RCI HOSPITALITY HOLDINGS, INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds . Our share repurchase activity during the three months ended March 31, 2026, was as follows: Period Total Number of Shares (or Units) Purchased Average Price Paid per Share (or Unit) (1) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number (or Approximate Dollar Value) of Shares (or Units) That May Yet be Purchased Under the Plans or Programs January 1-31, 2026 31,000 $ 25.14 31,000 $ 6,564,987 February 1-28, 2026 28,000 $ 23.28 28,000 $ 5,913,092 March 1-31, 2026 44,000 $ 22.88 44,000 $ 4,906,248 103,000 $ 23.67 103,000 (1) Prices include any commissions and transaction costs, but exclude a 1% excise tax. (2) All shares were purchased pursuant to a repurchase plan approved by the board of directors. The Company's current repurchase plan was originally approved on April 25, 2013, in the amount of $3.0 million worth of its common stock that may be purchased in the open market or in privately negotiated transactions. The board has increased the amount available under the repurchase plan on a rolling basis as such amount is depleted. Most recently, the board increased the amount available under the plan by $20.0 million on April 2, 2026. 40 Table of Contents Item 6. Exhibits. Exhibit No. Description 31.1 Certification of Chief Executive Officer of RCI Hospitality Holdings, Inc. required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Chief Financial Officer of RCI Hospitality Holdings, Inc. required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 Certification of Chief Executive Officer and Chief Financial Officer of RCI Hospitality Holdings, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63. 101 The following financial information from RCI Hospitality Holdings, Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Condensed Consolidated Statements of Cash Flows, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Changes in Equity, (iv) the Condensed Consolidated Balance Sheets, and (v) Notes to the Condensed Consolidated Financial Statements. 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) 41 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RCI HOSPITALITY HOLDINGS, INC. Date: May 28, 2026 By: /s/ Travis Reese Travis Reese Interim Chief Executive Officer and President Date: May 28, 2026 By: /s/ Albert Molina Albert Molina Interim Chief Financial Officer and Principal Accounting Officer 42