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Shoe Carnival Reports First Quarter 2026 Results

Shoe Carnival Reports First Quarter 2026 Results

FORT MILL, S.C.–(BUSINESS WIRE)–
Shoe Carnival, Inc. (Nasdaq: SCVL) (the “Company”), a leading omnichannel retailer of footwear and accessories for the family, today reported results for the first quarter ended May 2, 2026.

First Quarter 2026 Highlights

  • Net sales of $270.7 million, compared to $277.7 million in the first quarter of 2025.

  • Shoe Carnival banner net sales declined 2.2 percent, a meaningful improvement compared to the trends experienced through Fiscal 2025; Shoe Station banner net sales declined 3.1 percent.

  • Gross profit margin of 33.3 percent, compared to 34.5 percent in the first quarter of 2025.

  • GAAP diluted loss per share (“EPS”) of $(0.21); adjusted diluted earnings per share (“Adjusted EPS”)(1) of $0.23, consistent with consensus analyst expectations (non-GAAP), which excludes charges associated with the previously announced Chief Executive Officer transition (“CEO Transition”) and the completion of a strategic review of the Company’s rebanner program.

  • Pretax charges of $13.6 million ($11.9 million after-tax, or $0.43 per diluted share) recorded during the quarter, comprised of $5.3 million related to the CEO Transition and $8.3 million related to the strategic review, including impairment of store locations and write-offs of rebanner-related and corporate fixed assets.

  • Cash, cash equivalents, and marketable securities of $129.3 million at quarter-end, an increase of $36.4 million compared to the prior-year period; the Company ended the first quarter of 2026 debt-free.

  • Repurchased 390,492 shares of common stock during the first quarter of 2026 for approximately $7.0 million.

(1) A description of non-GAAP Adjusted EPS and a reconciliation of non-GAAP Adjusted EPS to the corresponding GAAP measure is provided at the end of this press release.

“Since returning to the Chief Executive Officer role in late February, I have worked with our Board and management team to complete a comprehensive review of the Company’s strategic direction and capital deployment,” said Cliff Sifford, Interim President and Chief Executive Officer.

“Our review confirmed that the Shoe Carnival and Shoe Station banners each serve distinct consumer segments, and that the Company is best positioned to operate both banners as permanent, independent components of our portfolio. While there is more work to do, I am pleased that our first quarter results came in within the range of consensus analyst expectations on the key financial metrics, with sales modestly ahead of consensus and Adjusted EPS matching consensus. The Shoe Carnival banner narrowed its year-over-year sales decline meaningfully compared to Fiscal 2025 trends. In addition, we continue to feel confident about growth opportunities for the Shoe Station banner – both through new store growth in markets that serve the target consumer segment and rebannering of select Shoe Carnival locations that meet the criteria for conversion to Shoe Station.”

“Our underlying business delivered Adjusted EPS in line with consensus expectations during a quarter of significant strategic transition. We ended the quarter with $129 million in cash and marketable securities and no debt, and we returned $7 million to shareholders through share repurchases. We are reaffirming our previously communicated Fiscal 2026 guidance, with the back-to-school and fall selling periods representing the bulk of our expected annual earnings opportunity. We intend to manage Fiscal 2026 with disciplined capital deployment, continued progress on inventory normalization, and preparation for opening new stores in Fiscal 2027,” concluded Mr. Sifford.

First Quarter 2026 Operating Results

Net sales in the first quarter of 2026 were $270.7 million compared to $277.7 million in the first quarter of 2025. Comparable store sales declined 2.1 percent.

By banner:

  • Shoe Carnival net sales were $177.3 million, representing 65 percent of total net sales, and declined 2.2 percent, inclusive of a comparable store net sales decline of 1.7 percent. This was an improvement compared to mid-to-high single digit quarterly declines throughout Fiscal 2025.

  • Shoe Station net sales were $93.4 million, representing 35 percent of total net sales, and declined 3.1 percent, inclusive of a comparable store net sales decline of 2.9 percent. Improved trends in rebanner store sales were more than offset by slower growth from the Shoe Station e-commerce sales channel.

Gross profit margin in the first quarter of 2026 was 33.3 percent, a decrease of 120 basis points compared to the first quarter of 2025. Merchandise margin decreased 140 basis points primarily driven by increased promotional activity and higher e-commerce-related shipping costs. The decrease was partially offset by 20 basis points from primarily lower buying, distribution and occupancy costs.

Selling, general and administrative expenses (“SG&A”) on a GAAP basis increased $12.3 million compared to the first quarter of 2025. Non-GAAP adjusted SG&A (“Adjusted SG&A”), which excludes non-recurring charges of $13.6 million in the first quarter of 2026 related the CEO Transition and the Company’s strategic review of its rebanner strategy, decreased $1.3 million.

Income tax expense in the first quarter of 2026 was $0.6 million and was impacted by nondeductible CEO severance payments that increased income tax expense by approximately $1.6 million. The Company’s effective tax rate in the first quarter of 2026 was (11.2)% compared to 28.1% in the first quarter of 2025. The Company’s non-GAAP adjusted effective tax rate (“Adjusted Tax Rate”) in the first quarter of 2026, which excludes the impacts related to the CEO Transition and the strategic review, was 27.0 percent.

The GAAP net loss for the first quarter of 2026 was $(5.6) million, or $(0.21) per diluted share. Excluding the impacts from the non-recurring charges recorded in the quarter, non-GAAP adjusted net income (“Adjusted Net Income”) and Adjusted EPS were $6.2 million and $0.23 per diluted share, respectively, compared to net income of $9.3 million and EPS of $0.34 in the first quarter of 2025.

Descriptions of Adjusted Net Income, Adjusted EPS, Adjusted SG&A and Adjusted Tax Rate, and reconciliations to the corresponding GAAP measures, are provided at the end of this press release.

Capital Management and Cash Flow

Fiscal 2025 marked the 21st consecutive fiscal year the Company ended with no debt, fully funding operations and strategic investments from operating cash flow and cash reserves. The first quarter of 2026 was also debt-free. At the end of the first quarter of 2026, the Company held approximately $129.3 million in cash, cash equivalents, and marketable securities, an increase of 39 percent compared to the end of the first quarter of 2025. Cash flow from operations increased $32.7 million while capital expenditures declined $2.9 million.

Merchandise inventories at the end of first quarter 2026 were $417.2 million, down $11.2 million compared to the end of the first quarter of 2025. The Company continues to expect inventory declines of $50 to $65 million by the end of Fiscal 2026 compared to the end of Fiscal 2025.

Dividend and Share Repurchase Program

During the first quarter of 2026, the Company returned approximately $12 million to shareholders through dividends and share repurchases. The $5 million in dividend payments in the first quarter of 2026 were paid at an increased rate of $0.17 per share, up 13.3 percent compared to the first quarter of 2025. This increase represented the 12th consecutive year the Company increased its quarterly dividend rate. The new Fiscal 2026 annualized rate represents a compounded annual growth rate of approximately 15.5 percent over the past 12 years. The Company has now paid a dividend for 56 consecutive quarters.

Approximately $7 million of shares were repurchased during the first quarter of 2026. As of May 2, 2026, $43 million remained available under the Company’s share repurchase authorization.

Fiscal 2026 Guidance

The Company is reaffirming its previously communicated Fiscal 2026 guidance, which continues to contemplate:

  • Net sales of $1.125 billion to $1.147 billion, representing a range of down 1 percent to up 1 percent versus Fiscal 2025;

  • Adjusted EPS of $1.40 to $1.60;

  • Gross profit margin of approximately 34 percent, representing approximately 260 basis points of compression versus Fiscal 2025;

  • Reductions in Adjusted SG&A of $12 to $14 million versus Fiscal 2025; and

  • An Adjusted Tax Rate of approximately 26 percent.

The Company’s Adjusted EPS, Adjusted SG&A and Adjusted Tax Rate guidance excludes the impact of the CEO Transition costs previously identified and the strategic review charges recorded during the first quarter of 2026. A reconciliation of the Adjusted EPS guidance to the corresponding GAAP measure is provided in a table at the end of this press release. Please refer to “Note Regarding Forward-Looking Non-GAAP Measures” at the end of this press release for further information regarding the reconciliation of Adjusted SG&A and Adjusted Tax Rate guidance.

Annual Shareholder Meeting

As previously announced, the Company will hold its Annual Meeting of Shareholders at 11:00 a.m. Eastern Time on June 10, 2026. Information about the annual meeting and related material, including the Company’s proxy statement and annual report, can be found on the Company’s website.

Conference Call

Today, at 9:00 a.m. Eastern Time, the Company will host a conference call to discuss its first quarter results. Participants can listen to the live webcast of the call by visiting Shoe Carnival’s Investors webpage at www.shoecarnival.com. While the question-and-answer session will be available to all listeners, questions from the audience will be limited to institutional analysts and investors. A replay of the webcast will be available on the Company’s website shortly after the conclusion of the conference call and will be archived for one year.

About Shoe Carnival

Shoe Carnival, Inc. is one of the nation’s largest omnichannel family footwear retailers, offering a broad assortment of dress, casual and athletic footwear for men, women and children with emphasis on national name brands. As of May 21, 2026, the Company operated 426 stores in 35 states and Puerto Rico under its Shoe Carnival and Shoe Station banners and offers shopping at www.shoecarnival.com and www.shoestation.com. Headquartered in Fort Mill, SC, and with distribution and support operations located in Evansville, IN, Shoe Carnival, Inc. trades on The Nasdaq Stock Market LLC under the symbol SCVL.

Press releases and annual reports are available on the Company’s website at www.shoecarnival.com.

Cautionary Statement Regarding Forward-Looking Information

As used herein, “we,” “our” and “us” refer to Shoe Carnival, Inc. This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve a number of risks and uncertainties, such as statements about our future growth, execution of our rebanner strategy, inventory management, operations and results, cash flows, and shareholder returns. These forward-looking statements necessarily depend upon assumptions, estimates and dates that may be incorrect or imprecise and involve known and unknown risks, uncertainties, and other factors. Accordingly, any forward-looking statements included in this press release do not purport to be predictions of future events or circumstances and may not be realized. Forward-looking statements can be identified by, among other things, the use of forward-looking terms such as “believes,” “expects,” “aims,” “on track,” “may,” “will,” “should,” “seeks,” “pro forma,” “anticipates,” “intends” or the negative of any of these terms, or comparable terminology, or by discussions of strategy or intentions. Given these uncertainties, we caution investors not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We disclaim any obligation to update any of these factors or to publicly announce any revisions to the forward-looking statements contained in this press release to reflect future events or developments. A number of factors could cause our actual results, performance, achievements, or industry results to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, but are not limited to:

  • our ability to increase sales at our existing stores;

  • the impact of intense competition and our ability to effectively compete;

  • the impact of changes in consumer spending on our business and the impact of our promotional strategies and intensity;

  • our ability to successfully manage and execute our marketing and pricing strategies;

  • the impact of higher gasoline and energy prices on discretionary spending and our cost of operations;

  • our dependence on key suppliers for merchandise and advertising support, and the impact of any loss of any key suppliers;

  • the impact of changes in the cost, or a disruption in the flow, of imported goods as a result of trade policy and/or tariffs;

  • our ability to manage other risks related to our reliance on imported goods;

  • our ability to anticipate, identify and respond to emerging fashion trends;

  • our ability to effectively manage our real estate portfolio;

  • our ability to manage the risks associated with our e-commerce platform and its impact on traffic and transactions in our physical stores;

  • our ability to maintain positive brand perception and recognition;

  • our ability to maintain, grow and generate sales from members of our Shoe Perks loyalty program;

  • our ability to successfully execute our strategies to grow our business;

  • our ability to identify or consummate future acquisitions or achieve expected benefits from and effectively integrate future acquisitions;

  • the internal and external impact of a failure of our information technology systems to operate effectively, or in the event such systems are disrupted or compromised;

  • our ability to manage the risks associated with our outsourced business processes and other third-party business relationships, including disruptions to our business and increased costs;

  • our ability to adapt to emerging technologies that may create disruption to our operations and the retail industry;

  • our ability to manage, and the impact of, fluctuating quarterly operating results due to seasonality, weather conditions and other factors;

  • the impact of any physical and financial risk related to the uncertainty of climate change;

  • the impact of natural disasters, public health crises, political crises and other catastrophic events or other events outside of our control on our facilities or the facilities of third parties on which we depend, as well as on our supply chain and access to customers;

  • the impact of litigation and reputational risk resulting from a failure to protect the integrity and security of individually identifiable data of our customers and employees;

  • the impact of losses or liabilities in excess of our insurance coverage;

  • the impact of periodic litigation and other regulatory proceedings, which could result in the unexpected expenditure of time and resources;

  • our ability to manage key executive succession and retention, and attract and retain qualified personnel and control labor costs;

  • our ability to generate and maintain cash flow and capital necessary implement our business strategy and meet our other liquidity needs;

  • the impact of financial market volatility on the sources and costs of financing available to us;

  • the impact of significant non-cash impairment charges in the event our long-lived assets become impaired;

  • the impact of the loss of investor confidence in our financial reports and adverse effect on our stock price if we fail to maintain effective internal control over financial reporting;

  • the impact of perceptions of the overall retail industry and other macroeconomic conditions on our business and stock;

  • the impact and risk of volatility in the stock market and our stock;

  • the impact of any changes to our dividend policy or stock repurchase program;

  • the impact of any influence over our management and operations exerted by our principal shareholders;

  • the impact of our organizational documents and Indiana law on potential acquisition bids for us; and

  • other factors described in our SEC filings, including our latest Annual Report on Form 10-K and our subsequent SEC filings.

Financial Tables Follow

SHOE CARNIVAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

(Unaudited)
 

 

 

Thirteen

 

 

Thirteen

 

 

 

Weeks Ended

 

 

Weeks Ended

 

 

 

May 2, 2026

 

 

May 3, 2025

 

Net sales

 

$

270,730

 

 

$

277,715

 

Cost of sales (including buying,

distribution and occupancy costs)

 

 

180,629

 

 

 

181,938

 

Gross profit

 

 

90,101

 

 

 

95,777

 

Selling, general and administrative expenses

 

 

96,138

 

 

 

83,812

 

Operating (loss) income

 

 

(6,037

)

 

 

11,965

 

Interest income

 

 

(1,062

)

 

 

(1,103

)

Interest expense

 

 

85

 

 

 

78

 

(Loss) income before income taxes

 

 

(5,060

)

 

 

12,990

 

Income tax expense

 

 

568

 

 

 

3,647

 

Net (loss) income

 

$

(5,628

)

 

$

9,343

 

Net (loss) income per share:

 

 

 

 

 

 

Basic

 

$

(0.21

)

 

$

0.34

 

Diluted

 

$

(0.21

)

 

$

0.34

 

Weighted average shares:

 

 

 

 

 

 

Basic

 

 

27,387

 

 

 

27,233

 

Diluted

 

 

27,387

 

 

 

27,476

 

 

 

 

 

 

 

 

Cash dividends declared per share

 

$

0.170

 

 

$

0.150

 

SHOE CARNIVAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)
 

 

 

May 2,

 

 

January 31,

 

 

May 3,

 

 

 

2026

 

 

2026

 

 

2025

 

ASSETS

 

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

116,100

 

 

$

117,091

 

 

$

78,476

 

Marketable securities

 

 

13,248

 

 

 

13,636

 

 

 

14,477

 

Accounts receivable

 

 

6,716

 

 

 

6,370

 

 

 

8,745

 

Merchandise inventories

 

 

417,177

 

 

 

439,638

 

 

 

428,424

 

Other

 

 

17,681

 

 

 

19,402

 

 

 

18,509

 

Total Current Assets

 

 

570,922

 

 

 

596,137

 

 

 

548,631

 

Property and equipment – net

 

 

177,859

 

 

 

185,610

 

 

 

178,424

 

Operating lease right-of-use assets

 

 

340,263

 

 

 

349,582

 

 

 

341,815

 

Intangible assets

 

 

40,911

 

 

 

40,923

 

 

 

40,956

 

Goodwill

 

 

18,018

 

 

 

18,018

 

 

 

18,018

 

Other noncurrent assets

 

 

11,102

 

 

 

11,473

 

 

 

12,314

 

Total Assets

 

$

1,159,075

 

 

$

1,201,743

 

 

$

1,140,158

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

65,287

 

 

$

79,170

 

 

$

66,592

 

Accrued and other liabilities

 

 

18,858

 

 

 

21,199

 

 

 

24,699

 

Current portion of operating lease liabilities

 

 

57,805

 

 

 

58,057

 

 

 

58,355

 

Total Current Liabilities

 

 

141,950

 

 

 

158,426

 

 

 

149,646

 

Long-term portion of operating lease liabilities

 

 

303,396

 

 

 

313,368

 

 

 

306,987

 

Deferred income taxes

 

 

26,621

 

 

 

26,879

 

 

 

19,624

 

Deferred compensation

 

 

12,682

 

 

 

12,114

 

 

 

9,539

 

Other

 

 

1,026

 

 

 

1,290

 

 

 

781

 

Total Liabilities

 

 

485,675

 

 

 

512,077

 

 

 

486,577

 

Total Shareholders’ Equity

 

 

673,400

 

 

 

689,666

 

 

 

653,581

 

Total Liabilities and Shareholders’ Equity

 

$

1,159,075

 

 

$

1,201,743

 

 

$

1,140,158

 

SHOE CARNIVAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)
 

 

 

Thirteen

 

 

Thirteen

 

 

 

Weeks Ended

 

 

Weeks Ended

 

 

 

May 2, 2026

 

 

May 3, 2025

 

Cash Flows From Operating Activities

 

 

 

 

 

 

Net (loss) income

 

$

(5,628

)

 

$

9,343

 

Adjustments to reconcile net (loss) income to net

cash provided by (used in) operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

9,017

 

 

 

8,335

 

Stock-based compensation

 

 

3,373

 

 

 

1,546

 

Loss on retirement and impairment of assets, net

 

 

8,202

 

 

 

596

 

Deferred income taxes

 

 

(258

)

 

 

745

 

Non-cash operating lease expense

 

 

13,215

 

 

 

15,876

 

Other

 

 

142

 

 

 

317

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

(347

)

 

 

272

 

Merchandise inventories

 

 

22,461

 

 

 

(42,819

)

Operating leases

 

 

(14,119

)

 

 

(16,789

)

Accounts payable and accrued liabilities

 

 

(13,538

)

 

 

12,256

 

Other

 

 

559

 

 

 

685

 

Net cash provided by (used in) operating activities

 

 

23,079

 

 

 

(9,637

)

 

 

 

 

 

 

 

Cash Flows From Investing Activities

 

 

 

 

 

 

Purchases of property and equipment

 

 

(10,435

)

 

 

(13,346

)

Investments in marketable securities

 

 

(12

)

 

 

(678

)

Sales of marketable securities

 

 

600

 

 

 

0

 

Net cash used in investing activities

 

 

(9,847

)

 

 

(14,024

)

 

 

 

 

 

 

 

Cash Flow From Financing Activities

 

 

 

 

 

 

Proceeds from issuance of stock

 

 

46

 

 

 

48

 

Dividends paid

 

 

(5,016

)

 

 

(4,418

)

Purchase of common stock for treasury

 

 

(7,002

)

 

 

0

 

Shares surrendered by employees to pay taxes on

stock-based compensation awards

 

 

(2,247

)

 

 

(2,173

)

Other

 

 

(4

)

 

 

0

 

Net cash used in financing activities

 

 

(14,223

)

 

 

(6,543

)

Net decrease in cash and cash equivalents

 

 

(991

)

 

 

(30,204

)

Cash and cash equivalents at beginning of period

 

 

117,091

 

 

 

108,680

 

Cash and cash equivalents at end of period

 

$

116,100

 

 

$

78,476

 

SHOE CARNIVAL, INC.

GAAP TO NON-GAAP RECONCILIATIONS

 

ADJUSTMENTS TO REPORTED SG&A

(In thousands)

(Unaudited)
 

 

 

Thirteen Weeks Ended

 

 

 

May 2, 2026

 

 

May 3, 2025

 

SG&A as reported

 

$

96,138

 

 

$

83,812

 

SG&A adjustments

 

 

 

 

 

 

Long-lived asset impairments and

write-offs

 

 

(8,304

)

 

 

0

 

Former CEO severance

 

 

(5,301

)

 

 

0

 

Total adjustments to SG&A

 

 

(13,605

)

 

 

0

 

Non-GAAP Adjusted SG&A

 

$

82,533

 

 

$

83,812

 

ADJUSTMENTS TO REPORTED NET (LOSS) INCOME AND PER SHARE AMOUNTS

(In thousands, except per share data)

(Unaudited)
 

 

 

Thirteen Weeks

Ended May 2, 2026

 

 

Thirteen Weeks

Ended May 3, 2025

 

 

 

Pretax

 

Net of

Tax (1)

 

Per Share

Amounts (2)(3)

 

 

Pretax

 

Net of

Tax (1)

 

Per Share

Amounts (2)

 

Net income (loss) as reported

 

 

 

$

(5,628

)

$

(0.21

)

 

 

 

$

9,343

 

$

0.34

 

SG&A adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Long-lived asset impairments and

write-offs

 

$

8,304

 

 

6,285

 

 

0.23

 

 

$

0

 

 

0

 

 

0

 

Former CEO severance

 

 

5,301

 

 

5,585

 

 

0.20

 

 

 

0

 

 

0

 

 

0

 

Total adjustments to SG&A

 

$

13,605

 

 

11,870

 

 

0.43

 

 

$

0

 

 

0

 

 

0

 

Non-GAAP Adjusted Net Income

 

 

 

$

6,242

 

$

0.23

 

 

 

 

$

9,343

 

$

0.34

 
____________________

(1)

The as reported income tax rate in the first quarter of 2026 was (11.2)% compared to 28.1% in the first quarter of 2025. The Adjusted Tax Rate in the first quarter of 2026 was 27.0%, which tax affects the pretax adjustments at a normalized rate of 24.3% and adds back the $1.6 million impact of nondeductible CEO severance payments.

(2)

Adjusted EPS amounts reflect 27.6 million and 27.5 million diluted share count for the thirteen weeks ended May 2, 2026, and May 3, 2025, respectively.

(3)

Per share amounts are computed independently for each line item presented; therefore, the sum of the amounts may differ from each independent calculation.

RECONCILIATION OF ADJUSTED DILUTED EARNINGS PER SHARE (NON-GAAP BASIS) GUIDANCE

(Unaudited)
 

 

 

Fiscal 2026 Guidance

 

 

 

Low

 

High

 

GAAP diluted earnings per share

 

$

0.97

 

$

1.17

 

Long-lived asset impairments and write-offs

 

 

0.23

 

 

0.23

 

Former CEO severance

 

 

0.20

 

 

0.20

 

Adjusted EPS

 

$

1.40

 

$

1.60

 

Use of Non-GAAP Measures

In this press release, to supplement amounts presented in our consolidated financial statements determined in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company uses certain non-GAAP financial measures, including Adjusted Net Income, Adjusted EPS, Adjusted SG&A and Adjusted Tax Rate, as shown in the tables above. These measures adjust for the charges and corresponding impact associated with (1) the CEO Transition, including cash severance, accelerated stock-based compensation, legal fees, payroll taxes, and outplacement fees, and (2) long-lived asset impairments and write-offs in connection with the completion of the Company’s strategic review of its rebanner program, as well as additional corporate assets that supported our corporate office relocation. The unaudited adjusted results should not be construed as an alternative to the reported results determined in accordance with GAAP. These financial measures are not based on any standardized methodology and are not necessarily comparable to similar measures presented by other companies. The Company believes that these non-GAAP financial measures provide useful information to both management and investors to increase comparability to prior periods by adjusting for certain items that may not be indicative of core operating measures and to better identify trends in the Company’s business. The adjusted financial results are used by management to, and allow investors to, evaluate the operating performance of the Company compared to prior periods, when reviewed in conjunction with the Company’s GAAP statements. These amounts are not determined in accordance with GAAP and therefore should not be used exclusively in evaluating the Company’s business and operations.

Note Regarding Forward-Looking Non-GAAP Measures

The reconciliation of forward-looking non-GAAP measures, including Adjusted SG&A and Adjusted Tax Rate to the most directly comparable GAAP measures is not provided because comparable GAAP measures for such measures are not reasonably accessible or reliable due to the inherent difficulty in forecasting and quantifying measures that would be necessary for such reconciliation. Namely, we are not, without unreasonable effort, able to reliably predict the component parts of SG&A and factors that impact income taxes. In addition, the Company believes such a reconciliation would imply a degree of precision and certainty that could be confusing to investors. These items are uncertain, depend on various factors and may have a material impact on our future GAAP results.

W. Kerry Jackson

Chief Financial Officer

(812) 867-4034

[email protected]

KEYWORDS: United States North America South Carolina

INDUSTRY KEYWORDS: Men Online Retail Family Discount/Variety Consumer Catalog Fashion Teens Retail Children Women Footwear

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Diversified Energy Provides Board of Director Update

Diversified Energy Provides Board of Director Update

BIRMINGHAM, Ala., May 21, 2026 (GLOBE NEWSWIRE) — Diversified Energy Company (NYSE: DEC, LSE: DEC) is pleased to announce that its Board of Directors (the “Board”) has appointed Kirk Oliver as an independent non-executive director, effective May 21, 2026.

Mr. Oliver brings approximately 20 years of energy industry and financial expertise. He most recently served as Executive Vice President and Chief Financial Officer of Equitrans Midstream Corporation.

Prior to joining Equitrans, Mr. Oliver was the Chief Financial Officer of UGI. Mr. Oliver has also held senior executive and financial leadership positions at Allegheny Energy, TXU Corporation and Hunt Power. Earlier in his career, Mr. Oliver worked in investment banking at Lehman Brothers in the Global Power and Energy Group. Mr. Oliver received his Bachelor of Science degree in Electrical Engineering from Lawerence Technological University and holds a Masters in Business Administration from the University of Chicago Booth School of Business.

Upon his appointment, Mr. Oliver will become a member of the Board’s Audit and Risk and Sustainability and Safety Committee.

Commenting on the appointment, David Johnson, Chairman, said:

“It is my pleasure to welcome Kirk to Diversified’s Board of Directors. His breadth of experience, leadership, and reputation in the energy industry will provide valuable perspectives. We look forward to Kirk’s contributions as Diversified continues to progress its strategy of acquiring, operating, and optimizing cash generating energy assets that create value for shareholders.”

For further information, please contact:

Diversified Energy Company        
Doug Kris       [email protected]  
Senior Vice President, Investor Relations
& Corporate Communications		       973 856 2757 
         
FTI Consulting        [email protected]
U.S. & UK Financial Public Relations        



About Diversified Energy Company 

Diversified is a leading publicly traded energy company focused on acquiring, operating, and optimizing cash generating energy assets. Through our unique differentiated strategy, we acquire existing, long-life assets and invest in them to improve environmental and operational performance until retiring those assets in a safe and environmentally secure manner. Recognized by ratings agencies and organizations for our sustainability leadership, this solutions-oriented, stewardship approach makes Diversified the Right Company at the Right Time to responsibly produce energy, deliver reliable free cash flow, and generate shareholder value.



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VIZSLA SILVER APPOINTS GUILLERMO HERNANDEZ AS VICE PRESIDENT, EXPLORATION & PROMOTES JESUS VELADOR TO CHIEF GEOLOGIST

PR Newswire

NYSE: VZLA  TSX: VZLA

VANCOUVER, BC, May 21, 2026 /PRNewswire/ – Vizsla Silver Corp. (TSX: VZLA) (NYSE: VZLA) (Frankfurt: 0G31) (“Vizsla Silver” or the “Company”) is pleased to announce the appointment of Guillermo Hernandez as Vice President of Exploration for Vizsla Silver. Mr. Hernandez has held senior leadership roles with Lundin Gold, Luca Mining and Outcrop Silver, bringing 20 years of international mineral exploration expertise. His appointment follows the promotion of Jesus Velador from VP, Exploration to Chief Geologist of Vizsla Silver. Both changes are effective immediately.

“What Jesus has helped to build at Panuco over the past four years is remarkable, and we’re just getting started,” stated Michael Konnert, President and CEO. “From the Napoleon and Copala discoveries through to a completed Feasibility Study and the development milestones we are now executing, he has guided Vizsla Silver through its transition from discovery-stage exploration toward development readiness, and his promotion to Chief Geologist is a reflection of that contribution and ensures that his expertise remains central to the project as we advance toward production. Additionally, appointing Guillermo bolsters our already strong technical team. His experience in high-grade Latin American silver and gold systems and track record of delivering resources make him exactly the right person to lead our exploration program into its next chapter.”

Dr. Velador, Chief Geologist, comments, “Guillermo’s technical depth, strategic instinct, and experience with high-grade silver deposits are exactly what this district calls for. His background across discovery, resource definition, and development transition is directly applicable to not only where Panuco stands today, but also where we intend to take it over the coming years. The district’s exploration upside remains substantial, and I look forward to moving ahead with our strengthened team as we continue to unlock it.“

Mr. Hernandez brings 20 years of international experience in mineral exploration, resource estimation, and mine development across Latin America and Asia. He joins Vizsla Silver from Outcrop Silver & Gold, where as Vice President, Exploration, he led technical and strategic exploration at the Santa Ana project in Colombia and delivered the company’s maiden NI 43-101 Mineral Resource. Prior to Outcrop, Mr. Hernandez served as Senior General Geology Supervisor at Lundin Gold’s Fruta del Norte mine in Ecuador, contributing to resource conversion programs that added 1.2 million ounces of gold in new resources. He previously held the role of Reserves and Exploration Manager at Luca Mining Corp. (formerly, Telson Mining) in Mexico, where he played a key role in the restart of the Campo Morado Mine and the development of the Tahuehueto Mine, and earlier led the discovery of the high-grade Switchback epithermal vein system at Gold Resource Corp.’s Arista Mine in Oaxaca.

Mr. Hernandez holds a B.Sc. in Geological Engineering and an M.Sc. in Geochemistry from the Universidad Nacional Autonoma de Mexico (UNAM). He is a Certified Professional Geologist (CPG) by the American Institute of Professional Geologists (AIPG), and a Qualified Person as defined by National Instrument 43-101. He is also committed to responsible mining, ESG principles, environmental stewardship, and meaningful community engagement.

About Vizsla Silver

Vizsla Silver (TSX: VZLA | NYSE: VZLA) is a Canadian development company advancing Panuco, its 100%-owned silver-gold project in Sinaloa, Mexico. The November 2025 Feasibility Study outlines 17.4 Moz AgEq annual production over an initial 9.4-year mine life, an after-tax NPV (5%) of US$1.8B, a 111% IRR, and a 7-month payback at US$35.50/oz silver and US$3,100/oz gold. Vizsla Silver is concurrently advancing mine development and district-scale exploration with the objective of becoming a leading primary silver producer.

ON BEHALF OF THE COMPANY

Michael Konnert,
President and Chief Executive Officer

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

Forward-looking statements in this release include, but are not limited to, statements regarding: the Company’s objectives and milestones; the strategic vision for the Company following the proposed development of the Panuco Project and expectations regarding future financial or operating performance following such development; the Company’s ability to advance the Panuco Project toward production; and the Company’s long-term growth strategy, including its ability to enhance shareholder value through continued exploration success, project development and operational execution.

Forward-looking statements are based on a number of assumptions believed to be reasonable by the Company as of the date of this release, including, without limitation: the accuracy of the Feasibility Study parameters, that required permits and approvals will be obtained in the expected timeframe; continued community and government support; stability in market, political and economic conditions; reasonable accuracy of operating and capital cost estimates; and continued favourable metal prices and exchange rates.

Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially. Such risks include, but are not limited to: exploration, development and operating risks; permitting, environmental and regulatory risks; community relations and social licence risks; commodity price and currency fluctuations; inflation and cost escalation; financing and liquidity risks; reliance on contractors and suppliers; title and surface rights risks; changes in project development and construction parameters; inaccuracies in technical or economic modelling; the risk that the Feasibility Study assumptions prove inaccurate; and other risks described in the Company’s continuous disclosure filings available under its profile on SEDAR+ at www.sedarplus.ca.

There can be no assurance that the Panuco Project will be placed into production as proposed in this news release or at all or that the results of the Feasibility Study will be realized. The purpose of the forward-looking statements is to provide information about management’s current expectations and plans and may not be appropriate for other purposes. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this release. Except as required by applicable law, the Company undertakes no obligation to update or revise any forward-looking statements contained herein.

No Production Decision: The Company has not made a production decision for the Panuco Project. A decision to proceed with construction will only be made following the completion and review of detailed engineering, financing arrangements, and receipt of all required permits and approvals.

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/vizsla-silver-appoints-guillermo-hernandez-as-vice-president-exploration–promotes-jesus-velador-to-chief-geologist-302778302.html

SOURCE Vizsla Silver Corp.

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Spring Contract Signings Hit a Four-Year High As Sellers Get Real on Price, New Realtor.com® Report

PR Newswire

Contract Signings Are Up 4.5% As the Spring Housing Market Becomes More Active Than Any Point Since Rates Surged In 2022

AUSTIN, Texas, May 21, 2026 /PRNewswire/ — Today, Realtor.com® released its Spring 2026 Housing Market Progress Report, which finds that new listings and contract signings have each reached their highest levels since 2022, with contract signings up 4.5% year-over-year in April — the strongest reading in three years — as sellers who priced their homes competitively from the start found buyers willing to act. This new report shows the housing market is more dynamic through the first four months of 2026 than at any point since mortgage rates first surged in 2022.

“For the first time in three years, we’re seeing contract signing growth that genuinely outpaces the trend of the recent past,” said Jake Krimmel, senior economist at Realtor.com®. “Buyers have been sidelined but they haven’t disappeared – they’ve simply been waiting for the right conditions. In the metros where sellers have come to market with realistic prices, buyers are showing up. That supply-demand-price alignment is what separates a dynamic market from a stagnant one, and we’re beginning to see it take hold in a meaningful way.”

New listings and contract signings each represent one side of a functioning housing market: sellers coming to market and buyers responding by going under contract. This report tracks both flows and finds that where sellers have priced their homes realistically, buyers are showing up — a pattern that separates moving markets from stagnant ones in 2026. Rather than relying on a single month’s snapshot, the report tracks the full arc of 2026 year-to-date — January through April — at the national, regional, and local level across the top 50 metros.


New Listings,
Apr ’26 YoY
Growth


New Listings
YTD Total vs.
2025


Contract
Signings Apr
’26 YoY
Growth


Contract
Signings YTD
Total vs. 2025


Med. PPSF,
Apr ’26 YoY
Growth


Price
Reductions,
Apr. ’26 Y-Y

USA

1.1

1.4

4.5

2.9

-2.4

-1.3

Northeast

9.4

1.0

5.1

-1.6

-0.3

0.4

Midwest

6.6

4.3

3.7

2.7

1.3

0.6

South

0.6

1.5

5.0

3.5

-3.4

-1.8

West

-3.5

0.9

4.0

3.9

-1.7

-1.1

Spring 2026: A Market Starting to Move
The two metrics that define a functioning spring market, new listings and contract signings, are each at their highest levels since 2022, and for the first time in three years, both are moving in the right direction at the same time. Through April, new listings are up 1.4% year-over-year and 22% above the 2023 trough. Contract signings, which had been stuck 20 to 25 percentage points below 2022 levels from 2023 through 2025, rose 4.5% year-over-year in April, accelerating from 2.9% in March.

That acceleration matters beyond the headline number. Year-to-date contract signings are up 2.9% versus 2025 and 4.1% above their 2023 low, and growth in signings is now outpacing growth in new listings — narrowing the gap between supply recovery and demand recovery that has defined the past three springs. With homes that go under contract typically closing within four to six weeks, that demand signal is on track to show up in closed sales data by June, the clearest evidence yet that the 2026 housing market is starting to move.

Where Are Markets Actually Moving?
Across the top 50 metros, 34 have seen more contract signings year-to-date in 2026 than over the same period in 2025, and 31 have seen more new listings. The trends are widespread, but the strength varies considerably by market.

Twenty-one metros have seen both new listings and contract signings rise year-over-year — markets genuinely delivering on the spring promise. The Midwest dominates this group, with Kansas City (+12.5% listings, +20.7% contract signings), Louisville (+13.6%, +18.9%), Indianapolis (+14.7%, +6.6%), Columbus (+8.0%, +7.9%), and Cincinnati (+10.8%, +4.7%) all showing strong two-sided momentum.

A more surprising cluster of markets is seeing contract signings rise despite fewer new listings than last year. Phoenix (-0.4% listings, +8.1% signings), Austin (-3.5%, +7.6%), and Jacksonville (-9.5%, +5.2%) all fit this profile. These markets have undergone significant price corrections over the past two years, and buyers are responding even where new supply has not surged.

Not all markets have found this footing. Las Vegas (-0.8% listings, -8.4% signings) and Tampa (-12.2%, -3.1%) show stagnation driven by weak demand, with days-on-market climbing by more than a week year-over-year. Hartford (-13.1%, -9.2%) and Providence (-8.0%, -5.6%), by contrast, are constrained by limited supply, with inventories still well below pre-pandemic norms and time on market actually falling compared to last year.

What the Market Clock Tells Us
The pattern of which markets are most and least active is not random. At the start of 2026, the Realtor.com® Market Clock placed 8 of the top 50 metros in buyer’s market territory, with nearly all of them in the South — and so far this year, almost all of those markets have seen fewer new listings than last year. Sellers in buyer’s markets know the conditions are not in their favor, and many are choosing to wait.

But two of those buyer’s markets — Jacksonville and Austin — tell a different story. Both have seen significant contract signing gains (+5.2% and +7.6% year-to-date, respectively) despite falling new listings. Sellers who have come to market in those metros have dropped their initial list prices aggressively enough to bring buyers off the sidelines. The price corrections that pushed Jacksonville and Austin into buyer’s market territory are now doing the work of unlocking demand — without any surge in new supply.

The picture looks different on the seller’s market side. Of the 13 seller’s markets identified by the Market Clock at the start of the year, some — like Kansas City (+20.7% contract signings) and Columbus (+7.9%) — are among the most active markets in the country, with both new listings and signings rising. Others, like Providence and Hartford, look stagnant despite their seller-friendly designation.

Pricing Realism: The Key Differentiator
Seller pricing behavior is one of the most consequential variables in determining whether a local market moves or stagnates. Nationally, the median list price per square foot is down 2.4% year-over-year in April — and yet the share of listings with price cuts has also declined, by 1.25 percentage points. This pattern is consistent with sellers pricing more realistically from the outset, reducing the need for subsequent reductions.

This dynamic is most visible in Southern metros that have absorbed significant price corrections over the past two years. Austin has seen asking prices per square foot fall 7.7% year-over-year — the steepest decline among the top 50 metros — yet its price-cut share is down 2.3 percentage points. Jacksonville, where prices are down 2.4%, has seen price cuts fall by 5 percentage points. Dallas, San Antonio, Miami, and Tampa follow the same pattern.

Critically, many of these same markets are among those where contract signings are rising even without a surge in new supply, reinforcing the conclusion that pricing realism does work that new supply alone cannot. A functioning spring market requires not just willing buyers and motivated sellers, but a shared and realistic understanding of what homes are worth.

“May and June will be decisive,” said Krimmel.  “If some resolution to Middle East uncertainty stabilizes mortgage rates and restores consumer confidence, the housing market may finally break out of the lower equilibrium it has occupied since 2022. If macro headwinds intensify — through rising rates, reaccelerating inflation, or a deterioration in confidence — the market could face the same fate as 2025, when tariff-related uncertainty stalled what had been a promising early spring.”


New
Listings,
Apr ’26
YoY
Growth


New Listings
YTD Total
vs. 2025


Contract
Signings Apr
’26 YoY
Growth


Contract
Signings
YTD Total
vs. 2025


Med. PPSF,
Apr ’26 YoY
Growth


Price
Reductions,
Apr. ’26 Y-Y

Atlanta-Sandy Springs-Roswell, GA

-4.1

-3.7

1.9

0.9

-0.2

-1.4

Austin-Round Rock-San Marcos, TX

-13.5

-3.5

8.0

7.6

-7.7

-2.3

Baltimore-Columbia-Towson, MD

3.6

3.1

-3.9

-0.2

-0.8

1.5

Birmingham, AL

2.5

8.0

1.5

3.5

0.8

0.2

Boston-Cambridge-Newton, MA-NH

-3.8

-1.1

9.3

5.6

0.3

-0.1

Buffalo-Cheektowaga, NY

-0.4

6.2

2.4

-3.2

0.4

-1.1

Charlotte-Concord-Gastonia, NC-SC

6.2

10.0

9.1

5.1

-1.8

-0.1

Chicago-Naperville-Elgin, IL-IN

-5.2

-3.2

-1.1

1.4

0.9

-0.4

Cincinnati, OH-KY-IN

13.7

10.8

8.0

4.7

-0.3

1.7

Cleveland, OH

7.8

4.0

2.1

-1.6

1.9

0.4

Columbus, OH

18.0

8.0

11.5

7.9

-1.5

-1.6

Dallas-Fort Worth-Arlington, TX

-5.9

-3.4

0.6

1.8

-1.8

-3.7

Denver-Aurora-Centennial, CO

-12.6

-2.4

0.6

3.1

-3.2

-2.8

Detroit-Warren-Dearborn, MI

6.7

6.0

1.9

0.3

0.5

0.9

Hartford-West Hartford-East Hartford, CT

-4.2

-13.1

-3.6

-9.2

-1.4

-0.4

Houston-Pasadena-The Woodlands, TX

-3.5

0.8

-0.2

2.2

-2.3

-1.0

Indianapolis-Carmel-Greenwood, IN

21.1

14.7

14.4

6.6

5.4

0.1

Jacksonville, FL

-8.1

-9.5

1.8

5.2

-2.4

-5.1

Kansas City, MO-KS

-2.5

12.5

18.9

20.7

0.3

-1.5

Las Vegas-Henderson-North Las Vegas, NV

-8.8

-0.8

-10.0

-7.4

-2.2

0.3

Los Angeles-Long Beach-Anaheim, CA

-3.3

-2.2

3.6

0.1

-3.3

-1.2

Louisville/Jefferson County, KY-IN

19.2

13.6

16.1

18.9

0.8

3.0

Memphis, TN-MS-AR

9.9

10.7

1.1

-0.6

-5.8

1.6

Miami-Fort Lauderdale-West Palm Beach, FL

-7.2

-8.7

7.9

-1.0

-1.6

-4.4

Milwaukee-Waukesha, WI

14.3

17.1

6.0

2.7

3.4

0.7

Minneapolis-St. Paul-Bloomington, MN-WI

10.7

5.4

8.9

0.2

-0.9

1.6

Nashville-Davidson–Murfreesboro–Franklin, TN

7.3

9.9

12.1

-2.8

-1.2

-0.1

New York-Newark-Jersey City, NY-NJ

11.4

0.6

-14.8

-23.1

-1.3

0.6

Oklahoma City, OK

6.5

5.6

1.3

3.9

-0.7

0.7

Orlando-Kissimmee-Sanford, FL

-9.0

-6.1

-0.2

-0.7

-3.3

-2.6

Philadelphia-Camden-Wilmington, PA-NJ-DE-MD

9.9

3.4

1.6

-2.5

0.0

0.5

Phoenix-Mesa-Chandler, AZ

-4.9

-0.4

4.8

8.1

-1.7

-2.2

Pittsburgh, PA

10.5

0.7

4.7

-2.3

2.7

-1.1

Portland-Vancouver-Hillsboro, OR-WA

-6.1

5.0

7.8

7.4

-2.7

0.7

Providence-Warwick, RI-MA

3.8

-8.0

2.9

-5.6

7.5

-0.1

Raleigh-Cary, NC

3.6

0.8

5.6

5.0

-2.0

-1.1

Richmond, VA

6.3

8.7

5.5

6.9

2.2

0.6

Riverside-San Bernardino-Ontario, CA

-5.6

-2.6

2.0

0.6

-2.3

-2.4

Sacramento-Roseville-Folsom, CA

-5.7

0.4

5.4

5.2

-0.2

-1.3

St. Louis, MO-IL

4.6

3.8

-1.9

-0.8

1.1

0.4

Salt Lake City-Murray, UT

2.5

6.9

1.5

5.6

-0.1

-3.1

San Antonio-New Braunfels, TX

7.3

4.1

8.5

4.1

-5.8

-0.7

San Diego-Chula Vista-Carlsbad, CA

-5.5

-3.5

6.7

3.5

-4.1

-2.9

San Francisco-Oakland-Fremont, CA

-1.5

-4.3

9.2

1.8

-3.0

-2.0

San Jose-Sunnyvale-Santa Clara, CA

0.9

6.0

10.1

3.8

-2.5

1.1

Seattle-Tacoma-Bellevue, WA

2.4

5.5

-0.1

-1.5

-3.0

1.8

Tampa-St. Petersburg-Clearwater, FL

-15.7

-12.2

0.9

-3.1

-2.8

-4.2

Tucson, AZ

-13.9

-5.6

2.3

0.1

-2.0

-0.1

Virginia Beach-Chesapeake-Norfolk, VA-NC

23.8

9.6

5.2

5.6

2.2

-0.4

Washington-Arlington-Alexandria, DC-VA-MD-WV

4.9

6.5

8.1

7.8

-3.6

-0.9

Methodology

Realtor.com housing data as of April 2026. Listings include the active inventory of existing single-family homes and condos/townhomes/row homes/co-ops for the given level of geography on Realtor.com. New construction is excluded unless listed on an MLS that provides listing data to Realtor.com. Realtor.com data history goes back to July 2016. The 50 largest U.S. metropolitan areas as defined by the Office of Management and Budget (OMB-202301) and Claritas 2025 estimates of household counts.

New Listings represent the count of residential properties that were listed for sale for the first time in a given month. Contract Signings represent the flow of homes entering pending status in a given month (i.e. homes that went under contract for the first time in that period). This is a flow measure, not a stock measure. This distinguishes it from the stock of pending listings, which measures the total number of homes under contract at a given point in time regardless of when they entered that status.

Year-to-date (YTD) through April totals are calculated by summing monthly values for January through April of the relevant year. YTD growth rates compare the January-April sum in 2026 to the same four-month sum in the comparison year. For example, a YTD growth rate vs. 2025 reflects the percentage change in total activity over the first four months of 2026 relative to the first four months of 2025.

About Realtor.com

®

Realtor.com® pioneered online real estate and has been at the forefront for over 25 years, connecting buyers, sellers, and renters with trusted insights, professional guidance, and powerful tools to help them find their perfect home. Recognized as the No. 1 site trusted by real estate professionals, Realtor.com® is a valued partner, delivering consumer connections and a robust suite of marketing tools to support business growth. Realtor.com® is operated by News Corp [Nasdaq: NWS, NWSA] [ASX: NWS, NWSLV] subsidiary Move, Inc.

Media Contact: Mallory Micetich, [email protected]

 

Cision View original content:https://www.prnewswire.com/news-releases/spring-contract-signings-hit-a-four-year-high-as-sellers-get-real-on-price-new-realtorcom-report-302778137.html

SOURCE Realtor.com

Posted on

ZKH Group Limited Announces First Quarter 2026 Unaudited Financial Results

PR Newswire

SHANGHAI, May 21, 2026 /PRNewswire/ — ZKH Group Limited (“ZKH” or the “Company”) (NYSE: ZKH), a leading maintenance, repair, and operations (“MRO”) procurement service platform in China, today announced its unaudited financial results for the first quarter ended March 31, 2026.

First Quarter 2026 Operational and Financial Highlights 



First Quarter

2025

2026

Change

(in thousand RMB, except for number of customers, percentage and basis
points(“bps”))



GMV[1]

2,171,997

2,452,783

12.9 %




GMV by Platform

ZKH Platform

1,966,210

2,183,957

11.1 %

GBB Platform

205,787

268,826

30.6 %




GMV by Business Model

Product Sales (1P)

1,901,196

2,132,441

12.2 %

Marketplace (3P)[2]

270,800

320,342

18.3 %



Number of Customers[3]

60,102

66,742

11.0 %



Net Revenues

1,935,372

2,113,819

9.2 %



Gross Profit

332,118

354,027

6.6 %



% of Net Revenues


17.2 %


16.7 %



-41.2bps



Operating Loss

(80,813)

(22,497)

-72.2 %



% of Net Revenues


-4.2 %


-1.1 %



311.1bps



Non-GAAP EBITDA[4]

(51,959)

4,237

–



% of Net Revenues


-2.7 %


0.2 %



288.5bps



Net (Loss)/Profit

(66,723)

(10,103)

-84.9 %



% of Net Revenues


-3.4 %


-0.5 %



297.0bps



Non-GAAP Adjusted Net (Loss)/Profit[5]

(50,176)

1,690

–



% of Net Revenues


-2.6 %


0.1 %



267.3bps

 

Mr. Eric Long Chen, Chairman and Chief Executive Officer of ZKH, stated, “We are off to a strong start in 2026, with GMV and revenue growth accelerating year over year for the second consecutive quarter. GMV and revenues delivered their highest quarterly year-over-year growth in recent quarters, reflecting robust customer demand and strengthening execution across our platform. Momentum remained broad-based across key customer segments, with small and mid-sized enterprises (SMEs) sustaining over 20% GMV growth and central state-owned enterprises (SOEs) returning to double-digit year-over-year GMV growth. More importantly, the quality of our growth continued to improve, driving significant earnings improvement on both a GAAP and non-GAAP basis. Underpinning this performance was our continued progress in strengthening our product ecosystem, fulfillment network, and AI-powered digitalization, which improved our customer penetration, execution capabilities, and platform scalability. Looking ahead, we believe the solid operational foundation we have built positions us well to further scale the business, improve profitability, and create long-term value for our shareholders.”

Mr. Max Chun Chiu Lai, Chief Financial Officer of ZKH, added, “Our financial profile improved meaningfully during the quarter. Gross profit achieved year-over-year growth, while gross margin on a GMV basis improved by 0.9 percentage points sequentially. At the same time, operating loss and net loss narrowed significantly year over year, reflecting ongoing enhancement in our operating efficiency and business quality. Notably, non-GAAP adjusted net profit increased by approximately 103.4% year over year, representing a significant turnaround and marking the first time we achieved non-GAAP profitability in a seasonally soft first quarter. These encouraging results further strengthened our confidence in achieving double-digit GMV growth and full-year profitability in 2026. In addition, operating cash flow continued to improve year over year, further reinforcing our financial resilience.”

[1] GMV is the total transaction value of orders placed on the Company’s platform and shipped to customers, excluding taxes, net of the returned amount.

[2] The marketplace model accounted for 13.1% of GMV in the first quarter of 2026, compared with 12.5% in the corresponding periods of 2025.

[3] Customers are customers that transacted with the Company during the reporting period, mainly comprised of enterprise customers in various industries.

[4] Non-GAAP EBITDA is defined as net profit/(loss) before interest expenses, income tax expenses/(benefits) and depreciation and amortization expenses.

[5] Non-GAAP adjusted net (loss)/profit is defined as net (loss)/profit excluding share-based compensation expenses.

First Quarter 2026 Business Highlights

  • Business Momentum. The Company continued to build on its growth momentum during the quarter, with total GMV increasing 12.9% year over year, accelerating from both the previous quarter and the same period last year. The ZKH platform deepened penetration across its diversified customer segments: GMV from SME customers was up 20% year over year and GMV from central SOE customers returned to double-digit growth. The GBB platform achieved over 30% year-over-year GMV growth, further expanding its customer reach and reinforcing the Company’s complementary dual-platform growth strategy.

  • Product Capabilities. The Company strengthened product capabilities across high-value and highly specialized industrial scenarios, with increased investments in ten key product lines, including factory automation, electrical automation, and cutting tools. GMV from key industries such as electrical manufacturing, steel and non-ferrous metals, and communications electronics grew by over 20% year over year, while professional MRO categories such as factory automation components and chemical reagents achieved double-digit growth. During the quarter, the Company added roughly 4 million sellable SKUs, bringing the total to approximately 27 million. At the same time, GMV from higher-margin private-label products grew by over 20% year over year and accounted for approximately 9.7% of total GMV in the first quarter of 2026, with over 400 new products launched during the quarter.

  • Fulfillment Network. The Company enhanced its fulfillment capacity and operational efficiency, supported by the continued expansion of its self-operated delivery fleet and a 36% year-over-year improvement in warehouse utilization efficiency. Continued optimization across its end-to-end fulfillment network drove a 17% year-over-year decrease in fulfillment expenses.

  • AI Capabilities. The Company continued to advance its full-stack AI capabilities, further strengthening its integrated AI infrastructure and accelerating AI adoption across both internal and external business scenarios.

    • At the data layer, the Company continued to strengthen its industrial product data infrastructure. In 2026, the Company targets building the industry’s first hundred-million-scale industrial product data dictionary. The enhanced data capabilities are expected to further accelerate AI adoption across key workflows. In business scenarios involving product search and quotations from customers, AI currently handles roughly 30% of product matching and identification tasks that previously required manual processing. This percentage is expected to increase meaningfully in 2026, with key product lines such as fasteners, pipes and valves, and hand tools potentially achieving even higher levels, further improving quotation efficiency and sales conversion.
    • At the model layer, the Company upgraded its proprietary MRO large language model, “Hangjia Linglong (行家玲珑),” with enhanced multimodal capabilities, and launched “Hangjia Huiyan (行家慧眼),” the industry’s first intelligent visual search engine for industrial products. Powered by advanced image recognition and multimodal AI capabilities, Hangjia Huiyan enables intelligent product identification, scenario understanding and demand diagnosis across complex industrial environments, significantly improving communication, product matching and procurement efficiency.
    • At the application layer, the Company continued to optimize key AI applications across core business functions, unlocking greater operational efficiency and commercial value across key industrial supply chain scenarios. The ProductRecom Agent (AI推品大脑), which generated over RMB200 million in sales in 2025, is expected to further scale its impact and commercial contribution in 2026.
  • International Expansion. The Company maintained solid momentum in serving Chinese manufacturers expanding overseas, with continued growth in both customers served and geographic coverage during the quarter. In the U.S. market, the Company further optimized its product development, sales channels, and fulfillment capabilities, strengthening its localized service and operations.

First Quarter 2026 Financial Results


Net Revenues.
Net revenues were RMB2,113.8 million (US$306.4 million), representing an increase of 9.2% from RMB1,935.4 million in the same period of 2025. 

First Quarter

2025

2026

Change



(in thousand RMB, except for percentage)

Net Revenues

1,935,372

2,113,819

9.2 %

Net Product Revenues

1,884,860

2,061,621

9.4 %



From ZKH Platform


1,679,343


1,803,055


7.4 %



From GBB Platform


205,517


258,566


25.8 %

Net Service Revenues

37,894

41,251

8.9 %

Other Revenues

12,618

10,947

-13.2 %

 


Cost of Revenues.
 Cost of revenues was RMB1,759.8 million (US$255.1 million), representing an increase of 9.8% from RMB1,603.3 million in the same period of 2025.


Gross Profit and Gross Margin.
 Gross profit was RMB354.0 million (US$51.3 million), representing an increase of 6.6% from RMB332.1 million in the same period of 2025. Gross margin was 16.7%, compared with 17.2% in the same period of 2025.

First Quarter

2025

2026

Change



(in thousand RMB, except for percentage and
basis points (“bps”))

Gross Profit

332,118

354,027

6.6 %



% of Net Revenues


17.2 %


16.7 %



-41.2bps



% of GMV


15.3 %


14.4 %



-85.7bps

Under Product Sales (1P)



ZKH Platform

278,618

295,205

6.0 %



% of Net Product Revenues from
ZKH Platform


16.6 %


16.4 %



-21.8bps



GBB Platform

12,687

15,669

23.5 %



% of Net Product Revenues from
GBB Platform


6.2 %


6.1 %



-11.3bps

Under Marketplace (3P)

37,894

41,251

8.9 %



% of Net Service Revenues


100.0 %


100.0 %


–



% of GMV from the Marketplace Model
(Take Rate[6])


14.0 %


12.9 %



-111.6bps

Others

2,918

1,902

-34.8 %



% of Other Revenues


23.1 %


17.4 %



-575.1bps

 


Operating Expenses.
 Operating expenses were RMB376.5 million (US$54.6 million), down 8.8% from RMB412.9 million in the same period of 2025. Operating expenses were 17.8% of net revenues, compared with 21.3% in the same period of 2025.


  • Fulfillment Expenses.
    Fulfillment expenses were RMB77.6 million (US$11.3 million), down 16.8% from RMB93.3 million in the same period of 2025, primarily due to lower distribution expenses, employee benefits expenses and rental and property management fees. Fulfillment expenses were 3.7% of net revenues, compared with 4.8% in the same period of 2025.


  • Sales and Marketing Expenses.
    Sales and marketing expenses were RMB137.6 million (US$20.0 million), up 0.6% from RMB136.8 million in the same period of 2025, primarily due to higher employee benefits expenses, partially offset by lower marketing and promotion expenses, as well as traveling expenses. Sales and marketing expenses were 6.5% of net revenues, compared with 7.1% in the same period of 2025.


  • Research and Development Expenses
    . Research and development expenses were RMB29.3 million (US$4.3 million), down 25.9% from RMB39.6 million in the same period of 2025, primarily due to lower employee benefits expenses. Research and development expenses were 1.4% of net revenues, compared with 2.0% in the same period of 2025.


  • General and Administrative Expenses.
     General and administrative expenses were RMB131.9 million (US$19.1 million), down 7.9% from RMB143.2 million in the same period of 2025, primarily due to lower employee benefits expenses and loss on inventory write-down and disposal, partially offset by higher service fee. General and administrative were 6.2% of net revenues, compared with 7.4 % in the same period of 2025.


Loss from Operations.
Loss from operations was RMB22.5 million (US$3.3 million), compared with RMB80.8 million in the same period of 2025. Operating loss margin was 1.1%, compared with 4.2% in the same period of 2025.


Non-GAAP EBITDA.
Non-GAAP EBITDA was RMB4.2 million (US$0.6 million), compared with negative RMB52.0 million in the same period of 2025. Non-GAAP EBITDA margin was 0.2%, compared with negative 2.7% in the same period of 2025.


Net Loss.
Net loss was RMB10.1 million (US$1.5 million), compared with RMB66.7 million in the same period of 2025. Net loss margin was 0.5%, compared with 3.4% in the same period of 2025.


Non-GAAP Adjusted Net Profit/(Loss).
 Non-GAAP adjusted net profit was RMB1.7 million (US$0.2 million), compared with non-GAAP adjusted net loss of RMB50.2 million in the same period of 2025. Non-GAAP adjusted net profit margin was 0.1%, compared with non-GAAP adjusted net loss margin of 2.6% in the same period of 2025.


Basic and Diluted Net Profit/(Loss) per ADS[7] and Non-GAAP Adjusted Basic and Diluted Net Profit/(Loss) per ADS[8].
 Basic and diluted net loss per ADS was RMB0.06 (US$0.01), compared with RMB0.41 in the same period of 2025. Non-GAAP adjusted basic and diluted net profit per ADS were RMB0.01 (US$0.002), compared with basic and diluted net loss per ADS of RMB0.31 in the same period of 2025.

Balance Sheet and Cash Flow

As of March 31, 2026, the Company had cash and cash equivalents, restricted cash, and short-term investments of RMB1.84 billion (US$266.1 million), compared with RMB1.92 billion as of December 31, 2025.

Net cash used in operating activities was RMB34.0 million (US$4.9 million) in the first quarter of 2026, compared with net cash used in operating activities of RMB97.1 million in the same period of 2025. 

Share Repurchase Update

Pursuant to the Company’s share repurchase program of up to US$50 million, adopted on June 13, 2025 and effective through June 13, 2026, the Company repurchased an aggregate of approximately 1.48 million ADSs for approximately US$4.76 million from the open market as of March 31, 2026.

Exchange Rate

This announcement contains translations of certain Renminbi (“RMB”) amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to US$ were made at a rate of RMB6.8980 to US$1.00, the exchange rate in effect as of March 31, 2026, as set forth in the H.10 statistical release of The Board of Governors of the Federal Reserve System. The Company makes no representation that any RMB or US$ amounts could have been, or could be, converted into US$ or RMB, as the case may be, at any particular rate, or at all.

[6] Take rate of the marketplace model represents gross profit from the marketplace model divided by GMV from the marketplace model.

[7] ADSs are American depositary shares, each of which represents thirty-five (35) Class A ordinary shares of the Company.

[8] Non-GAAP adjusted basic and diluted net profit/(loss) per ADS is a non-GAAP financial measure, which is calculated by dividing non-GAAP adjusted net profit/(loss) attributable to the Company’s ordinary shareholders by the weighted average number of ADSs.

Conference Call Information

The Company’s management will hold a conference call on Thursday, May 21, 2026, at 7:00 A.M. U.S. Eastern Time or 7:00 P.M. Beijing Time to discuss its financial results and operating performance for the first quarter of 2026.

United States (toll free):

+1-888-317-6003

International:

+1-412-317-6061

Mainland China (toll free):

400-120-6115

Hong Kong (toll free):

800-963-976

Hong Kong:

+852-5808-1995

Access Code:

2335796

The replay will be accessible through May 28, 2026 by dialing the following numbers:

United States:

+1-855-669-9658

International:

+1-412-317-0088

Replay Access Code:

6840038

A live and archived webcast of the conference call will also be available on the Company’s investor relations website at https://ir.zkh.com.

About ZKH Group Limited

ZKH Group Limited (NYSE: ZKH) is a leading MRO procurement service platform in China, underpinned by robust supply chain capabilities and dedicated to serving customers globally through a product-led, agentic AI-driven approach. Through its primary online platforms, the ZKH platform, the GBB platform and the Northsky platform, along with innovative technology and extensive industry expertise, the Company provides bespoke MRO procurement solutions to a diverse and loyal customer base. These solutions encompass hyper-personalized product curation from a comprehensive selection of quality products at competitive prices. Additionally, the Company ensures timely and reliable product delivery through professional fulfillment services. By focusing on reducing procurement costs and addressing management efficiency challenges, ZKH is transforming the opaque MRO procurement process and empowering all stakeholders across the value chain.

For more information, please visit: https://ir.zkh.com.

Use of Non-GAAP Financial Measures 

This press release contains the following non-GAAP financial measures: non-GAAP adjusted net (loss)/profit, non-GAAP adjusted net (loss)/profit per ADS, basic and diluted, and non-GAAP EBITDA. The non-GAAP financial measures should not be considered in isolation from or construed as alternatives to their most directly comparable financial measures prepared in accordance with accounting principles generally accepted in the United States of America. Investors are encouraged to review the historical non-GAAP financial measures in reconciliation to their most directly comparable GAAP financial measures. 

The Company defines non-GAAP adjusted net (loss)/profit for a specific period as net loss in the same period excluding share-based compensation expenses. The Company defines non-GAAP EBITDA as net loss before interest expenses, income tax expenses/(benefits) and depreciation and amortization expenses. Non-GAAP adjusted net (loss)/profit per ADS is calculated by dividing adjusted net (loss)/profit attributable to the Company’s ordinary shareholders by the weighted average number of ordinary shares during the periods and then multiplied by 35.

The Company presents these non-GAAP financial measures because they are used by the management to evaluate the Company’s operating performance and formulate business plans. The Company believes that these non-GAAP financial measures help identify underlying trends in its business that could otherwise be distorted by the effect of certain expenses that are included in net loss and certain expenses that are not expected to result in future cash payments or that are non-recurring in nature. The Company also believes that the use of these non-GAAP financial measures facilitates investors’ assessment of its operating performance, enhances the overall understanding of its past performance and future prospects and allows for greater visibility with respect to key metrics used by the management in financial and operational decision making.

The non-GAAP financial measures have material limitations as analytical metrics and may not be calculated in the same manner by all companies. The Company’s non-GAAP financial measures do not include all income and expense items that affect the Company’s operations. They may not be comparable to other similarly titled measures used by other companies. In light of the foregoing limitations, you should not consider the non-GAAP financial measures as substitutes for, or superior to, their most directly comparable financial measures prepared in accordance with GAAP. The Company encourages investors and others to review its financial information in its entirety and not rely on a single financial measure.

For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of Non-GAAP Results” set forth at the end of this press release.

Safe Harbor Statement 

This press release contains forward-looking statements. These statements are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “may,” “will,” “expects,” “anticipates,” “aim,” “estimates,” “intends,” “plans,” “believes,” “is/are likely to,” “potential,” “continue,” and similar statements. Among other things, the quotations from management in this press release and ZKH’s strategic and operational plans contain forward-looking statements. ZKH may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press release and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about ZKH’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: ZKH’s mission, goals and strategies; ZKH’s future business development, financial condition and results of operations; the expected changes in its revenues, expenses or expenditures; the expected growth of the MRO procurement service industry in China and globally; changes in customer or product mix; ZKH’s expectations regarding the prospects of its business model and the demand for and market acceptance of its products and services; ZKH’s expectations regarding its relationships with customers, suppliers, and service providers on its platform; competition in the Company’s industry; government policies and regulations relating to ZKH’s industry; general economic and business conditions in China and globally; the outcome of any current and future legal or administrative proceedings; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in ZKH’s filings with the SEC. All information provided herein is as of the date of this announcement, and ZKH undertakes no obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

ZKH Group Limited
IR Department
E-mail: [email protected]

Christensen Advisory
Email: [email protected]

 

 


ZKH GROUP LIMITED


UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands, except share, ADS, per share and per ADS data)



As of December 31,



As of March 31,


2025


2026



RMB



RMB



US$



Assets



Current assets:

Cash and cash equivalents

1,030,573

1,074,095

155,711

Restricted cash

61,871

50,891

7,378

Short-term investments

825,289

710,454

102,994

Accounts receivable (net of allowance

   for credit losses of RMB159,923 and

   RMB162,340 as of December 31,

   2025 and March 31, 2026, respectively)

3,257,162

3,078,948

446,354

Notes receivable

113,291

142,929

20,720

Inventories

669,825

642,102

93,085

Prepayments and other current assets

180,188

179,508

26,023



Total current assets


6,138,199


5,878,927


852,265



Non-current assets:

Property and equipment, net

186,185

183,313

26,575

Land use right

10,582

10,526

1,526

Operating lease right-of-use assets, net

142,205

130,844

18,968

Intangible assets, net

21,871

27,057

3,922

Goodwill

30,807

30,807

4,466



Total non-current assets


391,650


382,547


55,457



Total assets


6,529,849


6,261,474


907,722



Liabilities



Current liabilities:

Short-term borrowings

240,000

230,000

33,343

Current portion of long-term borrowings

2,305

2,305

334

Accounts and notes payable

2,718,941

2,487,578

360,623

Operating lease liabilities

50,202

47,083

6,826

Advance from customers

27,152

37,805

5,481

Accrued expenses and other current liabilities

378,566

390,097

56,552

Derivatives

8,624

–

–



Total current liabilities


3,425,790


3,194,868


463,159



Non-current liabilities:

Long-term borrowings

42,651

42,651

6,183

Non-current operating lease liabilities

91,894

83,247

12,068

Other non-current liabilities

28,181

34,969

5,069



Total non-current liabilities


162,726


160,867


23,320



Total liabilities


3,588,516


3,355,735


486,479


As of December 31,


As of March 31,


2025


2026


RMB


RMB


US$



ZKH Group Limited shareholders’ equity:

Ordinary shares (USD0.0000001 par value;
   500,000,000,000 and 500,000,000,000
   shares authorized; 5,682,357,714 and
   5,687,307,274 shares issued and
   5,563,528,436 and 5,555,047,923 shares
   outstanding as of December 31, 2025 and
   March 31, 2026, respectively)

4

4

1

Additional paid-in capital

8,370,941

8,385,264

1,215,607

Statutory reserves

6,566

6,566

952

Accumulated other comprehensive income/(loss)

(37,288)

(67,426)

(9,775)

Accumulated deficit

(5,317,131)

(5,327,234)

(772,287)

Treasury stock

(81,759)

(91,435)

(13,255)



Total ZKH Group Limited shareholders’ equity


2,941,333


2,905,739


421,243



Total liabilities and shareholders’ deficit


6,529,849


6,261,474


907,722

 

 


ZKH GROUP LIMITED


UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
(LOSS
)/PROFIT

(All amounts in thousands, except share, ADS, per share and per ADS data)



For the three months ended



March 31, 2025



March 31, 2026



RMB



RMB



US$



Net revenues

Net product revenues

1,884,860

2,061,621

298,872

Net service revenues

37,894

41,251

5,980

Other revenues

12,618

10,947

1,587



Total net revenues


1,935,372


2,113,819


306,439



Cost of revenues

(1,603,254)

(1,759,792)

(255,116)



Operating expenses

Fulfillment

(93,307)

(77,608)

(11,251)

Sales and marketing

(136,835)

(137,640)

(19,954)

Research and development  

(39,613)

(29,342)

(4,254)

General and administrative

(143,176)

(131,934)

(19,126)



Loss from operations


(80,813)


(22,497)


(3,262)

Interest and investment income

13,279

8,407

1,219

Interest expense

(2,350)

(2,263)

(328)

Others, net

3,408

6,765

981



Loss before income tax


(66,476)


(9,588)


(1,390)

Income tax expenses

(247)

(515)

(75)



Net loss


(66,723)


(10,103)


(1,465)

Less: net income attributable to non-controlling
  interests

–

–

–

Less: net loss attributable to redeemable non-
  controlling interests

–

–

–



Net loss attributable to ZKH Group Limited


(66,723)


(10,103)


(1,465)

Accretion on preferred shares to redemption
  value

–

–

–



Net loss attributable to ZKH Group Limited’s
   ordinary shareholders


(66,723)


(10,103)


(1,465)


For the three months ended



March


31


, 202


5



March 31


, 202


6



RMB



RMB



US$



Net loss


(66,723)


(10,103)


(1,465)



Other comprehensive loss:

Foreign currency translation adjustments

(3,008)

(30,138)

(4,369)



Total comprehensive loss


(69,731)


(40,241)


(5,834)

Less: comprehensive income attributable to non-
   controlling interests

–

–

–

Less: comprehensive loss attributable to
   redeemable non-controlling interests

–

–

–



Comprehensive loss attributable to ZKH
    Group Limited


(69,731)


(40,241)


(5,834)

Accretion on Preferred Shares to redemption
   value

–

–

–



Total comprehensive loss attributable to ZKH
     Group Limited’s ordinary shareholders


(69,731)


(40,241)


(5,834)



Net loss per ordinary share attributable to
     ordinary shareholders

Basic

(0.01)

(0.00)

(0.00)

Diluted

(0.01)

(0.00)

(0.00)



Weighted average number of shares

Basic

5,695,083,577

5,641,256,369

5,641,256,369

Diluted

5,695,083,577

5,641,256,369

5,641,256,369



Net loss per ADS attributable to ordinary
    shareholders

Basic

(0.41)

(0.06)

(0.01)

Diluted

(0.41)

(0.06)

(0.01)



Weighted average number of ADS (35 Class A
    ordinary shares equal to 1 ADS)

Basic

162,716,674

161,178,753

161,178,753

Diluted

162,716,674

161,178,753

161,178,753

 

 


ZKH GROUP LIMITED


RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS

(All amounts in thousands, except share, ADS, per share and per ADS data)



For the three months ended



March 31, 202


5



March 31, 202


6



RMB



RMB



US$



Net loss


(66,723)


(10,103)


(1,465)

Income tax expenses

247

515

75

Interest expenses

2,350

2,263

328

Depreciation and amortization expense

12,167

11,562

1,676



Non-GAAP EBITDA


(51,959)


4,237


614



For the three months ended



March 31, 202


5



March 31, 202


6



RMB



RMB



US$



Net loss


(66,723)


(10,103)


(1,465)



Add:

Share-based compensation expenses

16,547

11,793

1,709



Non-GAAP adjusted net (loss)/profit


(50,176)


1,690


244



Non-GAAP adjusted net (loss)/profit
   attributable to ordinary shareholders per share

Basic

(0.01)

0.00

0.00

Diluted

(0.01)

0.00

0.00



Weighted average number of ordinary shares

Basic

5,695,083,577

5,641,256,369

5,641,256,369

Diluted

5,695,083,577

5,641,256,369

5,641,256,369



Non-GAAP adjusted net


(


loss


)


/profit
   attributable to ordinary shareholders per
   ADS

Basic

(0.31)

0.01

0.00

Diluted

(0.31)

0.01

0.00



Weighted average number of ADS (35 Class A
   ordinary shares equal to 1 ADS)

Basic

162,716,674

161,178,753

161,178,753

Diluted

162,716,674

161,178,753

161,178,753

 

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SOURCE ZKH Group Limited

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X Financial to Report First Quarter 2026 Financial Results on May 28, 2026

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SHENZHEN, China, May 21, 2026 /PRNewswire/ — X Financial (NYSE: XYF) (the “Company”), a leading online personal finance company in China, today announced that it will release its unaudited financial results for the first quarter ended March 31, 2026, before the open of U.S. markets on Thursday, May 28 2026.

X Financial’s management team will host an earnings conference call at 7:30 AM U.S. Eastern Time on Thursday, May 28, 2026 (7:30 PM Beijing / Hong Kong Time on the same day).

Dial-in details for the earnings conference call are as follows:

United States:

1-888-346-8982

Hong Kong:

800-905945

Mainland China:

4001-201203

International:

1-412-902-4272

Passcode:

X Financial

Please dial in ten minutes before the call is scheduled to begin and provide the passcode to join the call.

A replay of the conference call may be accessed by phone at the following numbers until June 4, 2026:

United States:

1-855-669-9658

International:

1-412-317-0088

Passcode:

1485675

Additionally, a live and archived webcast of the conference call will be available at https://ir.xiaoyinggroup.com.

About X Financial

X Financial is a leading online personal finance company in China. The Company is committed to connecting borrowers on its platform with its institutional funding partners. With its proprietary big data-driven technology, the Company has established strategic partnerships with financial institutions across multiple areas of its business operations, enabling it to facilitate loans to prime borrowers under a robust risk assessment and control system.

For more information, please visit: https://ir.xiaoyinggroup.com.

For more information, please contact:

X Financial
Mr. Frank Fuya Zheng
Mr. Noah Kauffman
E-mail: [email protected] 

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SOURCE X Financial

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Yatsen Announces Completion of First Tranche in Previously Announced Private Placement and Hillhouse Participation

PR Newswire

GUANGZHOU, China, May 21, 2026 /PRNewswire/ — Yatsen Holding Limited (“Yatsen” or the “Company”) (NYSE: YSG), a leading China-based beauty group, today announced the participation of Hillhouse in the Company’s previously announced private placement of RMB-denominated convertible senior notes and warrants (the “Transaction”), and the completion of the first tranche of the Transaction.

Certain affiliates of Hillhouse have joined the investment vehicle for the Transaction (the “Purchaser”) as a co-investor, alongside Trustar Capital and Mr. Jinfeng Huang, the Company’s founder, Chairman and Chief Executive Officer. The Company and the Purchaser have entered into an amendment to the original note purchase agreement to reflect the expanded investor base.

The closing of the first tranche of the notes (the “First Note”) and the corresponding warrants occurred on May 21, 2026. Subject to the satisfaction of applicable closing conditions, the second tranche of the notes is currently expected to be issued later this year. The total aggregate principal amount of the two equal tranches of notes remains unchanged at equivalent to approximately US$120 million. The Company continues to intend to use the net proceeds from the Transaction for product research and development, global supply chain integration, overseas market expansion, strategic mergers and acquisitions, and general corporate purposes.

Mr. Jinfeng Huang, Founder, Chairman and CEO of Yatsen, stated: “We are pleased to welcome Hillhouse’s participation in the Transaction. As one of Yatsen’s largest and longest-standing shareholders, Hillhouse has supported the Company since 2018. Their continued commitment, together with Trustar Capital and my personal participation, reflects strong confidence in Yatsen’s long-term value and strategic direction. With the completion of the first tranche, we are better positioned to execute our growth strategy and create lasting value for shareholders over the long term.”

The issuance of the securities under the Transaction has not been registered and is exempt from registration under the Securities Act of 1933, as amended. This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful.

About Yatsen Holding Limited

Yatsen Holding Limited (NYSE: YSG) is a leading China-based beauty group with the vision of becoming a world-class pioneer in beauty innovation. Founded in 2016, the Company has launched and acquired numerous color cosmetics and skincare brands including Perfect Diary, Little Ondine,Pink Bear, Galénic, DR.WU (its mainland China business), and Eve Lom.

For more information, please visit http://ir.yatsenglobal.com/.

Safe Harbor Statement

This announcement contains statements that may constitute “forward-looking” statements which are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to,” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the Securities and Exchange Commission (“SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs, plans, outlook and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s growth strategies; its future business development, results of operations and financial condition; its ability to continue to roll out popular products and maintain popularity of existing products; its ability to anticipate and respond to changes in industry trends and consumer preferences and behavior in a timely manner; its ability to attract and retain new customers and to increase revenues generated from repeat customers; its expectations regarding demand for and market acceptance of its products and services; its ability to integrate newly-acquired businesses and brands; trends and competition in and relevant government policies and regulations relating to China’s beauty market; changes in its revenues and certain cost or expense items; and general economic conditions globally and in China. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

Yatsen Holding Limited
Investor Relations
E-mail: [email protected]

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SOURCE Yatsen Holding Limited

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Xanadu Announces $300 Million Synthetic At-The-Market Program

PR Newswire

TORONTO, May 21, 2026 /PRNewswire/ – Xanadu Quantum Technologies Limited (“Xanadu” or the “Company”; (Nasdaq: XNDU) (TSX: XNDU), a leading photonic quantum computing company, today announced that it has entered into a synthetic at-the-market equity facility for up to $300 million (the “Program”) with YA II PN, Ltd. (“Yorkville Advisors”). The Company intends to use the net proceeds, if any, for working capital and general corporate purposes.

The Program provides Xanadu with the ability, but not the obligation, to issue and sell to Yorkville Advisors up to $300 million of its Class B subordinate voting shares in private placements over a term of three years, subject to certain limitations and conditions in the Standby Equity Purchase Agreement between Xanadu and Yorkville Advisors dated May 20, 2026 (the “SEPA”). The Company expects to access the Program opportunistically, based on prevailing market conditions and valuation levels it believes to be favorable to shareholder value.

Any net proceeds from the Program will be received directly by the Company. The Program consists exclusively of treasury offerings by the Company, with no secondary sales by existing shareholders. In connection with the launch of the Program, the Company plans to file a registration statement on Form F-1 with the U.S. Securities and Exchange Commission (the “SEC”), to qualify the re-sale of shares issued pursuant to the Program by Yorkville Advisors in accordance with applicable U.S. securities laws.

“The Program will provide us with efficient and flexible access to capital as we continue scaling and executing on our long-term roadmap towards fault-tolerant quantum computing,” said Michael Trzupek, Chief Financial Officer of Xanadu. “Our objective is to strategically and prudently tap the equity market to enable us to remain well-positioned to fund our growth strategy.”

A copy of the SEPA will be filed with the SEC (www.sec.gov) and the Canadian Securities Administrators (the “CSA”) (www.sedarplus.com). The descriptions contained in this press release are summaries only, do not purport to be complete, and are qualified in their entirety by reference to the agreement furnished as an exhibit to the Company’s Form 6-K filed with the SEC as of this date.

This press release does not constitute an offer to sell or the solicitation of offers to buy any securities of Xanadu, and shall not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About Xanadu

Founded in 2016, Xanadu is a Canadian photonic quantum computing company with the mission to build quantum computers that are useful and available to people everywhere. Xanadu is building fault-tolerant quantum computers using light, with systems designed to compute at room temperature. Backed by more than $500 million USD in historical funding, Xanadu develops both hardware and software, including PennyLane, its open-source quantum computing platform. Xanadu is the first pure-play photonic quantum computing company to list on public markets (Nasdaq/TSX: XNDU) and is recognized globally for its breakthroughs in scalable quantum technologies. Visit xanadu.ai or follow on X @XanaduAI.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the U.S. federal securities laws and “forward-looking information” within the meaning of applicable Canadian securities laws (collectively, “forward-looking statements”). Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or similar expressions that predict or indicate future events or trends or that are not statements of historical matters. We have based these forward-looking statements on current expectations and projections about future events. These statements include: the Program, including its size, the intended use of net proceeds therefrom, expected benefits thereof; the filing of a resale registration statement on Form F-1; the Company’s ability to continue scaling and executing on its long-term roadmap towards fault-tolerant quantum computing and the Company’s objective to strategically and prudently tap the equity market to fund its growth strategy.

These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions, many of which are beyond the control of Xanadu. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such statements. 

Such risks and uncertainties include: that Xanadu is pursuing an emerging technology, faces significant technical challenges and may not achieve commercialization or market acceptance; Xanadu’s historical net losses and limited operating history; Xanadu’s expectations regarding future financial performance, capital requirements and unit economics; Xanadu’s use and reporting of business and operational metrics; Xanadu’s competitive landscape; Xanadu’s dependence on members of its senior management and its ability to attract and retain qualified personnel; the potential need for additional future financing; Xanadu’s ability to manage growth and expand its operations; potential future acquisitions or investments in companies, products, services or technologies; Xanadu’s reliance on strategic partners and other third parties; Xanadu’s concentration of revenue in contracts with government or state-funded entities; Xanadu’s ability to maintain, protect and defend its intellectual property rights; risks associated with privacy, data protection or cybersecurity incidents and related regulations; the use, rate of adoption, and regulation of artificial intelligence and machine learning; uncertainty or changes with respect to laws and regulations; uncertainty or changes with respect to taxes, trade conditions and the macroeconomic environment; material weaknesses in Xanadu’s internal control over financial reporting and the Company’s ability to maintain internal control over financial reporting and operate as a public company; the outcome of any legal proceedings or government investigations that may be commenced against Xanadu; failure to realize the anticipated benefits of the business combination with Crane Harbor Acquisition Corp.; the Company’s ability to issue equity or equity linked securities in the future; risks related to the Program, including the potential for substantial dilution to existing shareholders resulting from the issuance of Class B subordinate voting shares thereunder, the risk that sales of such shares or the perception that such sales may occur, could cause the price of the Company’s Class B subordinate voting shares to decline; and other factors described in the Company’s filings with the SEC and the CSA, which factors are incorporated by reference herein. These forward-looking statements are based on certain assumptions, including that none of the risks identified above materialize; that there are no unforeseen changes to economic and market conditions, and that no significant events occur outside the ordinary course of business. Additional information concerning these and other factors that may impact such forward-looking statements can be found in filings by the Company with the SEC and the CSA, including under the heading “Risk Factors.” If any of these risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. In addition, these statements reflect the expectations, plans and forecasts of Xanadu’s management as of the date of this press release; subsequent events and developments may cause their assessments to change. While Xanadu may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so, unless required by applicable securities laws. Accordingly, undue reliance should not be placed upon these statements.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this press release, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

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SOURCE Xanadu

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Auddia Reports Strong Early Traction for Discovr Radio Following Launch

Discovr Radio is Auddia’s AI-powered artist discovery platform integrated into faidr

Over 100,000 plays of Discovr artists songs in the first months since launch and almost 1,000 artist and label accounts established

44% clickthrough rate on artist profiles with 30% conversion rate from free to paid customers reflects active artist engagement and strong label demand

BOULDER, Colo., May 21, 2026 (GLOBE NEWSWIRE) — Auddia Inc. (NASDAQ: AUUD) (“Auddia” or the “Company”), an AI first technology company that has built a proprietary AI platform for audio identification and classification to reinvent how consumers engage with audio, today announced strong early performance metrics for Discovr Radio, its AI-powered artist and label promotion platform, following its official launch earlier this year.

Discovr Radio is the first AI-powered platform to deliver guaranteed artist exposure inside AM/FM streaming feeds — creating a new, measurable promotion channel for artists and labels.

Since going live, Discovr Radio has rapidly scaled engagement on both sides of its marketplace. Key performance highlights include:

  • 44% average clickthrough rate on artist profile pages
  • 30% conversion rate from free to paid customer on the platform
  • More than 100,000 plays delivered to listeners through the AI Placement Engine
  • Nearly 1,000 artist and label accounts created on the platform

Management believes early results validate the foundational thesis behind Discovr Radio: that artists and labels will engage at scale with a platform that delivers guaranteed plays into AM/FM streaming feeds, and that listeners will respond to music intelligently matched to their preferences. The 44% clickthrough rate on artist profile pages is multiples of typical industry benchmarks for digital audio engagement, suggesting that Discovr-powered placements are resonating with listeners rather than feeling intrusive.

“The numbers we’re seeing in the first months post-launch exceed every internal benchmark we set going into this rollout,” said Theo Romeo, Chief Marketing Officer of Auddia. “A 44% clickthrough rate on artist profiles tells us listeners aren’t just hearing the music—they’re actively engaging with the artists behind it. That’s the discovery loop we built Discovr Radio to create.”
The 30% conversion rate from free to paid customer on the platform reflects strong artist and label demand for Discovr Radio’s campaign tools, analytics dashboard, and guaranteed-play model. Paid customers gain access to the full Artist Portal, which includes detailed performance analytics, listener engagement insights, and campaign-level reporting such as total and partial plays, skips, likes and dislikes, listens by location and station, and cost-per-play.

“Discovr Radio is performing the way we hoped—both as a discovery engine for listeners and as a measurable, accountable promotion channel for artists and labels,” said Jeff Thramann, CEO of Auddia. “Crossing 100,000 plays and approaching 1,000 customer accounts in our first months tells us we’ve built something the market has been needing. We’re now focused on continuing to scale weekly onboarding in lockstep with faidr’s user growth.”

Auddia continues to onboard new artists and labels each week, with pacing tied to overall user growth across the Company’s flagship faidr app. The Company expects ongoing growth in plays delivered, accounts created, and paid conversions as the platform scales.

Visit www.discovrradio.com for more information.

About Auddia Inc.

Auddia, through its proprietary AI platform for audio identification and classification, is reinventing not only how consumers engage with AM/FM radio, podcasts, and other audio content but also how artists and labels promote their music and gain access to mainstream radio audiences. Auddia’s Discovr Radio is the first music-promotion platform to deliver artists guaranteed exposure to radio listeners. Auddia’s flagship audio superapp, called faidr, delivers multiple industry firsts, including:

  • Ad-free listening on any AM/FM radio station
  • Content skipping across any AM/FM station
  • One-touch skipping of entire podcast ad breaks
  • Integrated artist discovery experiences

For more information, visit www.auddia.com.

About the Merger to form McCarthy Finney

Auddia entered into a definitive merger agreement on February 17, 2026. The merger contemplates a business combination between Auddia Inc. and Thramann Holdings, LLC, a single member Colorado LLC. Thramann Holdings fully owns LT350, Influence Healthcare, and Voyex, three early-stage AI native operating companies. Upon merger completion, Auddia will change its name to McCarthy Finney and trade under the ticker MCFN. McCarthy Finney is an AI holding company that will deliver AI and Web3 services to its four portfolio companies: LT350, Influence Healthcare, Voyex, and Auddia.


  • LT350
     is a distributed AI data center company with 13 issued, 1 allowed, and 2 pending patents on a proprietary solar parking lot canopy infrastructure platform that integrates modular battery storage and GPU cartridges into the ceiling of the canopy to turn any parking lot into an AI data center. The Company aims to build the most secure, lowest latency, cost effective, and rapidly deployed network of distributed AI data centers at the edge by leveraging the use of underutilized parking lot space while strengthening the existing power infrastructure of local utilities.

  • Influence Healthcare
     is a health-tech company leveraging AI, blockchain, and vertical integration to empower surgeons to drive adoption of value based care (VBC) to the surgical specialties. The Company’s mission is to leverage technology and value based enterprises (VBEs) to build an alternative healthcare system that minimizes the corporate practice of medicine, eliminates administrative waste, and enhances the autonomy and pay of health care providers to empower them to improve quality and return the patient physician relationship to the center of medicine.

  • Voyex
     is a travel services platform that leverages agentic AI, an integrated fintech platform, and utilization of charter and private jet aircraft to significantly improve the travel experience. The Company aims is to alleviate the leading pain points for travelers of lengthy flight delays and cancellations.

Cautionary Note on Forward-Looking Statements

Certain statements in this communication, other than purely historical information, may constitute “forward-looking statements” within the meaning of the federal securities laws, including for purposes of the “safe harbor” provisions under the Private Securities Litigation Reform Act of 1995, concerning Auddia, Thramann Holdings, and the proposed merger between Auddia and Thramann Holdings (the “Proposed Transaction”) and other matters. These forward-looking statements include, but are not limited to, express or implied statements relating to Auddia’s and Thramann Holdings’ management expectations, hopes, beliefs, intentions or strategies regarding the future including, without limitation, statements regarding: the structure, timing and completion of the proposed merger by and between Auddia and Thramann Holdings, and the expected effects, perceived benefits or opportunities of the Proposed Transaction; the combined company’s listing on Nasdaq after the closing of the Proposed Transaction; expectations regarding the structure, timing and completion of the financing needed to close the Proposed Transaction, including investment amounts from investors, timing of closing of the Proposed Transaction, expected proceed, expectations regarding the use of proceeds, and impact on ownership structure; the anticipated timing of the closing; the expected executive officers and directors of the combined company; each company’s and the combined company’s expected cash position at the closing and cash runway of the combined company following the proposed merger and any additional financing; the future operations of the combined company, including research and development activities; the nature, strategy and focus of the combined company; the development and commercial potential and potential benefits of any products and services of the combined company; the cash balance of the combined entity at closing; expectations related to the anticipated timing of the closing of the Proposed Transaction (the “Closing”); the expectations regarding the ownership structure of the combined company; the expected trading of the combined company’s stock on Nasdaq under the ticker symbol “MCFN” after the Closing; and other statements that are not historical fact.

All statements other than statements of historical fact contained in this communication are forward-looking statements. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “opportunity,” “potential,” “milestones,” “pipeline,” “can,” “goal,” “strategy,” “target,” “anticipate,” “achieve,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “plan,” “possible,” “project,” “should,” “will,” “would” and similar expressions (including the negatives of these terms or variations of them) may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are made based on current expectations, estimates, forecasts, and projections, as well as the beliefs and assumptions of management, concerning future developments and their potential effects. There can be no assurance that future developments affecting Auddia, Thramann Holdings, or the Proposed Transaction will be those that have been anticipated.

These forward-looking statements involve a number of risks and uncertainties, some of which are beyond Auddia’s or Thramann Holdings’ control, or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the risk that the conditions to the Closing or consummation of the Proposed Transaction are not satisfied, including the failure to timely obtain approval of the proposed merger from Auddia’s stockholders the risk that the required financing is not obtained in a timely manner, if at all; uncertainties as to the timing of the consummation of the Proposed Transaction; risks related to Auddia’s continued listing on Nasdaq until closing of the Proposed Transaction and the combined company’s ability to remain listed following the Closing; uncertainties regarding the impact any delay in the Closing would have on the anticipated cash resources of the combined company, and other events and unanticipated spending and costs that could reduce the combined company’s cash resources; the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the merger agreement; the effect of the announcement or pendency of the merger on Auddia’s or Thramann Holdings’ business relationships, operating results and business generally; costs related to the merger; the risk that as a result of adjustments to the exchange ratio, Auddia’s or Thramann Holdings’ stockholders could own more or less of the combined company than is currently anticipated; risks related to the market price of Auddia’s common stock relative to the value suggested by the exchange ratio; risks related to the inability of the combined company to obtain sufficient additional capital to continue to advance the development of its products and services; costs of the Proposed Transaction and unexpected costs, charges or expenses resulting from the Proposed Transaction; potential adverse reactions or changes to business relationships, operating results, and business generally, resulting from the announcement or completion of the Proposed Transaction;

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. These and other risks and uncertainties are more fully described in periodic filings with the SEC, including the factors described in the section titled “Risk Factors” in Auddia’s Annual Report on Form 10-K for the year ended December 31, 2025, which was originally filed with the SEC on March 6, 2026, subsequent Quarterly Reports on Form 10-Q filed with the SEC, and in other filings that Auddia makes and will make with the SEC in connection with the Proposed Transaction, including the Form S-4 and Proxy Statement described below, as well as discussions of potential risks, uncertainties, and other important factors included in other filings by Auddia from time to time. Should one or more of these risks or uncertainties materialize, or should any of Auddia’s or Thramann Holdings’ assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein. Neither Auddia nor Thramann Holdings undertakes or accepts any duty to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based, except as required by law. This communication does not purport to summarize all of the conditions, risks and other attributes of an investment in Auddia or Thramann Holdings.

No Offer or Solicitation

This communication and the information contained herein is not intended to and does not constitute (i) a solicitation of a proxy, consent or approval with respect to any securities or in respect of the proposed transaction or (ii) an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law, or an exemption therefrom. Subject to certain exceptions to be approved by the relevant regulators or certain facts to be ascertained, the public offer will not be made directly or indirectly, in or into any jurisdiction where to do so would constitute a violation of the laws of such jurisdiction, or by use of the mails or by any means or instrumentality (including without limitation, facsimile transmission, telephone and the internet) of interstate or foreign commerce, or any facility of a national securities exchange, of any such jurisdiction.

NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THE SECURITIES OR DETERMINED IF THIS COMMUNICATION IS TRUTHFUL OR COMPLETE.

Important Additional Information about the Proposed Transaction Will be Filed with the SEC

This communication relates to the proposed merger involving Auddia and Thramann Holdings and may be deemed to be solicitation material in respect of the proposed merger. In connection with the proposed Transaction, Auddia intends to file relevant materials with the SEC, including a registration statement on Form S-4 (the “Form S-4”) that will contain a proxy statement (the “Proxy Statement”) and prospectus. This communication is not a substitute for the Form S-4, the Proxy Statement or for any other document that Auddia may file with the SEC and/or send to Auddia’s stockholders in connection with the proposed merger. AUDDIA URGES, BEFORE MAKING ANY VOTING DECISION, INVESTORS AND STOCKHOLDERS TO READ THE FORM S-4, THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT AUDDIA, THRAMANN HOLDINGS, THE PROPOSED TRANSACTION AND RELATED MATTERS.

Investors and stockholders will be able to obtain free copies of the Form S-4, the Proxy Statement and other documents filed by Auddia with the SEC (when they become available) through the website maintained by the SEC at www.sec.gov. Copies of the documents filed by Auddia with the SEC will also be available free of charge on Auddia’s website at www.auddia.com, or by contacting Auddia’s Investor Relations at investors.auddiainc.com/contact. In addition, investors and stockholders should note that Auddia with investors and the public using its website at investors.auddiainc.com.

Participants in the Solicitation

Auddia, Thramann Holdings, and their respective directors and certain of their executive officers and other members of management may be deemed to be participants in the solicitation of proxies from Auddia’s stockholders in connection with the proposed transaction under the rules of the SEC. Information about Auddia’s directors and executive officers, including a description of their interests in Auddia, is included in Auddia’s most recent Annual Report on Form 10-K for the year ended December 31, 2025, which was filed with the SEC on March 6, 2026. Additional information regarding the persons who may be deemed participants in the proxy solicitations, including about the directors and executive officers of Thramann Holdings, and a description of their direct and indirect interests, by security holdings or otherwise, will also be included in the Form S-4, the Proxy Statement and other relevant materials to be filed with the SEC when they become available. These documents can be obtained free of charge from the sources indicated above.

Investor Relations:

Kirin Smith, President
PCG Advisory, Inc.
[email protected]
www.pcgadvisory.com   



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HUTCHMED and Innovent Jointly Announce NMPA Approval for ELUNATE® (Fruquintinib) in Combination with TYVYT® (Sintilimab Injection) for the Treatment of Patients with Locally Advanced or Metastatic Renal Cell Carcinoma

Reduced risk of disease progression or death by 63%, with median PFS of 22.2 months in the FRUSICA-2 registration study

HONG KONG and SHANGHAI and FLORHAM PARK, N.J., May 21, 2026 (GLOBE NEWSWIRE) — HUTCHMED (China) Limited (“HUTCHMED”) (Nasdaq/AIM:HCM; HKEX:13) and Innovent Biologics, Inc. (“Innovent”, HKEX:1801) today jointly announce that the New Drug Application (NDA) for the combination of ELUNATE® (fruquintinib) and TYVYT® (sintilimab injection) has been granted approval by the China National Medical Products Administration (“NMPA”) for the treatment of patients with locally advanced or metastatic renal cell carcinoma who have failed prior vascular endothelial growth factor receptor-tyrosine kinase inhibitors (VEGFR-TKI) therapy and have not received programmed death receptor-1 (“PD-1”) or programmed death-ligand 1 (“PD-L1”) inhibitor therapy in the first-line setting.

The approval is supported by data from FRUSICA-2, a randomized, open-label, active-controlled registration study evaluating the efficacy and safety of fruquintinib in combination with sintilimab versus axitinib or everolimus monotherapy for the second-line treatment of patients with locally advanced or metastatic renal cell carcinoma. The study met its primary endpoint of progression free survival (“PFS”) as assessed by blinded independent central review (“BICR”).

“The rapid advancements in targeted therapies, immunotherapies, and their combination regimens have led to a significant evolution in the treatment landscape for advanced renal cell carcinoma. Optimizing the selection of treatment for individual patients is a key focus of clinical interest,” said Professor Dingwei Ye of Fudan University Shanghai Cancer Center and co-lead Principal Investigator of the FRUSICA-2 study. “The approval of the fruquintinib and sintilimab combination underscores its potential to address the pressing medical needs of patients with this challenging disease.”

“The FRUSICA-2 trial results provided compelling evidence that the fruquintinib and sintilimab combination could play a meaningful role in shaping second-line treatment strategies for advanced renal cell carcinoma,” said Professor Zhisong He of Peking University First Hospital and co-lead Principal Investigator of the FRUSICA-2 study. “We are optimistic about the clinical implications of this approval as we strive to provide effective treatment options for patients.”

“This approval reaffirms our deep commitment to delivering innovative therapies to patients facing advanced renal cell carcinoma in China, where second-line treatment options remain limited,” said Mr Johnny Cheng, Acting Chief Executive Officer and Chief Financial Officer of HUTCHMED. “We are excited to continue pushing the boundaries of our research — across monotherapies, combination strategies, and exciting new platforms such as our ATTC technology — to unlock even greater therapeutic potential across various tumor types, ultimately providing more impactful and transformative solutions to patients.”

Dr Hui Zhou, Chief R&D Officer of Oncology of Innovent, stated: “The approval is a significant milestone for patients with advanced renal cell carcinoma in China. It further validates the potential of the sintilimab plus fruquintinib combination regimen, now approved for two difficult-to-treat cancers. We are also proud to achieve the 10th approved indication for sintilimab (TYVYT®), and remain committed to advancing clinical value optimization to benefit an even broader population of cancer patients.”

About The FRUSICA-2 Trial

Results from the Phase III part of the study were presented at the 2025 European Society for Medical Oncology (ESMO) Congress. As of the PFS final analysis cutoff of February 17, 2025, the median follow-up was 16.6 months. The median PFS as assessed by BICR was 22.2 months with fruquintinib plus sintilimab, compared to 6.9 months with axitinib/everolimus (stratified hazard ratio [HR] 0.373; stratified log-rank p<0.0001). The objective response rate (ORR) was 60.5% vs 24.3% (Odds Ratio 4.622, p<0.0001), and the median duration of response (DoR) was 23.7 months vs 11.3 months, respectively. Overall survival data were still evolving at the time of data cutoff with maturity of approximately 20%. Efficacy benefits were observed in all prognostic risk groups, as defined by the International mRCC Database Consortium (IMDC) criteria. The safety profile of the fruquintinib and sintilimab combination was consistent with the known profiles of each individual treatment.  Additional details may be found at clinicaltrials.gov, using identifier NCT05522231.

About Kidney Cancer and Renal Cell Carcinoma

It is estimated that approximately 435,000 new patients were diagnosed with kidney cancer worldwide in 2022.1 In China, an estimated 74,000 new patients were diagnosed with kidney cancer in 2022.2 Approximately 90% of kidney tumors are renal cell carcinoma.

About Fruquintinib

Fruquintinib is a selective oral inhibitor of all three vascular endothelial growth factor receptors (“VEGFR”) -1, -2 and -3. VEGFR inhibitors play a pivotal role in inhibiting tumor angiogenesis. Fruquintinib was designed to have enhanced selectivity that limits off-target kinase activity, allowing for drug exposure that achieves sustained target inhibition and flexibility for potential use as part of a combination therapy.3

About Fruquintinib Approvals

Fruquintinib is co-developed and co-commercialized in China by HUTCHMED and Eli Lilly and Company under the brand name ELUNATE®. It is approved for the treatment of patients with metastatic colorectal cancer who have previously received fluoropyrimidine, oxaliplatin and irinotecan-based chemotherapy, and those who have previously received or are not suitable to receive anti-VEGF therapy or anti-epidermal growth factor receptor (EGFR) therapy (RAS wild-type) in China. It was included in China’s National Reimbursement Drug List (NRDL) in January 2020.

The combination of ELUNATE® (fruquintinib) and TYVYT® (sintilimab injection) has conditional approval in China for the treatment of patients with advanced mismatch repair proficient (pMMR) endometrial cancer who have failed prior systemic therapy and are not candidates for curative surgery or radiation.

Takeda holds the exclusive worldwide license to further develop, commercialize, and manufacture fruquintinib outside mainland China, Hong Kong and Macau, marketing it under the brand name FRUZAQLA®. Fruquintinib received approval for the treatment of previously treated metastatic colorectal cancer in the US, Europe, Japan and many other countries around the world.

About Sintilimab

Sintilimab, marketed as TYVYT® (sintilimab injection) in China, is a PD-1 immunoglobulin G4 monoclonal antibody co-developed by Innovent and Eli Lilly and Company. Sintilimab is a type of immunoglobulin G4 monoclonal antibody, which binds to PD-1 molecules on the surface of T-cells, blocks the PD-1/PD-L1 pathway, and reactivates T-cells to kill cancer cells.4

About HUTCHMED

HUTCHMED (Nasdaq/AIM:​HCM; HKEX:​13) is an innovative, commercial-stage, biopharmaceutical company. It is committed to the discovery and global development and commercialization of targeted therapies and immunotherapies for the treatment of cancer and immunological diseases. Since inception it has focused on bringing drug candidates from in-house discovery to patients around the world, with its first three medicines marketed in China, the first of which is also approved around the world including in the US, Europe and Japan. For more information, please visit: www.hutch-med.com or follow us on LinkedIn.

About Innovent

Innovent is a leading biopharmaceutical company with the mission to empower patients worldwide with affordable, high-quality biopharmaceuticals. Innovent discovers, develops, manufactures and commercializes innovative medicines that target some of the most intractable diseases. Its pioneering therapies treat cancer, cardiovascular and metabolic, autoimmune and eye diseases. Innovent has launched 18 products in the market, 4 assets in Phase III or pivotal clinical trials and 15 more molecules in early clinical stage. Innovent partners with over 30 global healthcare companies to improve drug availability and enhance the quality of patients’ lives.


Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the US Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect HUTCHMED’s current expectations regarding future events, including its expectations regarding the therapeutic potential of fruquintinib, the further clinical development for fruquintinib, its expectations as to whether any studies on fruquintinib would meet their primary or secondary endpoints, and its expectations as to the timing of the completion and the release of results from such studies. Forward-looking statements involve risks and uncertainties. Such risks and uncertainties include, among other things, assumptions regarding enrollment rates and the timing and availability of subjects meeting a study’s inclusion and exclusion criteria; changes to clinical protocols or regulatory requirements; unexpected adverse events or safety issues; the ability of fruquintinib, including as a combination therapy, to meet the primary or secondary endpoint of a study, to obtain regulatory approval in other jurisdictions and to gain commercial acceptance after obtaining regulatory approval; the potential market of fruquintinib for a targeted indication; and HUTCHMED and/or its partner’s ability to fund, implement and complete its further clinical development and commercialization plans for fruquintinib, and the timing of these events. In addition, as certain studies rely on the use of other drug products such as sintilimab as combination therapeutics with fruquintinib, such risks and uncertainties include assumptions regarding the safety, efficacy, supply and continued regulatory approval of these therapeutics. Existing and prospective investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. For further discussion of these and other risks, see HUTCHMED’s filings with the US Securities and Exchange Commission, The Stock Exchange of Hong Kong Limited and on AIM. HUTCHMED undertakes no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise.


Medical Information

This press release contains information about products that may not be available in all countries, or may be available under different trademarks, for different indications, in different dosages, or in different strengths. Nothing contained herein should be considered a solicitation, promotion or advertisement for any prescription drugs including the ones under development.

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1 The Global Cancer Observatory, kidney cancer fact sheet. https://gco.iarc.who.int/media/globocan/factsheets/cancers/29-kidney-fact-sheet.pdf. Accessed February 19, 2025.
2 The Global Cancer Observatory, China fact sheet. https://gco.iarc.who.int/media/globocan/factsheets/populations/160-china-fact-sheet.pdf. Accessed February 19, 2025.
3  Sun Q, et al. Discovery of fruquintinib, a potent and highly selective small molecule inhibitor of VEGFR 1, 2, 3 tyrosine kinases for cancer therapy. Cancer Biol Ther. 2014;15(12):1635-45. doi: 10.4161/15384047.2014.964087.
4 Wang J, et al. Durable blockade of PD-1 signaling links preclinical efficacy of sintilimab to its clinical benefit. mAbs 2019;11(8): 1443-1451. doi: 10.1080/19420862.2019.1654303.