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Waystar Holding Corp. 8-K Filings

WAY NASDAQ

Every 8-K that Waystar Holding Corp. (WAY) 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 WAY 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 WAY filings page.

Rhea-AI Summary

Waystar Holding Corp. reported second-quarter 2026 revenue of $319.7 million, up 18% year-over-year. Net income was $40.9 million, or $0.21 GAAP diluted EPS, with a net income margin of 13%. Non-GAAP net income was $83.3 million, or $0.43 diluted non-GAAP EPS. Adjusted EBITDA reached $136.7 million, delivering an adjusted EBITDA margin of 43%. Cash flow from operations was $59.4 million and unlevered free cash flow was $63.9 million.

Operating metrics showed 1,453 clients contributing over $100,000 in LTM revenue, up 15% year-over-year, and a net revenue retention rate of 108%. Q2 2026 subscription revenue was $176.3 million, up 34%, while volume-based revenue was $142.1 million, up 3%. Provider revenue was $231.8 million and patient revenue $87.9 million.

For full-year 2026, the company now expects total revenue between $1.276 billion and $1.294 billion, adjusted EBITDA between $535 million and $545 million, non-GAAP net income between $322 million and $340 million, and diluted non-GAAP EPS between $1.61 and $1.70, raising its revenue and adjusted EBITDA guidance. Net debt was $1.28 billion with a trailing twelve-month adjusted EBITDA of $514.0 million, implying an adjusted net leverage ratio of 2.5x.

Rhea-AI Summary

Waystar Holding Corp. reported the results of its 2026 annual meeting of stockholders. Four Class II directors — Robert A. Demichiei, John Driscoll, Paul G. Moskowitz, and Lauren Young — were re-elected to the board to serve until the 2029 annual meeting.

Stockholders also approved the ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. In a non-binding advisory vote on how often to hold future say-on-pay votes, stockholders selected a frequency of one year, and the company will hold these compensation votes annually until at least the 2032 meeting.

Rhea-AI Summary

Waystar Holding Corp. reported strong first quarter 2026 results, highlighted by revenue of $313.9 million, up 22% year-over-year. Net income was $43.3 million, or $0.22 per diluted share, with a net income margin of 14%.

Non-GAAP net income reached $81.2 million, or $0.42 per diluted share, and adjusted EBITDA was $135.4 million, delivering a robust 43% adjusted EBITDA margin. Operating cash flow was $84.9 million, and unlevered free cash flow was $90.3 million, showing solid cash generation.

The company ended the quarter with $5.84 billion in total assets and reported a trailing twelve months adjusted EBITDA of $489.8 million. For full-year 2026, Waystar guided total revenue to $1.274–$1.294 billion, adjusted EBITDA to $530–$540 million, and non-GAAP net income to $317–$335 million.

Rhea-AI Summary

Waystar Holding Corp. reported strong growth for Q4 and full-year 2025 and issued higher 2026 guidance. Q4 revenue was $303.5 million, up 24% year-over-year, with net income of $20.0 million and adjusted EBITDA of $129.1 million, a 42.5% margin.

For 2025, revenue reached $1,099.3 million, up 17%, with net income of $112.1 million and non-GAAP net income of $262.9 million. Cash flow from operations was $309.7 million and unlevered free cash flow was $364.9 million, underscoring strong cash generation.

The company ended the year with a net revenue retention rate of 112% and 1,391 clients generating over $100,000 in revenue. For 2026, Waystar guides to total revenue between $1.274 billion and $1.294 billion, adjusted EBITDA of $530–$540 million, and diluted non-GAAP EPS of $1.59–$1.68.

Rhea-AI Summary

Waystar Holding Corp. reported that its Chief Business Officer, Eric (Ric) Sinclair III, has notified the company he will resign effective March 2, 2026 to take a position at another company. The company states his resignation is not due to any disagreement over operations, policies, or practices.

In connection with his departure, Mr. Sinclair will receive his 2025 annual bonus, which will be determined and paid under the company’s standard practices, and he will not receive any additional severance or separation-related benefits.

Rhea-AI Summary

Waystar Holding Corp. (WAY) furnished an Item 2.02 Form 8-K announcing it issued a press release with earnings and other financial results for the fiscal quarter and fiscal year ended September 30, 2025. The release is attached as Exhibit 99.1 and incorporated by reference.

The company notes this information is being furnished, not filed, under the Exchange Act, limiting Section 18 liability and incorporation by reference unless specifically stated.

Rhea-AI Summary

Waystar Holding Corp. filed an Form 8-K reporting Amendment No. 12 to its First Lien Credit Agreement dated October 1, 2025. The amendment lists Waystar Technologies, Inc. as borrower, certain subsidiaries as guarantors, and JPMorgan Chase Bank, N.A. as Administrative Agent, Collateral Agent, and Issuing Bank. A press release dated October 1, 2025 accompanies the filing and the document is signed by Gregory R. Packer, Chief Legal Officer of Waystar Holding Corp.

Rhea-AI Summary

Waystar Holding Corp. entered into an underwriting agreement with J.P. Morgan Securities LLC to facilitate an underwritten offering of 18,000,000 shares of the company's common stock by the selling stockholders under its Form S-3 registration statement. The company did not sell any shares and will not receive any proceeds from the transaction. The offering is expected to close on September 12, 2025, subject to customary closing conditions.

Rhea-AI Summary

Waystar Holding Corp. amended its first lien credit agreement on August 12, 2025 to refinance the company’s Existing Term Loans with Replacement Term Loans totaling $1,157,711,636. The replacement loans carry reduced margins: borrowers may elect Adjusted Term SOFR (floor 0.00%) + 2.00% (prior margin 2.25%) or Alternate Base Rate (floor 1.00%) + 1.00% (prior margin 1.25%). The Replacement Term Loans otherwise retain substantially similar terms for maturity, guarantees, collateral, mandatory prepayments, and covenants.

The amendment states there was no change to the Company’s outstanding indebtedness. If the Borrower effects a Repricing Transaction within six months, affected Replacement Term Loans will incur a customary 1.00% premium. The Company also furnished a press release regarding the amendment as Exhibit 99.1.