 N. Scottsdale Road<br><br>Suite 2500 | ||
| Scottsdale, Arizona | 85251 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: 602 767-2100 | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 per share | LFST | The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On February 25, 2026, LifeStance Health Group, Inc. ("LifeStance Health Group", "LifeStance" or the "Company") issued a press release announcing its results of operations for the fourth quarter and full year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1.
The information furnished under Item 2.02 of this Current Report on Form 8-K, including the exhibit, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference into LifeStance Health Group's filings with the SEC under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors' Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 25, 2026, Kenneth Burdick, Executive Chairman of the Board of Directors of the Company (the “Board”) announced his planned transition to non-executive Chairman of the Board effective March 16, 2026. Mr. Burdick’s transition is not due to and does not involve any disagreement with management or the Board related to the Company’s operations, policies or practices.
Following the transition, Mr. Burdick will participate in the Company’s standard non-employee director compensation program and will be entitled to receive an annual cash retainer of $200,000 as non-executive chairperson of the Board of Directors of the Company and an annual grant of restricted stock units (“RSUs”) with a grant date fair market value of approximately $500,000 in that capacity.
Item 7.01 Regulation FD Disclosure.
A slide presentation, which includes supplemental information related to LifeStance Health Group, is furnished as Exhibit 99.2. The information furnished under Item 7.01 of this Current Report on Form 8-K, including the exhibit, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference into LifeStance Health Group's filings with the SEC under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01 Other Items.
On February 24, 2026, the Board of Directors of the Company approved a share repurchase program, which authorizes the Company to repurchase up to $100 million of the Company’s outstanding shares of common stock (the “Repurchase Program”). The Repurchase Program does not obligate the Company to repurchase any particular amount of common stock. Stock repurchases under this program may be made at such times, prices, amounts and on such terms as the Company may determine from time to time to be advisable based on a variety of factors such as the market price of the Company’s common stock, the Company’s corporate requirements, other investment opportunities, and the overall market condition, with such repurchases effectuated in the open market or through privately negotiated transactions (including accelerated share repurchase programs), block purchases, or exchange or non-exchange transactions, and using such broker-dealer or broker-dealers as the Company may determine.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated February 25, 2026. |
| 99.2 | Slide presentation providing supplemental information. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| LifeStance Health Group, Inc. | |||
|---|---|---|---|
| Date: | February 25, 2026 | By: | /s/ Ryan McGroarty |
| Ryan McGroarty<br>Chief Financial Officer and Treasurer<br>(principal financial and accounting officer) |
EX-99.1
Exhibit 99.1
Investor Relations Contact
Monica Prokocki
VP of Finance & Investor Relations
602-767-2100
investor.relations@lifestance.com
LifeStance Reports Fourth Quarter and Full Year 2025 Results
Announces $100 Million Share Repurchase Program
SCOTTSDALE, Ariz. – February 25, 2026 – LifeStance Health Group, Inc. (Nasdaq: LFST), one of the nation’s largest providers of outpatient mental healthcare, today announced financial results for the fourth quarter and full year ended December 31, 2025.
(All results compared to prior-year comparative period, unless otherwise noted)
2025 Highlights and 2026 Outlook
- Fourth quarter revenue of $382.2 million increased 17% and full year revenue of $1,424.3 million increased 14%
- Clinician base increased 9% to 8,040 clinicians, a sequential net increase of 44 in the fourth quarter and 657 for the full year
- Fourth quarter visit volumes increased 18% to 2.4 million and full year visit volumes increased 14% to 9.0 million
- Net income of $11.7 million in the fourth quarter and $9.7 million for the full year
- Adjusted EBITDA of $48.8 million in the fourth quarter and $157.7 million for the full year
- Net cash provided by operations of $57.6 million in the fourth quarter and $146.2 million for the full year
- Free Cash Flow generation of $46.6 million in the fourth quarter and $110.0 million for the full year
- For full year 2026, expecting revenue of $1.615 billion to $1.655 billion, Center Margin of $526 million to $550 million, and Adjusted EBITDA of $185 million to $205 million
“2025 was an exceptional year for LifeStance and reflects sustained execution across the organization,” said Dave Bourdon, CEO of LifeStance. “For the full year, we delivered mid-teens revenue growth, positive net income, double-digit Adjusted EBITDA margins and strong cash flow from operations. We closed the year with more than 8,000 clinicians and strong productivity improvement. As we enter 2026, we do so with operating and clinical momentum made possible by the dedication of our employees across the organization. I'm also pleased to announce that our Board of Directors has approved a $100 million share repurchase program, reflecting our strong cash generation and healthy balance sheet which allow us to continue investing for long-term growth while returning capital to shareholders.”
| Financial Highlights | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Q4 2025 | Q4 2024 | Y/Y | FY 2025 | FY 2024 | Y/Y | |||||||||||||
| (in millions) | ||||||||||||||||||
| Total revenue | $ | 382.2 | $ | 325.5 | 17 | % | $ | 1,424.3 | $ | 1,251.0 | 14 | % | ||||||
| Income (loss) from<br> operations | 18.1 | 1.1 | NM | 24.1 | (31.6 | ) | NM | |||||||||||
| Center Margin | 126.3 | 109.4 | 15 | % | 461.1 | 402.4 | 15 | % | ||||||||||
| Net income (loss) | 11.7 | (7.1 | ) | NM | 9.7 | (57.4 | ) | NM | ||||||||||
| Adjusted EBITDA | 48.8 | 32.8 | 49 | % | 157.7 | 119.7 | 32 | % | ||||||||||
| As % of Total revenue: | ||||||||||||||||||
| Income (loss) from<br> operations | 4.7 | % | 0.3 | % | 1.7 | % | (2.5 | %) | ||||||||||
| Center Margin | 33.0 | % | 33.6 | % | 32.4 | % | 32.2 | % | ||||||||||
| Net income (loss) | 3.1 | % | (2.2 | %) | 0.7 | % | (4.6 | %) | ||||||||||
| Adjusted EBITDA | 12.8 | % | 10.1 | % | 11.1 | % | 9.6 | % |
NM - not meaningful
(All results compared to prior-year period, unless otherwise noted)
- In the fourth quarter, revenue grew 17% to $382.2 million, and for the full year, revenue grew $173.3 million or 14% to $1,424.3 million compared to revenue of $1,251.0 million. Revenue growth in the fourth quarter was driven primarily by higher visit volumes from net clinician growth and improved clinician productivity.
- In the fourth quarter, income from operations was $18.1 million, and for the full year, income from operations was $24.1 million. In the fourth quarter, net income was $11.7 million, and for the full year, net income was $9.7 million.
- In the fourth quarter, Center Margin grew 15% to $126.3 million, or 33.0% of total revenue. For the full year, Center Margin grew 15% to $461.1 million, or 32.4% of total revenue.
- In the fourth quarter, Adjusted EBITDA increased 49% to $48.8 million, or 12.8% of total revenue. Adjusted EBITDA as a percentage of revenue increased in the fourth quarter as a result of improved operating leverage from revenue growing faster than general and administrative expenses. For the full year, Adjusted EBITDA grew 32% to $157.7 million, or 11.1% of total revenue.
Balance Sheet, Cash Flow, and Capital Allocation
For the year ended December 31, 2025, LifeStance generated $146.2 million cash flow from operations, including $57.6 million during the fourth quarter of 2025. The Company ended the fourth quarter with cash of $248.6 million and net long-term debt of $265.9 million.
2026 Guidance
LifeStance is providing the following outlook for 2026:
- The Company expects full year revenue of $1.615 billion to $1.655 billion, Center Margin of $526 million to $550 million, and Adjusted EBITDA of $185 million to $205 million.
- For the first quarter of 2026, the Company expects total revenue of $380 million to $400 million, Center Margin of $118 million to $132 million, and Adjusted EBITDA of $39 million to $45 million.
Share Repurchase Program
The Company's Board of Directors has approved a share repurchase program authorizing the repurchase of up to $100 million of the Company's outstanding common stock. Repurchases may be made from time to time at the Company's discretion in the open market or through privately negotiated transactions, including accelerated share repurchase programs, subject to market conditions and other relevant factors.
Conference Call, Webcast Information, and Presentations
LifeStance will hold a conference call today, February 25, 2026 at 8:30 a.m. Eastern Time to discuss the fourth quarter and full year 2025 results. Investors who wish to participate in the call should dial 1-800-715-9871, domestically, or 1-646-307-1963, internationally, approximately 10 minutes before the call begins and provide conference ID number 3993891 or ask to be joined into the LifeStance call. A real-time audio webcast can be accessed via the Events and Presentations section of the LifeStance Investor Relations website (https://investor.lifestance.com), where related materials will be posted prior to the conference call.
About LifeStance Health Group, Inc.
Founded in 2017, LifeStance (Nasdaq: LFST) is reimagining mental health. We are one of the nation’s largest providers of virtual and in-person outpatient mental healthcare for children, adolescents and adults experiencing a variety of mental health conditions. Our mission is to help people lead healthier, more fulfilling lives by improving access to trusted, affordable, and personalized mental healthcare. LifeStance and its supported practices employ approximately 8,000 psychiatrists, advanced practice nurses, psychologists and therapists and operates across 33 states and more than 550 centers. To learn more, please visit www.LifeStance.com.
We routinely post information that may be important to investors on the “Investor Relations” section of our website at investor.lifestance.com. We encourage investors and potential investors to consult our website regularly for important information about us.
Forward-Looking Statements
Statements in this press release and on the related teleconference that express a belief, expectation or intention, as well as those that are not historical fact, are forward-looking statements. These statements include, but are not limited to, statements with respect to: full year and first quarter guidance and management's related assumptions; business plans and objectives; our share repurchase authorization and repurchases thereunder; and other statements contained in this press release that are not historical facts. When used in this press release and on the related teleconference, words such as “may,” “will,” “should,” “could,” “intend,” “potential,” “continue,” “anticipate,” “believe,” “estimate,” “expect,” “plan,” “target,” “predict,” “project,” “seek” and similar expressions as they relate to us are intended to identify forward-looking statements. They involve a number of risks and uncertainties that may cause actual events and results to differ materially from such forward-looking statements. These risks and uncertainties include, but are not limited to: if reimbursement rates paid by third-party payors are reduced or if third-party payors otherwise restrain our ability to obtain or deliver care to patients, our business could be materially harmed; we may not grow at the rates we historically have achieved or at all, even if our key metrics may imply future growth, including if we are unable to successfully execute on our growth initiatives and business strategies; if we fail to manage our growth effectively, our expenses could increase more than expected, our revenue may not increase proportionally or at all, and we may be unable to execute on our business strategy; our ability to recruit new clinicians and retain existing clinicians; we conduct business in a heavily regulated industry and if we fail to comply with these laws and government regulations, we could incur penalties or be required to make significant changes to our operations or experience adverse publicity, which could have a material adverse effect on our business, results of operations and financial condition; we are dependent on our relationships with supported practices, which we do not own, to provide healthcare services, and our business would be harmed if those relationships were disrupted or if our arrangements with these entities became subject to legal challenges; we operate in a competitive industry, and if we are not able to compete effectively, our business and financial performance would be harmed; the impact on us of healthcare reform legislation and other changes in the healthcare industry and in healthcare spending is currently unknown, but may harm our business; if our or our vendors’ security measures fail or are breached and unauthorized access to our employees’, patients’ or partners’ data is obtained, our systems may be perceived as insecure, we may incur significant liabilities, including through private litigation or regulatory action, our reputation may be harmed, and we could lose patients and partners; our business depends on our ability to effectively invest in, implement improvements to and properly maintain the uninterrupted operation and data integrity of our information technology and other business systems; our existing indebtedness could adversely affect our business and growth prospects; and other risks and uncertainties set forth under “Risk Factors” included in the reports we have filed or will file with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent filings made with the Securities and Exchange Commission. LifeStance does not undertake to update any forward-looking statements made in this press release to reflect any change in management's expectations or any change in the assumptions or circumstances on which such statements are based, except as otherwise required by law.
Non-GAAP Financial Information
This press release contains certain non-GAAP financial measures, including Center Margin, Adjusted EBITDA, and Adjusted EBITDA margin. Tables showing the reconciliation of these non-GAAP financial measures to the comparable GAAP measures are included at the end of this release. Management believes these non-GAAP financial measures are useful in evaluating the Company’s operating performance, and may be helpful to securities analysts, institutional investors and other interested parties in understanding the Company’s operating performance and prospects. This press release also refers to Free Cash Flow, which is calculated as net cash provided by (used in) operating activities less purchases of property and equipment. Management believes Free Cash Flow is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our operations that, after investments in property and equipment, can be used for future growth. These non-GAAP financial measures, as calculated, may not be comparable to companies in other industries or within the same industry with similarly titled measures of performance. Therefore, the Company’s non-GAAP financial measures should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP, such as net income (loss) or income (loss) from operations.
Center Margin and Adjusted EBITDA anticipated for the first quarter of 2026 and full year 2026 are calculated in a manner consistent with the historical presentation of these measures at the end of this release. Reconciliation for the forward-looking first quarter of 2026 and full year 2026 Center Margin, Adjusted EBITDA guidance and Free Cash Flow is not being provided, as LifeStance does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. As such, LifeStance management cannot estimate on a forward-looking basis without unreasonable effort the impact these variables and individual adjustments will have on its reported results.
Management acknowledges that there are many items that impact a company’s reported results and the adjustments reflected in these non-GAAP measures are not intended to present all items that may have impacted these results.
# #
Consolidated Financial Information and Reconciliations
CONSOLIDATED BALANCE SHEETS
(unaudited)
(In thousands, except for par value)
| 2024 | |||||
| CURRENT ASSETS | |||||
| Cash and cash equivalents | 248,642 | $ | 154,571 | ||
| Patient accounts receivable, net | 95,710 | 131,802 | |||
| Prepaid expenses and other current assets | 71,848 | 26,137 | |||
| Total current assets | 416,200 | 312,510 | |||
| NONCURRENT ASSETS | |||||
| Property and equipment, net | 161,583 | 166,041 | |||
| Right-of-use assets | 149,720 | 147,878 | |||
| Intangible assets, net | 177,665 | 190,799 | |||
| Goodwill | 1,293,346 | 1,293,346 | |||
| Other noncurrent assets | 5,419 | 7,724 | |||
| Total noncurrent assets | 1,787,733 | 1,805,788 | |||
| Total assets | 2,203,933 | $ | 2,118,298 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
| CURRENT LIABILITIES | |||||
| Accounts payable | 6,122 | $ | 7,242 | ||
| Accrued payroll expenses | 143,327 | 117,461 | |||
| Other accrued expenses | 42,187 | 46,942 | |||
| Operating lease liabilities, current | 45,544 | 49,449 | |||
| Other current liabilities | 14,782 | 7,792 | |||
| Total current liabilities | 251,962 | 228,886 | |||
| NONCURRENT LIABILITIES | |||||
| Long-term debt, net | 265,927 | 279,790 | |||
| Operating lease liabilities, noncurrent | 148,553 | 148,699 | |||
| Deferred tax liability, net | 16,408 | 14,329 | |||
| Other noncurrent liabilities | 68 | 309 | |||
| Total noncurrent liabilities | 430,956 | 443,127 | |||
| Total liabilities | 682,918 | $ | 672,013 | ||
| COMMITMENTS AND CONTINGENCIES | |||||
| STOCKHOLDERS’ EQUITY | |||||
| Preferred stock – par value 0.01 per share; 25,000 shares authorized as of December 31, 2025 and December 31, 2024; 0 shares issued and outstanding as of December 31, 2025 and December 31, 2024 | — | — | |||
| Common stock – par value 0.01 per share; 800,000 shares authorized as of December 31, 2025 and December 31, 2024; 388,318 and 382,735 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively | 3,883 | 3,827 | |||
| Additional paid-in capital | 2,325,758 | 2,259,818 | |||
| Accumulated other comprehensive income | — | 929 | |||
| Accumulated deficit | (808,626 | ) | (818,289 | ) | |
| Total stockholders' equity | 1,521,015 | 1,446,285 | |||
| Total liabilities and stockholders’ equity | 2,203,933 | $ | 2,118,298 |
All values are in US Dollars.
consolidated statements of operations and comprehensive income (loss)
(unaudited)
(In thousands, except per share amounts)
| Year Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | |||||||
| TOTAL REVENUE | $ | 1,424,285 | $ | 1,250,970 | $ | 1,055,665 | |||
| OPERATING EXPENSES | |||||||||
| Center costs, excluding depreciation and<br> amortization shown separately below | 963,186 | 848,571 | 753,569 | ||||||
| General and administrative expenses | 382,198 | 363,062 | 410,793 | ||||||
| Depreciation and amortization | 54,753 | 70,950 | 80,437 | ||||||
| Total operating expenses | $ | 1,400,137 | $ | 1,282,583 | $ | 1,244,799 | |||
| INCOME (LOSS) FROM OPERATIONS | $ | 24,148 | $ | (31,613 | ) | $ | (189,134 | ) | |
| OTHER EXPENSE | |||||||||
| Gain on remeasurement of contingent consideration | — | 1,725 | 3,972 | ||||||
| Transaction costs | — | (827 | ) | (89 | ) | ||||
| Interest expense, net | (11,662 | ) | (26,535 | ) | (21,220 | ) | |||
| Other expense | (123 | ) | (363 | ) | (112 | ) | |||
| Total other expense | $ | (11,785 | ) | $ | (26,000 | ) | $ | (17,449 | ) |
| INCOME (LOSS) BEFORE INCOME TAXES | 12,363 | (57,613 | ) | (206,583 | ) | ||||
| INCOME TAX (PROVISION) BENEFIT | (2,700 | ) | 170 | 20,321 | |||||
| NET INCOME (LOSS) | $ | 9,663 | $ | (57,443 | ) | $ | (186,262 | ) | |
| EARNINGS (LOSS) PER SHARE | |||||||||
| Basic | 0.03 | (0.15 | ) | (0.51 | ) | ||||
| Diluted | 0.02 | (0.15 | ) | (0.51 | ) | ||||
| Weighted-average shares outstanding | |||||||||
| Basic | 386,016 | 379,147 | 367,457 | ||||||
| Diluted | 391,136 | 379,147 | 367,457 | ||||||
| NET INCOME (LOSS) | $ | 9,663 | $ | (57,443 | ) | $ | (186,262 | ) | |
| OTHER COMPREHENSIVE LOSS | |||||||||
| Unrealized losses on cash flow hedge, net of tax | (929 | ) | (1,374 | ) | (971 | ) | |||
| COMPREHENSIVE INCOME (LOSS) | $ | 8,734 | $ | (58,817 | ) | $ | (187,233 | ) |
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(In thousands)
| Year Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||||||||
| Net income (loss) | $ | 9,663 | $ | (57,443 | ) | $ | (186,262 | ) | |
| Adjustments to reconcile net income (loss) to net cash provided by<br> (used in) operating activities: | |||||||||
| Depreciation and amortization | 54,753 | 70,950 | 80,437 | ||||||
| Non-cash operating lease costs | 41,907 | 39,502 | 39,987 | ||||||
| Stock-based compensation | 74,701 | 76,172 | 99,388 | ||||||
| Deferred income taxes | 2,422 | (958 | ) | (21,920 | ) | ||||
| Loss on debt extinguishment | — | 5,032 | — | ||||||
| Amortization of discount and debt issue costs | 1,019 | 1,666 | 2,101 | ||||||
| Gain on remeasurement of contingent consideration | — | (1,725 | ) | (3,972 | ) | ||||
| Other, net | 2,030 | 1,431 | 7,080 | ||||||
| Change in operating assets and liabilities, net of businesses acquired: | |||||||||
| Patient accounts receivable, net | 36,092 | (6,397 | ) | (24,175 | ) | ||||
| Prepaid expenses and other current assets | (46,685 | ) | (3,332 | ) | (3,070 | ) | |||
| Accounts payable | (1,563 | ) | 501 | (5,605 | ) | ||||
| Accrued payroll expenses | 25,866 | 14,984 | 26,484 | ||||||
| Operating lease liabilities | (48,129 | ) | (46,748 | ) | (37,564 | ) | |||
| Other accrued expenses | (5,925 | ) | 13,625 | 10,207 | |||||
| Net cash provided by (used in) operating activities | $ | 146,151 | $ | 107,260 | $ | (16,884 | ) | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||||||||
| Purchases of property and equipment | (36,125 | ) | (21,566 | ) | (40,520 | ) | |||
| Acquisitions of businesses, net of cash acquired | — | — | (19,820 | ) | |||||
| Net cash used in investing activities | $ | (36,125 | ) | $ | (21,566 | ) | $ | (60,340 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||||||||
| Proceeds from long-term debt, net of discount | — | 287,809 | 57,753 | ||||||
| Payments of debt issue costs | — | (1,818 | ) | (188 | ) | ||||
| Payments of long-term debt | (7,250 | ) | (289,494 | ) | (2,470 | ) | |||
| Payments of contingent consideration | — | (6,444 | ) | (7,668 | ) | ||||
| Taxes related to net share settlement of equity awards | (8,705 | ) | — | — | |||||
| Net cash (used in) provided by financing activities | $ | (15,955 | ) | $ | (9,947 | ) | $ | 47,427 | |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 94,071 | 75,747 | (29,797 | ) | |||||
| Cash and cash equivalents - beginning of period | 154,571 | 78,824 | 108,621 | ||||||
| CASH AND CASH EQUIVALENTS – END OF PERIOD | $ | 248,642 | $ | 154,571 | $ | 78,824 | |||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |||||||||
| Cash paid for interest, net | $ | 17,800 | $ | 24,992 | $ | 21,044 | |||
| Cash paid for taxes, net of refunds | $ | 1,574 | $ | 57 | $ | 80 | |||
| SUPPLEMENTAL DISCLOSURES OF NON CASH INVESTING AND<br> FINANCING ACTIVITIES | |||||||||
| Contingent consideration incurred in acquisitions of businesses | $ | — | $ | — | $ | 1,985 | |||
| Acquisition of property and equipment included in liabilities | $ | 2,898 | $ | 1,469 | $ | 3,827 |
RECONCILIATION OF income (loss) FROM OPERATIONS TO CENTER MARGIN
| Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | ||||||
| (in thousands) | ||||||||
| Income (loss) from operations | $ | 24,148 | $ | (31,613 | ) | $ | (189,134 | ) |
| Adjusted for: | ||||||||
| Depreciation and amortization | 54,753 | 70,950 | 80,437 | |||||
| General and administrative expenses (1) | 382,198 | 363,062 | 410,793 | |||||
| Center Margin | $ | 461,099 | $ | 402,399 | $ | 302,096 |
- Represents salaries, wages and employee benefits for our executive leadership, finance, human resources, marketing, billing and credentialing support and technology infrastructure and stock-based compensation for all employees.
RECONCILIATION OF NET income (loss) TO ADJUSTED EBITDA
| Year Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2023 | |||||||
| (in thousands) | |||||||||
| Net income (loss) | $ | 9,663 | $ | (57,443 | ) | $ | (186,262 | ) | |
| Adjusted for: | |||||||||
| Interest expense, net | 11,662 | 26,535 | 21,220 | ||||||
| Depreciation and amortization | 54,753 | 70,950 | 80,437 | ||||||
| Income tax provision (benefit) | 2,700 | (170 | ) | (20,321 | ) | ||||
| Gain on remeasurement of contingent consideration | — | (1,725 | ) | (3,972 | ) | ||||
| Stock-based compensation expense | 74,701 | 76,172 | 99,388 | ||||||
| Loss on disposal of assets | 123 | 363 | 112 | ||||||
| Transaction costs (1) | — | 827 | 89 | ||||||
| Executive transition costs | 1,424 | 644 | 636 | ||||||
| Litigation costs (2) | 1,153 | 1,591 | 51,034 | ||||||
| Strategic initiatives (3) | — | 1,292 | 3,925 | ||||||
| Real estate optimization and restructuring charges (4) | (134 | ) | (309 | ) | 10,970 | ||||
| Amortization of cloud-based software<br> implementation costs (5) | 1,626 | 843 | — | ||||||
| Other expenses (6) | — | 172 | 1,786 | ||||||
| Adjusted EBITDA | $ | 157,671 | $ | 119,742 | $ | 59,042 |
- Primarily includes capital markets advisory, consulting, accounting and legal expenses related to our acquisitions and to our underwritten public offering completed in the second quarter of 2024.
- Litigation costs, net of insurance recoveries, include only those costs which are considered non-recurring and outside of the ordinary course of business based on the following considerations, which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) the complexity of the case (e.g., complex class action litigation), (iii) the nature of the remedy(ies) sought, including the size of any monetary damages sought, (iv) the counterparty involved, and (v) our overall litigation strategy. During the years ended December 31, 2025, 2024 and 2023, litigation costs included cash expenses related to certain litigation matters, including a privacy class action litigation and a compensation model class action litigation, and for the years ended December 31, 2024 and 2023, a securities class action litigation.
- Strategic initiatives consist of expenses directly related to a multi-phase system upgrade in connection with our recent and significant expansion. During the years ended December 31, 2024 and 2023, we continued a process of evaluating and adopting critical enterprise-wide systems for (i) human resources management, (ii) clinician credentialing and onboarding process, and for the year ended December 31, 2023, evaluating (iii) a scalable electronic health resources system. Strategic initiatives represents costs, such as third-party consulting costs and one-time costs, that are not part of our ongoing operations related to these enterprise-wide systems. We considered the frequency and scale of this multi-part enterprise upgrade when determining that the expenses were not normal, recurring operating expenses.
- Real estate optimization and restructuring charges consist of cash expenses and non-cash charges related to our real estate optimization initiative, which include certain asset impairment and disposal costs, certain gains and losses related to early lease terminations, and exit and disposal costs related to our real estate optimization initiative to consolidate our physical footprint for the year ended December 31, 2023. As the decision to close these centers was part of a significant strategic project driven by a historic shift in behavior, the magnitude of center closures was greater than what would be expected as part of ordinary business operations and did not constitute normal recurring operating activities. During the years ended December 31, 2025 and 2024, real estate optimization and restructuring charges consisted of certain gains and losses related to early lease terminations of previously abandoned real estate leases in 2023.
- Represents amortization of capitalized implementation costs related to cloud-based software arrangements that are included within general and administrative expenses included in our consolidated statements of operations and comprehensive income (loss).
- Primarily includes costs incurred to consummate or integrate acquired centers, certain of which are wholly-owned and certain of which are supported practices, in addition to the compensation paid to former owners of acquired centers and related expenses that are not reflective of the ongoing operating expenses of our centers. Acquired center integration and other are components of general and administrative expenses included in our consolidated statements of operations and comprehensive income (loss). Former owner fees is a component of center costs, excluding depreciation and amortization included in our consolidated statements of operations and comprehensive income (loss).
Reimagining Mental Health Q4 2025 Earnings Presentation • February 25, 2026 Exhibit 99.2
Forward-Looking Statements DISCLAIMERS Cautionary Note Regarding Forward-Looking Statements This presentation and related oral statements, including during any question and answer portion of the presentation, contain forward-looking statements about LifeStance Health Group, Inc. and its subsidiaries (“LifeStance”) and the industry in which LifeStance operates, including statements regarding: full-year and first quarter guidance and management’s related assumptions; the Company's financial position; business plans and objectives; our share repurchase authorization and repurchases thereunder; including capital allocation; and potential for disciplined acquisitions; operating results; working capital and liquidity; and other statements contained in this presentation that are not historical facts. These statements are subject to known and unknown uncertainties and contingencies outside of LifeStance's control and which are largely based on our current expectations and projections about future events and financial trends that we believe may affect LifeStance's financial condition, results of operations, business strategy, and prospects. LifeStance's actual results, events, or circumstances may differ materially from these statements. Forward-looking statements include all statements that are not historical facts. Words such as “anticipate,” “believe,” “envision,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue,” “contemplate” and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements are subject to a number of risks, uncertainties, factors and assumptions, including, among other things: if reimbursement rates paid by third-party payors are reduced or if third-party payors otherwise restrain our ability to obtain or deliver care to patients, our business could be materially harmed; we may not grow at the rates we historically have achieved or at all, even if our key metrics may imply future growth, including if we are unable to successfully execute on our growth initiatives and business strategies; if we fail to manage our growth effectively, our expenses could increase more than expected, our revenue may not increase proportionally or at all, and we may be unable to execute on our business strategy; our ability to recruit new clinicians and retain existing clinicians; we conduct business in a heavily regulated industry and if we fail to comply with these laws and government regulations, we could incur penalties or be required to make significant changes to our operations or experience adverse publicity, which could have a material adverse effect on our business, results of operations and financial condition; we are dependent on our relationships with supported practices, which we do not own, to provide health care services, and our business would be harmed if those relationships were disrupted or if our arrangements with these entities became subject to legal challenges; we operate in a competitive industry, and if we are not able to compete effectively, our business and financial performance would be harmed; the impact on us of healthcare reform legislation and other changes in the healthcare industry and in healthcare spending is currently unknown, but may harm our business; if our or our vendors' security measures fail or are breached and unauthorized access to our employees', patients' or partners' data is obtained, our systems may be perceived as insecure, we may incur significant liabilities, including through private litigation or regulatory action, our reputation may be harmed, and we could lose patients and partners; our business depends on our ability to effectively invest in, implement improvements to and properly maintain the uninterrupted operation and data integrity of our information technology and other business systems; our existing indebtedness could adversely affect our business and growth prospects; and the other factors set forth in our filings with the Securities and Exchange Commission. The forward-looking statements, together with statements relating to our past performance, should not be regarded as a reliable indicator of our future performance. We undertake no obligation to update any forward-looking statements made in this presentation to reflect events or circumstances after the date of this presentation or to reflect new information or the occurrence of unanticipated events, except as may be required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future mergers, dispositions, joint ventures, or investments. Use of Non-GAAP Financial Measures In addition to financial measures presented in accordance with U.S. generally accepted accounting principles (“GAAP”), this presentation includes certain non-GAAP financial measures, including Center Margin, Adjusted EBITDA, and Adjusted EBITDA Margin. These non-GAAP measures are in addition to, and not a substitute for, or superior to, measures of financial performance prepared in accordance with U.S. GAAP. The non-GAAP financial measures used by LifeStance may differ from the non-GAAP financial measures used by other companies. A reconciliation of these measures to the most directly comparable U.S. GAAP measure is included in the Appendix to these slides or as otherwise described in these slides. Market and Industry Data This presentation also contains information regarding our market and industry that is derived from third-party research and publications. This information involves a number of assumptions and limitations. Forecasts, assumptions, expectations, beliefs, estimates and projections involve risk and uncertainties and are subject to change based on various factors.
Building the Leading Outpatient Mental Health Platform Increasing access to trusted, affordable, and personalized mental healthcare A truly healthy society where mental and physical healthcare are unified to make lives better OUR VISION OUR MISSION Tech-enabled platform supporting hybrid model of virtual and in-person care In-network reimbursement providing affordable access to high-quality care National platform with unmatched scale Multidisciplinary clinician model composed of W-2 employed psychiatrists, APNs, psychologists & therapists 8,040 Clinicians 9% Y/Y Growth $1,424M Revenue 14% Y/Y Growth 9.0M Visits 550+ Centers in 33 States 1 2 3 4 Note: See appendix for reconciliation of prior period reported clinicians. Unless otherwise stated, data is as of December 31, 2025 LifeStance: Reimagining Mental Healthcare
Q4 and FY 2025 Highlights Q4 Revenue of $382.2 million increased 17% year-over-year FY Revenue of $1,424.3 million increased 14% year-over-year Total clinicians of 8,040 increased +9% Y/Y; 657 net clinician adds in 2025 and 44 net clinician adds in Q4 Q4 visit volumes of 2.4 million increased +18% Y/Y; FY visit volumes of 9.0 million increased +14% Y/Y Q4 Center Margin of $126.3 million, or 33.0% as a percentage of revenue FY Center Margin of $461.1 million, or 32.4% as a percentage of revenue Q4 Adjusted EBITDA of $48.8 million, or 12.8% as a percentage of revenue FY Adjusted EBITDA of $157.7 million, or 11.1% as a percentage of revenue Ended Q4 with a Cash position of $248.6 million Note: See reconciliation of GAAP to non-GAAP measures and of prior period reported clinicians in the Appendix to this presentation. Amounts are unaudited.
Clinicians Q4 2025 Results Adjusted EBITDA (in $M) Center Margin (in $M) Revenue (in $M) 10.1% 12.8% 33.6% 33.0% Center Margin (% of total revenue) +15% +17% +9% +49% Adj. EBITDA (% of total revenue) Note: See reconciliation of GAAP to non-GAAP measures and of prior period reported clinicians in the Appendix to this presentation. Amounts are unaudited.
Quarterly Trends Clinicians Adjusted EBITDA (in $M) Adj. EBITDA (% of total revenue) Center Margin (in $M) Revenue (in $M) Center Margin (% of total revenue) 33.6% 33.0% 31.4% 32.0% 33.0% 10.1% 10.4% 9.8% 11.1% 12.8% Note: See reconciliation of GAAP to non-GAAP measures and of prior period reported clinicians in the Appendix to this presentation. Amounts above may not cross-foot due to rounding. Amounts are unaudited.
Balance Sheet, Cash Flow, and Capital Allocation *Long-Term Debt is Net of Current Portion and Unamortized Discount and Debt Issue Costs Balance Sheet & Cash Flow Capital Allocation Evolving from purely growth mindset to balanced set of objectives that include operational excellence, profitable growth, and disciplined capital deployment $266M Net Long-term Debt* Cash & Cash Equivalents $249M $146M Operating Cash Flow (YTD) $36M Capital Expenditures (YTD) New Centers Selective deployment to enable clinician and market growth Acquisitions Potential for disciplined M&A in 2026
2026 Guidance (All $ in M) FY 2026 Q1 2026 Revenue $1,615 – $1,655 $380 – $400 Center Margin $526 – $550 $118 – $132 Adj. EBITDA $185 – $205 $39 – $45 Note: Center Margin and Adjusted EBITDA anticipated for first quarter of 2026 and full year 2026 are calculated in a manner consistent with the historical presentation of these measures in the Appendix to this presentation. Reconciliation for the forward-looking first quarter of 2026 and full year 2026 Center Margin, and Adjusted EBITDA guidance is not being provided, as LifeStance does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliation. LifeStance management cannot estimate on a forward-looking basis without unreasonable effort the impact these variables and individual adjustments will have on its reported results. Planning Assumptions Assumes 20 to 30 new center openings
Appendix
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Total revenue $382.2 $363.8 $345.3 $333.0 $325.5 $312.7 $312.3 $300.4 Operating expenses Center costs, excluding depreciation and amortization 255.9 247.2 236.9 223.2 216.0 212.3 214.5 205.7 General and administrative expenses 94.8 95.6 97.4 94.4 93.7 85.3 95.2 88.9 Depreciation and amortization 13.4 13.6 14.0 13.8 14.7 15.1 18.6 22.6 Income (loss) from operations $18.1 $7.4 ($3.0) $1.6 $1.1 $0.0 ($15.9) ($16.8) Other expense (Loss) gain on remeasurement of contingent consideration — — — — (0.3) 0.0 (0.1) 2.0 Transaction costs — — — — (0.0) (0.0) (0.8) — Interest expense, net (2.9) (2.8) (2.9) (3.1) (9.4) (5.4) (5.8) (5.9) Other expense (0.0) (0.0) (0.1) (0.0) (0.3) (0.0) (0.0) (0.1) Total other expense (2.9) (2.8) (3.0) (3.1) (9.9) (5.4) (6.7) (4.0) Income (loss) before income taxes $15.2 $4.6 ($5.9) ($1.5) ($8.9) ($5.4) ($22.6) ($20.7) Income tax (provision) benefit (3.5) (3.5) 2.2 2.2 1.8 (0.6) (0.7) (0.4) Net income (loss) $11.7 $1.1 ($3.8) $0.7 ($7.1) ($6.0) ($23.3) ($21.1) Earnings (loss) per share Basic 0.03 0.00 (0.01) 0.00 (0.02) (0.02) (0.06) (0.06) Diluted 0.03 0.00 (0.01) 0.00 (0.02) (0.02) (0.06) (0.06) Weighted-average shares outstanding Basic 387.0 387.0 386.7 383.3 380.4 380.4 379.4 376.3 Diluted 396.0 388.9 386.7 390.7 380.4 380.4 379.4 376.3 Net income (loss) $11.7 $1.1 ($3.8) $0.7 ($7.1) ($6.0) ($23.3) ($21.1) Other comprehensive (loss) income Unrealized (losses) gains on cash flow hedge, net of tax — (0.3) (0.3) (0.3) 0.2 (1.9) (0.2) 0.6 Comprehensive income (loss) $11.7 $0.7 ($4.1) $0.4 ($7.0) ($7.8) ($23.5) ($20.5) Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. Quarterly Statements of Operations and Comprehensive Income (Loss)
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Income (loss) from operations $18.1 $7.4 ($3.0) $1.6 $1.1 $0.0 ($15.9) ($16.8) Adjusted for: Depreciation and amortization 13.4 13.6 14.0 13.8 14.7 15.1 18.6 22.6 General and administrative expenses (1) 94.8 95.6 97.4 94.4 93.7 85.3 95.2 88.9 Center Margin $126.3 $116.6 $108.4 $109.8 $109.4 $100.4 $97.8 $94.7 Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. (1) Represents salaries, wages and employee benefits for our executive leadership, finance, human resources, marketing, billing and credentialing support and technology infrastructure and stock-based compensation for all employees. Quarterly GAAP to Non-GAAP Reconciliations – Center Margin
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Net income (loss) $11.7 $1.1 ($3.8) $0.7 ($7.1) ($6.0) ($23.3) ($21.1) Adjusted for: Interest expense, net 2.9 2.8 2.9 3.1 9.4 5.4 5.8 5.9 Depreciation and amortization 13.4 13.6 14.0 13.8 14.7 15.1 18.6 22.6 Income tax provision (benefit) 3.5 3.5 (2.2) (2.2) (1.8) 0.6 0.7 0.4 Loss (gain) on remeasurement of contingent consideration — — — — 0.3 (0.0) 0.1 (2.0) Stock-based compensation 16.7 18.3 21.1 18.6 16.1 14.9 24.6 20.6 Loss on disposal of assets 0.0 0.0 0.1 0.0 0.3 0.0 0.0 0.1 Transaction costs (1) — — — — 0.0 0.0 0.8 — Executive transition costs 0.1 0.6 0.5 0.2 0.1 — 0.6 0.0 Litigation costs (2) 0.1 (0.1) 1.0 0.2 0.5 0.2 0.3 0.5 Strategic initiatives (3) — — — — — 0.1 0.4 0.8 Real estate optimization and restructuring charges (4) (0.0) (0.0) (0.1) (0.0) (0.1) — (0.1) (0.1) Amortization of cloud-based software implementation costs (5) 0.4 0.4 0.4 0.4 0.4 0.3 0.2 0.0 Other expenses (6) — — — — — — 0.1 0.1 Adjusted EBITDA $48.8 $40.2 $34.0 $34.6 $32.8 $30.7 $28.6 $27.7 Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. (1) - Primarily includes capital markets advisory, consulting, accounting and legal expenses related to our underwritten public offering completed in the second quarter of 2024. (2) - Litigation costs, net of insurance recoveries, include only those costs which are considered non-recurring and outside of the ordinary course of business based on the following considerations, which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) the complexity of the case (e.g., complex class action litigation), (iii) the nature of the remedy(ies) sought, including the size of any monetary damages sought, (iv) the counterparty involved, and (v) our overall litigation strategy. During the years ended December 31, 2025 and 2024, litigation costs included cash expenses related to certain litigation matters, including a privacy class action litigation and a compensation model class action litigation, and for the year ended December 31, 2024, a securities class action litigation. (3) - Strategic initiatives consist of expenses directly related to a multi-phase system upgrade in connection with our recent and significant expansion. During the year ended December 31, 2024, we continued a process of evaluating and adopting critical enterprise-wide systems for (i) human resources management, (ii) clinician credentialing and onboarding process. Strategic initiatives represents costs, such as third-party consulting costs and one-time costs, that are not part of our ongoing operations related to these enterprise-wide systems. We considered the frequency and scale of this multi-part enterprise upgrade when determining that the expenses were not normal, recurring operating expenses. (4) - Real estate optimization and restructuring charges consist of cash expenses and non-cash charges related to our real estate optimization initiative, which included certain asset impairment and disposal costs, certain gains and losses related to early lease terminations, and exit and disposal costs related to our real estate optimization initiative to consolidate our physical footprint during 2023. As the decision to close these centers was part of a significant strategic project driven by a historic shift in behavior, the magnitude of center closures was greater than what would be expected as part of ordinary business operations and did not constitute normal recurring operating activities. During the years ended December 31, 2025 and 2024, real estate optimization and restructuring charges consisted of certain gains and losses related to early lease terminations of previously abandoned real estate leases in 2023. (5) - Represents amortization of capitalized implementation costs related to cloud-based software arrangements that are included within general and administrative expenses included in our consolidated statements of operations and comprehensive income (loss). (6) - Primarily includes costs incurred to consummate or integrate acquired centers, certain of which are wholly-owned and certain of which are supported practices, in addition to the compensation paid to former owners of acquired centers and related expenses that are not reflective of the ongoing operating expenses of our centers. Acquired center integration and other are components of general and administrative expenses included in our consolidated statements of operations and comprehensive income (loss). Former owner fees is a component of center costs, excluding depreciation and amortization included in our consolidated statements of operations and comprehensive income (loss). Quarterly GAAP to Non-GAAP Reconciliations – Adjusted EBITDA
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Key Metrics Clinicians 8,040 7,996 7,708 7,535 7,383 7,232 6,960 6,836 Total Revenue $382.2 $363.8 $345.3 $333.0 $325.5 $312.7 $312.3 $300.4 Center costs, excluding depreciation and amortization 255.9 247.2 236.9 223.2 216.0 212.3 214.5 205.7 Center Margin (Non-GAAP) $126.3 $116.6 $108.4 $109.8 $109.4 $100.4 $97.8 $94.7 % Margin 33.0% 32.0% 31.4% 33.0% 33.6% 32.1% 31.3% 31.5% General and administrative expenses 94.8 95.6 97.4 94.4 93.7 85.3 95.2 88.9 Depreciation and amortization 13.4 13.6 14.0 13.8 14.7 15.1 18.6 22.6 Income (loss) from operations 18.1 7.4 (3.0) 1.6 1.1 0.0 (15.9) (16.8) Other expense Other expense (6.4) (6.3) (0.8) (0.9) (8.2) (6.0) (7.3) (4.3) Net income (loss) 11.7 1.1 (3.8) 0.7 (7.1) (6.0) (23.3) (21.1) Other comprehensive (loss) income Unrealized (losses) gains on cash flow hedge, net of tax — (0.3) (0.3) (0.3) 0.2 (1.9) (0.2) 0.6 Comprehensive income (loss) $11.7 $0.7 ($4.1) $0.4 ($7.0) ($7.8) ($23.5) ($20.5) Adjusted EBITDA build Net income (loss) 11.7 1.1 (3.8) 0.7 (7.1) (6.0) (23.3) (21.1) Interest expense, net 2.9 2.8 2.9 3.1 9.4 5.4 5.8 5.9 Depreciation and amortization 13.4 13.6 14.0 13.8 14.7 15.1 18.6 22.6 Income tax provision (benefit) 3.5 3.5 (2.2) (2.2) (1.8) 0.6 0.7 0.4 Loss (gain) on remeasurement of contingent consideration — — — — 0.3 (0.0) 0.1 (2.0) Stock-based compensation 16.7 18.3 21.1 18.6 16.1 14.9 24.6 20.6 Loss on disposal of assets 0.0 0.0 0.1 0.0 0.3 0.0 0.0 0.1 Transaction costs — — — — 0.0 0.0 0.8 — Executive transition costs 0.1 0.6 0.5 0.2 0.1 — 0.6 0.0 Litigation costs 0.1 (0.1) 1.0 0.2 0.5 0.2 0.3 0.5 Strategic initiatives — — — — — 0.1 0.4 0.8 Real estate optimization and restructuring charges (0.0) (0.0) (0.1) (0.0) (0.1) — (0.1) (0.1) Amortization of cloud-based software implementation costs 0.4 0.4 0.4 0.4 0.4 0.3 0.2 0.0 Other expenses — — — — — — 0.1 0.1 Adjusted EBITDA (Non-GAAP) $48.8 $40.2 $34.0 $34.6 $32.8 $30.7 $28.6 $27.7 % Margin 12.8% 11.1% 9.8% 10.4% 10.1% 9.8% 9.2% 9.2% Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. See appendix for reconciliation of prior period reported clinicians. Non-GAAP Financial Metrics
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Current assets Cash and cash equivalents 248.6 203.9 188.9 134.3 154.6 102.6 87.0 49.5 Patient accounts receivable, net 95.7 121.1 129.5 140.4 131.8 158.2 167.2 175.9 Prepaid expenses and other current assets 71.8 35.4 40.4 29.9 26.1 26.2 23.6 18.7 Total current assets 416.2 360.4 358.8 304.6 312.5 287.0 277.7 244.1 Property and equipment, net 161.6 162.7 160.6 163.7 166.0 170.0 175.9 182.4 Right-of-use assets 149.7 145.7 143.2 148.1 147.9 154.8 160.2 165.8 Intangible assets, net 177.7 180.8 184.0 187.3 190.8 195.4 200.1 208.5 Goodwill 1,293.3 1,293.3 1,293.3 1,293.3 1,293.3 1293.3 1,293.3 1,293.3 Other noncurrent assets 5.4 6.1 6.9 7.6 7.7 7.4 12.0 12.1 Total noncurrent assets 1,787.7 1,788.6 1,788.0 1,800.0 1,805.8 1,820.9 1,841.6 1,862.2 Total assets $2,203.9 $2,149.0 $2,146.8 $2,104.7 $2,118.3 $2,107.9 $2,119.4 $2,106.3 Accounts payable 6.1 12.2 7.8 7.4 7.2 7.3 10.0 11.9 Accrued payroll expenses 143.3 113.8 129.2 99.9 117.5 111.9 122.6 100.4 Other accrued expenses 42.2 42.1 46.9 43.2 46.9 43.3 38.5 37.3 Contingent consideration — — — — — 2.5 3.8 4.5 Operating lease liabilities, current 45.5 47.4 47.1 47.3 49.4 49.0 49.2 49.7 Other current liabilities 14.8 13.1 11.3 9.5 7.8 3.6 3.6 3.6 Total current liabilities 252.0 228.6 242.3 207.4 228.9 217.5 227.7 207.5 Long-term debt, net 265.9 269.4 272.9 276.3 279.8 279.1 279.5 279.9 Operating lease liabilities, noncurrent 148.6 144.2 143.4 149.4 148.7 158.7 165.8 173.3 Deferred tax liability, net 16.4 14.0 14.1 14.2 14.3 15.2 15.9 16.0 Other noncurrent liabilities 0.1 0.1 0.2 0.3 0.3 0.4 0.6 0.8 Total noncurrent liabilities 431.0 427.7 430.6 440.2 443.1 453.3 461.7 469.9 Total liabilities $682.9 $656.2 $672.9 $647.6 $672.0 $670.8 $689.3 $677.3 Common stock 3.9 3.9 3.9 3.9 3.8 3.8 3.8 3.8 Additional paid-in capital 2,325.8 2,309.1 2,291.1 2,270.2 2,259.8 2,243.7 2,228.8 2,204.2 Accumulated other comprehensive income — — 0.3 0.6 0.9 0.8 2.6 2.9 Accumulated deficit (808.6) (820.3) (821.4) (817.6) (818.3) (811.2) (805.2) (781.9) Total stockholders’ equity 1,521.0 1,492.7 1,473.9 1,457.1 1,446.3 1,437.1 1,430.0 1,429.0 Total liabilities and stockholders’ equity $2,203.9 $2,149.0 $2,146.8 $2,104.7 $2,118.3 $2,107.9 $2,119.4 $2,106.3 Subtotals in the schedule above may not foot due to rounding. Amounts are unaudited. Quarterly Balance Sheets
($M) 2025 FY 2024 FY CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $9.7 ($57.4) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 54.8 71.0 Non-cash operating lease costs 41.9 39.5 Stock-based compensation 74.7 76.2 Deferred income taxes 2.4 (1.0) Loss on debt extinguishment — 5.0 Amortization of discount and debt issue costs 1.0 1.7 Gain on remeasurement of contingent consideration — (1.7) Other, net 2.0 1.4 Change in operating assets and liabilities, net of businesses acquired: Patient accounts receivable, net 36.1 (6.4) Prepaid expenses and other current assets (46.7) (3.3) Accounts payable (1.6) 0.5 Accrued payroll expenses 25.9 15.0 Operating lease liabilities (48.1) (46.7) Other accrued expenses (5.9) 13.6 Net cash provided by operating activities $146.2 $107.3 CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (36.1) (21.6) Net cash used in investing activities ($36.1) ($21.6) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from long-term debt, net of discount — 287.8 Payments of debt issue costs — (1.8) Payments of long-term debt (7.3) (289.5) Payments of contingent consideration — (6.4) Taxes related to net share settlement of equity awards (8.7) — Net cash used in financing activities ($16.0) ($9.9) NET INCREASE IN CASH AND CASH EQUIVALENTS $94.1 $75.7 Cash and cash equivalents - beginning of period $154.6 $78.8 CASH AND CASH EQUIVALENTS – END OF PERIOD $248.6 $154.6 Subtotals in the schedule above may not foot due to rounding. Amounts are unaudited. Statements of Cash Flows
2025 2024 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Prior Reported Ending Clinicians 8,040 7,996 7,708 7,535 7,424 7,269 6,984 6,866 Updated Ending Clinicians 8,040 7,996 7,708 7,535 7,383 7,232 6,960 6,836 Adjustment — — — — (41) (37) (24) (30) In the first quarter of 2025, and in conjunction with its focus on standardization efforts, the Company made minor modifications to certain internal definitions. In order to provide consistent comparisons, clinicians presented for 2024 have been recast using the new definition for all periods presented. Clinician Count
2025 2024 ($M) Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Net cash provided by (used in) operating activities $57.6 $27.3 $64.4 ($3.1) $62.3 $22.7 $44.0 ($21.8) Purchases of property and equipment ($10.9) ($10.3) ($7.8) ($7.2) ($6.3) ($5.1) ($5.1) ($5.1) Free Cash Flow $46.6 $17.0 $56.6 ($10.3) $56.0 $17.7 $38.9 ($26.9) We define FCF, a non-GAAP performance measure, as net cash provided by (used in) operating activities less purchases of property and equipment. We believe that FCF is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our operations that, after investments in property and equipment, can be used for future growth. FCF is presented for supplemental informational purposes only and has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of other GAAP financial measures, such as net cash provided by (used in) operating activities. It is important to note that other companies, including companies in our industry, may not use this metric, may calculate metrics differently, or may use other financial measures to evaluate their liquidity, all of which could reduce the usefulness of this non-GAAP metrics as a comparative measure. The above table presents a reconciliation of net cash provided by (used in) operating activities to FCF, the most directly comparable financial measure calculated in accordance with GAAP. Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. Quarterly GAAP to Non-GAAP Reconciliations – Free Cash Flow (FCF)
2025 2024 Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1 Total Revenue ($M) $382.2 $363.8 $345.3 $333.0 $325.5 $312.7 $312.3 $300.4 Total Visits (000s) 2,394 2,299 2,199 2,098 2,033 1,973 1,969 1,912 Total Revenue Per Visit (TRPV) $159.6 $158.2 $157.0 $158.7 $160.1 $158.5 $158.6 $157.1 Subtotals in the schedule above may not foot or cross-foot due to rounding. Amounts are unaudited. Quarterly Visits and Total Revenue Per Visit