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Item 1. Business

2026-03-04 compared with 2025-02-26 · 197 added, 232 removed, 217 unchanged (66% of the section changed)

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(“NVI”), and NVI’s subsidiaries.

We had one reportable segment as of December 28, 2024:

our Owned & Host segment.

Our Owned & Host segment includes our two owned brands, America’s Best Contacts and Eyeglasses (“America’s Best”) and Eyeglass World, as well as our Host brands, Vista Optical locations within select Fred Meyer stores and Vista Optical locations on select military bases.

We operate under one reportable segment, our Owned & Host segment, which includes our two owned brands, America’s Best Contacts and Eyeglasses (“America’s Best”) and Eyeglass World, as well as our Host brands, Vista Optical locations within select Fred Meyer stores and Vista Optical locations on select military bases.

“Segment Reporting” for more information.

We are one of the largest optical retailers in the United States (“U.S.”) and a leader in the attractive value segment of the U.S.

Our Strategy & Transformation

We are one of the largest optical retailers in the United States (“U.S.”) and a leader in the value segment of the U.S.

optical retail industry.

We believe that vision is central to quality of life and that people deserve to see their best to live their best, regardless of their budget.

Our mission is to make quality eye care and eyewear affordable and accessible to all Americans.

We achieve this by providing eye exams, eyeglasses and contact lenses to value-seeking consumers.

We deliver exceptional value and convenience to our customers, with attractive price points that provide value for a range of consumers.

We reach our customers through a diverse portfolio of 1,240 retail stores across four brands and multiple consumer websites as of December 28, 2024, our 2024 fiscal year end.

Our Business Model

Our history of profitable growth is founded on a commitment to providing exceptional value and convenience to customers.

Key characteristics of our model are described below:

• Broad-based and Differentiated Value Proposition .

We believe our success is primarily driven by our value-based offerings, convenient locations, broad assortment of branded and private label merchandise and the high levels of in-store service provided by our well-trained and passionate store associates and vision care professionals.

We believe our bundled offers, including two pairs of eyeglasses plus an eye exam for $89.95 at America’s Best and two-pairs of eyeglasses for $99 at Eyeglass World, are among the lowest price offerings of any national chain.

At the same time, we have found that our value proposition appeals to a broad group of value-seeking consumers and, as such, we have an opportunity to target consumers across a wide range of income demographics.

Our ability to utilize national advertising for America’s Best allows us to communicate this value proposition to a meaningfully greater number of current and potential customers.

We believe that our value proposition will continue to drive comparable store sales growth as we expand our target market, attract new customers and increase loyalty with existing customers.

• Recurring Revenue Characteristics .

Eye care purchases are predominantly a medical necessity and are therefore considered non-discretionary in nature.

While there are ranges of customer behaviors based on demographics and other factors, we estimate that our customers typically replace their eyeglasses every two to three years and their contact lenses every six to 12 months, reflecting the predictability of these recurring purchase behaviors.

This is further demonstrated by the customer mix of our mature stores, with existing customers representing 67% of total customers in 2024 and new customers representing the remaining 33% of total customers in 2024.

• Target Attractive Store Economics .

We believe that vision is central to quality of life and that people deserve to see their best to live their best.

Our mission is to help people by making quality eye care and eyewear more affordable and accessible.

We achieve this by providing eye exams, eyeglasses and contact lenses to consumers across the nation.

Our range of quality product offerings at multiple price points makes us an attractive destination for consumers of all income levels.

As of January 3, 2026, our 2025 fiscal year end, we reach our customers through a diverse portfolio of 1,250 retail stores across four brands, our associated omni-channel consumer websites, and our dedicated e-commerce consumer website, DiscountContacts.com.

Historically, our business model primarily targeted lower-income consumers with a go-to-market strategy focused on merchandise and messaging of the lowest price.

We evolved our operating model in light of the impact of Covid to address changing consumer and doctor preferences, including the introduction of cutting edge remote telehealth capabilities, which are now installed in over 800 of our locations.

We believe this differentiator greatly improves our ability to provide consistent access to patient care across our network of stores.

In fiscal 2024, we began implementing transformation initiatives designed to accelerate long-term growth and strengthen profitability, including new additions to our executive leadership team, continued expansion of exam capacity, and new traffic-driving initiatives.

In 2025, we embarked on the next phase of our transformation, focused on the rapid modernization of our business in the context of contemporary consumer needs and wants.

Our strategy is focused around creating a more joyful consumer experience with refreshed merchandising, updated marketing and brand assets, new in-store technologies to support the customer journey, and an updated pricing architecture, all of which allow us to better serve our existing customers and expand our target consumer demographics.

During 2025, as an embodiment of our transformation, we refreshed the National Vision and America’s Best brand identities.

We also introduced a new America’s Best brand promise, “Every Eye Deserves Better,” which better reflects our customer mix.

These consumer-facing strategies are paired with an increased focus on cost optimization and operating margin expansion, all of which are intended to drive the outcome of a stronger core business and improved operating results.

Our strategic framework is based on data-driven insights and analytics to inform our initiatives.

We believe that we have tremendous opportunity across four growth vectors where we are under-indexed versus the category:

• Target Customer Segments.

Focus on expanding with customers such as those who use managed vision care, progressive wearers, and Outside Rx customers

• Target Product Categories.

Enhancing our product offerings to meet customer demand in areas such as premium lens coatings, transitions, advanced materials, and more premium and luxury frames

• Enhanced Customer Experience.

Creating joyful in‑store experiences, personalizing shopping journeys, elevating clinical care, seamless doctor-to-retail handoffs, and implementing digital enhancements

• New Store Growth.

Expect to open approximately 30 to 35 new stores per year in near term, primarily comprised of America’s Best stores, while we invest in our strategic initiatives and expect to reaccelerate to approximately 60 per year beginning 2028, totaling approximately 240 new stores through 2030

We reach customers through a portfolio of brands, which consists of our leading brand, America’s Best, along with our emerging brands, which include Eyeglass World and our Host brands.

Across all of our brands we are modernizing our approach to enhance the customer and patient experience in ways we believe will increase customer retention and drive lifetime loyalty.

All of our brands leverage our highly efficient centralized laboratory network and distribution system, which helps us minimize production and distribution costs.

As one of the largest purchasers of eyeglass frames, eyeglass lenses and contact lenses in the U.S., we also benefit from centralized procurement efforts and purchasing economies of scale.

During fiscal 2025, we opened 33 new stores, and we plan to open approximately 30 to 35 new stores in fiscal 2026, primarily comprised of America’s Best stores.

Since 2006, we have opened over 1,100 stores in the aggregate, including 1,072 stores under our America’s Best and Eyeglass World retail brands.

Our store economics are based on low capital investment, steady ramping of sales in new locations, low operating costs and consistent sales volume and earnings growth in mature stores, which result in attractive returns on capital.

By consistently replicating the key characteristics of our store model, we have executed a formula-based approach to opening new stores and managing existing stores, which has historically delivered predictable store performance across vintages, diverse geographies, and new and existing markets.

Our new store model generally targets a store size between 2,500 to 4,500 square feet and an average new store cash investment of approximately $0.4 million to $0.6 million, in furniture, fixtures, leaseholds and equipment for new stores, net of tenant incentives.

Our new store model targets sales in the fifth year of operation in the range of $1.5 million to $1.7 million, with at least 55% of year five sales targeted in the first full year of operation.

Our new store model targets vary for America’s Best and Eyeglass World stores to reflect

differences by brand, markets and geography.

Our new store model targets vary for America’s Best and Eyeglass World stores to reflect differences by brand, markets and geography.

The majority of our owned stores have achieved profitability during the second year of operation and have paid back invested capital in three to five years.

During fiscal 2024, we undertook a comprehensive review of our store portfolio and announced plans to take action on 43 stores, including closing 39 stores by the end of fiscal 2026 and converting four Eyeglass World stores to America’s Best by the end of fiscal 2024.

At that time, we also announced plans to temporarily moderate new store openings in 2025 to 30-35 new stores, after which time we expect to return to our more recent store opening cadence as strategic initiatives begin to take hold.

We believe that the combination of these actions can be expected to provide us with increased flexibility to invest in existing operations and deploy capital to initiatives that will drive increased revenue and improved profitability, and allow us to increase investments in enhancing the overall patient and customer experience in our existing stores.

• Grow Our Store Base.

We believe that we continue to have significant whitespace opportunity for continued growth.

We have an established partnership with a third-party real estate data analytics firm to evaluate potential new America’s Best and Eyeglass World stores.

The analysis, as updated in early 2024, shows that our total whitespace opportunity is believed to be at least 2,500 stores, more than double the existing store count across our brands.

Our disciplined approach to new store openings, combined with our attractive store economics, has led to strong returns on investment and we believe that our decision to temporarily moderate the pace of new store openings will allow us to continue this trend over the long term.

The following chart depicts our store count over time:

Effective as of February 23, 2024, we completed the transition of 229 Walmart Vision Center stores in connection with the termination of our Walmart partnership.

The table above presents stores in operations across all retail brands at the end of each fiscal year, excluding Walmart Vision Center stores.

The following table provides an overview of our portfolio of brands (see “Our Host Brands” below for more information):

Overview of Our Brands and Omni-channel & E-commerce Platforms

Owned & Host Brands

Lowest Price Eyewear Value Superstore Shop-Within-A-Shop Commissary Store

Employed ODs Mostly Independent ODs Mostly Independent ODs Mostly Independent ODs

1,036 Stores 122 Stores 29 Stores 53 Stores

~1,400 SKUs ~1,400 SKUs ~600 SKUs ~800 SKUs

Centralized Lab Lab in Store / Centralized Lab Centralized Lab Centralized Lab

OMNI-CHANNEL & E-COMMERCE

Store count as of December 28, 2024.

SKU figures refer to eyeglass frame SKUs.

ODs are Doctors of Optometry.

We reach customers through a portfolio of brands described below.

All of our brands leverage our highly efficient centralized laboratory network and distribution system, which helps us minimize production and distribution costs.

As one of the largest purchasers of eyeglass frames, eyeglass lenses and contact lenses in the U.S., we also benefit from centralized procurement efforts and purchasing economies of scale.

Our America’s Best Brand.

America’s Best strives to be the value leader in virtually every market in which it operates.

Its signature offer of “two pairs of eyeglasses for $89.95, including a free eye exam,” is typically priced significantly lower than the competition and provides customers with a wide selection of frame choices at this entry point.

In America’s Best stores, vision care services are provided by optometrists employed either by us or by independent professional corporations or similar entities.

This model facilitates the brand’s bundled offer and its Eyecare Club programs, which offer two free eye exams per year for the duration of the membership plus a discount on contact lenses and eyeglasses.

By leveraging our efficient centralized laboratory network, America’s Best stores are able to minimize processing costs and drive significant economies of scale.

These stores typically stock eyeglass frame imports from low-cost overseas manufacturers, higher-margin private label brands and discounted well-known frame brands.

The America’s Best brand promise, “Every Eye Deserves Better,” launched in 2025 and signifies our commitment to attainable and accessible high-quality eye care and delivering outstanding customer experiences for our customers and patients.

America’s Best is committed to providing the best value in the markets in which it operates, starting with our customers and patients and determining personalized value based on their lifestyle needs.

In our 1,057 America’s Best stores, vision care services are provided by optometrists employed either by us or by independent professional corporations or similar entities.

By leveraging our efficient centralized laboratory network, America’s Best stores minimize processing costs and drive significant economies of scale.

America’s Best stores are primarily located in high-traffic strip centers next to other value-focused retailers.

Our Eyeglass World Brand.

Eyeglass World also offers a value price point for customers, with an opening offer of “two pairs of eyeglasses for $99.” This brand is positioned as an eyeglass superstore with a broad selection of designer brands and price points and offers a highly personalized level of service.

We source eyeglass frames for our Eyeglass World stores from leading designer brands, private label manufacturers and low-cost overseas manufacturers.

Eyeglass World locations offer eye exams, primarily from independent optometrists and optometrists employed by independent professional corporations or similar entities and have on-site laboratories that enable stores to quickly fulfill customer orders and make repairs on site.

Historically, this brand has been positioned as an eyeglass superstore with a broad selection of designer brands and price points and offers a highly personalized level of service.

In our 122 Eyeglass World locations offer eye exams provided by optometrists employed either by us or by independent professional corporations or similar entities, and have on-site laboratories that enable stores to quickly fulfill certain customer orders and make repairs on site.

Lens orders that are not completed in store are completed by our centralized laboratory network.

These stores are primarily located in freestanding or in-line locations near high-foot-traffic shopping centers.

Throughout fiscal 2025, we focused on strengthening Eyeglass World’s operational foundation, implementing new sales training and enhanced operations to improve the customer and patient experience.

In the second half of fiscal 2025, we

initiated a brand positioning review of Eyeglass World as part of its transformation and expect to refresh the brand later in fiscal 2026.

Our Host Brands.

We have two Host brands consisting of 53 Vista Optical locations on military bases and 29 Vista Optical locations within select Fred Meyer stores as of December 28, 2024.

Our Host brands compete within the value segment of the U.S.

optical retail industry.

We have two Host brands consisting of 53 Vista Optical locations on military bases and 18 Vista Optical locations within select Fred Meyer stores as of January 3, 2026.

These brands combine a broad selection of products and attentive customer service with the convenience of one-stop shopping.

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Our Omni-Channel and E-Commerce Platforms.

We offer our customers an engaging digital shopping experience through an established platform of omni-channel store websites, and our dedicated e-commerce consumer website,

DiscountContacts.com.

We offer our customers an engaging digital shopping experience through an established platform of omni-channel store websites, and our dedicated e-commerce consumer website, DiscountContacts.com.

Our omni-channel store websites augment our America’s Best, Eyeglass World and Vista Optical in military brands and provide a customer experience that extends across our in-store, mobile and e-commerce channels.

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Our omni-channel offerings work in concert with these brands to enhance the overall quality of the customer experience.

In the aggregate, sales from our omni-channel and e-commerce platforms, which include “buy-in-store and ship-to-home” transactions, represented approximately 7.3% and 10.1% of net revenue in fiscal year 2024 and 2023, respectively.

Our Industry 1

We operate in the U.S.

In fiscal 2026, we expect to move our e-commerce consumer websites to a new platform integrated with our new Customer Relationship Management (“CRM”) system to enable a more modern and seamless customer experience.

In the aggregate, sales from our omni-channel and e-commerce platforms, which include “buy-in-store and ship-to-home” transactions, represented approximately 7% of net revenue in each of fiscal year 2025 and 2024.

Our Industry and Competition

We operate in the highly fragmented and growing U.S.

optical retail industry, which is defined by The Vision Council to include the sale of exams, frames, lenses, contact lenses, plano sunglasses and readers.

According to The Vision Council, the size of the U.S.

optical retail industry is estimated to be $69.5 billion in 2025.

We believe the industry’s continued growth and its resilience to economic cycles is due in large part to the medical, non-discretionary and recurring nature of eye care purchases.

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The need for eyesight correction is diagnosed through eye tests and eye exams.

We anticipate that there are four key secular growth trends that will continue to contribute to the stability and growth of the U.S.

We anticipate that there are several key secular growth trends that will continue to contribute to the stability and growth of the U.S.

optical retail industry:

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use some form of vision correction, and there is a significant increase in the use of vision correction above age 45, with further increases above age 55.

population ages and life expectancy increases, the pool of potential customers and opportunities for repeat purchases in the optical retail industry are anticipated to rise.

Given that eyesight deteriorates progressively with age, aging of the U.S.

population should result in incremental sales of eyewear and related accessories.

• Consistent Replacement Cycle .

The repetitive and predictable nature of customer behavior results in a significant volume of recurring revenue for the optical retail industry.

The purchasing cycle of vision correction devices is closely tied to the frequency with which consumers obtain eye exams.

Most optometrists recommend annual eye exams as a preventive measure against serious eye conditions and to help patients identify changes in their vision correction needs.

According to the Vision Council, approximately 117 million eye exams were performed in the U.S.

population should result in incremental sales of eyecare and eye exams, and eyewear and related accessories.

• Managed Vision Care Adoption.

According to The Vision Council, approximately 70% of consumers reported having some sort of vision care coverage in 2025.

With our national scale and evolving product assortment, we believe we are well-positions to allow these customers to maximize the value of their benefit.

• Increased Usage of Computer and Mobile Screens .

Due to the proliferation of smartphones, laptops, tablets and other electronic devices, the U.S.

population has experienced a dramatic increase in the amount of time spent viewing electronic screens.

According to the most recent data reported by The Vision Council in 2022, about 90% of American adults reported using digital devices for more than three hours per day with approximately 80% reporting experiencing symptoms of digital eye strain.

This is anticipated to result in a larger percentage of the population suffering from screen-related vision problems, driving incremental sales of vision correction devices, such as traditional eyeglasses and contact lenses, as well as higher margin products designed specifically to counteract the effect of looking at screens for prolonged stretches of time.

population has experienced a dramatic increase in the amount of time spent viewing electronic screens, and according to the most recent data reported by The Vision Council in 2022, about 90% of American adults reported using digital devices for more than three hours per day with approximately 80% reporting experiencing symptoms of digital eye strain.

This is anticipated to result in an increase of vision correction needs.

• Consistent Replacement Cycle .

According to the most recent data reported by The Vision Council in 2025, glasses wearers purchase new glasses approximately every two years.

Approximately 80% of contacts wearers purchase contact lenses at least once per year.

An estimated 51 million people in the United States wear contact lenses that are typically disposable, replaced on a daily, weekly, or monthly basis, driving frequent repurchase.

• Growing Focus on Health and Wellness .

The optical retail industry is poised to continue to benefit from expansive trends underlying an increasing societal focus on health and wellness.

The optical retail industry is poised to continue to benefit from an increasing societal focus on health and wellness.

Consumers want personalized solutions that allow them to make informed decisions about their health.

Additionally, rising healthcare costs are driving a growing emphasis on preventative healthcare.

Eye exams can detect a host of

1 In recent years, The Vision Council has made multiple updates to its methodology for estimating the size of the optical retail industry including the use of new and updated sources for such data that had not been previously utilized for past industry estimates.

As such, more recent estimates may not be comparable to estimates that the Company had disclosed in previous annual reports on Form 10-K, which, prior to 2023, were formulated using the prior methodology.

The Company continues to evaluate the updated methodology and the new market estimate of a $68.3 billion optical retail industry in 2024, as compared to the $65.6 billion estimate in 2023.

physical ailments, such as hypertension or diabetes, and are one of the most inexpensive and effective forms of detection for many of these conditions.

As consumers continue to develop greater awareness of health and wellness issues, there is an opportunity for retailers that are able to offer personalized, inexpensive, health-oriented products and services that can increase quality of life and reduce an individual’s overall level of healthcare expenditures.

Furthermore, this increased focus on health means that people are living longer, which increases the overall demand for vision care and the frequency with which people visit their eye care practitioners for vision care products and services.

Eye exams can detect a host of physical ailments, such as hypertension or diabetes, and are one of the most inexpensive and effective forms of detection for many of these conditions.

• Momentum in Smart Eyewear.

The optical industry is experiencing increased consumer interest in smart eyewear, an emerging category that can integrate vision correction with features such as AI-enablement, hands-

free communication, and seamless integration with smartphones.

By appealing to tech‑savvy consumers, smart eyewear can draw new customers into optical retail while also increasing the average ticket size, as these products typically command higher prices than traditional frames and lenses.

The optical retail industry is highly competitive.

Competition is generally based upon brand name recognition, price, convenience, selection, service and product quality.

We operate within the value segment of the U.S.

optical retail industry, which emphasizes price and affordability.

We compete with independent optical retailers who comprise nearly half of the industry, mass merchants and warehouse club stores, specialty retail chains, and independent eye care practitioners and opticians.

In the broader optical retail industry, we also compete with large national retailers, both in physical retail locations and online.

We also compete with online sellers of contact lenses and eyewear.

The online sale of contact lenses has steadily increased in particular since the passage of the Fairness to Contact Lens Consumers Act.

See “Government Regulation” below for more detail.

We expect to continue to face competition in the future as companies increasingly employ emerging technologies in the optical retail industry, including, for example, online vision exams.

In our managed care business, we also compete with other managed care payors, several of which are vertically integrated, with substantial retail networks.

As a provider under managed care contracts, we may have access to new customers while better serving our existing customers who are covered by managed care by filing claims directly with the payor and collecting only the applicable co-pay amount from these customers.

Competition in our managed care business is based on many factors, including price and the density of the provider network.

We have, in the past, and may, in the future, experience heightened challenges to be admitted as a provider to these networks or to maintain our status in them.

Our Products and Services

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eyeglasses, contact lenses and eye exams.

Nonetheless, our diverse product portfolio encompasses many brand names and thousands of stock keeping units (“SKUs”).

Offerings include both brand name designers, like Ray-Ban, Coach and Calvin Klein, and private label options at attractive prices.

Our diverse frame product portfolio encompasses many brand names and thousands of stock keeping units (“SKUs”).

Our stores typically stock well-known frame brands, secondary frame brands, direct import and private label frames.

Offerings include both brand name designers, like Ray-Ban, Coach and Calvin Klein, and private label options at attractive prices for value-seeking consumers across income demographics.

Our brand-name frame offerings are manufactured by market leaders and we partner with several overseas factories to direct source our private label products.

We also offer a broad portfolio of lenses, including single vision and bifocal lenses, with a variety of treatments to enhance vision.

Through one-on-one consultative-selling, our sales associates have a number of opportunities to share information about value-added lenses, including thinner, higher-quality lenses and photochromatic options, which carry higher margins.

As a result, a significant number of America’s Best customers and Eyeglass World customers who purchase eyeglasses choose upgraded lenses and/or frames instead of each brand’s signature or opening offer.

In our America’s Best and Eyeglass World stores, we also offer accessories and contact lenses from all major contact lens manufacturers, including our own private label brands (Sofmed and Natural Eyes HydraWear, made by CooperVision).

During fiscal 2025, we began to enhance our product offering in areas where we are underdeveloped relative to the optical retail category.

We added frames at higher price points and enhanced our portfolio offering with premium products to meet consumer demand while remaining the destination for value.

We also introduced innovative products such as Ray-Ban Meta smart glasses.

We also offer a broad portfolio of lenses, including single vision, bifocal, and progressive lenses, with a variety of treatments to enhance vision.

We have opportunities to evolve our lens mix by increasing our focus on products and technologies such as advanced‑material lenses, premium lens options, specialized coatings, or photochromic lenses (e.g., Transitions).

While we offer these solutions today, we remain underpenetrated relative to the category, and elevating our execution and customer education can unlock meaningful growth.

Our sales associates play a key role in educating customers about higher‑quality, thinner, and other value‑added lens options that carry higher margins through one-on-one consultative-selling.

As a result, a significant number of America’s Best customers and Eyeglass World customers who purchase eyeglasses choose upgraded lenses and/or frames.

In our America’s Best and Eyeglass World stores, we also offer contact lenses from all major contact lens manufacturers, including our own private label brands (Sofmed and Natural Eyes HydraWear, made by CooperVision), along with a variety of eyewear accessories.

Collectively, our broad product offerings deliver consistent financial results and reduce our reliance on any individual product, style or trend.

Eye exam services are provided by optometrists employed by us, or by professional corporations or similar entities owned by eye care practitioners with whom we have contractual arrangements or by independent optometrists with whom we have contracted.

In addition, as part of our efforts to provide quality, accessible eye care, we have deployed a telehealth solution in certain locations that allows optometrists working remotely to provide eye exam services to patients.

Through this remote medicine platform, patients still visit our stores for eye care services, but instead of seeing the optometrists in person, the patients are connected with optometrists licensed in their state through video conferencing technology.

The optometrists work with trained optometric technicians and clinical assistants to collect preliminary data, and then the optometrists control the optometric equipment remotely to conduct the refractions and eye health examinations while communicating with the patients in real time via 2-way synchronous audio and visual connection.

As of December 28, 2024, this technology has been enabled in over 730 of our America’s Best locations.

The optometrists work with trained optometric technicians to collect preliminary data, and then the optometrists control the optometric equipment remotely to conduct the refractions and eye health examinations while communicating with the patients in real time via 2-way synchronous audio and visual connection.

As of January 3, 2026, this technology has been enabled in over 800 of our America’s Best locations.

We believe remote medicine not only helps provide quality, accessible eye care to more patients, but also helps address constraints in exam capacity from optometrist availability in store.

As part of the rollout, we have also invested in the transition to an electronic health record (“EHR”) platform in all America’s Best locations.

America’s Best offers its Eyecare Club programs primarily to its contact lens customers.

As of December 28, 2024, the Eyecare Club had approximately 1.4 million active members.

Eyecare Club members receive two free eye exams per year and 10% off all contact lenses and eyeglasses for the duration of the three-year membership, as well as other periodic benefits and discounts, for a one-time fixed payment.

Memberships can be purchased in stores or on our America’s Best website.

There is a high adoption rate of Eyecare Club membership by America’s Best customers who are not part of a managed care program and who visited an America’s Best store for a contact lens examination.

As part of the rollout, we have also invested in the transition to an electronic health record (“EHR”) platform in nearly all America’s Best locations.

Table of C ontents

The disposable nature of contact lenses means that customers must replenish their contacts frequently and, in order to refill their prescriptions, contact lens users must have a current prescription.

For a prescription to be current, customers generally need to have an eye exam every one or two years, depending on the state in which they reside.

America’s Best offers its Eyecare Club programs primarily to its contact lens customers.

As of January 3, 2026, the Eyecare Club had approximately 1.3 million active members.

Eyecare Club members receive two eye exams per year and 10% off all contact lenses and eyeglasses for the duration of the three-year membership, as well as other periodic benefits and discounts, for a one-time fixed payment.

The multiyear nature of these memberships, which customers pay in full at the time they join, facilitates repeat traffic to America’s Best stores for exams and contact lens purchases and builds customer loyalty.

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Our Customers

We believe that everyone deserves to see their best in order to live their best.

Our customers are savvy shoppers who define value in multiple ways but are unified by getting the products and care they need, at a great price without compromising what they want.

Purchasing decisions are based on value, quality of service, fashion, location and eye health, among other factors.

Based on a variety of third-party research studies, we have found that our customers typically prioritize value and convenience above other considerations.

Value encompasses a combination of eye health with quality products and services, all offered at a fair price.

Convenience encompasses multiple vectors:

retail locations near where our customers work and shop, with easy, convenient parking, (ii) store hours that fit their lifestyles, (iii) product selection that achieves aesthetic and/or fashion goals, (iv) availability of on-site eye exams and (v) acceptance of certain vision insurance benefits.

Increasingly, we are using consumer insights and data to drive our strategy and deliver an expanded view of our customer.

Historically, we have primarily targeted price-driven consumers, but data shows our customer base leans toward middle income and mirrors broad U.S.

demographics.

Our customers are pragmatic buyers, who appreciate value regardless of their income level;

style leaders, who want more premium products and may have their own prescription in hand;

and wellness shoppers with vision benefits, who are looking for great clinical experiences or may have more advanced eye care needs.

As we evolve to better attract and serve these customers who are already shopping with us, we believe we have significant runway for growth.

We are keenly focused on expanding our penetration within three key, high-value customer segments:

• Managed Care .

Managed Care customers use vision insurance benefits provided through a managed care plan to pay for their eye exam or eyewear purchase.

Our managed care business relates to vision care programs and associated benefits provided by stand-alone vision insurance entities, healthcare plans and government programs.

National Vision participates as a provider of both vision care and related vision product solutions, including eyeglasses and contact lenses, and primarily participates in private managed care programs.

While our managed care business has continued to grow, we are underpenetrated in the managed care market relative to the broader optical retail industry.

In 2025, our managed care business represented 42% of our revenues from continuing operations.

We believe we have a clear path to bring the percentage of revenues from managed care payors to 50%.

According to The Vision Council, approximately 70% of consumers reported having some sort of vision care coverage in 2025.

With our national scale and evolving product assortment, we believe we are well-positioned to win with this growing customer segment by allowing them to maximize the value of their vision insurance benefits.

• Outside Rx .

Outside Rx customers already have a prescription from another provider and come to one of our retail locations or omni-channel web sites to purchase eyeglasses or contact lenses.

We believe that we are well positioned to win with Outside Rx customers, including by tailoring marketing messaging to better reach these consumers and evolving adjusting selling techniques and product mix to better serve them in the store.

• Progressive Wearers .

Progressive Wearers are customers who rely on progressive, “no‑line” bifocal lenses, and represent a high‑value segment due to their need for more advanced, premium lens solutions.

Our Sales and Marketing

We developed our marketing strategy based on the in-depth knowledge we have of our customers.

Our brands are positioned to stand for low prices and great value, both of which resonate with our target consumers and leave a lasting impression that is distinct from the competition.

We developed our marketing and sales strategy based on the knowledge we have of our customers.

Our brands are positioned to stand for great value and great service, both of which resonate with our target consumers and leave a lasting impression that is distinct from the competition.

During fiscal 2025, we began a transformation of our sales strategy, which starts with our customers and patients and determines personalized value based on their lifestyle needs.

To accomplish this, we are investing in sales associate training to transform the selling approach from a more transactional approach focused on price to a more consultative approach designed to provide the best value.

We also continue to invest in digital tools, using technology to complement the selling experience wherever possible, to personalize the customer experience and showcase products and features.

In fiscal 2025, we launched a new customer experience platform to centrally manage all customer data, communications and analytics, which replaced our previous CRM system.

Our CRM system is used to collect customer demographic data.

With this information and the third-party data that we use to supplement the customer information, we enhance our customer relationships with communications based on their individual vision needs and interests to help improve existing customer retention.

We believe our new CRM system will allow us to build dynamic, omnichannel customer journeys based on individual behaviors and preferences in order to maximize customer engagement and increase customer retention through personalized experiences across our brands.

In fiscal 2026, we expect to move our e-commerce consumer websites to a new platform integrated with our new CRM system to enable a more modern and seamless customer experience.

We believe these investments, along with maintenance of our existing information technology capabilities, will provide the flexibility and capacity to accommodate our future growth plans.

In addition to our CRM system, digital advertising is a critical component of our media mix, as we believe both of these programs generate a high rate of return.

Potential customers gain awareness of our brands through paid and organic digital efforts via content, video and social media that lead them to our websites.

We believe that video is a key channel for connecting with our customers.

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We then develop and execute highly targeted local marketing campaigns within stores to create awareness of our service and product offerings.

Our Customer Relationship Management (“CRM”) system is used to collect customer demographic data.

In fiscal 2025, we expect to launch a new customer experience platform to centrally manage all customer data, communications and analytics, which would replace our previous CRM system.

We expect this new technology will allow us to build dynamic, omnichannel customer journeys based on individual behaviors and preferences in order to maximize customer engagement and increase customer retention through personalized experiences across our brands.

In addition to our CRM program, digital advertising is a critical component of our media mix, as we believe both of these programs generate a high rate of return.

Potential customers gain awareness of our brands through paid and organic digital efforts via content, video and social media that lead them to our websites.

Our business is moderately seasonal in nature.

Historically, our business has realized a higher portion of net revenue, operating income and cash flows from operations in the first half of the year, and a lower portion of net revenue, operating income and cash flows from operations in the fourth fiscal quarter.

The first half seasonality is attributable primarily to annual health insurance program start/reset periods and predictable consumer propensity to seek eye care and eyewear.

With respect to our fourth quarter results, compared to other retailers, our products and services are less likely to be included in consumers’ holiday spending budgets, therefore reducing spending on personal vision correction during the weeks preceding December 25th of each year.

Additionally, although the period between December 25th and the end of our fiscal year is typically a high-volume period, the net revenue associated with substantially all orders of prescription eyeglasses and contact lenses during that period is deferred until January based on generally accepted accounting principles of recognizing revenue only after the product has been accepted by the customer, further contributing to higher revenue results in the first half of the year.

Our quarterly results may also be affected by the timing of new store openings and store closings, the amount of sales contributed by new and existing stores, the timing of certain holidays, and the timing of weather-related store closures.

Furthermore, changes in consumer behavior in recent years have suggested a departure from the seasonal norms we have experienced in the past and may continue to disrupt the historical quarterly cadence of our results of operations for an unknown period of time.

Our Sourcing and Supplier Relationships

We focus on sourcing well-known frame brands, secondary frame brands, direct import and private label frames and private label contact lenses.

We purchase our frame merchandise from a wide variety of vendors, with a limited number of vendors supplying the majority of our eyeglass lenses and contact lenses.

We are a large customer for most of our suppliers and we strive to form meaningful, long-lasting and mutually beneficial relationships with our vendors.

We have long-term contracts with certain of our key suppliers, including Essilor and CooperVision.

Under our agreement with Essilor, Essilor has the sole and exclusive right to supply certain eyeglass lenses to us.

The current term of our agreement with Essilor runs through May 2026.

We have long-term contracts with certain of our key suppliers, including EssilorLuxottica and CooperVision.

Under our agreement with EssilorLuxottica, EssilorLuxottica has the sole and exclusive right to supply certain eyeglass lenses to us.

The current term of our agreement with EssilorLuxottica runs through May 2028.

We are collaborative in our vendor negotiations so as to develop a partnership with our vendors and, in time, a sense of loyalty to National Vision.

Each of our top 10 vendors has been with us for approximately 10 years, and several of these vendors have been with us since our inception in 1990.

We focus on sourcing low-cost products, including well-known frame brands, secondary frame brands, direct import and private label frames and private label contact lenses.

Our well-developed capability of direct-to-factory sourcing and importing of frames allows us to offer high-quality, low-priced frames while generating strong margins.

Our Optical Laboratories and Distribution Network

We use a highly efficient mix of four domestic, company-operated processing facilities and have an outsourcing relationship with an international, third-party facility.

We have state-of-the-art lens processing capabilities in our geographically diverse, company-operated production facilities in Lawrenceville, Georgia;

We use a highly efficient mix of four domestic, company-operated manufacturing facilities and have an outsourcing relationship with an international, third-party facility.

We have state-of-the-art lens processing capabilities in our geographically diverse, company-operated manufacturing facilities in Lawrenceville, Georgia;

Cloud, Minnesota;

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and Salt Lake City, Utah.

Our centralized optical laboratories handle all aspects of customizing eyeglass lenses, and have digital capabilities for grinding, coating and edging to customer prescription and eyeglass frame specifications.

We have developed a high-volume, low-cost lens processing model to provide approximately seven- to 10-day turnaround service through our domestic owned laboratories and our international partner laboratories.

Our centralized manufacturing facilities handle all aspects of customizing eyeglass lenses, and have digital capabilities for grinding, coating and edging to customer prescription and eyeglass frame specifications.

We have developed a high-volume, low-cost lens processing model to provide approximately seven- to 10-day turnaround service through our domestic owned facilities and our international partner facility.

This network was created through significant investment by us and is leveraged across our portfolio of brands to provide efficiency and scale.

We route eyeglass orders to both our owned and outsourced laboratories through an automated decision tree that incorporates information on (i) the nature of the job;

(ii) the technical capabilities of each laboratory;

(iii) the capacity of each laboratory;

(iv) the inventory at each laboratory;

and (v) the cost of that particular job at each laboratory.

We route eyeglass orders to both our owned and outsourced facilities through automated logic that optimizes for manufacturing timeline and cost.

This architecture is integrated with the point-of-sale system and enables us to minimize our processing costs, while ensuring on-time deliveries.

The processing system is designed such that the more eyeglasses we sell, the more efficient the laboratories become, creating significant cost savings over time.

In addition, our Eyeglass World stores are equipped with on-site laboratories, which typically process less complicated customer orders with same-day service.

All lens orders that are not processed or completed in store are processed or completed by our centralized laboratory network.

As of December 28, 2024, we have a 118,000 square foot distribution center in Lawrenceville, Georgia.

In addition, our Eyeglass World stores are equipped with on-site laboratories, which can process certain customer orders with same-day service.

All lens orders that are not processed or completed in store are processed or completed by our centralized manufacturing network.

We have a 118,000 square foot distribution center in Lawrenceville, Georgia.

We utilize third-party carriers to transport products from the distribution center to customers and store locations.

We have transitioned the contact lens fulfillment and distribution previously handled by AC Lens to a third-party vendor.

We are subleasing the warehouse in Columbus, Ohio that was previously used in our AC Lens operations.

Our Mission and Philanthropic Efforts

Our mission is to help people by making quality eye care and eyewear more affordable and accessible.

Our philanthropic culture instills a sense of purpose and engagement in our associates, from in-store team members to senior management.

Our associates feel pride in the positive work they are doing, which helps us to attract and retain both store associates and vision care professionals, thus improving the customer experience in our stores.

In addition, our mission has been essential to the recruitment and retention of our management team, whose extensive experience is a key component of our business success.

Our financial success has helped fuel our ever-growing philanthropic engine.

In the U.S., through our partnership with charitable organizations, we provide free vision screenings, eye exams and eyeglasses to young Americans and other underserved communities.

In addition, through multiple charitable partnerships with organizations such as VisionSpring, RestoringVision, the International Agency for the Prevention of Blindness and VOSH International, we both directly assist and indirectly help to improve the vision of millions of individuals globally.

We also work collaboratively with others in the industry to help a portion of the world’s population who live with uncorrected vision problems.

We utilize a third-party vendor for contact lens fulfillment and distribution.

Human Capital Management

As of December 28, 2024, we had 13,411 full-time and part-time associates, including 636 directly employed optometrists.

As of December 28, 2024, our network of optometrists included 2,393 optometrists, of which 636 were directly employed by us, 1,478 were employed by professional corporations or similar entities with which we contract, and 279 who sublease in our store locations.

As of January 3, 2026, we had 13,138 full-time and part-time associates, including 635 directly employed optometrists.

As of January 3, 2026, our network of optometrists included 2,367 optometrists, of which 635 were directly employed by us, 1,645 were employed by professional corporations or similar entities with which we contract, and 87 who sublease in our store locations.

Our network of optometrists includes a mix of full-time and part-time optometrists, and this mix can change over time.

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We aim to maintain a strong and resonating culture guided by our Vision, Mission and Values.

We believe everyone deserves to see their best to live their best and our goal is to help people achieve this by making quality eye care and eyewear more affordable and accessible.

We believe everyone deserves to see their best to live their best and our mission is to help people achieve this by making quality eye care and eyewear more affordable and accessible.

This purpose is supported by our associates and their values – passion for people, committed to community, results done right, and be your best self.

With an inclusive and people-first culture, we are focused on celebrating and respecting our backgrounds, empowering, rewarding and developing our associates, and aiming to give back to the communities in which we serve.

Our human capital initiatives are focused on attracting highly qualified individuals and providing them with continued opportunities for growth and development.

We were named one of Newsweek’s America’s Most Responsible Companies for 2024 in recognition of our corporate responsibility and citizenship.

Talent Acquisition

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We continue to refine our technology to improve both the candidate and hiring manager experience.

In 2024, National Vision launched Eyes on Talent Training, specifically designed for hiring managers to enhance talent selection skills.

The training focused on both the candidate experience and interviewing skills.

More than 1,500 managers completed this course.

In addition, we have established critical partnerships with outside vendors that provide us with additional resources to drive candidate flow for key roles.

We are continuing our multi-year sponsorship of the Association of Schools and Colleges of Optometry campaign “Optometry Gives Me Life” targeted at high school and college

students, and ensuring that graduating optometrists are educated on the variety of career options available to them.

We are continuing our multi-year sponsorship of the Association of Schools and Colleges of Optometry campaign “Optometry Gives Me Life” targeted at high school and college students, and ensuring that graduating optometrists are educated on the variety of career options available to them.

Additionally, we support our associates’ interest in attending Optometry school through our internal National Vision Doctor of Optometry Tuition Reimbursement program, which provides for the reimbursement of education expenses to associates attending optometry school.

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We have increased ongoing training in recent years, especially in the areas of safety protocol procedures and customer interactions, and have enhanced virtual, instructor-led training classes, allowing for high-touch training in a remote setting.

We provide associates and optometrists with several opportunities and mechanisms through which they can provide feedback, and this allows us to continue developing programs for training and growth.

In 2024, we designed and piloted two new-hire and onboarding programs.

The first is focused on store-based associates and managers and extends the length of the new associate training experience, ensuring associates and managers who are new to their roles have adequate time to learn our culture and the skills needed to be successful.

The second is focused on district managers, and is designed with both new and existing district managers in mind.

For new district managers, it provides a longer and more formal onboarding experience.

For existing, tenured district managers, the program also provides extended career path and growth opportunities to utilize consistent training skills with new district managers.

We have also invested in supporting our new-to-role store managers through the Training Store Manager Program, which provides training during their critical first weeks in their new store.

The program offers high-performing store managers the opportunity to become certified Training Store Managers for their district.

They complete a five-week certification process focused on coaching, self-awareness, giving and receiving feedback, evaluating their business, and time management.

Once participants are certified as Training Store Managers, they are ready to provide onboarding and training support to new store managers in their district.

In addition to providing valuable support to new managers and new store teams, the program provides a new avenue for leadership opportunities and professional development for our associates.

We continued to grow and invest in the Training Store Manager Program in 2024, building on our culture of developing and promoting our associates.

We provide associates and optometrists with several

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opportunities and mechanisms through which they can provide feedback, and this allows us to continue developing programs for training and growth.

In 2025, we continued to strengthen NVI onboarding programs introduced in the prior year.

Both the store-based new hire and district manager onboarding programs were reviewed, refined, and enhanced.

Additionally, training and talent development efforts focused on equipping our frontline teams with the knowledge, skills, and techniques needed to deliver an exceptional customer experience.

Each month, store teams participated in multiple in-person training sessions designed to deepen associates’ understanding of lens and frame product knowledge, managed vision care insurance, and selling techniques to help customers choose the best value for their lifestyle.

Our training strategy aimed to build associates’ knowledge and confidence, with the ultimate goal of improving customer satisfaction and overall experience.

Benefits and Wellness

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We demonstrate this commitment through many of our benefits and wellness offerings.

Programs like our 401(k) plan, core and supplemental life insurance, health plan, short and long-term disability, wellness and disease management programs, including personalized programs for diabetes and hypertension, vacation pay, parental and adoption leave, accident, critical illness, group legal and identity theft programs, and a financial protection resource, provide the needed resources essential for helping our people care for themselves and their families.

Programs like our 401(k) plan, core and supplemental life insurance, health plan, short and long-term disability, wellness and disease management programs, including personalized programs for diabetes and hypertension, paid time off, parental and adoption leave, accident, critical illness, group legal and identity theft programs, and a financial protection resource, provide the needed resources essential for helping our people care for themselves and their families.

We also offer free on-demand mental and behavioral health resources, to provide needed guidance when work and personal challenges affect an associate’s overall well-being.

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In addition to competitive base pay, we seek to reward associates with annual incentive awards, recognition programs and equity awards for associates at certain levels.

In 2019, we established the National Vision Crisis Relief Fund to help support associates who are facing financial hardship as a result of a natural disaster, family emergency or other unexpected events.

Since its creation, the fund has provided over $1.9 million to associates for assistance.

Health and Safety

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At each of our labs and distribution centers, there are specific leaders responsible for the management of associate safety.

For example, lab directors organize and run

safety trainings for local associates, some of which are conducted through our Learning Management System and others through in-person instruction.

For example, lab directors organize and run safety trainings for local associates, some of which are conducted through our Learning Management System and others through in-person instruction.

In our retail locations, we support managers and field leaders in understanding and complying with applicable laws and regulations.

Managed Vision Care

Our managed care business relates to vision care programs and associated benefits provided by stand-alone vision insurance entities, healthcare plans and government programs.

While our managed care business has continued to grow, we are underpenetrated in the managed care market relative to the broader optical retail industry, and we believe that this continues to represent a growth opportunity.

Through our point-of-sale system and our back-office electronic data interchange (“EDI”) capabilities, we attempt to create a seamless transactional experience for our managed care customers and have increased training for our store associates with this goal in mind.

From time to time, vision care insurance payors may make changes to their EDI claim systems or experience system outages.

Such changes or outages may require us to update our processes and could impact our ability to submit claims or to timely receive reimbursements from our managed care partners.

As such, when asked, we have assisted a number of our larger vision care insurance payors to either implement or improve claims transmission processes via application programming interfaces (“APIs”).

By the end of fiscal 2025, we expect that such APIs will be implemented with our three largest payors, which we anticipate to improve the customer experience and reduce claim errors that would otherwise result in rejections and potential write-offs.

The optical retail industry is highly competitive.

Competition is generally based upon brand name recognition, price, convenience, selection, service and product quality.

We operate within the value segment of the U.S.

optical retail industry, which emphasizes price and affordability.

This segment is fragmented.

We compete with mass merchants and warehouse club stores, specialty retail chains, and independent eye care practitioners and opticians.

In the broader optical retail industry, we also compete with large national retailers such as LensCrafters, Pearle Vision and Visionworks, both in physical retail locations and online.

We also compete with online sellers of contact lenses and eyewear.

The online sale of contact lenses has steadily increased in particular since the passage of the Fairness to Contact Lens Consumers Act.

See “Government Regulation” below for more detail.

The online sale of eyeglasses has not developed as quickly, but a number of firms are primarily focused on this market, including Warby Parker and Zenni Optical.

We may also face competition in the future as companies increasingly employ emerging technologies in the optical retail industry, including, for example, online vision exams.

In our managed care business, we also compete with other managed care payors, several of which are vertically integrated, with substantial retail networks.

Competition in our managed care business is based on many factors, including price and the density of the provider network.

We have, in the past, and may, in the future, experience heightened challenges to be admitted as a provider to these networks or to maintain our status in them.

Our business is moderately seasonal in nature.

The first half seasonality is attributable primarily to the timing of our customers’ income tax refunds and annual health insurance program start/reset periods.

We believe that many customers in our target market are value-seeking consumers who rely on tax refunds to pay for eyewear and eye care.

A delay in the issuance of tax refunds can accordingly have a timing impact on our quarterly financial results in the first half of the year.

Consumer behavior with respect to the utilization of tax refund proceeds is also subject to change.

recognizing revenue only after the product has been accepted by the customer, further contributing to higher revenue results in the first half of the year.

Philanthropic Efforts

At National Vision, we believe everyone deserves to see their best to live their best.

Our philanthropic culture instills a sense of purpose and engagement in our associates, from in-store team members to senior management.

In addition, our mission has been essential to the recruitment and retention of our management team, whose extensive experience is a key component of our business success.

Our financial success has helped fuel our ever-growing philanthropic engine, conducted primarily through 20/20 Quest, a National Vision-sponsored charitable foundation, chartered for the purpose of providing screenings, eye exams, eyeglasses and refractive error solutions to the optically underserved in both the United States and the developing world.

In the U.S., through our partnership with charitable organizations, we provide free vision screenings, eye exams and eyeglasses to underserved communities.

We also work collaboratively with others in the industry to help a portion of the world’s population who live with uncorrected vision problems.

Information Technology

Information technology systems are critical to our day-to-day operations as well as to our long-term growth strategy.

Our systems are designed to deliver a consistent, scalable, high-performing and secure experience for our customers and partners.

We utilize a combination of co-location data centers and cloud-based solutions for our infrastructure and the majority of our applications consist of standard, integrated software solutions.

Our systems are designed to deliver a consistent, scalable, high-performing and secure experience for our customers, patients, and partners.

We utilize a combination of co-location data centers and cloud-based solutions for our

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infrastructure and the majority of our applications consist of standard, integrated software solutions.

Our systems provide the data analysis and automation necessary to support our marketing, merchandising, inventory, distribution, store operations and point-of-sale, e-commerce, remote medicine, finance, accounting and human resources initiatives.

We believe our current systems allow us to identify and respond to operating trends in our business.

Areas in which we have invested and continue to invest in include, among others, software systems to enhance the growth of enterprise resource planning (“ERP”), CRM, omni-channel, customer engagement efforts, remote medicine and EHR platforms, cybersecurity programs, our overall security posture, and point-of-sale systems.

We believe these investments, along with maintenance of our existing information technology capabilities, will provide the flexibility and capacity to accommodate our future growth plans.

Intellectual Property

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Corporate Practice of Medicine/Optometry and Similar Laws

Many states prohibit the corporate practice of medicine/optometry where an unlicensed entity practices medicine or employs a physician or optometrist to provide professional medical services.

Further, many states interpret these or similar rules broadly to prohibit employment of eye care practitioners by corporations like us and to prohibit various financial arrangements, such as fee-splitting, between eye care practitioners and other entities.

Many states prohibit the corporate practice of medicine/optometry where an unlicensed entity practices medicine or employs a physician or optometrist to provide professional medical or optometric services.

Further, many states interpret these or similar rules broadly to prohibit employment of certain healthcare professionals by corporations like us and to prohibit various financial arrangements, such as fee-splitting, between some healthcare professionals and other entities.

Many states also regulate certain business practices as well as landlord-tenant arrangements between optical companies and optometrists.

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Our operations are subject to state licensing laws.

All states license the practice of ophthalmology and optometry and many states license opticians.

The dispensing of prescription eyewear is also regulated in most states in which we do business and, in some states, we are required to register our stores as optical dispensaries.

All states license the practice of ophthalmology and optometry and many states license opticians or ophthalmic dispensers.

The dispensing of prescription eyewear is also regulated in most states in which we do business and, in some states, we are required to register our stores as optical dispensaries or the equivalent.

Fairness to Contact Lens Consumers Act (“FCLCA”) and E-commerce Laws

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This law and rule require that we verify prescriptions we receive from our customers prior to selling contact lenses online.

Recent changes to the Contact Lens Rule include, among others, updates to the verification requirements, updates to certain prescription requirements, and new requirements regarding automated telephone messages.

A violation of the Contact Lens Rule constitutes an unfair or deceptive act or practice under the Federal Trade Commission Act (the “FTC Act”).

A violation of the Contact Lens Rule may constitute an unfair or deceptive act or practice under the Federal Trade Commission Act (the “FTC Act”).

Our e-commerce business must comply with various federal and state laws, most notably the FCLCA.

Our online business must also be registered in various states as a non-resident contact lens seller.

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Managed Care Regulation

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The federal Anti-Kickback Statute prohibits, among other things, persons from knowingly and willfully soliciting, offering, paying, receiving or providing remuneration, directly or indirectly, to induce, or in exchange for, the referral of an individual or purchasing, furnishing, recommending or arranging for a good or service for which payment may be made under a federal healthcare program, such as Medicare or Medicaid.

The definition of “remuneration” has been broadly interpreted to include anything of value, including, for example, gifts,

certain discounts, the furnishing of free supplies, equipment, office space or services, credit arrangements, payment of cash and waivers of payments.

The definition of “remuneration” has been broadly interpreted to include anything of value, including, for example, gifts, certain discounts, the furnishing of free supplies, equipment, office space or services, credit arrangements, payment of cash and waivers of payments.

Healthcare providers that have financial relationships may structure their arrangements to meet certain voluntary safe harbors under the federal Anti-Kickback Statute so that such financial relationships and business practices are not treated as offenses under the statute.

Several courts have found a violation of the statute’s intent requirement where the single purpose of an arrangement involving remuneration is to induce referrals of patients or consumers purchasing healthcare goods or services paid for, in whole or in part, by federal government programs.

Several courts have found a violation of the statute’s intent requirement where the purpose of an arrangement involving remuneration is to induce referrals of patients or consumers purchasing healthcare goods or services paid for, in whole or in part, by federal government programs.

There are also a number of healthcare fraud statutes that impose criminal and civil liability for, among other things, knowingly and willfully executing, or attempting to execute, a scheme to defraud any healthcare benefit program, or knowingly and willfully falsifying, concealing or covering up a material fact or making any materially false statement, in connection with the delivery of, or payment for, healthcare benefits, items or services.

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The Social Security Act also imposes significant penalties for false or improper Medicare and Medicaid billings.

Physician Self-Referral Law, or the Stark Law, generally prohibits physicians (which the Stark Law defines to include optometrists) from referring, for “designated health services” (as defined by the Centers for Medicare & Medicaid Services), Medicare or Medicaid beneficiaries to any entity with which the physician or an immediate family member of the physician has a financial relationship.

Designated health services do not include physician referrals for optometric services.

The Stark Law further prohibits the entity receiving a prohibited referral from presenting a claim for reimbursement by Medicare or Medicaid for services furnished pursuant to the prohibited referral.

The Stark Law has a number of specific mandatory exceptions for financial hardships between regulated healthcare providers that do not pose a risk of abuse to Medicare programs or patient abuse.

Many states have adopted similar self-referral laws which are not limited to Medicare or Medicaid reimbursed services.

The Stark Law has a number of specific exceptions for financial arrangements that do not pose a risk of abuse to Medicare programs or patient abuse.

Many states have adopted similar self-referral laws that may not be limited to Medicare or Medicaid reimbursed services.

In some cases, the rental of space constitutes a financial relationship under this law.

The Stark Law is a strict liability law, meaning that intent is not required;

the mere presence of a prohibited relationship may constitute a violation if certain mandatory exceptions are not met.

the mere presence of a prohibited relationship may constitute a violation if an exception is not met.

Federal Food and Drug Administration (“FDA”) Regulation

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Some of our promotions, such as our America’s Best offer of a “free” eye exam, are subject to compliance with laws and regulations governing use of this term.

Further, FTC’s Contact Lens Rule (referenced above) and the similar Eyeglass Rule require that we provide a copy of eyeglass or contact lens prescriptions upon completion of an eye examination or contact lens fitting, and violations may constitute unfair or deceptive trade practices.

The FTC has authority under Section 5 of the FTC Act to investigate and prosecute practices that are “unfair trade practices,” “deceptive trade practices,” or “unfair methods of competition.” State attorneys general typically have comparable authority and many states permit private plaintiffs to bring actions on the basis of these laws.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business