Medifast, Inc. filings document the public-company disclosures of a NYSE-listed metabolic health and wellness business centered on its coach-guided lifestyle system. Form 8-K reports furnish quarterly and annual earnings releases that detail revenue, gross profit, active earning coach trends, liquidity, debt status and management commentary on the company's metabolic health strategy.
Proxy and current reports cover board elections, stockholder voting results, executive compensation, equity incentive plan amendments, leadership changes and material definitive agreements. Recent governance disclosures include a stockholder cooperation agreement, annual meeting matters and compensatory arrangements connected to executive transitions.
Medifast Inc. received an amended Schedule 13G from a group of Citadel-related entities and Kenneth Griffin regarding ownership of its common stock. The reporting persons, including Citadel Securities LLC, Citadel Securities Group LP, Citadel Advisors LLC and related entities, plus Mr. Griffin, report beneficial ownership well below 5% of Medifast’s shares.
Citing 11,119,115 Shares outstanding as of April 27, 2026, Citadel Securities LLC may be deemed to beneficially own 233,401 Shares (2.1%), certain Citadel Securities Group entities 236,447 Shares (2.1%), certain Citadel Advisors entities 53,304 Shares (0.5%), and Kenneth Griffin 289,751 Shares (2.6%), all with shared and no sole voting or dispositive power. The filing confirms ownership of 5 percent or less of the class.
Medifast, Inc. is reported to have a significant shareholder group composed of Susquehanna Portfolio Strategies, LLC and Susquehanna Securities, LLC. Together, these Reporting Persons report beneficial ownership of 587,214 shares of Medifast common stock, representing 5.3% of the outstanding shares as of June 30, 2026.
Susquehanna Securities, LLC’s reported holdings include options to buy 542,700 shares. Based on the company’s Form 10-Q, there were 11,181,000 shares outstanding as of June 30, 2026. Each Reporting Person reports sole voting and dispositive power over the shares it directly owns, and shared voting and dispositive power over all shares beneficially owned by the Reporting Persons, while disclaiming beneficial ownership of shares directly owned by the other.
Charles Schwab Investment Management Inc., a Delaware entity, reported beneficial ownership of common stock of Medifast Inc. This ownership amounts to 396,996 shares, representing 3.6% of Medifast’s common stock. All of these shares are reported with sole voting and sole dispositive power, with no shared voting or shared dispositive power.
Medifast, Inc. reported sharply lower results for the quarter ended June 30, 2026. Revenue fell 27.6% to $76.4 million, driving a net loss of $3.1 million, or $0.28 per diluted share, compared with net income of $2.5 million and $0.22 per diluted share a year earlier. For the first six months of 2026, revenue declined to $152.4 million and the company recorded a $5.2 million net loss. Gross margin compressed to 69.9% in the quarter as lower volumes reduced leverage on fixed costs, while SG&A fell in dollars but rose to 75.6% of revenue, widening the operating loss to 5.7% of sales.
Performance was pressured by a drop in active earning coaches to about 11,700 from 22,800, reflecting weaker client acquisition amid rapid adoption of GLP‑1 weight‑loss medications and a focus on more productive coach structures. Medifast states that active earning coaches are expected to continue declining in 2026, although average quarterly revenue per active coach increased to $6,529, supported by this network realignment.
Strategically, the company is transitioning from its OPTAVIA brand to Trilivy, a broader metabolic‑health platform built around its Metabolic Synchronization® science, new Trilivy Reset fuelings with MetaVantage Technology™, and the Medifast Metabolic Health Institute. Despite current losses, Medifast reports $169.8 million in cash, cash equivalents and investment securities, working capital of $160.5 million, and stockholders’ equity of $196.4 million, supporting its transformation initiatives.
Medifast reported second quarter 2026 revenue of $76.4 million, a 27.6% decline from $105.6 million a year earlier, and a net loss of $3.1 million, or $0.28 per diluted share, compared with net income of $2.5 million, or $0.22 per share, in 2025.
The number of independent active earning coaches fell 48.7% to 11,700, reflecting pressure on client acquisition amid rapid adoption of GLP-1 medications for weight loss. Productivity improved, with average revenue per active earning coach rising 41.0% to $6,529. Gross profit was $53.4 million with a 69.9% margin, while SG&A expenses decreased to $57.7 million but increased to 75.6% of revenue.
Management highlighted transformation initiatives including the Trilivy brand, Reset Fuelings, the Medifast Metabolic Health Institute, and a new Catalyst cost-savings program focused on facility rationalization and AI-related efficiencies. The company held $169.8 million in cash, cash equivalents and investments with no debt and working capital of $160.5 million as of June 30, 2026. It expects Q3 2026 revenue of $60 million to $80 million and a loss per share of $0.15 to $0.65, and expects full-year 2026 revenue of $270 million to $300 million and a loss per share of $0.25 to $1.75, while management believes it is on track to return to profitability in the fourth quarter.
BlackRock, Inc. reports beneficial ownership of 327,404 shares of Medifast, Inc. common stock, representing 2.9% of the class as of June 30, 2026. BlackRock has sole voting and dispositive power over all 327,404 shares and no shared voting or dispositive power. The filing notes that the position represents ownership of 5 percent or less of Medifast’s outstanding common stock. Various underlying persons have rights to dividends or sale proceeds for these shares, but no single person has an interest greater than five percent of Medifast’s total outstanding common shares.
Medifast announced a major brand transformation, rebranding its OPTAVIA lifestyle brand as Trilivy, a comprehensive metabolic health system focused on broader metabolic health rather than only weight loss.
The Trilivy system is built around Metabolic Synchronization, which the company describes as targeting visceral fat, preserving lean mass and supporting muscle health. Cited clinical research reports a 14% reduction in visceral fat and retention of 98% of lean mass at 16 weeks on its plan, and up to 10x more weight and 17x more fat loss for participants using a coach-supported program versus attempting weight loss alone. The program is organized into three phases—Reset, Refine and Renew—and is supported by new Trilivy Reset Fuelings enhanced with MetaVantage Technology and a nationwide network of independent coaches.
MEDIFAST INC director Kiai Parsa filed an amended initial ownership report detailing indirect holdings of common stock. The filing lists 17,003 shares of common stock held indirectly through one Steamboat Capital entity and 590,793 shares held indirectly through another Steamboat Capital entity. Footnotes explain that these entities are investment funds for which affiliated entities act as investment adviser and general partner, and that Parsa Kiai may be deemed to have a pecuniary interest in their holdings but disclaims beneficial ownership beyond that pecuniary interest.
Medifast, Inc. reports a senior legal leadership change. Effective May 29, 2026, Jason L. Groves, Esq., the company’s Chief Legal Officer & Corporate Secretary, resigned from his position.
On May 31, 2026, Mr. Groves and Medifast entered into a Separation Agreement. He will receive a one-time lump sum cash severance payment equal to one month of his annual base salary, less applicable taxes and withholdings, contingent on his non-revocation of the agreement and compliance with its terms. The company states that his departure was not due to any disagreement over operations, policies or practices, and it has begun searching for a permanent replacement.
Rose Jeffrey Matthew reported acquisition or exercise transactions in this Form 4 filing.
Medifast Inc director Jeffrey Matthew Rose reported equity-based compensation rather than open-market trading. On May 26, 2026, he received two awards of common stock with no cash price per share, both classified as grants or awards.
The filing shows an award of 6,739 shares of common stock, described in the footnotes as restricted stock units granted under Medifast’s Director's Deferred Compensation Plan in connection with annual director fees. Each unit represents one share and will vest in full on May 26, 2027.
A separate entry reports an additional 11,680 shares of common stock received as a grant or award. The footnotes explain that Rose elected to receive Medifast common stock in lieu of cash compensation for his annual service as a non-employee director. Following these transactions, his reported direct holdings include 18,419 shares in one line and 11,680 shares in another.