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SBC Medical Group Holdings Inc SEC Filings

SBC NASDAQ

Welcome to our dedicated page for SBC Medical Group Holdings SEC filings (Ticker: SBC), 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.

Our SEC filing database is enhanced with expert analysis from Rhea-AI, providing insights into the potential impact of each filing on SBC Medical Group Holdings's stock performance. Each filing includes a concise AI-generated summary, sentiment and impact scores, and end-of-day stock performance data showing the actual market reaction. Navigate easily through different filing types including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, proxy statements (DEF 14A), and Form 4 insider trading disclosures.

Designed for fundamental investors and regulatory compliance professionals, our page simplifies access to critical SEC filings. By combining real-time EDGAR feed updates, Rhea-AI's analytical insights, and historical stock performance data, we provide comprehensive visibility into SBC Medical Group Holdings's regulatory disclosures and financial reporting.

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SBC Medical Group Holdings Incorporated reported solid results for the quarter ended June 30, 2026. Total revenues were $49.19 million, up from $43.36 million a year earlier, driven mainly by related-party revenues. Quarterly income from operations rose to $18.96 million from $14.55 million, and net income attributable to the company increased to $10.69 million from $2.46 million, with basic and diluted EPS of $0.10.

For the first six months of 2026, total revenues were $92.25 million versus $90.69 million in 2025, while net income attributable to the company was $22.00 million compared with $23.96 million. Operating cash flow improved markedly, moving from a use of $6.41 million in the prior-year period to positive cash provided of $31.74 million. Cash and cash equivalents increased to $184.31 million as of June 30, 2026, against total bank and other borrowings of $37.75 million, supporting a total asset base of $406.66 million and stockholders’ equity of $279.92 million.

The company recorded a $0.57 million loss from its equity method investment in OT Midco and a significant foreign currency translation loss of $9.57 million, which reduced accumulated other comprehensive income. During the quarter, SBC deconsolidated its variable interest entity AMM; the CEO’s repayment of AMM’s obligations generated a $3.65 million deemed capital contribution, boosting additional paid-in capital. Management also introduced two reportable segments (SBC core and Waqoo) and continues to highlight heavy reliance on a small number of major customers.

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Rhea-AI Summary

SBC Medical Group Holdings reported strong results for the quarter ended June 30, 2026. Total revenues were $49 million, up 13% year-over-year, while net income attributable to SBC Medical rose to $11 million, a 335% increase. Net income margin improved to 22%, and Adjusted EBITDA reached $20 million, up 32%, with a 41% Adjusted EBITDA margin. Basic EPS was $0.10, up 400% year-over-year.

Management attributes the reacceleration to fee expansion in its points business, AI-enabled service enhancements, and steady growth in supported medical corporations. As of June 2026, SBC supported 287 locations, 34 more year-over-year, with last-twelve-month patient visits of 6.9 million, up 10%, and average spend per visit of $287, up 9%.

For the first half of 2026, revenues were $92 million versus $91 million a year earlier, while net income attributable to SBC Medical was $22 million versus $24 million. Adjusted EBITDA was $38 million, slightly below $40 million in the prior-year period. Cash and cash equivalents increased to $184.3 million, supported by $31.7 million in net cash provided by operating activities.

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SBC Medical Group Holdings Incorporated reported that, following director Mike Sayama’s decision not to stand for re‑election at the July 8, 2026 annual meeting, its board and Audit Committee no longer meet Nasdaq independence requirements under Listing Rule 5605. Nasdaq notified the company of this non‑compliance but granted a cure period until the earlier of the next annual shareholders’ meeting or July 9, 2027, or, if that meeting occurs before January 5, 2027, until January 5, 2027. The board now has four members, two of whom are independent, and the Audit Committee has two independent members. The company is actively seeking a fifth independent director to restore compliance and fill committee roles.

Stockholders approved a Restated Charter, including changes to move from plurality to majority voting for directors, remove the “for cause only” removal limitation, opt out of Section 203 of the DGCL, add officer exculpation, and make technical updates. They also approved amended and restated bylaws that modernize quorum rules, tighten advance notice and disclosure standards for director nominations and other business, incorporate universal proxy requirements, require resignation offers from directors who fail to receive a majority vote in uncontested elections, and refine procedures for stockholder meetings. All seven proposals on the agenda, including four director elections and ratification of MaloneBailey, LLP as auditor for 2026, received strong shareholder support, with a quorum of 93,987,291 shares present out of 102,576,943 outstanding and entitled to vote.

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SBC Medical Group Holdings Incorporated is calling a fully virtual 2026 annual stockholder meeting on July 8, 2026 (ET) / July 9, 2026 (JST) to elect four directors and vote on several governance changes. Stockholders of record at the close of business on May 20, 2026, when 102,576,943 common shares were outstanding and entitled to vote, may participate online via control number.

Proposals include electing directors for one-year terms, ratifying MaloneBailey, LLP as auditor for 2026, and multiple amendments to the Current Charter. These charter changes would eliminate plurality voting for directors, remove the “for cause only” director removal standard, opt out of Section 203 of the Delaware General Corporation Law, provide for officer exculpation, and make technical updates. The board recommends voting FOR all nominees and FOR each proposal.

The company describes its board structure, committee responsibilities, related-party review process, executive and director compensation, and notes it is a Nasdaq “controlled company,” with CEO Dr. Yoshiyuki Aikawa controlling approximately 81.7% of the voting power.

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SBC Medical Group Holdings Incorporated announced that independent director Mike Sayama informed the company on May 14, 2026 that he will not seek re-election at the forthcoming 2026 Annual Meeting of Stockholders. The board will reduce its size to four members immediately before the meeting.

The board is conducting a search for a new independent director and plans to expand back to five members once a suitable candidate is identified. The new director is expected to join the nominating and corporate governance, compensation, and audit committees, filling roles currently held by Mr. Sayama. His decision is stated as not stemming from any disagreement with the company, management, or the board.

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On behalf of SBC Medical Group Holdings Incorporated, the board is soliciting proxies for the 2026 annual meeting to be held virtually at 9:00 a.m. JST on July 9, 2026 (8:00 p.m. ET on July 8, 2026). Four directors will be elected, MaloneBailey, LLP is proposed for ratification as independent auditor for fiscal year ending December 31, 2026, and stockholders are asked to approve multiple charter amendments, including elimination of plurality voting, removal-for-cause limitation, opting out of Section 203 of the DGCL, officer exculpation, and other technical changes.

The record date for voting is May 20, 2026; there were 102,576,943 shares outstanding as of that date (after deducting 270,000 shares held by a wholly-owned subsidiary). The board recommends a FOR vote on all proposals.

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SBC Medical Group Holdings reported first-quarter 2026 total revenue of $43.1 million, down from $47.3 million a year earlier, as related-party revenues softened while third-party revenues grew. Gross profit declined to $30.3 million from $37.7 million, reflecting higher cost of revenues.

Income from operations fell to $17.7 million from $24.2 million. Net income attributable to SBC decreased to $11.3 million versus $21.5 million, and basic and diluted EPS declined to $0.11 from $0.21, partly because the prior-year period included a sizable gain on redemption of life insurance policies.

Despite lower earnings, operating cash flow strengthened to $9.2 million from $1.9 million, helped by working capital movements and lower income tax payments. Cash and cash equivalents rose to $167.3 million as of March 31, 2026, and total assets reached $388.0 million with total liabilities of $117.6 million. Stockholders’ equity increased to $270.4 million. Weighted average shares outstanding were 102,576,943 for the quarter, and net income included modest non-controlling interest allocations.

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SBC Medical Group Holdings reported first quarter 2026 revenue of $43.1 million, a 9% year-over-year decline driven mainly by an April 2025 revision of its franchise fee structure. Net income attributable to the company was $11.3 million, down 47%, with net income margin falling to 26%, a 19‑point decrease.

EPS was $0.11, a 48% decline versus a year earlier. Despite the weaker profits, EBITDA was $18.4 million with a still-strong 43% EBITDA margin, and annualized return on equity was 18%. The business continued to expand operationally, with 284 franchise locations (up 33 year over year), 6.76 million customers over the last twelve months (up 10%), and a 72% customer repeat rate. The balance sheet showed cash and cash equivalents of $167.3 million and total assets of $388.0 million, while operating cash flow for the quarter was $9.2 million. Management highlighted ongoing focus on multi-brand expansion, non-aesthetic medical services, overseas growth, and AI-enabled longevity and healthcare offerings.

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SBC Medical Group Holdings filed Amendment No. 1 to its 2025 annual report to add detailed Part III disclosures on directors, executive compensation, ownership and related‑party transactions. The amendment also updates the April 29, 2026 outstanding share count to 102,576,943 and clarifies that no information is incorporated by reference. It does not change previously reported 2025 financial results.

The filing shows CEO Yoshiyuki Aikawa controls about 81.7% of voting power and received a $12,000,000 base salary in 2025. SBC describes its board committees, controlled‑company status under Nasdaq rules, employment agreements with key executives, and extensive revenue and financing relationships with Japanese medical corporations and other entities related to the CEO and his family.

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FAQ

How many SBC Medical Group Holdings (SBC) SEC filings are available on StockTitan?

StockTitan tracks 29 SEC filings for SBC Medical Group Holdings (SBC), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for SBC Medical Group Holdings (SBC)?

The most recent SEC filing for SBC Medical Group Holdings (SBC) was filed on August 13, 2026.