1 unchanged sentence
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: (in thousands, except share and per share amounts) June 30,
−Removed: September 30,
+Added: (in thousands, except per share amount) December 31, 2025 December 31, 2024 September 30, 2025
Current assets:
4 unchanged sentences
Inventory, net
+Added: 253,446 199,481 248,457
Prepaid expenses and other current assets 56,210 36,562 51,221
26 unchanged sentences
shares authorized:
+Added: 100,000,000 ;
issued and outstanding:
−Removed: 57,992,965 as of June 30, 2025;
−Removed: 51,771,917 as of June 30, 2024;
−Removed: and 51,582,698 as of September 30, 2024
+Added: 58,724,555 as of December 31, 2025;
+Added: 52,050,550 as of December 31, 2024;
+Added: 57,921,451 as of September 30, 2025
Class B Voting Common Stock, convertible, par value $ 0.01 per share;
1 unchanged sentence
issued and outstanding:
+Added: 2,970,171 as of December 31, 2025, December 31, 2024 and September 30, 2025
Additional paid-in capital 447,935 345,783 450,892
6 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
(in thousands, except per share amount) 2025 2024
Merchandise sales $ 210,147 $ 186,343
−Removed: Jewelry scrapping sales 26,970 15,395 64,640 43,191
+Added: Jewelry scrap sales 39,908 16,732
Pawn service charges 131,917 117,052
2 unchanged sentences
Merchandise cost of goods sold 132,756 121,824
−Removed: Jewelry scrapping cost of goods sold 19,116 13,483 48,367 37,479
+Added: Jewelry scrap cost of goods sold 26,297 12,942
Gross profit 222,966 185,404
3 unchanged sentences
Depreciation and amortization 8,756 8,335
−Removed: Loss (gain) on sale or disposal of assets and other — 20 25 ( 149 )
−Removed: Other operating income ( 1,262 ) — ( 1,262 ) ( 765 )
+Added: Loss on sale or disposal of assets and other 87 8
Total operating expenses 162,358 143,463
14 unchanged sentences
Three Months Ended
−Removed: Nine Months Ended
(in thousands) 2025 2024
1 unchanged sentence
Other comprehensive income:
−Removed: Foreign currency translation adjustment, net of income tax (benefit) expense for our investment in unconsolidated affiliate of $ 19 and $( 101 ) for the three months ended June 30, 2025, and 2024, respectively and $ 180 and $( 60 ) for the nine months ended June 30, 2025, and 2024, respectively.
+Added: Foreign currency translation adjustment, net of income tax (expense) for our investment in unconsolidated affiliate of $( 81 ) and $( 106 ) for the three months ended December 31, 2025, and 2024, respectively.
3,859 ( 7,319 )
11 unchanged sentences
Taxes paid related to net share settlement of equity awards — — ( 6,346 ) — — ( 6,346 )
−Removed: Foreign currency translation loss — — — — ( 7,319 ) ( 7,319 )
−Removed: Purchase and retirement of treasury stock ( 250 ) ( 3 ) ( 1,202 ) ( 1,795 ) — ( 3,000 )
−Removed: Net income — — — 31,016 — 31,016
−Removed: Balances as of December 31, 2024 55,021 $ 550 $ 345,783 $ 536,427 $ ( 58,866 ) $ 823,894
−Removed: Stock compensation — — 2,404 — — 2,404
−Removed: Release of restricted stock, net of shares withheld for taxes 76 1 ( 1 ) — — —
Foreign currency translation gain — — — — 3,859 3,859
−Removed: Purchase and retirement of treasury stock ( 83 ) ( 1 ) ( 390 ) ( 606 ) — ( 997 )
Net income — — — 44,304 — 44,304
−Removed: Balances as of March 31, 2025 55,014 $ 550 $ 347,796 $ 561,211 $ ( 57,982 ) $ 851,575
−Removed: Stock compensation — — 4,212 — — 4,212
−Removed: Settlement of convertible notes due 2025 6,098 61 96,902 — — 96,963
−Removed: Foreign currency translation gain — — — — 12,808 12,808
−Removed: Purchase and retirement of treasury stock ( 149 ) ( 1 ) ( 837 ) ( 1,165 ) — ( 2,003 )
−Removed: Net income — — — 26,503 — 26,503
−Removed: Balances as of June 30, 2025 60,963 $ 610 $ 448,073 $ 586,549 $ ( 45,174 ) $ 990,058
+Added: Balances as of December 31, 2025 61,695 $ 617 $ 447,935 $ 656,991 $ ( 34,844 ) $ 1,070,699
Common Stock Additional
7 unchanged sentences
Taxes paid related to net share settlement of equity awards — — ( 3,971 ) — — ( 3,971 )
−Removed: Foreign currency translation gain — — — — 4,633 4,633
−Removed: Purchase and retirement of treasury stock ( 355 ) ( 4 ) ( 1,322 ) ( 1,681 ) — ( 3,007 )
−Removed: Net income — — — 28,470 — 28,470
−Removed: Balances as of December 31, 2023 55,243 $ 553 $ 343,870 $ 457,929 $ ( 27,469 ) $ 774,883
−Removed: Stock compensation — — 2,580 — — 2,580
−Removed: Release of restricted stock, net of shares withheld for taxes 89 1 ( 1 ) — — —
−Removed: Foreign currency translation gain — — — — 4,457 4,457
−Removed: Purchase and retirement of treasury stock ( 305 ) ( 3 ) ( 1,275 ) ( 1,725 ) — ( 3,003 )
−Removed: Net income — — — 21,479 — 21,479
−Removed: Balances as of March 31, 2024 55,027 $ 551 $ 345,174 $ 477,683 $ ( 23,012 ) $ 800,396
−Removed: Stock compensation — — 3,101 — — 3,101
Foreign currency translation loss — — — — ( 7,319 ) ( 7,319 )
1 unchanged sentence
Net income — — — 31,016 — 31,016
−Removed: Balances as of June 30, 2024 54,742 $ 548 $ 347,082 $ 493,830 $ ( 40,005 ) $ 801,455
+Added: Balances as of December 31, 2024 55,021 $ 550 $ 345,783 $ 536,427 $ ( 58,866 ) $ 823,894
See accompanying notes to unaudited condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Nine Months Ended
+Added: Three Months Ended
(in thousands) 2025 2024
24 unchanged sentences
Acquisitions, net of cash acquired ( 9,147 ) —
−Removed: Proceeds from notes receivable 241 1,100
+Added: Issuance of notes receivable ( 4,000 ) —
Investment in unconsolidated affiliate ( 7,172 ) —
−Removed: Investment in other investments — ( 15,000 )
Dividends from unconsolidated affiliates 1,810 1,902
+Added: Other — ( 148 )
Net cash used in investing activities ( 30,958 ) ( 14,040 )
1 unchanged sentence
Taxes paid related to net share settlement of equity awards ( 6,346 ) ( 3,971 )
−Removed: Proceeds from issuance of debt 300,000 —
−Removed: Debt issuance cost ( 7,563 ) —
−Removed: Payments on debt ( 6,410 ) —
Purchase and retirement of treasury stock — ( 3,000 )
Payments of finance leases ( 174 ) ( 131 )
−Removed: Net cash provided by (used in) financing activities 275,606 ( 12,648 )
+Added: Net cash used in financing activities ( 6,520 ) ( 7,102 )
Effect of exchange rate changes on cash and cash equivalents and restricted cash ( 260 ) ( 764 )
17 unchanged sentences
In the opinion of management, the accompanying Condensed Consolidated Financial Statements include all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation.
−Removed: Financial results for the three and nine month periods ended June 30, 2025, are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2025 or any other period due, in part, to seasonal variations.
−Removed: There have been no changes that have had a material impact in significant accounting policies as described in our 2024 Annual Report .
−Removed: Principles of Consolidation
−Removed: The accompanying Condensed Consolidated Financial Statements include the accounts of EZCORP, Inc.
−Removed: and its wholly-owned subsidiaries.
−Removed: We use the equity method of accounting for entities in which we have a 50% or less investment and exercise significant influence.
−Removed: We account for equity investments for which we do not have significant influence and without readily determinable fair values at cost with adjustments for observable changes in price in orderly transactions for identical or similar investments of the same issuer or impairments.
−Removed: All inter-company accounts and transactions have been eliminated in consolidation.
+Added: Financial results for the periods presented are not necessarily indicative of results that may be expected for the fiscal year ending September 30, 2026 or any other period due, in part, to seasonal variations.
+Added: Beginning in the first quarter of fiscal 2026, following a review of segment expenses to better align direct operating expenses with the respective segments, we modified our methodology for allocating certain expenses used in evaluating financial and segment performance and resource allocation.
+Added: Specifically, we no longer allocate certain administrative expenses to our Latin America Pawn and U.S.
+Added: Pawn segments;
+Added: these costs are now reported within the "General and administrative" line in our Condensed Consolidated Statements of Operations.
+Added: We have recast the Condensed Consolidated Statements of Operations and segment contribution for prior periods to conform to this methodology.
+Added: This resulted in a classification change of certain expenses totalling $ 5.5 million from Store expenses to General and administrative for the three months ended December 31, 2024.
+Added: Additionally, segment contribution no longer includes certain administrative allocations to segments;
+Added: these costs are now included within Corporate.
+Added: Refer to Note 11:
+Added: Segment Information.
+Added: There was no impact to Total operating expenses, Operating income, or Net income on our Condensed Consolidated Statements of Operations.
+Added: Summary of Significant Accounting Policies
+Added: There were no material changes to our significant accounting policies during the three months ended December 31, 2025 from the policies described in our 2025 Annual Report.
Use of Estimates and Assumptions
7 unchanged sentences
Upon cancellation, customer layaway deposits are generally refundable, less a cancellation fee, via credit slip.
−Removed: Our customer layaway deposits balance as of June 30, 2025, 2024 and September 30, 2024 was $ 33.3 million, $ 20.1 million and $ 21.6 million, respectively, and are generally recognized as revenues within a one-year period.
+Added: Our customer layaway deposits balance as of December 31, 2025, 2024 and September 30, 2025 was $ 33.1 million, $ 24.2 million and $ 33.9 million, respectively, and are generally recognized as revenues within a one-year period.
Recently Issued Accounting Pronouncements
−Removed: In October 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative (“ASU 2023-06”).
−Removed: 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.
−Removed: 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.
−Removed: Early adoption is prohibited.
−Removed: We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
−Removed: In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):
−Removed: Improvements to Reportable Segment Disclosures (“ASU 2023-07”).
−Removed: ASU 2023-07 requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”) included within segment operating profit or loss.
−Removed: Additionally, the ASU requires a description of how the CODM utilizes segment operating profit or loss to assess segment performance.
−Removed: The requirements of ASU 2023-07 are effective for the Company for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.
−Removed: Early adoption is permitted, and retrospective application is required for all periods presented.
−Removed: The adoption of this ASU is expected to only impact disclosures with respect to the Company’s consolidated financial statements.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):
2 unchanged sentences
The ASU also requires disclosure of disaggregated information related to income taxes paid, income or loss from continuing operations before income tax expense or benefit and income tax expense or benefit from continuing operations.
−Removed: The requirements of this ASU 2023-09 are effective for the Company for fiscal years beginning after December 15, 2024.
+Added: The requirements of this ASU 2023-09 are effective for the Company for annual periods beginning after December 15, 2024.
Early adoption is permitted, and the amendments should be applied on a prospective basis.
1 unchanged sentence
The adoption of this ASU is expected to only impact disclosures with respect to the Company’s consolidated financial statements.
−Removed: In March 2024, the FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements (“ASU 2024-02”).
−Removed: ASU 2024-02 contains amendments to the Codification that remove references to various FASB Concepts Statements.
−Removed: 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.
−Removed: This standard is not expected to have a significant impact on our consolidated financial statements and related disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):
5 unchanged sentences
We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
−Removed: In November 2024, the FASB issued ASU 2024-04, Debt - Debt with Conversions and Other Options (Subtopic 470-20):
−Removed: Induced Conversions of Convertible Debt Instruments (“ASU 2024-04”).
−Removed: ASU 2024-04 clarifies the requirements for determining whether certain settlements of convertible debt instruments, including convertible debt instruments with cash conversion features or convertible debt instruments that are not currently convertible, should be accounted for as an induced conversion.
−Removed: The requirements of ASU 2024-04 are effective for the Company for fiscal years beginning after December 15, 2025, and interim periods within those periods.
−Removed: Early adoption is permitted for all entities that have adopted the amendments in ASU 2020-06 and can be applied on a prospective or retrospective basis.
−Removed: 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):
5 unchanged sentences
We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
−Removed: In July 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law.
−Removed: This legislation includes changes to the United States federal tax law, which may be subject to further clarification and the issuance of interpretive guidance.
−Removed: We are currently evaluating the impact of the legislation on our consolidated financial statements.
−Removed: On June 17, 2025, we acquired 40 pawn stores across 13 states in Mexico from Monte Primavera, S.A.
−Removed: and Valuer, S.A.
−Removed: 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.
−Removed: At closing, the Company also assumed management of 7 additional stores.
−Removed: We now operate a total of 1,336 pawn stores, 791 of which are in Latin America, including 604 in Mexico.
−Removed: At the time of acquisition, the total consideration was $ 20.3 million in cash, of which $ 6.4 million was held back for standard indemnification purposes and for later acquisition of the 7 managed stores.
−Removed: Approximately $ 5.4 million of the retained payment is expected to be paid over the next five years and is included in long-term restricted cash and the associated consideration payable is included in other long-term liabilities on our condensed consolidated balance sheet as of June 30, 2025.
−Removed: The remaining $ 1.0 million is expected to be paid in our next fiscal quarter and is included in cash and cash equivalents and the associated consideration payable is included in accounts payable, accrued expenses and other current liabilities on our condensed consolidated balance sheet as of June 30, 2025.
−Removed: 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.
−Removed: 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.
−Removed: The assets acquired and liabilities assumed are based upon the fair values at the date of acquisition.
−Removed: The excess purchase price over the estimated fair market value of the net assets acquired has been recorded as goodwill.
−Removed: The estimated fair value of Pawn Loans and Inventory assumed are provisional, as the Company is gathering additional information to finalize the valuation of pawn loans and completing final inventory counts.
−Removed: Any changes identified during the measurement period will be recorded as adjustments to the assets acquired, liabilities assumed, or goodwill.
−Removed: The preliminary purchase price allocation is as follows (in thousands):
−Removed: Cash and cash equivalents $ 64
−Removed: Pawn loans 5,878
−Removed: Pawn service charges receivable 706
−Removed: Prepaid expenses and other current assets 81
−Removed: Property and equipment
−Removed: Right-of-use assets
−Removed: Goodwill 11,556
−Removed: Customer layaway deposits ( 188 )
−Removed: Operating lease liabilities ( 4,463 )
−Removed: Other long-term liabilities ( 119 )
−Removed: Total consideration 20,307
−Removed: Retained Payment ( 6,380 )
−Removed: Cash Paid $ 13,927
−Removed: 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.
−Removed: We expect none of the goodwill resulting from this business combination will be deductible for income tax purposes.
−Removed: The results of this acquisition have been included in our condensed consolidated financial statements from June 17, 2025 through June 30, 2025, and are reported in our Latin America Pawn segment.
−Removed: The acquired business contributed revenues of $ 0.7 million and net income of $ 0.2 million to us for the period from June 17, 2025 to June 30, 2025.
−Removed: During the three and nine months ended June 30, 2025, we incurred total acquisition costs of $ 0.3 million.
−Removed: The acquisition costs were primarily related to legal, accounting and consulting services, were expensed as incurred through June 30, 2025 and are included in general and administrative expenses in the consolidated statements of operations.
−Removed: Unaudited Supplementary Pro Forma Financial Information
−Removed: The following unaudited pro forma summary presents consolidated information for us as if the business combination had occurred on October 1, 2023.
−Removed: 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.
−Removed: 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.
−Removed: The pro forma adjustments reflected in the table below are subject to change as additional analysis is performed.
−Removed: Three Months Ended
−Removed: June 30, Nine Months Ended
−Removed: (in thousands, except per share amounts) 2025 2024 2025 2024
−Removed: Revenues $ 315,820 $ 286,451 $ 952,039 $ 882,443
−Removed: Net income 26,603 18,127 83,377 68,407
−Removed: 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.
−Removed: These pro forma amounts have been calculated after applying the Company’s accounting policies.
+Added: In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-use Software:
+Added: Targeted Improvements to the Accounting for Internal-use Software which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software.
+Added: 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.
+Added: ASU 2025-06 is effective for fiscal years beginning after December 15, 2027 with early adoption permitted.
+Added: We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
+Added: In November 2025, the FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326):
+Added: Purchased Loans.
+Added: ASU 2025-08 expands the use of the gross up method to certain acquired loans.
+Added: Purchased season loans will be accounted for using the gross-up approach.
+Added: The ASU is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years.
+Added: We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures.
+Added: In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270), which clarifies the scope of interim reporting requirements and introduces a principles-based framework for disclosure of material events occurring after the most recent annual period.
+Added: The ASU also consolidates interim disclosure requirements from other Codification topics into ASC 270.
+Added: The guidance is effective for interim periods beginning after December 15, 2027, with early adoption permitted.
+Added: We are currently evaluating the impact of this standard on our interim reporting disclosures.
+Added: There were no material acquisitions during the three months ended December 31, 2025 and 2024.
+Added: Refer to Note 13:
+Added: Subsequent Events for acquisitions that closed after the Balance Sheet date.
The following table summarizes the changes in the carrying amount of goodwill by segment and in total:
−Removed: Nine Months Ended June 30, 2025
(in thousands) U.S.
Pawn Latin America Pawn Consolidated
−Removed: Balances as of September 30, 2024
−Removed: $ 264,428 $ 42,050 $ 306,478
+Added: Balance as of September 30, 2025 $ 268,063 $ 56,826 $ 324,889
Acquisitions (a)
1 unchanged sentence
Effect of foreign currency translation changes — 944 944
−Removed: Balances as of June 30, 2025 $ 266,759 $ 55,148 $ 321,907
−Removed: (a) Amount represents goodwill recognized in connection with acquisitions within the U.S.
−Removed: Pawn segment that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures.
−Removed: Nine Months Ended June 30, 2024
+Added: Balance as of December 31, 2025 $ 271,621 $ 59,462 $ 331,083
+Added: (a) Amount represents goodwill recognized in connection with acquisitions during the three months ended December 31, 2025 that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures in this Form 10-Q.
(in thousands) U.S.
Pawn Latin America Pawn Consolidated
−Removed: Balances as of September 30, 2023
−Removed: $ 255,942 $ 46,430 $ 302,372
−Removed: Acquisitions (a)
−Removed: 8,329 — 8,329
+Added: Balance as of September 30, 2024 $ 264,428 $ 42,050 $ 306,478
Effect of foreign currency translation changes — ( 1,756 ) ( 1,756 )
−Removed: Balances as of June 30, 2024
−Removed: $ 264,271 $ 44,576 $ 308,847
−Removed: (a) Amount represents goodwill recognized in connection with acquisitions within the U.S.
−Removed: Pawn segment that were immaterial, individually and in the aggregate, and we have therefore omitted certain disclosures.
+Added: Balance as of December 31, 2024 $ 264,428 $ 40,294 $ 304,722
EARNINGS PER SHARE
1 unchanged sentence
Three Months Ended
−Removed: June 30, Nine Months Ended
(in thousands, except per share amounts) 2025 2024
14 unchanged sentences
Restricted stock**** 1,151 1,437
−Removed: Total 1,693 1,917 1,731 1,913
−Removed: * The Company’s debt (collectively, the “Convertible Notes”) includes the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”), which were settled in a combination of cash and shares during the three months ended June 30, 2025.
−Removed: The nine months ended June 30, 2024 also includes the 2.875 % Convertible Senior Notes Due 2024 (the “2024 Convertible Notes”).
−Removed: Effective January 1, 2024, we were required to combination settle the 2024 Convertible Notes.
−Removed: As such, no interest expense is included in the diluted earnings per share computation for the three months ended June 30, 2024 and only the first quarter of 2024 interest expense is included for the nine months ended June 30, 2024.
−Removed: Debt for conversion price, initial conversion rate and additional information.
+Added: * The Company’s convertible debt for the three months ended December 31, 2025 consists of the 3.750 % Convertible Senior Notes Due 2029 (the “2029 Convertible Notes”) and, for the three months ended December 31, 2024, also includes the 2.375 % Convertible Senior Notes Due 2025 (the “2025 Convertible Notes”).
** 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.
−Removed: *** As the 2025 Notes were settled during the fiscal quarter, approximately 2.1 million and 5.0 million of weighted average shares were included for the three and nine months ended June 30, 2025, respectively.
−Removed: As we were required to combination settle the 2024 Convertible Notes effective January 1, 2024, the 3.4 million principal shares are not included for the three months ended June 30, 2024 and only the weighted average shares of 1.2 million are included for the nine months ended June 30, 2024.
−Removed: Additionally, 75,854 and 25,192 potential common shares related to the accreted value of the 2024 Convertible Notes are included for the three or nine months ended June 30, 2024 as the average market rate was not above the initial conversion price of $ 10.00 per share for the noted reporting periods.
−Removed: Debt for conversion price, initial conversion rate and additional information on the 2024 Convertible Notes, 2025 Convertible Notes, and 2029 Convertible Notes.
+Added: *** Approximately 6.5 million of weighted average shares were included for the three months ended December 31, 2024 related to the 2025 Convertible Notes, which were settled in the third quarter of fiscal 2025 with a combination of cash and shares.
**** Includes antidilutive share-based awards as well as 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.
We determine if a contract contains a lease at inception.
−Removed: Our lease portfolio consists primarily of operating leases for pawn store locations and corporate offices with lease terms ranging from three to ten years and finance leases for vehicles with lease terms ranging from two to five years .
+Added: Our lease portfolio consists primarily of operating leases for pawn store locations and corporate offices with lease terms ranging from five to ten years and finance leases for vehicles with lease terms ranging from two to five years .
The table below presents balances of our lease assets and liabilities and their balance sheet locations for both operating and financing leases:
−Removed: (in thousands) Balance Sheet Location June 30, 2025 June 30, 2024 September 30,
+Added: (in thousands) Balance Sheet Location December 31, 2025 December 31, 2024 September 30, 2025
Lease assets:
12 unchanged sentences
Three Months Ended
−Removed: June 30, Nine Months Ended
(in thousands) 2025 2024
8 unchanged sentences
Total lease cost $ 26,088 $ 23,445
−Removed: *Includes a reduction for sublease rental income of $ 0.7 million and $ 0.7 million for both the three months ended June 30, 2025 and 2024, respectively, and $ 2.0 million and $ 2.4 million for the nine months ended June 30, 2025 and 2024 respectively.
+Added: *Includes a reduction for sublease rental income of $ 0.7 million and $ 0.6 million for the three months ended December 31, 2025 and 2024, respectively.
Lease expense is recognized on a straight-line basis over the lease term with variable lease expense recognized in the period in which the costs are incurred.
The components of lease expense are included in “Store expenses” and “General and administrative” under operating expenses, based on the underlying lease use.
−Removed: Cash paid for operating leases was $ 20.3 million and $ 15.9 million for the three months ended June 30, 2025 and 2024, respectively, and $ 60.3 million and $ 60.5 million for the nine months ended June 30, 2025 and 2024, respectively.
+Added: Cash paid for operating leases was $ 21.2 million and $ 20.0 million for the three months ended December 31, 2025 and 2024, respectively.
The weighted-average term and discount rates for leases are as follows:
−Removed: Nine Months Ended
+Added: Three Months Ended
Weighted-average remaining lease term (years):
4 unchanged sentences
Financing leases 11.90 % 11.14 %
−Removed: As of June 30, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:
+Added: As of December 31, 2025, maturities of lease liabilities under ASC 842 by fiscal year were as follows:
(in thousands) Operating Leases Financing Leases
Remaining 2026 $ 61,114 $ 669
+Added: Fiscal 2027 70,249 615
+Added: Fiscal 2028 53,739 150
+Added: Fiscal 2029 39,037 102
+Added: Fiscal 2030 26,938 27
Thereafter 59,375 —
5 unchanged sentences
$ 185,507 $ 607
−Removed: We recorded $ 51.2 million and $ 46.1 million in non-cash additions to our operating right-of-use assets and lease liabilities for the nine months ended June 30, 2025 and 2024, respectively.
+Added: We recorded $ 15.8 million and $ 18.2 million in non-cash additions to our operating right-of-use assets and lease liabilities for the three months ended December 31, 2025 and 2024, respectively.
STRATEGIC INVESTMENTS
Cash Converters International Limited
−Removed: As of June 30, 2025, we owned 273,939,157 shares, or approximately 43.7 %, of Cash Converters.
+Added: As of December 31, 2025, we owned approximately 43.7 %, of Cash Converters.
We acquired our original investment in November 2009 and have increased our ownership through the acquisition of additional shares periodically since that time.
−Removed: We received cash dividends from Cash Conver ters of $ 3.6 million and $ 3.5 million during th e nine mon ths ended June 30, 2025 and 2024, respectively.
−Removed: The following tables present summary financial information for Cash Converters’ most recently reported results as applicable after translation to U.S.
−Removed: (in thousands) 2024 2023
−Removed: Current assets $ 171,745 $ 186,572
−Removed: Non-current assets 118,223 137,271
−Removed: Total assets $ 289,968 $ 323,843
−Removed: Current liabilities $ 90,332 $ 101,097
−Removed: Non-current liabilities 63,455 79,926
−Removed: Shareholders’ equity 136,181 142,820
−Removed: Total liabilities and shareholders’ equity $ 289,968 $ 323,843
−Removed: Half-Year Ended December 31,
−Removed: (in thousands) 2024 2023
−Removed: Gross revenues $ 126,947 $ 124,874
−Removed: Gross profit $ 81,456 $ 73,675
−Removed: Net profit $ 7,973 $ 6,499
−Removed: During the three and nine m onths ended June 30, 2025, we recorded our share of income of $ 1.4 million and $ 4.9 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the condensed consolidated statements of operations.
−Removed: During the three and nine months ended June 30, 2024 , we recorded our share of income of $ 1.4 million and $ 4.3 million, respectively, from Cash Converters, included in Equity in net income of unconsolidated affiliates in the condensed consolidated statement of operations.
+Added: During the three months ended December 31, 2025, we acquired an additional 35,780,747 shares for $ 7.1 million bringing our total shares owned to 309,719,904 shares.
+Added: This additional investment did not increase our ownership percentage in Cash Converters.
+Added: We received cash dividends from Cash Converters of $ 1.8 million and $ 1.9 million during the three months ended December 31, 2025 and 2024, respectively.
+Added: During the three months ended December 31, 2025 and 2024, we recorded our share of income of $ 1.8 million and $ 1.6 million, respectively, from Cash Converters, included in “Equity in net income of unconsolidated affiliates” in the Condensed Consolidated Statements of Operations.
Fair Value Measurements for the fair value and carrying value of our investment in Cash Converters.
3 unchanged sentences
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.
−Removed: We have an interest in Founders, a variable interest entity, but because the Company is not the primary beneficiary, we do not consolidate Founders.
−Removed: Further, as we are not the appointed manager, we do not have the ability to direct the activities of the investment entity that most significantly impact its economic performance.
−Removed: Consequently, our preferred equity investment in Founders is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities.
−Removed: As of June 30, 2025, our $ 45.0 million carrying value of the preferred equity investment and $ 15.0 million Demand Promissory Note are included in “Other investments” and “Prepaid expenses and other current assets” in our condensed consolidated balance sheets, respectively.
−Removed: As of June 30, 2025, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million preferred equity investment and $ 15.0 million Demand Promissory Note plus accrued and unpaid interest.
+Added: Our preferred equity investment in Founders, a variable interest entity, is accounted for utilizing the measurement alternative within ASC 321, Investments — Equity Securities.
+Added: As of December 31, 2025, our $ 45.0 million carrying value of the preferred equity investment and $ 29.3 million in Demand Promissory Notes (including accrued interest) are included in “Other investments” and “Prepaid expenses and other current assets” in our Condensed Consolidated Balance Sheets, respectively.
+Added: As of December 31, 2025, our maximum exposure for losses related to our investment in Founders was our $ 45.0 million preferred equity investment and $ 29.3 million in Demand Promissory Notes (including accrued interest).
+Added: Subsequent to the Balance Sheet date, on January 2, 2026, we acquired a controlling interest in Founders.
+Added: Subsequent Events .
Fair Value Measurements for the fair value and carrying value of our loan to Founders.
12 unchanged sentences
Carrying Value Estimated Fair Value
−Removed: June 30, 2025 June 30, 2025 Fair Value Measurement Using
+Added: December 31, 2025 December 31, 2025 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
6 unchanged sentences
Carrying Value Estimated Fair Value
−Removed: June 30, 2024 June 30, 2024 Fair Value Measurement Using
+Added: December 31, 2024 December 31, 2024 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
5 unchanged sentences
2029 Convertible Notes 224,505 289,887 — 289,887 —
−Removed: 2029 Convertible Notes 223,998 262,564 — 262,564 —
Carrying Value Estimated Fair Value
−Removed: September 30, 2024
−Removed: September 30, 2024
−Removed: Fair Value Measurement Using
+Added: September 30, 2025 September 30, 2025 Fair Value Measurement Using
(in thousands) Level 1 Level 2 Level 3
4 unchanged sentences
2029 Convertible Notes $ 225,258 $ 422,931 $ — $ 422,931 $ —
−Removed: 2029 Convertible Notes 224,256 273,700 — 273,700 —
+Added: 2032 Senior Notes 292,818 320,734 — 320,734 —
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.
−Removed: We consider our cash and cash equivalents, including money market accounts, to be measured using Level 1 inputs and our pawn loans, pawn service charges receivable and other liabilities to be measured using Level 3 inputs.
−Removed: Significant increases or decreases in the underlying assumptions used to value pawn loans, pawn service charges receivable, fees and interest receivable and other debt could significantly increase or decrease these fair value estimates.
−Removed: 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.
−Removed: As of June 30, 2025, the interest rate on the note was 15.0 % per annum, and all principal and accrued interest is due on demand.
−Removed: Based primarily on the short-term nature of the note, we estimate that its carrying value approximates fair value as of June 30, 2025.
−Removed: In fiscal 2019, we received $ 1.1 million in previously escrowed seller funds as a result of settling certain indemnification claims with the seller of GPMX.
−Removed: In April 2019, we loaned the $ 1.1 million back to the seller of GPMX in exchange for a promissory note.
−Removed: The interest rate on the note was 2.89 % per annum and was secured by certain marketable securities owned by the seller and held in a U.S.
−Removed: brokerage account.
−Removed: All principal and accrued interest was received in April 2024.
+Added: We consider our cash and cash equivalents to be measured using Level 1 inputs and our pawn loans, pawn service charges receivable and other liabilities to be measured using Level 3 inputs.
+Added: 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.
+Added: As described in Note 6:
+Added: 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.
+Added: As of December 31, 2025, the interest rate on the notes was 15.0 % per annum, and all principal and accrued interest is due on demand.
+Added: Based primarily on the short-term nature of the notes, we estimate that its carrying value approximates fair value as of December 31, 2025.
+Added: Subsequent to the Balance Sheet date, on January 2, 2026, we acquired a controlling interest in Founders.
+Added: Subsequent Events .
We use the equity method of accounting to account for our ownership interest in Cash Converters.
2 unchanged sentences
We included no control premium for owning a large percentage of outstanding shares.
−Removed: We measured the fair value of the 2024, 2025 and 2029 Convertible Notes and 2032 Senior Notes using quoted price inputs.
+Added: 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.
1 unchanged sentence
The following table presents the Company's debt instruments outstanding:
−Removed: June 30, 2025 June 30, 2024 September 30, 2024
+Added: December 31, 2025 December 31, 2024 September 30, 2025
(in thousands) Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount Gross Amount Deferred Financing Costs Carrying Amount
2 unchanged sentences
2025 Convertible Notes — — — 103,373 ( 168 ) 103,205 — — —
−Removed: 2024 Convertible Notes — — — 34,389 ( 3 ) 34,386 — — —
Total $ 530,000 $ ( 11,445 ) $ 518,555 $ 333,373 $ ( 5,663 ) $ 327,710 $ 530,000 $ ( 11,924 ) $ 518,076
1 unchanged sentence
Total long-term debt $ 530,000 $ ( 11,445 ) $ 518,555 $ 230,000 $ ( 5,495 ) $ 224,505 $ 530,000 $ ( 11,924 ) $ 518,076
−Removed: The following table presents the Company’s interest expense related to its debt for the three and nine months ended June 30, 2025 and 2024:
+Added: The following table presents the Company’s interest expense related to its debt for the three months ended December 31, 2025 and 2024:
Three Months Ended
−Removed: June 30, Nine Months Ended
(in thousands) 2025 2024
11 unchanged sentences
Total interest expense $ — $ 747
−Removed: 2024 Convertible Notes:
−Removed: Contractual interest expense $ — $ 248 $ — $ 742
−Removed: Amortization of deferred financing costs — 40 — 121
−Removed: Total interest expense $ — $ 288 $ — $ 863
−Removed: 2032 Senior Notes
−Removed: In March 2025, we issued $ 300.0 million aggregate principal amount of the Company’s 7.375 % senior notes due 2032, for which $ 300.0 million remains outstanding as of June 30, 2025.
−Removed: 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”).
−Removed: 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.
−Removed: The Company is 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.
−Removed: 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.
−Removed: The net proceeds from the offering were approximately $ 292.6 million, after deducting the initial purchasers’ discounts and estimated offering expenses payable by us.
−Removed: The Company 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.
−Removed: 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 condensed consolidated balance sheets.
−Removed: The 2032 Senior Notes pay interest semi-annually in arrears at a rate of 7.375 % per annum on April 1st and October 1st 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.
−Removed: The effective interest rate for the three and nine months ended June 30, 2025 was approximately 7.85 %.
−Removed: The 2025 Indenture contains certain customary affirmative covenants, negative covenants and events of default.
−Removed: As of June 30, 2025, the Company was in compliance with all covenants relating to the 2032 Senior Notes.
−Removed: 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.
−Removed: The Company 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.
−Removed: Additionally, the Company 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.
−Removed: The Company 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.
−Removed: If the Company sells certain assets or if the Company consummates certain change in control transactions, the Company will be required to make an offer to repurchase the 2032 Senior Notes.
−Removed: 2029 Convertible Notes
−Removed: In December 2022, we issued $ 230.0 million aggregate principal amount of the 2029 Convertible Notes, for which $ 230.0 million remains outstanding as of June 30, 2025.
−Removed: The 2029 Convertible Notes were issued pursuant to an indenture dated December 12, 2022 (the “2022 Indenture”) by and between the Company and Truist Bank, as trustee.
−Removed: The 2029 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
−Removed: The 2029 Convertible Notes pay interest semi-annually in arrears at a rate of 3.750 % per annum on June 15 and December 15 of each year, commencing June 15, 2023, and mature on December 15, 2029 (the “2029 Maturity Date”), unless converted, redeemed or repurchased in accordance with the terms prior to such date.
−Removed: At maturity, the holders of the 2029 Convertible Notes will be entitled to receive cash, securities, or combination at the Company’s election equal to the principal of the 2029 Convertible Notes plus accrued interest.
−Removed: The effective interest rate for the three and nine months ended June 30, 2025 was approximately 4.28 %.
−Removed: As of June 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.
−Removed: The 2029 Convertible Notes are convertible based on an initial conversion rate of 89.0313 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 11.232 per share).
−Removed: The conversion rate will not be adjusted for any accrued and unpaid interest.
−Removed: The 2029 Convertible Notes contain certain make-whole fundamental change premiums and customary anti-dilution adjustments.
−Removed: Upon conversion, we may settle in cash, shares of Class A Common Stock or any combination thereof, at our election.
−Removed: Prior to June 15, 2029, the 2029 Convertible Notes will be convertible only under the following circumstances:
−Removed: (1) during any fiscal quarter commencing after the fiscal quarter ending on March 31, 2023 (and only during such fiscal quarter), if the last reported sale price of our Class A Common Stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130 % of the conversion price on each applicable trading day;
−Removed: (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price, as defined in the 2022 Indenture, per $1,000 principal amount of notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of our Class A Common Stock and the conversion rate on such trading day;
−Removed: (3) if we call any or all of the 2029 Convertible Notes for redemption, at any time prior to the close of business on the business day immediately preceding the redemption date;
−Removed: or (4) upon the occurrence of specified corporate events, as defined in the 2022 Indenture.
−Removed: On or after June 15, 2029 until the close of business on the business day immediately preceding the 2029 Maturity Date, holders of 2029 Convertible Notes may, at their option, convert their 2029 Convertible Notes at any time, regardless of the foregoing circumstances.
−Removed: We may not redeem the 2029 Convertible Notes prior to December 21, 2026.
−Removed: At our option, we may redeem for cash all or any portion of the 2029 Convertible Notes on or after December 21, 2026, if the last reported sale price of the Class A Common Stock has been at least 130 % of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which we provide notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption.
−Removed: 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.
−Removed: As of June 30, 2025, the 2029 Convertible Notes were not convertible as no conditions of conversion had been met.
−Removed: Accordingly, the net balance of the 2029 Convertible Notes was classified as a non-current liability in our condensed consolidated balance sheets as of June 30, 2025.
−Removed: The classification of the 2029 Convertible Notes as current or non-current in the condensed 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.
−Removed: 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 condensed consolidated balance sheets as of the end of that fiscal quarter.
−Removed: 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 condensed consolidated balance sheets as of the end of that fiscal quarter.
−Removed: 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.
−Removed: If the entire outstanding principal amount had been converted on June 30, 2025, we would have recorded an expense associated with the conversion, comprised of $ 5.0 million of unamortized debt issuance costs.
−Removed: The stock trading price condition and other triggers are measured on a quarter-by-quarter basis and were not met as of June 30, 2025.
−Removed: As of June 30, 2025, the if-converted value of the 2029 Convertible Notes did not exceed the principal amount.
−Removed: 2025 Convertible Notes
−Removed: During 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.
−Removed: On May 1, 2025, the Company repaid the remaining $ 6.4 million principal balance of the 2025 Convertible Notes using cash.
−Removed: In May 2018, we issued $ 172.5 million aggregate principal amount of the 2025 Convertible Notes.
−Removed: 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.
−Removed: Effective October 1, 2019, Truist (formerly BB&T) assumed the duties and responsibilities as trustee under the 2018 Indenture.
−Removed: The 2025 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
−Removed: In December 2022, we repurchased approximately $ 69.1 million aggregate principal amount of the 2025 Convertible Notes for approximately $ 62.9 million plus accrued interest.
−Removed: 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.
−Removed: 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).
−Removed: 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.
−Removed: Pursuant to the terms of the 2018 Indenture, we had elected to settle any conversions of the 2025 Convertible Notes using shares of Class A Common Stock (physical settlement).
−Removed: 2024 Convertible Notes
−Removed: 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.
−Removed: In July 2017, we issued $ 143.75 million aggregate principal amount of the 2024 Convertible Notes.
−Removed: The 2024 Convertible Notes were issued pursuant to an indenture dated July 5, 2017 (the “2017 Indenture”) by and between the Company and Wells Fargo Bank, National Association, as the original trustee.
−Removed: Effective October 1, 2019, Truist (formerly BB&T) assumed the duties and responsibilities as trustee under the 2017 Indenture.
−Removed: The 2024 Convertible Notes were issued in a private offering under Rule 144A under the Securities Act.
−Removed: In December 2022, we repurchased approximately $ 109.4 million aggregate principal amount of the 2024 Convertible Notes for approximately $ 117.5 million plus accrued interest.
−Removed: 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”).
−Removed: The 2024 Convertible Notes were convertible based on an initial conversion rate of 100 shares of Class A Common Stock per $1,000 principal amount (equivalent to an initial conversion price of $ 10.00 per share).
−Removed: Until the close of business on the business day immediately preceding the 2024 Maturity Date, holders of 2024 Convertible Notes could, at their option, convert their 2024 Convertible Notes at any time.
−Removed: Because we did not elect an alternative settlement method prior to January 1, 2024, conversions were settled by combination settlement, which was $1,000 cash (per the $1,000 principal value) plus stock equal to the accreted value as defined in the 2017 Indenture.
+Added: As of December 31, 2025, the Company was in compliance with all covenants related to the 2032 Senior Notes.
+Added: 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 December 31, 2025.
+Added: As a result, the 2029 Convertible Notes are convertible at the option of the holders during the fiscal quarter ending March 31, 2026.
COMMON STOCK AND STOCK COMPENSATION
Common Stock Repurchase Program
−Removed: On May 3, 2022, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to $ 50 million of our Class A Common Stock over three years (the “Common Stock Repurchase Program”).
+Added: On November 11, 2025, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to $ 50 million of our Class A Non-Voting common shares over the next three years (the “2026 Common Stock Repurchase Program”).
+Added: During the three months ended December 31, 2025, the Company did not repurchase any shares under the 2026 Common Stock Repurchase Program.
+Added: The Board previously authorized a repurchase program on May 3, 2022 (the “2022 Common Stock Repurchase Program”) which expired on May 3, 2025.
+Added: The 2022 Common Stock Repurchase Program authorized the repurchase of up to $ 50 million of our Class A Common Stock over three years .
+Added: During the three months ended December 31, 2024, the Company repurchased and retired 250,463 shares for $ 3.0 million under the 2022 Common Stock Repurchase Program.
Execution of the program was 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 was 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.
−Removed: As of June 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 nine months ended June 30, 2025.
−Removed: There were no shares repurchased under the Common Stock Repurchase Program for the three months ended June 30, 2025.
−Removed: During the three and nine months ended June 30, 2024, 285,392 and 945,749 shares were repurchased and retired for $ 3.0 million and $ 9.0 million, respectively, under the Common Stock Repurchase Program.
The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our condensed consolidated balance sheets.
−Removed: The Common Stock Repurchase Program expired on May 3, 2025.
−Removed: Other Common Stock Repurchases
−Removed: During the three months ended June 30, 2025, the Company used approximately $ 2.0 million to repurchase for cash 148,921 shares of its Class A Common Stock.
−Removed: Such transactions were authorized separately from, and not considered a part of the Common Stock Repurchase Program.
−Removed: The repurchase amount is allocated between “Additional paid-in capital” and “Retained earnings” in our condensed consolidated balance sheets.
Stock Compensation
8 unchanged sentences
Outstanding as of September 30, 2025 2,321,840 $ 8.85
−Removed: 2,699,914 $ 7.91
−Removed: 1,263,685 10.56
−Removed: ( 1,130,921 ) 7.89
−Removed: Cancelled ( 141,421 ) 9.00
−Removed: Outstanding as of June 30, 2025
−Removed: 2,691,257 $ 9.68
−Removed: (a) Includes performance adjustment of 320,076 shares awarded above their target grants resulting from the achievement of performance targets established at the grant date.
−Removed: (b) 337,481 shares were withheld to satisfy related income tax withholding.
+Added: Granted 673,821 14.59
+Added: Released ( 1,159,937 ) 9.03
+Added: Outstanding as of December 31, 2025 1,835,724 $ 10.84
COMMITMENTS AND CONTINGENCIES
5 unchanged sentences
Our operations are primarily managed on a geographical basis and are comprised of three reportable segments.
−Removed: The factors for determining our reportable segments include the manner in which our chief operating decision maker evaluates performance for purposes of allocating resources and assessing performance.
+Added: Our chief operating decision maker (“CODM”) is our chief executive officer.
+Added: 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.
+Added: We regularly monitor for changes in facts and circumstances that would necessitate changes in our determination of operating segments.
+Added: As indicated in Note 1, our results below reflect our updated methodology used in allocating certain expenses beginning in the first quarter of fiscal 2026, and the results from the prior period presented have been recast to conform with the current presentation.
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.
−Removed: There are no inter-segment revenues presented below, and the amounts below were determined in accordance with the same accounting principles used in our condensed consolidated financial statements.
−Removed: The following income (loss) before income taxes tables present revenues for each reportable segment, disaggregated revenues within our reportable segments and Corporate, segment profits and segment contribution.
−Removed: Three Months Ended June 30, 2025
−Removed: (in thousands) U.S.
−Removed: Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
−Removed: Merchandise sales $ 112,249 $ 56,375 $ — $ 168,624 $ — $ 168,624
−Removed: Jewelry scrapping sales 23,750 3,220 — 26,970 — 26,970
−Removed: Pawn service charges 83,930 31,409 — 115,339 — 115,339
−Removed: Other revenues 31 17 — 48 — 48
−Removed: Total revenues 219,960 91,021 — 310,981 — 310,981
−Removed: Merchandise cost of goods sold 69,084 39,142 — 108,226 — 108,226
−Removed: Jewelry scrapping cost of goods sold 16,814 2,302 — 19,116 — 19,116
−Removed: Gross profit 134,062 49,577 — 183,639 — 183,639
−Removed: Segment and corporate expenses (income):
−Removed: Store expenses 83,778 35,345 — 119,123 — 119,123
−Removed: General and administrative — — — — 21,780 21,780
−Removed: Depreciation and amortization 2,651 2,156 — 4,807 3,196 8,003
−Removed: Other operating income — — — — ( 1,262 ) ( 1,262 )
−Removed: Interest expense — 71 — 71 8,387 8,458
−Removed: Interest income — ( 427 ) ( 604 ) ( 1,031 ) ( 4,409 ) ( 5,440 )
−Removed: Equity in net (income) loss of unconsolidated affiliates — — ( 1,409 ) ( 1,409 ) 209 ( 1,200 )
−Removed: Other expense (income) — ( 12 ) — ( 12 ) ( 524 ) ( 536 )
−Removed: Segment contribution $ 47,633 $ 12,444 $ 2,013 $ 62,090
−Removed: Income (loss) before income taxes $ 62,090 $ ( 27,377 ) $ 34,713
−Removed: Three Months Ended June 30, 2024
+Added: 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.
+Added: 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.
+Added: The following income (loss) before income taxes tables present revenue for each reportable segment, disaggregated revenue within our reportable segments and Corporate, segment profits and segment contribution.
+Added: Three Months Ended December 31, 2025
(in thousands) U.S.
1 unchanged sentence
Merchandise sales $ 139,042 $ 71,105 $ — $ 210,147 $ — $ 210,147
−Removed: Jewelry scrapping sales 13,757 1,638 — 15,395 — 15,395
+Added: Jewelry scrap sales 35,514 4,394 — 39,908 — 39,908
Pawn service charges 95,174 36,743 — 131,917 — 131,917
2 unchanged sentences
Merchandise cost of goods sold 85,687 47,069 — 132,756 — 132,756
−Removed: Jewelry scrapping cost of goods sold 11,887 1,596 — 13,483 — 13,483
+Added: Jewelry scrap cost of goods sold 23,364 2,933 — 26,297 — 26,297
Gross profit 160,709 62,257 — 222,966 — 222,966
3 unchanged sentences
Depreciation and amortization 2,723 2,535 — 5,258 3,498 8,756
−Removed: (Gain) loss on sale or disposal of assets and other ( 2 ) 22 — 20 — 20
+Added: Loss on sale or disposal of assets and other 87 — — 87 — 87
Interest expense — — — — 8,166 8,166
Interest income — — ( 963 ) ( 963 ) ( 3,851 ) ( 4,814 )
−Removed: Equity in net (income) loss of unconsolidated affiliates — — ( 1,406 ) ( 1,406 ) 143 ( 1,263 )
−Removed: Other (income) expense — ( 184 ) 12 ( 172 ) ( 19 ) ( 191 )
+Added: Equity in net (income) of unconsolidated affiliates — — ( 1,823 ) ( 1,823 ) — ( 1,823 )
+Added: Other (income) — ( 23 ) — ( 23 ) ( 69 ) ( 92 )
Segment contribution $ 70,733 $ 20,139 $ 2,786 $ 93,658
Income (loss) before income taxes $ 93,658 $ ( 34,487 ) $ 59,171
−Removed: Nine Months Ended June 30, 2025
+Added: Three Months Ended December 31, 2024
(in thousands) U.S.
1 unchanged sentence
Merchandise sales $ 128,800 $ 57,543 $ — $ 186,343 $ — $ 186,343
−Removed: Jewelry scrapping sales 56,146 8,494 — 64,640 — 64,640
+Added: Jewelry scrap sales 15,498 1,234 — 16,732 — 16,732
Pawn service charges 87,876 29,176 — 117,052 — 117,052
2 unchanged sentences
Merchandise cost of goods sold 81,556 40,268 — 121,824 — 121,824
−Removed: Jewelry scrapping cost of goods sold 42,017 6,350 — 48,367 — 48,367
+Added: Jewelry scrap cost of goods sold 11,968 974 — 12,942 — 12,942
Gross profit 138,677 46,727 — 185,404 — 185,404
4 unchanged sentences
Loss on sale or disposal of assets and other — 8 — 8 — 8
−Removed: Other operating income — — — — ( 1,262 ) ( 1,262 )
Interest expense — — — — 3,147 3,147
4 unchanged sentences
Income (loss) before income taxes $ 71,996 $ ( 30,612 ) $ 41,384
−Removed: Nine Months Ended June 30, 2024
−Removed: (in thousands) U.S.
−Removed: Pawn Latin America Pawn Other Investments Total Segments Corporate Items Consolidated
−Removed: Merchandise sales $ 348,211 $ 154,019 $ — $ 502,230 $ — $ 502,230
−Removed: Jewelry scrapping sales 39,258 3,933 — 43,191 — 43,191
−Removed: Pawn service charges 236,499 84,943 — 321,442 — 321,442
−Removed: Other revenues 94 59 35 188 — 188
−Removed: Total revenues 624,062 242,954 35 867,051 — 867,051
−Removed: Merchandise cost of goods sold 218,736 103,944 — 322,680 — 322,680
−Removed: Jewelry scrapping cost of goods sold 33,965 3,514 — 37,479 — 37,479
−Removed: Gross profit 371,361 135,496 35 506,892 — 506,892
−Removed: Segment and corporate expenses (income):
−Removed: Store expenses 239,536 101,936 — 341,472 — 341,472
−Removed: General and administrative — — — — 54,869 54,869
−Removed: Depreciation and amortization 7,548 6,821 — 14,369 10,573 24,942
−Removed: (Gain) loss on sale or disposal of assets and other ( 6 ) ( 240 ) — ( 246 ) 97 ( 149 )
−Removed: Other operating income — — — — ( 765 ) ( 765 )
−Removed: Interest expense — — — — 10,381 10,381
−Removed: Interest income — ( 1,398 ) ( 1,811 ) ( 3,209 ) ( 5,243 ) ( 8,452 )
−Removed: Equity in net (income) loss of unconsolidated affiliates — — ( 4,278 ) ( 4,278 ) 143 ( 4,135 )
−Removed: Other (income) expense — ( 231 ) 27 ( 204 ) ( 423 ) ( 627 )
−Removed: Segment contribution $ 124,283 $ 28,608 $ 6,097 $ 158,988
−Removed: Income (loss) before income taxes $ 158,988 $ ( 69,632 ) $ 89,356
The following table presents separately identified segment assets:
−Removed: (in thousands) U.S.
−Removed: Pawn Latin America Pawn Other
−Removed: Corporate Items Total
−Removed: As of June 30, 2025
−Removed: Pawn loans $ 221,059 $ 70,575 $ — $ — $ 291,634
−Removed: Pawn service charges receivable, net 39,132 6,278 — — 45,410
−Removed: Inventory, net 166,374 59,115 — — 225,489
−Removed: Total assets 1,348,466 367,625 81,649 85,328 1,883,068
−Removed: As of June 30, 2024
−Removed: Pawn loans $ 199,277 $ 62,443 $ — $ — $ 261,720
−Removed: Pawn service charges receivable, net 35,489 5,149 — — 40,638
−Removed: Inventory, net 121,941 49,996 — — 171,937
−Removed: Total assets 1,030,571 317,888 78,136 83,568 1,510,163
−Removed: As of September 30, 2024
−Removed: Pawn loans $ 214,306 $ 59,778 $ — $ — $ 274,084
−Removed: Pawn service charges receivable, net 39,194 4,819 — — 44,013
−Removed: Inventory, net 138,624 53,299 — — 191,923
−Removed: Total assets 1,009,226 311,824 79,421 92,766 1,493,237
+Added: (in thousands) Pawn Loans Inventory Other
+Added: Investments Total
+Added: Assets as of December 31, 2025
+Added: Pawn $ 239,944 $ 190,902 $ — $ 430,846
+Added: Latin America Pawn 74,409 62,544 — 136,953
+Added: Total segment assets $ 567,799
+Added: Other Investments * — — 105,084 105,084
+Added: Total other assets 1,314,597
+Added: Total consolidated assets $ 1,987,480
+Added: Assets as of December 31, 2024
+Added: Pawn $ 220,208 $ 148,460 $ — $ 368,668
+Added: Latin America Pawn 54,616 51,021 — 105,637
+Added: Total segment assets $ 474,305
+Added: Other Investments * — — 80,242 80,242
+Added: Total other assets 944,586
+Added: Total consolidated assets $ 1,499,133
+Added: Assets as of September 30, 2025
+Added: Pawn $ 233,774 $ 185,640 $ — $ 419,414
+Added: Latin America Pawn 73,722 62,817 — 136,539
+Added: Total segment assets $ 555,953
+Added: Other Investments * — — 92,556 92,556
+Added: Total other assets 1,302,700
+Added: Total consolidated assets $ 1,951,209
+Added: * The CODM does not review Other Investments assets when assessing segment performance and allocating resources.
+Added: As such, the asset balance for Other Investments is not included within the total segment assets caption.
+Added: The Other Investments balance includes the investment in Cash Converters, refer to Note 7 for the investment value.
SUPPLEMENTAL CONSOLIDATED FINANCIAL INFORMATION
The following table provides supplemental information on net amounts included in our condensed consolidated balance sheets:
−Removed: (in thousands) June 30, 2025 June 30, 2024 September 30, 2024
+Added: (in thousands) December 31, 2025 December 31, 2024 September 30, 2025
Gross pawn service charges receivable $ 63,494 $ 57,359 $ 63,348
15 unchanged sentences
Incentive accrual 8,158 6,139 20,068
+Added: Accrued interest payable 5,891 769 13,763
Other payroll related expenses 8,406 5,525 5,704
4 unchanged sentences
The following table provides supplemental disclosure of condensed consolidated statements of cash flows information:
−Removed: Nine Months Ended
+Added: Three Months Ended
(in thousands) 2025 2024
2 unchanged sentences
Short-term restricted cash at beginning of period 525 9,294
+Added: Long-term restricted cash at end of period 14,664 —
Total cash and cash equivalents and restricted cash at beginning of period $ 484,713 $ 179,807
5 unchanged sentences
Pawn loans forfeited and transferred to inventory $ 116,540 $ 109,219
−Removed: Settlement of 2025 Convertible Notes in shares of common stock 96,902 —
Accrued acquisition consideration $ 727 $ —
+Added: SUBSEQUENT EVENTS
+Added: Founders One Acquisition
+Added: On January 2, 2026, we acquired a controlling interest in Founders One, LLC (“Founders”) by exchanging our existing $ 45.0 million preferred equity investment and $ 10.0 million of demand promissory notes into common equity in Founders, and contributed an additional $ 9.4 million in cash.
+Added: As a result, we now hold approximately 87.7 % of Founders’ outstanding common equity and expect to consolidate Founders in our financial statements beginning January 2, 2026.
+Added: Founders, through its subsidiary, Simple Management Group, Inc.
+Added: (“SMG”), operates 105 pawn stores in the U.S.
+Added: and 11 additional countries.
+Added: The stores, which operate predominantly under the names “La Familia Pawn and Jewelry” and “CashWiz,” offer traditional pawn loans, buy/sell transactions, and, in Puerto Rico, auto pawn and auto title loans.
+Added: Founders controls SMG with an 85.1 % ownership interest.
+Added: The preliminary purchase price allocation for this transaction has not yet been completed and is based on preliminary estimates that are subject to change as additional information becomes available.
+Added: The total consideration transferred is estimated to be approximately $ 64.4 million, subject to final valuation.
+Added: Final amounts, including tangible assets, identifiable intangible assets, and goodwill, will be disclosed in accordance with ASC 805 in future filings.
+Added: The acquisition was funded through a combination of the conversion of existing investments and cash on hand.
+Added: In connection with the acquisition, we entered into a three-year , senior secured debt facility with SMG to provide $ 156.4 million in funding at 13 % per annum, replacing SMG’s third-party debt facility and debt owed to its shareholders and us.
+Added: This intercompany debt will be eliminated upon consolidation.
+Added: El Bufalo Pawn Acquisition
+Added: On January 12, 2026, we closed the acquisition of 12 pawn stores in Texas operating under the name “El Bufalo Pawn” for approximately $ 27.5 million.
+Added: The acquisition was funded by cash on hand.
+Added: The preliminary purchase price allocation for this transaction has not yet been completed and is based on preliminary estimates that are subject to change as additional information becomes available.
+Added: Final amounts, including tangible assets, identifiable intangible assets, and goodwill, will be disclosed in accordance with ASC 805 in future filings.
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.