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PSQ Holdings Announces Third Quarter 2026 Financial Results and Reaffirms $32 Million Full-Year Revenue Outlook

The completed consumer-brand exit leaves the business operating exclusively in payments and financial infrastructure.

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  • Third Quarter Revenue Grows 67% to $7.3 million; Year-to-Date Revenue More Than Doubles to $22.6 million
  • GAAP Operating Loss Improves 66% to $3.3 million; Non-GAAP Operating Income of $0.3 million
  • Third Quarter Revenue Per Headcount Improves 243%; Year-to-Date improves 328%
  • Completes Sale of EveryLife, Concluding Exit from Consumer Brands
  • Material Weakness Remediated

BOZEMAN, Mont.--(BUSINESS WIRE)-- PSQ Holdings, Inc. (NYSE: PSQH) (the “Company”), a payments and financial infrastructure company, today reported financial results for the third quarter 2026. With the sale of EveryLife completed, the Company has concluded its exit from consumer brands and now operates exclusively in payments and financial infrastructure.

“In July, I said the results are the argument and asked you to hold us to our numbers. The third quarter adds to that record,” said Dusty Wunderlich, Chairman and Chief Executive Officer of PSQ Holdings. “Revenue grew 67%, operating expenses fell by half, and we delivered our second consecutive quarter of positive non-GAAP operating income. Our operating loss and the cash we use in operations have improved every quarter this year, and cash used in operations fell to $1.7 million from $6.1 million a year ago. With EveryLife sold, our exit from consumer brands is complete, and every part of this company now moves money. We are reaffirming $32 million in revenue and positive non-GAAP operating income for 2026, and we continue to work toward positive monthly operating cash flow in 2027. We add nothing back until it earns its way in.”

THIRD QUARTER 2026 HIGHLIGHTS

  • Net revenue from continuing operations, which includes the financial technology (“fintech”) segment, for the three months ended September 30, 2026 was $7.3 million compared to $4.4 million for the three months ended September 30, 2025, a 67% increase compared to the prior year period.
  • Operating expense (defined as general and administrative, sales and marketing, and research and development expense) for the three months ended September 30, 2026 decreased $5.4 million or a decrease of 50% compared to the prior year period.
  • Operating loss for the three months ended September 30, 2026 was $3.3 million, an improvement of $6.4 million or 66% compared to $9.7 million for the three months ended September 30, 2025.
  • Net cash used in operating activities for the three months ended September 30, 2026 was $1.7 million, an improvement of $4.4 million or 72% compared to $6.1 million for the three months ended September 30, 2025.
  • Loss from discontinued operations, net of tax for the three months ended September 30, 2026 was $0.1 million compared to $1.9 million for the same period in 2025.
  • Net loss for the three months ended September 30, 2026 was $4.1 million, an improvement of $7.9 million, or 66%, compared to a net loss of $12.0 million for the three months ended September 30, 2025.
  • Loss per share for the three months ended September 30, 2026 improved to $1.00 compared to $3.90 for the three months ended September 30, 2025, a 74% improvement.
  • Revenue per headcount for the three months ended September 30, 2026 was $209,800 compared to $61,179 for the three months ended September 30, 2025, an improvement of 243%. Revenue per headcount is calculated as total revenue divided by full-time equivalent employees as of the last day of the period.
  • Non-GAAP operating income (a non-GAAP measure) for the three months ended September 30, 2026 was $0.3 million compared to non-GAAP operating loss of $2.2 million in the prior year period, an improvement of $2.5 million or 115%.

YEAR TO DATE 2026 HIGHLIGHTS

  • Net revenue from continuing operations, which includes the financial technology (“fintech”) segment, for the nine months ended September 30, 2026 was $22.6 million compared to $10.9 million for the nine months ended September 30, 2025, a 108% increase compared to the prior year period.
  • Operating expense (defined as general and administrative, sales and marketing, and research and development expense) for the nine months ended September 30, 2026 decreased $6.4 million or a decrease of 23% compared to the prior year period.
  • Operating loss for the nine months ended September 30, 2026 was $14.3 million, an improvement of $10.0 million or 41% compared to $24.2 million for the nine months ended September 30, 2025.
  • Net cash used in operating activities for the nine months ended September 30, 2026 was $8.2 million, an improvement of $9.2 million or 53% compared to $17.4 million for the nine months ended September 30, 2025.
  • Loss from discontinued operations, net of tax for the nine months ended September 30, 2026 was $0.5 million compared to $7.2 million for the same period in 2025.
  • Net loss for the nine months ended September 30, 2026 was $16.2 million, an improvement of $8.6 million, or 35%, compared to a net loss of $24.8 million for the nine months ended September 30, 2025.
  • Loss per share for the nine months ended September 30, 2026 decreased to $4.29 compared to $8.31 for the same period in 2025, a 48% improvement.
  • Revenue from continued operations per headcount for the nine months ended September 30, 2026 was $646,684 compared to $151,216 for the nine months ended September 30, 2025, an improvement of 328%.
  • Non-GAAP operating loss (a non-GAAP measure) for the nine months ended September 30, 2026 was $0.1 million compared to a non-GAAP operating loss of $7.8 million loss in the prior year period, an improvement of $7.7 million or 98%.

The definitions and reconciliations of non-GAAP operating income (loss) to GAAP operating loss are provided under the heading “Non-GAAP Financial Measures” at the end of this release.

MATERIAL WEAKNESS REMEDIATED

As previously disclosed, the Company reported a material weakness in its internal control over financial reporting, first identified as of September 30, 2023, related to presentation on the statements of cash flows. To remediate the material weakness, management expanded and enhanced its review process for complex transactions and added accounting professionals with the requisite experience. Following testing of the design and operating effectiveness of these controls, management concluded that the material weakness had been remediated as of September 30, 2026.

2026 OUTLOOK

The Company reaffirms its outlook for full-year 2026 net revenue from continuing operations of $32 million and positive non-GAAP operating income for the full year. Through the first nine months of 2026, the Company generated net revenue from continuing operations of $22.6 million and a non-GAAP operating loss of $0.1 million, including positive non-GAAP operating income in both the second and third quarters.

The Company expects fourth-quarter 2026 revenue to benefit from seasonal demand, as hunting season and the holiday period typically increase consumer financing and payment volume across its core firearms and outdoor merchant verticals. The Company also anticipates fourth-quarter contributions from loan payment processing through its relationships with LendSuite, Dealer Cash and Roja, each announced during the third quarter, and expects these relationships to continue to build into 2027.

COMPLETION OF BRANDS SEGMENT DIVESTITURE

On November 5, 2026, the Company completed the sale of EveryLife, its direct-to-consumer diaper and baby products brand, to FreeHold Brands, LLC (“Buyer”), for gross proceeds of $5.5 million, including $1.0 million in cash and a $4.5 million seller note by Buyer, before transaction fees and customary adjustments. Please refer to our Current Report on Form 8-K filed on November 5, 2026 for more information.

The Company has reported EveryLife as discontinued operations since the third quarter of 2025, reflecting the Company's previously stated intention to divest non-core assets as it concentrates on its core payments and financial infrastructure businesses.

FINANCIAL REVIEW

Balance Sheet & Liquidity

  • As of September 30, 2026, the Company had $6.8 million of restricted cash and cash and cash equivalents, which included $1.2 million related to discontinued operations.
  • The Company had an outstanding principal balance of $6.8 million on its $10.0 million revolving line of credit as of September 30, 2026. The Company draws on this credit line to fund new consumer loan and lease originations, and repays it as those loans are collected or sold to third parties.

Discontinued Operations

  • Net revenues from discontinued operations, which includes the Brands and Marketplace business segments, for the quarter ended September 30, 2026 were $3.8 million compared to $3.9 million for the quarter ended September 30, 2025. Marketplace operations were completely discontinued as of June 30, 2026.
  • Net revenues from discontinued operations for the nine months ended September 30, 2026 were $11.3 million compared to $11.3 million for the nine months ended September 30, 2025.

Note: Beginning with the third quarter 2025 reporting period, both the Brands and Marketplace business segments are being shown as discontinued operations in the Company’s financial statements. Results from discontinued operations are provided within the financial tables at the end of this release.

Third Quarter 2026 Conference Call and Webcast

Management will host a teleconference and webcast to discuss its third quarter 2026 results today, November 6, 2026, at 9:00 a.m. EST. The conference call can be accessed live through a link on the PSQ Holdings Investor Relations website at investors.publicsquare.com. During the webcast, the Company will take both inbound questions received ahead of the call and questions from equity research analysts. Additionally, you can participate in the conference call by dialing (833) 461-5787 domestically or (585) 542-9983 internationally, and referencing meeting ID #689559803. Attendees should log in to the webcast or dial in approximately 15 minutes before the start time of the call.

About PSQ Holdings, Inc.

PSQ Holdings (NYSE: PSQH) is a payments and financial infrastructure company. We build and operate financial infrastructure in highly regulated environments for industries underserved by traditional financial institutions, including businesses, campaigns, and nonprofits that depend on reliable, compliant payment solutions. For more information, visit publicsquare.com.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains 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, and for purposes of the “safe harbor” provisions under the United States Private Securities Litigation Reform Act of 1995. Any statements other than statements of historical fact contained herein are forward-looking statements. Such forward-looking statements include, but are not limited to, expectations, hopes, beliefs, intentions, plans, prospects, financial results or strategies regarding PublicSquare, anticipated product launches, our products and markets, future financial condition, expected future performance and market opportunities of PublicSquare. Forward-looking statements generally are identified by the words “anticipate,” “could,” “expect,” “future,” “intend,” “may,” “might,” “strategy,” “target,” “opportunity,” “plan,” “possible,” “potential,” “project,” “predict,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions, and in this press release, include statements about our expected net revenue, non-GAAP operating income, revenue growth, operating expenses, anticipated growth, ability to achieve profitability, and our outlook; however, the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this communication, including, without limitation: (i) unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of our operations, (ii) changes in the competitive industries and markets in which PublicSquare operates, variations in performance across competitors, changes in laws and regulations affecting PublicSquare’s business and changes in the combined capital structure, (iii) the ability to implement business plans, growth, marketplace and other expectations, and identify and realize additional opportunities, (iv) risks related to PublicSquare’s limited operating history, the rollout and/or expansion of its business and the timing of expected business milestones, (v) risks related to PublicSquare’s potential inability to achieve or maintain profitability and generate significant revenue, (vi) the ability to raise capital on reasonable terms as necessary to develop its products in the timeframe contemplated by PublicSquare’s business plan, (vii) the ability to execute PublicSquare’s anticipated business plans and strategy, (viii) the ability of PublicSquare to enforce its current or future intellectual property, including patents and trademarks, along with potential claims of infringement by PublicSquare of the intellectual property rights of others, (ix) actual or potential loss of key influencers, media outlets and promoters of PublicSquare’s business or a loss of reputation of PublicSquare or reduced interest in the mission and values of PublicSquare and the segment of the consumer marketplace it intends to serve, (x) because the payment processing and credit agreements are terminable at will without notice, merchants that have signed agreements to use PublicSquare's payment processing services may terminate those services or otherwise fail to utilize the services at the expected volume, (xi) the risk of economic downturn, increased competition, a changing regulatory landscape and related impacts that could occur, (xii) the Company’s sale of its Brand segment, the anticipated use of proceeds, and the expected benefits of the transaction, and (xiii) risks associated with the Company’s ability to execute on its plans to reposition into a Fintech-forward business, including the Company’s pursuit of any money transmitter licenses. The foregoing list of factors is not exhaustive. Recipients should carefully consider such factors and the other risks and uncertainties described and to be described in PublicSquare’s public filings with the Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Recipients are cautioned not to put undue reliance on forward-looking statements, and PublicSquare does not assume any obligation to, nor does it intend to, update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. PublicSquare gives no assurance that PublicSquare will achieve its expectations.

PSQ HOLDINGS, INC.

Condensed Consolidated Balance Sheets

 

 

September 30,
2026

 

December 31,
2025

 

(Unaudited)

 

 

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

3,836,995

 

 

$

14,644,384

 

Restricted cash

 

1,710,054

 

 

 

1,119,580

 

Accounts receivable, net

 

1,721,867

 

 

 

1,630,987

 

Lease receivable, net

 

33,600

 

 

 

156,516

 

Loans held for investment, net of allowance for credit losses of $847,292 and $778,704 as of September 30, 2026 and December 31, 2025, respectively

 

7,088,683

 

 

 

6,148,072

 

Lease merchandise, net of accumulated depreciation of $319,232 and $938,959 as of September 30, 2026 and December 31, 2025, respectively

 

172,384

 

 

 

960,024

 

Interest receivable

 

293,294

 

 

 

250,450

 

Prepaid expenses and other current assets

 

2,204,822

 

 

 

2,450,321

 

Current assets held for sale

 

5,133,337

 

 

 

4,407,921

 

Total current assets

 

22,195,036

 

 

 

31,768,255

 

Loans held for investment, net of allowance for credit losses of $209,411 and $150,702 as of September 30, 2026 and December 31, 2025, respectively, non-current

 

1,751,990

 

 

 

1,189,832

 

Lease merchandise, net of accumulated depreciation of zero and $72,335 as of September 30, 2026 and December 31, 2025, respectively, non-current

 

—

 

 

 

329,463

 

Property and equipment, net

 

110,742

 

 

 

187,262

 

Intangible assets, net

 

11,617,454

 

 

 

14,573,323

 

Goodwill

 

10,930,978

 

 

 

10,930,978

 

Operating lease right-of-use assets

 

360,159

 

 

 

669,356

 

Deposits

 

29,939

 

 

 

29,939

 

Total assets

$

46,996,298

 

 

$

59,678,408

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

Current liabilities:

 

 

 

Revolving line of credit

$

6,826,285

 

 

$

6,174,546

 

Accounts payable

 

5,223,288

 

 

 

5,351,651

 

Accrued expenses

 

827,589

 

 

 

1,205,386

 

Operating lease liabilities, current portion

 

297,307

 

 

 

323,842

 

Current liabilities held for sale

 

3,272,947

 

 

 

2,612,041

 

Total current liabilities

 

16,447,416

 

 

 

15,667,466

 

Convertible promissory notes, related party

 

20,000,000

 

 

 

20,000,000

 

Convertible promissory notes

 

8,449,500

 

 

 

8,449,500

 

Earn-out liabilities

 

11,000

 

 

 

540,000

 

Warrant liabilities

 

246,050

 

 

 

1,230,250

 

Operating lease liabilities

 

141,596

 

 

 

354,286

 

Total liabilities

 

45,295,562

 

 

 

46,241,502

 

Commitments and contingencies

 

 

 

Stockholders’ equity

 

 

 

Preferred stock, $0.0001 par value; 50,000,000 authorized shares; no shares issued and outstanding as of September 30, 2026 and December 31, 2025

 

—

 

 

 

—

 

Class A Common Stock, $0.0001 par value; 500,000,000 authorized shares; 4,377,193 shares and 3,099,509 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively (1)

 

438

 

 

 

310

 

Class C Common Stock, $0.0001 par value; 40,000,000 authorized shares; zero and 3,213,678 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively

 

—

 

 

 

321

 

Additional paid in capital (1)

 

174,421,004

 

 

 

169,948,371

 

Accumulated deficit

 

(172,720,706

)

 

 

(156,512,096

)

Total stockholders’ equity

 

1,700,736

 

 

 

13,436,906

 

Total liabilities and stockholders’ equity

$

46,996,298

 

 

$

59,678,408

 

 

(1) Results have been adjusted to reflect the reverse stock split of the Class A Common Stock at a ratio of 1-for-15 that became effective July 13, 2026.

PSQ HOLDINGS, INC.

Condensed Consolidated Statements of Operations (unaudited)

 

 

For the Three Months Ended
September 30,

 

For the Nine Months Ended
September 30,

 

 

2026

 

 

 

2025

 

 

 

2026

 

 

 

2025

 

Revenues, net

$

7,342,985

 

 

$

4,404,861

 

 

$

22,633,928

 

 

$

10,887,521

 

Costs and expenses:

 

 

 

 

 

 

 

Cost of revenue (exclusive of depreciation and amortization expense shown below)

 

3,501,484

 

 

 

1,451,234

 

 

 

10,100,063

 

 

 

3,128,208

 

General and administrative

 

3,182,090

 

 

 

8,144,403

 

 

 

15,377,922

 

 

 

20,133,393

 

Sales and marketing

 

1,631,702

 

 

 

1,564,449

 

 

 

4,103,863

 

 

 

4,643,237

 

Research and development

 

699,427

 

 

 

1,241,669

 

 

 

2,082,964

 

 

 

3,222,930

 

Depreciation and amortization

 

1,654,962

 

 

 

1,699,205

 

 

 

5,219,215

 

 

 

3,973,592

 

Total costs and expenses

 

10,669,665

 

 

 

14,100,960

 

 

 

36,884,027

 

 

 

35,101,360

 

Operating loss

 

(3,326,680

)

 

 

(9,696,099

)

 

 

(14,250,099

)

 

 

(24,213,839

)

Other (expense) income:

 

 

 

 

 

 

 

Other (expense) income, net

 

(15,122

)

 

 

142,745

 

 

 

(129,243

)

 

 

886,718

 

Changes in fair value of earn-out liabilities

 

10,000

 

 

 

25,000

 

 

 

529,000

 

 

 

485,000

 

Changes in fair value of warrant liabilities

 

268,950

 

 

 

343,000

 

 

 

984,200

 

 

 

7,839,500

 

Interest expense, net

 

(970,253

)

 

 

(869,643

)

 

 

(2,891,915

)

 

 

(2,606,556

)

Loss before income taxes from continuing operations

 

(4,033,105

)

 

 

(10,054,997

)

 

 

(15,758,057

)

 

 

(17,609,177

)

Income tax benefit

 

—

 

 

 

8,176

 

 

 

—

 

 

 

—

 

Loss from continuing operations

 

(4,033,105

)

 

 

(10,046,821

)

 

 

(15,758,057

)

 

 

(17,609,177

)

Loss from discontinued operations, net of tax

 

(99,477

)

 

 

(1,936,067

)

 

 

(450,553

)

 

 

(7,187,036

)

Net loss

$

(4,132,582

)

 

$

(11,982,888

)

 

$

(16,208,610

)

 

$

(24,796,213

)

 

 

 

 

 

 

 

 

Continuing operations loss per common share, basic and diluted (1)

$

(0.98

)

 

$

(3.27

)

 

$

(4.17

)

 

$

(5.90

)

Discontinued operations loss per common share, basic and diluted (1)

$

(0.02

)

 

 

(0.63

)

 

$

(0.12

)

 

 

(2.41

)

Net loss per common share, basic and diluted (1)

$

(1.00

)

 

$

(3.90

)

 

$

(4.29

)

 

$

(8.31

)

Weighted average shares outstanding, basic and diluted (1)

 

4,097,503

 

 

 

3,069,670

 

 

 

3,780,630

 

 

 

2,984,024

 

 

(1) Results have been adjusted to reflect the reverse stock split of the Class A Common Stock at a ratio of 1-for-15 that became effective July 13, 2026.

PSQ HOLDINGS, INC.

Condensed Consolidated Statements of Cash Flows (unaudited)

 

 

For the Nine Months Ended
September 30,

 

 

2026

 

 

 

2025

 

Cash flows from Operating Activities

 

 

 

Net loss

$

(16,208,610

)

 

$

(24,796,213

)

Adjustment to reconcile net loss to net cash used in operating activities:

 

 

 

Changes in fair value of warrant liabilities

 

(984,200

)

 

 

(7,839,500

)

Changes in fair value of earn-out liabilities

 

(529,000

)

 

 

(485,000

)

Share-based compensation

 

2,955,032

 

 

 

7,975,726

 

Impairment of right-of-use asset

 

73,737

 

 

 

—

 

Amortization of step-up in loans held for investment

 

—

 

 

 

169,607

 

Provision for credit losses on loans held for investment

 

849,967

 

 

 

616,842

 

Origination of loans and leases for resale

 

(37,917,229

)

 

 

(20,534,393

)

Proceeds from sale of loans and leases for resale

 

44,122,754

 

 

 

22,792,178

 

Gain on sale of loans and leases

 

(6,205,525

)

 

 

(2,257,785

)

(Recovery)/Impairment of lease merchandise

 

(83,711

)

 

 

218,196

 

Loss on disposal of furniture

 

8,559

 

 

 

—

 

Depreciation and amortization

 

5,219,215

 

 

 

4,700,376

 

Non-cash operating lease expense

 

235,460

 

 

 

181,183

 

Changes in operating assets and liabilities:

 

 

 

Accounts receivable

 

(88,654

)

 

 

13,151

 

Lease receivable

 

122,916

 

 

 

(172,444

)

Interest receivable

 

(42,844

)

 

 

101,728

 

Inventory

 

297,835

 

 

 

(55,683

)

Prepaid expenses and other current assets

 

57,024

 

 

 

(201,005

)

Deposits

 

28,243

 

 

 

(31,503

)

Accounts payable

 

898,276

 

 

 

170,879

 

Accrued expenses

 

(518,760

)

 

 

464,635

 

Deferred revenue

 

(224,770

)

 

 

1,785,853

 

Operating lease liabilities

 

(239,225

)

 

 

(185,799

)

Net cash used in operating activities

 

(8,173,510

)

 

 

(17,368,971

)

 

 

 

 

Cash flows from Investing Activities

 

 

 

Disposals/(Additions) to lease merchandise, net of (additions) and disposals

 

539,336

 

 

 

(3,413,454

)

Software development costs

 

(1,533,907

)

 

 

(2,302,514

)

Principal paydowns on loans held for investment

 

19,544,908

 

 

 

13,287,697

 

Disbursements for loans held for investment

 

(21,897,644

)

 

 

(14,832,026

)

Purchase of licenses

 

—

 

 

 

(455,000

)

Net cash used in investing activities

 

(3,347,307

)

 

 

(7,715,297

)

 

 

 

 

Cash flows from Financing Activities

 

 

 

Proceeds from revolving line of credit

 

11,444,583

 

 

 

7,792,305

 

Repayments on revolving line of credit

 

(10,792,844

)

 

 

(7,010,741

)

Net proceeds from private equity transaction

 

1,268,909

 

 

 

—

 

Proceeds from issuance of common stock at-the-market offering

 

248,733

 

 

 

361,528

 

Cash paid for stock issuance costs

 

—

 

 

 

(312,059

)

Other financing activities, net

 

(234

)

 

 

—

 

Net cash provided by financing activities

 

2,169,147

 

 

 

831,033

 

Net decrease in cash, cash equivalents and restricted cash

 

(9,351,670

)

 

 

(24,253,235

)

Cash, cash equivalents and restricted cash, beginning of period

 

16,117,319

 

 

 

36,589,607

 

Cash, cash equivalents and restricted cash, end of the period

$

6,765,649

 

 

$

12,336,372

 

Cash and cash equivalents from continued operations

$

3,836,995

 

 

$

10,604,527

 

Restricted cash from continued operations

 

1,710,054

 

 

 

426,766

 

Cash and cash equivalents from discontinued operations

 

1,218,600

 

 

 

1,305,079

 

Total cash, cash equivalents and restricted cash, end of the period

$

6,765,649

 

 

$

12,336,372

 

 

 

 

 

Supplemental Cash Flow Information

 

 

 

Cash paid for interest for convertible notes and revolving line of credit

$

2,891,915

 

 

$

2,606,556

 

Supplemental disclosure of noncash investing and financing activities:

 

 

 

Issuance of common shares in connection with the asset acquisition

$

—

 

 

$

4,500,000

 

Earnout liability generated by asset acquisition

$

—

 

 

$

550,000

 

Operating lease right-of-use asset obtained in exchange for operating lease liability

$

—

 

 

$

652,410

 

Accrued variable compensation settled with RSU grants

$

—

 

 

$

597,397

 

 

Cash flows from discontinued operations are included in the above amounts.

Discontinued Operations

 

The following table summarizes the key components of the operating results of the discontinued operations within the Condensed Consolidated Statements of Operations for the three months ended September 30, 2026 and 2025:

 

 

For the three months ended
September 30, 2026

 

For the three months ended
September 30, 2025

 

Marketplace

 

Brands

 

Marketplace

 

Brands

Revenues, net

$

—

 

$

3,832,806

 

 

$

192,005

 

 

$

3,732,089

 

Cost of revenues (exclusive of depreciation and amortization shown below)

 

—

 

 

—

 

 

 

84,680

 

 

 

—

 

Cost of goods sold (exclusive of depreciation and amortization shown below)

 

—

 

 

2,730,560

 

 

 

—

 

 

 

2,578,920

 

Operating costs

 

—

 

 

1,147,237

 

 

 

1,200,717

 

 

 

1,888,285

 

Depreciation and amortization

 

—

 

 

—

 

 

 

95,884

 

 

 

11,675

 

Operating loss

 

—

 

 

(44,991

)

 

 

(1,189,276

)

 

 

(746,791

)

Other expense, net

 

—

 

 

(54,486

)

 

 

—

 

 

 

—

 

Income tax expense

 

—

 

 

—

 

 

 

—

 

 

 

—

 

Loss from discontinued operations, net of tax

$

—

 

$

(99,477

)

 

$

(1,189,276

)

 

$

(746,791

)

The following table summarizes the key components of the operating results of the discontinued operations within the Condensed Consolidated Statements of Operations for the nine months ended September 30, 2026 and 2025:

 

 

For the nine months ended
September 30, 2026

 

For the nine months ended
September 30, 2025

 

Marketplace

 

Brands

 

Marketplace

 

Brands

Revenues, net

$

90,284

 

 

$

11,172,231

 

 

$

939,650

 

 

$

10,334,271

 

Cost of revenues (exclusive of depreciation and amortization shown below)

 

743

 

 

 

—

 

 

 

286,188

 

 

 

527

 

Cost of goods sold (exclusive of depreciation and amortization shown below)

 

1,344

 

 

 

7,869,987

 

 

 

11,951

 

 

 

6,871,532

 

Operating costs

 

44,653

 

 

 

3,607,851

 

 

 

4,194,431

 

 

 

6,346,913

 

Depreciation and amortization

 

—

 

 

 

—

 

 

 

645,059

 

 

 

81,725

 

Operating income/(loss)

 

43,544

 

 

 

(305,607

)

 

 

(4,197,979

)

 

 

(2,966,426

)

Other expense, net

 

(15,000

)

 

 

(173,490

)

 

 

(22,631

)

 

 

—

 

Income tax expense

 

—

 

 

 

—

 

 

 

—

 

 

 

—

 

Income/(Loss) from discontinued operations, net of tax

$

28,544

 

 

$

(479,097

)

 

$

(4,220,610

)

 

$

(2,966,426

)

Assets and liabilities of segments classified as held for sale in the Condensed Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025, consist of the following:

 

 

September 30,
2026

 

December 31,
2025

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

1,218,600

 

$

353,355

Accounts receivable, net

 

70,146

 

 

72,372

Inventory

 

2,367,368

 

 

2,665,203

Prepaid expenses and other current assets

 

404,461

 

 

215,986

Intangible assets, net

 

1,072,762

 

 

1,072,762

Deposits

 

—

 

 

28,243

Total assets held for sale

$

5,133,337

 

$

4,407,921

 

 

 

 

Liabilities

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

1,881,529

 

$

854,889

Accrued expenses

 

216,219

 

 

357,183

Deferred revenue

 

1,175,199

 

 

1,399,969

Total liabilities held for sale

$

3,272,947

 

$

2,612,041

The cash flows related to the discontinued operations have not been segregated and are included in the Condensed Consolidated Statements of Cash Flows. The following table presents cash flow for the discontinued segments.

 

 

For the Nine Months Ended
September 30,

 

 

2026

 

 

2025

 

Net cash provided by/(used in) operating activities

$

701,259

 

$

(4,705,036

)

Net cash used in investing activities

$

—

 

$

(347,596

)

Non-GAAP Financial Measures

The non-GAAP financial measures below have not been calculated in accordance with GAAP and should be considered in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. We caution investors that non-GAAP financial information, by its nature, departs from traditional accounting conventions. Therefore, its use can make it difficult to compare our current results with our results from other reporting periods and with the results of other companies.

Our management uses these non-GAAP financial measures, in conjunction with GAAP financial measures, as an integral part of managing our business and to, among other things: (i) monitor and evaluate the performance of our business operations and financial performance; (ii) facilitate internal comparisons of the historical operating performance of our business operations; (iii) facilitate external comparisons of the results of our overall business to the historical operating performance of other companies that may have different capital structures and debt levels; (iv) review and assess the operating performance of our management team; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.

For the periods presented, we define non-GAAP operating income/(loss) as GAAP operating loss, adjusted to exclude, as applicable, certain expenses as presented in the table below:

 

For the Three Months Ended
September 30,

 

For the Nine Months Ended
September 30,

 

 

2026

 

 

 

2025

 

 

 

2026

 

 

 

2025

 

Reconciliation:

 

 

 

 

 

 

 

GAAP operating loss

$

(3,326,680

)

 

$

(9,696,099

)

 

$

(14,250,099

)

 

$

(24,213,839

)

Non-GAAP adjustments:

 

 

 

 

 

 

 

Corporate costs not allocated to segments

 

(1,654,160

)

 

 

(1,383,073

)

 

 

(5,939,850

)

 

 

(4,463,229

)

Share-based compensation expense

 

(355,861

)

 

 

(4,422,742

)

 

 

(2,955,032

)

 

 

(7,975,726

)

Depreciation and amortization

 

(1,654,962

)

 

 

(1,699,205

)

 

 

(5,219,215

)

 

 

(3,973,592

)

Non-GAAP operating income/(loss)

$

338,303

 

 

$

(2,191,079

)

 

$

(136,002

)

 

$

(7,801,292

)

 

For the three months ended
September 30,

 

 

2026

 

 

2025

Revenue per headcount:

$

209,800

 

$

61,179

 

For the nine months ended
September 30,

 

 

2026

 

 

2025

Revenue per headcount:

$

646,684

 

$

151,216

 

Investors Contact:
investment@publicsq.com
Media Contact:
pr@publicsq.com

Source: PSQ Holdings, Inc.

Key Terms

non-gaap financial
Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.
View in glossary
discontinued operations financial
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
material weakness financial
A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.
seller note financial
A seller note is a type of loan or financial promise made by the person selling a business or asset to the buyer, often used to help bridge a gap in funding. It acts like the seller lending money to the buyer, with the agreement that the buyer will pay it back over time. For investors, seller notes can influence the overall risk and potential returns of a deal, as they represent an additional layer of financial commitment and potential repayment.

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