STOCK TITAN

Guardian Pharmacy (NYSE: GRDN) lifts 2026 revenue and EBITDA outlook

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Guardian Pharmacy Services reported Q2 2026 revenue of $351,768 thousand compared with $344,334 thousand a year earlier, as IRA‑related pricing reductions muted reported growth. Net income attributable to the company was $21,872 thousand, diluted EPS was $0.34, and Adjusted EBITDA was $29,658 thousand, or 8.4% of revenue. Results included an $8.5 million cash settlement related to a payor‑reimbursement matter, recorded in other income.

Cash and cash equivalents rose to $89,807 thousand at June 30, 2026, with total assets of $443,578 thousand. Based on year‑to‑date performance, management raised its 2026 outlook to revenue of $1.43 billion–$1.45 billion and Adjusted EBITDA of $129 million–$131 million, excluding future acquisitions. Guardian also acquired Wellness Concepts in Virginia, opened a greenfield pharmacy in Lexington, Kentucky, and implemented new COO/CFO appointments and a regional leadership structure.

Positive

  • None.

Negative

  • None.

Filing Explained

As of June 30, the filing reports a changed Class A/Class B mix, but does not establish new shares or dilution.

Form 8-Ks report specified material events; this filing uses Item 2.02 to furnish Guardian Pharmacy Services’ second-quarter results. The August 6 disclosure is furnished rather than filed for Section 18 purposes and is not incorporated into Securities Act filings unless expressly referenced.

The June 30 balance sheet reports 49,792,884 issued and outstanding Class A shares, versus 36,253,744 at December 31, 2025, and 13,539,453 Class B shares, versus 27,066,890 previously.

Those figures show a changed Class A/Class B mix, but the filing does not establish from the reported counts alone that additional shares were issued or that existing holders were diluted.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $351,768 thousand Three months ended June 30, 2026 revenue (in thousands)
Q2 2026 Net Income attributable to Guardian $21,872 thousand Net income attributable to Guardian Pharmacy Services, Inc. for Q2 2026 (in thousands)
Q2 2026 Adjusted EBITDA $29,658 thousand Adjusted EBITDA for the three months ended June 30, 2026 (in thousands)
Cash and Cash Equivalents $89,807 thousand Cash and cash equivalents as of June 30, 2026 (in thousands)
Total Assets $443,578 thousand Total assets as of June 30, 2026 (in thousands)
2026 Revenue Guidance $1.43 billion - $1.45 billion Updated full-year 2026 revenue outlook, excluding future acquisitions
2026 Adjusted EBITDA Guidance $129 million - $131 million Updated full-year 2026 Adjusted EBITDA outlook, excluding future acquisitions
Payor-Reimbursement Settlement $8.5 million Cash payment received April 21, 2026 related to a payor-reimbursement matter
Adjusted EBITDA financial
"We define Adjusted EBITDA as net income before interest expense (income), income taxes, depreciation and amortization"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
long-term care pharmacy medical
"Wellness Concepts, a long-term care pharmacy based in Grottoes, Virginia"
payor-reimbursement matters financial
"Payor-reimbursement matters (4) … Settlements received associated with payor reimbursement matters"
non-GAAP financial measures financial
"we also present Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS, which are financial measures not based on any standardized methodology"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
greenfield pharmacy technical
"Guardian also launched a new greenfield pharmacy in Lexington, Kentucky"
Emerging growth company regulatory
"Emerging growth company    On August 6, 2026, Guardian Pharmacy Services, Inc."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Revenue $351,768 thousand From $344,334 thousand in Q2 2025 to $351,768 thousand in Q2 2026
Net income attributable to Guardian $21,872 thousand From $9,030 thousand in Q2 2025 to $21,872 thousand in Q2 2026
Adjusted EBITDA $29,658 thousand From $24,952 thousand in Q2 2025 to $29,658 thousand in Q2 2026
Adjusted EPS $0.29 From $0.23 in Q2 2025 to $0.29 in Q2 2026
Guidance

For full-year 2026, Guardian guides to revenue of $1.43 billion–$1.45 billion and Adjusted EBITDA of $129 million–$131 million, excluding future acquisitions.

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FAQ

What were Guardian Pharmacy (GRDN)’s Q2 2026 revenues and profits?

Guardian Pharmacy (GRDN) generated Q2 2026 revenue of $351,768 thousand and net income attributable to the company of $21,872 thousand. Diluted EPS was $0.34, compared with $0.14 in Q2 2025, and Adjusted EBITDA was $29,658 thousand, or 8.4% of revenue.

How did Guardian Pharmacy (GRDN) change its full-year 2026 guidance?

Guardian Pharmacy (GRDN) raised its 2026 outlook, guiding to revenue of $1.43 billion–$1.45 billion, up from $1.40 billion–$1.42 billion. Adjusted EBITDA guidance increased to $129 million–$131 million from $122 million–$127 million, with guidance excluding any future acquisitions.

What was Guardian Pharmacy (GRDN)’s cash position and balance sheet at June 30, 2026?

At June 30, 2026, Guardian Pharmacy (GRDN) held $89,807 thousand in cash and cash equivalents and total assets of $443,578 thousand. Total liabilities were $185,936 thousand and total equity was $257,642 thousand, reflecting higher retained earnings versus December 31, 2025.

What non-GAAP metrics did Guardian Pharmacy (GRDN) report for Q2 2026?

Guardian Pharmacy (GRDN) reported Q2 2026 Adjusted EBITDA of $29,658 thousand and Adjusted net income of $18,474 thousand. Adjusted EPS was $0.29, versus $0.23 a year earlier. Management uses Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS to evaluate core operating performance.

Did Guardian Pharmacy (GRDN) complete any acquisitions or expansions around Q2 2026?

After quarter-end, Guardian Pharmacy (GRDN) completed the acquisition of Wellness Concepts, a long-term care pharmacy in Virginia, and opened a new greenfield pharmacy in Lexington, Kentucky. These moves expand its geographic footprint and are led by its regional leadership team.

What leadership and organizational changes did Guardian Pharmacy (GRDN) announce?

Effective July 1, 2026, Guardian Pharmacy (GRDN) appointed David Morris as Chief Operating Officer and Will Mudd as Chief Financial Officer. The company also adopted a new regional leadership structure with eight regional senior vice presidents to enhance coordination and local support.

What was the impact of payor-reimbursement matters on Guardian Pharmacy (GRDN)’s results?

Guardian Pharmacy (GRDN) recorded an $8.5 million cash payment from a payor-reimbursement settlement executed April 21, 2026, as other income. Legal expenses for payor-reimbursement matters were $3.3 million for the six months ended June 30, 2026, down from $1.2 million in the prior-year period.
false 0001802255 0001802255 2026-08-06 2026-08-06
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2026

 

 

Guardian Pharmacy Services, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-42284   87-3627139

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

300 Galleria Parkway SE  
Suite 800  
Atlanta, Georgia   30339
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (404) 810-0089

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Class A Common Stock, par value $0.001 per share   GRDN   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

 

 
 


Item 2.02

Results of Operations and Financial Condition.

On August 6, 2026, Guardian Pharmacy Services, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

The information set forth under this Item 2.02 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

99.1

Press Release dated August 6, 2026

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

 

    Guardian Pharmacy Services, Inc.

August 6, 2026

    By:  

/s/ William Mudd

    Name:   William Mudd
    Title:  

Senior Vice President and

Chief Financial Officer

Exhibit 99.1

 

LOGO

Guardian Pharmacy Services Reports Second Quarter 2026 Financial Results; Raises Full-Year Guidance

ATLANTA, August 6, 2026 – Guardian Pharmacy Services, Inc. (NYSE: GRDN), one of the nation’s leading long-term care (“LTC”) pharmacy services companies, announced today its financial results for the second quarter ended June 30, 2026. The Company also raised its full-year guidance.

Second Quarter Financial Results

 

   

Revenue of $351.8 million, up 2% year-over-year.

 

   

Residents served ended the quarter at approximately 210,000, up 8% year-over-year.

 

   

Net Income of $22.1 million, inclusive of a $8.5 million settlement related to a payor dispute, compared to $8.8 million in the prior-year period.

 

   

Adjusted EBITDA of $29.7 million, compared to $25.0 million in the prior-year period.

 

   

Diluted EPS of $0.34 for the quarter, with Adjusted EPS of $0.29.1

 

   

Cash and cash equivalents totaled $89.8 million at quarter-end, with no long-term debt outstanding under our credit facility.

CEO Commentary

“Guardian delivered another strong quarter, with continued momentum across our local markets,” said Fred Burke, President and Chief Executive Officer. “While IRA-related pricing reductions affected reported revenue growth, which was up 2%, the underlying business remained strong. Absent the price reductions from the IRA, revenues would have been up low double digits compared to the second quarter of 2025. We also continued to expand profitability, reflecting the benefits of scale, purchasing leverage and improved operating efficiency.”

Burke continued, “Our second-quarter performance, together with our outlook for the remainder of the year, gives us the confidence to raise our 2026 guidance.”

FY 2026 Outlook – Updating Guidance

The guidance below excludes any future acquisitions.

 

     Updated Guidance      Previous Guidance  

Revenue

   $ 1.43 billion - $1.45 billion      $ 1.40 billion -$1.42 billion  

Adjusted EBITDA

   $ 129 million -$131 million      $ 122 million -$127 million  

M&A and Greenfields

Subsequent to quarter-end, Guardian completed the acquisition of Wellness Concepts, a long-term care pharmacy based in Grottoes, Virginia. Founded in 1999, Wellness Concepts has established a strong reputation for service and quality care throughout the Shenandoah Valley. The pharmacy’s existing leadership and employees will remain in place.

 
1 

Diluted EPS and Adjusted EPS include dilutive shares related to restricted stock units. See reconciliation of Adjusted EPS to Diluted EPS, the most directly comparable GAAP measure, below.


Guardian also launched a new greenfield pharmacy in Lexington, Kentucky, representing the Company’s first location in the state. The pharmacy was developed collaboratively by Guardian’s Tennessee and Cincinnati operations under the leadership of David Brown, one of the Company’s recently appointed regional senior vice presidents. Lexington represents the fourth greenfield pharmacy developed by this leadership team since joining Guardian through the Company’s Middle Tennessee acquisition in 2009. Together, these investments further expand Guardian’s geographic footprint and demonstrate the Company’s ability to combine local market expertise, acquired talent and disciplined development to support long-term growth.

Leadership and Organizational Updates

As previously announced, Guardian appointed David Morris as Chief Operating Officer and Will Mudd as Chief Financial Officer, effective July 1, 2026. Mr. Morris previously served as Guardian’s Chief Financial Officer and has played a central role in the Company’s development since its inception. In his new role, he will oversee Guardian’s pharmacy operations and sales organization.

Mr. Mudd joined Guardian in 2012 and has held positions of increasing responsibility across the Company’s finance organization. He most recently served as Senior Vice President of Finance and has been instrumental in developing the financial infrastructure that supported Guardian’s growth and transition to becoming a public company. The appointments reflect the depth of Guardian’s leadership team and support the Company’s continued evolution as it expands its national platform.

In connection with these organizational changes, Guardian also implemented a regional leadership structure led by eight regional senior vice presidents, designed to strengthen accountability, improve coordination and better support local pharmacy teams while preserving the entrepreneurial culture and local decision-making central to Guardian’s operating model.

Conference Call Details

Guardian will host a conference call to discuss these results today at 4:30 pm ET. The call can be accessed live by dialing +1 (833) 461-5787 for participants located in the United States and Canada, or +1 (585) 542-9983 for international participants, and referencing conference ID “153 713 694.” A webcast replay will be available shortly after the call’s completion at https://investors.guardianpharmacy.com

About Guardian Pharmacy Services

Guardian Pharmacy Services is one of the nation’s leading long-term care pharmacy services companies. Through its locally-based business model, Guardian partners with long-term care facilities (“LTCFs”) to deliver medications and a comprehensive suite of technology-enabled services designed to enhance care and improve adherence to drug regimens, helping to reduce the cost of care and improve clinical outcomes. With a growing network of more than 61 licensed pharmacies, 54 of which are full-service, Guardian is dedicated to providing exceptional service to approximately 210,000 residents (as of June 30, 2026).

Investor Contact: Ashley Stockton, Vice President, Investor Relations IR@guardianpharmacy.net

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements are all statements other than those of historical fact. Any statements about our expectations, beliefs, plans, predictions, forecasts, objectives, assumptions, or future events or performance are not historical facts and are forward-looking. These statements are often, but not always, made through the use of words such as “aims,” “anticipates,” “believes,” “continue,” “estimates,” “expects,” “intends,” “may,” “outlook,” “plans,” “projects,” “seeks,” “should,” “will,” “would,” and similar expressions. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements are not guarantees of future performance and involve risks and uncertainties which are subject to change based on various important factors, many of which are beyond our control. Such risks and uncertainties include: our ability to effectively execute our business and growth strategies, implement new initiatives and improve efficiency; our ability to effectively market and sell, customer acceptance of, and competition for, our pharmaceutical and health care services in new and existing markets; our relationships with pharmaceutical wholesalers and key manufacturers, LTCFs and health plan payors; our ability to maintain and expand relationships with LTCF operators on favorable terms; our ability to identify, complete and successfully integrate acquisitions; the impact of a national emergency, public health crisis, global pandemic or outbreak of infectious disease on our employees, business, supply chain and the LTCFs we serve; continuing government and private efforts to lower pharmaceutical costs, including by capping the prices for certain drugs and limiting pharmacy reimbursements; changes in, and our ability to comply


with, healthcare and other applicable laws, regulations or interpretations; further consolidation of managed care organizations and other health plan payors and changes in the terms of our agreements with these parties; our ability to retain members of our senior management team, our local pharmacy management teams and our pharmacy professionals; our exposure to, and the results of, claims, legal proceedings and governmental inquiries; our ability to maintain the security and integrity of our operating and information technology systems and infrastructure (e.g., against cyber-attacks); product liability, product recall, personal injury or other health and safety issues related to the pharmaceuticals we dispense; the impact of supply chain and other manufacturing disruptions or trade policies related to the pharmaceuticals we dispense; the sufficiency of our sources of liquidity and financial resources to fund our future operating expenses and capital expenditure requirements, and our ability to raise additional capital, if needed; and the misuse or off-label use, or errors in the dispensing or administration, of the pharmaceuticals we dispense. We are subject to additional risks and uncertainties described in our periodic reports filed with the Securities and Exchange Commission from time to time, including in the “Risk Factors” section contained in our most recent Annual Report on Form 10-K, which report is publicly available at www.sec.gov and via our website, investors.guardianpharmacy.com. Any forward-looking statements in this press release should be evaluated in light of these important risk factors. This press release reflects management’s views as of the date hereof. Except to the extent required by applicable law, Guardian undertakes no obligation to update or revise any information contained in this press release beyond the published date, whether as a result of new information, future events or otherwise.

Additional Information

This release should be read in conjunction with the consolidated financial statements and notes thereto included in our most recent Annual Report on Form 10-K, Quarterly Report on Form 10-Q and subsequent filings. Copies of our reports are available on our website at no expense at investors.guardianpharmacy.com and through the SEC’s website at www.sec.gov.

Use of Non-GAAP Financial Measures

To supplement the results presented in our consolidated financial statements in accordance with GAAP, we also present Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS, which are financial measures not based on any standardized methodology prescribed by GAAP.

We define Adjusted EBITDA as net income before interest expense (income), income taxes, depreciation and amortization, as adjusted to exclude the impact of items and amounts that we view as not indicative of our core operating performance, including share-based compensation, certain legal and regulatory items, financing-related and other activities, and payor-reimbursement matters.

We define Adjusted Net Income as net income attributable to Guardian Pharmacy Services, Inc. before share-based compensation expense, certain legal and other regulatory items, financing-related and other activities, payor-reimbursement matters, amortization expense associated with acquisition-related intangible assets, and the income tax impact of the adjustments.

We define Adjusted EPS as Adjusted Net Income divided by the total weighted average of diluted shares for Class A common stock and Class B common stock.

Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS do not have a definition under GAAP, and our definition of Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS may not be the same as, or comparable to, similarly titled measures used by other companies.

We use Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS to better understand and evaluate our core operating performance and trends. We believe that presenting Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS provides useful information to investors in understanding and evaluating our operating results, as it permits investors to view our core business performance using the same metrics that management uses to evaluate our performance.

There are a number of limitations related to the use of Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS rather than the most directly comparable GAAP financial measure, including:

 

   

Adjusted EBITDA does not reflect interest and income tax payments that represent a reduction in cash available to us;

 

   

Depreciation and amortization are non-cash charges and the assets being depreciated may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements;

 

   

Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS do not reflect changes in, or cash requirements for, our working capital needs;

 

   

Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS do not consider the impact of share-based compensation; and


   

Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS exclude the impact of certain legal and regulatory items, and payor-reimbursement matters which can affect our current and future cash requirements.

Because of these limitations, Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. You should consider Adjusted EBITDA, Adjusted Net Income, and Adjusted EPS alongside other financial measures, including net income, diluted EPS, and our other financial results presented in accordance with GAAP.

A reconciliation of Adjusted EBITDA to net income and of Adjusted Net Income to Net Income Attributable to Guardian Pharmacy Services, Inc., the most directly comparable GAAP financial measures, are set forth below.

Guardian has not provided a quantitative reconciliation of forecasted adjusted EBITDA to forecasted net income within this release because Guardian is unable, without making unreasonable efforts, to calculate certain reconciling items with confidence due to the variability and complexity of such items. These items include, but are not limited to, income taxes and share-based compensation. These items, which could materially affect the computation of forecasted net income, are inherently uncertain and depend on various factors that are not estimable at this time.


GUARDIAN PHARMACY SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

 

(In thousands, except share amounts)    December 31,
2025
     June 30,
2026
 

Assets

     

Current assets:

     

Cash and cash equivalents

   $ 65,619      $ 89,807  

Accounts receivable, net

     101,614        103,769  

Inventories

     43,359        50,442  

Other current assets

     11,042        10,650  
  

 

 

    

 

 

 

Total current assets

     221,634        254,668  
     

Property and equipment, net

     55,522        56,529  

Intangible assets, net

     18,475        16,619  

Goodwill

     79,743        79,743  

Operating lease right-of-use assets

     34,649        32,361  

Deferred tax assets

     2,199        2,199  

Other assets

     436        1,459  
  

 

 

    

 

 

 

Total assets

   $ 412,658      $ 443,578  
  

 

 

    

 

 

 
     

Liabilities and equity

     

Current liabilities:

     

Accounts payable

   $ 116,206      $ 108,207  

Accrued compensation

     15,048        15,090  

Operating leases, current portion

     7,150        7,375  

Other current liabilities

     22,299        23,371  
  

 

 

    

 

 

 

Total current liabilities

     160,703        154,043  
     

Operating leases, net of current portion

     29,992        27,863  

Other liabilities

     4,039        4,030  
  

 

 

    

 

 

 

Total liabilities

   $ 194,734      $ 185,936  
  

 

 

    

 

 

 
     

Commitments and contingencies (see Note 5)

     
     

Equity:

     

Class A common stock - 700,000,000 shares authorized, par value $0.001; 36,253,744 and 49,792,884 shares issued and outstanding as of December 31, 2025 and June 30, 2026, respectively

     36        50  

Class B common stock - 100,000,000 shares authorized, par value $0.001; 27,066,890 and 13,539,453 shares issued and outstanding as of December 31, 2025 and June 30, 2026, respectively

     27        13  

Additional paid-in capital

     139,353        144,040  

Retained earnings

     66,343        101,510  

Non-controlling interests

     12,165        12,029  
  

 

 

    

 

 

 

Total equity

     217,924        257,642  
  

 

 

    

 

 

 

Total liabilities and equity

   $ 412,658      $ 443,578  
  

 

 

    

 

 

 


GUARDIAN PHARMACY SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
(In thousands, except per share amounts)    2025     2026     2025     2026  

Revenues

   $ 344,334     $ 351,768     $ 673,642     $ 688,363  

Cost of goods sold

     276,188       271,724       541,147       532,010  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit

     68,146       80,044       132,495       156,353  
        

Selling, general, and administrative expenses

     55,566       59,400       106,910       118,034  
  

 

 

   

 

 

   

 

 

   

 

 

 
        

Operating income

     12,580       20,644       25,585       38,319  
        

Other expenses (income):

        

Interest expense

     172       154       342       308  

Other expense (income), net

     (179     (9,302     (450     (10,074
  

 

 

   

 

 

   

 

 

   

 

 

 

Total other expenses (income)

     (7     (9,148     (108     (9,766
  

 

 

   

 

 

   

 

 

   

 

 

 
        

Income before income taxes

     12,587       29,792       25,693       48,085  

Provision for income taxes

     3,760       7,671       7,593       12,420  
  

 

 

   

 

 

   

 

 

   

 

 

 
        

Net income

     8,827       22,121       18,100       35,665  
  

 

 

   

 

 

   

 

 

   

 

 

 

Less net income (loss) attributable to non-controlling interests

     (203     249       (378     498  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income attributable to Guardian Pharmacy Services, Inc.

   $ 9,030     $ 21,872     $ 18,478     $ 35,167  
  

 

 

   

 

 

   

 

 

   

 

 

 
        

Net income per share of Class A and Class B common stock

        

Basic

   $ 0.15     $ 0.35     $ 0.30     $ 0.56  

Diluted

   $ 0.14     $ 0.34     $ 0.29     $ 0.55  

Weighted-average Class A and Class B common shares outstanding

        

Basic

     62,046       63,327       62,045       63,324  

Diluted

     63,203       63,836       63,055       63,757  


GUARDIAN PHARMACY SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

 

     Six Months Ended
June, 30
 
(In thousands)    2025     2026  

Operating activities

    

Net income

   $ 18,100     $ 35,665  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     10,756       11,784  

Share-based compensation expense

     8,414       4,793  

Provision for losses on accounts receivable

     1,904       2,844  

Other

     430       39  

Changes in operating assets and liabilities:

    

Accounts receivable

     1,587       (4,882

Inventories

     (2,476     (7,083

Other current assets

     (3,742     (628

Accounts payable

     3,751       (8,045

Accrued compensation

     2,864       42  

Other operating liabilities

     (4,102     1,558  
  

 

 

   

 

 

 

Net cash provided by operating activities

     37,486       36,087  

Investing activities

    

Purchases of property and equipment

     (10,111     (9,637

Payment for acquisitions

     (8,920     —   

Other

     482       581  
  

 

 

   

 

 

 

Net cash used in investing activities

     (18,549     (9,056

Financing activities

    

Proceeds from equity offering, net of underwriter fees

     29,039       30,276  

Repurchase of outstanding Class A common stock

     (29,039     (30,276

Payments of equity offering costs

     (1,594     —   

Principal payments on finance lease obligations

     (2,276     (2,156

Contingent liability payments related to acquisitions

     (1,950     (200

Contributions from non-controlling interests

     1,229       653  

Distributions to non-controlling interests

     (189     (1,287

Other

     —        147  
  

 

 

   

 

 

 

Net cash used in financing activities

     (4,780     (2,843

Net change in cash and cash equivalents

     14,157       24,188  

Cash and cash equivalents, beginning of period

     4,660       65,619  
  

 

 

   

 

 

 

Cash and cash equivalents, end of period

   $ 18,817     $ 89,807  
  

 

 

   

 

 

 

Supplemental disclosure of cash flow information

    

Cash paid during the year for interest

   $ 345     $ 759  
  

 

 

   

 

 

 

Cash paid during the year for income taxes

   $ 14,696     $ 14,953  
  

 

 

   

 

 

 

Supplemental disclosure of non-cash investing and financing activities

    

Purchases of property and equipment through finance leases

   $ 2,986     $ 1,936  

Non-cash equity contributions from non-controlling interests

   $ 2,141     $ —   
  

 

 

   

 

 

 


GUARDIAN PHARMACY SERVICES, INC. AND SUBSIDIARIES

RECONCILIATION OF ADJUSTED EBITDA AND ADJUSTED EPS TO THE MOST DIRECTLY COMPARABLE GAAP FINANCIAL MEASURES

(UNAUDITED)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
(in thousands)    2025     2026     2025     2026  

Net income

   $ 8,827     $ 22,121     $ 18,100     $ 35,665  

Add:

        

Interest expense (income), net

     (68     (504     (70     (920

Depreciation and amortization

     5,489       5,808       10,756       11,784  

Provision for income taxes

     3,760       7,671       7,593       12,420  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

   $ 18,008     $ 35,096     $ 36,379     $ 58,949  
  

 

 

   

 

 

   

 

 

   

 

 

 

Share-based compensation (1)

     4,446       2,932       8,414       4,793  

Certain legal & other regulatory matters (2)

     595       89       623       18  

Financing-related and other activities (3)

     1,016       32       1,814       873  

Payor-reimbursement matters (4)

     887       (8,491     1,155       (5,217
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ 24,952     $ 29,658     $ 48,385     $ 59,416  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income as a percentage of revenue

     2.6     6.3     2.7     5.2
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA as a percentage of revenue

     7.2     8.4     7.2     8.6
  

 

 

   

 

 

   

 

 

   

 

 

 

Net Income attributable to Guardian Pharmacy Services, Inc.

   $ 9,030     $ 21,872     $ 18,478     $ 35,167  

Share-based compensation (1)

     4,446       2,932       8,414       4,793  

Certain legal & other regulatory matters (2)

     595       89       623       18  

Financing-related and other activities (3)

     1,016       32       1,814       873  

Payor-reimbursement matters (4)

     887       (8,491     1,155       (5,217

Acquisition-related intangible asset amortization (5)

     874       865       1,709       1,857  

Income tax impact of adjustments (6)

     (2,314     1,175       (2,866     (600
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted net income

   $ 14,534     $ 18,474     $ 29,327     $ 36,891  
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average common shares outstanding used in calculating diluted U.S. GAAP net income per share

     63,203       63,836       63,055       63,757  

Weighted average common shares outstanding used in calculating diluted Non-GAAP net income per share

     63,203       63,836       63,055       63,757  

Diluted EPS

   $ 0.14     $ 0.34     $ 0.29     $ 0.55  

Adjusted EPS

   $ 0.23     $ 0.29     $ 0.47     $ 0.58  

 

(1)

See Note 7 - Share-based Compensation of the Notes to Unaudited Condensed Consolidated Financial Statements included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026 for further detail on the share-based compensation expense.

 

(2)

Represents non-recurring attorney’s fees, settlement costs and other expenses, and insurance reimbursements related to settlements, associated with certain legal proceedings. The Company excludes such charges and reimbursements, recorded as selling, general, and administrative expenses, when evaluating operating performance because it does not incur such charges on a predictable basis and exclusion allows for consistent evaluation of operations.

 

(3)

Represents non-recurring costs associated with various financing-related activities included in the three and six months ended June 30, 2025 and 2026, and costs to transition to a public company included in the three and six months ended June 30, 2025.


(4)

Represents non-recurring settlements, recorded as other income, and legal expenses, recorded as selling, general and administrative expenses, associated with payor reimbursement matters.

Settlements received associated with payor reimbursement matters, recorded as other income, were $8.5 million during the three and six months ended June 30, 2026, and $0.0 million during the three and six months ended June 30, 2025.

Legal expenses associated with payor reimbursement matters, recorded as selling, general and administrative expenses, were $0.0 million and $3.3 million during the three and six months ended June 30, 2026, respectively, and $0.9 million and $1.2 million during the three and six months ended June 30, 2025, respectively.

On April 21, 2026, the Company executed a mutual release and settlement agreement related to a payor-reimbursement matter. As part of the settlement, the Company received an $8.5 million cash payment, which is recorded in Other expense (income) on the Condensed Consolidated Statement of Operations.

 

(5)

Represents amortization expense associated with the acquisition-related intangible assets, such as customer lists and trademarks.

 

(6)

Represents the income tax impact of non-GAAP adjustments, calculated using the estimated tax rate for the respective non-GAAP adjustment.

Filing Exhibits & Attachments

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