Market Newsdesk

PHILADELPHIA and VANCOUVER, British Columbia, May 07, 2026 (GLOBE NEWSWIRE) — BriaCell Therapeutics Corp. (Nasdaq: BCTX, BCTXL) (TSX: BCT) (“BriaCell” or the “Company”), a clinical-stage biotechnology company developing novel immunotherapies to transform cancer care is pleased to announce the addition of NYU Langone Health’s Laura and Isaac Perlmutter Cancer Center, a renowned cancer center in New York City, as a clinical trial site in its ongoing pivotal Phase 3 clinical study (Bria-ABC).

BriaCell has enjoyed a marked uptick in interest from premier cancer centers and patient enrollment numbers following the prominent independent feature of its Phase 3 clinical trial in Nature Medicine’s publication, “Eleven clinical trials that will shape medicine in 2026”, linked here.

BriaCell’s pivotal Phase 3 clinical study in Advanced Breast Cancer (Bria-ABC) is evaluating BriaCell’s lead clinical candidate, Bria-IMT™, plus an immune check point inhibitor versus treatment of physician’s choice in advanced metastatic breast cancer.

“At NYU Langone Health’s Perlmutter Cancer Center, we are dedicated to offering state-of-the-art treatments to patients with difficult-to-treat cancers,” stated Nancy Chan MD, Director, Breast Cancer Clinical Research, NYU Langone Health’s Perlmutter Cancer Center. “We look forward to helping accelerate the development of Bria-IMT, a novel immunotherapy with the potential to improve outcomes for patients with advanced metastatic breast cancer.”

“We are thrilled to partner with clinical experts at the renowned NYU Langone Health’s Perlmutter Cancer Center, a patient-focused, NCI-designated Comprehensive Cancer Center, to further expand patient access to our novel immunotherapy treatment,” said Dr. Giuseppe Del Priore, BriaCell’s Chief Medical Officer. “We continue to advance the study and look forward to sharing interim data in the coming months.”

Interim analysis of the pivotal Phase 3 study will be conducted after 144 patient events (deaths) have occurred, with overall survival (OS) as the primary endpoint. The study compares the Bria-IMT combination regimen with immune checkpoint inhibitor versus physician’s choice in patients with advanced metastatic breast cancer. Importantly, the Bria-IMT combination regimen has been granted FDA Fast Track designation, underscoring its potential to address a serious unmet medical need.

For additional information on BriaCell’s pivotal Phase 3 study, please visit ClinicalTrials.gov NCT06072612.

About BriaCell Therapeutics Corp.

BriaCell is a clinical-stage biotechnology company that develops novel immunotherapies to transform cancer care. More information is available at https://briacell.com/.

Safe Harbor

This press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements, including those about the addition of a new clinical site in the ongoing pivotal Phase 3 clinical study of Bria‑IMT, and expectations regarding patient enrollment, interim analysis timing and the potential clinical benefits of the Bria‑IMT combination regimen, are based on BriaCell’s current expectations and are subject to inherent uncertainties, risks, and assumptions that are difficult to predict. Further, certain forward-looking statements, such as those are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully under the heading “Risks and Uncertainties” in the Company’s most recent Management’s Discussion and Analysis, under the heading “Risk Factors” in the Company’s most recent Annual Information Form, and under “Risks and Uncertainties” in the Company’s other filings with the Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission, all of which are available under the Company’s profiles on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Forward-looking statements contained in this announcement are made as of this date, and BriaCell Therapeutics Corp. undertakes no duty to update such information except as required under applicable law.

Neither the Toronto Stock Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Toronto Stock Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

Company Contact:

William V. Williams, MD
President & CEO
1-888-485-6340
[email protected]

Investor Relations Contact:

[email protected]

RICHMOND, Va., May 07, 2026 (GLOBE NEWSWIRE) — ARKO Corp. (Nasdaq: ARKO) (“ARKO” or the “Company”), a Fortune 500 company and one of the largest operators of convenience stores and wholesalers of fuel in the United States, today announced financial results for the first quarter ended March 31, 2026.

First Quarter 2026 Key Highlights (vs. Year-Ago Period)
^1,2

• Net loss for the quarter was $5.6 million compared to a net loss of $12.7 million.
• Adjusted EBITDA for the quarter increased 65.1% to $50.9 million compared to $30.9 million.
• Same-store merchandise sales excluding cigarettes increased approximately 0.4%, representing the strongest ex-cigarette performance in two years.
• Merchandise margin for the quarter increased to 33.9% compared to 33.2%.
• Retail same store fuel margin for the quarter increased to 48.0 cents per gallon compared to 38.7 cents per gallon, while same store fuel contribution increased approximately 20.1%.

Other Key Highlights

• The Company’s subsidiary, ARKO Petroleum Corp. (Nasdaq: APC), completed an initial public offering (the “APC IPO”) of shares of its Class A common stock for total net proceeds of approximately $206.8 million (including proceeds from the underwriters’ exercise of their over-allotment option). The Company owns 35 million APC shares (73.6% of the economic interests in APC), representing an implied value of approximately $650 million, with an APC market capitalization of approximately $900 million as of May 5, 2026.
• The Company applied $206.7 million of proceeds from the APC IPO to reduce debt during the quarter, reflecting the financial flexibility created by the APC IPO and ARKO’s disciplined capital allocation framework.
• As part of the Company’s ongoing transformation plan, the Company converted 41 retail stores to dealer locations during the first quarter, bringing total conversions since program inception in 2024 to 450 sites. The Company has approximately 75 additional sites committed either under letter of intent, under contract or already converted since quarter end. The Company expects to complete these conversions, along with additional conversions, by the end of 2026. The Company continues to expect that, at scale, its channel optimization will deliver a cumulative annualized operating income benefit of more than $20 million, before general and administrative expense savings. In addition, the Company has identified more than $10 million in expected cumulative general and administrative expense savings with an opportunity for upside as the Company continues to execute the site conversion strategy in 2026. 
• The Company opened two new-to-industry (“NTI”) retail stores and one NTI cardlock location during the first quarter, remains on track for three new Dunkin’ stores and one NTI retail store in 2026, continues to target 20 NTI cardlock openings in 2026, and continues to plan for approximately 25 remodels.
• The Company relaunched its loyalty app on a new technology platform during the quarter and continues to advance customer engagement initiatives, including Fueling America’s Future, fas REWARDS, the $10 enrollment campaign, and 100 Days of Summer.
• The Board of Directors declared a quarterly dividend of $0.03 per share of common stock to be paid on May 29, 2026 to stockholders of record as of May 18, 2026.

¹ See Use of Non-GAAP Measures below.
² All figures for fuel costs, fuel contribution and fuel margin per gallon exclude the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

“Our first quarter results reflect both strong execution and the structural progress we have been making across the business,” said Arie Kotler, Chairman, President and Chief Executive Officer of ARKO. “Adjusted EBITDA increased approximately 65% year-over-year, same-store merchandise sales excluding cigarettes returned to growth, and same-store fuel gallon performance was the strongest we have seen in two years. While weather disruptions negatively affected January and early February results, trends improved as the quarter progressed, and March performance was particularly strong. We believe these results reflect the work we have been doing across dealerization, loyalty, fuel pricing, merchandising and cost discipline, while also demonstrating our ability to deliver value in a consumer environment that remains economically pressured and value-focused.”

Mr. Kotler continued: “With APC now public, investors have greater transparency into our wholesale, fleet fueling and GPMP businesses, and we believe the APC structure enhances financial flexibility and highlights the value embedded across our portfolio. As we move through 2026, we remain focused on disciplined capital allocation, continued dealerization, high-return growth opportunities such as cardlocks and retail NTIs, and building long-term value through consistent execution across all segments.”

First Quarter 2026 Segment Highlights

Retail

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Fuel gallons sold		194,737				225,063
Same store fuel gallons sold decrease (%)1		(3.2%)				(6.2%)
Fuel contribution2	$	93,266			$	85,273
Fuel margin, cents per gallon3		47.9				37.9
Same store fuel contribution1, 2	$	91,303			$	76,024
Same store merchandise sales decrease (%)1		(0.5%)				(6.9%)
Same store merchandise sales excluding cigarettes increase (decrease) (%)1		0.4%				(5.2%)
Merchandise revenue	$	305,410			$	354,485
Merchandise contribution4	$	103,510			$	117,570
Merchandise margin5		33.9%				33.2%
Same store merchandise contribution1, 4	$	101,228			$	101,782
Same store site operating expenses1	$	150,884			$	146,118
1Same store is a common metric used in the convenience store industry. The Company considers a store a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. Refer toUse of Non-GAAP Measuresbelow for discussion of this measure.
2Calculated as fuel revenue less fuel costs; excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.
3Calculated as fuel contribution divided by fuel gallons sold.
4Calculated as merchandise revenue less merchandise costs.
5Calculated as merchandise contribution divided by merchandise revenue.

Merchandise contribution for the first quarter of 2026 decreased by $14.1 million, or 12.0%, compared to the first quarter of 2025, while merchandise margin increased by 70 basis points to 33.9% for the first quarter of 2025 compared to 33.2% for the prior year period. The decrease in merchandise contribution was due to a $13.7 million decrease related to retail stores that were closed or converted to dealer locations and a $0.6 million decrease in same store merchandise contribution.

Fuel contribution for the first quarter of 2026 increased by $8.0 million, or 9.4%, compared to the first quarter of 2025, primarily due to a same store fuel contribution increase of $15.3 million, partially offset by a $7.8 million decrease in retail fuel contribution related to retail stores that were closed or converted to dealer locations. Fuel margin of 47.9 cents per gallon increased 10.0 cents per gallon compared to the first quarter of 2025.

For the first quarter of 2026, site operating expenses decreased by $21.4 million, or 12.1%, compared to the first quarter of 2025 primarily due to $26.7 million of reduced expenses related to retail stores that were closed or converted to dealer locations, partially offset by an increase in same store operating expenses of $4.8 million, or 3.3%, primarily due to higher personnel costs, credit card fees and rent.

Wholesale

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Fuel gallons sold – fuel supply locations		198,400				191,077
Fuel gallons sold – consignment agent locations		35,540				36,515
Fuel contribution1– fuel supply locations	$	12,662			$	11,453
Fuel contribution1– consignment agent locations	$	10,229			$	8,594
Fuel margin, cents per gallon2– fuel supply locations		6.4				6.0
Fuel margin, cents per gallon2– consignment agent locations		28.8				23.5
1Calculated as fuel revenue less fuel costs; excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.
2Calculated as fuel contribution divided by fuel gallons sold.
Note: Comparable wholesale sites exclude retail stores converted to dealer locations until the first quarter in which these dealer locations had a full quarter of wholesale activity in the prior year. Refer toUse of Non-GAAP Measuresbelow.

For the first quarter of 2026, wholesale operating income increased by $4.4 million compared to the first quarter of 2025 as a result of additional operating income from retail stores converted to dealer locations combined with increased operating income at comparable wholesale sites.

For the first quarter of 2026, fuel contribution increased by $2.8 million compared to the first quarter of 2025. Fuel contribution for the first quarter of 2026 at fuel supply locations increased by $1.2 million due to incremental contribution from retail stores converted to dealer locations, which was partially offset by lower fuel contribution at comparable wholesale sites. Fuel contribution for the first quarter of 2026 at consignment agent locations increased $1.6 million due to incremental contribution from retail stores converted to dealer locations and higher fuel contribution at comparable wholesale site. Fuel margin per gallon increased, compared to the first quarter of 2025, 0.4 cents per gallon at fuel supply locations and 5.3 cents per gallon at consignment agent locations, primarily as a result of significant volatility in the fuel market due to the geopolitical environment and increased prompt pay discounts related to higher fuel costs.

For the first quarter of 2026, other revenues, net increased by $6.2 million, and site operating expenses increased by $5.2 million, in each case as compared to the first quarter of 2025, resulting primarily from retail stores converted to dealer locations.

Fleet Fueling

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Fuel gallons sold – proprietary cardlock locations		30,517				31,918
Fuel gallons sold – third-party cardlock locations		3,446				3,175
Fuel contribution1– proprietary cardlock locations	$	15,942			$	14,706
Fuel contribution1– third-party cardlock locations	$	803			$	596
Fuel margin, cents per gallon2– proprietary cardlock locations		52.2				46.1
Fuel margin, cents per gallon2– third-party cardlock locations		23.4				18.7
1Calculated as fuel revenue less fuel costs; excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.
2Calculated as fuel contribution divided by fuel gallons sold.

Fuel contribution for the first quarter of 2026 increased by $1.4 million compared to the first quarter of 2025. At proprietary cardlocks, fuel contribution increased by $1.2 million, and fuel margin per gallon also increased for the first quarter of 2026 compared to the first quarter of 2025. At third-party cardlock locations, fuel contribution increased $0.2 million, and fuel margin per gallon also increased for the first quarter of 2026 compared to the first quarter of 2025. These increases were primarily due to favorable diesel margins as a result of significant volatility in the fuel market due to the geopolitical environment.

Liquidity and Capital Expenditures

As of March 31, 2026, the Company’s total liquidity was approximately $1.1 billion, consisting of approximately $272 million of cash and cash equivalents and approximately $794 million of availability under the Company’s lines of credit. Outstanding debt was approximately $704 million, resulting in net debt of approximately $432 million. The APC IPO in February 2026 bolstered the Company’s liquidity position, as the Company used the proceeds to repay $206.7 million of indebtedness. Capital expenditures were $30.9 million for the first quarter of 2026, including investments in NTI retail stores and fleet fueling locations, remodeling of new format stores, EV chargers, upgrades to fuel dispensers and other investments in stores.

Quarterly Dividend

The Company’s ability to return cash to its stockholders through its cash dividend program is consistent with its capital allocation framework and reflects the Company’s confidence in the strength of its cash generation ability and strong financial position.

The Board declared a quarterly dividend of $0.03 per share of common stock to be paid on May 29, 2026 to stockholders of record as of May 18, 2026.

Company-Operated Retail Store Count and Segment Update

The following tables present certain information regarding changes in the retail, wholesale and fleet fueling segments for the periods presented:

	For the Three Months Ended March 31,
Retail Segment	2026				2025
Number of sites at beginning of period		1,118				1,389
Newly opened or reopened sites		2				2
Company-controlled sites converted to
consignment or fuel supply locations, net		(41	)			(59	)
Sites closed, divested or converted to rentals		—				(3	)
Number of sites at end of period		1,079				1,329

	For the Three Months Ended March 31,
Wholesale Segment 1	2026				2025
Number of sites at beginning of period		2,099				1,922
Newly opened or reopened sites2		11				6
Consignment or fuel supply locations converted
from Company-controlled sites, net		41				59
Closed or divested sites		(25	)			(26	)
Number of sites at end of period		2,126				1,961
1Excludes bulk and spot purchasers.
2Includes all signed fuel supply agreements irrespective of fuel distribution commencement date.

	For the Three Months Ended March 31,
Fleet Fueling Segment	2026				2025
Number of sites at beginning of period		295				280
Newly opened or reopened sites		1				1
Closed or divested sites		(4	)			(1	)
Number of sites at end of period		292				280

Full Year 2026 Guidance

The Company is not updating its guidance disclosed in February 2026, which expected full year 2026 Adjusted EBITDA to range between $245 million and $265 million, with an assumed range of average retail fuel margin from 41.5 to 43.5 cents per gallon for the year.

The Company is not providing guidance on net income at this time due to the unavailability of certain required inputs that are not available without unreasonable efforts, including depreciation and amortization related to its capital allocation as part of its focus on strategic and organic growth.

Conference Call and Webcast Details

The Company will host a conference call today, May 7, 2026, to discuss these results at 9:00 a.m. Eastern Time. Investors and analysts interested in participating in the live call can dial 877-605-1792 or 201-689-8728.

A simultaneous, live webcast will also be available on the Investor Relations section of the Company’s website at https://www.arkocorp.com/news-events/ir-calendar. The webcast will be archived for 30 days.

About ARKO Corp.

ARKO Corp. (Nasdaq: ARKO) is a Fortune 500 company that is one of the largest operators of convenience stores and wholesalers of fuel in the United States. Based in Richmond, VA, our retail segment operates retail convenience stores under more than 25 regional store brands in the District of Columbia and more than 30 states across the Mid-Atlantic, Midwestern, Northeastern, Southeastern and Southwestern U.S. Our highly recognizable Family of Community Brands offers delicious, prepared foods, beer, snacks, candy, hot and cold beverages, and multiple popular quick serve restaurant brands. Our wholesale segment supplies fuel to independent dealers and consignment agents; our fleet fueling segment includes the operation of proprietary and third-party cardlock locations (unstaffed fueling locations), and commissions from the sales of fuel using proprietary fuel cards that provide customers access to a nationwide network of fueling sites; and our GPMP segment primarily engages in inter-segment transactions related to the wholesale distribution of fuel to substantially all of our sites that sell fuel in the retail, wholesale and fleet fueling segments. In February 2026, we completed the initial public offering of our subsidiary ARKO Petroleum Corp. (Nasdaq: APC), which is the primary operating entity for the wholesale, fleet fueling, and GPMP segments. To learn more about GPM stores, visit: www.gpminvestments.com. To learn more about ARKO, visit: www.arkocorp.com. To learn more about APC, visit: www.arkopetroleum.com.

Forward-Looking Statements

This document includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, the Company’s expected financial and operational results and the related assumptions underlying its expected results. These forward-looking statements are distinguished by use of words such as “accretive,” “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “guidance,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things, changes in economic, business and market conditions; the Company’s ability to maintain the listing of its common stock on the Nasdaq Stock Market; changes in its strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans; expansion plans and opportunities; changes in the markets in which the Company competes; changes in applicable laws or regulations, including those relating to environmental matters; market conditions and global and economic factors beyond its control; the success of the Company’s transformation plan, including the dealerization of retail stores; the impact of APC operating as a public company; and the outcome of any known or unknown litigation and regulatory proceedings. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.

Use of Non-GAAP Measures

The Company discloses certain measures on a “same store basis,” which is a non-GAAP measure. Information disclosed on a “same store basis” excludes the results of any store that is not a “same store” for the applicable period. A store is considered a same store beginning in the first quarter in which the store had a full quarter of activity in the prior year. The Company believes that this information is useful for its investors, securities analysts, and other interested parties by providing greater comparability regarding its ongoing operating performance. Neither this measure nor those described below should be considered an alternative to measurements presented in accordance with generally accepted accounting principles in the United States (“GAAP”).

The Company discloses certain measures on a “comparable wholesale sites” basis, which is a non-GAAP measure. Information disclosed on a “comparable wholesale sites” basis excludes wholesale sites added through retail stores converted to dealer locations until the first quarter in which these sites had a full quarter of wholesale activity in the prior year. The Company believes that this information is useful for its investors, securities analysts, and other interested parties by providing greater comparability regarding its ongoing operating performance.

The Company defines EBITDA as net income (loss) including net income attributable to non-controlling interests before net interest expense, income taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA by excluding the gain or loss on disposal of assets, impairment charges, acquisition and divestiture costs, share-based compensation expense, other non-cash items, certain litigation expenses, and other unusual or non-recurring charges. Both EBITDA and Adjusted EBITDA are non-GAAP financial measures.

The Company uses EBITDA and Adjusted EBITDA for operational and financial decision-making and believe these measures are useful in evaluating its performance because they eliminate certain items that it does not consider indicators of its operating performance. EBITDA and Adjusted EBITDA are also used by many of its investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. The Company believes that the presentation of EBITDA and Adjusted EBITDA provides useful information to investors by allowing an understanding of key measures that it uses internally for operational decision-making, budgeting, evaluating acquisition targets, and assessing its operating performance.

EBITDA and Adjusted EBITDA should not be considered as alternatives to any financial measure presented in accordance with GAAP, including net income (loss). These non-GAAP measures have limitations as analytical tools and should not be considered in isolation, or as substitutes for the analysis of its results as reported under GAAP. The Company strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.

Because non-GAAP financial measures are not standardized, same store measures, comparable wholesale sites, EBITDA and Adjusted EBITDA, as defined by the Company, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare the Company’s use of these non-GAAP financial measures with those used by other companies.

Company Contact

Jordan Mann
ARKO Corp.
[email protected]

Investor Contact

Sean Mansouri, CFA
Elevate IR
(720) 330-2829
[email protected]

	Condensed Consolidated Statements of Operations
	(Unaudited)
	For the Three Months Ended March 31,
	2026				2025
	(in thousands, except per share amounts)
Revenues:
Fuel revenue	$	1,434,658			$	1,447,484
Merchandise revenue		305,410				354,485
Other revenues, net		31,798				27,504
Total revenues		1,771,866				1,829,473
Operating expenses:
Fuel costs		1,300,770				1,325,624
Merchandise costs		201,900				236,915
Site operating expenses		182,747				199,981
General and administrative expenses		39,998				41,613
Depreciation and amortization		32,371				34,887
Total operating expenses		1,757,786				1,839,020
Other expenses, net		4,043				2,217
Operating income (loss)		10,037				(11,764	)
Interest and other financial income		2,567				9,475
Interest and other financial expenses		(20,712	)			(23,326	)
Loss before income taxes		(8,108	)			(25,615	)
Income tax benefit		2,496				12,922
Income from equity investment		19				21
Net loss		(5,593	)			(12,672	)
Less: Net income attributable to non-controlling interests		1,048				—
Net loss attributable to ARKO Corp.	$	(6,641	)		$	(12,672	)
Series A redeemable preferred stock dividends		(1,418	)			(1,418	)
Net loss attributable to common shareholders	$	(8,059	)		$	(14,090	)
Net loss per share attributable to common shareholders – basic and diluted	$	(0.07	)		$	(0.12	)
Weighted average shares outstanding:
Basic and diluted		111,324				115,883

	Condensed Consolidated Balance Sheets
	(Unaudited)
	March 31, 2026				December 31, 2025
	(in thousands)
Assets
Current assets:
Cash and cash equivalents	$	272,115			$	305,004
Restricted cash		17,029				18,710
Short-term investments		7,212				6,465
Trade receivables, net		160,336				87,331
Inventory		206,335				190,707
Other current assets		106,649				109,520
Total current assets		769,676				717,737
Non-current assets:
Property and equipment, net		750,615				739,570
Right-of-use assets under operating leases		1,328,394				1,340,450
Right-of-use assets under financing leases, net		135,289				144,601
Goodwill		299,973				299,973
Intangible assets, net		154,596				160,136
Equity investment		3,136				3,117
Deferred tax asset		68,101				62,625
Other non-current assets		68,984				66,603
Total assets	$	3,578,764			$	3,534,812
Liabilities
Current liabilities:
Long-term debt, current portion	$	13,398			$	36,676
Accounts payable		202,266				156,616
Other current liabilities		173,317				148,340
Operating leases, current portion		79,783				78,162
Financing leases, current portion		6,310				13,239
Total current liabilities		475,074				433,033
Non-current liabilities:
Long-term debt, net		691,048				875,469
Asset retirement obligation		89,742				89,304
Operating leases		1,364,430				1,374,101
Financing leases		198,099				199,691
Other non-current liabilities		200,312				195,975
Total liabilities		3,018,705				3,167,573
Series A redeemable preferred stock		100,000				100,000
Shareholders’ equity:
Common stock		11				11
Treasury stock		(138,584	)			(134,293	)
Additional paid-in capital		435,736				291,853
Accumulated other comprehensive income		9,119				9,119
Retained earnings		89,124				100,549
Total shareholders’ equity		395,406				267,239
Non-controlling interest		64,653				—
Total equity		460,059				267,239
Total liabilities, redeemable preferred stock and equity	$	3,578,764			$	3,534,812

	Condensed Consolidated Statements of Cash Flows
	(Unaudited)
	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Cash flows from operating activities:
Net loss	$	(5,593	)		$	(12,672	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		32,371				34,887
Deferred income taxes		(5,476	)			(15,386	)
Loss on disposal of assets and impairment charges		2,073				1,528
Foreign currency (gain) loss		(6	)			16
Amortization of deferred financing costs and debt discount		909				664
Amortization of deferred income		(5,826	)			(4,990	)
Accretion of asset retirement obligation		595				608
Non-cash rent		2,380				3,307
Charges to allowance for credit losses		282				217
Income from equity investment		(19	)			(21	)
Share-based compensation		3,981				3,336
Fair value adjustment of financial assets and liabilities		282				(7,059	)
Other operating activities, net		—				20
Changes in assets and liabilities:
Increase in trade receivables		(73,287	)			(14,431	)
(Increase) decrease in inventory		(15,628	)			10,575
Decrease in other assets		2,178				5,325
Increase in accounts payable		44,401				6,694
Increase in other current liabilities		25,091				17,370
Decrease in asset retirement obligation		(246	)			(317	)
Increase in non-current liabilities		10,208				13,731
Net cash provided by operating activities		18,670				43,402
Cash flows from investing activities:
Purchase of property and equipment		(30,279	)			(27,392	)
Proceeds from sale of property and equipment		925				473
Loans to equity investment, net		—				15
Net cash used in investing activities		(29,354	)			(26,904	)
Cash flows from financing activities:
Receipt of long-term debt, net		689				—
Repayment of long-term debt		(214,451	)			(5,690	)
Principal payments on financing leases		(8,381	)			(1,380	)
Issuance of shares in APC IPO, net of underwriting discounts and commissions		210,426				—
Payment of APC IPO costs		(3,105	)			—
Common stock repurchased		(4,291	)			(7,382	)
Dividends paid on common stock		(3,366	)			(3,495	)
Dividends paid on redeemable preferred stock		(1,418	)			(1,418	)
Net cash used in financing activities		(23,897	)			(19,365	)
Net decrease in cash and cash equivalents and restricted cash		(34,581	)			(2,867	)
Effect of exchange rate on cash and cash equivalents and restricted cash		11				(4	)
Cash and cash equivalents and restricted cash, beginning of period		323,714				292,408
Cash and cash equivalents and restricted cash, end of period	$	289,144			$	289,537

Supplemental Disclosure of Non-GAAP Financial Information

		Reconciliation of Net Loss to EBITDA and Adjusted EBITDA
		For the Three Months Ended March 31,
		2026				2025
		(in thousands)
Net loss, including net income attributable to non-controlling interests		$	(5,593	)		$	(12,672	)
Interest and other financing expenses, net			18,145				13,851
Income tax benefit			(2,496	)			(12,922	)
Depreciation and amortization			32,371				34,887
EBITDA			42,427				23,144
Acquisition and divestiture costs (a)			1,998				1,150
APC IPO Costs (b)			363				—
Loss on disposal of assets and impairment charges (c)			2,073				1,528
Share-based compensation expense (d)			3,981				3,336
Income from equity investment (e)			(19	)			(21	)
Adjustment to contingent consideration (f)			—				(66	)
Expenses related to wage and hour claim settlement (g)			—				2,023
Other (h)			104				(239	)
Adjusted EBITDA		$	50,927			$	30,855
Additional information
Non-cash rent expense (i)		$	2,380			$	3,307
(a) Eliminates costs incurred that are directly attributable to business acquisitions and divestitures (including conversion of retail stores to dealer locations) and salaries of employees whose primary job function is to execute the Company’s acquisition and divestiture strategy and facilitate integration of acquired operations.
(b) Eliminates one-time costs incurred related to the APC IPO, which closed on February 13, 2026.
(c) Eliminates the non-cash loss from the sale or disposal of property and equipment, the loss recognized upon the sale of related leased assets, and impairment charges on property and equipment and right-of-use assets related to closed and non-performing sites.
(d) Eliminates non-cash share-based compensation expense related to the equity incentive program in place to incentivize, retain, and motivate the Company’s employees and members of the Board.
(e) Eliminates the Company’s share of income attributable to its unconsolidated equity investment.
(f) Eliminates fair value adjustments primarily related to the contingent consideration owed to the seller for the 2020 Empire acquisition.
(g) Eliminates non-recurring expenses accrued in net loss related to a wage and hour collective action settlement.
(h) Eliminates other unusual or non-recurring items that the Company does not consider to be meaningful in assessing operating performance.
(i) Non-cash rent expense reflects the extent to which GAAP rent expense recognized exceeded (or was less than) cash rent payments. GAAP rent expense varies depending on the terms of the Company’s lease portfolio. For newer leases, rent expense recognized typically exceeds cash rent payments, whereas, for more mature leases, rent expense recognized is typically less than cash rent payments.

Supplemental Disclosures of Segment Information

Retail Segment

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Revenues:
Fuel revenue	$	627,060			$	690,686
Merchandise revenue		305,410				354,485
Other revenues, net		12,696				14,547
Total revenues		945,166				1,059,718
Operating expenses:
Fuel costs1		533,794				605,413
Merchandise costs		201,900				236,915
Site operating expenses		155,873				177,239
Total operating expenses		891,567				1,019,567
Operating income	$	53,599			$	40,151
1Excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

Wholesale Segment

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Revenues:
Fuel revenue	$	673,855			$	630,060
Other revenues, net		16,530				10,352
Other revenues, net – inter-segment		524				—
Total revenues		690,909				640,412
Operating expenses:
Fuel costs1		650,964				610,013
Site operating expenses		16,933				11,769
Total operating expenses		667,897				621,782
Operating income	$	23,012			$	18,630
1Excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

Fleet Fueling Segment

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Revenues:
Fuel revenue	$	127,299			$	118,406
Other revenues, net		2,241				2,118
Total revenues		129,540				120,524
Operating expenses:
Fuel costs1		110,554				103,104
Site operating expenses		7,031				6,428
Total operating expenses		117,585				109,532
Operating income	$	11,955			$	10,992
1Excludes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

GPMP Segment

	For the Three Months Ended March 31,
	2026				2025
	(in thousands)
Revenues:
Fuel revenue – inter-segment1	$	1,236,968			$	1,166,503
Fuel revenue – external customers		—				496
Other revenues, net		171				155
Other revenues, net – inter-segment1		1,481				2,713
Total revenues		1,238,620				1,169,867
Operating expenses:
Fuel costs		1,210,682				1,145,273
General and administrative expenses		510				828
Depreciation and amortization		1,812				1,840
Total operating expenses		1,213,004				1,147,941
Operating income	$	25,616			$	21,926
1Includes the fixed margin or fixed fee paid to the GPMP segment for the cost of fuel.

VONORE, Tenn., May 07, 2026 (GLOBE NEWSWIRE) — MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) today announced financial results for its fiscal 2026 third quarter ended March 29, 2026.

The overview, commentary, and results provided herein relate to our continuing operations, which consists of our MasterCraft and Pontoon segments.

Overview:

• Continued expectation to complete the combination with Marine Products Corporation (“Marine Products”) shortly after our special meeting of shareholders scheduled on May 12, 2026, subject to customary closing conditions
• Net sales for the third quarter were $78.2 million, up $2.2 million, or 3.0%, from the comparable prior-year period
• Dealer pipeline discipline remains strong, with stabilized dealer pipelines, supported by aligned production plans and a flexible, demand-driven wholesale approach
• Loss from continuing operations in the third quarter was ($0.7) million, or ($0.04) per diluted share, down from prior-year income of $3.8 million, or $0.23 per diluted share, primarily due to one-time transaction costs related to the pending Marine Products combination
• Adjusted Net Income, a non-GAAP measure, was $7.2 million, or $0.45 per diluted share, up from $5.0 million, or $0.30 per diluted share, in the prior-year period
• Adjusted EBITDA, a non-GAAP measure, was $10.7 million, up $3.2 million from the comparable prior-year period
• Ended the third quarter with cash and investments of $84.6 million

Brad Nelson, Chief Executive Officer, commented, “We delivered results that outperformed our expectations during the third quarter, driven by disciplined execution across our business and continued new product momentum. In a market that’s evolving week to week, we’ve remained focused on our core strengths—delivering operational efficiencies, aligning production with demand, and differentiated innovation that resonates with customers and dealers.”

Nelson continued, “Within MasterCraft, premium product momentum continues to build across the lineup. Last month, we announced the reintroduction of the X23, marking the return of a historic name in our portfolio and completing the next-generation X-series.”

Third Quarter Results

For the third quarter of fiscal 2026, MasterCraft Boat Holdings, Inc. reported consolidated net sales of $78.2 million, up $2.2 million from the third quarter of fiscal 2025. The increase in net sales was primarily due to favorable model mix and options sales, increased prices, and decreased dealer incentives, partially offset by lower unit volumes.

Gross margin percentage increased 420 basis points during the third quarter of fiscal 2026, compared to the prior-year period. Higher margins were primarily the result of increased net sales, as discussed above, combined with effective cost controls.

Operating expenses increased $9.2 million for the third quarter of fiscal 2026, compared to the prior-year period, due to business development and consulting costs related to the combination with Marine Products, increased selling and marketing costs, and consulting costs related to the implementation of our enterprise resource planning system (“ERP implementation costs”).

Loss from continuing operations was ($0.7) million for the third quarter of fiscal 2026, compared to income from continuing operations of $3.8 million in the prior-year period. Diluted loss from continuing operations per share was ($0.04), compared to diluted income from continuing operations per share of $0.23 for the third quarter of fiscal 2025.

Adjusted Net income was $7.2 million for the third quarter of fiscal 2026, or $0.45 per diluted share, compared to $5.0 million, or $0.30 per diluted share, in the prior-year period.

Adjusted EBITDA was $10.7 million for the third quarter of fiscal 2026, compared to $7.5 million in the prior-year period. Adjusted EBITDA margin was 13.7% for the third quarter, up from 9.9% for the prior-year period.

See “Non-GAAP Measures” below for a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income, Adjusted Net Income per share, and Free Cash Flow, which we refer to collectively as the “Non-GAAP Measures”, to the most directly comparable financial measures presented in accordance with GAAP.

Combination with Marine Products Corporation

On February 5, 2026, we announced that we have entered into a definitive agreement under which we will merge with Marine Products, a leading manufacturer of recreation and sport fishing powerboats, in a cash and stock transaction. Our special meeting of shareholders is scheduled for May 12, 2026, and we expect to close shortly thereafter, subject to customary closing conditions.

Outlook

Concluded Nelson, “Looking ahead, we remain confident and credible in our ability to navigate the current macroeconomic environment by remaining disciplined, agile, and focusing on our strengths. With a strong balance sheet, a variable operating model, and a premium product portfolio that continues to resonate, we believe we’re well positioned as we move through the remainder of fiscal 2026 and into the next cycle.”

The Company’s outlook is as follows:

• For full year fiscal 2026, we now expect consolidated net sales to be $312 million, with Adjusted EBITDA of $40 million, and Adjusted Earnings per share of $1.65. We now expect capital expenditures to be approximately $8 million for the year.

The outlook provided does not include the pending combination with Marine Products.

Conference Call and Webcast Information

MasterCraft Boat Holdings, Inc. will host a live conference call and webcast to discuss fiscal third quarter 2026 results today, May 7, 2026, at 8:30 a.m. ET. Participants may access the conference call live via webcast on the investor section of the Company’s website, Investors.MasterCraft.com, by clicking on the webcast icon. To participate via telephone, please register in advance at this link. Upon registration, all telephone participants will receive a confirmation email detailing how to join the conference call, including the dial-in number along with a unique passcode and registrant ID that can be used to access the call. A replay of the conference call and webcast will be archived on the Company’s website.

About MasterCraft Boat Holdings, Inc.

Headquartered in Vonore, Tenn., MasterCraft Boat Holdings, Inc. (NASDAQ: MCFT) is a leading innovator, designer, manufacturer and marketer of recreational powerboats through its three brands, MasterCraft, Crest, and Balise. For more information about MasterCraft Boat Holdings, and its three brands, visit: Investors.MasterCraft.com, www.MasterCraft.com, www.CrestPontoonBoats.com, and www.BalisePontoonBoats.com.

Forward-Looking Statements

This press release includes forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995). Forward-looking statements can often be identified by such words and phrases as “believes,” “anticipates,” “expects,” “intends,” “estimates,” “may,” “will,” “should,” “continue” and similar expressions, comparable terminology or the negative thereof, and include statements in this press release concerning economic uncertainty, the resilience of our business model, our intention to drive value, and our financial outlook.

Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: changes in interest rates, general economic conditions, changes in trade priorities, policies and regulations, including increases or changes in duties, current and potentially new tariffs and quotas and other similar measures, as well potential direct and indirect impact of reciprocal tariffs and other actions and uncertainty with respect to potential recovery of tariffs paid that have been determined unlawful, demand for our products, persistent inflationary pressures, changes in consumer preferences, competition within our industry, our ability to maintain a reliable network of dealers, including new dealers in international locations, our ability to cooperate with our strategic partners, elevated inventories resulting in increased costs for dealers, our ability to manage our manufacturing levels and our fixed cost base, the successful introduction of our new products, geopolitical conflicts and other political developments, financial institution disruptions, our ability to consummate the pending combination with Marine Products on the proposed terms or on the proposed timeline, or at all, including risks and uncertainties related to securing the necessary regulatory and stockholder approvals and the satisfaction of other closing conditions; the occurrence of any event, change or other circumstance that could give rise to the termination of the definitive agreement relating to the transaction with Marine Products, effects relating to the pending combination with Marine Products, including on the market price of our common stock and our relationships with customers, employees, dealers and suppliers, and the risk of potential stockholder litigation associated with the pending combination with Marine Products. These and other important factors discussed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, filed with the Securities and Exchange Commission (the “SEC”) on August 27, 2025, could cause actual results to differ materially from those indicated by the forward-looking statements. The discussion of these risks is specifically incorporated by reference into this press release.

Any such forward-looking statements represent management’s estimates as of the date of this press release. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release. We undertake no obligation (and we expressly disclaim any obligation) to update or supplement any forward-looking statements that may become untrue or cause our views to change, whether because of new information, future events, changes in assumptions or otherwise. Comparison of results for current and prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

Use of Non-GAAP Financial Measures

To supplement the Company’s consolidated financial statements prepared in accordance with United States generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures in this release. Reconciliations of the Non-GAAP measures used in this release to the most comparable GAAP measures for the respective periods can be found in tables immediately following the consolidated statements of operations. The Non-GAAP Measures have limitations as analytical tools and should not be considered in isolation or as a substitute for the Company’s financial results prepared in accordance with GAAP.

Results of Operations for the Three and Nine Months Ended March 29, 2026 MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in thousands, except per share data)
		Three Months Ended								Nine Months Ended
		March 29,				March 30,				March 29,				March 30,
		2026				2025				2026				2025
Net sales		$	78,206			$	75,960			$	218,967			$	204,687
Cost of sales			58,664				60,195				168,502				166,232
Gross profit			19,542				15,765				50,465				38,455
Operating expenses:
Selling and marketing			3,360				2,845				9,649				8,543
General and administrative			17,030				8,356				34,267				23,258
Amortization of other intangible assets			450				450				1,350				1,350
Total operating expenses			20,840				11,651				45,266				33,151
Operating income (loss)			(1,298	)			4,114				5,199				5,304
Other income (expense):
Interest expense			(58	)			—				(146	)			(1,169	)
Interest income			760				760				2,257				2,649
Loss on extinguishment of debt			(71	)			—				(71	)			—
Income (loss) before income tax expense			(667	)			4,874				7,239				6,784
Income tax expense			49				1,053				1,811				1,521
Income (loss) from continuing operations			(716	)			3,821				5,428				5,263
Loss from discontinued operations, net of tax			(26	)			(78	)			(7	)			(3,917	)
Net income (loss)		$	(742	)		$	3,743			$	5,421			$	1,346
Income (loss) per share
Basic
Continuing operations		$	(0.04	)		$	0.23			$	0.34			$	0.32
Discontinued operations			(0.01	)			—				—				(0.24	)
Net income (loss)		$	(0.05	)		$	0.23			$	0.34			$	0.08
Diluted
Continuing operations		$	(0.04	)		$	0.23			$	0.33			$	0.32
Discontinued operations			(0.01	)			—				—				(0.24	)
Net income (loss)		$	(0.05	)		$	0.23			$	0.33			$	0.08
Weighted average shares used for computation of:
Basic earnings per share			16,136,132				16,414,340				16,147,425				16,471,352
Diluted earnings per share			16,136,132				16,540,345				16,263,844				16,554,235

MASTERCRAFT BOAT HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except per share data)
		March 29,				June 30,
		2026				2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents		$	75,403			$	28,926
Short-term investments			9,220				50,518
Accounts receivable, net of allowances of $254 and $156, respectively			11,230				4,086
Income tax receivable			1,740				208
Inventories, net			34,769				30,469
Prepaid expenses and other current assets			9,484				7,006
Total current assets			141,846				121,213
Property, plant and equipment, net			53,517				53,576
Goodwill			28,493				28,493
Other intangible assets, net			30,500				31,850
Deferred income taxes			17,569				18,914
Other long-term assets			5,927				5,902
Total assets		$	277,852			$	259,948
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable		$	21,895			$	8,255
Income tax payable			1,773				1,773
Accrued expenses and other current liabilities			53,884				55,182
Total current liabilities			77,552				65,210
Unrecognized tax positions			9,346				9,067
Other long-term liabilities			1,702				2,085
Total liabilities			88,600				76,362
COMMITMENTS AND CONTINGENCIES
EQUITY:
Common stock, $.01 par value per share — authorized, 100,000,000 shares; issued and outstanding, 16,279,890 shares at March 29, 2026 and 16,406,788 shares at June 30, 2025			163				164
Additional paid-in capital			52,805				52,559
Retained earnings			136,084				130,663
MasterCraft Boat Holdings, Inc. equity			189,052				183,386
Noncontrolling interest			200				200
Total equity			189,252				183,586
Total liabilities and equity		$	277,852			$	259,948

Supplemental Operating Data

The following table presents certain supplemental operating data for the periods indicated:

		Three Months Ended													Nine Months Ended
		March 29,				March 30,									March 29,				March 30,
		2026				2025				Change					2026				2025				Change
		(Dollars in thousands)
Unit sales volume:
MasterCraft			409				422				(3.1	)	%			1,195				1,196				(0.1	)	%
Pontoon			162				197				(17.8	)	%			524				527				(0.6	)	%
Consolidated			571				619				(7.8	)	%			1,719				1,723				(0.2	)	%
Net sales:
MasterCraft		$	66,764			$	64,227				4.0		%		$	186,647			$	174,857				6.7		%
Pontoon			11,442				11,733				(2.5	)	%			32,320				29,830				8.3		%
Consolidated		$	78,206			$	75,960				3.0		%		$	218,967			$	204,687				7.0		%
Net sales per unit:
MasterCraft		$	163			$	152				7.2		%		$	156			$	146				6.8		%
Pontoon			71				60				18.3		%			62				57				8.8		%
Consolidated			137				123				11.4		%			127				119				6.7		%
Gross margin			25.0	%			20.8	%		420 bps						23.0	%			18.8	%		420 bps

Non-GAAP Measures

EBITDA, Adjusted EBITDA, EBITDA margin, and Adjusted EBITDA margin

We define EBITDA as income (loss) from continuing operations, before interest, income taxes, depreciation and amortization. We define Adjusted EBITDA as EBITDA further adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations. For the periods presented herein, the adjustments include share-based compensation, senior leadership transition and organizational realignment costs, ERP implementation costs, and business development and consulting costs. We define EBITDA margin and Adjusted EBITDA margin as EBITDA and Adjusted EBITDA, respectively, each expressed as a percentage of Net sales.

Adjusted Net Income and Adjusted Net Income per share

We define Adjusted Net Income as income (loss) from continuing operations, adjusted to eliminate certain non-cash charges or other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. We define Adjusted Net Income per share as Adjusted Net Income divided by the weighted-average basic and diluted shares outstanding. For the periods presented herein, these adjustments include other intangible asset amortization, share-based compensation, senior leadership transition and organizational realignment costs, ERP implementation costs, and business development and consulting costs.

Free Cash Flow

We define Free Cash Flow from continuing operations as net cash flows from operating activities less purchases of property, plant, and equipment.

The Non-GAAP Measures are not measures of net income (loss), operating income (loss), or net cash flows as determined under GAAP. The Non-GAAP Measures are not measures of performance in accordance with GAAP and should not be considered as an alternative to net income (loss), net income (loss) per share, or net operating cash flows determined in accordance with GAAP. Additionally, Adjusted EBITDA is not intended to be a measure of cash flows. We believe that the inclusion of the Non-GAAP Measures is appropriate to provide additional information to investors because securities analysts and investors use the Non-GAAP Measures to assess our operating performance across periods on a consistent basis and to evaluate the relative risk of an investment in our securities. We use Adjusted Net Income and Adjusted Net Income per share to facilitate a comparison of our operating performance on a consistent basis from period to period that, when viewed in combination with our results prepared in accordance with GAAP, provides a more complete understanding of factors and trends affecting our business than does GAAP measures alone. We believe Adjusted Net Income and Adjusted Net Income per share assists our board of directors, management, investors, and other users of the financial statements in comparing our net income (loss) on a consistent basis from period to period because it removes certain non-cash items and other items that we do not consider to be indicative of our core and/or ongoing operations and reflecting income tax expense on adjusted net income before income taxes at our estimated annual effective tax rate. The Non-GAAP Measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

• Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future and the Non-GAAP Measures do not reflect any cash requirements for such replacements;
• Certain Non-GAAP Measures do not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;
• Certain Non-GAAP Measures do not reflect changes in, or cash requirements for, our working capital needs;
• Certain Non-GAAP Measures do not reflect our tax expense or any cash requirements to pay income taxes;
• Certain Non-GAAP Measures do not reflect interest expense, or the cash requirements necessary to service interest payments on our indebtedness; and
• Certain Non-GAAP Measures do not reflect the impact of earnings or charges resulting from matters we do not consider to be indicative of our core and/or ongoing operations, but may nonetheless have a material impact on our results of operations.

In addition, because not all companies use identical calculations, our presentation of the Non-GAAP Measures may not be comparable to similarly titled measures of other companies, including companies in our industry.

We do not provide forward-looking guidance for certain financial measures on a GAAP basis because we are unable to predict certain items contained in the GAAP measures without unreasonable efforts. These items may include acquisition-related costs, litigation charges or settlements, impairment charges, and certain other unusual adjustments.

The following table presents a reconciliation of income (loss) from continuing operations as determined in accordance with GAAP to EBITDA and Adjusted EBITDA, and income (loss) from continuing operations margin to EBITDA margin and Adjusted EBITDA margin (each expressed as a percentage of net sales) for the periods indicated:

(Dollars in thousands)		Three Months Ended														Nine Months Ended
		March 29,				% of Net			March 30,				% of Net			March 29,				% of Net			March 30,				% of Net
		2026				sales			2025				sales			2026				sales			2025				sales
Income (loss) from continuing operations		$	(716	)		-0.9	%		$	3,821			5.0	%		$	5,428			2.5	%		$	5,263			2.6	%
Income tax expense			49							1,053							1,811							1,521
Interest expense			58							—							146							1,169
Interest income			(760	)						(760	)						(2,257	)						(2,649	)
Depreciation and amortization			2,482							2,569							6,960							7,024
EBITDA			1,113			1.4	%			6,683			8.8	%			12,088			5.5	%			12,328			6.0	%
Share-based compensation			894							805							2,688							2,080
Senior leadership transition and organizational realignment costs(a)			—							—							196							448
ERP implementation costs(b)			291							—							784							—
Business development and consulting costs(c)			8,425							—							9,394							—
Adjusted EBITDA		$	10,723			13.7	%		$	7,488			9.9	%		$	25,150			11.5	%		$	14,856			7.3	%

The following table sets forth a reconciliation of income (loss) from continuing operations as determined in accordance with GAAP to Adjusted Net Income for the periods indicated:

(Dollars in thousands, except per share data)	Three Months Ended								Nine Months Ended
	March 29,				March 30,				March 29,				March 30,
	2026				2025				2026				2025
Income (loss) from continuing operations	$	(716	)		$	3,821			$	5,428			$	5,263
Income tax expense		49				1,053				1,811				1,521
Amortization of acquisition intangibles		450				450				1,350				1,350
Share-based compensation		894				805				2,688				2,080
Senior leadership transition and organizational realignment costs(a)		—				—				196				448
ERP implementation costs(b)		291				—				784				—
Business development and consulting costs(c)		8,425				—				9,394				—
Adjusted Net Income before income taxes		9,393				6,129				21,651				10,662
Adjusted income tax expense(d)		2,160				1,103				4,980				1,919
Adjusted Net Income	$	7,233			$	5,026			$	16,671			$	8,743
Adjusted net income per common share
Basic	$	0.45			$	0.31			$	1.03			$	0.53
Diluted	$	0.45			$	0.30			$	1.03			$	0.53
Weighted average shares used for the computation of(e):
Basic Adjusted net income per share		16,136,132				16,414,340				16,147,425				16,471,352
Diluted Adjusted net income per share		16,136,132				16,540,345				16,263,844				16,554,235

The following table presents the reconciliation of income (loss) from continuing operations per diluted share to Adjusted Net Income per diluted share for the periods indicated:

	Three Months Ended								Nine Months Ended
	March 29,				March 30,				March 29,				March 30,
	2026				2025				2026				2025
Income (loss) from continuing operations per diluted share	$	(0.04	)		$	0.23			$	0.33			$	0.32
Impact of adjustments:
Income tax expense		—				0.06				0.11				0.09
Amortization of acquisition intangibles		0.03				0.03				0.08				0.08
Share-based compensation		0.06				0.05				0.17				0.13
Senior leadership transition and organizational realignment costs(a)		—				—				0.01				0.03
ERP implementation costs(b)		0.02				—				0.05				—
Business development and consulting costs(c)		0.52				—				0.58				—
Adjusted Net Income per diluted share before income taxes		0.59				0.37				1.33				0.65
Impact of adjusted income tax expense on net income per diluted share before income taxes(d)		(0.14	)			(0.07	)			(0.30	)			(0.12	)
Adjusted Net Income per diluted share	$	0.45			$	0.30			$	1.03			$	0.53

The following table presents the reconciliation of net cash flow by operating activities of continuing operations to Free Cash Flow for the periods presented:

		Nine Months Ended
		March 29,				March 30,
		2026				2025
Net cash used in operating activities of continuing operations		$	13,387			$	18,457
Less:
Purchases of property, plant and equipment			(5,746	)			(6,606	)
Free cash flow		$	7,641			$	11,851

(a)	Represents amounts paid for legal fees and recruiting costs associated with the CEO and CFO transitions, as well as non-recurring severance costs incurred as part of the Company’s strategic organizational realignment undertaken in connection with the transitions.
(b)	Represents consulting costs incurred in connection with the ERP system implementation.
(c)	Represents non-recurring third-party business development and consulting costs and debt extinguishment costs related to the Marine Products transaction.
(d)	For fiscal 2026 and 2025, income tax expense reflects an income tax rate of 23.0% and 20.0%, respectively.
(e)	Represents the Weighted Average Shares used for the computation of Basic and Diluted earnings (loss) per share as presented on the Consolidated Statements of Operations to calculate Adjusted Net Income per basic and diluted share for all periods presented herein.

Investor Contact:

MasterCraft Boat Holdings, Inc.
Alec Harmon
Senior Director of Strategy and Investor Relations
Email: [email protected]