Option Care Health, Inc. 10-Q

Item 1. Financial Statements 4 Table of Contents OPTION CARE HEALTH, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARES AND PER SHARE AMOUNTS) March 31, 2026 December 31, 2025 (unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 177,321 $ 232,624 Accounts receivable, net 516,436 473,566 Inventories 415,686 471,149 Prepaid expenses and other current assets 85,664 87,629 Total current assets 1,195,107 1,264,968 NONCURRENT ASSETS: Property and equipment, net 139,939 139,236 Operating lease right-of-use asset 89,772 91,250 Intangible assets, net 21,063 21,897 Referral sources, net 278,845 287,281 Goodwill 1,606,743 1,606,743 Other noncurrent assets 48,631 44,394 Total noncurrent assets 2,184,993 2,190,801 TOTAL ASSETS $ 3,380,100 $ 3,455,769 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES: Accounts payable $ 545,016 $ 639,829 Accrued compensation and employee benefits 49,432 70,414 Accrued expenses and other current liabilities 104,477 88,329 Current portion of operating lease liability 24,040 23,996 Current portion of long-term debt 6,780 6,780 Total current liabilities 729,745 829,348 NONCURRENT LIABILITIES: Long-term debt, net of discount, deferred financing costs and current portion 1,153,040 1,154,052 Operating lease liability, net of current portion 86,311 88,519 Deferred income taxes 57,885 56,019 Other noncurrent liabilities 2,050 1,438 Total noncurrent liabilities 1,299,286 1,300,028 Total liabilities 2,029,031 2,129,376 STOCKHOLDERS’ EQUITY: Preferred stock; $ 0.0001 par value; 12,500,000 shares authorized, no shares outstanding as of March 31, 2026 and December 31, 2025 — — Common stock; $ 0.0001 par value: 250,000,000 shares authorized, 185,181,961 shares issued and 156,988,358 shares outstanding as of March 31, 2026; 184,522,423 shares issued and 156,857,801 shares outstanding as of December 31, 2025 18 18 Treasury stock; 28,193,603 and 27,664,622 shares outstanding, at cost, as of March 31, 2026 and December 31, 2025, respectively ( 835,740 ) ( 818,201 ) Paid-in capital 1,261,153 1,263,549 Retained earnings 922,264 876,921 Accumulated other comprehensive income (loss) 3,374 4,106 Total stockholders’ equity 1,351,069 1,326,393 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 3,380,100 $ 3,455,769 The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these statements. 5 Table of Contents OPTION CARE HEALTH, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) Three Months Ended March 31, 2026 2025 NET REVENUE $ 1,350,654 $ 1,332,972 COST OF REVENUE 1,088,640 1,069,920 GROSS PROFIT 262,014 263,052 OPERATING COSTS AND EXPENSES: Selling, general and administrative expenses 174,562 168,118 Depreciation and amortization expense 14,907 15,746 Total operating expenses 189,469 183,864 OPERATING INCOME 72,545 79,188 OTHER INCOME (EXPENSE): Interest expense, net ( 13,304 ) ( 13,231 ) Equity in earnings of joint ventures 1,689 1,729 Other, net 73 ( 4,130 ) Total other (expense) income ( 11,542 ) ( 15,632 ) INCOME BEFORE INCOME TAXES 61,003 63,556 INCOME TAX EXPENSE 15,660 16,814 NET INCOME $ 45,343 $ 46,742 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX: Change in unrealized (loss) gain on cash flow hedges, net of income tax benefit of $ 239 and $ 783 , respectively $ ( 732 ) $ ( 2,398 ) OTHER COMPREHENSIVE (LOSS) INCOME ( 732 ) ( 2,398 ) NET COMPREHENSIVE INCOME $ 44,611 $ 44,344 EARNINGS PER COMMON SHARE: Earnings per share, basic $ 0.29 $ 0.28 Earnings per share, diluted $ 0.29 $ 0.28 Weighted average common shares outstanding, basic 156,653 165,460 Weighted average common shares outstanding, diluted 158,209 166,804 The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these statements. 6 Table of Contents OPTION CARE HEALTH, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) Three Months Ended March 31, 2026 2025 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 45,343 $ 46,742 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization expense 15,655 16,373 Non-cash operating lease costs 5,175 9,002 Deferred income taxes, net 1,866 1,370 Amortization of deferred financing costs 683 1,147 Equity in earnings of joint ventures ( 1,689 ) ( 1,729 ) Stock-based incentive compensation expense 10,199 8,801 Other adjustments 391 ( 949 ) Changes in operating assets and liabilities: Accounts receivable, net ( 42,870 ) ( 56,788 ) Inventories 55,463 21,790 Prepaid expenses and other current assets 1,233 28,444 Accounts payable ( 93,246 ) ( 88,101 ) Accrued compensation and employee benefits ( 20,982 ) ( 14,458 ) Accrued expenses and other current liabilities 16,148 27,503 Operating lease liabilities ( 5,861 ) ( 7,956 ) Other noncurrent assets and liabilities 382 1,595 Net cash used in operating activities ( 12,110 ) ( 7,214 ) CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property and equipment ( 9,046 ) ( 9,371 ) Business acquisitions, net of cash acquired — ( 117,322 ) Other investing activities ( 274 ) — Net cash used in investing activities ( 9,320 ) ( 126,693 ) CASH FLOWS FROM FINANCING ACTIVITIES: Stock-based compensation tax withholdings ( 12,595 ) ( 7,385 ) Purchase of company stock, and related excise taxes ( 17,539 ) ( 100,222 ) Repayments of debt principal ( 1,695 ) ( 1,628 ) Deferred financing costs ( 2,044 ) — Other financing activities — 1,949 Net cash used in financing activities ( 33,873 ) ( 107,286 ) NET DECREASE IN CASH AND CASH EQUIVALENTS ( 55,303 ) ( 241,193 ) Cash and cash equivalents - beginning of period 232,624 412,565 CASH AND CASH EQUIVALENTS - END OF PERIOD $ 177,321 $ 171,372 Supplemental disclosure of cash flow information: Cash paid for interest $ 9,560 $ 10,763 Cash paid for income taxes $ 265 $ 833 Cash paid for operating leases $ 8,100 $ 7,548 The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these statements. 7 Table of Contents OPTION CARE HEALTH, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (IN THOUSANDS) Preferred Stock Common Stock Treasury Stock Paid-in Capital Retained Earnings Accumulated Other Comprehensive Income (Loss) Total Stockholders’ Equity Balance - December 31, 2024 $ — $ 18 $ ( 507,598 ) $ 1,231,435 $ 669,336 $ 11,047 $ 1,404,238 Exercise of stock options, vesting of restricted stock, and related tax withholdings — — — ( 5,436 ) — — ( 5,436 ) Stock-based incentive compensation — — — 8,801 — — 8,801 Purchase of company stock, and related tax effects — — ( 101,113 ) — — — ( 101,113 ) Net income — — — — 46,742 — 46,742 Other comprehensive loss — — — — — ( 2,398 ) ( 2,398 ) Balance - March 31, 2025 $ — $ 18 $ ( 608,711 ) $ 1,234,800 $ 716,078 $ 8,649 $ 1,350,834 Balance - December 31, 2025 $ — $ 18 $ ( 818,201 ) $ 1,263,549 $ 876,921 $ 4,106 $ 1,326,393 Exercise of stock options, vesting of restricted stock, and related tax withholdings — — — ( 12,595 ) — — ( 12,595 ) Stock-based incentive compensation — — — 10,199 — — 10,199 Purchase of company stock, and related tax effects — — ( 17,539 ) — — — ( 17,539 ) Net income — — — — 45,343 — 45,343 Other comprehensive loss — — — — — ( 732 ) ( 732 ) Balance - March 31, 2026 $ — $ 18 $ ( 835,740 ) $ 1,261,153 $ 922,264 $ 3,374 $ 1,351,069 The accompanying notes to unaudited condensed consolidated financial statements are an integral part of these statements. 8 Table of Contents OPTION CARE HEALTH, INC. NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS Corporate Organization and Business — Option Care Health, and its wholly-owned subsidiaries, provide infusion therapy and other ancillary health care services through a national network of 87 full service pharmacies, including 73 with ambulatory infusion suites. Additionally, the Company has 111 stand-alone ambulatory infusion suites, including 28 with advanced practitioner capabilities. The Company contracts with managed care organizations, third-party payers, hospitals, physicians, and other referral sources to provide pharmaceuticals and complex compounded solutions to patients for intravenous delivery in the patients’ homes or other nonhospital settings. The Company operates in one segment, infusion services. The Company’s stock is listed on the Nasdaq Global Select Market as of March 31, 2026, under the stock ticker OPCH. Basis of Presentation — The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with generally accepted accounting principles (“GAAP”) in the United States and contain all adjustments, including normal recurring adjustments, necessary to present fairly the Company’s financial position, results of operations and cash flows for interim financial reporting. The results of operations for the interim periods presented are not necessarily indicative of the results of operations for the entire year. These unaudited condensed consolidated financial statements do not include all of the information and notes to the financial statements required by GAAP for complete financial statements and should be read in conjunction with the 2025 audited consolidated financial statements, including the notes thereto, as presented in our Form 10-K. Principles of Consolidation — The Company’s unaudited condensed consolidated financial statements include the accounts of Option Care Health, Inc. and its subsidiaries. All intercompany transactions and balances are eliminated in consolidation. The Company has investments in companies that are 50 % owned and are accounted for as equity-method investments. The Company’s share of earnings from equity-method investments is included in the line entitled “Equity in earnings of joint ventures” in the unaudited condensed consolidated statements of comprehensive income. See “Equity-Method Investments” within Note 2, Summary of Significant Accounting Policies , for further discussion of the Company’s equity-method investments. 9 Table of Contents 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents — The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. As of March 31, 2026, cash equivalents consisted of money market funds. Accounts Receivable — The Company’s accounts receivable are reported at the net realizable value that reflects the consideration the Company expects to receive in exchange for providing services, which is inclusive of adjustments for price concessions. The majority of accounts receivable are due from commercial payers. Included in accounts receivable are earned but unbilled gross receivables of $ 142.4 million and $ 155.1 million as of March 31, 2026 and December 31, 2025, respectively. As revenue and the associated receivable are recognized upon delivery of the goods, there may be delays between delivery and therapy administration. Billings occur after therapy administration. Subsequent billing delays can range from one day up to several weeks due to the timing of therapy administration, the timing of obtaining certain required payer-specific documentation from internal and external sources, and payer-specific billing requirements which may delay billing until therapy completion. Prepaid Expenses and Other Current Assets — Included in prepaid expenses and other current assets are volume-based rebates receivable from pharmaceutical and medical supply manufacturers of $ 41.0 million and $ 35.3 million as of March 31, 2026 and December 31, 2025, respectively. Equity-Method Investments — The Company’s investments in certain unconsolidated entities are accounted for under the equity method. The balance of these investments is included in other noncurrent assets in the accompanying condensed consolidated balance sheets. As of March 31, 2026 and December 31, 2025, the balance of the investments was $ 29.6 million and $ 27.9 million, respectively. The balance of these investments is increased to reflect the Company’s capital contributions and equity in earnings of the investees. The balance of these investments is decreased to reflect the Company’s equity in losses of the investees and for distributions received that are not in excess of the carrying amount of the investments. The Company’s proportionate share of earnings or losses of the investees is recorded in equity in earnings of joint ventures in the accompanying unaudited condensed consolidated statements of comprehensive income. The Company’s proportionate share of earnings was $ 1.7 million for the three months ended March 31, 2026 and 2025. Distributions from the investees are treated as cash inflows from operating activities in the unaudited condensed consolidated statements of cash flows. During the three months ended March 31, 2026 and 2025, the Company did not receive any distributions from the investees. See Note 16, Related-Party Transactions , for discussion of related-party transactions with these investees. Concentrations of Business Risk — The Company generates revenue from managed care contracts and other agreements with commercial third-party payers. Revenue related to the Company’s largest payer was approximately 14 % and 15 % for the three months ended March 31, 2026 and 2025, respectively. There were no other managed care contracts that represent greater than 10% of revenue for the periods presented. For the three months ended March 31, 2026 and 2025, approximately 13 % and 12 %, respectively, of the Company’s revenue was reimbursable through direct government healthcare programs, such as Medicare and Medicaid. As of March 31, 2026 and December 31, 2025, approximately 11 % and 13 %, respectively, of the Company’s accounts receivable was related to these programs. Governmental programs pay for services based on fee schedules and rates that are determined by the related governmental agency. Laws and regulations pertaining to government programs are complex and subject to interpretation. As a result, there is at least a reasonable possibility that recorded estimates will change in the near term. The Company does not require its patients or other payers to carry collateral for any amounts owed for goods or services provided. Other than as discussed above, concentrations of credit risk relating to trade accounts receivable are limited due to the Company’s diversity of patients and payers. Further, the Company generally does not provide charity care; however, Option Care Health offers a financial assistance program for patients that meet certain defined hardship criteria. For the three months ended March 31, 2026 and 2025, approximately 67 % and 66 %, respectively, of the Company’s pharmaceutical and medical supply purchases were from four vendors. Most of the pharmaceutical and medical supplies that we purchase are available from multiple distributors, and the Company believes they are available in sufficient quantities to meet the needs of the Company and its patients. However, a change in suppliers could cause delays in service delivery and possible losses in revenue, which could adversely affect the Company’s financial condition or operating results. 10 Table of Contents 3. BUSINESS COMBINATIONS Intramed Plus, Inc. — On January 24, 2025, pursuant to the securities purchase agreement dated November 27, 2024, the Company completed the acquisition of 100 % of the equity interests in Intramed Plus, Inc. (“Intramed Plus”) for a purchase price, net of cash acquired, of $ 117.2 million. The allocation of the purchase price of Intramed Plus was accounted for as a business combination in accordance with ASC Topic 805, Business Combinations, with the total purchase price being allocated to the assets and liabilities acquired based on the estimated fair value of each asset and liability. The following is a final allocation of the consideration transferred to acquired identifiable assets and assumed liabilities, net of cash acquired, (in thousands): Amount Accounts receivable, net $ 9,240 Referral sources (1) 36,800 Trademarks/names (1) 8,300 Inventory 2,693 Other assets 4,831 Accounts payable and other liabilities ( 11,114 ) Fair value identifiable assets and liabilities 50,750 Goodwill (2) 66,497 Cash acquired 2,968 Purchase price 120,215 Less: cash acquired ( 2,968 ) Purchase price, net of cash acquired $ 117,247 (1) Referral sources and trademarks/names have been assigned a useful life of 15 years. (2) Goodwill is attributable to cost synergies from procurement and operational efficiencies and elimination of duplicative administrative costs. 11 Table of Contents 4. REVENUE The following table sets forth the net revenue earned by category of payer for the three months ended March 31, 2026 and 2025 (in thousands): Three Months Ended March 31, 2026 2025 Commercial payers $ 1,144,906 $ 1,144,932 Government payers 177,880 160,518 Patients 27,868 27,522 Net revenue $ 1,350,654 $ 1,332,972 5. INCOME TAXES During the three months ended March 31, 2026 and 2025, the Company recorded tax expense of $ 15.7 million and $ 16.8 million, respectively, which represents an effective tax rate of 25.7 % and 26.5 %, respectively. The variance in the Company’s effective tax rate of 25.7 % and 26.5 % for the three months ended March 31, 2026 and 2025, respectively, compared to the federal statutory rate of 21.0%, as well as year-over-year changes, was primarily attributable to state taxes in multiple jurisdictions and various non-deductible expenses. The Company maintains a valuation allowance of $ 2.8 million against certain state net operating losses. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible. In making this assessment, the Company considers the scheduled reversal of deferred tax liabilities, including the effect of available carryback and carryforward periods, projected taxable income, and tax-planning strategies. On a quarterly basis, the Company evaluates all positive and negative evidence in determining if the valuation allowance is fairly stated. The Company’s tax expense of $ 15.7 million and $ 16.8 million for the three months ended March 31, 2026 and 2025, respectively, consists of quarterly federal and state tax liabilities as well as recognized deferred federal and state tax expense. The Company has accumulated federal net operating loss carryovers that are subject to one or more Internal Revenue Code (“Code”) Section 382 limitations. This may limit the Company’s ability to utilize its federal net operating losses. On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States. 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 Company has reflected the applicable provisions of the OBBBA into its unaudited condensed consolidated financial statements for the three months ended March 31, 2026, and there is no material impact on the Company’s effective tax rate. 12 Table of Contents 6. EARNINGS PER SHARE The Company presents basic and diluted earnings per share for its common stock. Basic earnings per share is calculated by dividing the net income of the Company by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is determined by adjusting the profit or loss and the weighted average number of shares of common stock outstanding for the effects of all potentially dilutive securities. The earnings are used as the basis of determining whether the inclusion of common stock equivalents would be anti-dilutive. The computation of diluted shares for the three months ended March 31, 2026 and 2025 includes the effect of shares that would be issued in connection with warrants, stock options, restricted stock awards and performance stock unit awards, as these common stock equivalents are dilutive to the earnings per share recorded in those periods. The following table presents the Company’s common stock equivalents that were excluded from the calculation of earnings per share as they would be anti-dilutive: Three Months Ended March 31, 2026 2025 Stock option awards 54,182 702,287 Restricted stock awards 434,797 604,589 Performance stock unit awards 179,231 171,854 The following table presents the Company’s basic earnings per share and shares outstanding (in thousands, except per share data): Three Months Ended March 31, 2026 2025 Numerator: Net income $ 45,343 $ 46,742 Denominator: Weighted average number of common shares outstanding 156,653 165,460 Earnings per common share: Earnings per common share, basic $ 0.29 $ 0.28 The following table presents the Company’s diluted earnings per share and shares outstanding (in thousands, except per share data): Three Months Ended March 31, 2026 2025 Numerator: Net income $ 45,343 $ 46,742 Denominator: Weighted average number of common shares outstanding 156,653 165,460 Effect of dilutive securities 1,556 1,344 Weighted average number of common shares outstanding, diluted 158,209 166,804 Earnings per common share: Earnings per common share, diluted $ 0.29 $ 0.28 13 Table of Contents 7. LEASES During the three months ended March 31, 2026 and 2025, the Company incurred operating lease expenses of $ 10.4 million and $ 8.2 million, respectively, including short-term lease expenses, which were included as a component of selling, general and administrative expenses in the unaudited condensed consolidated statements of comprehensive income. As of March 31, 2026 and December 31, 2025 , the weighted-average remaining lease term was 6.4 years and 6.5 years, respectively, and the weighted-average discount rate was 6.99 % and 6.97 %, respectively. Operating leases mature as follows (in thousands): Fiscal Year Ended December 31, Minimum Payments 2026 $ 23,534 2027 26,710 2028 19,903 2029 15,235 2030 12,133 Thereafter 42,111 Total lease payments 139,626 Less: interest ( 29,275 ) Present value of lease liabilities $ 110,351 During the three months ended March 31, 2026 and 2025, the Company commenced new leases, extensions and amendments, resulting in non-cash operating activities in the unaudited condensed consolidated statements of cash flows o f $ 3.7 million and $ 10.8 million, respectively, re lated to the increases in the operating lease right-of-use assets and operating lease liabilities. As of March 31, 2026, the Company did not have any significant operating or financing leases that had not yet commenced. 8. PROPERTY AND EQUIPMENT Property and equipment was as follows as of March 31, 2026 and December 31, 2025 (in thousands): March 31, 2026 December 31, 2025 Infusion pumps $ 35,680 $ 36,497 Equipment, furniture and other 30,947 28,087 Leasehold improvements 135,502 126,651 Computer software, purchased and internally developed 60,444 58,608 Assets under development 20,070 19,207 282,643 269,050 Less: accumulated depreciation ( 142,704 ) ( 129,814 ) Property and equipment, net $ 139,939 $ 139,236 Depreciation expense is recorded within cost of revenue and operating expenses within the unaudited condensed consolidated statements of comprehensive income, depending on the nature of the underlying fixed assets. The depreciation expense included in cost of revenue relates to revenue-generating assets, such as infusion pumps. The depreciation expense included in operating expenses is related to infrastructure items, such as furniture, computer and office equipment, and leasehold improvements. The following table presents the amount of depreciation expense recorded in cost of revenue and operating expenses for the three months ended March 31, 2026 and 2025 (in thousands): Three Months Ended March 31, 2026 2025 Depreciation expense in cost of revenue $ 748 $ 627 Depreciation expense in operating expenses 5,637 6,649 Total depreciation expense $ 6,385 $ 7,276 14 Table of Contents 9. GOODWILL AND OTHER INTANGIBLE ASSETS There was no change in the carrying amount of goodwill for the three months ended March 31, 2026. Changes in the carrying amount of goodwill consist of the following for the three months ended March 31, 2025 (in thousands): Amount Balance at December 31, 2024 $ 1,540,246 Acquisitions 65,684 Balance at March 31, 2025 $ 1,605,930 The carrying amount and accumulated amortization of intangible assets consist of the following as of March 31, 2026 and December 31, 2025 (in thousands): March 31, 2026 December 31, 2025 Gross intangible assets: Referral sources $ 551,188 $ 551,188 Trademarks/names 46,808 46,808 Other amortizable intangible assets 985 985 Total gross intangible assets 598,981 598,981 Accumulated amortization: Referral sources ( 272,343 ) ( 263,907 ) Trademarks/names ( 25,955 ) ( 25,170 ) Other amortizable intangible assets ( 775 ) ( 726 ) Total accumulated amortization ( 299,073 ) ( 289,803 ) Total intangible assets, net $ 299,908 $ 309,178 Amortization expense for intangible assets was $ 9.3 million and $ 9.1 million for the three months ended March 31, 2026 and 2025, respectively. 15 Table of Contents 10. INDEBTEDNESS Long-term debt consisted of the following as of March 31, 2026 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance Revolver Facility $ — $ — $ — $ — First Lien Term Loan 674,610 ( 4,394 ) ( 4,766 ) 665,450 Senior Notes 500,000 — ( 5,630 ) 494,370 $ 1,174,610 $ ( 4,394 ) $ ( 10,396 ) 1,159,820 Less: current portion ( 6,780 ) Total long-term debt $ 1,153,040 Long-term debt consisted of the following as of December 31, 2025 (in thousands): Principal Amount Discount Debt Issuance Costs Net Balance Revolver Facility $ — $ — $ — $ — First Lien Term Loan 676,305 ( 4,552 ) ( 4,937 ) 666,816 Senior Notes 500,000 — ( 5,984 ) 494,016 $ 1,176,305 $ ( 4,552 ) $ ( 10,921 ) 1,160,832 Less: current portion ( 6,780 ) Total long-term debt $ 1,154,052 On March 30, 2026, the Company entered into the fifth amendment (the “Fifth Amendment”) to the amended and restated First Lien Credit Agreement (the “Credit Agreement”) dated as of October 27, 2021. The Fifth Amendment, among other things, increases the existing revolving credit commitments under the Credit Agreement (the “Revolver Facility”) by $ 450.0 million, resulting in an aggregate capacity amount of $ 850.0 million. The interest rate on the Company’s term loan (the “First Lien Term Loan”) was 5.42 % and 5.67 % as of March 31, 2026 and December 31, 2025, respectively. The weighted average interest rate incurred on the First Lien Term Loan was 5.44 % and 6.58 % for the three months ended March 31, 2026 and 2025, respectively. The First Lien Term Loan matures on September 22, 2032. The interest rate on the Senior Unsecured Notes (the “Senior Notes”) was 4.375 % as of March 31, 2026 and December 31, 2025. The weighted average interest rate incurred on the Senior Notes was 4.375 % for the three months ended March 31, 2026 and 2025. The Senior Notes mature on October 31, 2029. As of March 31, 2026, the Company had $ 4.0 million of undrawn letters of credit issued and outstanding, resulting in net borrowing availability under the Revolver Facility of $ 846.0 million. The Revolver Facility matures on the date that is the earlier of (i) September 22, 2030 and (ii) the date that is 91 days prior to the stated maturity date applicable to the Senior Notes to the extent any amount of the Senior Notes remains unpaid and outstanding as of the date that is 91 days prior to the stated maturity date applicable to the Senior Notes. Long-term debt matures as follows (in thousands): Fiscal Year Ended December 31, Minimum Payments 2026 $ 5,085 2027 6,780 2028 6,780 2029 506,780 2030 6,780 Thereafter 642,405 Total $ 1,174,610 During the three months ended March 31, 2026 and 2025, the Company engaged in hedging activities to limit its exposure to changes in interest rates. See Note 11, Derivative Instruments , for further discussion. The following table presents the estimated fair values of the Company’s debt obligations as of March 31, 2026 (in thousands): Financial Instrument Carrying Value as of March 31, 2026 Markets for Identical Item (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) First Lien Term Loan $ 665,450 $ — $ 677,174 $ — Senior Notes 494,370 — 480,000 — Total debt instruments $ 1,159,820 $ — $ 1,157,174 $ — See Note 12, Fair Value Measurements , for further discussion. 16 Table of Contents 11. DERIVATIVE INSTRUMENTS The Company utilizes derivative financial instruments for hedging and non-trading purposes to limit the Company’s exposure to its variable interest rate risk. Use of derivative financial instruments in hedging strategies subjects the Company to certain risks, such as market and credit risks. Market risk represents the possibility that the value of the derivative financial instrument will change. Credit risk related to a derivative financial instrument represents the possibility that the counterparty will not fulfill the terms of the contract. The notional, or contractual, amount of the Company’s derivative financial instruments is used to measure interest to be paid or received and does not represent the Company’s exposure due to credit risk. Credit risk is monitored through established approval procedures, including reviewing credit ratings when appropriate. In October 2021, the Company entered into an interest rate cap hedge with a notional amount of $ 300 million for a five-year term beginning November 30, 2021. The hedge partially offsets risk associated with the First Lien Term Loan’s variable interest rate. The interest rate cap instrument perfectly offsets the terms of the interest rates associated with the variable interest rate of the First Lien Term Loan. The following table summarizes the amount and location of the Company’s derivative instruments in the condensed consolidated balance sheets (in thousands): Fair Value - Derivatives in Asset Position Derivative Balance Sheet Caption March 31, 2026 December 31, 2025 Interest rate cap designated as cash flow hedge Prepaid expenses and other current assets $ 4,530 $ 5,501 The gain and loss associated with the changes in the fair value of the effective portion of the hedging instrument is recorded in other comprehensive (loss) income. The gain and loss associated with the changes in the fair value of the hedging instrument is recognized in net income through interest expense. The following table presents the pre-tax (loss) gain from derivative instruments recognized in other comprehensive (loss) income in the Company’s unaudited condensed consolidated statements of comprehensive income (in thousands): Three Months Ended March 31, Derivative 2026 2025 Interest rate cap designated as cash flow hedge $ ( 971 ) $ ( 3,181 ) The following table presents the amount and location of pre-tax income (loss) recognized in the Company’s unaudited condensed consolidated statements of comprehensive income related to the Company’s derivative instruments (in thousands): Three Months Ended March 31, Derivative Income Statement Caption 2026 2025 Interest rate cap designated as cash flow hedge Interest expense, net $ 1,708 $ 2,191 17 Table of Contents 12. FAIR VALUE MEASUREMENTS Fair value measurements are determined by maximizing the use of observable inputs and minimizing the use of unobservable inputs. The hierarchy places the highest priority on unadjusted quoted market prices in active markets for identical assets or liabilities (Level 1 measurements) and gives the lowest priority to unobservable inputs (Level 3 measurements). The categories within the valuation hierarchy are described as follows: • Level 1 — Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities. • Level 2 — Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. • Level 3 — Inputs to the fair value measurement are unobservable inputs or valuation techniques. While the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. First Lien Term Loan : The fair value of the First Lien Term Loan is derived from a broker quote on the loans in the syndication (Level 2 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the First Lien Term Loan. Senior Notes: The fair value of the Senior Notes is derived from a broker quote (Level 2 inputs). See Note 10, Indebtedness , for further discussion of the carrying amount and fair value of the Senior Notes. Interest Rate Cap: The fair value of the interest rate cap is derived from the interest rates prevalent in the market and future expectations of those interest rates (Level 2 inputs). The Company determines the fair value of the investments based on quoted prices from third-party brokers. See Note 11, Derivative Instruments , for further discussion of the fair value of the interest rate cap. Money Market Funds: The fair value of the money market funds is derived from the closing price reported by the fund sponsor and classified as cash and cash equivalents on the Company’s condensed consolidated balance sheets (Level 1 inputs). There were no other material assets or liabilities measured at fair value at March 31, 2026 and December 31, 2025. 13. COMMITMENTS AND CONTINGENCIES The Company is involved in legal proceedings and is subject to investigations, inspections, audits, inquiries, and similar actions by governmental authorities, arising in the normal course of the Company’s business. Some of these suits may purport or may be determined to be class actions and/or involve parties seeking large and/or indeterminate amounts, including punitive or exemplary damages, and may remain unresolved for several years. From time to time, the Company may also be involved in legal proceedings as a plaintiff involving antitrust, tax, contract, intellectual property, and other matters. Material loss contingencies, if any, are accrued for when they are probable and reasonably estimable, and are disclosed when they are reasonably possible. Gain contingencies, if any, are recognized when they are realized. The results of legal proceedings are often uncertain and difficult to predict, and the costs incurred in litigation can be substantial, regardless of the outcome. The Company does not believe that any of these pending matters, after consideration of applicable reserves and rights to indemnification, will have a material adverse effect on the Company’s condensed consolidated financial statements. However, substantial unanticipated verdicts, fines, and rulings may occur. As a result, the Company may from time to time incur judgments, enter into settlements, or revise expectations regarding the outcome of certain matters, and such developments could have a material adverse effect on its results of operations in the period in which the amounts are accrued and/or its cash flows in the period in which the amounts are paid. 18 Table of Contents 14. STOCK-BASED INCENTIVE COMPENSATION Equity Incentive Plans — Under the Company’s 2018 Equity Incentive Plan (the “2018 Plan”), approved at the annual meeting by stockholders on May 3, 2018 and amended and restated on May 19, 2021 and May 15, 2024, the Company may issue, among other things, incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, stock grants, and performance units to key employees and directors. The 2018 Plan is administered by the Company’s Compensation Committee, a standing committee of the Company’s Board of Directors. As of May 2021, a total of 9,101,734 shares of common stock were authorized for issuance under the 2018 Plan. In May 2024, an additional 4,000,000 shares were authorized for issuance under the 2018 Plan, resulting in a total of 13,101,734 shares of common stock authorized for issuance. The Company had stock options, restricted stock units and performance stock units outstanding related to the 2018 Plan as of March 31, 2026 and 2025. During the three months ended March 31, 2026 and 2025, total stock-based incentive compensation expense recognized by the Company related to the 2018 Plan was $ 10.2 million and $ 8.8 million, respectively. 15. STOCKHOLDERS’ EQUITY Warrants — As of March 31, 2026 and December 31, 2025, the Company had warrants outstanding which entitle holders to purchase an immaterial number of shares of common stock. Share Repurchase Program — The Company’s Board of Directors authorized a share repurchase program of up to an aggregate $ 1.0 billion of common stock of the Company. Under the share repurchase program, repurchases may occur in any number of methods depending on timing, market conditions, regulatory requirements, and other corporate considerations. The share repurchase program has no specified expiration date. During the three months ended March 31, 2026 and 2025, the Company purchased 528,981 and 3,046,215 shares of common stock for an average share price of $ 33.16 and $ 32.83 , totaling $ 17.5 million and $ 100.0 million, respectively. All repurchased shares became treasury stock. As of March 31, 2026, the Company is authorized to repurchase up to a remaining $ 675.0 million of common stock of the Company. Shares Outstanding — The following table shows the Company’s changes in shares of common stock for the three months ended March 31, 2026 and 2025 (in thousands): 2026 2025 Balance, beginning of the year 156,858 166,261 Equity award issuances 659 529 Share repurchases ( 529 ) ( 3,046 ) Balance at March 31, 156,988 163,744 16. RELATED-PARTY TRANSACTIONS Transactions with Equity-Method Investees — The Company provides management services to its joint ventures such as accounting, invoicing and collections in addition to day-to-day managerial support of the operations of the businesses. The Company recorded management fee income of $ 1.9 million and $ 1.8 million for the three months ended March 31, 2026 and 2025, respectively. Management fees are recorded in net revenues in the accompanying unaudited condensed consolidated statements of comprehensive income. During the three months ended March 31, 2026 and 2025, the Company did not receive any distributions from the investees. The Company had amounts due to its joint ventures of $ 2.5 million and $ 2.7 million as of March 31, 2026 and December 31, 2025, respectively. Receivables were included in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheets, while payables were included in accrued expenses and other current liabilities in the accompanying condensed consolidated balance sheets. These balances primarily relate to cash collections received by the Company on behalf of the joint ventures, offset by certain pharmaceutical inventories and other expenses paid for by the Company on behalf of the joint ventures. 19 Table of Contents 17. SEGMENT REPORTING The Company operates as a single reportable segment, infusion services. Infusion services derives revenue through the clinical management of infusion therapy, nursing support and care coordination in order to provide solutions to complex patient conditions in the home or other nonhospital settings. The Company’s infusion services segment activities are managed on a consolidated basis and therapies are distributed and administered in a similar manner. Operating segments have been identified based on the financial information utilized by the Company’s Chief Executive Officer, the chief operating decision maker (“CODM”). The CODM uses net income as a measure of profitability to assess segment performance and decide on how to allocate resources such as capital investments, share repurchases, and acquisitions. The CODM does not use or receive total assets by segment to make decisions regarding resources; therefore, the total asset disclosure by segment has not been included. The following table reflects results of operations of the Company’s reportable segment (in thousands): Three Months Ended March 31, 2026 2025 Infusion services net revenue $ 1,326,007 $ 1,311,181 Other revenue (1) 24,647 21,791 Total Option Care Health revenue 1,350,654 1,332,972 (Expense) Income: Cost of net revenues - drugs ( 949,364 ) ( 933,068 ) Salaries, benefits, and other employee expense ( 216,593 ) ( 205,692 ) Other segment items (2) ( 97,245 ) ( 99,278 ) Depreciation and amortization expense ( 14,907 ) ( 15,746 ) Interest expense, net ( 13,304 ) ( 13,231 ) Equity in earnings of joint ventures 1,689 1,729 Other, net 73 ( 4,130 ) Income tax expense ( 15,660 ) ( 16,814 ) Net Income $ 45,343 $ 46,742 (1) Represents business activities related to other miscellaneous revenue streams. (2) Other segment items includes expenses for medical supplies, delivery and packaging, leases, professional services, and other expenses. 20 Table of Contents