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Revolve Group Q3 net income falls 27% as sales rise

Updated 2026 guidance puts full-year gross margin at 53.9% to 54.0%, with fourth-quarter gross margin at 52.3% to 52.8%.

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Form Type
8-K

Rhea-AI Filing Summary

Revolve Group, Inc. reported third-quarter 2026 net sales of $355.959 million, up 20% year over year, as REVOLVE and FWRD segment sales each rose 20%. Gross profit was $191.795 million, while gross margin was 53.9%, down from 54.6%. Active customers increased 18% to 3.243 million and orders rose 19%; average order value declined 5% to $292.

Net income fell 27% to $15.524 million, adjusted EBITDA declined 7% to $23.491 million, and diluted EPS was $0.20 versus $0.29. Operating cash flow was negative $24.334 million, compared with $11.818 million provided a year earlier; free cash flow was negative $26.963 million versus positive $6.627 million. Cash and cash equivalents were $284.640 million as of September 30, 2026, and the company described its balance sheet as debt free.

Updated full-year 2026 guidance puts gross margin at 53.9% to 54.0%; fourth-quarter guidance is 52.3% to 52.8%. October net sales increased at a mid-teen percentage year over year, while the company said November and December comparisons are more difficult.

2 points · 0 major

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0 major · 3 points

How the balance works

Positive

  • Moderate pointNet sales rose 20% to $355.959 million in Q3.
  • Moderate pointActive customers grew 18% to 3.243 million year over year.

Negative

  • Moderate pointNet income fell 27% to $15.524 million.
  • Moderate pointAdjusted EBITDA declined 7% to $23.491 million.
  • Moderate pointQ3 operating cash flow was $24.334 million used, versus $11.818 million provided.
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, or exhibit attachments filed with this report.
Net sales $355.959 million; up 20% year over year Third quarter ended September 30, 2026
Net income $15.524 million; down 27% year over year Third quarter ended September 30, 2026
Adjusted EBITDA $23.491 million; down 7% year over year Third quarter ended September 30, 2026
Operating cash flow −$24.334 million Third quarter ended September 30, 2026; $11.818 million provided in the comparable 2025 quarter
Free cash flow −$26.963 million Third quarter ended September 30, 2026; $6.627 million in the comparable 2025 quarter
Gross margin 53.9% Third quarter ended September 30, 2026; 54.6% in the comparable 2025 quarter
Active customers 3.243 million; up 18% year over year Trailing 12 months as of September 30, 2026
Full-year gross margin outlook 53.9% to 54.0% Updated FY 2026 outlook
Adjusted EBITDA financial
"Adjusted EBITDA was $23.5 million, a decrease of 7% year-over-year."
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.
Free cash flow financial
"Free cash flow is a non-GAAP financial measure"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
active customer financial
"We define an active customer as a unique customer account"
average order value financial
"Average order value as the sum of the total gross sales"
Average order value (AOV) is the typical amount a customer spends each time they place an order, calculated by dividing total sales by number of orders over a set period. It matters to investors because it shows how efficiently a company turns customer visits into revenue — higher AOV can boost profits without gaining more customers. Think of it like the average bill per table at a restaurant: increasing that bill raises overall sales even if the number of diners stays the same.
Net sales $355.959 million Up 20% year over year
Net income $15.524 million Down 27% year over year
Adjusted EBITDA $23.491 million Down 7% year over year
Diluted EPS $0.20 Compared with $0.29 in the third quarter of 2025
Operating cash flow −$24.334 million Compared with $11.818 million provided in the third quarter of 2025
Guidance

Updated FY 2026 outlook: gross margin 53.9% to 54.0%; fulfillment expenses 3.3% of net sales; selling and distribution expenses 17.5% of net sales; marketing expenses 15.9% of net sales; general and administrative expenses $178.0 million; effective tax rate 25% to 26%. Fourth-quarter 2026 outlook: gross margin 52.3% to 52.8%; fulfillment expenses 3.3% of net sales; selling and distribution expenses 17.6% of net sales; marketing expenses 16.9% of net sales; general and administrative expenses $46.1 million.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were RVLV's third-quarter 2026 sales?

RVLV reported net sales of $355.959 million for the third quarter ended September 30, 2026, up 20% year over year. REVOLVE and FWRD each recorded 20% net sales growth, and total orders placed increased 19% year over year.

How much did RVLV earn in the third quarter of 2026?

RVLV's third-quarter net income was $15.524 million, down 27% from $21.179 million a year earlier. Diluted EPS was $0.20, compared with $0.29 in the third quarter of 2025.

What is RVLV's 2026 gross margin outlook?

RVLV's updated full-year 2026 gross margin outlook is 53.9% to 54.0%, and its fourth-quarter 2026 outlook is 52.3% to 52.8%. The company said its gross margin outlook does not assume any additional IEEPA tariff refunds.

What did RVLV say about October sales and fourth-quarter comparisons?

October 2026 net sales increased by a mid-teen percentage year over year. RVLV said November and December comparisons are much more difficult than October's; the prior-year November and December growth led to 10% year-over-year net sales growth for the fourth quarter of 2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001746618false00017466182026-11-032026-11-03

 

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): November 3, 2026

 

REVOLVE GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

 

Delaware

001-38927

46-1640160

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

12889 Moore Street

Cerritos, California

90703

(Address of Principal Executive Offices)

(Zip Code)

(562) 677-9480

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instructions A.2. below):

☐ 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

 

RVLV

 

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 November 3, 2026, Revolve Group, Inc. issued a press release announcing its financial results for its second quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information included in Item 2.02 of this Current Report on Form 8-K and the exhibit attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

Description

99.1

Press Release dated November 3, 2026

104

Cover page interactive data file (embedded with the inline XBRL document)

 

2


 

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.

 

REVOLVE GROUP, INC.

Date: November 3, 2026

By:

/s/ JESSE TIMMERMANS

Jesse Timmermans

Chief Financial Officer

 

 

3


 

Exhibit 99.1

img94756311_0.jpg

 

Revolve Group Announces Third Quarter 2026 Financial Results

 

Los Angeles, CA – November 3, 2026 - Revolve Group, Inc. (NYSE: RVLV), the next-generation fashion retailer for Millennial and Generation Z consumers, today announced financial results for the third quarter ended September 30, 2026.

 

“We delivered a strong third quarter, highlighted by net sales growth of 20% or more across our segments, REVOLVE and FWRD, and in domestic and international markets,” said co-founder and co-CEO Mike Karanikolas. “Supporting our top-line momentum was 18% growth in active customers year-over-year, our fourth consecutive quarter of growth acceleration.”

 

“Our strong top line growth and customer engagement metrics are a reflection of our brand strength and a result of our investments in brand building, physical retail expansion and key partnerships, including the recent launch of REVOLVE Los Angeles and our inaugural REVOLVE Magazine, our new joint venture with Donatella Versace, and recently-announced expanded partnerships with Kendall Jenner and Dwyane Wade,” said co-founder and co-CEO Michael Mente. “We couldn’t be more happy with our momentum and we are excited about our progress on longer-term investments that we believe strengthen our foundation for future profitable growth.”

 

Third Quarter 2026 Financial Summary

 

 

Three Months Ended September 30,

 

 

2026

 

 

2025

 

 

YoY Change

 

 

(in thousands, except percentages)

Net sales

 

$

355,959

 

 

$

295,631

 

 

20%

Gross profit

 

$

191,795

 

 

$

161,516

 

 

19%

Gross margin

 

 

53.9

%

 

 

54.6

%

 

 

Net income

 

$

15,524

 

 

$

21,179

 

 

(27%)

Adjusted EBITDA (non-GAAP financial measure)

 

$

23,491

 

 

$

25,347

 

 

(7%)

Net cash (used in) provided by operating activities

 

$

(24,334

)

 

$

11,818

 

 

NM

Free cash flow (non-GAAP financial measure)

 

$

(26,963

)

 

$

6,627

 

 

NM

NM - Not meaningful

 

Operational Metrics

 

 

Three Months Ended September 30,

 

 

2026

 

 

2025

 

 

YoY Change

 

 

(in thousands, except average order value and percentages)

Active customers (trailing 12 months)

 

 

3,243

 

 

 

2,747

 

 

18%

Total orders placed

 

 

2,745

 

 

 

2,300

 

 

19%

Average order value

 

$

292

 

 

$

306

 

 

(5%)

 

 


 

 

Additional Third Quarter 2026 Metrics and Results Commentary

•
Trailing 12-month active customers grew to 3,243,000 as of September 30, 2026, an increase of 18% year-over-year, our highest year-over-year growth rate in three and a half years.
•
Net sales were $356.0 million, a year-over-year increase of 20%. The strong top-line growth was fueled by a 19% increase in total orders placed year-over-year and a reduced product return rate, partially offset by a lower average order value primarily attributable to initial sales of Grow-Good beauty products at much lower price points.
•
Gross profit was $191.8 million, an increase of 19% year-over-year.
•
Gross margin was 53.9%, a decrease of 75 basis points year-over-year, against a prior-year comparison in the third quarter of 2025 that included 347 basis points of expansion.
•
Fulfillment costs were $12.2 million, or 3.4% of net sales, compared to $9.8 million, or 3.3% of net sales, in the third quarter of 2025.
•
Selling and distribution costs were $63.5 million, or 17.8% of net sales, compared to $51.7 million, or 17.5% of net sales, in the third quarter of 2025. The reduced efficiency year-over-year as a percentage of net sales was primarily due to higher shipping rates, partially offset by a decrease in our product return rate year-over-year.
•
Marketing costs were $50.8 million, or 14.3% of net sales, compared to $40.4 million, or 13.7% of net sales, in the third quarter of 2025. The increased marketing investment year-over-year as a percentage of net sales primarily reflects an increase in performance marketing and brand marketing investments to support various growth initiatives, including our first-ever namesake label, REVOLVE Los Angeles, within our owned brand assortment.
•
General and administrative costs were $46.2 million, or 13.0% of net sales, compared to $38.6 million, or 13.0% of net sales, in the third quarter of 2025.
•
Other income, net was $2.0 million compared to $7.3 million in the third quarter of 2025. Other income, net in the prior-year quarter was positively impacted by an insurance recovery of $4.5 million.
•
Net income was $15.5 million, compared to net income of $21.2 million in the third quarter of 2025, which was positively impacted by the $4.5 million insurance recovery (approximately $3.4 million, net of taxes).
•
Adjusted EBITDA was $23.5 million, a decrease of 7% year-over-year.
•
Diluted earnings per share (EPS) was $0.20, compared to diluted EPS of $0.29 in the third quarter of 2025, which was positively impacted by an insurance recovery equivalent to approximately $0.05 per diluted share.

Additional Net Sales Commentary

•
REVOLVE segment net sales were $306.8 million, a year-over-year increase of 20%.
•
FWRD segment net sales were $49.2 million, a year-over-year increase of 20%.
•
Domestic net sales were $277.4 million, a year-over-year increase of 20%.
•
International net sales were $78.6 million, a year-over-year increase of 22%.

Cash Flow and Balance Sheet

•
Net cash (used in) provided by operating activities was $(24.3) million in the third quarter and $16.9 million in
the 9-month year-to-date period ended September 30, 2026, compared to $11.8 million and $69.6 million, respectively, in the comparable 2025 periods. The reduced operating cash flow year-over-year for the three- and nine-month periods of 2026 primarily reflects unfavorable changes in working capital.
•
Free cash flow was $(27.0) million in the third quarter and $7.0 million in the 9-month year-to-date period ended September 30, 2026, compared to $6.6 million and $59.0 million, respectively, in the comparable 2025 periods.
•
Cash and cash equivalents as of September 30, 2026 were $284.6 million, a decrease of $30.8 million, or 10%, from $315.4 million as of September 30, 2025. Our balance sheet as of September 30, 2026 remains debt free.
•
Inventory as of September 30, 2026 was $293.3 million, an increase of $54.5 million, or 23%, year-over-year, from the inventory balance of $238.8 million as of September 30, 2025.

 

 


 

Additional trend information regarding Revolve Group’s third quarter of 2026 financial results and operating metrics is available in the Q3 2026 Financial Highlights presentation available on our investor relations website: https://investors.revolve.com/events-and-presentations

 

Results Since the End of the Third Quarter of 2026

Net sales in October 2026 increased by a mid-teen percentage year-over-year. Of note, the net sales growth comparisons for November and December are much more difficult than the October year-over-year comparison. As background and as previously disclosed, our prior-year net sales comparison in October 2025 increased by a mid-single digit percentage year-over-year, and improved net sales growth in the months of November 2025 and December 2025 led to 10% year-over-year net sales growth for the fourth quarter of 2025.


2026 Business Outlook

Based on information available to us as of November 3, 2026, we are providing the following guidance for the fourth quarter and full year ending December 31, 2026.

Our outlook takes into account our assessment of the current macroeconomic environment and related cost pressures and potential headwinds to consumer spending, including, but not limited to, geopolitical uncertainty, tariffs, inflationary pressures, supply chain disruptions and foreign currency volatility. The gross margin outlook does not assume any additional IEEPA tariff refunds.

 

Updated FY 2026 Outlook

Prior FY 2026 Outlook

Gross margin

53.9% to 54.0%

53.5% to 54.0%

Fulfillment expenses

3.3% of net sales

3.2% to 3.4% of net sales

Selling and distribution expenses

17.5% of net sales

17.1% to 17.3% of net sales

Marketing expenses

15.9% of net sales

15.8% to 16.0% of net sales

General and administrative expenses

$178.0 million

$170 million to $172 million

Effective tax rate

25% to 26%

24% to 26%

Fourth Quarter 2026 Outlook

Gross margin

52.3% to 52.8%

Fulfillment expenses

3.3% of net sales

Selling and distribution expenses

17.6% of net sales

Marketing expenses

16.9% of net sales

General and administrative expenses

$46.1 million

 

Conference Call Information

Revolve Group management will host a call today at 4:30 pm ET / 1:30 pm PT to discuss today’s results in more detail. To access the conference call by phone, participants can pre-register using the following Conference Call Registration Link to receive dial-in details, including a unique PIN that will enable access to the conference call immediately without requiring operator assistance. Participants are encouraged to register in advance to avoid delays.

If you are unable to pre-register, the conference call may also be accessed by dialing 1-833-461-5787 (U.S./Toll Free) or 1-585-542-9983 (International) and entering the Meeting ID, 281 225 051.

 

A live audio webcast can be accessed on the company's investor relations website at investors.revolve.com, and a webcast replay of the conference call will also be available on the company's investor relations website for a limited time following the event.

 

 


 

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in this press release are forward-looking statements, including but not limited to statements regarding our growth prospects, business initiatives and innovation, our owned brand expansion, our use of AI, our physical retail stores, our partnerships, and our outlook for the fourth quarter and full year of 2026. Forward-looking statements include statements containing words such as "expect," "anticipate," "believe," "project," "will" and similar expressions intended to identify forward-looking statements. These forward-looking statements are based on our current expectations. Forward-looking statements involve risks and uncertainties. Our actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks related to changing economic conditions and their impact on consumer demand and our business; the effects of tariffs and our efforts to mitigate such effects; demand for our products; the investment in long-term initiatives such as international expansion, development of owned brands, AI technology and our physical retail stores; the impact of AI and machine learning; supply chain challenges; inflationary pressures; shipping costs and rates; wars and conflicts; other geopolitical tensions; our fluctuating operating results; seasonality in our business; elevated merchandise returns; our ability to acquire products on reasonable terms; our e-commerce business model; our ability to attract customers in a cost effective manner; our ability to source goods in a cost effective manner; the strength of our brand; competition; fraud; system interruptions; our ability to fulfill orders; the impact of public health crises on our business, operations and financial results; the effect of claims, lawsuits, government investigations, other legal or regulatory proceedings or commercial or contractual disputes; and other risks and uncertainties included under the caption "Risk Factors" and elsewhere in our filings with the Securities and Exchange Commission, or SEC, including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2025, and our subsequent Quarterly Reports on Form 10-Q, including for the quarter ended September 30, 2026, which we expect to file with the SEC on November 3, 2026. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and we undertake no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date hereof.

 

Use of Non-GAAP Financial Measures and Other Operating Metrics

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with Generally Accepted Accounting Principles in the United States of America (GAAP), we reference in this press release and the accompanying tables the following non-GAAP financial measures: Adjusted EBITDA and free cash flow.

The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and our non-GAAP measures may be different from non-GAAP measures used by other companies.

We use these non-GAAP financial measures to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. Our management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and liquidity by excluding certain expenses that may not be indicative of our ongoing core operating performance. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when analyzing historical performance and liquidity and when planning, forecasting, and analyzing future periods.

For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP measures, please see the tables captioned “Reconciliation of Non-GAAP Financial Measures” included at the end of this release. We encourage reviewing the reconciliation in conjunction with the presentation of the non-GAAP financial measures for each of the periods presented. In future periods, we may exclude similar items, may incur income and expenses similar to these excluded items and may include other expenses, costs and non-recurring items.

Definitions of our non-GAAP financial measures and other operating metrics are presented below.

 

 


 

Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure that we calculate as net income before other income, net; taxes; and depreciation and amortization; adjusted to exclude the effects of equity-based compensation expense, certain transaction costs and certain non-routine items. Adjusted EBITDA is a key measure used by management to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of equity-based compensation, excludes an item that we do not consider to be indicative of our core operating performance.

Free Cash Flow

Free cash flow is a non-GAAP financial measure that we calculate as net cash provided by operating activities less cash used in purchases of property and equipment, and purchases of rental product, net of proceeds from the sale of rental product. We view free cash flow as an important indicator of our liquidity because it measures the amount of cash we generate. Free cash flow also reflects changes in working capital.

Active Customers

We define an active customer as a unique customer account from which a purchase was made across our platform at least once in the preceding 12-month period. In any particular period, we determine our number of active customers by counting the total number of customers who have made at least one purchase in the preceding 12-month period, measured from the last date of such period. We view the number of active customers as a key indicator of our growth, the reach of our sites, the value proposition and consumer awareness of our brand, the continued use of our sites by our customers and their desire to purchase our products.

Total Orders Placed

We define total orders placed as the total number of orders placed by our customers, prior to product returns, across our platform in any given period. We view total orders placed as a key indicator of the velocity of our business and an indication of the desirability of our products and sites to our customers. Total orders placed, together with average order value, is an indicator of the net sales we expect to recognize in a given period.

Average Order Value

We define average order value as the sum of the total gross sales from our sites in a given period, prior to product returns, divided by the total orders placed in that period. We believe our high average order value demonstrates the premium nature of our product assortment. Average order value varies depending on the site through which we sell merchandise, the mix of product categories sold, the number of units in each order, the percentage of sales at full price, and for sales at less than full price, the level of markdowns.

 

About Revolve Group, Inc.

Revolve Group, Inc. (NYSE: RVLV) is the next-generation fashion retailer for Millennial and Generation Z consumers. As a trusted premium lifestyle brand and a go-to online source for discovery and inspiration, we deliver an engaging customer experience from a vast yet curated offering of apparel, footwear, accessories, and beauty products. Our dynamic platform connects a deeply engaged community of millions of consumers, thousands of global fashion influencers and more than 1,600 emerging, established and owned brands.


We were founded in 2003 by our co-CEOs, Michael Mente and Mike Karanikolas. We sell merchandise through two complementary segments, REVOLVE and FWRD, that leverage one platform. Through REVOLVE, we offer an assortment of premium apparel, footwear, accessories and beauty products from emerging, established and owned brands. Through

 


 

FWRD, we offer an assortment of curated and elevated iconic and emerging luxury brands. For more information, visit www.revolve.com.


 

Contacts:

 

Investors:

 

Erik Randerson, CFA

562.677.9513

IR@revolve.com

 

Media:

 

Karla Otto

revolveus@karlaotto.com

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In thousands, except per share data)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

Net sales

 

$

355,959

 

 

$

295,631

 

 

$

1,046,244

 

 

$

901,311

 

Cost of sales

 

 

164,164

 

 

 

134,115

 

 

 

477,169

 

 

 

418,447

 

Gross profit

 

 

191,795

 

 

 

161,516

 

 

 

569,075

 

 

 

482,864

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Fulfillment

 

 

12,177

 

 

 

9,839

 

 

 

34,544

 

 

 

29,025

 

Selling and distribution

 

 

63,516

 

 

 

51,705

 

 

 

183,336

 

 

 

155,455

 

Marketing

 

 

50,825

 

 

 

40,429

 

 

 

162,542

 

 

 

129,940

 

General and administrative

 

 

46,239

 

 

 

38,552

 

 

 

131,860

 

 

 

114,762

 

Total operating expenses

 

 

172,757

 

 

 

140,525

 

 

 

512,282

 

 

 

429,182

 

Income from operations

 

 

19,038

 

 

 

20,991

 

 

 

56,793

 

 

 

53,682

 

Equity earnings in unconsolidated subsidiaries

 

 

(228

)

 

 

—

 

 

 

(863

)

 

 

—

 

Other income, net

 

 

(1,990

)

 

 

(7,310

)

 

 

(6,931

)

 

 

(5,290

)

Income before income taxes

 

 

21,256

 

 

 

28,301

 

 

 

64,587

 

 

 

58,972

 

Provision for income taxes

 

 

5,732

 

 

 

7,122

 

 

 

16,682

 

 

 

16,376

 

Net income

 

 

15,524

 

 

 

21,179

 

 

 

47,905

 

 

 

42,596

 

Less: Net (income) loss attributable to non-controlling interest

 

 

(1,059

)

 

 

—

 

 

 

(529

)

 

 

563

 

Net income attributable to Revolve Group, Inc. stockholders

 

$

14,465

 

 

$

21,179

 

 

$

47,376

 

 

$

43,159

 

Earnings per share of Class A and Class B
   common stock:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.20

 

 

$

0.30

 

 

$

0.66

 

 

$

0.61

 

Diluted

 

$

0.20

 

 

$

0.29

 

 

$

0.66

 

 

$

0.60

 

Weighted average number of shares of Class A and
   Class B common stock outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

71,090

 

 

 

71,302

 

 

 

71,286

 

 

 

71,282

 

Diluted

 

 

71,858

 

 

 

72,003

 

 

 

72,068

 

 

 

72,062

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and per share data)

 

 

 

September 30,

 

 

December 31,

 

 

 

2026

 

 

2025

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

284,640

 

 

$

292,256

 

Restricted cash

 

 

—

 

 

 

10,943

 

Accounts receivable, net

 

 

31,853

 

 

 

16,561

 

Inventory

 

 

293,296

 

 

 

251,844

 

Income taxes receivable

 

 

8,606

 

 

 

1,717

 

Prepaid expenses and other current assets

 

 

83,966

 

 

 

73,706

 

Total current assets

 

 

702,361

 

 

 

647,027

 

Property and equipment (net of accumulated depreciation of $30,718 and $26,245 as of
   September 30, 2026 and December 31, 2025, respectively)

 

 

21,117

 

 

 

15,371

 

Right-of-use lease assets

 

 

42,928

 

 

 

28,832

 

Intangible assets, net

 

 

2,828

 

 

 

2,410

 

Goodwill

 

 

2,042

 

 

 

2,042

 

Other assets

 

 

50,544

 

 

 

29,560

 

Deferred income taxes

 

 

39,759

 

 

 

39,759

 

Total assets

 

$

861,579

 

 

$

765,001

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

63,865

 

 

$

56,409

 

Income taxes payable

 

 

830

 

 

 

1,357

 

Accrued expenses

 

 

50,868

 

 

 

44,297

 

Returns reserve

 

 

83,804

 

 

 

76,985

 

Current lease liabilities

 

 

11,431

 

 

 

10,534

 

Other current liabilities

 

 

58,491

 

 

 

40,963

 

Total current liabilities

 

 

269,289

 

 

 

230,545

 

Non-current lease liabilities

 

 

35,216

 

 

 

21,921

 

Total liabilities

 

 

304,505

 

 

 

252,466

 

Stockholders’ equity:

 

 

 

 

 

 

Class A common stock, $0.001 par value; 1,000,000,000 shares authorized as of
   September 30, 2026 and December 31, 2025; 41,071,709 and 40,861,973 shares
   issued and outstanding as of September 30, 2026 and December 31, 2025,
   respectively

 

 

41

 

 

 

41

 

Class B common stock, $0.001 par value; 125,000,000 shares authorized as of
   September 30, 2026 and December 31, 2025; 30,023,937 and 30,509,949 shares
   issued and outstanding as of September 30, 2026 and December 31, 2025,
   respectively

 

 

30

 

 

 

30

 

Additional paid-in capital

 

 

150,122

 

 

 

144,249

 

Retained earnings

 

 

404,603

 

 

 

368,215

 

Non-controlling interest

 

 

2,278

 

 

 

—

 

Total stockholders’ equity

 

 

557,074

 

 

 

512,535

 

Total liabilities and stockholders’ equity

 

$

861,579

 

 

$

765,001

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

Operating activities:

 

 

 

 

 

 

Net income

 

$

47,905

 

 

$

42,596

 

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

 

 

 

 

 

 

Depreciation and amortization

 

 

4,692

 

 

 

3,395

 

Rental product depreciation

 

 

1,270

 

 

 

1,324

 

Gain on sale of rental product

 

 

(703

)

 

 

(222

)

Equity-based compensation

 

 

7,664

 

 

 

7,414

 

Loss on disposal of subsidiary

 

 

—

 

 

 

2,425

 

Equity earnings in unconsolidated subsidiaries

 

 

(863

)

 

 

—

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

(15,292

)

 

 

(10,770

)

Inventories

 

 

(41,452

)

 

 

(10,541

)

Income taxes receivable

 

 

(6,889

)

 

 

1,195

 

Prepaid expenses and other current assets

 

 

(10,260

)

 

 

968

 

Other assets

 

 

(7,142

)

 

 

(8,362

)

Accounts payable

 

 

7,456

 

 

 

17,429

 

Income taxes payable

 

 

(527

)

 

 

2,345

 

Accrued expenses

 

 

6,571

 

 

 

4,504

 

Returns reserve

 

 

6,819

 

 

 

2,061

 

Right-of-use lease assets and current and non-current lease liabilities

 

 

96

 

 

 

1

 

Other current liabilities

 

 

17,528

 

 

 

13,821

 

Net cash provided by operating activities

 

 

16,873

 

 

 

69,583

 

Investing activities:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(10,856

)

 

 

(8,306

)

Purchases of rental product

 

 

—

 

 

 

(3,569

)

Proceeds from sale of rental product

 

 

988

 

 

 

1,330

 

Cash divested upon disposal of subsidiary

 

 

—

 

 

 

(1,657

)

Investments in unconsolidated entities

 

 

(14,534

)

 

 

—

 

Net cash used in investing activities

 

 

(24,402

)

 

 

(12,202

)

Financing activities:

 

 

 

 

 

 

Proceeds from the exercise of stock options, net of
   tax withholdings on share-based payment awards

 

 

(42

)

 

 

141

 

Repurchases of Class A common stock

 

 

(10,051

)

 

 

(2,024

)

Net cash used in financing activities

 

 

(10,093

)

 

 

(1,883

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(937

)

 

 

3,329

 

Net (decrease) increase in cash and cash equivalents

 

 

(18,559

)

 

 

58,827

 

Cash, cash equivalents and restricted cash, beginning of period

 

 

303,199

 

 

 

256,600

 

Cash, cash equivalents and restricted cash, end of period

 

$

284,640

 

 

$

315,427

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

Cash paid during the period for:

 

 

 

 

 

 

Income taxes, net of refund

 

$

24,278

 

 

$

12,981

 

Operating leases

 

$

10,761

 

 

$

9,201

 

Supplemental disclosure of non-cash activities:

 

 

 

 

 

 

Lease assets obtained in exchange for new operating lease liabilities

 

$

22,823

 

 

$

6,096

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

SEGMENT INFORMATION

(Unaudited)

 

The following table summarizes our net sales, cost of sales and gross profit for each of our reportable segments (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

Net sales

 

2026

 

 

2025

 

 

2026

 

 

2025

 

REVOLVE

 

$

306,764

 

 

$

254,646

 

 

$

902,522

 

 

$

777,462

 

FWRD

 

 

49,195

 

 

 

40,985

 

 

 

143,722

 

 

 

123,849

 

Total

 

$

355,959

 

 

$

295,631

 

 

$

1,046,244

 

 

$

901,311

 

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

 

REVOLVE

 

$

136,159

 

 

$

111,540

 

 

$

395,469

 

 

$

345,631

 

FWRD

 

 

28,005

 

 

 

22,575

 

 

 

81,700

 

 

 

72,816

 

Total

 

$

164,164

 

 

$

134,115

 

 

$

477,169

 

 

$

418,447

 

 

Gross profit

 

 

 

 

 

 

 

 

 

 

 

 

REVOLVE

 

$

170,605

 

 

$

143,106

 

 

$

507,053

 

 

$

431,831

 

FWRD

 

 

21,190

 

 

 

18,410

 

 

 

62,022

 

 

 

51,033

 

Total

 

$

191,795

 

 

$

161,516

 

 

$

569,075

 

 

$

482,864

 

 

The following table lists net sales by geographic area (in thousands):

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

United States

 

$

277,374

 

 

$

231,424

 

 

$

820,414

 

 

$

712,290

 

Rest of the world

 

 

78,585

 

 

 

64,207

 

 

 

225,830

 

 

 

189,021

 

Total

 

$

355,959

 

 

$

295,631

 

 

$

1,046,244

 

 

$

901,311

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

KEY OPERATING AND FINANCIAL METRICS

(Unaudited)

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

 

(in thousands, except average order value and percentages)

 

Gross margin

 

 

53.9

%

 

 

54.6

%

 

 

54.4

%

 

 

53.6

%

Adjusted EBITDA

 

$

23,491

 

 

$

25,347

 

 

$

71,336

 

 

$

67,533

 

Free cash flow

 

$

(26,963

)

 

$

6,627

 

 

$

7,005

 

 

$

59,038

 

Active customers

 

 

3,243

 

 

 

2,747

 

 

 

3,243

 

 

 

2,747

 

Total orders placed

 

 

2,745

 

 

 

2,300

 

 

 

8,028

 

 

 

7,032

 

Average order value

 

$

292

 

 

$

306

 

 

$

296

 

 

$

300

 

 

 


 

REVOLVE GROUP, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(Unaudited)

 

A reconciliation of non-GAAP Adjusted EBITDA to net income for the three and nine months ended September 30, 2026 and 2025 is as follows:

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

 

(in thousands)

 

Net income

 

$

15,524

 

 

$

21,179

 

 

$

47,905

 

 

$

42,596

 

Excluding:

 

 

 

 

 

 

 

 

 

 

 

 

Other income, net

 

 

(1,990

)

 

 

(7,310

)

 

 

(6,931

)

 

 

(5,290

)

Provision for income taxes

 

 

5,732

 

 

 

7,122

 

 

 

16,682

 

 

 

16,376

 

Depreciation and amortization

 

 

1,683

 

 

 

1,007

 

 

 

4,692

 

 

 

3,395

 

Equity-based compensation

 

 

2,117

 

 

 

2,357

 

 

 

7,664

 

 

 

7,414

 

Transaction costs(1)

 

 

425

 

 

 

—

 

 

 

781

 

 

 

900

 

Non-routine items(2)

 

 

—

 

 

 

992

 

 

 

543

 

 

 

2,142

 

Adjusted EBITDA

 

$

23,491

 

 

$

25,347

 

 

$

71,336

 

 

$

67,533

 

 

(1)

Includes legal and professional service fees related to potential and consummated strategic acquisitions and investments.

(2)

Non-routine items in the nine months ended September 30, 2026 and three and nine months ended September 30, 2025, represent an accrual for certain pending legal matters.

 

A reconciliation of non-GAAP free cash flow to net cash provided by operating activities for the three and nine months ended September 30, 2026 and 2025 is as follows:

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

 

 

(in thousands)

 

Net cash (used in) provided by operating activities

 

$

(24,334

)

 

$

11,818

 

 

$

16,873

 

 

$

69,583

 

Purchases of property and equipment

 

 

(3,062

)

 

 

(4,320

)

 

 

(10,856

)

 

 

(8,306

)

Purchases of rental product, net of proceeds from the sale of rental product

 

 

433

 

 

 

(871

)

 

 

988

 

 

 

(2,239

)

Free cash flow

 

$

(26,963

)

 

$

6,627

 

 

$

7,005

 

 

$

59,038

 

Net cash used in investing activities

 

$

(2,629

)

 

$

(5,191

)

 

$

(24,402

)

 

$

(12,202

)

Net cash provided by (used in) financing activities

 

$

143

 

 

$

215

 

 

$

(10,093

)

 

$

(1,883

)

 

 


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