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Driven Brands Holdings Inc. 8-K Filings

DRVN NASDAQ

Every 8-K that Driven Brands Holdings Inc. (DRVN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow DRVN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DRVN filings page.

Rhea-AI Summary

Driven Brands Holdings Inc. (DRVN) announced updated capital allocation priorities, including a new $100 million share repurchase authorization effective September 15, 2026 and a long-term net leverage target of 2–3x Net Debt to Adjusted EBITDA. The authorization represents about 5% of the company’s market capitalization and has no stated expiration.

Management highlighted deleveraging progress, noting net leverage declined from 5.0x at the end of 2023 to an expected 3.0x at the end of Q3 2026, reaching a 3.0x target ahead of plan. The company plans to continue investing in its Take 5 growth strategy while funding repurchases from available cash and ongoing cash flows. As of the end of fiscal 2025, Driven Brands generated approximately $1.9 billion in annual revenue from about $6.1 billion in system-wide sales across more than 4,200 locations.

Rhea-AI Summary

Driven Brands Holdings Inc. reported second-quarter 2026 revenue of $507.4 million, an increase of about 7% versus the prior year, with system-wide sales up 5% to $1.6 billion. Net income from continuing operations rose to $37.3 million, or $0.23 per diluted share, compared with $16.4 million, or $0.10 per share, a year earlier. Adjusted Net Income was $48.2 million, slightly below $48.9 million in the prior-year quarter.

Adjusted EBITDA was $107.0 million, a 7% decrease year over year, and included $11.8 million of non-recurring, restatement-related costs. Same store sales grew 1.4%, with the Take 5 segment posting 3.6% same store sales growth and achieving its 24th consecutive quarter of positive same store sales. The company reported a net leverage ratio of 3.1x Adjusted EBITDA, moving closer to its 3x target, and reiterated its full-year 2026 outlook ranges.

Rhea-AI Summary

Driven Brands Holdings Inc. held its 2026 annual meeting of stockholders on July 28, 2026. Stockholders elected Damien Harmon, Chad Hume, and Karen Stroup as Class III directors, each to serve until the 2029 annual meeting and until a successor is elected and qualified.

Stockholders also approved, on a non-binding advisory basis, the 2025 compensation of the company’s named executive officers, with 127,319,236 votes for, 15,170,927 against, and 197,617 abstentions. In addition, they ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 26, 2026, receiving 152,628,351 votes for, 2,789,749 against, and 506,129 abstentions.

Rhea-AI Summary

Driven Brands Holdings Inc. reported first quarter 2026 results showing steady growth and deleveraging. Revenue rose 8% to $484.4 million, while system-wide sales increased 6% to $1.6 billion, driven by 2% same store sales growth and a 5% increase in store count versus the prior year.

Net income from continuing operations was $23.8 million, or $0.14 per diluted share, up from $13.5 million, or $0.08 per diluted share. Adjusted Net Income reached $49.0 million, or $0.30 per diluted share, compared with $38.8 million and $0.24 a year earlier.

Adjusted EBITDA was $104.1 million, up 2% year over year and including $9.1 million of restatement-related non-recurring costs. Management highlighted the Take 5 segment’s 4.5% same store sales growth, a net leverage ratio of 3.2x Adjusted EBITDA, and reiterated its full-year 2026 outlook.

Rhea-AI Summary

Driven Brands Holdings Inc. disclosed that it received a Nasdaq notice on June 1, 2026 stating it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because its Form 10‑Q for the quarter ended March 28, 2026 has not been filed.

The delay stems from a restatement of prior financial statements and the related late filing of its 2025 Form 10‑K, which was filed on May 19, 2026. The notice has no immediate effect on the listing or trading of the company’s common stock.

Driven Brands has 60 days, until July 31, 2026, to submit a compliance plan, and Nasdaq may allow up to November 25, 2026 for the company to regain compliance. Management states it is working to complete the Form 10‑Q as soon as practicable.

Rhea-AI Summary

Driven Brands Holdings Inc. reported fourth quarter and fiscal 2025 results and restated prior-period financial statements. Fiscal 2025 revenue rose 6.3% to $1.9 billion, while net income reached $140.2 million compared with a $297.5 million loss in 2024 as restated. Operating cash flow from continuing operations increased to $330.5 million from $244.0 million. Adjusted EBITDA was $449.1 million versus $443.2 million, and Adjusted EPS from continuing operations improved to $1.21 from $1.07. The company reported Take 5 same store sales growth of 3.7% in the fourth quarter, its 22nd consecutive quarter of growth, and system-wide sales of $6.09 billion in 2025. Management highlighted portfolio streamlining, debt reduction that brought the pro forma net leverage ratio to 3.3x Adjusted EBITDA, and an objective of achieving 3.0x by year-end 2026. Driven Brands completed a broad restatement of 2023–2024 results for lease, cash, accounts payable, accounts receivable, expense classification, and other adjustments and is enhancing internal controls over financial reporting.

Rhea-AI Summary

Driven Brands Holdings Inc. disclosed that two indirect subsidiaries entered into a limited waiver and amendment to their revolving credit facility. The amendment waives any defaults tied to the borrower’s notice that it intends to restate financial statements for fiscal 2023, 2024, and the first three quarters of 2025.

The amendment extends the deadline to deliver the 2025 borrower financial statements to June 10, 2026, and pushes the first‑quarter 2026 borrower financial statements to 45 days after that delivery. The company currently expects to meet the new June 10, 2026 deadline.

Rhea-AI Summary

Driven Brands Holdings Inc. obtained a waiver under its securitization Base Indenture that extends several financial reporting deadlines. The waiver moves the due date to deliver the company’s audited 2025 Form 10-K to stakeholders to June 10, 2026.

The waiver also extends deadlines to provide first quarter 2026 financial statements for the company and related securitization entities, and to furnish 2025 annual accountants’ reports, using 45-day and 30-day windows tied to delivery of the 2025 annual financials. Midland Loan Services agrees not to trigger potential Rapid Amortization or Manager Termination Events solely due to these extensions, and charges a $10,000 consent fee.

Rhea-AI Summary

Driven Brands Holdings Inc. reported preliminary, unaudited results for Q4 2025, FY 2025 and Q1 2026 and updated its SEC filing status. Q4 2025 revenue is estimated at $450–$460 million, with FY 2025 revenue at $1.85–$1.86 billion, excluding U.S. and international car wash operations. Adjusted EBITDA for FY 2025 is expected at $440–$450 million, pressured by expenses tied to restating prior financial statements. The company ended Q1 2026 with about $130 million in cash and estimates net debt of about $1.6 billion, down from roughly $2.1 billion as of December 27, 2025. Driven Brands has not yet filed its 2025 Form 10-K due to material errors and related restatement work and has identified material weaknesses in internal control over financial reporting and disclosure controls. Nasdaq notified the company it is not in compliance with listing rules because of the delayed 10-K; Driven Brands has until June 15, 2026 to submit a compliance plan and could have until October 12, 2026 to regain compliance.

Rhea-AI Summary

Driven Brands Holdings Inc., through subsidiaries Driven Brands Funding, LLC and Driven Brands Canada Funding Corporation, entered into Amendment No. 1 to its Second Amended and Restated Base Indenture with Citibank, N.A. The amendment extends deadlines for certain deliverables and clarifies requirements following a re-issuance restatement of the Co-Issuers’ financial statements. It does not change the requirement for the company to deliver its Form 10-K for the fiscal year ended December 27, 2025 to the trustee by April 26, 2026, and the company states it expects to meet this deadline. The forward-looking statement section highlights that a material delay in financial reporting remains possible, including the risk that the Form 10-K may not be filed by April 26, 2026.

Rhea-AI Summary

Driven Brands Holdings Inc. has postponed releasing its financial results for the fourth quarter and full year ended December 27, 2025. The company had previously planned to publish these results before the market opened on February 25, 2026 and hold a conference call at 8:30 a.m. ET.

The delay applies both to the earnings release and the associated conference call and is described as being "in connection with" matters discussed in a separate report filed under Item 4.02 on the same date. No updated timetable or revised details are provided in this filing.

Rhea-AI Summary

Driven Brands Holdings Inc. disclosed that investors should no longer rely on its previously issued financial statements for fiscal years 2023 and 2024, as well as quarterly results through September 27, 2025, due to material errors that will require a restatement.

The company identified problems in lease accounting, cash reconciliations that affected cash balances, revenue and selling, general and administrative expense, expense classifications within operating expenses, and other issues including income taxes, supply and other revenue, fixed assets, cloud computing and misclassified balance sheet and income statement items, plus inappropriately recognized revenue in its ATI business.

Management concluded there are material weaknesses in internal control over financial reporting and disclosure controls as of December 27, 2025 and is taking steps to remediate them. Driven Brands plans to file a Form 12b-25 to extend the deadline for its 2025 Form 10-K by fifteen days and may identify additional material errors as its review continues.

Rhea-AI Summary

Driven Brands Holdings Inc. filed a current report describing a change in how it presents its business segments. On February 9, 2026, the company issued a press release providing additional information and recasted financial information based on updated segment reporting, which becomes effective for the fourth quarter of fiscal 2025.

This means prior results are being reorganized to match the new segment structure so investors can compare performance consistently once the new reporting takes effect.

Rhea-AI Summary

Driven Brands Holdings Inc. has completed the divestiture of its international car wash business. On January 27, 2026, the company sold all of the outstanding equity interests in IMO Car Wash Group Limited and 5.01% of the equity interests in IMO Autopflege GmbH for aggregate consideration of approximately €411 million.

The cash proceeds, after transaction expenses and estimated taxes, will be used primarily to pay down debt. Driven Brands also issued a press release on January 27, 2026 announcing the closing of this transaction.

Rhea-AI Summary

Driven Brands Holdings Inc. filed an 8-K stating it furnished a press release announcing financial results for the quarter ended September 27, 2025. The Item 2.02 information, including Exhibit 99.1, is furnished and not deemed “filed” under the Exchange Act. The company’s common stock (symbol DRVN) is listed on The Nasdaq Global Select Market. Exhibit 104 includes the cover page Inline XBRL tags.

Rhea-AI Summary

Driven Brands Holdings Inc. (DRVN) reported a capital markets transaction and related governance updates. Its securitization co-issuers issued $500 million of Series 2025-1 5.296% Fixed Rate Senior Secured Notes, Class A-2. The notes pay accrued interest and, if applicable, amortizing principal quarterly, have an anticipated repayment date in October 2030, and a final legal maturity in October 2055. They are secured by substantially all assets of the co-issuers and guaranteed by the securitization entities.

The company also executed a Second Amended and Restated Indenture, updating leverage ratio provisions to allow permitted refinancing, adjusting Back-Up Manager payment terms, enabling mergers among Canadian securitization entities, revising the definition of GAAP and certain brand disposition terms, and making technical changes. U.S. and Canadian management agreements were amended to permit additional debt in connection with permitted refinancing and, when conditions are met, to increase the leverage cap, along with conforming and technical amendments.

Rhea-AI Summary

Driven Brands Holdings Inc. elected Muhammad Khalid as Executive Vice President and Chief Operating Officer effective August 25, 2025. Mr. Khalid, 44, currently serves as Executive Vice President and President of Take 5 (since February 2023) and previously held leadership roles at Great Wolf Resorts, Meineke (including a prior COO role at Driven Brands), Starwood Hotels & Resorts, Burger King, Deutsche Bank and J.P. Morgan Chase. His compensation package includes an annual base salary of $575,000, eligibility for an annual performance-based cash bonus with a 100% target of base salary, and eligibility for annual equity grants (RSUs and PSUs) with a 250% target of base salary under the Company’s 2021 Omnibus Incentive Plan. The filing states there are no related-party arrangements or family relationships requiring disclosure, and a press release announcing the appointment is furnished with the report.

Rhea-AI Summary

Driven Brands Holdings Inc. (DRVN) filed a Form 8-K on August 5, 2025 to furnish, under Item 2.02, a press release announcing financial results for the quarter ended June 28, 2025. The actual performance metrics are not included in the body of the filing; they are contained in Exhibit 99.1, which is incorporated by reference. Management specifies that the information is being "furnished" rather than "filed," limiting Exchange Act liability. The company also provided Exhibit 104 with Inline XBRL tags for the cover page. The document was signed by EVP & Chief Legal Officer Scott O’Melia.