Every 8-K that Hydrofarm Holdings Group, Inc. (HYFM) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow HYFM and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HYFM filings page.
Hydrofarm Holdings Group, Inc. reported second quarter 2026 results showing sharply lower revenue but continued progress on cost reductions and portfolio restructuring. Net sales fell 40.9% to $23.2 million from $39.2 million, mainly from lower volume related to industry oversupply and the discontinuation of certain distributed brands. Despite the revenue drop, gross margin improved, with GAAP gross profit of $2.6 million or 11.3% of sales versus 7.1% a year earlier, and Adjusted Gross Profit of $4.6 million or 20.0% of sales.
Operating expenses declined meaningfully. SG&A dropped to $10.1 million from $16.1 million, and Adjusted SG&A fell to $6.3 million from $9.8 million, a 35.7% reduction aided by lower facility, employee, and other overhead costs. Net loss narrowed to $10.6 million (basic and diluted $(2.23) per share) from $16.9 million ($(3.63) per share), while Adjusted EBITDA improved to $(1.7) million from $(2.3) million. Free Cash Flow was approximately break-even for the quarter.
Liquidity and leverage remain key issues. As of June 30, 2026, Hydrofarm held $6.2 million in cash and $0.5 million in restricted cash, against a Term Loan principal balance of $114.4 million, finance leases of $7.6 million, and total liabilities of $190.6 million versus total assets of $101.6 million, resulting in a stockholders’ deficit of $89.0 million. After deferring a $2.8 million Term Loan interest payment in February, the debt is in event of default and classified as current; lenders have agreed to a forbearance period through August 31, 2026. On July 31, 2026, Hydrofarm completed the sale of Aurora Peat Products ULC for $16 million, with proceeds used to reduce Term Loan debt, which the company describes as an important step in its ongoing strategic alternatives process to strengthen its capital structure and liquidity.
Hydrofarm Holdings Group, Inc. completed the sale of its Aurora Peat Products business for $16 million, including a $5 million promissory note, with net proceeds to be applied to reduce outstanding debt under its $125 million senior secured term loan.
Pro forma as of March 31, 2026, the transaction reduces the current portion of long-term debt from $114,419 thousand to $104,499 thousand and narrows 2025 net loss from $289,790 thousand to $287,620 thousand. Hydrofarm also entered a reciprocal supply agreement with the divested peat business and launched Project Agility to scale its logistics services platform.
Hydrofarm Holdings Group, Inc. reports that Nasdaq has determined the company failed to regain compliance with the $2.5 million minimum stockholders’ equity requirement and has also notified it of noncompliance with the $1 minimum bid price rule.
The company has requested a hearing before a Nasdaq Hearing Panel, which temporarily halts delisting actions while the process and any extension period proceed. It has 180 calendar days to restore a closing bid price of at least $1 for ten consecutive business days and is considering options to regain compliance with both requirements.
Hydrofarm Holdings Group, Inc. held its 2026 annual meeting of stockholders via webcast on June 23, 2026. Of 4,764,612 common shares eligible to vote as of April 24, 2026, 2,642,956 shares were present or represented by proxy, representing a 55.47% quorum.
Stockholders elected Richard Christopher Yetter as a Class III director to serve until the 2029 annual meeting. They also approved, on an advisory basis, the compensation of the company’s named executive officers and ratified the appointment of CBIZ CPAs P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.
Hydrofarm Holdings Group, Inc. received an extension from Nasdaq to regain compliance with Nasdaq Listing Rule 5550(b), which sets minimum standards for stockholders’ equity, market value and net income. The company must demonstrate compliance when it files its report for the three months ended September 30, 2026, or it may face delisting, with the option to appeal to a Nasdaq Hearings Panel.
The extension is conditioned on Hydrofarm entering into definitive agreements for certain strategic transactions and publicly reporting how these actions resolve its stockholders’ equity deficiency, potentially including a recent balance sheet with pro forma adjustments. The company cautions there is no assurance it will regain or maintain compliance, and highlights risks related to liquidity, indebtedness, industry conditions and access to capital.
Hydrofarm Holdings Group reported weak first-quarter 2026 results as industry oversupply continued to pressure its business. Net sales fell 29.6% to $28.5 million, and net loss was $14.6 million, or $(3.07) per diluted share.
Gross profit dropped to $1.8 million, or 6.4% of net sales, while Adjusted EBITDA declined to $(3.9) million. Despite cutting SG&A to $10.6 million and improving Free Cash Flow to $(0.8) million, the balance sheet remains strained with a term loan principal of $114.4 million and total stockholders’ deficit of $(78.1) million.
Hydrofarm missed a $2.8 million interest payment on its term loan in February, triggering an event of default. The company is now operating under an April 2026 Forbearance Agreement that imposes a $1 million minimum liquidity threshold, while management and the board pursue strategic alternatives to strengthen liquidity and the capital structure.
Hydrofarm Holdings Group, Inc. has changed its independent auditor. The Board’s Audit Committee approved the engagement of CBIZ CPAs P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2026 and dismissed Deloitte & Touche LLP effective April 14, 2026.
The company states this change was not due to any disagreement with Deloitte. Deloitte’s audit reports on the 2025 and 2024 financial statements contained no adverse opinions, disclaimers, or qualifications. Hydrofarm reports no disagreements or reportable events with Deloitte during those periods, and Deloitte sent a letter to the SEC agreeing with these disclosures. The company also notes it did not previously consult CBIZ CPAs on accounting or reporting issues before this appointment.
Hydrofarm Holdings Group, Inc. has entered into a Forbearance Agreement with its term loan lenders after missing an interest payment on its $125,000,000 senior secured term loan due January 31, 2026, which triggered an Event of Default under the Credit Agreement.
From April 8, 2026 until the earlier of April 30, 2026 or earlier termination, the lenders and agent agree to temporarily forbear from enforcing remedies solely for this default, subject to strict conditions. These include maintaining at least $1,000,000 of average daily cash, providing lender‑approved cash flow projections and budgets, delivering asset sale term sheets, limiting investments and restricted payments, and paying agents’ and lenders’ professional fees.
Amendment No. 2 to the Credit and Guaranty Agreement also replaces JPMorgan with FEAC as agent and adds ongoing reporting and a $1,000,000 minimum liquidity covenant, highlighting Hydrofarm’s constrained liquidity and reliance on lender cooperation.
Hydrofarm Holdings Group, Inc. received a Nasdaq notice on April 1, 2026 for failing to meet the Nasdaq Capital Market’s minimum stockholders’ equity requirement. Its Annual Report showed a stockholders’ deficit of ($63,296,000) as of December 31, 2025, below the required $2.5 million equity threshold.
The company also did not meet alternative standards tied to market value of listed securities or net income. Hydrofarm’s shares remain listed under “HYFM” while it prepares a plan by May 16, 2026 to regain compliance, with a possible extension to September 28, 2026 if Nasdaq accepts its plan.
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 (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. reported a board change: Ms. Peters resigned and the board accelerated vesting of 30,000 restricted stock units previously granted to her. The Board appointed Chris Yetter effective October 1, 2025 to fill the resulting Class III director vacancy, with an initial term through the 2026 annual meeting. Mr. Yetter, Founder and Chief Investment Officer of Dumont Global since 2018, was named to the Compensation Committee. The company disclosed no arrangements or transactions requiring additional Item 404 disclosure. Mr. Yetter will receive standard non-employee director compensation, including a pro rata grant of 20,000 restricted stock units scheduled to vest on June 9, 2026. A press release is attached as Exhibit 99.1.
Hydrofarm Holdings Group, Inc. announced on August 12, 2025 that it issued a press release reporting its financial results for the quarter ended June 30, 2025 and provided an earnings presentation on its investor relations website. The press release is furnished as Exhibit 99.1 and the earnings presentation as Exhibit 99.2. Both exhibits are expressly furnished, not filed, and the filing states they are not subject to the liabilities of Section 18 of the Exchange Act.
The Form 8-K identifies the company as a Delaware corporation trading Common Stock (HYFM) on Nasdaq and is signed by Chief Executive Officer B. John Lindeman. The filing also incorporates the press release's Cautionary Note Regarding Forward-Looking Statements into its Regulation FD disclosure and directs investors to https://investors.hydrofarm.com/ for the presentation.