FALSE000167374300016737432026-11-022026-11-02
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): October 29, 2026
________________________________________________________
Hinge Health, Inc.
(Exact name of Registrant as Specified in Its Charter)
________________________________________________________
| | | | | | | | | | | |
| Delaware | 001-42657 | 81-1884841 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
| | | |
455 Market Street, Suite 700 | | |
San Francisco, California | | 94105 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (415) 726-2206
________________________________________________________
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:
| | | | | |
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | 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 $0.00001 per share | | HNGE | | 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 x
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. o
Item 2.02. Results of Operations and Financial Condition.
On November 2, 2026, Hinge Health, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2026. In the press release, the Company also announced that it would hold a conference call to discuss these financial results on November 2, 2026 at 1:30 p.m. Pacific time (4:30 p.m. Eastern time).
The Company makes reference to non-GAAP financial information in the press release and on the conference call. A reconciliation of these non-GAAP financial measures to their nearest GAAP equivalents is provided in the press release. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Form 8-K”) and is incorporated herein by reference.
Item 5.02. Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of James Pursley as President and Appointment as Class II Director
On October 29, 2026, James Pursley notified the Company of his intention to resign as President of the Company, effective January 1, 2027 (the “Resignation Date”). Mr. Pursley’s decision to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Mr. Pursley will assist with the transition of his responsibilities ahead of the Resignation Date. The Company is grateful for Mr. Pursley’s contributions to the Company.
On October 29, 2026, following a recommendation by the Nominating and Corporate Governance Committee of the Board of Directors of the Company (the “Board”), the Board increased its size from six to seven directors and appointed Mr. Pursley to serve as a member of the Board, in each case effective January 4, 2027. Starting January 4, 2027, Mr. Pursley will serve as a Class II director, with a term expiring at the Company’s annual meeting of stockholders to be held in 2027, and until Mr. Pursley’s successor shall have been duly elected and qualified, or until his earlier death, resignation, disqualification or removal. As of the time of the filing of this Form 8-K, the Board does not expect to appoint Mr. Pursley to any committees of the Board.
Mr. Pursley will be eligible to receive the annual cash retainer payable to non-employee directors under the Company’s Non-Employee Director Compensation Program (the “Director Compensation Program”). The Director Compensation Program was previously filed by the Company as Exhibit 10.4 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 3, 2026 (File No. 001-42657) and is incorporated herein by reference. Consistent with the Director Compensation Program, Mr. Pursley will receive an annual cash retainer of $40,000 for his service on the Board. Mr. Pursley has waived all equity compensation that would otherwise be payable to him under the Director Compensation Program, including the initial and annual awards of restricted stock units ("RSUs") until he ceases to provide services under the Advisor Agreement, as described below.
There is no arrangement or understanding between Mr. Pursley and any other persons pursuant to which Mr. Pursley was selected as a member of the Board. There are also no family relationships between Mr. Pursley and any director or executive officer of the Company and no transaction involving Mr. Pursley that would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), except with respect to the Advisor Agreement, described below. In connection with his appointment, and in accordance with the Company’s customary practice, the Company expects to enter into a new indemnification agreement with Mr. Pursley on its standard form. The form of indemnification agreement was previously filed by the Company as Exhibit 10.5 to the Company’s Registration Statement on Form S-1 filed with the SEC on April 7, 2025 (File No. 333-285682) and is incorporated herein by reference.
Entry into Advisor Agreement with James Pursley
On October 30, 2026, the Company and Mr. Pursley entered into an advisor agreement (the “Advisor Agreement”), effective January 4, 2027, pursuant to which Mr. Pursley will provide advisory services to the Company. Subject to approval by the Compensation Committee of the Board, Mr. Pursley will be entitled to a grant of 40,000 RSUs, vesting in sixteen (16) equal quarterly installments over the four (4) years following February 1, 2027, with the first installment vesting on May 1, 2027, subject to his continued services under the Advisor Agreement. The foregoing description of the Advisor Agreement does not purport to be complete and is qualified in its entirety by reference to the Advisor Agreement, which is filed as Exhibit 10.1 to this Form 8-K.
Appointment of Daniel Perez as President
In connection with Mr. Pursley’s resignation, on October 29, 2026, the Board appointed Daniel Perez, the Company’s Co-Founder and Chief Executive Officer, to also serve as President of the Company, effective as of the Resignation Date. Mr. Perez will continue to serve as Chief Executive Officer and as a member of the Board. Mr. Perez will not receive any additional compensation in connection with his appointment as President. Information regarding Mr. Perez’s existing compensatory arrangements with the Company is set forth under the heading “Executive Compensation” in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 17, 2026, and is incorporated herein by reference.
Mr. Perez, age 41, is the Company’s co-founder and has served as its Chief Executive Officer and a member of the Board since October 2014. Prior to founding the Company, Mr. Perez was the co-founder and Chief Executive Officer of Oxbridge Biotech Roundtable, a global biotechnology research platform, from June 2011 to May 2016, and the co-founder and Chief Executive Officer of Marblar from January 2011 to September 2014. Mr. Perez holds a B.S. in Biology from Westminster University and attended a Ph.D. program in biochemistry at Oxford University.
There are no arrangements or understandings between Mr. Perez and any other person pursuant to which Mr. Perez was selected as President, and there are no family relationships between Mr. Perez and any director or executive officer of the Company. Information about Mr. Perez’s interest in transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated under the Exchange Act is set forth under the heading “Certain Relationships and Related Party Transactions” in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 17, 2026, and is incorporated herein by reference. The Company has previously entered into an indemnification agreement with Mr. Perez on the Company’s standard form.
Item 7.01. Regulation FD Disclosure.
On November 2, 2026, the Company posted supplemental investor materials on the investor relations section of its website (ir.hingehealth.com). The Company uses its ir.hingehealth.com website as a means of disclosing material non-public information, announcing upcoming investor conferences and complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s investor relations website in addition to the Company's SEC filings, press releases, public conference calls, and webcasts.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are filed or furnished herewith:
| | | | | | | | |
Exhibit
Number | | Description |
| 10.1 | | Advisor Agreement, dated October 30, 2026, by and between Hinge Health, Inc. and James Pursley. |
| 99.1 | | Press Release, dated November 2, 2026, issued by Hinge Health, Inc., related to its financial results |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
The information set forth under “Item 2.02 Results of Operations and Financial Condition” and “Item 7.01 Regulation FD Disclosure” of this Form 8-K, including the accompanying Exhibit 99.1, is intended to be furnished pursuant to Item 2.02 and Item 7.01, respectively. Such information, including Exhibit 99.1, shall not be deemed “filed” for purposes of the Exchange Act, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | | | |
| | | Hinge Health, Inc. |
| | | |
| | | |
| Date: | November 2, 2026 | By: | /s/ James Budge |
| | | James Budge, Chief Financial Officer |
Exhibit 99.1
Hinge Health reports record third quarter 2026 financial results
•Revenue increased 52% year-over-year to $235 million
•Free cash flow of $113 million, representing a 48% free cash flow margin
•2026 revenue guidance midpoint raised to $880 million, reflecting 50% year-over-year growth
•2026 non-GAAP operating margin midpoint raised to 30%, reflecting ~1,000 bps improvement year-over-year
San Francisco, California – November 2, 2026 – Hinge Health, Inc. (NYSE: HNGE) today announced financial results for the third quarter ended September 30, 2026 and provided a business update.
“Our strong performance continues to reflect our ability to deliver exceptional clinical outcomes, a better healthcare experience and lower client costs at scale," said Daniel Perez, Co-Founder and CEO, Hinge Health. "This focus on the triple aim, via a technology platform that scales and automates care delivery, is also resulting in a record sales season. Our client base is up almost 30% YoY for our MSK Care Program, roughly 40% for our GI Care Program since our acquisition announcement of Cylinder Health in August, and has nearly doubled for our Migraine Care Program since last quarter."
Third Quarter Financial Highlights:
•Revenue increased 52% year-over-year to $235.0 million compared to revenue of $154.2 million in Q3 2025.
•GAAP gross margin was 87% compared to 82% in Q3 2025. Non-GAAP gross margin was 88% compared to 83% in Q3 2025.
•GAAP income from operations increased to $50.3 million compared to GAAP loss from operations of $6.1 million in Q3 2025. Non-GAAP income from operations increased 154% to $77.2 million compared to $30.4 million in Q3 2025.
•GAAP operating margin was 21% compared to (4)% in Q3 2025. Non-GAAP operating margin was 33% compared to 20% in Q3 2025.
•GAAP diluted net income per share was $0.66 compared to a GAAP diluted net loss per share of $0.02 in Q3 2025. Non-GAAP diluted net income per share was $0.71 compared to $0.32 in Q3 2025.
•Net cash provided by operating activities increased to $114.6 million compared to $82.4 million in Q3 2025. Free cash flow increased to $112.7 million compared to $81.3 million in Q3 2025.
•Cash, cash equivalents, marketable securities and restricted cash were $358.5 million as of September 30, 2026.
Company Highlights and Key Metrics:
•LTM calculated billings increased 54% year-over-year to $960.3 million as of September 30, 2026, compared to $624.2 million as of September 30, 2025.
•Number of clients increased 28% year-over-year to 3,270 clients as of September 30, 2026, compared to 2,560 clients as of September 30, 2025.
Leadership Update
We also announced that Jim Pursley will step down as President, effective January 1, 2027, and will join our Board of Directors, effective January 4, 2027. Following this transition, Aaryn Pure will lead the commercial organization as Chief Commercial Officer.
“We wouldn't be the company we are today if not for Jim,” said Daniel Perez, Co-Founder and CEO, Hinge Health. “He's been instrumental in our scaling to over 3,200 clients. I'm grateful for all he's done and that he'll continue contributing to our success as a board member and advisor.”
Financial Outlook:
We are providing the following guidance for our fourth quarter 2026 and full year 2026:
•Q4 2026: We expect revenue to be between $249 million and $251 million, reflecting year-over-year growth of 46% at the midpoint. We expect non-GAAP income from operations to be between $81 million and $83 million, reflecting year-over-year growth of 71% and non-GAAP operating margin of 33% at the midpoint, a ~470 bps increase over Q4 2025.
•Full Year 2026: We are raising our revenue guidance to be between $879 million and $881 million, reflecting year-over-year growth of 50% at the midpoint. We are raising our non-GAAP income from operations guidance to be between $266 million and $268 million, reflecting year-over-year growth of 123% and non-GAAP operating margin of 30% at the midpoint, a ~1,000 bps increase over 2025.
Statement Regarding Use of Non-GAAP Financial Measures
This press release uses non-GAAP financial measures, which are not calculated in accordance with generally accepted accounting principles of the United States (GAAP). For more information about these non-GAAP financial measures, including the limitations of such measures, and for a reconciliation of each measure to the most directly comparable measure calculated in accordance with GAAP, please see the “Non-GAAP Financial Measures” section below.
Moreover, we have not reconciled our non-GAAP income from operations and non-GAAP operating margin guidance to GAAP income from operations and GAAP operating margin because we do not and are not able to provide guidance for GAAP income from operations due to the uncertainty and potential variability of stock-based compensation expense, employer payroll tax expense related to stock-based compensation, amortization of intangible assets and adjustments, such as acquisition-related expense, which are reconciling items between non-GAAP and GAAP income from operations and operating margin. Because such items cannot be provided without unreasonable efforts, we are unable to provide a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measures. However, such items could have a significant impact on our future GAAP income from operations.
Hinge Health Earnings Webcast
We will host a conference call and webcast for investors on November 2, 2026 at 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time) to discuss our financial results, business highlights and financial outlook. The live webcast of the conference call can be accessed by registering online at ir.hingehealth.com/events-presentations. Following completion of the event, a webcast replay will also be available at ir.hingehealth.com for 12 months.
About Hinge Health
Hinge Health is focused on scaling and automating the delivery of health care. Leveraging an AI-powered care model, connected hardware and access to expert clinicians, Hinge Health delivers personalized, evidence-based care that improves member outcomes and experiences while reducing costs for clients. The company is headquartered in San Francisco, California.
Available Information
Our investors and others should note that we announce material information to the public about our company, products and services, and other matters related to our company through a variety of means, including filings with the U.S. Securities and Exchange Commission (“SEC”), the investor relations page on our website (ir.hingehealth.com), press releases, public conference calls, and webcasts in order to achieve broad, non-exclusionary distribution of information to the public and to comply with our obligations under Regulation FD.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release may be forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” or “will,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements in this release include, but are not limited to, statements regarding the integration, timing and anticipated benefits and synergies associated with the acquisition of Cylinder Health, statements regarding our expectations regarding our financial position and operating performance, including our outlook and guidance for the fourth quarter of 2026 and guidance for full year 2026 and our assumptions underlying such guidance; our planned leadership transitions; our ability to drive future growth and execute on our goals and strategies; and our expectations regarding our product innovation, including with respect to our Migraine Care Program and the anticipated launch of our integrated Gastrointestinal Care Program in 2027. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including those more fully described in our filings with the SEC, including in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 3, 2026 and in our Quarterly Report on Form 10-Q for the quarter ended September 30, 2026, when filed with the SEC. The forward-looking statements in this press release are based on information available to us as of the date hereof, and we disclaim any obligations to update any forward-looking statements, except as required by law.
HINGE HEALTH, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
(in thousands, except par value data)
| | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 |
| Assets | | | | |
| Current assets: | | | | |
| Cash and cash equivalents | | $ | 211,553 | | | $ | 207,995 | |
| Short-term marketable securities | | 83,102 | | | 155,867 | |
Accounts receivable, net of allowance for credit losses of $7,647 and $6,092 as of September 30, 2026 and December 31, 2025, respectively | | 148,532 | | | 66,061 | |
| Deferred commissions | | 46,599 | | | 31,344 | |
| Inventory | | 19,186 | | | 15,636 | |
| Prepaid expenses and other current assets | | 58,891 | | | 57,001 | |
| Total current assets | | 567,863 | | | 533,904 | |
| Long-term marketable securities | | 59,542 | | | 113,172 | |
| Goodwill | | 113,030 | | | 64,096 | |
| Intangible assets, net | | 68,328 | | | 2,512 | |
| Property, equipment and software, net | | 13,989 | | | 10,490 | |
| Operating lease right-of-use assets | | 33,317 | | | 6,861 | |
| Other assets | | 18,012 | | | 13,726 | |
| Total assets | | $ | 874,081 | | | $ | 744,761 | |
| Liabilities, redeemable convertible preferred stock and stockholders’ equity | | | | |
| Current liabilities: | | | | |
| Accounts payable and accrued liabilities | | $ | 80,816 | | | $ | 57,331 | |
| Operating lease liabilities | | 4,721 | | | 4,223 | |
| Deferred revenue | | 459,174 | | | 300,855 | |
| Total current liabilities | | 544,711 | | | 362,409 | |
| Operating lease liabilities, noncurrent | | 29,157 | | | 3,816 | |
| Deferred tax liabilities | | 795 | | | — | |
| Total liabilities | | 574,663 | | | 366,225 | |
| Redeemable convertible preferred stock: | | | | |
| Redeemable convertible preferred stock; $0.00001 par value | | — | | | 199,874 | |
| Stockholders’ equity: | | | | |
| Class A common stock, $0.00001 par value | | — | | | — | |
| Class B common stock, $0.00001 par value | | — | | | — | |
| Additional paid-in capital | | 1,215,118 | | | 1,229,678 | |
| Accumulated other comprehensive loss | | (921) | | | (20) | |
| Accumulated deficit | | (914,779) | | | (1,050,996) | |
| Total stockholders’ equity | | 299,418 | | | 178,662 | |
| Total liabilities, redeemable convertible preferred stock and stockholders’ equity | | $ | 874,081 | | | $ | 744,761 | |
HINGE HEALTH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
(in thousands, except per share data)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| Revenue | | $ | 234,970 | | | $ | 154,211 | | | $ | 630,094 | | | $ | 417,134 | |
| Cost of revenue | | 30,640 | | | 28,012 | | | 87,582 | | | 92,939 | |
| Gross profit | | 204,330 | | | 126,199 | | | 542,512 | | | 324,195 | |
| Operating expenses: | | | | | | | | |
| Research and development | | 37,473 | | | 31,921 | | | 101,868 | | | 335,382 | |
| Sales and marketing | | 85,241 | | | 63,520 | | | 235,451 | | | 257,464 | |
| General and administrative | | 31,291 | | | 36,851 | | | 82,359 | | | 304,976 | |
| Total operating expenses | | 154,005 | | | 132,292 | | | 419,678 | | | 897,822 | |
| Income (loss) from operations | | 50,325 | | | (6,093) | | | 122,834 | | | (573,627) | |
| Other income: | | | | | | | | |
| Other income, net | | 3,392 | | | 4,455 | | | 11,255 | | | 14,147 | |
| Net income (loss) before income taxes | | 53,717 | | | (1,638) | | | 134,089 | | | (559,480) | |
| (Benefit from) provision for income taxes | | (3,681) | | | 206 | | | (2,128) | | | 876 | |
| Net income (loss) | | $ | 57,398 | | | $ | (1,844) | | | $ | 136,217 | | | $ | (560,356) | |
| Adjustment to reflect deemed contribution from Series D and Series E redeemable convertible preferred stock extinguishment | | — | | | — | | | — | | | 104,174 | |
| Income allocated to participating securities | | — | | | — | | | (2,051) | | | — | |
| Net income (loss) attributable to common stockholders, basic | | $ | 57,398 | | | $ | (1,844) | | | $ | 134,166 | | | $ | (456,182) | |
| Net income (loss) attributable to common stockholders, diluted | | $ | 57,398 | | | $ | (1,844) | | | $ | 134,307 | | | $ | (456,182) | |
| Net income (loss) attributable to common stockholders per share: | | | | | | | | |
| Basic | | $ | 0.71 | | | $ | (0.02) | | | $ | 1.69 | | | $ | (9.88) | |
| Diluted | | $ | 0.66 | | | $ | (0.02) | | | $ | 1.58 | | | $ | (9.88) | |
| Weighted average shares used in computing net income (loss) per share attributable to common stockholders: | | | | | | | | |
| Basic | | 80,868 | | | 78,858 | | | 79,493 | | | 46,173 | |
| Diluted | | 86,526 | | | 78,858 | | | 85,073 | | | 46,173 | |
HINGE HEALTH, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(in thousands)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| Operating activities: | | | | | | | | |
| Net income (loss) | | $ | 57,398 | | | $ | (1,844) | | | $ | 136,217 | | | $ | (560,356) | |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | | | | | | | | |
| Depreciation and amortization | | 2,221 | | | 1,264 | | | 4,455 | | | 3,910 | |
| Stock-based compensation | | 19,540 | | | 34,847 | | | 50,324 | | | 625,837 | |
| Amortization of deferred commissions | | 21,716 | | | 12,566 | | | 57,006 | | | 32,436 | |
| Accretion of discounts and amortization of premiums on marketable securities, net | | 551 | | | 50 | | | 1,255 | | | 376 | |
| Non-cash operating lease expense | | 1,152 | | | 861 | | | 2,986 | | | 2,549 | |
| Provision for credit losses | | 914 | | | 560 | | | 2,527 | | | 3,340 | |
| Deferred taxes | | (3,313) | | | 50 | | | (3,300) | | | 146 | |
| Other | | — | | | 4 | | | (2) | | | 2 | |
| Changes in operating assets and liabilities: | | | | | | | | |
| Accounts receivable | | (18,418) | | | 11,974 | | | (79,402) | | | (47,610) | |
| Deferred commissions | | (25,167) | | | (10,670) | | | (74,246) | | | (38,320) | |
| Inventory | | (2,119) | | | 175 | | | (3,251) | | | (2,939) | |
| Prepaid expenses and other current assets | | 9,405 | | | (1,393) | | | (1,915) | | | (8,002) | |
| Other assets | | 492 | | | (7,664) | | | 165 | | | (8,149) | |
| Accounts payable and accrued liabilities | | 9,998 | | | 17,993 | | | 12,590 | | | 24,990 | |
| Operating lease liabilities | | (898) | | | (932) | | | (3,052) | | | (2,724) | |
| Deferred revenue | | 41,130 | | | 24,557 | | | 156,741 | | | 82,062 | |
| Net cash provided by operating activities | | 114,602 | | | 82,398 | | | 259,098 | | | 107,548 | |
| Investing activities: | | | | | | | | |
| Purchase of property and equipment | | (376) | | | (52) | | | (582) | | | (300) | |
| Capitalized internal use software | | (1,568) | | | (1,065) | | | (4,746) | | | (3,401) | |
| Purchases of marketable securities | | — | | | (142,898) | | | (89,877) | | | (318,180) | |
| Maturities of marketable securities | | 44,157 | | | 85,258 | | | 214,117 | | | 249,814 | |
| Acquisition of a business, net of cash acquired | | (97,353) | | | — | | | (97,353) | | | (4,000) | |
| Cash paid for an asset acquisition | | (9,036) | | | — | | | (9,036) | | | — | |
| Net cash provided by (used in) investing activities | | (64,176) | | | (58,757) | | | 12,523 | | | (76,067) | |
| Financing activities: | | | | | | | | |
| Proceeds from exercise of common stock options | | 202 | | | 531 | | | 882 | | | 787 | |
| Issuance of common stock in connection with the employee stock purchase plan | | — | | | — | | | 7,276 | | | — | |
| Proceeds from issuance of common stock in initial public offering, net of issuance costs | | — | | | — | | | — | | | 255,675 | |
| Repurchase and retirement of common stock | | (25,893) | | | — | | | (157,384) | | | — | |
| Tax withholdings on settlement of restricted stock units and performance-based restricted stock units | | (96,565) | | | — | | | (116,356) | | | (272,258) | |
| Payment on Repurchase Agreement with Coatue | | — | | | — | | | — | | | (50,000) | |
| Proceeds from repayment of non-recourse loans to employees | | — | | | — | | | — | | | 4,934 | |
| Payments for deferred offering costs | | — | | | — | | | — | | | (10,061) | |
| Net cash provided by (used in) financing activities | | (122,256) | | | 531 | | | (265,582) | | | (70,923) | |
| Net increase (decrease) in cash, cash equivalents and restricted cash | | (71,830) | | | 24,172 | | | 6,039 | | | (39,442) | |
| Cash, cash equivalents, and restricted cash, beginning of period | | 287,665 | | | 238,972 | | | 209,796 | | | 302,586 | |
| Cash, cash equivalents, and restricted cash, end of period | | $ | 215,835 | | | $ | 263,144 | | | $ | 215,835 | | | $ | 263,144 | |
| Reconciliation of cash, cash equivalents, and restricted cash to the unaudited condensed consolidated balance sheets: | | | | | | | | |
| Cash and cash equivalents | | $ | 211,553 | | | $ | 261,342 | | | $ | 211,553 | | | $ | 261,342 | |
| Restricted cash | | 4,282 | | | 1,802 | | | 4,282 | | 1,802 | |
| Total cash, cash equivalents, and restricted cash | | $ | 215,835 | | | $ | 263,144 | | | $ | 215,835 | | | $ | 263,144 | |
Glossary of Terms
LTM Calculated Billings: We believe calculated billings on a last 12-months basis helps investors better understand our performance for a particular period given the seasonality in our model due to quarterly fluctuations based on the timing of new client launches. We anticipate that this seasonality will continue and therefore focus on LTM calculated billings. Our revenue generally does not reflect this seasonality and these quarterly fluctuations given that we recognize revenue ratably over the term that members have access to our platform. LTM calculated billings are defined as total revenue, plus the change in deferred revenue, less the change in contract assets for a given 12-month period.
Clients: We view this number as an important metric to assess the performance of our business as an increased number of clients drives growth, increases brand awareness, and helps provide scale to our business. Clients are defined as businesses or organizations, which we call entities, that have at least one active agreement with us at the end of a particular period. Entities that procure our platform through our partners are counted as individual clients. We do not count our partners as clients, unless they also separately have at least one active client agreement with us. When a partner has an agreement with us for their fully-insured population, that partner is deemed to be one client, despite there being multiple fully-insured employers within that entity that have access to our platform.
Non-GAAP Financial Measures
In addition to our results prepared in accordance with GAAP, we believe the following non-GAAP financial measures, including non-GAAP gross profit and gross margin, non-GAAP income from operations and operating margin, non-GAAP operating expenses, non-GAAP net income attributable to common stockholders, diluted, non-GAAP net income per share attributable to common stockholders, diluted (which we refer to as "non-GAAP diluted net income per share") and free cash flow and free cash flow margin included in this press release, provide users of our financial information with additional useful information in evaluating our performance and liquidity and allow them to more readily compare our results across periods without the effect of non-cash and other items as detailed below. Additionally, our management and board of directors use our non-GAAP financial measures to evaluate our performance and liquidity, identify trends and make strategic decisions.
There are limitations to the use of the non-GAAP financial measures presented in this press release. For example, our non-GAAP financial measures may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for comparative purposes. Our non-GAAP financial measures should not be considered in isolation or as alternatives to gross profit, gross margin, income from operations, net income attributable to common stockholders, net income per share attributable to common stockholders, net cash provided by operating activities or any other measure of financial performance calculated and presented in accordance with GAAP.
Non-GAAP Gross Profit and Gross Margin
We define non-GAAP gross profit as gross profit presented in accordance with GAAP, adjusted to exclude non-cash, non-operational and non-recurring items, including stock-based compensation expense, employer payroll tax expense related to stock-based compensation, amortization of intangible assets and acquisition-related expenses. We define non-GAAP gross margin as non-GAAP gross profit divided by revenue.
The principal limitation of non-GAAP gross profit and non-GAAP gross margin is that they exclude significant expenses that are required by GAAP to be recorded in our unaudited condensed consolidated financial statements, including non-cash expenses, and the impact of non-recurring charges that we do not consider to be indicative of our ongoing core operations.
Non-GAAP Income From Operations and Operating Margin
We define non-GAAP income from operations as income (loss) from operations presented in accordance with GAAP, adjusted to exclude non-cash, non-operational and non-recurring items, including stock-based compensation expense, employer payroll tax expense related to stock-based compensation, amortization of intangible assets and acquisition-related expenses. We define non-GAAP operating margin as non-GAAP income from operations divided by revenue.
The principal limitation of non-GAAP income from operations and non-GAAP operating margin is that they exclude significant expenses that are required by GAAP to be recorded in our unaudited condensed consolidated financial statements, including non-cash expenses, and the impact of non-recurring charges that we do not consider to be indicative of our ongoing core operations.
Non-GAAP Operating Expenses
We define non-GAAP operating expenses as operating expenses presented in accordance with GAAP, adjusted to exclude non-cash, non-operational and non-recurring items, including stock-based compensation expense, employer payroll tax expense related to stock-based compensation, amortization of intangible assets and acquisition-related expenses.
The principal limitation of non-GAAP research and development expenses, non-GAAP sales and marketing expenses and non-GAAP general and administrative expenses is that they exclude significant expenses that are required by GAAP to be recorded in our unaudited condensed consolidated financial statements, including non-cash expenses, and the impact of non-recurring charges that we do not consider to be indicative of our ongoing core operations.
Non-GAAP Net Income Attributable to Common Stockholders, Diluted and Non-GAAP Net Income Per Share Attributable to Common Stockholders, Diluted
We define non-GAAP net income attributable to common stockholders, diluted and non-GAAP net income per share attributable to common stockholders, diluted (which we refer to as “non-GAAP diluted net income per share”) as GAAP net income attributable to common stockholders and GAAP net income per share attributable to common stockholders, diluted, respectively, adjusted to exclude non-cash, non-operational and non-recurring items, including stock-based compensation, employer payroll taxes related to stock-based compensation, amortization of intangible assets, acquisition-related expenses and the income tax effects related to non-GAAP adjustments.
Free Cash Flow and Free Cash Flow Margin
We define free cash flow as net cash provided by operating activities plus cash used for employer payroll taxes at IPO related to stock-based compensation less purchases of property, equipment and software (including capitalized internal-use software). We believe that free cash flow is a helpful indicator of liquidity that provides information to management and investors about the amount of cash generated or used by our operations that, after taking into account the employer payroll taxes paid as part of the vesting of shares at IPO as well as investments in property, equipment and software (including capitalized internal-use software), can be used for strategic initiatives, including investing in our business, acquisitions, and strengthening our financial position. The principal limitation of free cash flow is that it does not represent the total increase or decrease in our cash balance for a given period. We define free cash flow margin as free cash flow divided by revenue.
We adjust the following items from one or more of our non-GAAP financial measures:
Stock-based compensation expense. We exclude stock-based compensation expense, which is a non-cash expense, from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding our operating performance.
Employer payroll tax expense related to stock-based compensation. We exclude expenses for employer payroll taxes related to stock-based compensation from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance. In particular, this expense is tied to the exercise, vesting or sale of underlying equity awards and the price of our common stock at the time of exercise, vesting or sale which may vary from period to period independent of the operating performance of our business.
Amortization of intangible assets. We exclude amortization of intangible assets, which is a non-cash expense, from certain of our non-GAAP financial measures. Our expenses for amortization of intangible assets are inconsistent in amount and frequency because they are significantly affected by the timing, size of acquisitions and the inherent subjective nature of purchase price allocations. We exclude these amortization expenses because we do not believe these expenses have a direct correlation to the operating performance of our business.
Acquisition-related expenses. We exclude certain charges that are attributable to acquiring businesses. We exclude these charges because we do not believe these charges have a direct correlation to the operating performance of our business.
Income tax effect of non-GAAP adjustments. We exclude the valuation allowance that is attributable to our non-GAAP income beginning in 2025. For the three and nine months ended September 30, 2026 we used a forecasted annual tax rate of 24% and for the three and nine months ended September 30, 2025 we used an annual tax rate of 20%. These tax rates reflect current available information, as well as other factors and assumptions. We will periodically re-evaluate this tax rate, as necessary, for significant events, relevant tax law changes, material changes in the forecasted geographic earnings mix, and any significant transactions.
HINGE HEALTH, INC.
(unaudited)
(in thousands, except percentages)
Reconciliation of GAAP to Non-GAAP Financial Measures:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP gross profit | | $ | 204,330 | | | $ | 126,199 | | | $ | 542,512 | | | $ | 324,195 | |
| GAAP gross margin | | 87 | % | | 82 | % | | 86 | % | | 78 | % |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | 959 | | | 1,401 | | | 2,924 | | | 17,842 | |
| Employer payroll tax expense related to stock-based compensation | | 134 | | | 40 | | | 284 | | | 933 | |
| Amortization of intangible assets | | 649 | | | 224 | | | 1,098 | | | 630 | |
| Acquisition-related expenses | | 80 | | | — | | | 80 | | | — | |
| Non-GAAP gross profit | | $ | 206,152 | | | $ | 127,864 | | | $ | 546,898 | | | $ | 343,600 | |
| Non-GAAP gross margin | | 88 | % | | 83 | % | | 87 | % | | 82 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP income (loss) from operations | | $ | 50,325 | | | $ | (6,093) | | | $ | 122,834 | | | $ | (573,627) | |
| GAAP operating margin | | 21 | % | | (4) | % | | 19 | % | | (138) | % |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | 19,540 | | | 34,847 | | | 50,324 | | | 625,837 | |
| Employer payroll tax expense related to stock-based compensation | | 3,516 | | | 228 | | | 6,316 | | | 14,455 | |
| Amortization of intangible assets | | 1,211 | | | 224 | | | 1,660 | | | 630 | |
| Acquisition-related expenses | | 2,617 | | | 1,171 | | | 3,751 | | | 4,139 | |
| Non-GAAP income from operations | | $ | 77,209 | | | $ | 30,377 | | | $ | 184,885 | | | $ | 71,434 | |
| Non-GAAP operating margin | | 33 | % | | 20 | % | | 29 | % | | 17 | % |
(1)Stock-based compensation expense:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| Cost of revenue | | $ | 959 | | | $ | 1,401 | | | $ | 2,924 | | | $ | 17,842 | |
| Research and development | | 7,551 | | | 8,259 | | | 18,102 | | | 257,068 | |
| Sales and marketing | | 6,050 | | | 5,960 | | | 16,019 | | | 101,010 | |
| General and administrative | | 4,980 | | | 19,227 | | | 13,279 | | | 249,917 | |
| Total stock-based compensation expense | | $ | 19,540 | | | $ | 34,847 | | | $ | 50,324 | | | $ | 625,837 | |
HINGE HEALTH, INC.
(unaudited)
(in thousands, except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP net income (loss) attributable to common stockholders, diluted | | $ | 57,398 | | | $ | (1,844) | | | $ | 134,307 | | | $ | (456,182) | |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | 19,540 | | | 34,847 | | | 50,324 | | | 625,837 | |
| Employer payroll tax expense related to stock-based compensation | | 3,516 | | | 228 | | | 6,316 | | | 14,455 | |
| Amortization of intangible assets | | 1,211 | | | 224 | | | 1,660 | | | 630 | |
| Acquisition-related expenses | | 2,617 | | | 1,171 | | | 3,751 | | | 4,139 | |
| Income tax effect of non-GAAP adjustments | | (23,025) | | | (6,763) | | | (49,201) | | | (16,240) | |
| Other dilutive | | — | | | (822) | | | (180) | | | (56,039) | |
| Non-GAAP net income attributable to common stockholders, diluted | | $ | 61,257 | | | $ | 27,041 | | | $ | 146,977 | | | $ | 116,600 | |
| | | | | | | | |
| Non-GAAP net income attributable to common stockholders per share, diluted | | $ | 0.71 | | | $ | 0.32 | | | $ | 1.73 | | | $ | 2.12 | |
| | | | | | | | |
| Weighted average shares used in computing non-GAAP net income per share attributable to common stockholders, diluted | | 86,526 | | | 84,977 | | | 85,073 | | | 55,078 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP net income (loss) per share attributable to common stockholders, diluted | | $ | 0.66 | | | $ | (0.02) | | | $ | 1.58 | | | $ | (9.88) | |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | 0.23 | | | 0.42 | | | 0.59 | | | 11.36 | |
| Employer payroll tax expense related to stock-based compensation | | 0.04 | | | — | | | 0.07 | | | 0.26 | |
| Amortization of intangible assets | | 0.01 | | | — | | | 0.02 | | | 0.01 | |
| Acquisition-related expenses | | 0.03 | | | 0.01 | | | 0.04 | | | 0.08 | |
| Income tax effect of non-GAAP adjustments | | (0.26) | | | (0.08) | | | (0.57) | | | (0.29) | |
| Other dilutive | | — | | | (0.01) | | | — | | | 0.58 | |
Non-GAAP net income per share attributable to common stockholders, diluted (2) | | $ | 0.71 | | | $ | 0.32 | | | $ | 1.73 | | | $ | 2.12 | |
(1)For details on stock-based compensation expense, see above.
(2)Some columns may not add due to rounding.
HINGE HEALTH, INC.
(unaudited)
(in thousands, except percentages)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP research and development | | $ | 37,473 | | | $ | 31,921 | | | $ | 101,868 | | | $ | 335,382 | |
| GAAP research and development as a percentage of revenue | | 16 | % | | 21 | % | | 16 | % | | 80 | % |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | (7,551) | | | (8,259) | | | (18,102) | | | (257,068) | |
| Employer payroll tax expense related to stock-based compensation | | (1,615) | | | (145) | | | (2,878) | | | (7,165) | |
| Acquisition-related expenses | | (407) | | | (1,157) | | | (1,541) | | | (3,975) | |
| Non-GAAP research and development | | $ | 27,900 | | | $ | 22,360 | | | $ | 79,347 | | | $ | 67,174 | |
| Non-GAAP research and development as a percentage of revenue | | 12 | % | | 14 | % | | 13 | % | | 16 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP sales and marketing | | $ | 85,241 | | | $ | 63,520 | | | $ | 235,451 | | | $ | 257,464 | |
| GAAP sales and marketing as a percentage of revenue | | 36 | % | | 41 | % | | 37 | % | | 62 | % |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | (6,050) | | | (5,960) | | | (16,019) | | | (101,010) | |
| Employer payroll tax expense related to stock-based compensation | | (448) | | | (27) | | | (1,229) | | | (2,657) | |
| Amortization of intangible assets | | (562) | | | — | | | (562) | | | — | |
| Acquisition-related expenses | | (49) | | | — | | | (49) | | | — | |
| Non-GAAP sales and marketing | | $ | 78,132 | | | $ | 57,533 | | | $ | 217,592 | | | $ | 153,797 | |
| Non-GAAP sales and marketing as a percentage of revenue | | 33 | % | | 37 | % | | 35 | % | | 37 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| GAAP general and administrative | | $ | 31,291 | | | $ | 36,851 | | | $ | 82,359 | | | $ | 304,976 | |
| GAAP general and administrative as a percentage of revenue | | 14 | % | | 24 | % | | 14 | % | | 74 | % |
| Non-GAAP adjustments: | | | | | | | | |
Stock-based compensation expense (1) | | (4,980) | | | (19,227) | | | (13,279) | | | (249,917) | |
| Employer payroll tax expense related to stock-based compensation | | (1,319) | | | (16) | | | (1,925) | | | (3,700) | |
| Acquisition-related expenses | | (2,081) | | | (14) | | | (2,081) | | | (165) | |
| Non-GAAP general and administrative | | $ | 22,911 | | | $ | 17,594 | | | $ | 65,074 | | | $ | 51,194 | |
| Non-GAAP general and administrative as a percentage of revenue | | 10 | % | | 11 | % | | 10 | % | | 12 | % |
(1)For details on stock-based compensation expense, see above.
HINGE HEALTH, INC.
(unaudited)
(in thousands, except percentages)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| Net cash provided by operating activities | | $ | 114,602 | | | $ | 82,398 | | | $ | 259,098 | | | $ | 107,548 | |
| Operating cash flow margin | | 49 | % | | 53 | % | | 41 | % | | 26 | % |
| Adjustment for employer taxes related to pre-IPO stock-based compensation | | — | | | — | | | — | | | 14,227 | |
| Less purchases of property, equipment and software (including capitalized internal use software) | | (1,944) | | | (1,117) | | | (5,328) | | | (3,701) | |
| Free cash flow | | $ | 112,658 | | | $ | 81,281 | | | $ | 253,770 | | | $ | 118,074 | |
| Free cash flow margin | | 48 | % | | 53 | % | | 40 | % | | 28 | % |
| Net cash provided by (used in) investing activities | | $ | (64,176) | | | $ | (58,757) | | | $ | 12,523 | | | $ | (76,067) | |
| Net cash provided by (used in) financing activities | | $ | (122,256) | | | $ | 531 | | | $ | (265,582) | | | $ | (70,923) | |
Investor Relations Contact:
ir@hingehealth.com
Media Contact:
media@hingehealth.com
