Welcome to our dedicated page for Hydrofarm Holdings Group SEC filings (Ticker: HYFM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Hydrofarm Holdings Group, Inc. (HYFM) SEC filings page provides access to the company’s regulatory disclosures, including current reports on Form 8-K and other periodic filings. These documents offer detailed information on Hydrofarm’s financial results, governance changes, executive compensation arrangements and material corporate events related to its hydroponics equipment and controlled environment agriculture business.
Hydrofarm uses Form 8-K filings to furnish earnings press releases that report quarterly financial results, such as net sales, gross profit, gross profit margin, SG&A expense, net loss, Adjusted EBITDA and other non-GAAP metrics. These filings often include reconciliations of non-GAAP measures like Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted SG&A and Free Cash Flow to the most comparable GAAP measures, giving readers insight into how management evaluates performance.
The company also files 8-Ks to disclose leadership and board changes, including CEO transitions, director appointments and director retirements, as well as related employment agreements and equity awards. For example, Hydrofarm has reported the resignation and appointment of chief executive officers and the appointment of new directors to its board, along with summaries of key terms of executive employment agreements and director compensation.
Filings further document capital structure and listing-related actions, such as the 1-for-10 reverse stock split of Hydrofarm’s common stock that was approved by its board of directors and implemented to help regain compliance with Nasdaq’s minimum bid price requirement. Related disclosures explain how the reverse split affects outstanding shares and equity awards.
On Stock Titan, AI-powered tools can help summarize lengthy Hydrofarm filings, highlight important sections and clarify technical language, so readers can more quickly understand the implications of each document. Real-time updates from EDGAR, combined with AI-generated overviews, make it easier to track HYFM’s financial reporting, governance developments and material events directly from its official SEC submissions.
Hydrofarm Holdings Group, Inc. filed its annual report detailing a deeply challenged 2025 marked by liquidity strain and going‑concern risk. Net sales were $134.3 million, but the company recorded $232.2 million of impairment charges and reclassified $114.4 million of Term Loan principal as current debt.
Hydrofarm deferred a $2.8 million interest payment in February 2026, is not able to meet current working‑capital needs, and warns it may need additional financing, asset sales or even Chapter 11, receivership, or liquidation. The filing highlights heavy exposure to the cannabis‑driven CEA market, regulatory and banking risks tied to U.S. federal cannabis law, and ongoing restructuring, headcount reductions and cost‑cutting to stabilize operations.
Hydrofarm Holdings Group reported a sharp downturn for Q4 and full-year 2025. Fourth-quarter net sales fell 32.7% to $25.1 million, while gross margin improved to 8.5% as the mix shifted toward proprietary brands and costs were cut. However, a non-cash impairment of $232.2 million, mainly on intangible assets, drove a Q4 net loss of $242.2 million, or $(51.89) per share.
For 2025, net sales declined to $134.3 million from $190.3 million, with a net loss of $289.8 million. Adjusted EBITDA was a loss of $14.0 million. Liquidity weakened: cash was $6.3 million and term loan principal $114.4 million at year-end, and stockholders’ equity swung to a deficit of $63.3 million. On February 4, 2026, the company deferred a roughly $2.8 million term-loan interest payment, triggering an event of default and a 2% interest-rate step-up after the grace period, and the term loan was reclassified as current debt. On February 17, 2026, Hydrofarm terminated its revolving credit facility and is exploring strategic alternatives with its board and term-loan lenders to strengthen liquidity and its capital structure.
Hydrofarm Holdings Group, Inc. has terminated its revolving credit facility and disclosed a payment default on its senior term loan as it reviews strategic options to address its balance sheet. The company entered a Termination Agreement on February 17, 2026 to end its revolving credit agreement with JPMorgan Chase Bank and related lenders, with certain provisions continuing to survive.
Separately, Hydrofarm is in ongoing discussions with lenders under its senior secured term loans issued under an October 25, 2021 Credit and Guaranty Agreement. The company elected on February 4, 2026 to defer an interest payment of approximately $2.8 million on term loans with an initial principal amount of $125 million, which led to an event of default after the grace period expired. Lenders have formally notified Hydrofarm of the default and reserved the right to exercise remedies but had not enforced them at the time of the notice, while negotiations over liquidity and capital structure continue.
Hydrofarm Holdings Group, Inc. Chief Executive Officer and Executive Chairman William Douglas Toler reported a routine tax-related transaction. On 01/06/2026, 5,189 shares of common stock were withheld at a price of $1.51 per share to satisfy tax withholding obligations tied to the vesting of 17,500 stock-settled restricted stock units, which are settled on a 1-for-1 basis in common shares.
Following this withholding transaction, Toler directly beneficially owned 221,672 shares of Hydrofarm common stock. The filing does not reflect an open-market sale, but rather shares withheld in connection with equity compensation vesting.
Hydrofarm Holdings Group, Inc. president Mark S. Parker reported a routine share withholding related to equity compensation. On January 6, 2026, 1,672 shares of common stock were withheld at $1.51 per share to satisfy tax obligations from the vesting of 3,333 stock-settled restricted stock units, which are deliverable on a one-for-one basis in common shares. After this tax withholding, Parker beneficially owned 19,328 shares of Hydrofarm common stock directly.
Hydrofarm Holdings Group, Inc. Chief Financial Officer Kevin Patrick O'Brien reported an automatic share withholding related to equity compensation. On January 6, 2026, a total of 1,150 shares of common stock were withheld at a price of $1.51 per share to cover tax obligations arising from the vesting of 3,333 stock-settled restricted stock units, which convert into common stock on a one-for-one basis. After this tax withholding event, O'Brien beneficially owned 13,222 shares of Hydrofarm common stock in direct form.
Hydrofarm Holdings Group's Chief Accounting Officer and Corporate Controller, Erica Ackerman, reported an automatic share withholding related to equity compensation. On January 6, 2026, 687 shares of common stock were withheld at $1.51 per share to satisfy tax withholding obligations tied to the vesting of 1,666 stock-settled restricted stock units, which convert on a 1-for-1 basis into common shares. After this transaction, she beneficially owned 7,540 shares of Hydrofarm common stock in direct ownership.
Hydrofarm Holdings Group (HYFM) announced executive changes and furnished Q3 results. B. John Lindeman will resign as CEO and director effective December 1, 2025. The company stated his resignation is not due to any disagreement. William Toler, who previously served as CEO and most recently as Executive Chairman, will assume the CEO role on the effective date.
Toler’s employment terms include a $275,000 base salary and a target annual bonus equal to 100% of base pay. He is eligible for standard benefits and expense reimbursement and is subject to non‑competition, non‑solicitation, and non‑disparagement covenants during employment and for six months thereafter. If terminated other than for Cause or he resigns for Good Reason, he may receive accrued amounts, cash severance equal to one year of base salary, COBRA premium reimbursement for up to six months, and 12 months of accelerated vesting for unvested time‑based equity awards. Hydrofarm also furnished a press release with third‑quarter 2025 results and an earnings presentation.
Hydrofarm Holdings Group, Inc. filed an S-3 shelf registration to offer up to $50,000,000 of securities, including common stock, preferred stock, debt securities, warrants, rights, and units, to be issued from time to time via prospectus supplements, subject to the offering limits in General Instruction I.B.6.
Unless stated in a supplement, net proceeds are intended for general corporate purposes, which may include working capital, debt repayment, share repurchases, capital expenditures, acquisitions and strategic investments. HYFM’s common stock trades on Nasdaq; the last reported sale price was $2.15 per share on November 11, 2025. The company calculated its public float under I.B.6 at $13,480,048, based on 4,097,279 non‑affiliate shares at $3.29 as of September 30, 2025, and disclosed no I.B.6 offers in the prior twelve months. Shares outstanding were 4,667,004 as of September 30, 2025; this is a baseline figure, not the amount being offered.
Hydrofarm Holdings Group, Inc. (HYFM) reported lower Q3 2025 results as industry pressures persisted. Net sales were $29,350 versus $44,009 a year ago, with gross profit of $3,409. The company posted a net loss of $16,390 (basic and diluted loss per share $3.51) compared with a net loss of $13,146 last year.
Year to date, net sales were $109,129 and net loss was $47,636. Cash and cash equivalents were $10,652 at quarter end, and total debt stood at $111,780. Stockholders’ equity was $178,282. Inventories declined to $38,338, reflecting portfolio and footprint actions.
The company executed a 1-for-10 reverse stock split effective February 12, 2025, and all per-share figures are split-adjusted. Hydrofarm continued restructuring to streamline operations, recording $895 of Q3 charges and $4,216 for the nine months, primarily inventory write-downs and facility actions. Operating cash flow for the nine months used $10,084, and interest expense in Q3 was $3,331.