What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-11-13 compared with 2024-11-13 · 283 added, 199 removed, 1025 unchanged (32% of the section changed)

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Consolidated Statements of Operations for each of the three years ended September 30, 2025, 2024 and 2023

Consolidated Statements of Comprehensive Income for three years ended September 30, 202 4 , 202 3 and 20 2 2

Consolidated Statements of Comprehensive Income for each of the three years ended September 30, 2025, 2024 and 2023

Consolidated Statements of Stockholders’ Equity for each of the three years ended September 30, 2025, 2024 and 2023

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Supplemental Consolidated Financial Information

Subsequent Events

Report of Independent Registered Public Accounting Firm

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and Mexico were $912.5 million and $267.3 million, respectively, substantially all of which related to merchandise sales and pawn service charges.

We identified revenue recognition for merchandise sales and pawn service charges within the U.S.

and Mexico as a critical audit matter, as auditing merchandise sales and pawn service charges revenue within these locations required a higher extent of audit effort.

We identified revenue recognition for certain merchandise sales and pawn service charges within the U.S.

and Mexico as a critical audit matter, as auditing merchandise sales and pawn service charges revenue within these locations was especially challenging due to the nature and extent of audit effort required to address this matter.

The primary procedures we performed to address this critical audit matter included:

• Testing the effectiveness of automated application controls over the initiation, processing and recording of revenue for merchandise sales and pawn service charges within the U.S.

• Testing the operating effectiveness of automated application controls over the initiation, processing and recording of revenue for merchandise sales and pawn service charges within the U.S.

• Testing U.S.

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Cash and cash equivalents $ 469,524 $ 170,513

Restricted cash 9,294 8,373

Short-term restricted cash 525 9,294

Pawn loans 307,496 274,084

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Right-of-use assets, net 236,462 226,602

Long-term restricted cash 14,664 —

Goodwill 324,889 306,478

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Merchandise sales $ 700,999 $ 663,736 $ 615,446

Jewelry scrapping sales 61,082 49,528 32,033

Jewelry scrap sales

98,884 61,082 49,528

Pawn service charges 474,228 436,545 383,772

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Merchandise cost of goods sold 455,677 427,403 394,779

Jewelry scrapping cost of goods sold 51,926 44,424 28,696

Jewelry scrap cost of goods sold

72,538 51,926 44,424

Gross profit 746,065 682,273 609,838

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Depreciation and amortization 32,538 33,069 32,131

(Gain) loss on sale or disposal of assets and other ( 16 ) 208 ( 674 )

Loss (gain) on sale or disposal of assets and other 135 ( 16 ) 208

Other operating income

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Net income $ 109,613 $ 83,095 $ 38,463

Other comprehensive (loss) income:

Other comprehensive income (loss):

Foreign currency translation adjustment, net of income tax expense for our investment in unconsolidated affiliate of $ 245 , $ 7 and $ 666 for the years ended September 30, 2025, 2024 and 2023, respectively

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Stock compensation — — 9,539 — — 9,539

Transfer of consideration for other investment 213 2 1,498 — — 1,500

Release of restricted stock 393 4 — — — 4

Transfer of equity consideration for acquisition 10 — 99 — — 99

Release of restricted stock, net of shares withheld for taxes 373 5 — — — 5

Taxes paid related to net share settlement of equity awards ( 1 ) — ( 1,148 ) — — ( 1,148 )

Cumulative effect of adoption of ASU 2020-06 — — ( 62,804 ) 26,166 — ( 36,638 )

Foreign currency translation gain — — — — 23,567 23,567

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Stock compensation — — 10,406 — — 10,406

Transfer of equity consideration for acquisition 10 — 99 — — 99

Release of restricted stock, net of shares withheld for taxes 855 9 40 — — 49

Settlement of conversion premium of convertible notes due 2024 77 1 ( 1 ) — — —

Taxes paid related to net share settlement of equity awards — — ( 3,294 ) — — ( 3,294 )

Foreign currency translation gain — — — — 23,567 23,567

Foreign currency translation loss — — — — ( 19,445 ) ( 19,445 )

Purchase and retirement of treasury stock ( 1,219 ) ( 13 ) ( 4,966 ) ( 7,029 ) — ( 12,008 )

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Release of restricted stock, net of shares withheld for taxes 794 8 ( 8 ) — — —

Settlement of conversion premium of convertible notes due 2024 77 1 ( 1 ) — — —

Issuance of shares to redeem convertible notes due 2025 6,098 61 96,902 — — 96,963

Taxes paid related to net share settlement of equity awards — — ( 3,972 ) — — ( 3,972 )

Foreign currency translation loss — — — — ( 19,445 ) ( 19,445 )

Foreign currency translation gain — — — — 12,844 12,844

Purchase and retirement of treasury stock ( 553 ) ( 6 ) ( 2,861 ) ( 4,132 ) — ( 6,999 )

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Income taxes 258 5,235 12,919

Dividends from unconsolidated affiliates — — 3,366

Net cash provided by operating activities

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Acquisitions, net of cash acquired ( 20,693 ) ( 12,113 ) ( 14,874 )

Proceeds from (issuance of) note receivable

(Issuance of) proceeds from note receivable

( 5,895 ) 421 ( 15,500 )

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Cash paid on extinguishment of debt — — ( 1,951 )

Payments on assumed debt

( 34,389 ) ( 178,488 ) —

Payments on debt ( 6,410 ) ( 34,389 ) ( 178,488 )

Purchase and retirement of treasury stock ( 6,999 ) ( 12,008 ) ( 16,988 )

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As of September 30, 2025, we operated a total of 1,360 locations, consisting of:

• 542 United States pawn stores (operating primarily as EZPAWN or Value Pawn & Jewelry);

• 545 United States pawn stores (operating primarily as EZPAWN and Value Pawn & Jewelry);

• 622 Mexico pawn stores (operating primarily as Empeño Fácil and Cash Apoyo Efectivo);

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We have an equity interest ( 43.7 %) as of September 30, 2025 in Cash Converters International Limited (“Cash Converters”), a publicly traded company (ASX:CCV) headquartered in Perth, Western Australia.

Cash Converters and its controlled companies comprise a diverse group generating revenues from franchising, store operations, personal finance (including pawn transactions) and vehicle finance, in 669 stores across 17 countries.

Cash Converters and its controlled companies comprise a diverse group generating revenues from franchising, store operations and personal finance (including pawn transactions), in 659 stores across 15 countries.

Additionally, we own a preferred interest in Founders One, LLC (“Founders”) that has majority ownership in Simple Management Group, Inc.

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All inter-company accounts and transactions have been eliminated in consolidation.

Change in Accounting Principle

To better align with our year-end reporting schedule, we voluntarily changed the date of our annual goodwill impairment assessment during fiscal 2025, moving it within the same fiscal quarter from September 30 to July 1.

We believe the change to the goodwill impairment testing date does not represent a material change to our method of applying an accounting principle in light of our internal controls and requirements to assess goodwill impairment upon certain triggering events.

Less than 12 months have lapsed since our previous annual assessment on September 30, 2024.

We have determined that it is impracticable to objectively determine projected cash flows and related valuation estimates that would have been used as of each July 1 of prior reporting periods without the use of hindsight.

As such, we prospectively applied the change in annual goodwill impairment testing date from July 1, 2025.

This change did not result in any delay, acceleration, or avoidance of a goodwill impairment charge.

Use of Estimates and Assumptions

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We regularly evaluate estimates and judgments, including those related to revenue recognition, inventory, loan loss allowances, long-lived and intangible assets, share-based compensation, income taxes, contingencies and litigation.

We base our estimates on historical experience, observable trends and various other assumptions we believe are reasonable, the results of which form the basis for making judgements about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources.

We base our estimates on historical experience, observable trends and various other assumptions we believe are reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources.

Actual results may differ materially from the estimates under different assumptions or conditions.

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We record pawn service charges using the effective interest method over the life of the pawn loans for all pawn loans we believe to be collectible.

We base our estimate of collectability on several inputs, including recent redemption rates, historical trends in redemption rates and the amount of loans due in the following months.

estimate of collectability on several inputs, including recent redemption rates, historical trends in redemption rates and the amount of loans due in the following months.

Unexpected variations in any of these factors could change our estimate of collectability and affect our results of operations and financial condition.

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Customer layaway deposits are recorded as liabilities when a customer provides a deposit for merchandise.

Customer layaway deposits are generally refundable upon cancellation.

Customer layaway deposits are generally refundable for a credit note upon cancellation.

Our customer layaway deposits balance as of September 30, 2025, 2024 and 2023 was $ 33.9 million, $ 21.6 million and $ 18.9 million, respectively, and are generally recognized as revenue within a one-year period.

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“Merchandise cost of goods sold” as recorded in our Consolidated Statements of Operations includes the historical cost of inventory sold, inventory shrinkage and any change in the allowance for inventory shrinkage and valuation.

We include the costs of operating our central jewelry processing unit as “Jewelry scrapping cost of goods sold” in our Consolidated Statements of Operations as such costs relate directly to sales of precious metals and stones to refiners.

We include the costs of operating our central jewelry processing unit as “Jewelry scrap cost of goods sold” in our Consolidated Statements of Operations as such costs relate directly to sales of precious metals and stones to refiners.

We consider our estimates of obsolete or slow-moving inventory and shrinkage critical to the determination of the appropriate overall valuation allowance for inventory.

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Cash and cash equivalents consist primarily of cash on deposit or highly liquid investments with original contractual maturities of three months or less, or money market mutual funds.

We hold cash at major financial institutions in amounts that often exceed FDIC insured limits.

We manage our credit risk associated with cash and cash equivalents and cash concentrations by maintaining our cash deposits in high quality financial institutions and by periodically evaluating the credit quality of the primary financial institutions issuing investments or holding such deposits.

We hold cash at financial institutions in amounts that often exceed FDIC insured limits.

We manage our credit risk associated with cash and cash equivalents and cash concentrations by periodically evaluating the credit quality of the primary financial institutions issuing investments or holding such deposits.

Historically, we have not experienced any losses due to such cash concentrations.

Restricted Cash

As of September 30, 2024 and 2023, restricted cash consists of $ 0.5 million and $ 0.3 million, respectively, related to the acquisition of PLO del Bajio S.

and $ 8.8 million and $ 8.1 million, respectively, held in escrow pending the resolution of a pre-closing tax indemnity claim related to the sale of Grupo Finmart.

As of September 30, 2025 long-term restricted cash consists of $ 9.3 million, held in escrow pending the resolution of a pre-closing tax indemnity claim related to the sale of Grupo Finmart, and $ 5.4 million related to the acquisition of 47 pawn stores in Mexico as discussed further in Note 3:

Acquisitions.

Short-term restricted cash consists of $ 0.5 million related to the acquisitions of the 47 pawn stores in Mexico and of PLO del Bajio S.

As of September 30, 2024, short-term restricted cash consisted of $ 0.5 million related to the acquisition of PLO del Bajio S.

de C.V and $ 8.8 million related to the sale of Grupo Finmart.

We account for our investment in Cash Converters under the equity method.

Because the fiscal year of Cash Converters ends three months before our fiscal year, we record our interest from the results of Cash Converters on a three-month lag.

The fiscal year of Cash Converters ends three months before our fiscal year, and we record our interest from the results of Cash Converters on a three-month lag.

Thus, the results of our operations reported for the fiscal years ended September 30, 2025, 2024 and 2023 include our percentage interest in the results of Cash Converters for the twelve-month periods ended June 30, 2025, 2024 and 2023, respectively.

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Strategic Investments for further details on our investment in Cash Converters.

We account for our investment in Rich Data Corporation (“RDC”) in accordance with ASC 321, Investments — Equity Securities, and we have elected to use the measurement alternative to measure this investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any.

We account for our investment in Rich Data Corporation (“RDC”) using the measurement alternative in ASC 321, Investments — Equity Securities, to measure this investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any.

As of September 30, 2025 and 2024, the carrying value of our investment in RDC was $ 6.2 million.

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We evaluate renewal options periodically for any changes in assumptions.

We do not account for lease and non-lease components separately.

We do not account separately for lease and non-lease components.

Lease components generally include rent, taxes and insurance and non-lease components generally include common area maintenance.

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We recognize lease expense on a straight-line basis over the lease term with variable lease expense recognized in the period in which the costs are incurred.

Our operating lease portfolio consists of pawn locations and corporate offices with lease terms ranging from three to ten years , including options to renew.

Our operating lease portfolio consists of pawn locations and corporate offices with lease terms ranging from five to ten years , including options to renew.

Our financing lease terms range from two to five years .

We generally account for the initial lease term of our pawn locations as up to ten years .

Our primary corporate office is leased through March 2029 with annual escalating rent payments.

Our primary corporate office is leased through October 2035 with annual escalating rent payments.

Goodwill and Indefinite-Lived Intangible Assets

Goodwill represents the excess of the purchase price over the net amount of identifiable assets acquired and liabilities assumed in a business combination measured at fair value.

We evaluate goodwill for impairment annually on September 30 and upon the occurrence of certain triggering events or substantive changes in circumstances that indicate that the fair value of goodwill may be impaired.

We evaluate goodwill for impairment annually on July 1 and upon the occurrence of certain triggering events or substantive changes in circumstances that indicate that the fair value of goodwill may be impaired.

We consider the assessment of the occurrence of triggering events or substantive changes in circumstances that may indicate the fair value of goodwill may be impaired to be a critical estimate.

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Valuation of Long-Lived Assets

The carrying values of long-lived assets, inclusive of right-of-use (ROU) assets, are periodically reviewed whenever events or changes in circumstances indicate the carrying value may not be recoverable, such as historical operating losses or plans to close stores before the end of their previously estimated useful lives.

The carrying values of long-lived assets, inclusive of right-of-use assets, are periodically reviewed whenever events or changes in circumstances indicate the carrying value may not be recoverable, such as historical operating losses or plans to close stores before the end of their previously estimated useful lives.

A potential impairment has occurred if projected future undiscounted cash flows are less than the carrying value of the assets.

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We expense transaction costs as incurred.

We recognize any adjustments to provisional amounts and goodwill that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, with the effect on current period earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date.

Convertible Debt Securities

On October 1, 2021, we early adopted Accounting Standards Update (“ASU”) 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40) , (“ASU 2020-06”) on a modified retrospective basis.

Under ASU 2020-06, we no longer separate the convertible senior notes into liability and equity components.

We recognized a cumulative effect of initially applying the ASU as an adjustment to the October 1, 2021 opening balance of retained earnings.

The conversion option that was previously accounted for in equity under the cash conversion model was recombined into the convertible debt outstanding, and as a result, additional paid in capital and the related unamortized debt discount on the convertible senior notes were reduced.

The removal of the remaining debt discounts recorded for this previous separation has the effect of increasing our net debt balance.

The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.

We recognize any adjustments to provisional amounts and goodwill that are identified during the measurement period in the reporting period in

which the adjustment amounts are determined, with the effect on current period earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date.

Foreign Currency

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We utilize the required two-step approach to recognize and measure uncertain tax positions.

The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes.

appeals or litigation processes.

The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement.

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Earnings per Share and Common Stock

We compute basic earnings per share based on the weighted average number of shares of common stock outstanding during the period.

Upon our adoption of ASU 2020-06 on October 1, 2021, interest charges on the convertible debt are required to be added to net income and we calculate diluted earnings per share during the period using the if-converted method.

Diluted net income (loss) and diluted weighted-average shares outstanding are adjusted to account for the impact of the assumed issuance of potential common shares that are dilutive, subject to dilution sequencing rules.

Dilutive potential common shares include outstanding restricted stock awards as well as shares issuable on conversion of our outstanding convertible debt securities.

Potential common shares are required to be excluded from the computation of diluted earnings per share if the assumed proceeds upon exercise or vest are greater than the cost to re-acquire the same number of shares at the average market price, and therefore the effect would be anti-dilutive.

We compute basic earnings per share based on the weighted average number of shares of common stock outstanding and diluted earnings per share using the if-converted method.

Diluted earnings and diluted weighted-average shares outstanding are adjusted to account for the impact of the assumed issuance of potential common shares that are dilutive, subject to dilution sequencing rules.

The if-converted method is applied in evaluating the dilutive effect of convertible debt and restricted stock follows the treasury stock method.

Dilutive potential common shares include outstanding restricted stock awards as well as shares issuable on conversion of our outstanding convertible debt.

Potential common shares are required to be excluded from computation of diluted earnings per share if the assumed proceeds upon exercise or vest are greater than the cost to re-acquire the same number of shares at the average market price, and therefore the effect would be anti-dilutive.

There were no participating securities outstanding during fiscal 2025, 2024 and 2023 requiring the application of the two-class method.

When we are in a loss position for the period, dilutive securities are excluded from the calculation of earnings per share, as they would have an anti-dilutive effect.

Our capital stock consists of two classes of common stock designated as Class A Non-Voting Common Stock (“Class A Common Stock”) and Class B Voting Common Stock (“Class B Common Stock”).

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We are required to reserve the number of authorized but unissued shares of Class A Common Stock that would be issuable upon conversion of all outstanding shares of Class B Common Stock.

Recently Issued Accounting Pronouncements

In October 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”).

ASU 2023-06 will impact various disclosure areas, including the statement of cash flows, accounting changes and error corrections, earnings per share, debt, equity, derivatives and transfers of financial assets.

The amendments in this ASU 2023-06 will be effective on the date the related disclosures are removed from Regulation S-X or Regulation S-K by the SEC, and will no longer be effective if the SEC has not removed the applicable disclosure requirement by June 30, 2027.

Early adoption is prohibited.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Recently Adopted Accounting Policies

In November 2023, the FASB issued Accounting Standards Updated (“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

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Early adoption is permitted, and retrospective application is required for all periods presented.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

We adopted the new standard for the fiscal year ended September 30, 2025.

Recently Issued Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

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Retrospective application is permitted.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”).

ASU 2024-02 contains amendments to the Codification that remove references to various FASB Concepts Statements.

The requirements of this ASU 2024-02 are effective for the Company for fiscal years beginning after December 15, 2024 and can be applied on a prospective or retrospective basis.

This standard is not expected to have a significant impact on our consolidated financial statements and related disclosures.

The adoption of this ASU is expected to impact disclosures with respect to the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses (“ASU 2024-03”).

Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03.

ASU 2024-03 requires disclosure in the notes to the financial statements of specified information about certain costs and expenses.

The requirements of ASU 2024-03 are effective for the Company for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027.

Early adoption is permitted and should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or retrospectively to any or all period periods presented in the financial statements.

Early adoption is permitted and should be applied either prospectively to financial statements issued for reporting periods after the effective date of this ASU or

retrospectively to any or all period periods presented in the financial statements.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810):

Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”).

ASU 2025-03 revises current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a variable interest entity that meets the definition of a business.

The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions.

The requirements of ASU 2025-03 are effective for the Company for fiscal years beginning after December 15, 2026, and interim periods within those periods.

Early adoption is permitted as of the beginning of an interim or annual reporting period.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-use Software :

Targeted Improvements to the Accounting for Internal-use Software which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software.

The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous “development stage” model and introducing a more judgment-based approach.

ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 with early adoption permitted.

We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.

EARNINGS PER SHARE

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Only the first quarter of 2024 interest expense is included for the year ended September 30, 2024.

The year ended September 30, 2023 includes $ 5.4 million gain on the partial extinguishment of debt, associated with the 2025 Convertible Notes, which was recorded to “Interest expense” in our condensed consolidated statement of operations.

Debt for additional information.

** Includes time-based share-based awards and performance-based awards for which targets for fiscal year tranches have been achieved and vesting is subject only to achievement of service conditions.

*** Approximately 3.8 million of weighted average shares were included for the year ended September 30, 2025 due to the settlement of the 2025 Convertible Notes.

As we were required to combination settle the 2024 Convertible Notes effective January 1, 2024, only weighted average shares of 883,283 were included until settlement on July 1, 2024.

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**** Includes antidilutive share-based awards and performance-based share-based awards that are contingently issuable, but for which the condition for issuance has not been met as of the end of the reporting period.

On June 17, 2025, we acquired 40 pawn stores across 13 states in Mexico from Monte Primavera, S.A.

and Valuer, S.A.

The stores, operating under the names “Monte Providencia” and “Tu Empeño Efectivo,” offer traditional pawn loans, as well as auto pawn transactions, some of which are in stand-alone auto pawn stores.

During the fourth quarter of fiscal 2025, we closed on the remaining 7 stores in accordance with the purchase agreement.

The total consideration was $ 20.3 million in cash, of which, approximately $ 5.4 million was retained for standard indemnification purposes and is expected to be paid over the next five years.

The retained payment is included in long-term restricted cash and the associated consideration payable is included in other long-term liabilities on our consolidated balance sheet as of September 30, 2025.

This transaction qualifies as a business combination under ASC 805 due to the acquisition of an integrated set of inputs and processes that are capable of generating outputs.

Although the transaction includes tangible assets such as loans and inventory, the inclusion of operating infrastructure, licenses, and a functioning workforce supports the conclusion that a business, rather than a group of assets, was acquired.

The assets acquired and liabilities assumed are based upon the fair values at the date of acquisition.

The excess purchase price over the estimated fair market value of the net assets acquired has been recorded as goodwill.

The final purchase price allocation is as follows (in thousands):

Assets acquired:

Cash and cash equivalents $ 39

Pawn loans 5,860

Pawn service charges receivable 354

Prepaid expenses and other current assets 81

Property and equipment

Right-of-use assets

Goodwill 12,045

Total assets acquired 25,033

Liabilities assumed:

Customer layaway deposits 144

Operating lease liabilities 4,463

Other long-term liabilities 119

Total liabilities assumed 4,726

Total consideration 20,307

Retained Payment ( 5,362 )

Cash Paid $ 14,945

As a result of further refining our estimates and assumptions since the date of the acquisition, we recorded measurement period adjustments to the initial purchase price allocation.

Adjustments were primarily made to goodwill, pawn service charges receivable, inventory and customer deposits.

These measurement period adjustments resulted in an increase of approximately $ 0.5 million to goodwill.

The factors contributing to the recognition of goodwill, which is recorded in our Latin America Pawn segment, were based on several strategic benefits we expect to realize from the acquisition, including expansion of our store base and the ability to further leverage our pawn expertise.

We expect none of the goodwill resulting from this business combination will be deductible for income tax purposes.

The results of this acquisition have been included in our consolidated financial statements from June 17, 2025 through September 30, 2025 and are reported in our Latin America Pawn segment.

The acquired business contributed revenues of $ 4.8 million and income before tax of $ 0.9 million for the period from June 17, 2025 to September 30, 2025.

During the year ended September 30, 2025, we incurred total acquisition costs of approximately $ 0.3 million.

The acquisition costs were primarily related to legal, accounting and consulting services, were expensed as incurred and are included in general and administrative expenses in the consolidated statements of operations.

Unaudited Supplementary Pro Forma Financial Information

The following unaudited pro forma summary presents consolidated information for us as if the business combination had occurred on October 1, 2023.

The pro forma information is not necessarily indicative of our results of operations had the acquisitions been completed on the above date, nor is it necessarily indicative of our future results.

The pro forma information does not reflect any cost savings from operating efficiencies or synergies that could result from the acquisitions, nor does it reflect additional revenues opportunities following the acquisition.

Fiscal Year Ended

September 30,

(in thousands) 2025 2024

Revenues $ 1,288,411 $ 1,182,081

Income before income tax $ 147,725 $ 117,585

We did not have any material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma net revenues and net income.

These pro forma amounts have been calculated after applying the Company’s accounting policies.

STRATEGIC INVESTMENTS

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We received cash dividends from Cash Converters of $ 3.6 million , $ 3.5 million and $ 3.6 million during th e years ended September 30, 2025 , 2024 and 2023 , respectively.

In October 2024, we received a cash dividend of $ 1.8 million from Cash Converters.

In November 2025, we received a cash dividend of $ 1.8 million from Cash Converters.

The following tables present summary financial information for Cash Converters’ most recently reported results as applicable after translation to U.S.

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Our equity in Cash Converters’ net income was $ 6.9 million and $ 5.0 million in fiscal 2025 and 2024, respectively.

Our equity in Cash Converters’ net loss was $ 28.5 million in fiscal 2023, which includes $ 32.4 million of our share of their non-cash goodwill impairment charge.

Our equity in Cash Converters’ net loss was $ 28.5 million in fiscal 2023, which includes $ 32.4 million for our share of their non-cash goodwill impairment charge .

Cash Converters’ accumulated undistributed after-tax loss included in our consolidated retained earnings were $ 11.4 million as of September 30, 2025.

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In fiscal 2024, we contributed an additional $ 15.0 million associated with our preferred interest, bringing our total preferred equity investment in Founders to $ 45.0 million.

In fiscal 2025, we entered into an agreement to loan Founders up to an additional $ 15.0 million in exchange for a Demand Promissory Note secured by the common interest held by the other member.

As of September 30, 2025, the balance outstanding for the new promissory note is $ 6.0 million bringing the total due from Founders to $ 24.4 million including accrued and unpaid interest.

We have an interest in Founders, a variable interest entity, but because we are not the primary beneficiary, we do not consolidate Founders.

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Consequently, our equity investment in Founders is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities.

As of September 30, 2024, our $ 45.0 million carrying value of the investment and $ 15.0 million Demand Promissory Note are included in “Other investments” and “Prepaid expenses and other current assets” in our consolidated balance sheets, respectively.

As of September 30, 2024, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million equity investment and $ 15.0 million Demand Promissory Note plus accrued and unpaid interest.

Fair Value Measurements for the fair value and carrying value of our loan to Founders.

As of September 30, 2025, our $ 45.0 million carrying value of the investment and principal outstanding of $ 21.0 million on our Demand Promissory Notes are included in “Other investments” and “Prepaid expenses and other current assets” in our consolidated balance sheets, respectively.

As of September 30, 2025, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million equity investment and $ 24.4 million Demand Promissory Notes including accrued and unpaid interest.

Fair Value Measurements for the fair value and carrying value of our loans to Founders.

FAIR VALUE MEASUREMENTS

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2029 Convertible Notes $ 225,258 $ 422,931 $ — $ 422,931 $ —

2029 Convertible Notes 224,256 273,700 — 273,700 —

2032 Senior Notes 292,818 320,734 — 320,734 —

Carrying Value Estimated Fair Value

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Financial assets:

Promissory note receivable due April 2024 $ 1,251 $ 1,251 $ — $ — $ 1,251

Promissory note receivable from Founders $ 15,722 $ 15,722 $ — $ — $ 15,722

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2029 Convertible Notes 224,256 273,700 — 273,700 —

2029 Convertible Notes 223,284 224,112 — 224,112 —

Based primarily on the short-term nature of cash and cash equivalents, pawn loans, pawn service charges receivable and other liabilities, we estimate that their carrying value approximates fair value.

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Significant increases or decreases in the underlying assumptions used to value pawn loans, pawn service charges receivable, consumer loans, fees and interest receivable and other debt could significantly increase or decrease these fair value estimates.

In fiscal 2023, we loaned $ 15.0 million to Founders in exchange for a Demand Promissory Note secured by the common interest in Founders held by the other member.

As of September 30, 2024, the interest rate on the note was 15.00 % per annum, and all principal and accrued interest is due on demand.

Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of September 30, 2024.

As described in Note 4:

Strategic Investments, we have loans outstanding to Founders in exchange for Demand Promissory Notes secured by the common interest in Founders held by the other member.

As of September 30, 2025, the interest rate on the notes was 15.00 % per annum, and all principal and accrued interest is due on demand.

Based primarily on the short-term nature of the notes, we estimate that their carrying values approximate fair value as of September 30, 2025.

We use the equity method of accounting to account for our ownership interest in Cash Converters.

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We included no control premium for owning a large percentage of outstanding shares.

We measured the fair value of the 2024, 2025 and 2029 Convertible Notes using quoted price inputs.

We measured the fair value of the 2025 Convertible Notes, 2029 Convertible Notes, and 2032 Senior Notes using quoted price inputs.

The notes are not actively traded, and thus the price inputs represent a Level 2 measurement.

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GOODWILL AND INTANGIBLE ASSETS

As of September 30, 2024, we assessed qualitative and quantitative factors and determined that it was not more-likely-than-not that the fair values of our reporting units were less than their carrying values as of the testing date.

We evaluate goodwill for impairment annually on July 1 (see Note 1 for disclosure of the change in accounting principle) and upon the occurrence of certain triggering events or substantive changes in circumstances that indicate that the fair value of goodwill may be impaired.

We assessed qualitative and quantitative factors and determined that it was not more-likely-than-not that the fair values of our reporting units were less than their carrying values as of the testing date.

As a result of our assessment, no goodwill impairment charge was recorded during the fiscal year ended September 30, 2025.

There was no impairment charge recorded during the fiscal years ended September 30, 2024 and 2023.

Accumulated goodwill impairment losses of $ 41.3 million were recorded prior to 2022 associated with the U.S.

Accumulated goodwill losses of $ 41.3 million were recorded prior to fiscal 2023 associated with the U.S.

Pawn ($ 10.0 million) and Latin America Pawn ($ 31.3 million) segments because of the impact of the COVID-19 pandemic on typical customer behavior, which led to a significant decline in pawn loan balances and the mandated closure of stores in our GPMX countries.

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Pawn segment that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures.

As of September 30, 2024, we assessed qualitative and quantitative factors and determined that it was not more-likely-than-not that the fair values of our indefinite-lived intangible assets were less than their carrying values.

For fiscal 2025, we assessed qualitative and quantitative factors and determined that it was not more-likely-than-not that the fair values of our indefinite-lived intangible assets were less than their carrying values.

The following table presents the balance of each major class of intangible assets:

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Pawn licenses 9,534 9,534

$ 28,305 $ 29,328

Total $ 28,876 $ 28,305

Amortizing intangible assets:

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Accumulated amortization ( 84,010 ) ( 73,318 )

$ 30,110 $ 28,860

Total $ 29,877 $ 30,110

Other $ 399 $ 2,303

Accumulated amortization ( 320 ) ( 2,267 )

Total $ 79 $ 36

Intangible assets, net $ 58,832 $ 58,451

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These amounts were $ 10.7 million, $ 11.6 million and $ 10.0 million for fiscal 2025, 2024 and 2023, respectively.

A charge of $ 2.4 million was recorded during fiscal 2022 to ” General and administrative ” expenses in our Consolidated Statements of Operations related to an asset write-down associated with an information technology software infrastructure migration.

As of September 30, 2025, our estimate of future amortization expense for definite-lived intangible assets is as follows (in thousands):

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Thereafter 32

Total $ 29,956

As acquisitions and dispositions occur in the future, amortization expense may vary from these estimates.

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Amount Gross Amount Debt Issuance Costs Carrying

2029 Convertible Notes $ 230,000 $ ( 5,744 ) $ 224,256 $ 230,000 $ ( 6,716 ) $ 223,284

2032 Senior Notes $ 300,000 $ ( 7,182 ) $ 292,818 $ — $ — $ —

2029 Convertible Notes 230,000 ( 4,742 ) 225,258 230,000 ( 5,744 ) 224,256

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Schedule of Contractual Maturities

(in thousands) 2029 Convertible Notes 2025 Convertible Notes Total

(in thousands) 2029 Convertible Notes 2032 Senior Notes Total

230,000 — 230,000

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Total long-term debt $ 230,000 $ 300,000 $ 530,000

The following table presents the Company’s interest expense related to the Convertible Notes:

The following table presents the Company’s interest expense related to the 2032 Senior Notes and the convertible notes:

Fiscal Year Ended September 30,

(in thousands) 2025 2024 2023

2032 Senior Notes:

Contractual interest expense $ 11,247 $ — $ —

Amortization of deferred financing costs 423 — —

Total interest expense $ 11,670 $ — $ —

2029 Convertible Notes:

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Total interest expense $ — $ 866 $ 10,804

2032 Senior Notes

In March 2025, we issued $ 300.00 million aggregate principal amount of the Company’s 7.375 % senior notes due 2032 (the “2032 Senior Notes”), for which $ 300.0 million remains outstanding as of September 30, 2025.

The 2032 Senior Notes were issued pursuant to an indenture, dated March 28, 2025 (the “2025 Indenture”), by and among the Company, certain of the Company’s wholly-owned domestic subsidiaries and Truist Bank, as trustee in a private placement under Rule 144A and Regulation S under the Securities Act of 1933 (the “Securities Act”).

The 2032 Senior Notes have not been and will not be registered under the federal securities laws or the securities laws of any state or any other jurisdiction.

We are not required to register the 2032 Senior Notes for resale under the Securities Act, or the securities laws of any other jurisdiction, and is not required to exchange the 2032 Senior Notes for notes registered under the Securities Act or the securities laws of any other jurisdiction and has no present intention to do so.

As a result, Rule 3-10 of Regulation S-X promulgated by the SEC is not applicable and no separate financial statements are required for the guarantor subsidiaries.

The net proceeds from the offering were approximately $ 292.4 million, after deducting the initial purchasers’ discounts and offering expenses payable by us.

We capitalized $ 7.6 million in debt issuance costs, which consisted primarily of the initial purchaser’s discount and fees and legal and other professional expenses.

The debt issuance costs are being amortized over the life of the 2032 Senior Notes as a component of interest expense and are carried as a direct deduction from the carrying amount of the 2032 Senior Notes in the accompanying consolidated balance sheets.

The 2032 Senior Notes pay interest semi-annually in arrears at a rate of 7.375 % per annum on April 1 and October 1 of each year, commencing October 1, 2025, and mature on April 1, 2032, unless earlier redeemed or repurchased in accordance with the terms prior to such date.

The effective interest rate is approximately 7.85 %.

The 2025 Indenture contains certain customary affirmative covenants, negative covenants and events of default.

As of September 30, 2025, we were in compliance with all covenants relating to the 2032 Senior Notes.

The 2032 Senior Notes are senior unsecured obligations of the Company and are fully and unconditionally guaranteed by certain of the Company’s wholly-owned domestic subsidiaries.

We may redeem some or all of the 2032 Senior Notes at any time on or after April 1, 2028, at the redemption prices set forth in the 2025 Indenture, plus accrued and unpaid interest, if any.

Additionally, we may redeem some or all of the 2032 Senior Notes at a price equal to 100 % of principal amount, plus accrued and unpaid interest, if any, plus a “make-whole” premium set forth in the Indenture prior to April 1, 2028.

We may redeem up to 40 % of the 2032 Senior Notes prior to April 1, 2028 with the proceeds of certain equity offerings at the redemption price set forth in the 2025 Indenture.

If we sell certain assets or consummate certain change in control transactions, we will be required to make an offer to repurchase the 2032 Senior Notes.

3.750 % Convertible Senior Notes Due 2029

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At maturity, the holders of the 2029 Convertible Notes will be entitled to receive cash equal to the principal of the 2029 Convertible Notes plus accrued interest.

The effective interest rate for fiscal 2024 was approximately 4.28 %.

The effective interest rate is approximately 4.28 %.

As of September 30, 2025, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2029 Maturity Date assuming no early conversion.

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The redemption price will be equal to 100 % of the principal amount of the 2029 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

As of September 30, 2024, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.

Accordingly, the net balance of the 2029 Convertible Notes was classified as a non-current liability in our Consolidated Balance Sheets as of September 30, 2024.

The classification of the 2029 Convertible Notes as current or non-current in the Consolidated Balance Sheets is evaluated at each balance sheet date and may change from time to time depending on whether any of the conversion conditions has been met.

If one of the conversion conditions is met in any future fiscal quarter, we will classify our net liability under the 2029 Convertible Notes as a current liability in the Consolidated Balance Sheets as of the end of that fiscal quarter.

If none of the conversion conditions have been met in a future fiscal quarter prior to the one-year period immediately preceding the 2029 Maturity Date, we will classify our net liability under the 2029 Convertible Notes as a non-current liability in the Consolidated Balance Sheets as of the end of that fiscal quarter.

If the note holders elect to convert their 2029 Convertible Notes prior to maturity, any unamortized debt issuance costs will be recognized as expense at the time of conversion.

If the entire outstanding principal amount had been converted on September 30, 2024, we would have recorded an expense associated with the conversion, comprised of $ 5.7 million of unamortized debt issuance costs.

As of September 30, 2024, none of the note holders had elected to convert their 2029 Convertible Notes.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of September 30, 2024.

As of September 30, 2024, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.

The reported sale price of our Class A Common Stock was greater than or equal to 130 % of the applicable conversion price for the 2029 Convertible Notes for at least 20 trading days in the 30 consecutive trading days ended on September 30, 2025.

As a result, the 2029 Convertible Notes are convertible at the option of the holders during the fiscal quarter ended December 31, 2025.

Note Repurchases

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2.375 % Convertible Senior Notes Due 2025

In May 2018, we issued $ 172.5 million aggregate principal amount of 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), for which $ 103.4 million remains outstanding as of September 30, 2024.

In April 2025, holders converted approximately $ 97.0 million in principal amount of the 2025 Convertible Notes into approximately 6.1 million shares of our Class A Common Stock, and with payments of cash in lieu of any fractional shares.

On May 1, 2025, we repaid the remaining $ 6.4 million principal balance of the 2025 Convertible Notes using cash.

In May 2018, we issued $ 172.5 million aggregate principal amount of the 2025 Convertible Notes.

The 2025 Convertible Notes were issued pursuant to an indenture dated May 14, 2018 (the “2018 Indenture”) by and between the Company and Wells Fargo Bank, National Association, as the original trustee.

Effective October 1, 2019, Truist (formerly BB&T) assumed the duties and responsibilities as trustee under the 2018 Indenture.

The 2025 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act of 1933.

The 2025 Convertible Notes pay interest semi-annually in arrears at a rate of 2.375 % per annum on May 1 and November 1 of each year, commencing November 1, 2018, and mature on May 1, 2025 (the “2025 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.

The effective interest rate for fiscal 2024 was approximately 2.88 % for the 2025 Convertible Notes.

As of September 30, 2024, the remaining unamortized debt issuance costs will be amortized using the effective interest method through the 2025 Maturity Date assuming no early conversion.

The 2025 Convertible Notes are convertible based on an initial conversion rate of 62.8931 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 15.90 per share).

The conversion rate will not be adjusted for any accrued and unpaid interest.

The 2025 Convertible Notes contain certain make-whole fundamental change premiums and customary anti-dilution adjustments.

Upon conversion prior to November 1, 2024, we could settle in cash, shares of Class A Common Stock or any combination thereof, at our election.

Prior to November 1, 2024, the 2025 Convertible Notes were convertible at the option of the holders only upon certain conditions, none of which were met.

On or after November 1, 2024 until the close of business on the business day immediately preceding the 2025 Maturity Date, holders of 2025 Convertible Notes may, at their option, convert their 2025 Convertible Notes at any time.

Conversions occurring on or after November 1, 2024, are settled in a combination of cash and shares of Class A Common Stock, unless, by November 1, 2024, we elect another settlement method.

Pursuant to the terms of the 2018 Indenture, we have elected to settle any conversions of the 2025 Convertible Notes using shares of Class A Common Stock (physical settlement).

On October 28, 2024, we provided notice of that election to the trustee.

Given the 2025 Maturity Date of May 1, 2025, the net balance of the 2025 Convertible Notes was classified as a current liability in our Consolidated Balance Sheets as of September 30, 2024.

If the note holders elect to convert their 2025 Convertible Notes prior to maturity, any unamortized debt issuance costs will be recognized as expense at the time of conversion.

If the entire outstanding principal amount had been converted on September 30, 2024, we would have recorded an expense associated with the conversion, comprised of $ 0.3 million of unamortized debt issuance costs.

The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of September 30, 2024.

As of September 30, 2024, the if-converted value of the 2025 Convertible Notes did not exceed the principal amount and none of the note holders had elected to convert their 2025 Convertible Notes.

The 2025 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.

The 2025 Convertible Notes paid interest semi-annually in arrears at a rate of 2.375 % per annum on May 1 and November 1 of each year, commencing November 1, 2018, and matured on May 1, 2025 (the “2025 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.

The 2025 Convertible Notes were convertible based on an initial conversion rate of 62.8931 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 15.90 per share).

Until the close of business on the business day immediately preceding the 2025 Maturity Date, holders of 2025 Convertible Notes could, at their option, convert their 2025 Convertible Notes at any time.

2.875 % Convertible Senior Notes Due 2024

On July 1, 2024, the $ 34.4 million aggregate principal amount outstanding plus accrued interest was repaid using cash on hand and 77,328 Class A Common Stock shares, equal to the accreted value, were issued as part of the 2024 Convertible Notes conversion.

In July 2017, we issued $ 143.75 million aggregate principal amount of 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”), none of which remain outstanding as of September 30, 2025.

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The 2024 Convertible Notes paid interest semi-annually in arrears at a rate of 2.875 % per annum on January 1 and July 1 of each year, commencing January 1, 2018, and matured on July 1, 2024 (the “2024 Maturity Date”).

COMMON STOCK AND STOCK COMPENSATION

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Execution of the program will be responsive to fluctuating market conditions and valuations, liquidity needs and the expected return on investment compared to other opportunities.

The amount and timing of purchases will be dependent on a variety of factors, including stock price, trading volume, general market conditions, legal and regulatory requirements, general business conditions, the level of cash flows and corporate considerations determined by management and the Board, such as liquidity and capital needs and the availability of attractive alternative investment opportunities.

The amount and timing of purchases is dependent on a variety of factors, including stock price, trading volume, general market conditions, legal and regulatory requirements, general business conditions, the level of cash flows and corporate considerations determined by management and the Board, such as liquidity and capital needs and the availability of attractive alternative investment opportunities.

The Board has reserved the right to modify, suspend or terminate the program at any time.

As of September 30, 2024, we had repurchased and retired 2,845,548 shares of our Class A Common Stock for $ 26.0 million under the Common Stock Repurchase Program, of which 1,218,503 and 1,389,102 shares were repurchased and retired for $ 12.0 million during the fiscal years ended September 30, 2024 and 2023, respectively.

As of September 30, 2025, we had repurchased and retired 3,178,147 shares of our Class A Common Stock for $ 30.0 million under the Common Stock Repurchase Program, of which 332,599 shares were repurchased and retired for $ 4.0 million during the fiscal year ended September 30, 2025, and 1,218,503 were repurchased and retired for $ 12.0 million during the fiscal year ended September 30, 2024.

The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our Consolidated Balance Sheets.

The Common Stock Repurchase Program expired on May 3, 2025.

On November 11, 2025, the Board approved a new share repurchase program.

Subsequent Events.

Other Common Stock Repurchases

During December 2022, we used approximately $ 5.0 million of the net proceeds from the 2029 Convertible Notes offering to repurchase for cash 578,703 shares of our Class A Common Stock from purchasers of the notes in privately negotiated transactions.

Such transactions were authorized separately from, and not considered a part of, the publicly announced Common Stock Repurchase Program discussed above.

The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our consolidated balance sheets.

During the fiscal year ended September 30, 2025, we used approximately $ 3.0 million to repurchase for cash 220,435 shares of its Class A Common Stock.

During the fiscal year ended September 30, 2023, the Company used approximately $ 5.0 million of the net proceeds from the 2029 Convertible Notes offering to repurchase for cash 578,703 shares of our Class A Common Stock from purchasers of the notes in privately negotiated transactions.

Such transactions were authorized separately from, and not considered a part of the Common Stock Repurchase Program.

The repurchase amounts are allocated between “Additional paid-in-capital” and “Retained earnings” in our consolidated balance sheet.

Stock Compensation

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The total number of shares of Class A Common Stock that may be issued pursuant to awards under the 2022 LTI Plan (“Authorized Shares”) is such number that is from time to time approved by the holder of the Company’s Class B Voting Common Stock (the “Voting Stockholder”).

At the time the 2022 LTI Plan was adopted, 400,000 shares of our Class A Common Stock were added as Authorized Shares.

That number was increased to 1,900,000 in October 2022, to 3,300,000 in November 2023 and to 4,150,000 in October 2024.

As of September 30, 2025, there were 4,150,000 shares authorized for issuance under the 2022 LTI Plan and 431,395 shares remaining for future grants.

At any time, the number of shares that are available for issuance under future awards (“Available Shares”) is equal to the number of Authorized Shares reduced by the number of shares previously issued and the number of shares that may be issued under outstanding awards.

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Restricted stock units are generally subject to the achievement of performance goals in addition to continued service, and they are expensed, on a tranche-by-tranche basis, ratably over the service period beginning with the start of the measurement of performance.

2010 LTI Plan

The 2022 LTI Plan replaced the 2010 Long-Term Incentive Plan (the “2010 LTI Plan”) for all long-term incentive awards issued from and after January 1, 2022.

The 2010 LTI Plan remains effective, but only with respect to LTI awards issued and outstanding as of December 31, 2021, and any authorized but unissued shares remaining in the 2010 LTI Plan are available only to satisfy such awards.

Under the 2010 LTI Plan, we granted awards of restricted stock or restricted stock units to employees and non-employee directors.

Awards granted to employees were typically subject to performance and service conditions.

Awards granted to non-employee directors were time-based awards subject only to service conditions.

Awards were measured at the grant date fair value with compensation costs associated with the awards recognized over the requisite service period, usually the vesting period, on a straight-line basis.

Board of Director Awards

Immediately after our 2024 Annual Meeting of Stockholders in March 2024, we granted each of the five non-employee directors a restricted stock award of 15,037 shares ( 75,185 shares in total).

Board of Directors Awards

After our 2025 Annual Meeting of Stockholders in March 2025, we granted each of the five non-employee directors a restricted stock award of 12,725 shares ( 63,625 shares in total).

Those shares are scheduled to vest on the day immediately preceding the 2026 Annual Meeting of Stockholders (but in no event later than March 31, 2026), subject only to service conditions.

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Those shares vested on the day immediately preceding the 2024 Annual Meeting of Stockholders in March 2024.

In February 2021, we granted each of the four non-employee directors serving at that time a restricted stock award of 31,936 shares ( 127,744 shares in total).

Those shares vested on the day immediately preceding our 2022 Annual Meeting of Stockholders in March 2022.

Employee Awards

FY25 Awards — In October 2024, we granted restricted stock unit awards of a total of 818,216 shares to our executive officers and other key employees.

These awards were issued as part of our annual LTI program for fiscal 2025.

The awards have a three-year performance period consisting of fiscal 2025, fiscal 2026 and fiscal 2027.

For each award, 60 % of the total number of shares was allocated equally among the three fiscal years in the performance period ( 20 % each), with each tranche having separate performance conditions.

In addition, 20 % of the total number of shares was allocated to a three-year cumulative performance condition applicable to the entire three-year performance period, and 20 % was subject only to continued service.

The number of shares available to vest from each performance-based tranche can range from 0 to 150 % and is dependent on the achievement of the performance conditions for that tranche.

All of the performance-based shares that become available to vest based on the achievement of the performance conditions, along with the time-based tranche, will vest on September 30, 2027, so long as the participant continues active employment with the Company through that date.

Performance targets for the fiscal 2025 tranche and the three-year cumulative tranche were determined and communicated at the time of grant.

Grant dates for approximately 334,869 related to the fiscal 2026 and fiscal 2027 tranches will be determined when the applicable performance targets are established for those tranches.

As of September 30, 2025, we considered the performance targets for the fiscal 2025 tranche to be probable of achievement at the 150 % level and the cumulative performance target for the three-year cumulative tranche to be probable of achievement at the 100 % level.

During fiscal 2025, we granted restricted stock unit awards of an additional 19,093 shares to key employees in connection with promotions or new hires.

These additional awards carry the same terms as those granted in October 2024.

FY24 Awards — In November 2023, we granted restricted stock unit awards of a total of 995,759 shares to our executive officers and other key employees.

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Grant dates for the fiscal 2025 and fiscal 2026 tranches will be determined when the applicable performance targets are established for those tranches.

As of September 30, 2024, we considered the performance targets for the fiscal 2024 tranche to be probable of achievement at the 133 % level and the cumulative performance target for the three-year cumulative tranche to be probable of achievement at the 100 % level.

As of September 30, 2024, we considered the performance targets for the fiscal 2024 tranche to be probable of achievement at the 133 % level, and as of September 30, 2025, we considered the performance targets for the fiscal 2025 tranche to be probable of achievement at the 150 % level, and the cumulative performance target for the three-year cumulative tranche to be probable of achievement at the 150 % level.

During fiscal 2024, we granted restricted stock unit awards of an additional 17,524 shares to key employees in connection with promotions or new hires.

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Grant dates for the fiscal 2024 and fiscal 2025 tranches correspond to the establishment and communication of the applicable performance targets for those tranches.

As of September 30, 2023, we considered the performance targets for the fiscal 2023 tranche to be probable of achievement at the 147 % level, and as of September 30, 2024, we considered the performance targets for the fiscal 2024 tranche to be probable of achievement at the 133 % level, and the cumulative performance target for the three-year cumulative tranche to be probable of achievement at the 150 % level.

As of September 30, 2023, we considered the performance targets for the fiscal 2023 tranche to be probable of achievement at the 147 % level, as of September 30, 2024, we considered the performance targets for the fiscal 2024 tranche to be probable of achievement at the 133 % level, and as of September 30, 2025, we considered the performance targets for the fiscal 2025 tranche to be probable of achievement at the 150 % level, and the cumulative performance target for the three-year cumulative tranche to be probable of achievement at the 150 % level.

During fiscal 2023, we granted restricted stock unit awards of an additional 8,036 shares to key employees in connection with promotions or new hires.

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These additional awards carry the same terms as those granted in October and November 2021.

All of these awards vested in November 2024, after the Committee determined that the performance conditions had been met.

In October 2021, we granted a restricted stock award of 29,722 shares to an executive officer as a special performance and retention award.

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All of these awards vested in November 2023, after the Committee determined that the performance conditions had been met.

FY20 Awards — In January 2020, the Committee approved restricted stock unit awards for executive officers and key employees, but did not finalize the performance targets at that time.

In January 2021, the Committee approved the applicable performance targets and we granted restricted stock unit awards of a total of 550,224 shares of restricted stock to employees.

We consider the awards to have a three-year performance period consisting of fiscal 2020, fiscal 2021 and fiscal 2022, with a service condition applicable to fiscal 2020 and then separate performance conditions applicable to fiscal 2021 and 2022.

For each award, the total number of shares was allocated equally among fiscal 2021 and fiscal 2022, with each tranche having separate performance conditions.

The number of shares available to vest from each tranche was dependent on the achievement of the performance condition for that tranche and could range from 0 to 100 %.

All of the shares that became available to vest based on the achievement of the performance conditions vested on September 30, 2022, for participants whose active employment with the Company continued through that date.

Performance targets for the fiscal 2021 tranche were communicated in January 2021, and performance targets for the fiscal 2022 tranche were determined and communicated in October 2021.

As of September 30, 2021, we considered the performance targets for the fiscal 2021 tranche to be probable of achievement at the 100 % level, and as of September 30, 2022, we considered the performance targets for the fiscal 2022 tranche to be probable of achievement at the 100 % level.

All of these awards vested in November 2022, after the Committee determined that the performance conditions had been met.

As of September 30, 2025, the unamortized fair value of share awards to be amortized over their remaining vesting periods was approximately $ 9.6 million.

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(b) 337,481 shares were withheld to satisfy related income tax withholding.

The following table presents a summary of the fair value of shares granted:

Fiscal Year Ended September 30,

(in millions except per share amounts) 2024 2023 2022

Weighted average grant date fair value per share granted (a)

$ 7.59 $ 7.82 $ 7.24

Total market value of shares released $ 10.7 $ 4.7 $ 3.7

(a) Awards with performance and time-based vesting provisions are generally valued based upon the underlying share price as of the issuance date.

We have not declared or paid any dividends and currently do not anticipate paying any dividends in the immediate future.

We have not declared or paid any dividends and do not anticipate paying any dividends in the immediate future.

As described in Note 8:

Debt, payment of a dividend requires an adjustment to the conversion rate of our convertible notes.

Also, the 2032 Senior Notes impose certain restrictions on cash payments, including dividends .

Should we pay dividends in the future, our certificate of incorporation provides that cash dividends on common stock, when declared, must be declared and paid at the same per share amounts on both classes of stock.

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Foreign 40,394 32,905 25,424

$ 115,608 $ 51,633 $ 67,713

Total $ 146,773 $ 115,608 $ 51,633

* Includes the majority of our corporate administrative costs.

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State and foreign 14,714 10,983 7,219

31,159 25,972 12,608

Total 40,244 31,159 25,972

Federal ( 1,947 ) ( 1,719 ) ( 11,182 )

State and foreign ( 1,137 ) 3,073 ( 1,620 )

1,354 ( 12,802 ) 4,945

Total ( 3,084 ) 1,354 ( 12,802 )

Total income tax expense $ 37,160 $ 32,513 $ 13,170

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We also had foreign net operating loss carryforwards of $ 46.2 million, which will begin to expire in 2026 if not utilized.

Additionally, we have a $ 1.7 million foreign tax credit that will expire between 2025 to 2026 if not utilized.

Additionally, we have a $ 0.9 million foreign tax credit that will expire in 2026 if not utilized.

Deferred tax assets and liabilities are recorded for the estimated tax impact of temporary differences between the tax basis and book basis of assets and liabilities.

The Company has elected to account for the tax on GILTI as a period cost and therefore has not recorded deferred taxes related to GILTI on its foreign subsidiaries.

As of September 30, 2024, tax in amount of $ 0.7 million has been accrued for estimated tax on GILTI that will be due.

As of September 30, 2025, tax in the amount of $ 0.5 million has been accrued for estimated tax on GILTI that will be due.

A valuation allowance is established against a deferred tax asset when it is more likely than not that the deferred tax asset will not be realized.

Our valuation allowance has been established to offset certain state and foreign net operating loss carryforwards and foreign tax credit carryforwards that are not more likely than not to be utilized prior to expiration.

The valuation allowance decreased by $ 1.2 million in fiscal 2024, primarily due to the release of valuation allowance associated with net operating losses no longer available for use.

The valuation allowance decreased by $ 0.5 million in fiscal 2025, primarily due to the release of valuation allowance associated with net operating losses and foreign tax credit carryforwards no longer available for use.

We believe our results from future operations will generate sufficient taxable income in the appropriate jurisdictions such that it is more likely than not that the remaining deferred tax assets will be realized.

3 unchanged sentences

We provided deferred income taxes on all undistributed earnings from Cash Converters.

After extensive search for multi-store acquisitions in Guatemala, in the fourth quarter of fiscal 2024, we altered our Guatemala growth strategy to a focus on organic growth of existing stores, denovos and potentially small acquisitions.

As a result, we provided for applicable foreign withholding taxes on $ 20 million of undistributed foreign earnings and recorded a liability of $ 1.0 million.

12 unchanged sentences

The total amount of accrued interest and penalties was $ 1.2 million, $ 0.8 million and $ 0.7 million in 2025, 2024 and 2023, respectively.

We are subject to U.S., Mexico, Canada, Guatemala, Honduras, El Salvador, Peru, United Kingdom, and the Netherlands income taxes as well as income taxes levied by various state and local jurisdictions.

We are subject to U.S., Mexico, Canada, Guatemala, Honduras, El Salvador, United Kingdom, and the Netherlands income taxes as well as income taxes levied by various state and local jurisdictions.

With few exceptions, we are no longer subject to examinations by tax authorities for years before the tax year ended September 30, 2019.

30 unchanged sentences

The components of lease expense are included in “Store expenses” and “General and administrative” expense, based on the underlying lease use.

Cash paid for operating leases was $ 79.7 million, $ 76.7 million and $ 72.3 million for the fiscal years ended September 30, 2024, 2023 and 2022, respectively.

Cash paid for principal and interest on finance leases was $ 0.5 million and $ 0.2 million respectively, for the fiscal year ended September 30, 2024, and $ 0.3 million and $ 0.1 million, respectively, for the fiscal year ended September 30, 2023.

There was no cash paid for finance leases for the fiscal year ended September 30, 2022 .

Cash flow information consisted of the following:

Fiscal Year Ended September 30,

(in thousands) 2025 2024 2023

Cash provided by operating activities:

Cash paid for operating leases $ 81,137 $ 79,700 $ 76,700

Cash paid for interest portion of financing leases $ 162 $ 200 $ 100

Cash used in financing activities:

Cash paid for principal portion of finance leases

$ 606 $ 492 $ 275

The weighted- average term and discount rates for leases are as follows:

16 unchanged sentences

In December 2014, we entered into a non-cancelable 13-year operating lease for our corporate offices, with rent payments beginning February 2016 and ending March 2029.

Annual rent, net of square footage subsequently terminated as a result of negotiations with the landlord, escalate from $ 2.5 million at lease inception to $ 3.9 million in the terminal year of the lease.

The lease includes two five-year extension options at the end of the initial lease term.

In May of 2025, we entered into an amendment which extended certain elements of the lease until October 2035.

The amendment contains a renewal option for an additional five years at a market rental rate to be determined when the renewal notice is delivered.

This renewal option has not been recognized in the right of use asset or liability for this lease.

The estimated minimum future rental payments under the lease are approximately $ 13.1 million as of September 30, 2025.

9 unchanged sentences

We recorded $ 66.2 million, $ 55.3 million and $ 66.5 million in non-cash additions to our operating right-of-use assets and lease liabilities for the fiscal year ended September 30, 2025, 2024 and 2023 , respectively.

We recorded $ 0.2 million and $ 2.5 million in non-cash additions to our finance right-of-use assets and lease liabilities for the year ended September 30, 2024 and 2023, respectively.

CONTINGENCIES

5 unchanged sentences

Our operations are primarily managed on a geographical basis and consist of three reportable segments.

The factors for determining our reportable segments include the manner in which our chief operating decision maker (“CODM”) evaluates performance for purposes of allocating resources and assessing performance.

Our chief operating decision maker (“CODM”) is our chief executive officer.

The CODM uses key financial information such as revenue growth, pawn service charges, segment gross profit, and segment contribution by comparing to and monitoring against budget and prior year results to evaluate segment performance and allocate resources.

We currently report our segments as follows:

2 unchanged sentences

• Other Investments — Primarily our equity interest in Cash Converters and our investment in and notes receivable from Founders.

Corporate items include administrative expenses, depreciation and amortization, loss (gain) on sale or disposal of assets, interest income and expense and other (income) expense, and are not allocated between the segments.

There are no inter-segment revenues presented below, and the amounts below were determined in accordance with the same accounting principles used in our consolidated financial statements.

5 unchanged sentences

Merchandise sales $ 475,252 $ 225,747 $ — $ 700,999 $ — $ 700,999

Jewelry scrapping sales 54,344 6,738 — 61,082 — 61,082

Jewelry scrap sales

85,658 13,226 — 98,884 — 98,884

Pawn service charges 351,479 122,749 — 474,228 — 474,228

2 unchanged sentences

Merchandise cost of goods sold 299,107 156,570 — 455,677 — 455,677

Jewelry scrapping cost of goods sold 45,926 6,000 — 51,926 — 51,926

Jewelry scrap cost of goods sold

62,746 9,792 — 72,538 — 72,538

Gross profit 550,639 195,426 — 746,065 — 746,065

19 unchanged sentences

Merchandise sales $ 459,251 $ 204,485 $ — $ 663,736 $ — $ 663,736

Jewelry scrapping sales 43,305 6,223 — 49,528 — 49,528

Jewelry scrap sales

54,344 6,738 — 61,082 — 61,082

Pawn service charges 322,362 114,183 — 436,545 — 436,545

2 unchanged sentences

Merchandise cost of goods sold 288,894 138,509 — 427,403 — 427,403

Jewelry scrapping cost of goods sold 37,709 6,715 — 44,424 — 44,424

Jewelry scrap cost of goods sold

45,926 6,000 — 51,926 — 51,926

Gross profit 501,263 180,975 35 682,273 — 682,273

9 unchanged sentences

Interest income — ( 1,612 ) ( 2,422 ) ( 4,034 ) ( 6,541 ) ( 10,575 )

Equity in net loss of unconsolidated affiliates

— — 28,459 28,459 — 28,459

Other (income) expense — ( 131 ) 31 ( 100 ) 3,172 3,072

Equity in net (income) loss of unconsolidated affiliates — — ( 4,993 ) ( 4,993 ) 282 ( 4,711 )

Other income 7 ( 218 ) — ( 211 ) ( 1,166 ) ( 1,377 )

Segment contribution $ 165,290 $ 38,841 $ 7,450 $ 211,581

5 unchanged sentences

Merchandise sales $ 432,578 $ 182,868 $ — $ 615,446 $ — $ 615,446

Jewelry scrapping sales 25,739 6,294 — 32,033 — 32,033

Jewelry scrap sales

43,305 6,223 — 49,528 — 49,528

Pawn service charges 285,919 97,853 — 383,772 — 383,772

2 unchanged sentences

Merchandise cost of goods sold 267,874 126,905 — 394,779 — 394,779

Jewelry scrapping cost of goods sold 22,755 5,941 — 28,696 — 28,696

Jewelry scrap cost of goods sold

37,709 6,715 — 44,424 — 44,424

Gross profit 456,338 153,445 55 609,838 — 609,838

2 unchanged sentences

General and administrative — ( 3 ) — ( 3 ) 67,532 67,529

Impairment of goodwill and intangibles assets — — — — 4,343 4,343

Depreciation and amortization 10,382 9,191 — 19,573 12,558 32,131

Loss (gain) on sale or disposal of assets 51 ( 37 ) — 14 ( 688 ) ( 674 )

Loss (gain) on sale or disposal of assets and other 115 ( 289 ) — ( 174 ) 382 208

Other operating Income — ( 5,097 ) — ( 5,097 ) — ( 5,097 )

Interest expense — — — — 16,456 16,456

Interest income ( 2 ) ( 1,139 ) ( 1,500 ) ( 2,641 ) ( 4,829 ) ( 7,470 )

Equity in net income of unconsolidated affiliates

— — ( 1,779 ) ( 1,779 ) — ( 1,779 )

Equity in net loss of unconsolidated affiliates — — 28,459 28,459 — 28,459

Other (income) expense — ( 131 ) 31 ( 100 ) 3,172 3,072

2 unchanged sentences

The following table presents separately identified segment assets:

(in thousands) U.S.

Pawn Latin America Pawn Other

Investments (a )

Corporate Total

(in thousands) Pawn Loans

Assets as of September 30, 2025

Pawn loans $ 214,306 $ 59,778 $ — $ — $ 274,084

Pawn service charges receivable, net 39,194 4,819 — — 44,013

Inventory, net 138,624 53,299 — — 191,923

Total assets 1,009,226 311,824 79,421 92,766 1,493,237

Pawn $ 233,774 $ 185,640 $ — $ 419,414

Latin America Pawn 73,722 62,817 — 136,539

Total segment assets

Other Investments *

— — 92,556 92,556

Total other assets

Total consolidated assets

Assets as of September 30, 2024

Pawn loans $ 190,624 $ 55,142 $ — $ — 245,766

Pawn service charges receivable, net 34,318 4,567 — — 38,885

Inventory, net 128,901 37,576 — — 166,477

Total assets 984,539 313,164 63,707 106,301 1,467,711

(a) Segment assets as of September 30, 2023 have been recast to conform to current year presentation as CCV no longer meets the 10 percent threshold to be considered its own segment

Pawn $ 214,306 $ 138,624 $ — $ 352,930

Latin America Pawn 59,778 53,299 — 113,077

Total segment assets

Other Investments *

— — 79,421 79,421

Total other assets

Total consolidated assets

* The CODM does not review Other Investments assets for purposes of assessing segment performance and allocating resources.

As such, the asset balance for Other Investments is not included within the total segment assets caption.

The Other Investments balance includes the investment in Cash Converters, refer to Note 5 for the investment value.

The following tables provide geographic information:

34 unchanged sentences

Incentive accrual 20,068 19,883

Accrued interest payable 13,763 3,539

Other payroll related expenses 5,704 3,999

26 unchanged sentences

Cash and cash equivalents $ 469,524 $ 170,513 $ 220,595

Restricted cash 9,294 8,373 8,341

Short-term restricted cash 525 9,294 8,373

Long-term restricted cash 14,664 — —

Total cash and cash equivalents and restricted cash $ 484,713 $ 179,807 $ 228,968

3 unchanged sentences

Pawn loans forfeited and transferred to inventory $ 425,788 $ 383,374 $ 330,947

Transfer of consideration for other investment — — 1,500

Transfer of equity consideration for acquisition $ — $ — $ 99

2 unchanged sentences

Convertible notes share settlement

$ 96,902 $ 799 $ —

SUBSEQUENT EVENTS

On November 11, 2025, the Board approved a new share repurchase program which will replace the previous program that expired on May 3, 2025.

Common Stock And Stock Compensation — Common Stock Repurchase Program.

Under the new program, we are authorized to repurchase up to $ 50 million of our Class A Non-Voting common shares over the next three years .

Execution of the program will be responsive to fluctuating market conditions and valuations, liquidity needs and the expected return on investment compared to other opportunities.

The amount and timing of purchases will be dependent on a variety of factors, including stock price, trading volume, general market conditions, legal and regulatory requirements, general business conditions, the level of cash flows, and corporate considerations determined by management and the Board, such as liquidity and capital needs and the availability of attractive alternative investment opportunities.

The Board has reserved the right to modify, suspend or terminate the program at any time.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

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 8. Financial Statements and Supplementary Data