Every 8-K that SBC Medical Group Holdings Incorporated (SBC) 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 SBC 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 SBC filings page.
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.
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.
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.
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.
SBC Medical Group Holdings Incorporated entered into an underwriting agreement for an underwritten secondary offering of 3,100,000 shares of its common stock by CEO and chairman Dr. Yoshiyuki Aikawa as selling stockholder. The underwriters also received a 45-day option to buy up to an additional 465,000 shares.
The offering closed on April 21, 2026. The company did not sell any shares in this transaction and did not receive any proceeds, as all shares were sold by the existing stockholder under its Form S-3 registration statement.
SBC Medical Group Holdings reported mixed fourth quarter and full-year 2025 results, pairing lower revenue with stronger profitability. Q4 total revenue was $39.6 million, down 11% year over year, but net income attributable to the company rose to $14.2 million and EPS more than doubled to $0.14.
For full-year 2025, revenue declined 15% to $173.6 million, while net income increased 9% to $51.0 million and EPS grew to $0.50. Net income margin expanded to 29%, even as EBITDA fell 21% and EBITDA margin eased to 40%. The company ended the year with $163.8 million in cash and cash equivalents and total assets of $380.4 million.
Management highlighted structural changes in 2024–2025 and revised franchise fee arrangements as key drivers of the revenue decline, while profitability benefited from the absence of prior IPO-related stock-based compensation and impairment charges. SBC also noted improving operating metrics, including 283 franchise locations, 6.6 million customers over the last twelve months, and higher average revenue per customer in Q4.
Alongside the results, SBC posted an investor presentation summarizing its updated business strategy and capital policy, and scheduled a conference call to discuss the quarter and outlook-focused priorities in multi-brand dermatology, non-aesthetic healthcare, and international expansion.
SBC Medical Group Holdings Incorporated reports the final results of a tender offer by its affiliate, SBC Medical Group Co., Ltd., for shares of Waqoo, Inc., a Japanese company listed on the Tokyo Stock Exchange Growth Market. The offer ran from November 14 to December 12, 2025 at a price of ¥1,900 per share, with a maximum of 575,000 shares to be purchased; 637,817 shares were tendered and 575,052 will be bought on a pro rata basis.
After settlement on December 19, 2025, SBC Medical Group Co., Ltd. will hold 9,286 voting rights in Waqoo, representing an ownership ratio of 24.93%, and expects to receive all remaining shares held by Waqoo’s largest shareholder in an off-market transaction effective the same date. As a result, its ownership of Waqoo’s voting rights is expected to exceed 50%, while SBC Medical Group Holdings does not expect changes to the previously described plans or intentions for this investment.
SBC Medical Group Holdings Incorporated filed an 8‑K stating it issued a press release announcing results for the quarter ended September 30, 2025, and posted an investor presentation.
These materials are attached as Exhibits 99.1 and 99.2 and are furnished under Item 2.02, not filed. The company’s securities trade on Nasdaq: common stock SBC and redeemable warrants SBCWW. The report was signed by Chief Financial Officer Yuya Yoshida on November 14, 2025.
SBC Medical Group Holdings (SBC) announced that its wholly owned subsidiary, SBC Medical Group Co., Ltd. will begin a tender offer for shares of Waqoo, Inc. The offer covers up to 575,000 shares of Waqoo common stock, with the price per share to be determined, running from November 14, 2025 through December 12, 2025, with settlement expected on December 19, 2025.
As of this report, SBCMG owns 353,600 shares (9.49%) of Waqoo. In addition, CEO Dr. Yoshiyuki Aikawa personally holds 989,802 shares (26.58%). Subject to settlement of the tender offer, SBCMG will acquire all 989,802 Waqoo shares from Dr. Aikawa via an off‑market transfer under a share transfer agreement dated November 13, 2025.
Following completion of the tender offer and the off‑market transfer, SBCMG intends to make Waqoo a consolidated subsidiary, bringing the company into SBC’s consolidated group.
SBC Medical Group Holdings Incorporated furnished a press release and an investor presentation reporting results for the quarter ended June 30, 2025. The press release is included as Exhibit 99.1 and the investor presentation as Exhibit 99.2, with the presentation available on the company website at https://sbc-holdings.com/en/ir/ir-presentation. The report specifies these items are furnished, not filed under the Exchange Act and therefore are not subject to Section 18 liabilities. The company identifies as an emerging growth company and lists its common stock (SBC) and redeemable warrants (SBCWW) on The Nasdaq Stock Market LLC.