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Surgery Partners (SGRY) posts 2025 growth, launches $200m share repurchase

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Surgery Partners, Inc. reported higher 2025 revenue but remained unprofitable while setting cautious 2026 goals and launching a new share repurchase program.

Full-year 2025 revenue rose 6.2% to $3.31 billion, with same-facility revenue up 4.9% driven by 3.4% same-facility case growth and a 1.4% increase in revenue per case. Adjusted EBITDA increased 3.5% to $526.2 million, but net loss attributable to Surgery Partners was $77.9 million, though this improved from a larger loss in 2024.

Fourth-quarter 2025 revenue grew 2.4% to $885.0 million, while Adjusted EBITDA slipped 4.2% to $156.9 million, reflecting margin pressure. The company ended 2025 with $239.9 million of cash and total net debt to EBITDA of about 4.3x under its credit agreement.

For 2026, management targets Adjusted EBITDA of at least $530 million and revenue between $3.35 billion and $3.45 billion, implying modest organic growth after factoring provider tax and tariff headwinds. The board also authorized a new share repurchase program of up to $200 million of common stock, signaling confidence while the company focuses on higher-acuity procedures, portfolio optimization and reducing leverage.

Positive

  • None.

Negative

  • None.

Insights

Modest growth, ongoing losses, new $200m buyback, and measured 2026 outlook.

Surgery Partners delivered 2025 top-line growth, with revenue up 6.2% to $3.31 billion and Adjusted EBITDA up 3.5% to $526.2 million. Same-facility metrics were solid, but the business still generated a net loss of $77.9 million, highlighting profitability challenges.

Fourth-quarter trends underline this tension: revenue increased to $885.0 million, yet Adjusted EBITDA declined to $156.9 million and margins compressed. Management cited margin pressure and regulatory and tariff headwinds, while leverage remained elevated at roughly 4.3x net debt to EBITDA under the credit agreement.

Guidance for 2026 calls for at least $530 million of Adjusted EBITDA and revenue of $3.35–$3.45 billion, implying modest organic growth after normalizing for incentive compensation and policy pressures. The newly authorized $200 million share repurchase program and focus on higher-acuity procedures, organic growth, and portfolio optimization suggest management is balancing shareholder returns with deleveraging, but actual outcomes will depend on execution and the 2026 operating environment described in the outlook.

0001638833FALSE00016388332026-03-022026-03-02

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): March 2, 2026
Surgery Partners, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware001-3757647-3620923
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
340 Seven Springs Way, Suite 600
Brentwood, Tennessee 37027
(Address of Principal Executive Offices) (Zip Code)
(615) 234-5900
(Registrant’s Telephone Number, Including Area Code)

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:
    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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareSGRYThe Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 March 2, 2026, Surgery Partners, Inc. (the "Company") issued a press release announcing results for the fourth quarter and the full year ended December 31, 2025. See the press release attached as Exhibit 99.1.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
The Company makes reference to non-GAAP financial measures in the attached press release and a reconciliation of such non-GAAP financial measures to the most directly comparable GAAP financial measures is provided therein.
Item 7.01 Regulation FD Disclosure.
The Company will hold a conference call on March 3, 2026 at 8:30 a.m. (Eastern Time) to discuss the Company’s financial results for the quarter and year ended December 31, 2025. In addition to the press release, an earnings presentation will be made available on the Investor Relations section of the Company's website at www.surgerypartners.com. A copy of the earnings presentation is furnished as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference.
The information furnished pursuant to this Item 7.01 to this Current Report on Form 8-K, including the exhibit, is being “furnished” and, as such, shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
99.1
Press release dated March 2, 2026
99.2
Q4 2025 Earnings Presentation
104Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.

SURGERY PARTNERS, INC.
Date:
March 2, 2026By:/s/ David T. Doherty
David T. Doherty
Executive Vice President and Chief Financial Officer


Exhibit 99.1

sgrylogoa32.jpg
SURGERY PARTNERS, INC. ANNOUNCES FOURTH QUARTER AND
FULL YEAR 2025 RESULTS; SETS 2026 GUIDANCE; ANNOUNCES
SHARE REPURCHASE PROGRAM

BRENTWOOD, Tenn., March 2, 2026 (GLOBE NEWSWIRE) - Surgery Partners, Inc. (NASDAQ:SGRY) (“Surgery Partners” or the “Company”), a leading short-stay surgical facility owner and operator, today announced results for the fourth quarter and full year ended December 31, 2025.
Fourth Quarter and Full Year 2025 Financial Highlights
(All comparisons are year-over-year unless otherwise noted)
Revenue increased 2.4% for the fourth quarter and 6.2% for the full year
Same-facility revenues increased 3.5% for the fourth quarter and 4.9% for the full year
Surgical cases decreased 2.1% for the fourth quarter and increased 2.0% for the full year
Same-facility cases increased 1.3% for the fourth quarter and 3.4% for the full year
Net loss attributable to Surgery Partners, Inc. was $15.0 million for the fourth quarter and $77.9 million for the full year
Adjusted EBITDA decreased 4.2% to $156.9 million for the fourth quarter
Adjusted EBITDA increased 3.5% to $526.2 million for the full year
2026 Guidance
Initial 2026 guidance (excluding M&A) for Adjusted EBITDA of at least $530 million with revenue in the range of $3.35 billion to $3.45 billion
Eric Evans, Chief Executive Officer, stated, “In 2025, Surgery Partners continued to be guided by an unwavering commitment to high-value and high-quality patient care, with strong performance to start the year giving way to significant and unanticipated headwinds that culminated in fourth quarter results that did not meet our expectations. Despite these challenging headwinds, demand for our services remains strong, and we remain optimistic on the structural tailwinds underpinning long-term ASC market growth. As we progress through 2026, we are proactively strengthening our performance by tightening execution and doubling down on our shift into higher-acuity procedures. We believe the company is well-positioned to capture momentum in the market through multiple initiatives including continued organic growth, strategic M&A and effective portfolio optimization.”
Dave Doherty, Chief Financial Officer, commented, “Our fourth quarter results reflect a degree of margin pressure, which impacted our full-year performance. Looking at 2026, we have taken a measured approach to our guidance as we navigate the near-term operating environment, drive operational improvements across the business, and execute on our core growth pillars to deliver long-term shareholder value. We are confident in our path towards returning to the consistent growth that we know our platform is capable of, supported by strong fundamentals, improving free cash flow, reducing leverage, and executing on our portfolio optimization strategy.”
Fourth Quarter 2025 Results
Revenues for the fourth quarter of 2025 increased 2.4% to $885.0 million compared to $864.4 million for the fourth quarter of 2024. Same-facility revenues for the fourth quarter of 2025 increased 3.5% as compared to the same period in prior year, with a 2.1% increase in revenue per case and a 1.3% increase in same-facility cases. For the fourth quarter of 2025, the Company’s Adjusted EBITDA was $156.9 million, compared to $163.8 million for the same period in 2024.
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Full Year 2025 Results
Full year revenues for 2025 increased 6.2% to $3.3 billion compared to $3.1 billion for the 2024 period. Same-facility revenues for the full year 2025 increased 4.9% as compared to the prior year, with a 1.4% increase in revenue per case and a 3.4% increase in same-facility cases. For the full year 2025, the Company’s Adjusted EBITDA was $526.2 million, compared to $508.2 million for the same period last year.
Liquidity
Surgery Partners had cash and cash equivalents of $239.9 million and $692.8 million of borrowing capacity under its revolving credit facility as of December 31, 2025. Cash flows from operating activities were $103.4 million for the fourth quarter of 2025, compared to $111.4 million for the same period in 2024.
Full year 2025 operating cash flows were $274.3 million compared to $300.1 million in the prior year period.
The Company’s ratio of total net debt to EBITDA, as calculated under the Company’s credit agreement, was approximately 4.3x at the end of the fourth quarter of 2025. Leverage calculated using consolidated debt from our balance sheet divided by Adjusted EBITDA, before reducing it for NCI, was 4.9x times.
Share Repurchase Program
On February 26, 2026, the Board of Directors of the Company authorized a new share repurchase program that permits the repurchase of up to $200 million of the Company’s common stock.
Conference Call Information
Surgery Partners will hold a conference call on March 3, 2026 at 8:30 a.m. (Eastern Time). The conference call can be accessed live over the phone by dialing 1-877-451-6152, or for international callers, 1-201-389-0879. A replay will be available three hours after the call and can be accessed by dialing 1-844-512-2921, or for international callers, 1-412-317-6671. The passcode for the live call and the replay is 13758530. The replay will be available until March 16, 2026.
Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company's website at www.surgerypartners.com. The replay will also be available on this same website for a limited time following the call.
To learn more about Surgery Partners, please visit the Company's website at www.surgerypartners.com. Surgery Partners uses its website as a channel of distribution for material Company information. Financial and other material information regarding Surgery Partners is routinely posted on the Company's website and is readily accessible.
About Surgery Partners
Headquartered in Brentwood, Tennessee, Surgery Partners is a leading healthcare services company with a differentiated outpatient delivery model focused on providing high quality, cost effective solutions for surgical and related ancillary care in support of both patients and physicians. Founded in 2004, Surgery Partners is one of the largest and fastest growing surgical services businesses in the country, with more than 200 locations in 30 states, including ambulatory surgery centers, surgical hospitals, multi-specialty physician practices and urgent care facilities. For additional information, visit www.surgerypartners.com.
Forward-Looking Statements
This press release contains forward-looking statements, including those regarding growth, our anticipated operating results for future periods and other similar statements. These statements can be identified by the use of words such as "believes," "anticipates," "expects," "intends," "plans," "continues," "estimates," "predicts," "projects," "forecasts," "may," "could," and similar expressions. All forward-looking statements are based on current expectations and beliefs as of the date of this release and are subject to risks, uncertainties and other factors that may cause actual results to differ materially from the expectations discussed in, or implied by, the forward-looking statements. Many of these factors are beyond our ability to control or predict including, without limitation, reductions in payments from government health care programs and private insurance payors, such as health maintenance organizations, preferred provider organizations, and other managed care organizations and employers; our ability to contract with private insurance payors; changes in our payor mix or surgical case mix; failure to maintain or develop relationships with physicians on beneficial or favorable terms, or at all; the impact of payor controls designed to reduce the number of surgical procedures; our efforts to integrate operations of acquired or developed businesses and surgical facilities, attract new physician partners, or acquire additional surgical facilities; supply chain issues, including shortages or quality control issues with surgery-related products, equipment and medical supplies; competition for physicians,
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nurses, strategic relationships, acquisitions and managed care contracts; our ability to attract and retain qualified health care professionals; our ability to enforce non-compete restrictions against our physicians; our ability to manage material liabilities whether known or unknown incurred as a result of acquiring or operating surgical facilities; the impact of future legislation and other health care regulatory reform actions, and the effect of that legislation and other regulatory actions on our business; our ability to comply with current health care laws and regulations; the outcome of legal and regulatory proceedings that have been or may be brought against us; the impact of cybersecurity attacks or intrusions, changes in the regulatory, economic and other conditions of the states where our surgical facilities are located; our indebtedness; the social and economic impact of a pandemic, epidemic or outbreak of a contagious disease on our business; and the risks and uncertainties identified and discussed from time to time in the Company’s reports filed with the Securities and Exchange Commission (the "SEC"), including in Item 1A under the heading "Risk Factors" in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC. Except as required by law, the Company undertakes no obligation to revise or update publicly any forward-looking statements to reflect events or circumstances after the date of this report, or to reflect the occurrence of unanticipated events or circumstances.
Use of Non-GAAP Financial Measures
In addition to the results prepared in accordance with generally accepted accounting principles in the United States ("GAAP") provided throughout this press release, Surgery Partners has presented the following non-GAAP financial measures: Adjusted net income (loss) attributable to common stockholders, Adjusted net income (loss) per share attributable to common stockholders, Adjusted EBITDA, and Adjusted EBITDA related to unconsolidated affiliates, which exclude various items detailed in the "Reconciliation of Non-GAAP Financial Measures" below.
These non-GAAP financial measures are not intended to replace financial performance measures determined in accordance with GAAP. Rather, they are presented as supplemental measures of the Company's performance that management believes may enhance the evaluation of the Company's ongoing operating results. These non-GAAP financial measures are not presented in accordance with GAAP, and the Company’s computation of these non-GAAP financial measures may vary from similar measures used by other companies. These measures have limitations as an analytical tool and should not be considered in isolation or as a substitute or alternative to revenue, net income or loss, operating income or loss, cash flows from operating activities, total indebtedness or any other measures of operating performance, liquidity or indebtedness derived in accordance with GAAP.
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SURGERY PARTNERS, INC.
Selected Consolidated Financial Data
(Dollars in millions, except per share amounts, shares in thousands)
(Unaudited)
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Revenues$885.0 $864.4 $3,308.7 $3,114.3 
Operating expenses:
Salaries and benefits254.4 240.7 971.0 907.5 
Supplies239.2 223.0 878.9 812.9 
Professional and medical fees103.1 91.1 404.5 357.1 
Lease expense22.7 22.0 87.9 89.5 
Other operating expenses53.4 54.0 201.4 201.7 
Cost of revenues672.8 630.8 2,543.7 2,368.7 
General and administrative expenses23.7 36.0 118.2 138.7 
Depreciation and amortization59.9 33.9 176.0 152.6 
Transaction and integration costs18.5 34.0 73.9 100.1 
Net loss on disposals, consolidations and deconsolidations11.4 19.1 30.4 40.6 
Equity in earnings of unconsolidated affiliates(6.6)(7.2)(22.9)(19.5)
Litigation settlements— — 7.3 (0.8)
Loss on debt extinguishment— — 1.3 5.1 
Other income, net(4.9)(9.3)(8.7)(20.0)
774.8 737.3 2,919.2 2,765.5 
Operating income110.2 127.1 389.5 348.8 
Interest expense, net(67.6)(52.9)(272.6)(201.7)
Income before income taxes42.6 74.2 116.9 147.1 
Income tax expense(13.6)(120.8)(18.0)(134.6)
Net income (loss)29.0 (46.6)98.9 12.5 
Less: Net income attributable to non-controlling interests(44.0)(61.9)(176.8)(180.6)
Net loss attributable to Surgery Partners, Inc.$(15.0)$(108.5)$(77.9)$(168.1)
Net loss per share attributable to common stockholders
Basic$(0.12)$(0.86)$(0.61)$(1.33)
Diluted (1)
$(0.12)$(0.86)$(0.61)$(1.33)
Weighted average common shares outstanding
Basic 128,031 126,209 127,209 126,122 
Diluted (1)
128,031 126,209 127,209 126,122 
(1)The impact of potentially dilutive securities for all periods was not considered because the effect would be anti-dilutive.
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SURGERY PARTNERS, INC.
Selected Financial and Operating Data
(Dollars in millions, except per case and per share amounts)
(Unaudited)
December 31,
2025
December 31,
2024
Balance Sheet Data (at period end):
Cash and cash equivalents$239.9 $269.5 
Total current assets1,150.7 1,119.4 
Total assets8,119.7 7,890.0 
Current maturities of long-term debt99.3 101.4 
Total current liabilities615.5 624.4 
Long-term debt, less current maturities3,602.9 3,268.9 
Total liabilities4,592.9 4,254.8 
Non-controlling interests—redeemable395.5 438.8 
Total Surgery Partners, Inc. stockholders' equity1,712.9 1,789.7 
Non-controlling interests—non-redeemable1,418.4 1,406.7 
Total stockholders' equity3,131.3 3,196.4 
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Cash Flow Data:
Net cash provided by (used in):
Operating activities$103.4 $111.4 $274.3 $300.1 
Investing activities(126.1)(111.7)(246.6)(488.5)
Purchases of property and equipment(12.8)(22.3)(78.7)(90.4)
Payments for acquisitions, net of cash acquired(109.5)(87.6)(162.1)(378.8)
Purchases of equity investments0.1 — (13.3)(1.7)
Financing activities59.2 48.0 (57.3)262.0 
Distributions to non-controlling interest holders(57.2)(48.1)(226.0)(170.5)
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Other Data:
Number of surgical facilities as of the end of period176 161 176 161 
Number of consolidated surgical facilities as of the end of period121 118 121 118 
Cases170,468 174,185 669,732 656,732 
Revenue per case$5,192 $4,963 $4,940 $4,742 
Adjusted EBITDA (1)
$156.9 $163.8 $526.2 $508.2 
Adjusted EBITDA margin (2)
17.7 %18.9 %15.9 %16.3 %
Adjusted net income per share attributable to common stockholders - Basic (1)
$0.12 $0.44 $0.47 $0.94 
Adjusted net income per share attributable to common stockholders - Diluted (1)
$0.12 $0.44 $0.47 $0.93 
(1)A reconciliation of these non-GAAP financial measures appears below.
(2)Defined as Adjusted EBITDA as a % of Revenues.
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SURGERY PARTNERS, INC.
Supplemental Information
(Dollars in millions, except per case amounts)
(Unaudited)
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Same-facility Information (1):
Cases190,856 188,422 705,944 685,473 
Case growth1.3 %N/A3.0 %N/A
Revenue per case $5,215 $5,107 $4,972 $4,901 
Revenue per case growth2.1 %N/A1.4 %N/A
Number of work days in the period6262253254
Case growth (days adjusted)1.3 %N/A3.4 %N/A
Revenue growth (days adjusted)3.5 %N/A4.9 %N/A
(1)Same-facility information includes cases and revenues from our consolidated and non-consolidated surgical facilities (excluding facilities acquired in new markets or divested during the current and prior periods).
SURGERY PARTNERS, INC.
Reconciliation of Non-GAAP Financial Measures
(Dollars in millions, except per share amounts, shares in thousands)
(Unaudited)
The following table reconciles Adjusted EBITDA to income before income taxes in the reported consolidated financial information, the most directly comparable GAAP financial measure:
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Income before income taxes$42.6 $74.2 $116.9 $147.1 
Net income attributable to non-controlling interests(44.0)(61.9)(176.8)(180.6)
Interest expense, net67.6 52.9 272.6 201.7 
Depreciation and amortization59.9 33.9 176.0 152.6 
Equity-based compensation expense(2.2)6.2 14.8 33.3 
Transaction and integration costs (1)
18.5 34.0 73.9 100.1 
De novo start-up costs1.3 2.8 6.7 7.9 
Net loss on disposals, consolidations and deconsolidations
11.4 19.1 30.4 40.6 
Litigation settlements and other litigation costs (2)
1.8 1.6 10.4 3.1 
Loss on debt extinguishment— — 1.3 5.1 
Other— 1.0 — (2.7)
Adjusted EBITDA (3)
$156.9 $163.8 $526.2 $508.2 
(1)For the three months ended December 31, 2025, this amount includes due diligence, transaction and integration costs related to acquisitions (both completed and in the pipeline) and divested facilities (collectively “M&A costs”) of $15.7 million and other costs, including severance, IT implementation, and revenue cycle standardization of $2.8 million. For the three months ended December 31, 2024, this amount includes M&A costs of $22.6 million and other costs, including severance, IT implementation, and revenue cycle standardization of $11.4 million.
For the year ended December 31, 2025, this amount includes M&A costs of $55.2 million and other costs, including severance, IT implementation, and revenue cycle standardization of $18.7 million. For the year ended December 31, 2024, this amount includes M&A costs of $76.4 million and other costs, including severance, IT implementation, and revenue cycle standardization of $23.7 million.
(2)This amount includes other litigation costs of $1.8 million and $1.6 million for the three months ended December 31, 2025 and 2024, respectively.
This amount includes a litigation settlement loss of $7.3 million and a gain of $0.8 million for the year ended December 31, 2025 and 2024, respectively. This amount also includes other litigation costs of $3.1 million and $3.9 million for the year ended December 31, 2025 and 2024, respectively.
(3)We use Adjusted EBITDA as a measure of financial performance. Adjusted EBITDA is a key measure used by management to assess operating performance, make business decisions and allocate resources. Non-controlling interests represent the interests of third parties, such as physicians, and in some cases, healthcare systems that own an interest in surgical facilities that we consolidate for financial reporting purposes. We believe that it is helpful to investors to present Adjusted EBITDA as defined above because it excludes the portion of net income attributable to these third-party interests and clarifies for investors our portion of Adjusted EBITDA generated by our surgical facilities and
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other operations. Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered in isolation or as a substitute for net income, operating income or any other measure calculated in accordance with GAAP. The items excluded from Adjusted EBITDA are significant components in understanding and evaluating our financial performance. We believe such adjustments are appropriate, as the magnitude and frequency of such items can vary significantly and are not related to the assessment of normal operating performance. Our calculation of Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.
The following table provides supplemental information for Adjusted EBITDA related to unconsolidated affiliates:
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Adjusted EBITDA related to unconsolidated affiliates:
Management fee revenues (1)(2)
$9.0 $7.0 $33.6 $27.0 
Equity in earnings of unconsolidated affiliates (2)
6.6 7.2 22.9 19.5 
Plus:
Start-up costs related to unconsolidated de novo surgical facilities (3)
0.5 2.2 2.5 5.1 
Adjusted EBITDA related to unconsolidated affiliates$16.1 $16.4 $59.0 $51.6 
(1)Includes management and administrative service fees derived from the non-consolidated facilities that the Company accounts for under the equity method and management of surgical facilities in which it does not own an interest. Management fee revenues are included in Revenues on the Consolidated Statements of Operations.
(2)Included as a component of income before income taxes in the Adjusted EBITDA reconciliation table above.
(3)Included as a component of de novo start-up costs in the Adjusted EBITDA reconciliation table above.
From time to time, the Company incurs certain non-recurring gains or losses that are normally non-operational in nature and management does not consider relevant in assessing its ongoing operating performance. When significant, Surgery Partners’ management and the Company's Board of Directors typically exclude these gains or losses when evaluating the Company’s operating performance and in certain instances when evaluating performance for incentive compensation purposes. Additionally, management believes that certain investors and equity analysts exclude these or similar items when evaluating the Company’s current or future operating performance and in making informed investment decisions regarding the Company. Accordingly, the Company provides adjusted net income attributable to common stockholders and adjusted net income per share attributable to common stockholders as supplements to the comparable GAAP financial measures. Adjusted net income attributable to common stockholders and adjusted net income per share attributable to common stockholders should not be considered measures of financial performance under GAAP, and the items excluded from such measures are significant components in understanding and assessing financial performance. These measures should not be considered in isolation or as an alternative to the comparable GAAP measures as presented in the consolidated financial statements.
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The following table reconciles net income (loss) as reflected in the consolidated statements of operations to adjusted net income attributable to common stockholders used to calculate adjusted net income per share attributable to common stockholders:
Three Months Ended December 31,Year Ended December 31,
2025202420252024
Consolidated Statements of Operations Data:
Net income (loss)$29.0 $(46.6)$98.9 $12.5 
Plus (minus):
Net income attributable to non-controlling interests(44.0)(61.9)(176.8)(180.6)
Equity-based compensation expense(2.2)6.2 14.8 33.3 
Transaction and integration costs18.5 34.0 73.9 100.1 
De novo start-up costs1.3 2.8 6.7 7.9 
Net loss on disposals, consolidations and deconsolidations11.4 19.1 30.4 40.6 
Litigation settlements and other litigation costs1.8 1.6 10.4 3.1 
Loss on debt extinguishment— — 1.3 5.1 
Change in valuation allowance on deferred tax assets (1)
— 99.5 — 99.5 
Other— 1.0 — (2.7)
Adjusted net income attributable to common stockholders
$15.8 $55.7 $59.6 $118.8 
Adjusted net income per share attributable to common stockholders
Basic$0.12 $0.44 $0.47 $0.94 
Diluted$0.12 $0.44 $0.47 $0.93 
Weighted average common shares outstanding
Basic128,031 126,209 127,209 126,122 
Diluted128,738 127,609 128,128 127,627 
(1)This amount includes the impact of changes in the valuation allowance on deferred tax assets as of December 31, 2024, related to technical accounting requirements. The Company made income tax payments of $1.2 million and $1.6 million for the years ended December 31, 2025 and 2024, respectively. The tax payments related to states in which the Company does not have a NOL to offset taxable income. During the years ended December 31, 2025 and 2024, the Company made no federal income tax payments due to the utilization of its NOL carryforwards.
Contact
Surgery Partners Investor Relations
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8
4th Quarter 2025 Earnings Presentation March 3, 2026


 
Page 2 | SURGERY PARTNERS Cautionary Statements Forward-Looking Statements Statements contained in this presentation, other than statements of historical fact, are forward-looking statements. These statements can be identified by the use of words such as “believes,” “anticipates,” “expects,” “intends,” “plans,” “continues,” “estimates,” “predicts,” “projects,” “forecasts,” “may,” “could,” “plans,” “will,” “would,” and similar expressions. These forward-looking statements include, without limitation, statements regarding the anticipated timing and strength of the opportunities available to Surgery Partners, Inc. and its subsidiaries (the “Company”), as well as the future financial position of the Company, including financial targets, business strategy, plans and objectives for future operations and future operating results and cash flows. These statements are subject to risks, uncertainties and other factors that may cause actual results to differ materially from those made in, or implied by, the forward-looking statements. Many of these factors are beyond our ability to control or predict including, without limitation, reductions in payments from government healthcare programs and private insurance payors, such as health maintenance organizations, preferred provider organizations, and other managed care organizations and employers; our ability to contract with private insurance payors; changes in our payor mix or surgical case mix; failure to maintain or develop relationships with physicians on beneficial or favorable terms, or at all; our efforts to integrate operations of acquired or developed businesses and surgical facilities, attract new physician partners, or acquire additional surgical facilities; supply chain issues, including shortages or quality control issues with surgery-related products, equipment and medical supplies; competition for physicians, nurses, strategic relationships, acquisitions and managed care contracts; our ability to attract and retain qualified health care professionals; our ability to manage material liabilities whether known or unknown incurred as a result of acquiring or operating surgical facilities; the impact that legislation and other health care public policy changes, and other regulatory actions or executive orders may have on our business; our ability to comply with current health care laws and regulations; the outcome of legal and regulatory proceedings that have been or may be brought against us; the impact of cybersecurity attacks or intrusions; changes in the regulatory, economic and other conditions of the states where our surgical facilities are located; our indebtedness; the social and economic impact of a pandemic, epidemic or outbreak of a contagious disease on our business; and the risks and uncertainties set forth under the heading "Risk Factors" in our 2025 Annual Report on Form 10-K and discussed from time to time in our other reports filed with the Securities and Exchange Commission (the “SEC”). You should read the Company’s annual report and all other filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements contained in this presentation speak only as of the date of the presentation, and the Company undertakes no obligation to update or revise any forward- looking statements for any reason, except as required by law. No representations or warranties are made by the Company or any of its affiliates, or any of its or their respective direct or indirect subsidiaries, affiliates, stockholders, members, partners, directors, officers, employees, advisors, agents or any representatives, as to the accuracy of any such statements or projections. Investors, potential investors, and others should give careful consideration to these risks and uncertainties and should not place considerable reliance on the forward-looking statements contained in this presentation. Non-GAAP Financial Measures This presentation contains certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles in the United States (“GAAP”) in the statements of income, balance sheets or statements of cash flow of the company. We present non-GAAP financial measures when we believe that the additional information is useful and meaningful to investors. Non-GAAP financial measures do not have any standardized meaning and are therefore unlikely to be comparable to similar measures presented by other companies. The presentation of non-GAAP financial measures is not intended to be a substitute for, and should not be considered in isolation from, the financial measures reported in accordance with GAAP. Reconciliations of these non-GAAP measures are included in our filings with the SEC and at the end of this presentation.


 
Page 3 | SURGERY PARTNERS Fourth Quarter 2025 Highlights 170k+ Consolidated Surgical Cases (2.1)% Y/Y Growth 1.3% Same-Facility Growth $885M Net Revenue 2.4% Y/Y Growth 3.5% Same-Facility Growth 15% Total Joint Growth YoY 88k+ Musculoskeletal1 procedures 200 New Physician Recruits $111m Acquisitions Same-Facility 3.5% Net Revenue 1.3% Surgical Cases 2.1% Rate (1) Musculoskeletal (or “MSK”) references orthopedic, spine, neurology and pain management specialties Surgical Cases 170k+ Net Revenue $885m Adjusted EBITDA $157m 17.7% Margin


 
Page 4 | SURGERY PARTNERS Full Year 2025 Highlights ~670k Surgical Cases $3.3B+ Net Revenue $526m Adjusted EBITDA ~670k Consolidated Surgical Cases 2.0% Y/Y Growth 3.4% Same-Facility Growth $3.3B+ Net Revenue 6.2% Y/Y Growth 4.9% Same-Facility Growth 19% Total Joint Growth YoY 270k+ Musculoskeletal1 procedures 74 Surgical Robots in Service 6 additions in 2025 Nearly 700 New Physician Recruits $182m Acquisitions Same-Facility 4.9% Net Revenue 3.4% Surgical Cases 1.4% Rate (1) Musculoskeletal (or “MSK”) references orthopedic, spine, neurology and pain management specialties 15.9% Margin


 
Page 5 | SURGERY PARTNERS 2026 Financial Outlook First Quarter 2026 Adjusted EBITDA ~19% of 2026 Adjusted EBITDA guidance First Quarter 2026 Revenue ~23.5% of 2026 Revenue guidance Revenue $3.35b+ Adjusted EBITDA $530m+ Organic Adjusted EBITDA Growth 4.2%+ Same-Facility Revenue Growth 3.0%+


 
Page 6 | SURGERY PARTNERS 2026 Adjusted EBITDA Outlook Bridge from 2025 2026 organic growth and prior year capital deployment gains offset incentive plan costs and regulatory pressures $ in millions 2025 Adjusted EBITDA $526 Annualize 2025 Acquisitions & Divestitures 9 Funding Annual Cash Incentive at Target (15) 2025 Normalized Performance $520 Provider Tax & Medicaid Pressures (8) Incremental Tariff Pressures (4) Organic Growth 22+ 2026 Adjusted EBITDA Guidance $530+ 2026 Anticipated Growth vs 2025 Normalized 1.9%+ 2026 Organic Growth vs 2025 Normalized 4.2%+


 
Supplemental Non-GAAP Reconciliations


 
Page 8 | SURGERY PARTNERS Supplemental Non-GAAP Disclosures We are not able to project components of 2026 Adjusted EBITDA outlook. Three Months Ended December 31, Year Ended December 31, 2025 2025 Income before income taxes 42.6 116.9 Plus (minus): Net income attributable to non-controlling interests (44.0) (176.8) Interest expense, net 67.6 272.6 Depreciation and amortization 59.9 176.0 Equity-based compensation expense (2.2) 14.8 Transaction and integration costs 18.5 73.9 De novo start-up costs 1.3 6.7 Net loss on disposals, consolidations and deconsolidations 11.4 30.4 Litigation settlements and other litigation costs 1.8 10.4 Loss on debt extinguishment - 1.3 Total Adjustments 114.3 409.3 Adjusted EBITDA 156.9 526.2


 

FAQ

How did Surgery Partners (SGRY) perform financially in full-year 2025?

Surgery Partners grew revenue but stayed unprofitable in 2025. Full-year revenue rose 6.2% to $3.31 billion, while Adjusted EBITDA increased 3.5% to $526.2 million. Net loss attributable to the company was $77.9 million, an improvement versus a larger loss in 2024.

What were Surgery Partners’ (SGRY) fourth-quarter 2025 results?

In fourth-quarter 2025, Surgery Partners’ revenue increased 2.4% to $885.0 million, and same-facility revenue grew 3.5%. Adjusted EBITDA declined 4.2% to $156.9 million, reflecting margin pressure. Same-facility cases rose 1.3%, while total surgical cases fell 2.1% compared with the prior-year quarter.

What 2026 guidance did Surgery Partners (SGRY) provide for revenue and EBITDA?

For 2026, Surgery Partners guided to Adjusted EBITDA of at least $530 million and revenue between $3.35 billion and $3.45 billion. This outlook, which excludes M&A, implies modest organic growth from the 2025 Adjusted EBITDA base of $526.2 million despite regulatory and tariff headwinds.

Did Surgery Partners (SGRY) announce a share repurchase program?

Yes. On February 26, 2026, Surgery Partners’ board authorized a new share repurchase program for up to $200 million of common stock. This authorization gives the company flexibility to return capital to shareholders while it pursues organic growth, strategic M&A, portfolio optimization and leverage reduction.

What was Surgery Partners’ (SGRY) cash and debt position at year-end 2025?

At December 31, 2025, Surgery Partners held $239.9 million of cash and cash equivalents and had significant availability under its revolving credit facility. The company reported a total net debt to EBITDA ratio of approximately 4.3x under its credit agreement, indicating a leveraged capital structure.

How did Surgery Partners’ (SGRY) surgical volumes and same-facility metrics trend in 2025?

In 2025, consolidated surgical cases grew 2.0% to about 669,732, while same-facility cases increased 3.4% on a days-adjusted basis. Same-facility revenue rose 4.9%, driven by higher case volumes and a 1.4% increase in revenue per case, reflecting more complex, higher-acuity procedures.

What are key themes from Surgery Partners’ (SGRY) management commentary on 2025 and 2026?

Management highlighted strong demand but “significant and unanticipated” headwinds that hurt fourth-quarter margins. For 2026, they emphasized tightening execution, shifting toward higher-acuity procedures, improving free cash flow, reducing leverage, and executing portfolio optimization while targeting at least $530 million of Adjusted EBITDA.

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1.73B
76.98M
Medical Care Facilities
Services-general Medical & Surgical Hospitals, Nec
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United States
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