Addus HomeCare (NASDAQ: ADUS) updates 10-K and adds governance policies

Rhea-AI Filing Summary

Addus HomeCare Corporation filed Amendment No. 1 to its annual report for the year ended December 31, 2025. The amendment primarily refreshes the cover page information and updates the exhibit list.

The company is incorporating by reference its Insider Trading Policy as Exhibit 19.1 and its Compensation Recoupment Policy as Exhibit 97.1, which were omitted from the original filing. The amendment also restates Item 15 to reference previously filed consolidated financial statements and includes updated CEO and CFO certification exhibits.

The amendment states that no consolidated financial statements are included and that, except for these changes, it does not modify other disclosures in the original annual report. As of March 11, 2026, the company had 18,643,615 shares of common stock outstanding.

FY 2025 --12-31 true 0001468328 00014683282025-01-012025-12-31 thunderdome:item xbrli:shares 00014683282025-12-31 iso4217:USD

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A
(Amendment No. 1)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-34504

ADDUS HOMECARE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	20-5340172
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
6303 Cowboys Way, Suite 600 Frisco, TX	75034
(Address of principal executive offices)	(Zip Code)

469-535-8200

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	ADUS	The Nasdaq Stock Market LLC

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☒	Accelerated Filer	☐
Non-Accelerated Filer	☐	Smaller Reporting Company	☐
		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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ☐ No ☒

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant, based on the last sale price on The Nasdaq Stock Market LLC on June 30, 2025 (the last business day of the registrant’s most recently completed second fiscal quarter) was approximately $2,065,724,000.

As of March 11, 2026, there were 18,643,615 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Certain portions of the registrant’s Definitive Proxy Statement for its 2026 Annual Meeting of Stockholders (which is expected to be filed with the Commission within 120 days after the end of the registrant’s 2025 fiscal year) are incorporated by reference into Part III of this Annual Report on Form 10-K.

Auditor Firm PCAOB Id: 238 Auditor Name: PricewaterhouseCoopers LLP Auditor Location: Dallas, Texas

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PART IV		1
Item 15.	Exhibits and Financial Statement Schedules	1

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EXPLANATORY NOTE

This Amendment No. 1 (“Amendment”) on Form 10-K/A amends the Annual Report on Form 10-K of Addus HomeCare Corporation (the “Company”) for the fiscal year ended December 31, 2025, as filed with the Securities and Exchange Commission (the “Commission”) on February 24, 2026 (the “Original Filing”). We are filing this Amendment to the Original Filing solely for the purpose of updating the cover page of the Original Filing and incorporating by reference Exhibit 19.1, the Company’s Insider Trading Policy, and Exhibit 97.1, the Company’s Compensation Recoupment Policy, that were inadvertently omitted from the Original Filing.

This Amendment hereby amends and restates the cover page to the Original Filing. Additionally, this Amendment hereby amends and restates Item 15 of Part IV of the Original Filing to incorporate by reference Exhibit 19.1 and Exhibit 97.1 and to reference the consolidated financial statements previously filed with the Original Filing. Pursuant to Rule 12b-15 of the Securities Exchange Act of 1934, as amended, this Amendment contains new certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended. Because no consolidated financial statements have been included in this Amended Filing and this Amended Filing does not contain or amend any disclosure with respect to Items 307 and 308 of Regulation S‑K, paragraphs 3, 4 and 5 of the certifications have been omitted.

Except for the foregoing amended information or where otherwise noted, this Amendment does not reflect events that occurred after the filing of the Original Filing, or modify or update those disclosures that may be affected by subsequent events, and no other changes are being made to any other disclosure contained in the Original Filing.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) (1), (2) The Financial Statements filed as part of this report are indexed on page F-1 of the Original Filing and incorporated by reference to the Original Filing and are not included as part of this Amendment. All schedules are omitted, either because they are not applicable or because the required information is shown in the financial statements or the notes thereto.

(b) Exhibits

EXHIBIT INDEX

				Incorporated by Reference
Exhibit Number		Description of Document		Form		File No.		Date Filing		Exhibit Number
3.1		Amended and Restated Certificate of Incorporation of Addus HomeCare Corporation dated as of October 27, 2009.		10-Q		001-34504		11/20/2009		3.1
3.2		Amended and Restated Bylaws of Addus HomeCare Corporation, as amended by the First Amendment to Amended and Restated Bylaws.		10-Q		001-34504		05/9/2013		3.2
4.1		Form of Common Stock Certificate.		S-1		333-160634		10/2/2009		4.1
4.2		Description of Securities of Addus HomeCare Corporation Registered under Section 12 of the Exchange Act.		10-K		001-34504		8/10/2020		4.2
10.1*		Addus Holding Corporation 2006 Stock Incentive Plan.		S-1		333-160634		7/17/2009		10.12
10.2*		Director Form of Non-Qualified Stock Option Certificate under the 2006 Stock Incentive Plan.		S-1		333-160634		7/17/2009		10.13
10.3*		Executive Form of Non-Qualified Stock Option Certificate under the 2006 Stock Incentive Plan.		S-1		333-160634		7/17/2009		10.14
10.4		2009 Form of Indemnification Agreement.		S-1		333-160634		7/17/2009		10.16
10.5*		Form of Addus HomeCare Corporation 2009 Stock Incentive Plan.		S-1		333-160634		9/21/2009		10.20
10.6*		Form of Nonqualified Stock Option Award Agreement pursuant to the 2009 Stock Incentive Plan.		S-1		333-160634		9/21/2009		10.20(a)
10.7*		Form of Restricted Stock Award Agreement pursuant to the 2009 Stock Incentive Plan.		S-1		333-160634		9/21/2009		10.20(b)
10.8		Securities Purchase Agreement, dated as of April 24, 2015, by and among Addus HealthCare, Inc., Margaret Coffey, Carol Kolar, South Shore Home Health Service, Inc. and Acaring Home Care, LLC.		10-Q		001-34504		5/8/2015		10.1

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10.9		Credit Agreement, dated as of May 8, 2017, by and among Addus Healthcare, Inc., as the Borrower, the other parties from time to time a party thereto, and Capital One, National Association, as a Lender and Swing Lender and as Agent for all Lenders, Suntrust Bank, as Documentation Agent, Bank of the West, Compass Bank, Fifth Third Bank and JPMorgan Chase Bank, N.A., as Co-Syndication Agents, the other financial institutions party thereto, as Lenders, Capital One, National Association, Bank of the West, Compass Bank, Fifth Third Bank and JPMorgan Chase Bank, N.A. and Suntrust Robinson Humphrey as Joint Lead Arrangers and Capital One, National Association, as Sole Bookrunner.		10-Q		001-34504		5/9/2017		10.3
10.10*		Addus HomeCare Corporation’s 2017 Omnibus Incentive Plan, effective as of April 27, 2017.		8-K		001-34504		6/16/2017		10.1

10.11*		Form of Nonqualified Stock Option Award Agreement pursuant to the 2017 Omnibus Incentive Plan.		10-K		001-34504		3/14/2018		10.28
10.12*		Form of Restricted Stock Award Agreement pursuant to the 2017 Omnibus Incentive Plan.		10-K		001-34504		3/14/2018		10.29
10.13		Stock Purchase Agreement, dated February 27, 2018, by and among Addus Healthcare, Inc., Michael J. Merrell and Mary E. Merrell, individually, Michael J. Merrell and Mary E. Merrell, as Trustees of the Merrell Revocable Trust UTA dated June 3, 2012, and Michael J. Merrell and Mary E. Merrell, as Trustees of the Ambercare Corporation Employee Stock Ownership Plan Trust.		8-K		001-34504		3/5/2018		10.1
10.14		Amended and Restated Credit Agreement by and among Addus HealthCare, Inc., as borrower, the Company, the other Credit Parties party thereto, the Lenders and L/C Issuers party thereto, and Capital One, National Association, as administrative agent.		10-Q		001-34504		8/11/2018		10.2
10.15*		Second Amended and Restated Employment and Non-Competition Agreement, dated November 5, 2018, by and between Addus HealthCare, Inc. and R. Dirk Allison.		10-Q		001-34504		8/11/2018		10.3
10.16*		Second Amended and Restated Employment and Non-Competition Agreement, dated November 5, 2018, by and between Addus HealthCare, Inc. and Brian Poff.		10-Q		001-34504		8/11/2018		10.4
10.17*		Second Amended and Restated Employment and Non-Competition Agreement, dated November 5, 2018, by and between Addus HealthCare, Inc. and Darby Anderson.		10-Q		001-34504		8/11/2018		10.6
10.18*		Second Amended and Restated Employment and Non-Competition Agreement, dated November 5, 2018, by and between Addus HealthCare, Inc. and W. Bradley Bickham.		10-Q		001-34504		8/11/2018		10.7
10.19		Amended and Restated Credit Agreement, dated as of October 31, 2018, by and among Addus HealthCare, Inc., as borrower, the Company, the other Credit Parties party thereto, the Lenders and L/C Issuers party thereto, and Capital One, National Association, as administrative agent.		10-Q		001-34504		11/8/2018		10.2
10.20*		Employment and Non-Competition Agreement, effective April 29, 2019, by and between Addus HealthCare, Inc. and Sean Gaffney.		8-K		001-34504		4/8/2019		99.2

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10.21*		Employment and Non-Competition Agreement, effective November 7, 2019, by and between Addus HealthCare, Inc. and David Tucker.		10-K		001-34504		8/10/2020		10.40
10.22*		Employment and Non-Competition Agreement, effective November 7, 2019, by and between Addus HealthCare, Inc. and Mike Wattenbarger.		10-K		001-34504		8/10/2020		10.41

10.23		Equity Purchase Agreement, dated August 25, 2019, by and among Addus Healthcare, Inc., Hospice Partners of America, LLC, New Capital Partners II – HS, Inc., Senior Care Services, LLC, Eastside Partners II, L.P., and New Capital Partners II, LLC.		S-3ASR		333-233600		9/3/2019		2.1
10.24		First Amendment to Amended and Restated Credit Agreement, dated as of September 12, 2019, by and among Addus HealthCare, Inc., as the Borrower, Addus HomeCare Corporation, other Credit Parties party thereto, Capital One, National Association, as administrative agent and as a Lender, and the other Lenders party thereto.		10-Q		001-34504		9/13/2019		10.1
10.25		Unit Purchase Agreement, dated November 10, 2020, by and among Addus Healthcare, Inc., Queen City Hospice, LLC, Miracle City Hospice, LLC, and QCH Holdings LLC.		10-K		001-34504		3/1/2021		10.45

10.26		Amendment to Unit Purchase Agreement, dated December 3, 2020, by and among Addus Healthcare, Inc., Queen City Hospice, LLC, Miracle City Hospice, LLC, and QCH Holdings LLC.		10-K		001-34504		3/1/2021		10.46
10.27*		Employment and Non-Competition Agreement, effective June 14, 2021, by and between Addus HealthCare, Inc. and Roberton James Stevenson.		10-Q		001-34504		8/4/2021		10.2
10.28**		Second Amendment to Amended and Restated Credit Agreement, dated as of July 30, 2021, by and among Addus HealthCare, Inc., as the Borrower, Addus HomeCare Corporation, the other Credit Parties party thereto, Capital One, National Association, as administrative agent and as a Lender, and the other Lenders party thereto.		8-K		001-34504		8/4/2021		10.1
10.29*		2022 Form of Indemnification Agreement.		10-K		001-34504		2/25/2022		10.50
10.30*		Amended and Restated Employment and Non-Competition Agreement, effective March 1, 2022, by and between Addus HealthCare, Inc. and Monica Raines.		10-Q		001-34504		5/23/2022		10.1
10.31*		Employment and Non-Competition Agreement, effective April 20, 2022, by and between Addus HealthCare, Inc. and Cliff Blessing.		10-Q		001-34504		8/2/2022		10.1
10.32		Third Amendment to Amended and Restated Credit Agreement, dated as of April 26, 2023, by and among Addus HealthCare, Inc., as the Borrower, Addus HomeCare Corporation, the other Credit Parties party thereto, Capital One, National Association, as administrative agent and as a Lender, and the other Lenders party thereto.		10-Q		001-34504		5/2/2023		10.1
10.33*		Addus HomeCare Corporation Amended and Restated 2017 Omnibus Incentive Plan.		10-Q		001-34504		8/1/2023		10.1

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10.34**		Membership Interests Purchase Agreement, dated June 28, 2023, by and among Addus HealthCare, Inc., HHH Newco Holdings, LLC, American Health Companies, LLC, American Home Care, LLC, Homecare, LLC, Tennessee Valley Home Care, LLC, and Tri-County Home Health and Hospice, LLC.		10-Q		001-34504		8/1/2023		10.1
10.35		Stock and Asset Purchase Agreement, dated June 8, 2024, by and between Addus HealthCare, Inc. and Curo Health Services, LLC.		8-K/A		001-34504		6/26/2024		10.1

10.36**		Fourth Amendment to Amended and Restated Credit Agreement, dated as of October 22, 2024, by and among Addus HealthCare, Inc., as the Borrower, Addus HomeCare Corporation, the other Credit Parties party thereto, Capital One, National Association, as administrative agent and as a Lender, and the other Lenders party thereto.		8-K		001-34504		10/22/2024		10.1
10.37*		Retention and Transition Agreement, dated March 10, 2025, by and between Addus Healthcare, Inc. and Heather Dixon.		8-K		001-34504		3/11/2025		10.1
10.38*		Third Amended and Restated Employment and Non-Competition Agreement, dated March 10, 2025, by and between Addus Healthcare, Inc. and Heather Dixon.		8-K		001-34504		3/11/2025		10.2
10.39*		Employment and Non-Competition Agreement, dated August 4, 2025, by and between Addus Healthcare, Inc. and Heather Dixon.		8-K		001-34504		8/7/2025		10.1
10.40*		Amended and Restated Retention and Transition Agreement, dated August 4, 2025, by and between Addus Healthcare, Inc. and W. Bradley Bickham.		8-K		001-34504		8/7/2025		10.2
19.1		Addus Homecare Corporation Insider Trading Policy.		10-K		001-34504		2/25/2025		19.1
21.1		Subsidiaries of Addus HomeCare Corporation.		10-K		001-34504		2/24/2026		21.1
23.1		Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm.		10-K		001-34504		2/24/2026		23.1
31.1		Certification of Chief Executive Officer Pursuant to Rule 13-14(a) of the Securities Exchange Act of 1934 as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.		10-K		001-34504		2/24/2026		31.1
31.2		Certification of Chief Financial Officer Pursuant to Rule 13-14(a) of the Securities Exchange Act of 1934 as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.		10-K		001-34504		2/24/2026		31.2
31.3		Certification of Chief Executive Officer Pursuant to Rule 13-14(a) of the Securities Exchange Act of 1934 as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended.

31.4		Certification of Chief Financial Officer Pursuant to Rule 13-14(a) of the Securities Exchange Act of 1934 as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended.
97.1		Addus Homecare Corporation Compensation Recoupment Policy.		10-K		001-34504		2/27/2024		97.1

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101.INS		Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Calculation Linkbase Document.
101.LAB		Inline XBRL Taxonomy Label Linkbase Document.
101.PRE		Inline XBRL Presentation Linkbase Document.
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).

* Management compensatory plan or arrangement

** Schedules and exhibits have been omitted pursuant to Item 601 of Regulation S-K. The Company hereby undertakes to furnish supplementally a copy of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

Addus HomeCare Corporation
By:	/s/ R. DIRK ALLISON
	R. Dirk Allison, Chief Executive Officer and Chairman of the Board

Date: March 12, 2026

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FAQ

What is Addus HomeCare Corporation (ADUS) changing in this 10-K/A amendment?

The amendment updates the annual report cover page and exhibit index. It adds the Insider Trading Policy as Exhibit 19.1 and the Compensation Recoupment Policy as Exhibit 97.1, correcting omissions from the original filing without altering the underlying financial statements or business disclosures.

Does the Addus HomeCare (ADUS) 10-K/A amendment change any 2025 financial results?

The amendment states no consolidated financial statements are included. It explains that, aside from updating the cover page and exhibits, it does not modify or update other disclosures in the original annual report, so reported 2025 financial results remain as previously filed by the company.

What new policies are referenced in Addus HomeCare’s (ADUS) amended annual report?

The filing incorporates by reference the company’s Insider Trading Policy as Exhibit 19.1 and its Compensation Recoupment Policy as Exhibit 97.1. These governance-related documents were inadvertently omitted from the original annual report and are now formally listed in the exhibit index.

How many Addus HomeCare (ADUS) shares were outstanding according to this amendment?

The amendment reports that 18,643,615 shares of common stock were outstanding as of March 11, 2026. This figure provides context for the company’s equity base at that date but is not part of any new securities issuance or registration in this administrative update.

Why did Addus HomeCare (ADUS) file new CEO and CFO certifications with the 10-K/A?

The amendment includes new Section 302 certifications from the CEO and CFO, as required when amending an annual report. Because no consolidated financial statements or internal control updates are included, certain paragraphs of these certifications, specifically paragraphs 3, 4 and 5, have been omitted.