What changed in this filing

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Item 1. Financial Statements

2026-04-30 compared with 2025-11-05 · 133 added, 203 removed, 382 unchanged (47% of the section changed)

3 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands, except per share data)

5 unchanged sentences

General and administrative

Reserve for litigation settlement

Lease termination, impairment and other

Amortization of intangible assets

12 unchanged sentences

Consolidated Balance Sheets

September 30,

(In thousands, except par value)

24 unchanged sentences

Preferred stock, $ 0.01 par value, 10,000 shares authorized;

0 shares issued and outstanding at September 30, 2025 and December 31, 2024

0 shares issued and outstanding at March 31, 2026 and December 31, 2025

Common stock, $ 0.01 par value, 100,000 shares authorized;

54,178 and 54,090 shares issued and 28,004 and 28,858 shares outstanding at September 30, 2025 and December 31, 2024, respectively

Treasury stock, at cost, 26,174 and 25,232 shares of common stock at September 30, 2025 and December 31, 2024, respectively

54,263 and 54,178 shares issued and 26,705 and 27,393 shares outstanding at March 31, 2026 and December 31, 2025, respectively

Treasury stock, at cost, 27,558 and 26,785 shares of common stock at March 31, 2026 and December 31, 2025, respectively

( 2,420,603 )

1 unchanged sentence

Additional paid-in capital

Accumulated other comprehensive gain

Accumulated other comprehensive (loss) gain

Retained earnings

5 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

(In thousands)

Other comprehensive income, net of tax:

Realized gains on available-for-sale securities, net of taxes of $ 39 for the three months ended September 30, 2024, and $ 17 for the nine months ended September 30, 2024

Unrealized gains on available-for-sale securities, net of taxes of $ 121 for the three months ended September 30, 2025, and $ 172 for the nine months ended September 30, 2025

Unrealized losses on available-for-sale securities, net of taxes of $ 217 and $ 1 for the three months ended March 31, 2026 and 2025, respectively

Comprehensive income

3 unchanged sentences

(In thousands)

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

Treasury Stock

8 unchanged sentences

( 2,420,603 )

Comprehensive income

Common stock purchased for treasury

Restricted shares forfeited

Share-based compensation

Balance at June 30, 2025

( 2,150,693 )

Comprehensive income

Common stock purchased for treasury

Restricted shares forfeited

Share-based compensation

Balance at September 30, 2025

( 2,190,582 )

GRAND CANYON EDUCATION, INC.

Consolidated Statement of Stockholders’ Equity

(In thousands)

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Treasury Stock

8 unchanged sentences

( 2,102,760 )

Comprehensive income

Common stock purchased for treasury

Restricted shares forfeited

Share-based compensation

Balance at June 30, 2024

( 1,918,810 )

Comprehensive income

Common stock purchased for treasury

Restricted shares forfeited

Share-based compensation

Balance at September 30, 2024

( 1,958,837 )

The accompanying notes are an integral part of these consolidated financial statements.

1 unchanged sentence

Consolidated Statements of Cash Flows

Nine Months Ended

September 30,

Three Months Ended

(In thousands)

5 unchanged sentences

Deferred income taxes

Reserve for litigation settlement

Lease termination, impairment and other

Other, including fixed asset disposals

Changes in assets and liabilities:

Accounts receivable from university partners

Accounts receivable

Right-of-use assets and lease liabilities

4 unchanged sentences

Net cash provided by operating activities

Cash flows (used in) provided by investing activities:

Cash flows provided by (used in) investing activities:

Capital expenditures

4 unchanged sentences

Proceeds from sale or maturity of investments

Net cash (used in) provided by investing activities

Net cash provided by (used in) investing activities

Cash flows used in financing activities:

1 unchanged sentence

Net cash used in financing activities

Net (decrease) increase in cash and cash equivalents and restricted cash

Net decrease in cash and cash equivalents and restricted cash

Cash and cash equivalents and restricted cash, beginning of period

5 unchanged sentences

Purchases of property and equipment included in accounts payable

ROU Asset and Liability recognition

Excise tax on treasury stock repurchases

7 unchanged sentences

GCE has developed significant technological solutions, infrastructure and operational processes to provide services to these institutions on a large scale.

GCE’s most significant university partner is Grand Canyon University (“GCU”), an Arizona non-profit corporation, a comprehensive regionally accredited university that offers graduate and undergraduate degree programs, emphases and certificates across ten colleges both online, on ground at its campus in Phoenix, Arizona and at eleven off-campus classroom and laboratory sites.

We also provide education services to numerous university partners across the United States.

1 unchanged sentence

In addition, we have provided certain services to a university partner to assist them in expanding their online graduate programs.

As of September 30, 2025, GCE provides education services to 20 university partners across the United States.

As of March 31, 2026, GCE provides education services to 20 university partners across the United States.

Summary of Significant Accounting Policies

9 unchanged sentences

These consolidated financial statements should be read in conjunction with the Company’s audited financial statements and footnotes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 from which the December 31, 2025 balance sheet information was derived.

As of December 31, 2024 the Company had no investments.

As of September 30, 2025, the Company considered its investments in corporate bonds, agency bonds, treasury bills and commercial paper as available-for-sale securities based on the Company’s intent for the respective securities.

Available-for-sale securities are carried at fair value, determined using Level 1 and Level 2 of the hierarchy of valuation inputs, with the use of inputs other than quoted prices that are observable for the assets.

Unrealized investment gains and losses, net of tax, are reported as a separate component of other comprehensive income.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes.

Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company invests a portion of its cash in excess of current operating requirement in short term certificates of deposit and money market instruments.

The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

As of March 31, 2026 and December 31, 2025, the Company considered its investments in corporate bonds, agency bonds, treasury bills and commercial paper as available-for-sale securities based on the Company’s intent for the respective securities.

Available-for-sale securities are carried at fair value, determined using Level 1 of the hierarchy of valuation inputs, with the use of inputs other than quoted prices that are observable for the assets.

Unrealized investment

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

gains and losses, net of tax, are reported as a separate component of other comprehensive income.

Unrealized losses considered to be other-than-temporary are recognized currently in earnings.

Amortization of premiums, accretion of discounts, interest and dividend income and realized gains and losses are included in interest and other income.

Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation.

Depreciation is computed using the straight-line method.

Normal repairs and maintenance are expensed as incurred.

Expenditures that materially extend the useful life of an asset are capitalized.

Construction in progress represents items not yet placed in service and are not depreciated.

Depreciation is provided using the straight-line method over the estimated useful lives of the assets.

Furniture and fixtures, computer equipment, and vehicles generally have estimated useful lives of ten , four , and five years, respectively.

Leasehold improvements are depreciated over the shorter of their lease term or their useful life.

Land improvements and buildings are depreciated over lives ranging from 10 to 40 years.

Arrangements with GCU

On July 1, 2018, the Company consummated an Asset Purchase Agreement (the “Asset Purchase Agreement”) with GCU.

In conjunction with the Asset Purchase Agreement, the Company and GCU entered into a long-term master services agreement (the “Master Services Agreement”) pursuant to which the Company provides identified technology and academic services, counseling services and support, marketing and communication services, and several back-office

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

services to GCU in return for 60 % of GCU’s tuition and fee revenue.

Except for identified liabilities assumed by GCU, GCE retained responsibility for all liabilities of the business arising from pre-closing operations.

Internally Developed Software

Internally Developed Technology

The Company capitalizes certain costs related to internal-use software, primarily consisting of direct labor associated with creating the software.

13 unchanged sentences

Capitalized content development assets are included in other assets in our consolidated balance sheets.

The Company has concluded that the most appropriate method to amortize the deferred content assets is on a straight-line basis over the estimated life of the course, which is generally four years which corresponds with course’s review and major revision cycle.

As of September 30, 2025 and December 31, 2024, $ 468 and $ 658 , respectively, net of amortization, of deferred content assets are included in other assets, long-term in the Company’s consolidated balance sheets and amortization is included in technical and academic services where the costs originated.

As of March 31, 2026 and December 31, 2025, $ 360 and $ 413 , respectively, net of amortization, of deferred content assets are included in other assets, long-term in the

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Company’s consolidated balance sheets and amortization is included in technology and academic services where the costs originated.

Long-Lived Assets

6 unchanged sentences

At lease inception, the Company determines the lease term by assuming no exercises of renewal options, due to the Company’s constantly changing geographical needs for its university partners.

Leases with an initial term of 12 months or less are not recorded in the consolidated balance sheets and are recognized as

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

lease expense on a straight-line basis over the lease term.

Leases with an initial term of 12 months or less are not recorded in the consolidated balance sheets and are recognized as lease expense on a straight-line basis over the lease term.

The Company has lease agreements with lease and non-lease components, and the non-lease components are accounted for separately and not included in our ROU assets and lease liabilities.

7 unchanged sentences

The Company reviews goodwill at least annually or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount.

Finite-lived intangible assets that are acquired in a business combination are recorded at fair value on their acquisition dates and are amortized using a method that reflects the pattern in which the economic benefits of the intangible assets are consumed or on a straight-line basis over the estimated useful life of the intangible asset if the pattern of economic benefit cannot be reliability determined.

Finite-lived intangible assets consist of university partner relationships and trade names.

The Company reviews its finite-lived intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable.

There were no indicators that the carrying amount of the finite-lived intangible assets were impaired as of September 30, 2025.

There were no indicators that the carrying amount of the finite-lived intangible assets were impaired as of March 31, 2026.

Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to undiscounted future net cash flows expected to be generated by the assets.

3 unchanged sentences

The fair value of the Company’s restricted stock awards is based on the market price of its common stock on the date of grant.

Stock-based compensation expense related to restricted stock grants is expensed over the vesting period using the straight-line method for Company employees and the Company’s board of directors (the “Board of Directors”).

Stock-based compensation expense related to restricted stock grants is expensed

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

over the vesting period using the straight-line method for Company employees and the Company’s board of directors (the “Board of Directors”).

The Company recognizes forfeitures as they occur.

1 unchanged sentence

The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued compensation and benefits and accrued liabilities expenses approximate their fair value based on the liquidity or the short-term maturities of these instruments.

The fair value of investments was determined using Level 1 and Level 2 of the hierarchy of valuation inputs, with the use of inputs other than quoted prices that are observable for the assets.

The fair value of investments was determined using Level 1 of the hierarchy of valuation inputs, with the use of inputs other than quoted prices that are observable for the assets.

The unit of account used for valuation is the individual underlying security.

5 unchanged sentences

-Level 3 – unobservable inputs that are not corroborated by market data.

Investments are comprised of corporate bonds, commercial paper and agency bonds.

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Investments are comprised of corporate bonds, agency bonds, treasury bills and commercial paper.

Commitments and Contingencies

The Company accrues for contingent obligations when it is probable that a liability has been incurred and the amount is reasonably estimable.

When the Company becomes aware of a claim or potential claim, the likelihood of any loss exposure is assessed.

If it is probable that a loss will result and the amount of the loss is estimable, the Company records a liability for the estimated loss.

If the loss is not probable or the amount of the potential loss is not estimable, the Company will disclose the claim if the likelihood of a potential loss is reasonably possible and the amount of the potential loss could be material.

Estimates that are particularly sensitive to future changes include tax, legal, and other regulatory matters, which are subject to change as events evolve, and as additional information becomes available during the administrative and litigation process.

The Company expenses legal fees as incurred.

Revenue Recognition

7 unchanged sentences

Due to the variable nature of the consideration over the life of the service arrangement, the Company considered forming an expectation of the variable consideration to be received over the service life of this one performance obligation.

However, since the performance obligation represents a series of distinct services, the Company recognizes the variable consideration that becomes known and billable because these fees relate to the distinct service period in which the fees are earned.

However, since the performance obligation represents a series of distinct services, the Company recognizes the variable

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

consideration that becomes known and billable because these fees relate to the distinct service period in which the fees are earned.

The Company meets the criteria in the standard and exercises the practical expedient to not disclose the aggregate amount of the transaction price allocated to the single performance obligation that is unsatisfied as of the end of the reporting period.

5 unchanged sentences

The Company utilizes the allowance method to provide for doubtful accounts based on its evaluation of the expected credit losses.

There have been no amounts written off and no reserves established as of September 30, 2025 given historical collection experience and an evaluation of reasonable and supportable forecasts of economic conditions and other pertinent factors affecting the Company’s customers such as known credit risk or industry trends.

There have been no amounts written off and no reserves established as of March 31, 2026 given historical collection experience and an evaluation of reasonable and supportable forecasts of economic conditions and other pertinent factors affecting the Company’s customers such as known credit risk or industry trends.

The Company will continue to review and revise its allowance methodology based on its collection experience with its partners.

2 unchanged sentences

Given that the Fall semester ends just prior to December 31 of each year, unbilled revenue is low at year end (whereas a semester is ongoing at the end of each other fiscal quarter, and unbilled revenue is thus higher at the end of our first three quarters).

Our unbilled revenue of $ 11,180 and $ 115 as of September 30, 2025 and December 31, 2024, respectively, are included in accounts receivable in our consolidated balance sheets.

Our unbilled revenue of $ 4,541 and $ 53 as of March 31, 2026 and December 31, 2025, respectively, are included in accounts receivable in our consolidated balance sheets.

Deferred revenue represents the excess of amounts received as compared to amounts recognized in revenue on our consolidated statements of income as of the end of the reporting period, and such amounts are reflected as a current liability on our consolidated balance sheets.

1 unchanged sentence

These payments are recorded as deferred revenue until the services are delivered and revenue is recognized.

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Allowance for Credit Losses

12 unchanged sentences

Counseling services and support consist primarily of costs including team-based counseling and other support to prospective and current students as well as financial aid processing.

This expense category includes salaries, benefits and share-based compensation, and other costs such as dues, fees and subscriptions and travel costs.

This expense category includes salaries, benefits

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

and share-based compensation, and other costs such as dues, fees and subscriptions and travel costs.

This category also includes an allocation of depreciation, amortization, lease expense, and occupancy costs attributable to the provision of certain services, primarily at the Company’s Phoenix, Arizona and Indianapolis, Indiana locations.

7 unchanged sentences

This category also includes an allocation of depreciation, amortization, lease expense, and occupancy costs attributable to the provision of these services, primarily at the Company’s Phoenix, Arizona and Indianapolis, Indiana locations.

Commitments and Contingencies

The Company accrues for contingent obligations when it is probable that a liability has been incurred and the amount is reasonably estimable.

When the Company becomes aware of a claim or potential claim, the likelihood of any loss exposure is assessed.

If it is probable that a loss will result and the amount of the loss is estimable, the Company records a liability for the estimated loss.

Estimates that are particularly sensitive to future changes include tax, legal, and other

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

regulatory matters, which are subject to change as events evolve, and as additional information becomes available during the administrative and litigation process.

The Company expenses legal fees as incurred.

Insurance/Self-Insurance

The Company uses a combination of insurance and self-insurance for a number of risks, including claims related to employee healthcare, workers’ compensation, general liability and business interruption.

Liabilities associated with these risks are estimated based on, among other things, historical claims experience, severity factors and other actuarial assumptions.

The Company’s loss exposure related to self-insurance is limited by stop loss coverage on a per occurrence and aggregate basis.

The Company regularly analyzes its reserves for incurred but not reported claims, and for reported but not paid claims related to self-funded insurance programs.

While the Company believes reserves are adequate, significant judgment is involved in assessing these reserves such as assessing historical paid claims, average lags between the claims’ incurred date, reported dates and paid dates, and the frequency and severity of claims.

There may be differences between actual settlement amounts and recorded reserves and any resulting adjustments are included in expense once a probable amount is known.

Concentration of Credit Risk

The Company believes the credit risk related to cash equivalents and investments is limited due to its adherence to an investment policy that requires investments to have a minimum BBB rating, depending on the type of security, by at least one major rating agency at the time of purchase.

All of the Company’s cash equivalents and investments as of September 30, 2025 and December 31, 2024 consist of investments rated BBB or higher by at least one rating agency.

All of the Company’s cash equivalents and investments as of March 31, 2026 and December 31, 2025 consist of investments rated BBB or higher by at least one rating agency.

Additionally, the Company utilizes at least one financial institution to conduct initial and ongoing credit analysis on its investment portfolio to monitor and lower the potential impact of market risk associated with its cash equivalents and investment portfolio.

1 unchanged sentence

Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000.

At September 30, 2025 and December 31, 2024, the Company had $ 96,534 and $ 323,124 , respectively, in excess of the FDIC insured limit .

At March 31, 2026 and December 31, 2025, the Company had $ 95,395 and $ 111,011 , respectively, in excess of the FDIC insured limit .

The Company is also subject to credit risk for its accounts receivable balance.

Our dependence on our most significant university partner, GCU, with 89.1 % and 88.3 % of total service revenue for the nine-month periods ended September 30, 2025 and 2024, respectively, subjects us to the risk that declines in our customer’s operations would result in a sustained reduction in service revenue for the Company.

Use of Estimates

Actual results could differ from those estimates.

Our dependence on our most significant university partner, GCU, with 90.3 % and 90.4 % of total service revenue for the three-month periods ended March 31, 2026 and 2025, respectively, subjects us to the risk that declines in our customer’s operations would result in a sustained reduction in service revenue for the Company.

Segment Information

The Company operates as a single education services company using a core infrastructure that serves the curriculum and educational delivery needs of its university partners.

The Company’s Chief Executive Officer (the “Chief Operating Decision Maker” or “CODM”) manages the Company’s operations as a whole and no expense or operating income information is generated or evaluated on any component level other than consolidated net income.

The Company’s Chief Executive Officer (the “Chief

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Operating Decision Maker” or “CODM”) manages the Company’s operations as a whole and no expense or operating income information is generated or evaluated on any component level other than consolidated net income.

The education services segment generates revenue through Service Agreements with its university partners, pursuant to which the Company provides integrated technology and academic services, marketing and communication services, and back-office services to its university partners in return for a percentage of tuition and fee revenue.

3 unchanged sentences

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU No.

2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.” This ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction.

The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and should be applied either prospectively or retrospectively.

The Company does not expect the adoption of this guidance to have a material impact on the Company’s financial condition, results of operations or statements of cash flows.

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

Disaggregation of Income Statement Expenses.” ASU No.

Disaggregation of Income Statement Expenses”.

2024-03 does not change or remove existing expense disclosure requirements but requires disaggregated disclosures about certain expense categories and captions, including but not limited to, purchases of inventory, employee compensation, depreciation, amortization and selling expenses.

2024-03 will become effective for us in fiscal year 2027 and in

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

the first quarter of fiscal year 2028 for interim reporting.

2024-03 will become effective for us in fiscal 2027 and in the first quarter of fiscal 2028 for interim reporting.

Retrospective application is permitted.

The Company does not expect the adoption of this guidance to have a material impact on the Company’s financial condition, results of operations or cash flows.

The Company does not expect the adoption of this guidance to have a material impact on the Company’s financial condition, results of operations or statements of cash flows.

In September 2025, the FASB issued ASU 2025-06, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40)”.

5 unchanged sentences

The Company has determined that no other recent accounting pronouncements apply to its operations or could otherwise have a material impact on its consolidated financial statements.

As of September 30, 2025 the Company had investments of $ 179,691 classified as available-for-sale securities.

The Company had no investments at December 31, 2024 as it sold all its investments in the third quarter of 2024 and the proceeds were invested in cash and cash equivalents.

As of September 30, 2025

As of March 31, 2026 the Company had investments of $ 155,555 classified as available-for-sale securities.

As of March 31, 2026

Corporate bonds

1 unchanged sentence

Total investments

For the nine months ended September 30, 2025, the net unrealized gains were $ 551 , net of taxes.

For the nine months ended September 30, 2024, the net realized gains were $ 57 , net of taxes.

Available-for-sale debt securities are carried at fair value on the consolidated balance sheets.

For the three months ended March 31, 2026 and 2025, the net unrealized losses were $ 696 and $ 7 , respectively, net of taxes.

Available-for-sale securities are carried at fair value on the consolidated balance sheets.

The Company estimates the lifetime expected credit losses for all available-for-sale debt securities in an unrealized loss position.

If our assessment indicates that an expected credit loss exists, we determine the portion of the unrealized loss attributable to credit deterioration and record a reserve for the expected credit loss in the allowance for credit losses in technology and academic services in our consolidated income statements.

Based on the nature of securities there is no allowance recorded for available-for-sale debt securities.

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Available-for-sale securities maturing as of December 31:

2 unchanged sentences

Diluted earnings per common share reflects the assumed conversion of all potentially dilutive securities, consisting of restricted stock awards, for which the estimated fair value exceeds the exercise price, less shares which could have been purchased with the related proceeds, unless anti-dilutive.

For employee equity awards, repurchased shares are also included for any unearned compensation adjusted for

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

For employee equity awards, repurchased shares are also included for any unearned compensation adjusted for tax.

The table below reflects the calculation of the weighted average number of common shares outstanding, on an as if converted basis, used in computing basic and diluted earnings per common share.

Three Months Ended

Nine Months Ended

September 30,

Basic weighted average shares outstanding

2 unchanged sentences

Diluted weighted average shares outstanding excludes the incremental effect of unvested restricted stock in accordance with the treasury stock method.

For both of the three-month periods ended September 30, 2025 and 2024, approximately nil , and for the nine-month periods ended September 30, 2025 and 2024, approximately 20 and 26 , respectively, of the Company’s restricted stock awards outstanding were excluded from the calculation of diluted earnings per share as their inclusion would have been anti-dilutive.

For the three-month periods ended March 31, 2026 and 2025, approximately 109 and 60 , respectively, of the Company’s restricted stock awards outstanding were excluded from the calculation of diluted earnings per share as their inclusion would have been anti-dilutive.

These restricted stock awards could be dilutive in the future.

1 unchanged sentence

Property and equipment consist of the following:

September 30,

Land improvements

6 unchanged sentences

Property and equipment, net

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Amortizable Intangible Assets

1 unchanged sentence

Amortizable intangible assets consist of the following as of:

September 30, 2025

March 31, 2026

Average Useful

2 unchanged sentences

Total amortizable intangible assets, net

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Amortization expense for university partner relationships and trade names for the years ending December 31:

Estimated amortization expense for university partner relationships and trade names for the years ending December 31:

The Company has operating leases for off-campus classroom and laboratory sites, office space, office equipment, and optical fiber communication lines.

These leases have remaining lease terms that range from four months to 11 years .

These leases have remaining lease terms that range from five months to 10 years and six months .

At lease inception, we determine the lease term by assuming no exercises of renewal options due to the Company’s constantly changing geographical needs for its university partners.

Leases with an initial term of 12 months or less are not recorded in the consolidated balance sheets and we recognize lease expense for these leases on a straight-line basis over the lease term.

The Company had operating lease costs of $ 13,306 and $ 12,350 for the nine-month periods ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, the Company had a $ 6,472 of non-cancelable operating lease commitments for one off-campus classroom and laboratory sites that had not yet commenced.

The Company had operating lease costs of $ 4,502 and $ 4,339 for the three-month periods ended March 31, 2026 and 2025, respectively.

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

As of March 31, 2026, the Company had $ 28,961 of non-cancelable operating lease commitments for five off-campus classroom and laboratory sites that had not yet commenced.

The Company’s weighted-average remaining lease term relating to its operating leases is 7.03 years, with a weighted-average discount rate of 4.45 % .

The cash paid for operating lease liabilities was $ 12,720 and $ 11,054 for the nine months ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, the Company had no financing leases.

Future payment obligations with respect to the Company’s operating leases, which were existing at September 30, 2025, by year and in the aggregate, are as follows:

The cash paid for operating lease liabilities was $ 4,570 and $ 4,053 for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, the Company had no financing leases.

Future payment obligations with respect to the Company’s operating leases, which were existing at March 31, 2026, by year and in the aggregate, are as follows:

Year Ending December 31,

9 unchanged sentences

With respect to the majority of pending litigation matters, the Company’s ultimate legal and financial responsibility, if any, cannot be estimated with certainty and, in most cases, any potential losses related to those matters are not considered probable.

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

Upon resolution of any pending legal matters, the Company may incur charges in excess of presently established reserves.

1 unchanged sentence

Pending Litigation Matters

False Claims Act Matter .

In May 2020, the Company was served with a qui tam lawsuit that had been filed against us in 2019 in the U.S.

District Court for the District of Massachusetts by a former employee on behalf of the federal government.

All proceedings in the lawsuit had been under seal until February 2020, when the U.S.

government decided to not intervene in the lawsuit, and the complaint was then unsealed by the court.

The suit, United States ex rel Mackillop v.

Grand Canyon Education, Inc.

, alleges that we violated the False Claims Act by improperly compensating certain of our enrollment counselors in violation of the Title IV law governing compensation of such employees (the “incentive compensation rule”), and as a result, improperly received Title IV program funds.

In response to a second amended complaint filed in September 2020, we filed a motion to dismiss and a motion to transfer the matter to the U.S.

District Court for the District of Arizona.

In December 2020, the court granted our motion to dismiss as to one of three counts and granted the motion to transfer but only upon conclusion of pretrial proceedings.

In September 2021, we filed a motion for summary judgment which the Massachusetts court denied in September 2022.

Subsequently, the matter was transferred to the Arizona court and trial was scheduled for late April 2024.

Prior to trial commencing, we and the relator reached an agreement to stay trial while the parties attempt to finalize the terms upon which the litigation could be concluded.

After numerous motions and unsuccessful settlement talks over a period of years, the parties recommenced settlement discussions in spring 2025, with any such settlement being contingent upon approvals from applicable U.S.

government agencies and final agreement by all parties on acceptable terms, both monetary and non-monetary.

As disclosed in the Company’s Form 8-K filed with the SEC on October 30, 2025, the Company, the relator, the U.S.

Department of Justice and ED have reached settlement terms that are acceptable to all parties.

Under these terms, which are subject to final review by the Court, the Company has agreed to pay $ 35.0 million and ED has agreed that the Company’s current enrollment counselor compensation and related plans do not violate the law prohibiting incentive compensation.

The Court has scheduled a hearing for its review mid-November 2025, and the settlement is not effective until the Court reviews it and the parties sign the final settlement agreement.

We have nevertheless recorded the settlement amount in our financial statements for the period ended September 30, 2025.

Matters Related to GCU Graduate Program Disclosures and Related Matters.

7 unchanged sentences

Specifically, the court dismissed one of the plaintiff’s RICO counts but allowed the other RICO count and the consumer protection claims to proceed to discovery.

Discovery is ongoing, and there is currently no trial date scheduled in this matter.

● Federal Trade Commission v.

Grand Canyon Education, Inc., et al .

This suit was filed in late December 2023 in United States District Court for the District of Arizona and asserts claims under the FTC Act and Telemarketing Sales Rule.

In February 2024, GCE filed a partial motion to dismiss, which was denied in August 2024.

On June 17, 2025, the parties filed a Joint Motion and Proposed Order Staying Case for 60-Days to Consider Non-Settlement Resolution of the Case.

On August 15,

Discovery is scheduled to end on May 12, 2026.

Plaintiffs filed a motion for class certification as to their RICO claims and to certify California and Florida

Grand Canyon Education, Inc.

1 unchanged sentence

(In thousands, except per share data)

2025, the Commission voted unanimously to dismiss the case in its entirety and the case was terminated with prejudice on August 19, 2025.

subclasses as to their state law consumer protection claims.

The Company has filed its opposition to class certification.

There is currently no trial date scheduled in this matter.

Grand Canyon Education, Inc., et al .

5 unchanged sentences

The Company filed a motion to dismiss the Second Amended Complaint on August 19, 2025.

The court has not yet ruled on the motion.

The court granted in part and denied in part the motion to dismiss.

Specifically, the court dismissed plaintiffs’ claims for injunctive relief and plaintiff Ogdon’s money damages for forgiven loans but allowed plaintiff Singh’s New York law claims and RICO claims to proceed.

Discovery is ongoing, and there is currently no trial date scheduled in this matter.

6 unchanged sentences

The court held a status conference on October 9, 2025, to address issues of case management.

The court has not yet issued a case management conference.

There is currently no trial date scheduled in this matter.

The court ordered plaintiffs to file individual complaints for each plaintiff.

The plaintiffs filed their individual complaints on December 11, 2025, and Defendants filed answers to each complaint on January 30, 2026.

Discovery is ongoing and there is currently no trial date scheduled in this matter.

We believe that the Company’s representations made in marketing materials or by our employees regarding GCU’s doctoral program requirements were at all times accurate and not false or misleading and thus did not violate applicable law.

6 unchanged sentences

The Company makes equity incentive grants pursuant to our 2017 Equity Incentive Plan (the “2017 Plan”) under which a maximum of 3,000 shares may be granted.

As of September 30, 2025, 873 shares were available for grants under the 2017 Plan.

As of March 31, 2026, 788 shares were available for grants under the 2017 Plan.

Restricted Stock

During the nine months ended September 30, 2025, the Company granted 86 shares of common stock with a service vesting condition to certain of its executives, officers and employees.

During the three months ended March 31, 2026, the Company granted 85 shares of common stock with a service vesting condition to certain of its executives, officers and employees.

The restricted shares have voting rights and vest in five annual installments of 20 %, with the first installment vesting in March of the calendar year following the date of grant (the “first vesting date”) and subsequent installments vesting on each of the four anniversaries of the first vesting date.

Upon vesting, shares will be withheld in lieu of taxes equivalent to the minimum statutory tax withholding required to be paid when the restricted stock vests.

During the nine months ended September 30, 2025, the Company withheld 53 shares of common stock in lieu of taxes at a cost of $ 9,463 on the restricted stock vesting dates.

In June 2025, following the annual stockholders meeting, the Company granted 2 shares of common stock to the non-employee members of the Board of Directors.

The restricted shares granted to these directors have voting rights and vest on the earlier of (a) the one-year anniversary of the date of grant or (b) immediately prior to the next annual stockholders meeting.

On June 30, 2024, a named executive officer resigned for “good reason” which resulted in an acceleration of the next tranche of restricted stock awards that would have vested on March 1, 2025.

As a result, the incremental share-based compensation expense from the modification on five restricted stock awards for the accelerated vesting date was $ 558 and is included in the general and administrative expenses in the Company’s consolidated income statement.

In July of 2024, 5 shares vested and 2 shares were withheld in lieu of taxes at a cost of $ 324 on the accelerated vesting date.

During the three months ended March 31, 2026, the Company withheld 47 shares of common stock in lieu of taxes at a cost of $ 7,521 on the restricted stock vesting dates.

Grand Canyon Education, Inc.

6 unchanged sentences

Forfeited, canceled or expired

Outstanding as of September 30, 2025

Outstanding as of March 31, 2026

Share-based Compensation Expense

The table below outlines share-based compensation expense for the nine months ended September 30, 2025 and 2024 related to restricted stock granted:

The table below outlines share-based compensation expense for the three months ended March 31, 2026 and 2025 related to restricted stock granted:

Technology and academic services

11 unchanged sentences

The amount and timing of future share repurchases, if any, will be made as market and business conditions warrant.

During the nine months ended September 30, 2025 the Company repurchased 874 shares of common stock, at an aggregate cost of $ 156,749 .

As of September 30, 2025, there remained $ 144,381 available under its current share repurchase authorization.

During the three months ended March 31, 2026 the Company repurchased 725 shares of common stock, at an aggregate cost of $ 120,385 .

As of March 31, 2026, there remained $ 223,968 available under its current share repurchase authorization.

Shares repurchased in lieu of taxes are not included in the repurchase plan totals as they were approved in conjunction with the restricted share awards.

Excise taxes of $ 1,087 are not included in the repurchase plan totals but are included in the total cost of net share repurchases in the consolidated statement of stockholders’ equity.

Related Party Transactions

Related party transactions include transactions between the Company and certain of its affiliates.

The following transactions were in the normal course of operations and were measured at the exchange amount, which was the amount of consideration established and agreed to by the parties.

As of and for the nine months ended September 30, 2025 and 2024, related party transactions consisted of the following:

GCE Community Fund (“GCECF”) - GCECF was initially formed in 2014.

GCECF makes grants for charitable, educational, literary, religious or scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code (the “Code”), including for such purposes as the making of distributions to organizations that qualify as exempt organizations under Section 501 (c)(3) of the Code.

The Company’s Chief Executive Officer serves as the president of GCECF and GCECF’s board of directors is comprised entirely of Company executives.

The Company is

Grand Canyon Education, Inc.

Notes to Consolidated Financial Statements

(In thousands, except per share data)

not the primary beneficiary of GCECF, and accordingly, the Company does not consolidate GCECF’s activities with its financial results.

The Company made a voluntary charitable contribution of $ 500 for the nine months ended September 30, 2025, of which no amounts were owed as of September 30, 2025.

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-Q

Item 1. Financial Statements