What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-09-09 compared with 2024-09-10 · 216 added, 181 removed, 802 unchanged (33% of the section changed)

43 unchanged sentences

Income tax receivable 3,310 3,324

Assets held for sale 6,038 —

Total current assets 176,108 173,142

13 unchanged sentences

Due to Medicaid and Medicare 14,382 15,197

Income tax payable — 1,212

Current portion of long-term debt 2,250 3,795

1 unchanged sentence

Current portion of operating lease obligations 4,682 4,145

Deferred revenue — 28,115

Liabilities held for sale 2,538 —

Total current liabilities 164,807 138,599

7 unchanged sentences

Commitments and Contingencies (See Note 9)

Redeemable Noncontrolling Interests (See Note 4) 22,200 12,708

Redeemable Noncontrolling Interest (See Note 4) 25,010 22,200

Stockholders’ Equity

Common stock, $ 0.001 par value;

500,000,000 authorized as of June 30, 2024 and 2023;

500,000,000 authorized as of each of June 30, 2025 and 2024;

136,903,271 issued and 135,440,292 outstanding as of June 30, 2025 and 136,152,858 issued and 136,116,299 outstanding as of June 30, 2024.

Treasury stock at cost, 36,559 shares as of June 30, 2024

Treasury stock at cost, 1,462,979 and 36,559 shares as of June 30, 2025 and June 30, 2024, respectively

( 7,500 ) ( 179 )

Additional paid-in capital 343,378 337,615

19 unchanged sentences

Depreciation and amortization 19,510 18,950

Impairments and loss on assets held for sale 13,615 —

Total expenses 883,460 787,035

2 unchanged sentences

Interest expense, net ( 4,612 ) ( 4,023 )

Gain on cost and equity method investments 2,842 —

Other income 2,542 124

Total other income (expense) 1,361 ( 1,398 )

(Loss) gain on cost and equity method investments ( 1,393 ) 2,842

Other income, net 1,739 2,542

Total other (expense) income ( 4,266 ) 1,361

Loss Before Income Taxes ( 34,027 ) ( 21,819 )

Provision (Benefit) for Income Taxes 1,402 ( 7,241 )

Provision for Income Taxes 1,316 1,402

Net Loss ( 35,343 ) ( 23,221 )

23 unchanged sentences

Stock-based compensation 800,515 — 6,832 — — — — 6,832 —

Tax withholding related to the net share settlements of stock-based compensation awards ( 287,502 ) — ( 1,324 ) — — — — ( 1,324 ) —

Contribution from joint venture partner — — — — — — 2,900 2,900 —

Shares repurchased at cost ( 36,559 ) — — — 37 ( 179 ) — ( 179 ) —

Fair value adjustment for redeemable noncontrolling interests — — — ( 11,029 ) — — — ( 11,029 ) 11,029

Net loss — — — ( 21,338 ) — — ( 346 ) ( 21,684 ) ( 1,537 ) $ ( 23,221 )

3 unchanged sentences

Tax withholding related to the net share settlements of stock-based compensation awards ( 406,528 ) — ( 1,855 ) — — — — ( 1,855 ) —

Contribution from joint venture partner — — — — — — 2,900 2,900 —

Shares repurchased at cost ( 1,426,420 ) — — — 1,426,420 ( 7,321 ) — ( 7,321 ) —

14 unchanged sentences

Operating lease rentals 6,361 5,339

Gain on cost and equity method investments ( 2,842 ) —

Loss (gain) on cost and equity method investments 1,393 ( 2,842 )

Impairments and loss on assets held for sale 13,615 —

Amortization of deferred financing costs 429 429

28 unchanged sentences

Net cash used in financing activities ( 19,082 ) ( 7,034 )

DECREASE IN CASH, CASH EQUIVALENTS & RESTRICTED CASH ( 70,305 ) ( 57,181 )

Net change in cash, cash equivalents and restricted cash including cash of $ 1.05 million reclassified to assets held for sale

8,234 ( 70,305 )

change in cash and restricted cash reclassified to assets held for sale ( 1,054 ) —

INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS & RESTRICTED CASH 7,180 ( 70,305 )

CASH, CASH EQUIVALENTS & RESTRICTED CASH, BEGINNING OF PERIOD 56,960 127,265

7 unchanged sentences

InnovAge Holding Corp.

and Subsidiaries

Notes to Consolidated Financial Statements

InnovAge Holding Corp.

and its subsidiaries (“InnovAge” or the “Company”), are headquartered in Denver, Colorado.

The Company’s participant-centered care delivery approach is designed to improve the quality of care the Company’s participants receive, while keeping them in their homes for as long as safely possible.

Through the Company’s Program of All-Inclusive Care for the Elderly (“PACE”) program, the Company fulfills a broad range of medical and ancillary services for seniors, including in-center services such as primary care, physical therapy, occupational therapy, speech therapy, dental services, mental health and psychiatric services, meals, and activities;

The purpose of the Company’s participant-centered care delivery approach is to improve the quality of care the Company’s participants receive, while keeping them in their homes for as long as safely possible.

Through the Company’s Program of All-Inclusive Care for the Elderly (“PACE”), the Company fulfills a broad range of medical and ancillary services for seniors, including in-center services such as primary care, physical therapy, occupational therapy, speech therapy, dental services, mental health and psychiatric services, meals, and activities;

transportation to and from the PACE center and third-party medical appointments;

and care management.

and care management, including pharmacy services.

The Company manages its business as one reportable segment, PACE.

As of June 30, 2024, the Company served approximately 7,020 PACE participants, making it the largest PACE provider in the United States of America (the U.S.) based upon participants served, and operated 20 PACE centers across Colorado, California, Florida, New Mexico, Pennsylvania and Virginia.

As of June 30, 2025, the Company served approximately 7,740 PACE participants, making it the largest PACE provider in the United States of America (the U.S.) based upon participants served, and operated 20 PACE centers across California, Colorado, Florida, New Mexico, Pennsylvania and Virginia.

PACE is a fully-capitated managed care program, which serves the frail elderly, and predominantly dual-eligible, population in a community-based service model.

28 unchanged sentences

The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant.

Cost method investments do not have a readily determinable fair value and are carried at cost, less impairment plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer.

The Company uses the equity method to account for investments in entities that it does not control, but in which it has the ability to exercise significant influence over operating and financial policies.

The Company’s investments in these nonconsolidated entities are reflected in the Company’s consolidated balance sheets under the equity method, and the Company’s proportionate net income (loss), if any, is included in the Company’s consolidated statements of operations under the equity method.

The Company evaluates its investments for impairment whenever events or changes in circumstances indicate that a decline in value has occurred that is other than temporary.

Evidence considered in this evaluation includes, but would not necessarily be limited to, the financial condition and near-term prospects of the investee, recent operating trends and forecasted performance of the investee, market conditions in the geographic area or industry in which the investee operates and the Company’s strategic plans for holding the investment in relation to the period of time expected for an anticipated recovery of its carrying value.

If the investment is determined to have a decline in value deemed to be other than temporary it is written down to estimated fair value.

During the fiscal year ended June 30, 2024, we noted indicators of impairment in one of our investments and recorded $ 2.0 million of impairment charges.

There were no write-downs in the fiscal year ended June 30, 2023.

See Note 4 “Cost and Equity Method Investments” for more information.

Short-term Investments

2 unchanged sentences

The estimated fair value of the short-term investments is valued using quoted market prices in active markets and classified as Level 1 of the fair value hierarchy.

Dividend income is reported within other income (expense) in the Company’s consolidated statement of operations.

Dividend income is reported within other income (expense) in the Company’s consolidated statements of operations.

Dividends received are reinvested in fund securities.

6 unchanged sentences

The Company provides comprehensive healthcare services to participants on the basis of capitated or fixed fees per participant that are paid monthly by Medicare, Medicaid, the VA, and private pay sources.

The Company records accounts receivable at net realizable value, which includes an allowance for estimated uncollectible accounts.

The allowance for uncollectible accounts reflects the Company’s best estimate of probable losses considering eligibility, historical experience, and existing economic conditions.

The Company records accounts receivable at net realizable value based upon the estimated amounts the Company expects to be entitled to receive from Medicare, Medicaid, the VA and private pay sources.

Estimated reimbursement amounts are adjusted in future periods as final settlements are determined.

Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts.

21 unchanged sentences

Ordinary repairs and maintenance are expensed as incurred.

The costs of acquiring or developing internal-use software, including directly related payroll costs for internal resources, are capitalized.

Software maintenance and training costs are expensed in the period incurred.

Interest is capitalized on construction projects, including internal-use software development projects, while in progress.

During the fiscal years ended June 30, 2024 and 2023, the Company capitalized interest of approximately $ 0.01 million and $ 1.0 million, respectively.

When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the consolidated balance sheets, and the resulting gain or loss, if any, is reflected in the consolidated statements of operations.

Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable.

No impairment charges were recorded in the fiscal years ended June 30, 2024 or 2023.

The Company recorded a $ 7.1 million impairment of construction in progress during the fiscal year ended June 30, 2025, related to halting developments to a previously planned de novo center in Louisville, Kentucky that the Company is no longer pursuing.

There were no impairment charges recorded in the fiscal year ended June 30, 2024.

Cloud Computing Arrangements

The Company enters into various cloud computing arrangements (“CCAs”) that are governed by service contracts (hosting arrangements) to support operations.

Application development stage implementation costs (implementation costs) of a hosting arrangement are deferred and recorded to prepaid expenses and other assets in the consolidated balance sheets.

Implementation costs are expensed on a straight-line basis and recorded in SG&A expenses in the consolidated statements of operations over the term of the hosting arrangement, including reasonably certain renewals, which are generally one to three years .

The Company evaluates its investments for impairment whenever events or changes in circumstances indicate that a decline in value has occurred that is other than temporary.

If the investment is determined to have a decline in value deemed to be other than temporary it is written down to estimated fair value.

During the fiscal years ended June 30, 2025 and June 30, 2024, the Company recorded impairment charges of $ 2.6 million and $ 2.0 million, respectively.

See Note 4 “Cost and Equity Method Investments” for more information.

Goodwill and Intangible Assets

14 unchanged sentences

If the carrying value is higher than the fair value, the difference would be recognized as an impairment loss.

There were no goodwill impairments recorded during the years ended June 30, 2024 and 2023.

performed a quantitative assessment for both fiscal years ended June 30, 2025 and 2024 noting there were no goodwill impairments indicated as the estimated fair value for each reporting unit exceeded their respective carrying value.

Customer relationships represent the estimated values of customer relationships of acquired businesses and have definite lives.

36 unchanged sentences

For performance-vesting awards (i.e., performance stock units), we recognize stock-based compensation expense when it is probable that the performance condition will be achieved.

We analyze if a performance condition is probable for each reporting period through the settlement date for awards subject to

performance vesting.

We analyze if a performance condition is probable for each reporting period through the settlement date for awards subject to performance vesting.

Stock-based compensation is included in corporate, general and administrative expenses on our consolidated statements of operations.

4 unchanged sentences

The impact on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment.

The members of InnovAge Senior Housing Thornton, LLC (“SH1”) and InnovAge Sacramento have elected to be taxed as partnerships, and no provision (benefit) for income taxes for SH1 or InnovAge Sacramento is included in these consolidated financial statements.

Further, InnovAge Orlando entered into a joint venture on May 28, 2024 and its members elected to be taxed as a partnership.

No provision (benefit) for income taxes for InnovAge Orlando is included in these consolidated financial statements for activity occurring from joint venture formation date through the balance of the fiscal year.

The members of InnovAge Senior Housing Thornton, LLC (“SH1”), InnovAge California PACE - Sacramento (“SCR”), and InnovAge Florida PACE II, LLC (“ORL) have elected to be taxed as partnerships, and no provision (benefit) for income taxes for SH1, SCR or ORL is included in these consolidated financial statements.

A valuation allowance is provided to the extent that it is more likely than not that deferred tax assets will not be realized.

6 unchanged sentences

The primary beneficiary is required to consolidate the VIE.

InnovAge Senior Housing Thornton, LLC (“SH1”) and Pinewood Lodge, LLP (“PWD”) are considered to be VIEs.

The Company is not considered the primary beneficiary of PWD but is considered the primary beneficiary of SH1.

On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit.

The sale closed on May 2, 2024, and as a result, the Company ceased providing senior housing services through PWD.

SH1 and Pinewood Lodge, LLP (“PWD”) are considered to be VIEs.

The Company was not considered the primary beneficiary of PWD but was considered the primary beneficiary of SH1.

On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit, which sale closed on May 2, 2024.

The partnership was then dissolved.

On June 30, 2025, the Company entered into an agreement to sell the Company’s managing member interest in SH1 and vacant land adjacent to SH1 senior housing property.

As a result, the Company reported the associated assets and liabilities as Assets held for sale and Liabilities held for sale in the Company’s consolidated balance sheets as of June 30, 2025.

Emerging Growth Company Status

1 unchanged sentence

Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies.

The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act.

The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company, which is expected to occur at the end of fiscal year 2026, or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act.

As a result, the Company's consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

Recently Adopted Accounting Pronouncements

Financial Instruments

In April 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments (“ASU 2019-04”), which requires entities to use a current expected credit loss (“CECL”) model to measure impairment for most financial assets that are not recorded at fair value through net income.

Under the CECL model, an entity will estimate lifetime expected credit losses considering available relevant information about historical events, current conditions and supportable forecasts.

The CECL model does not apply to available-for-sale debt securities.

The CECL model is expected to result in more timely recognition of credit losses.

The Company adopted the standard on July 1, 2023.

Our adoption of the standard did not have a material impact on the

consolidated financial statements.

The Company makes estimates of expected credit losses based on a combination of factors, including historical losses adjusted for current market conditions, delinquency trends, aging behaviors of receivables and credit and liquidity indicators, and future market and economic conditions and regularly reviews the adequacy of the allowance for credit losses.

Recent Accounting Pronouncements Not Yet Adopted

Segment Reporting

3 unchanged sentences

Additionally, ASU 2023-07 requires that all existing annual segment disclosures be provided on an interim basis and clarifies that single reportable segment entities are subject to the disclosure requirement under Topic 280 in its entirety.

ASU 2023-07 will be applied retrospectively and is effective for fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, 2024.

The Company is evaluating the impact of ASU 2023-07 on our consolidated financial statements.

The Company adopted ASU 2023-07 effective for the fiscal year ended June 30, 2025.

As a result, the Company has included the additional required disclosures in Note 14 “Segment Reporting” with retrospective presentation to all prior periods presented in the financial statements.

The adoption of this guidance did not have a significant impact on the Company’s related disclosure.

Recent Accounting Pronouncements Not Yet Adopted

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

4 unchanged sentences

ASU 2023-09 is effective for annual periods beginning after December 15, 2025.

The Company is currently evaluating the impact of ASU 2023-09 on our consolidated financial statements.

We do not expect that any other recently issued accounting guidance will have a significant effect on our consolidated financial statements.

The Company is currently evaluating the impact of ASU 2023-09 on its consolidated financial statements.

Disaggregation of Income Statement Expenses

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

ASU 2024-03 requires that each interim and annual reporting period, an entity disclose more information about the components of certain expense captions that is currently disclosed in the financial statements.

As revised by ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures , the provisions of ASU 2024-03 are effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.

Early adoption is permitted.

The Company is currently evaluating the effects this guidance will have on its consolidated financial statements.

The Company does not expect that any other recently issued accounting guidance will have a significant effect on its consolidated financial statements.

Revenue Recognition

8 unchanged sentences

The Company considers all contracts with participants as a single performance obligation to provide comprehensive medical, health, and social services that integrate acute and long-term care.

The Company identified that contracts with customers in the PACE program have similar performance obligations and therefore groups them into one portfolio.

The Company identified that contracts with customers in the PACE

program have similar performance obligations and therefore groups them into one portfolio.

This performance obligation is satisfied over time as the Company provides comprehensive care to its participants.

4 unchanged sentences

Costs to obtain contracts consist of sales commissions for new enrollees and are included in deposits and other on our consolidated balance sheets.

These costs are amortized over a three-

year period which corresponds to the average time a participant is enrolled in the PACE program.

These costs are amortized over a three-year period which corresponds to the average time a participant is enrolled in the PACE program.

As of June 30, 2025 and 2024, contract assets included within deposits and other were $ 2.2 million and $ 2.8 million, respectively.

25 unchanged sentences

Total 100 % 100 %

The Company records accounts receivable at net realizable value, which includes an allowance for estimated uncollectible accounts.

The allowance for uncollectible accounts reflects the Company’s best estimate of probable losses considering eligibility, historical experience, and existing economic conditions.

The balance of the allowance for uncollectible accounts was $ 6.7 million as of June 30, 2024, compared to $ 4.2 million as of June 30, 2023.

Accounts are written off as bad debts when they are deemed uncollectible based upon individual credit evaluations and specific circumstances underlying the accounts.

The Company records accounts receivable at net realizable value based upon the estimated amounts the Company expects to be entitled to receive from Medicare, Medicaid, the VA and private pay sources.

Estimated reimbursement amounts are adjusted in future periods as final settlements are determined.

Other Service Revenue and Accounts Receivable

4 unchanged sentences

See Note 9, “Commitments and Contingencies.”

Cost and Equity Method Investments

The Company holds cost method and equity method investments as of June 30:

The Company holds cost method investments as of June 30:

Cost method investments $ — $ 2,645

Equity method investments — 848

Total investments $ — $ 2,645

1 unchanged sentence

Cost Method Investments

As of June 30, 2024 and 2023, the Company maintained one investment and two investments, respectively, that were accounted for using the cost method.

As of June 30, 2025 and 2024, the Company maintained two investments accounted for using the cost method.

The Company’s ownership interests are less than 20% of the voting stock of the investments and the Company does not have the ability to exercise significant influence over the operating and financial policies of the investments.

The investments do not have a readily determinable fair value and the Company has elected to record the investments at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer.

In August 2021, the Company acquired a minority interest equal to 806,481 shares of the outstanding common stock of Jetdoc, Inc.

(“Jetdoc”), a telehealth and virtual urgent care app dedicated to effectively connecting users with medical professionals, for cash consideration of $ 2.0 million.

We determined that indicators of impairment were present as of December 31, 2023, and recognized an impairment loss of $ 1.9 million during the three months then ended.

During the three months ended March 31, 2024, we determined that the remaining balance of our investment in Jetdoc was impaired and recognized an additional impairment loss of $ 0.1 million.

The investments do not have a readily determinable fair value and the Company has elected to record the investments at cost, less impairment, if any.

In August 2021, the Company acquired a minority interest in shares of common stock of Jetdoc, Inc.

(“Jetdoc”), a telehealth and virtual urgent care app, for cash consideration of $ 2.0 million.

The Company determined that indicators of impairment were present as of December 31, 2023, and recognized an impairment loss of $ 1.9 million during the three months then ended.

During the three months ended March 31, 2024, the Company determined that the remaining balance of our investment in Jetdoc was impaired and recognized an additional impairment loss of $ 0.1 million.

Impairment losses are included in gain on cost and equity method investments on our consolidated statements of operations.

1 unchanged sentence

As of June 30, 2025, the Company does not have any ownership interest in JetDoc.

Dispatch Health

On June 14, 2019, the Company invested $ 1.5 million in DispatchHealth Holdings, Inc., ("DispatchHealth") through the purchase of a portion of its outstanding Series B Preferred Stock.

DispatchHealth

On June 14, 2019, the Company invested $ 1.5 million in DispatchHealth Holdings, Inc.

through the purchase of a portion of its outstanding Series B Preferred Stock.

On April 2, 2020, the Company invested an additional $ 1.1 million through the purchase of a portion of its outstanding Series C Preferred Stock.

As of June 30, 2024, the balance of the Company’s investment was $ 2.6 million which represents the maximum exposure to loss.

The investment does not have a readily determinable fair value and the Company has elected to record the investment at cost, less impairment, if any, plus or minus any changes resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer.

During the years ended June 30, 2024 and 2023, there were no observable price changes or impairments.

As of June 30, 2024, the balance of the Company’s investment was $ 2.6 million.

The investment does not have a readily determinable fair value and the Company has elected to record the investment at cost, less impairment, if any.

During the fiscal year ended June 30, 2024, there were no observable price changes or impairments.

During the fiscal year ended June 30, 2025, the Company determined that indicators of impairment were present and recognized a $ 2.6 million impairment loss.

Equity Method Investments

3 unchanged sentences

The Company did not have the power to direct the activities that most significantly impacted the economic performance of PWD.

Accordingly, the Company did not consolidate PWD.

Accordingly, the Company did not

consolidate PWD.

PWD was accounted for using the equity method of accounting.

The equity earnings of PWD were

insignificant.

The equity earnings of PWD were insignificant.

As of June 30, 2024, the balance of the Company’s investment in PWD was $ 0.8 million, which represented the maximum exposure to loss.

11 unchanged sentences

OHI contributed $ 2.9 million in cash for its 10 % interest.

InnovAge Florida PACE – Tampa

On August 15, 2025, the Company entered into a Joint Venture Agreement with Tampa General Hospital to develop the Company’s PACE center serving the communities in Tampa, Florida.

In connection with the joint venture, the Company contributed an aggregate of $ 28.8 million for its controlling membership interest of 90 %.

As a result, the joint venture’s results will be consolidated in the Company’s consolidated financial statements from the JV agreement date forward.

Tampa General Hospital contributed $ 3.2 million in cash for its 10 % interest.

Noncontrolling Interest

2 unchanged sentences

SH1 is a VIE.

The Company is the primary beneficiary of SH1 and consolidates SH1.

The Company is the primary beneficiary of SH1 as it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1.

The Company is the primary beneficiary of SH1 and consolidates SH1 because it has the power to direct the activities that are most significant to SH1 and has an obligation to absorb losses or the right to receive benefits from SH1.

The most significant activity of SH1 is the operation of the senior housing facility.

The Company has provided a subordinated loan to SH1 and has provided a guarantee for a convertible term loan held by SH1.

The following table shows the assets and liabilities of SH1 as of June 30:

Cash and cash equivalents $ 816 $ 648

Prepaid expenses and other 5 1

Property, plant and equipment, net 9,465 9,933

Deposits and other, net 409 402

Accounts payable and accrued expenses 295 268

Noncurrent liabilities 456 454

Long-term debt, net of debt issuance costs 3,739 3,784

On June 30, 2025, the Company entered into an agreement to sell the Company’s managing member interest in SH1 and vacant land adjacent to SH1 senior housing property.

As a result, the Company reported the associated assets and liabilities as Assets held for sale and Liabilities held for sale in the Company’s Consolidated Balance Sheets as of June 30, 2025.

The Company has recorded the Assets held for sale, net of Liabilities held for sale at the fair value, less cost to sell, and as a result recorded a $ 4.5 million loss on assets held for sale for the year ended June 30, 2025.

Redeemable Noncontrolling Interest

3 unchanged sentences

In fiscal year 2021, the Company made an additional contribution of $ 52,000 and obtained an additional 0.1 % membership interest in the joint venture, which resulted in the Company obtaining control and consolidating InnovAge Sacramento as of January 1, 2021.

The InnovAge California PACE-Sacramento LLC Limited Liability Company Agreement (the “JV Agreement”) includes numerous provisions whereby, if certain conditions are met, the joint venture may be required to purchase, at fair market value, certain members’ interests or certain members may be required to purchase, at fair market value, the interests of certain other members.

market value, certain members’ interests or certain members may be required to purchase, at fair market value, the interests of certain other members.

The Company’s investment in InnovAge Sacramento includes a put right for the noncontrolling interest holders to require the Company to repurchase the interest of the noncontrolling interest holders at fair value, after the initial term of the management services agreement in 2028.

1 unchanged sentence

Accordingly, these put rights held by the noncontrolling interests of the joint venture are required to be presented as temporary equity.

As of June 30, 2024 and 2023, the Company’s redeemable noncontrolling interest was recorded at fair value of $ 22.2 million and carrying value of $ 12.7 million, respectively.

As of June 30, 2025 and 2024, the Company’s redeemable noncontrolling interest was recorded at fair value of $ 25.0 million and $ 22.2 million, respectively.

Goodwill and Intangible Assets

1 unchanged sentence

Goodwill amounted to $ 142.0 million and $ 139.9 million as of June 30, 2025 and June 30, 2024, respectively.

The Company had one acquisition resulting in goodwill during the year ended June 30, 2024, see additional information in Note 11 “Acquisitions,” and did no t have any acquisitions resulting in goodwill during the year ended June 30, 2023.

Goodwill is not amortized.

The Company had one acquisition resulting in goodwill during each of the years ended June 30, 2025 and 2024, see additional information in Note 11 “Acquisitions.” Goodwill is not amortized.

Pursuant to ASC 350, “Intangibles — Goodwill and Other,” we review the recoverability of goodwill annually as of April 1 or whenever significant events or changes occur which might impair the recovery of recorded amounts.

36 unchanged sentences

Operating lease liabilities are calculated using the prevailing index or rate at lease commencement for such leases.

On March 20, 2023, we consolidated our Germantown center in Pennsylvania with two of our existing centers.

Upon consolidation, we terminated our Germantown center lease and recognized lease termination costs of $ 0.6 million.

Lease termination costs are included in other income (expense) on our consolidated statements of operations.

The following table presents the components of our ROU assets and their classification in our Balance Sheet as of June 30 .

3 unchanged sentences

Total leased assets $ 40,304 $ 44,324

The following table presents the components of our lease cost and the classification of such costs in our Statement of Operations for the years ended June 30 .

Component of Lease Cost Statement of Operations Line Items 2024 2023

The Company recorded a $ 1.4 million impairment of operating lease ROU assets during the year ended June 30, 2025.

See Note 2, “Summary of Significant Accounting Policies.” There were no impairments during the fiscal year ended June 30, 2024.

The following table presents the components of our lease cost and the classification of such costs in our Statements of Operations for the years ended June 30 .

Component of Lease Cost Statements of Operations Line Items

Operating lease cost Cost of care excluding depreciation and amortization and Corporate, general and administrative $ 6,223 $ 5,402

36 unchanged sentences

Noncurrent maturities $ 57,464 $ 61,478

As of June 30, 2025, the SH1 Convertible Term Loan, which was previously classified within Current portion of long-term debt and Long-term debt, net of debt issuance costs, has been transferred to Liabilities held for sale.

Credit Agreement

On March 8, 2021, the Company entered into a credit agreement (as amended, the “Credit Agreement”) that replaced its prior credit agreement.

The 2021 Credit Agreement consists of a senior secured term loan (the “Term Loan Facility”) of $ 75.0 million principal amount and a revolving credit facility (the “Revolving Credit Facility”) of $ 100.0 million maximum borrowing capacity, each with a maturity date of March 8, 2026.

As of June 30, 2025, the Credit Agreement consisted of a senior secured term loan (the “Term

Loan Facility”) of $ 75.0 million principal amount and a revolving credit facility (the “Revolving Credit Facility”) of $ 100.0 million maximum borrowing capacity.

Subsequent Event

On August 8, 2025, the Company entered into Amendment No.

2 to the Credit Agreement.

Amendment No.

2 refinanced the Term Loan Facility with a $ 50.7 million term loan (the “Term Loan A Facility”), renewed the commitments with respect to the Revolving Credit Facility and extended the maturity date of both the Term Loan A Facility and the Revolving Credit Facility to August 8, 2028 from March 8, 2026.

Terms of the Credit Agreement

Borrowing capacity under the Revolving Credit Facility is subject to (i) any issued amounts under our letters of credit, which as of June 30, 2025 was $ 5.2 million, and (ii) applicable covenant compliance restrictions and any other conditions precedent to borrowing.

Loans under the Credit Agreement are secured by substantially all of the Company’s assets.

Principal on the Term Loan Facility is paid each calendar quarter in an amount equal to 1.25 % of the initial term loan on closing date.

Principal on the Term Loan Facility and Term Loan A Facility is paid each calendar quarter in an amount equal to 1.25 % of the initial term loan on closing date.

Outstanding principal amounts under the Credit Agreement accrue interest at a variable interest rate.

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The loan is secured by a deed of trust to Public Trustee, assignment of leases and rents, security agreements, and SH1’s fixture filing.

On June 30, 2025, the Company entered into an agreement to sell the Company’s managing member interest in SH1.

As a result, the Company reported the associated liabilities related to the convertible term loan as Liabilities held for sale in the Company’s consolidated balance sheets as of June 30, 2025.

Aggregate maturities of our debt as of June 30, 2025 were as follows:

Year ending June 30:

Thereafter 1,933

Total debt $ 60,000

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Level 3 Unobservable inputs to the valuation techniques that are significant to the fair value measurements of the assets or liabilities

The following table shows the Company’s cash, cash equivalents and marketable securities by significant investment category as of June 30, 2024.

in thousands Amortized Cost Fair Value Cash and Cash Equivalents Short-term Investments

Cash $ 25,793 $ 25,793 $ 25,793 $ —

Money market funds 31,153 31,153 31,153 —

The following table presents the Company’s short-term investments that are measured and accounted for at fair value on a recurring basis as of June 30, 2025.

in thousands Amortized Cost Fair Value Short-term Investments

Mutual funds 41,367 41,775 41,775

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Because this asset does not have observable inputs, Level 3 inputs are used to measure fair value.

The fair value of

the redeemable noncontrolling interest is determined utilizing a discounted cash flow model.

As of June 30, 2024 and 2023, the Company’s redeemable noncontrolling interest was recorded at carrying value of $ 22.2 million and $ 12.7 million, respectively.

The fair value of the redeemable noncontrolling interest is determined utilizing a discounted cash flow model.

As of June 30, 2025 and 2024, the Company’s redeemable noncontrolling interest was recorded at fair value of $ 25.0 million and $ 22.2 million, respectively.

There were no transfers in and out of Level 3 during the fiscal years ended June 30, 2025 and 2024.

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The demand requests information and documents regarding Medicaid billing, patient services and referrals in connection with the Company’s PACE program in Colorado.

We continue to fully cooperate with the Attorney General .

We are currently unable to predict the outcome of this investigation.

The Company continues to fully cooperate with the Attorney General.

At this time, the Company is unable to estimate the possible losses or range of losses, if any, from this matter.

In February 2022, the Company received a civil investigative demand from the Department of Justice (“DOJ”) under the Federal False Claims Act on similar subject matter.

The demand requests information and documents regarding audits, billing, orders tracking, and quality and timeliness of patient services in connection with the Company’s PACE programs in the states where the Company operated as of 2022 (California, Colorado, New Mexico, Pennsylvania, and Virginia).

The demand requested information and documents regarding audits, billing, orders tracking, and quality and timeliness of patient services in connection with the Company’s PACE programs in the states where the Company operated as of 2022 (California, Colorado, New Mexico, Pennsylvania, and Virginia).

In December 2022, the Company received a supplemental civil investigative demand requesting supplemental information on the same matters.

The Company continues to fully cooperate with the DOJ.

We are currently unable to predict the outcome of this investigation.

The Company and the DOJ have begun discussions to understand their respective positions on this matter.

At this time, the Company is unable to estimate the possible losses or range of losses, if any, from this matter.

In October 2024, the Company received a civil investigative demand from the DOJ under the Federal False Claims Act on a similar subject matter.

The demand requests information and documents regarding the Company's relationship as a PACE provider with residential care facilities in California, Colorado, Virginia and New Mexico, related housing costs, and enrollment practices.

The Company is fully cooperating with the DOJ and has produced the requested information and documentation.

At this time, the Company is unable to estimate the possible losses or range of losses, if any, from this matter.

Stockholder Lawsuits

On October 14, 2021, and subsequently amended on June 21, 2022, the Company was named as a defendant in a putative class action complaint filed in the District Court for the District of Colorado on behalf of individuals who purchased or acquired shares of the Company’s common stock during a specified period (the "Securities Action").

Through the complaint, plaintiffs are asserting claims against the Company, certain of the Company’s officers and directors, Apax Partners, L.P., Welsh, Carson, Anderson & Stowe and the underwriters in the Company’s IPO, alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 for making allegedly inaccurate and misleading statements and omissions in connection with the Company’s IPO and subsequent earnings calls and public filings, and seeking compensatory damages, among other things.

On September 13, 2022, the Company and the officer and director defendants and Apax Partners, L.P.

and Welsh, Carson, Anderson & Stowe filed a motion to dismiss the amended complaint for failure to state a claim upon which relief can be granted.

On December 22, 2023, the District Court granted in part and denied in part the motion to dismiss.

The action is now in discovery.

On April 20, 2022, the Board of Directors of the Company received a books and records demand pursuant to Section 220 of the Delaware General Corporation Law, from a purported stockholder of the Company, Brian Hall, in connection with the stockholder’s investigation of, among other matters, potential breaches of fiduciary duty, mismanagement, self-dealing, corporate waste or other violations of law by the Company’s Board with respect to these matters.

On October 14, 2021, the Company was named as a defendant in a putative class action complaint filed in the District Court for the District of Colorado on behalf of individuals who purchased or acquired shares of the Company’s common stock during a specified period (the “Securities Action”).

Through the complaint, plaintiffs asserted claims against the Company, certain of the Company’s officers and directors, Apax Partners, L.P., Welsh, Carson, Anderson & Stowe and the underwriters in the Company’s IPO, alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 for making allegedly inaccurate and misleading statements and omissions in connection with the Company’s IPO and subsequent earnings calls and public filings, and seeking compensatory damages, among other things.

In June 2025, the Company and the other defendants entered into an agreement with the plaintiffs to settle all claims in exchange for a payment by the Company of $ 27.0 million.

The settlement agreement received preliminary approval from the District Court on June 17, 2025, and a final approval hearing has been set for November 26, 2025.

After adjusting for the settlement amounts to be paid directly by the Company's insurers, the Company accrued expenses of $ 10.1 million representing its share of the settlement amount during fiscal year 2025.

Until the District Court grants final approval of the settlement, there can be no assurances that the settlement will be completed on the terms disclosed herein or at all.

On April 20, 2022, the Board received a books and records demand pursuant to Section 220 of the Delaware General Corporation Law, from a purported stockholder of the Company, Brian Hall.

On May 15, 2023, Mr.

Hall filed a lawsuit in the Delaware Court of Chancery asserting derivative claims for breach of fiduciary duty against certain of the Company’s current and former officers and directors generally relating to alleged failures by the defendants to take remedial actions to address the matters that resulted in sanctions by CMS at certain of the Company’s

centers, and alleged misstatements in the Company’s public filings relating to those matters.

On June 28, 2023, upon stipulation of the parties, the court entered an order staying the litigation pending the resolution of the motion to dismiss in the Securities Action or upon fifteen days ’ notice by any party to the litigation.

On January 22, 2024, upon stipulation of the parties, the court entered an order further staying the litigation pending the close of fact discovery in the Securities Action.

We are currently unable to predict the outcome of these matters.

On January 22, 2024, upon stipulation of the parties, the court entered an order further staying the litigation pending the close of fact discovery in the Securities Action or upon order of the Court granting a motion to lift the stay.

On July 11, 2025, the parties informed the Court of the settlement agreement in the Securities Action and requested until September 10, 2025, to provide a further update.

The parties are discussing a potential resolution of this matter, including a potential settlement.

The Court has not established any further deadlines.

At this time, the Company is unable to estimate the possible losses or range of losses, if any, from this matter.

Other Matters

In the third fiscal quarter of 2023, the Company agreed to settle a wage and hour class action lawsuit in the State of California for a cash payment of $ 1.2 million.

Subsequently, the Company was notified of certain additional individual claims and agreed to include such claims within the class.

In October 2023, the Company agreed to increase the settlement amount to a total of $ 1.3 million, reflecting the additional individual claim.

The Court entered the final approval of the settlement on April 2, 2024 and the payout occurred on June 7, 2024.

The matter will remain open for 180 days to allow the class members to settle their checks, after which time the case is expected to officially close.

Because the results of legal proceedings and claims are inherently unpredictable and uncertain, we are currently unable to predict whether the legal proceedings we are involved in will, either individually or in the aggregate, have a material adverse effect on our business, financial condition, or cash flows.

On June 16, 2025, Grane Supply, Inc, d/b/a Grane Rx (“Grane Rx”), the Company’s former pharmacy services vendor, filed an amended demand for arbitration before the American Arbitration Association asserting claims for breach of contract and breach of confidentiality in connection with the Company’s non-renewal and termination of its services agreements with Grane Rx resulting from a discrete Company operational initiative.

Grane Rx’s demand seeks various forms of relief, including compensatory damages and injunctive relief.

An arbitrator has been appointed and the parties are currently engaged in discovery.

Initial mediation took place in May 2025.

A final merits hearing in front of the arbitrator is expected to occur in early 2026.

At this time, the Company is unable to estimate the possible losses or range of losses, if any, from this matter.

The results of legal proceedings and claims are inherently unpredictable and uncertain.

The outcomes of legal proceedings and claims could be material to the Company’s operating results for any particular period, depending in part, upon the operating results of such period.

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Chief Executive Officer, Chief Financial Officer, and Chief Legal Officer.

The assumptions under the Monte Carlo model related to the profits interests units for fiscal 2024, presented on a weighted-average basis, are provided below:

The assumptions under the Monte Carlo model related to the profits interests units for fiscal year 2024, presented on a weighted-average basis, are provided below:

Expected volatility 68.0 - 76.0

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Fair value of underlying stock $ 5.52 - 7.27

During the fiscal year ended June 30, 2025, a total of 650,000 Class B Units were awarded to the Company’s President and Chief Operating Officer.

The assumptions under the Monte Carlo model related to profit interests units, presented on a weighted-average basis, are provided below:

Expected volatility 63.0 % %

Expected life (years) - time vesting units 1.8

Interest rate 4.18 %

Dividend yield —

Weighted-average fair value $ 1.43

Fair value of underlying stock $ 5.67

A summary of profits interests activity for the year ended June 30, 2025, was as follows:

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2021 Omnibus Incentive Plan

In March 2021, the Compensation Committee of the Board of Directors approved the InnovAge Holding Corp.

2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”), pursuant to which various stock-based awards may be granted to employees, directors, consultants, and advisers.

In March 2021, the Compensation Committee of the Board approved the InnovAge Holding Corp.

2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”), pursuant to which various stock-based awards may be granted to

employees, directors, consultants, and advisers.

The total number of shares of the Company’s common stock authorized under the 2021 Omnibus Incentive Plan is 14,700,000 .

The Company has issued time-based restricted stock units under this plan to its employees which generally(i) vested on March 4, 2023, the second anniversary of the grant date, or (ii) vest over a three-year period with one-third vesting on each anniversary of the date of grant.

The Company has issued time-based restricted stock units under this plan to its employees which generally vest over a three-year period with one-third vesting on each anniversary of the date of grant.

Certain other vesting periods have also been used.

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The total unrecognized compensation costs related to time-based vesting stock options outstanding as of June 30, 2025, was $ 0.01 million and is expected to be recognized over a weighted-average period of 0.2 years.

The fair value of the time-based stock options granted during the year ended June 30, 2023, was based upon the Black-Scholes option pricing model using the assumptions in the following table:

Expected volatility 34.5 %

Weighted-average expected life (years) - time vesting units 2.9

Interest rate 1.56 %

Dividend yield 0 %

Weighted-average fair values $ 0.80

Fair value of underlying stock $ 3.70

A summary of performance-based vesting stock option activity for the year ended June 30, 2025, was as follows:

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The purchase price has been preliminarily allocated to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition.

During the measurement period, which is up to one year from the acquisition date, we may adjust provisional amounts that were recognized at the acquisition date to reflect new information obtained about facts and circumstances that existed as of the acquisition date.

existed as of the acquisition date.

The fair values of assets acquired and liabilities assumed may change as the valuation of intangible assets, working capital adjustments, and overall purchase price allocation are being finalized.

Goodwill represents the excess of the purchase price over the fair value of net assets acquired.

Goodwill recognized represents the

estimated future economic benefits arising from expected growth opportunities for the Company and is not deductible for income tax purposes.

The following table presents a preliminary allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date:

Goodwill recognized represents the estimated future economic benefits arising from expected growth opportunities for the Company and is not deductible for income tax purposes.

The following table presents the finalized allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date:

allocation Measurement period adjustments Adjusted

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The adjustment resulted in an increase of $ 0.7 million to prepaid expenses and $ 0.9 million to operating lease assets, a decrease of $ 0.1 million to accounts receivable and $ 0.1 million to accounts payable and accrued expenses, and a corresponding decrease of $ 1.6 million to goodwill.

On January 2, 2025, the Company completed the acquisition of certain pharmacy assets from Tabula Rasa Healthcare Group, Inc.

(“TRHC”), a leading pharmacy care management company, for a total purchase price of $ 4.8 million.

The acquisition was funded through cash on hand.

The TRHC acquisition was accounted for using the purchase method of accounting.

The purchase price has been allocated to the assets and liabilities assumed based on their estimated fair values at the date of acquisition.

represents the excess of the purchase price over the fair value of net assets acquired and the estimated future economic benefits arising from expected growth opportunities for the Company and is not deductible for income tax purposes.

The following table represents the preliminary allocation of the purchase price to the assets acquired and liabilities assumed as of the acquisition date, measurement period adjustments and the allocation as of the acquisition date:

allocation Measurement period adjustments Adjusted

Cash Consideration $ 4,774 $ — $ 4,774

Total Consideration $ 4,774 $ — $ 4,774

Prepaid expenses $ 1,503 $ — $ 1,503

Property and equipment, net 1,158 — 1,158

Operating lease assets 1,053 — 1,053

Goodwill 2,097 — 2,097

Deposits and other 16 — 16

Current portion of operating lease obligation ( 115 ) — ( 115 )

Noncurrent portion of operating lease obligation ( 938 ) — ( 938 )

Fair value of assets and liabilities $ 4,774 $ — $ 4,774

The Company’s effective income tax rate for the years ended June 30, 2025 and 2024 was ( 3.9 )% and ( 6.4 )%, respectively, which differed from the amount computed by applying the applicable U.S.

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(a) Reflects the permanent addback for the Section 162(m) limitation, which limits the deduction of compensation for the five highest paid officers to $ 1.0 million per officer.

(a) Reflects the permanent addback for the IRC Section 162(m) limitation, which limits the deduction of compensation for the five highest paid officers to $ 1.0 million per officer.

Provision (benefit) for income taxes consisted of the following for the years ended June 30, 2025 and 2024:

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Federal $ — $ —

State 178 575

Total current tax expense 14 178

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Lease liability 7,521 9,260

Accrued settlement 2,456 —

Total deferred tax assets 53,414 48,122

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The Company had state net operating loss carryforwards of $ 230.1 million and $ 185.8 million at June 30, 2025 and 2024, respectively, which will begin to expire in 2037 if not utilized.

Included in this is a city net operating loss which will

begin to expire in 2025 if not utilized.

Additionally, the Company has federal net operating loss carryforwards of $ 117.3 million and $ 108.9 million as of June 30, 2025 and 2024, respectively which do not expire.

Valuation Allowance

The Company has provided $ 15.9 million and $ 8.3 million at June 30, 2024 and June 30, 2023, respectively, as a valuation allowance against its deferred tax assets for federal and state net operating losses and state 163(j) interest expense limitations where there is not sufficient positive evidence to substantiate that these deferred tax assets will be realized at a more-likely-than-not level of assurance.

The Company has provided $ 23.0 million and $ 15.9 million at June 30, 2025 and June 30, 2024, respectively, as a valuation allowance against its deferred tax assets for federal and state net operating losses and state IRC 163(j) interest expense limitations where there is not sufficient positive evidence to substantiate that these deferred tax assets will be realized at a more-likely-than-not level of assurance.

The Company had no uncertain tax positions at June 30, 2025 and 2024.

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The Company is subject to income tax examinations by California, Colorado and New Mexico state jurisdictions for the period ended June 30, 2021 and forward.

One Big Beautiful Bill Act

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The net effect of OBBBA did not have a material impact on the Company’s effective tax rate for the year ended June 30, 2025.

The Company continues to evaluate the impact of OBBBA on its consolidated financial statements and will update its estimates as additional guidance becomes available.

Related Parties

Pursuant to the PWD Amended and Restated Agreement of Limited Partnership, CCH helped fund operating deficits and shortfalls of PWD in the form of a loan (the “PWD Loan”).

The PWD Loan did not accrue interest.

Additionally, CCH was paid an administration fee of $ 35,000 per year.

At June 30, 2023, $ 0.7 million was recorded in Deposits and other related to the PWD Loan.

On March 13, 2024, PWD entered into a Purchase and Sale Agreement for the sale of all of PWD's property, including the Senior Housing unit.

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Segment Reporting

The Company applies ASC Topic 280, “Segment Reporting,” which establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about operations, major customers and the geographies in which the entity holds material assets and reports revenue.

An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the Company’s chief executive officer, who is the chief operating decision maker (“CODM”), and for which discrete financial information is available.

The Company has determined that it has three operating segments, two of which are related to the Company’s PACE offering.

As of June 30, 2025, the Company has three operating segments, two of which are related to the Company’s PACE offering.

The PACE-related operating segments are based on two geographic divisions, which are East and West.

Due to the similar economic characteristics, nature of services, and customers, we have aggregated our East and West operating segments into one reportable segment for PACE.

The Company’s remaining operating segment primarily relates to Senior Housing, which is an immaterial operating segment, and shown below as “Other” along with certain corporate unallocated expenses.

As of June 30, 2024, the Company served approximately 7,020 PACE participants, making it the largest PACE provider in the U.S.

based upon participants served, and operated 20 PACE centers across California, Colorado, Florida, New Mexico, Pennsylvania and Virginia.

PACE is a fully-capitated managed care program, which serves the frail elderly, and predominantly dual-eligible, in a community-based service model.

InnovAge provides all needed healthcare services through an all-inclusive, coordinated model of care and the Company is at risk for 100% of healthcare costs incurred with respect to the care of its participants.

PACE programs receive capitation payments directly from Medicare Parts C and D, Medicaid, VA and private pay sources.

Additionally, under the Medicare Prescription Drug Plan, CMS shares part of the risk for providing prescription medication to the Company’s participants.

The Company’s remaining operating segment primarily related to Senior Housing, which is an immaterial operating segment, and shown below as “Other” along with certain corporate unallocated expenses.

The Company’s chief operating decision maker (“CODM”) is the chief executive officer.

The CODM uses Center-Level Contribution Margin as the measure for assessing performance of its operating segments and allocating resources, predominantly in the annual budget and forecasting process.

The Company evaluates performance and allocates capital resources to each segment based on an operating model that is designed to maximize the quality of care provided and profitability.

The CODM considers forecast-to-actual Center-Level Contribution Margin variances on a monthly basis

when making decisions about allocating capital and personnel to the segments.

Center-Level Contribution Margin is defined as total segment revenues less external provider costs and cost of care (excluding depreciation and amortization).

The Company does not review assets by segment and therefore assets by segment are not disclosed below.

For the periods presented, all of the Company’s long-lived assets were located in the United States and all revenue was earned in the United States.

The CODM uses Center-level Contribution Margin as the measure for assessing performance of its operating segments.

Center-level Contribution Margin is defined as total segment revenues less external provider costs and cost of care (excluding depreciation and amortization).

The Company allocates corporate level expenses to its segments with a majority of the allocation going to the PACE segment.

The following table summarizes the operating results regularly provided to the CODM by segment for the years ended June 30, 2025 and 2024:

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Center-Level Contribution Margin 153,219 420 153,639 131,667 397 132,064

Overhead costs (2)

136,284 10 136,294 135,264 — 135,264

Sales and marketing 28,217 24,957

Corporate, general and administrative 122,058 111,337

Depreciation and amortization 19,510 18,950

Interest expense, net 3,845 178 4,023 1,342 180 1,522

Gain on cost and equity method investments ( 2,842 ) — ( 2,842 ) — — —

Impairments and loss on assets held for sale 13,615 —

Operating loss ( 29,761 ) ( 23,180 )

Other income ( 4,266 ) 1,361

Loss Before Income Taxes $ ( 34,027 ) $ ( 21,819 )

Depreciation and amortization $ 19,058 $ 452 $ 19,510 $ 18,477 $ 473 $ 18,950

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(1) Center-level Contribution Margin from a segment below the quantitative thresholds is attributable to the Senior Housing operating segment of the Company.

(1) Center-level Contribution Margin from a segment below the quantitative thresholds was attributable to the Senior Housing operating segment of the Company as of June 30, 2025.

This segment has never met any of the quantitative thresholds for determining reportable segments.

(2) Overhead consists of the Sales and marketing and Corporate, general and administrative financial statement line items.

Earnings per Share

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Diluted earnings per share is computed using the weighted-average number of common shares outstanding during the period, plus the dilutive effect of outstanding options and other equity awards, using the treasury stock method and the average market price of the Company’s common stock during the applicable period.

When a loss from continuing operations exists, all dilutive securities and potentially dilutive securities are anti-dilutive and are therefore excluded from the computation of diluted earnings per share.

When a loss from continuing operations exists, all dilutive securities and potentially dilutive securities are anti-dilutive and are therefore excluded from the computation of diluted EPS.

When net income from continuing operations exists, performance-based units, are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period.

As of June 30, 2024 and 2023, there were 1,035,066 performance-based awards excluded from the calculation of diluted EPS.

For the year ended June 30, 2025 and 2024, 344,713 and 105,482 potentially dilutive securities were excluded from the weighted-average shares used to calculate the diluted net loss per common share, respectively, as they would have an anti-dilutive effect.

The following table sets forth the computation of basic and diluted net loss per common share:

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On June 14, 2024, our Board authorized up to $ 5.0 million of share repurchases.

As of June 30, 2024, the Company had repurchased approximately 45,023 shares of its common stock for $ 0.2 million, of which 36,559 were placed in Treasury.

On September 26, 2024, the Company announced the Board’s authorization to increase the share repurchase program by an additional $ 2.5 million of the Company’s common stock.

During the year ended June 30, 2024, the Company repurchased 45,023 shares of its common stock for approximately $ 0.2 million, of which 36,559 were placed in Treasury.

During the year ended June 30, 2025, the Company repurchased 1,426,420 shares of its common stock for approximately $ 7.3 million , all of which were placed in Treasury.

As of June 30, 2025, the repurchase authorization under the program was complete.

Subsequent Event

The Company has evaluated subsequent events through September 10, 2024, the date on which the consolidated financial statements were issued.

The Company has evaluated subsequent events through September 9, 2025, the date on which the consolidated financial statements were issued, and noted there were none except the Company entered into Amendment No.

2 to the Credit Agreement as disclosed in Note 7, “Long-term Debt” and the Company entered into a Joint Venture Agreement with Tampa General Hospital to develop the Company’s PACE center serving the communities in Tampa, Florida as disclosed in Note 4, “Cost and Equity Method Investments.”

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