WINA 8-K
Winmark Corp (WINA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 2.02Results of Operations and Financial Condition
On July 15, 2026, Winmark Corporation (the “Company”) announced in a press release its results of operations and financial condition for the second quarter ended June 27, 2026. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K.
Item 7.01Regulation FD Disclosure
On July 15, 2026, the Company announced in a press release its results of operations and financial condition for the second quarter ended June 27, 2026. A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K.
On July 15, 2026, the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $1.02 per share will be paid on September 1, 2026 to shareholders of record on the close of business on August 12, 2026. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K.
Item 8.01Other Events
On July 15, 2026, the Company announced in a press release that its Board of Directors has approved the payment of a cash dividend to its shareholders. The quarterly dividend of $1.02 per share will be paid on September 1, 2026 to shareholders of record on the close of business on August 12, 2026. Future dividends will be subject to Board approval. A copy of the press release is attached as Exhibit 99.2 of this Current Report of Form 8-K.
Item 9.01Financial Statements and Exhibits
(d)Exhibits
99.1 | ||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document and incorporated as Exhibit 101) |
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 hereunto duly authorized.
WINMARK CORPORATION | ||
Date: July 15, 2026 | By: | /s/ Anthony D. Ishaug |
Anthony D. Ishaug | ||
Chief Financial Officer and Treasurer | ||
Exhibit 99.1
Contact:Anthony D. Ishaug
763/520-8500
FOR IMMEDIATE RELEASE
WINMARK CORPORATION ANNOUNCES
SECOND QUARTER RESULTS
Minneapolis, MN (July 15, 2026) - Winmark Corporation (Nasdaq: WINA) announced today net income for the quarter ended June 27, 2026 of $10,394,800 or $2.81 per share diluted compared to net income of $10,601,200 or $2.89 per share diluted in 2025. For the six months ended June 27, 2026, net income was $19,649,600 or $5.31 per share diluted compared to net income of $20,557,600 or $5.60 per share diluted for the same period last year. 2025 year-to-date results included $2.2 million of leasing income from the settlement of customer litigation.
“Winmark has continued to make investments in advance of the Plato’s Closet North American Ad Fund launch and in support of technology and innovation initiatives across our network,” noted Brett D. Heffes, Chair and Chief Executive Officer
Winmark - the Resale Company®, is a nationally recognized franchisor focused on sustainability and small business formation. We champion and guide entrepreneurs interested in operating one of our award winning resale franchises: Plato’s Closet®, Once Upon A Child®, Play It Again Sports®, Style Encore® and Music Go Round®. At June 27, 2026, there were 1,389 franchises in operation and over 2,800 available territories. An additional 87 franchises have been awarded but are not open.
This press release contains forward-looking statements within the meaning of the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to future events or the future financial performance of the Company. Such forward-looking statements are only predictions or statements of intention subject to risks and uncertainties and actual events or results could differ materially from those anticipated. Because actual result may differ, shareholders and prospective investors are cautioned not to place undue reliance on such forward-looking statements.
WINMARK CORPORATION
CONDENSED BALANCE SHEETS
(Unaudited)
| | June 27, 2026 | | December 27, 2025 | ||
ASSETS | ||||||
Current Assets: | | | | | | |
Cash and cash equivalents | | $ | 25,834,500 | | $ | 10,295,700 |
Restricted cash | | | 150,000 | | | 165,000 |
Receivables, net | | | 1,843,400 | | | 1,483,500 |
Income tax receivable | | | 436,800 | | | 463,600 |
Inventories | | | 656,900 | | | 362,500 |
Prepaid expenses | | | 1,846,100 | | | 1,325,700 |
Total current assets | | | 30,767,700 | | | 14,096,000 |
| | | | | | |
Property and equipment, net | | | 1,086,300 | | | 1,219,000 |
Operating lease right of use asset | | | 1,577,700 | | | 1,761,500 |
Intangible assets, net | | | 2,109,300 | | | 2,286,300 |
Capitalized software | | | 2,210,300 | | | — |
Goodwill | | | 607,500 | | | 607,500 |
Other assets | | | 526,600 | | | 506,400 |
Deferred income taxes | | | 4,304,800 | | | 4,407,400 |
| | $ | 43,190,200 | | $ | 24,884,100 |
| | | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY (DEFICIT) | ||||||
Current Liabilities: | | | | | | |
Accounts payable | | $ | 2,113,100 | | $ | 1,673,900 |
Accrued liabilities | | | 4,422,500 | | | 2,324,800 |
Deferred revenue | | | 1,669,100 | | | 1,667,300 |
Total current liabilities | | | 8,204,700 | | | 5,666,000 |
Long-Term Liabilities: | | | | | | |
Line of credit/Term loan | | | 30,000,000 | | | 30,000,000 |
Notes payable, net | | | 29,970,200 | | | 29,961,000 |
Deferred revenue | | | 8,417,400 | | | 8,350,100 |
Operating lease liabilities | | | 2,054,800 | | | 2,414,200 |
Other liabilities | | | 2,165,800 | | | 2,175,200 |
Total long-term liabilities | | | 72,608,200 | | | 72,900,500 |
Shareholders’ Equity (Deficit): | | | | | | |
Common stock, no par, 10,000,000 shares authorized, 3,587,079 and | | | 23,110,400 | | | 19,612,800 |
Retained earnings (accumulated deficit) | | | (60,733,100) | | | (73,295,200) |
Total shareholders’ equity (deficit) | | | (37,622,700) | | | (53,682,400) |
| | $ | 43,190,200 | | $ | 24,884,100 |
2
Winmark Corporation
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
| | Three Months Ended | | Six Months Ended | | ||||||||
| | June 27, 2026 | | June 28, 2025 | | June 27, 2026 | | June 28, 2025 | | ||||
Revenue: | | | | | | | | | | | | | |
Royalties | | $ | 20,117,000 | | $ | 18,662,100 | | $ | 39,379,800 | | $ | 36,436,700 | |
Leasing income | | | — | | | 46,600 | | | — | | | 2,354,500 | |
Merchandise sales | | | 859,300 | | | 803,600 | | | 1,513,200 | | | 1,744,900 | |
Franchise fees | | | 419,500 | | | 338,400 | | | 762,400 | | | 670,400 | |
Other | | | 570,200 | | | 566,100 | | | 1,160,300 | | | 1,129,900 | |
Total revenue | | | 21,966,000 | | | 20,416,800 | | | 42,815,700 | | | 42,336,400 | |
Cost of merchandise sold | | | 818,500 | | | 766,500 | | | 1,437,000 | | | 1,654,800 | |
Selling, general and administrative expenses | | | 7,506,400 | | | 6,589,200 | | | 15,376,000 | | | 14,024,000 | |
Income from operations | | | 13,641,100 | | | 13,061,100 | | | 26,002,700 | | | 26,657,600 | |
Interest expense | | | (609,800) | | | (609,800) | | | (1,223,700) | | | (1,223,600) | |
Interest and other income | | | 155,600 | | | 254,600 | | | 274,400 | | | 404,400 | |
Income before income taxes | | | 13,186,900 | | | 12,705,900 | | | 25,053,400 | | | 25,838,400 | |
Provision for income taxes | | | (2,792,100) | | | (2,104,700) | | | (5,403,800) | | | (5,280,800) | |
Net income | | $ | 10,394,800 | | $ | 10,601,200 | | $ | 19,649,600 | | $ | 20,557,600 | |
Earnings per share - basic | | $ | 2.90 | | $ | 3.00 | | $ | 5.49 | | $ | 5.81 | |
Earnings per share - diluted | | $ | 2.81 | | $ | 2.89 | | $ | 5.31 | | $ | 5.60 | |
Weighted average shares outstanding - basic | | | 3,582,087 | | | 3,539,437 | | | 3,577,169 | | | 3,539,042 | |
Weighted average shares outstanding - diluted | | | 3,696,010 | | | 3,673,135 | | | 3,701,516 | | | 3,673,039 | |
3
Winmark Corporation
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
| | Three Months Ended | | ||||
| | June 27, 2026 | | June 28, 2025 | | ||
OPERATING ACTIVITIES: | | | | | | | |
Net income | | $ | 19,649,600 | | $ | 20,557,600 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | |
Depreciation of property and equipment | |
| 187,600 | |
| 196,300 | |
Amortization of intangible assets | | | 177,000 | | | 177,000 | |
Compensation expense related to stock options | |
| 1,228,300 | |
| 1,065,600 | |
Deferred income taxes | |
| 102,600 | |
| 86,400 | |
Operating lease right of use asset amortization | | | 183,800 | | | 166,400 | |
Tax benefits on exercised stock options | |
| 742,800 | |
| 971,200 | |
Change in operating assets and liabilities: | | | | | | | |
Receivables | |
| (359,900) | |
| (371,500) | |
Income tax receivable/payable | |
| (716,000) | |
| (1,341,400) | |
Inventories | |
| (294,400) | |
| 35,500 | |
Prepaid expenses | |
| (520,400) | |
| 472,500 | |
Other assets | | | (20,200) | | | (14,300) | |
Accounts payable | |
| 439,200 | |
| (371,700) | |
Accrued and other liabilities | |
| 1,737,900 | |
| 2,178,000 | |
Deferred revenue | |
| 69,200 | |
| 315,700 | |
Net cash provided by operating activities | |
| 22,607,100 | |
| 24,123,300 | |
INVESTING ACTIVITIES: | | | | | | | |
Capitalized software | | | (2,210,300) | | | — | |
Purchase of property and equipment | |
| (54,900) | |
| (105,900) | |
Net cash used for investing activities | |
| (2,265,200) | |
| (105,900) | |
FINANCING ACTIVITIES: | | | | | | | |
Repurchases of common stock | |
| — | |
| (2,418,700) | |
Proceeds from exercises of stock options | |
| 2,269,300 | |
| 1,586,300 | |
Dividends paid | |
| (7,087,400) | |
| (6,584,600) | |
Net cash used for financing activities | |
| (4,818,100) | |
| (7,417,000) | |
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |
| 15,523,800 | |
| 16,600,400 | |
Cash, cash equivalents and restricted cash, beginning of period | |
| 10,460,700 | |
| 12,329,800 | |
Cash, cash equivalents and restricted cash, end of period | | $ | 25,984,500 | | $ | 28,930,200 | |
SUPPLEMENTAL DISCLOSURES: | | | | | | | |
Cash paid for interest | | $ | 1,207,800 | | $ | 1,207,800 | |
Cash paid for income taxes | | $ | 5,253,000 | | $ | 5,368,500 | |
| | | | | | | |
The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Condensed Balance Sheets to the total of the same amounts shown above: | |||||||
| | Six Months Ended | | ||||
| | June 27, 2026 | | June 28, 2025 | | ||
Cash and cash equivalents | | $ | 25,834,500 | | $ | 28,765,200 | |
Restricted cash | |
| 150,000 | |
| 165,000 | |
Total cash, cash equivalents and restricted cash | | $ | 25,984,500 | | $ | 28,930,200 | |
4
Exhibit 99.2
Contact:Anthony D. Ishaug
763/520-8500
FOR IMMEDIATE RELEASE
WINMARK CORPORATION ANNOUNCES
QUARTERLY CASH DIVIDEND
Minneapolis, MN (July 15, 2026) - Winmark Corporation (Nasdaq: WINA) announced today that its Board of Directors has approved the payment of a quarterly cash dividend to shareholders. The quarterly dividend of $1.02 per share will be paid on September 1, 2026 to shareholders of record on the close of business on August 12, 2026. Future dividends will be subject to Board approval.
Winmark - the Resale Company®, is a nationally recognized franchisor focused on sustainability and small business formation. We champion and guide entrepreneurs interested in operating one of our award winning resale franchises: Plato’s Closet®, Once Upon A Child®, Play It Again Sports®, Style Encore® and Music Go Round®. At June 27, 2026, there were 1,389 franchises in operation and over 2,800 available territories. An additional 87 franchises have been awarded but are not open.