Franklin Covey director reports share acquisition. Director Efrain Rivera reported acquiring 5,778 Franklin Covey common shares on January 23, 2026 in a transaction coded as an acquisition at a price of $0 per share. Following this transaction, he beneficially owns 12,087 common shares, held in direct ownership form. The filing indicates this was a non-derivative transaction in the company’s common shares, with no derivative securities reported.
Franklin Covey director Derek C M Van Bever reported a stock grant. On 01/23/2026, he acquired 5,778 common shares of Franklin Covey at a price of $0 per share, indicating a share award rather than an open-market purchase. After this transaction, he beneficially owned a total of 24,011 common shares, held directly. This filing reflects an update to his ownership position as a director of the company.
Franklin Covey director Donald J. McNamara acquired 5,778 common shares on January 23, 2026 in a transaction recorded at $0 per share, indicating a share grant rather than an open-market purchase. Following this award, he directly owns 459,980 common shares of Franklin Covey. The filing reflects an increase in his equity stake and confirms that the ownership is held directly rather than through an intermediary entity.
Franklin Covey director Robert A. Whitman reported a stock award from the company. On January 23, 2026, he acquired 5,778 common shares of Franklin Covey at a price of $0 per share, indicating this was a grant rather than an open-market purchase. After this transaction, he beneficially owned 712,811 common shares, held directly.
Franklin Covey director Cuffie Craig received an equity award in the form of common shares. On 01/23/2026, Craig acquired 5,778 Franklin Covey common shares at a price of $0 per share, which typically reflects a stock grant rather than an open-market purchase. Following this transaction, Craig directly owned 16,944 common shares of the company.
Franklin Covey director Anne H. Chow reported a new stock award of 5,778 common shares on January 23, 2026, at a price of $0 per share. This type of transaction typically reflects a grant of shares rather than an open‑market purchase or sale. After this award, she directly holds 20,951 common shares. She also has indirect beneficial ownership of 14,731 common shares through Shrimp Toast Ltd., where she and her spouse are the sole general partners, meaning a separate entity associated with her holds those additional shares.
Royce & Associates, a New York investment adviser, reports beneficial ownership of 449,007 shares of Franklin Covey Co. common stock, representing 3.74% of the class as of 12/31/2025. The firm has sole voting and sole dispositive power over all reported shares, with no shared authority.
The holdings are reported on a Schedule 13G/A, indicating they were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Franklin Covey. The shares are held in investment management accounts of clients of Royce & Associates, LP, an indirect majority-owned subsidiary of Franklin Resources, Inc., and Royce & Associates disclaims pecuniary interest and status as a beneficial owner beyond what may be deemed under the rules.
Franklin Covey Co. held its annual shareholder meeting on January 23, 2026, where all board nominees were elected. Each director, including Anne H. Chow, Craig Cuffie, Donald J. McNamara, Nancy Phillips, Efrain Rivera, Derek C.M. van Bever, Paul S. Walker, and Robert A. Whitman, received between 8,514,290 and 8,535,489 votes cast in favor, with broker non-votes of 2,423,860 for each nominee.
Shareholders approved the advisory vote on executive compensation, with 8,574,069 votes in favor, 47,295 against, 9,922 abstentions, and 2,423,860 broker non-votes. They also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2026, with 11,005,289 votes in favor, 30,272 against, and 19,585 abstentions.
Franklin Covey reported quarterly revenue of $64.0 million, down from $69.1 million a year ago, and swung to a net loss of $3.3 million, or $(0.27) per share, versus prior-year net income of $1.2 million. Gross margin remained high at 75.5%, but Adjusted EBITDA fell to $3.7 million from $7.7 million, driven by lower revenue and higher restructuring and building exit costs.
Enterprise Division revenue declined to $47.5 million and Education Division revenue to $16.1 million, while deferred revenue stood at $100.2 million and remaining performance obligations at $172.3 million. The company used $10.7 million to repurchase 582,106 shares, ending the quarter with $17.5 million in cash and $80 million of total available liquidity including an undrawn credit facility.
Franklin Covey Co. reported that it has released financial results for the first quarter of fiscal 2026, which ended on November 30, 2025. The results are provided in an earnings release furnished as Exhibit 99.1.
The company also scheduled a webcast and conference call for shareholders and the financial community on January 7, 2026 at 5:00 p.m. Eastern Time to review these first-quarter fiscal 2026 results. A replay of the webcast will be available on the company’s website for at least 30 days.