🇺🇸 SECDomino'sDoubao · 实盘不做把握 5/10不做原因:风险收益比不佳
北京时间·🕒 发布 18:09:37·⟳ 抓取 18:10:23 +46s·⚡ 决策 10-13 18:27:20 +16m57s·14.1 天前
达美乐披萨(DPZ)Q3 FY2026 财报:EPS与营收同比增长但同店销售近乎停滞,盘前一度大跌约3%
业绩为典型混合型:EPS、营业利润率、供应链利润与回购构成利好,但核心需求指标同店销售近乎停滞、直营店毛利率大幅下滑、2027 年债务将以更高利率再融资;盘前已重定价约 -3% 且价格在 295–318 间剧烈摆动、买卖价差约 4 美元。无一致预期数据确认预期差,先例显示同类弱增长财报反应在 -8.8% 到 +2.1% 间高度分裂,做空或做多均无正期望。
📄 原文Domino's↗ 原文
----- dpz-20260906.htm ----- l UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark On…
不做 Domino's Pizza(DPZ.US)
混合型财报无净方向:EPS/利润率超预期与同店停滞、高息再融资多空对消;盘前已 -3.2% 且在 295–318 间极端宽幅震荡、买卖价差约 4 美元,两条对齐先例反应在 -8.8% 与 +2.1% 间分裂,开盘前缺乏可验证预期差与正期望。若电话会明确下调全年指引或同店展望,再评估右侧 SHORT;若指引稳健且开盘收复盘前跌幅,也不追高。
展开详情(成交明细 / 研究档案 / 原文全文 / 决策记录链)
研究档案
结论摘要
DPZ Q3 利润端(EPS 4.60 美元、营业利润率 20.4%)稳健,但增长引擎退化为开店驱动、同店仅 +0.3%,叠加债务再融资加息压力,属中性偏谨慎的混合财报;盘前 -3%、极端宽幅震荡且预期差不明,开盘前不具备可交易 edge,回避。
消息传播链
- 公司官方提交 Q3 FY2026 10-Q;同日公司 IR 发布第三季度业绩新闻稿,属同一事件的法定披露与新闻稿双通道市场反应:盘前(截至 06:24 ET)价格约 301.0 美元,较前收 310.9 美元 -3.18%,盘前区间 295.1–318.0,成交约 9,181 股
- 公司官方新闻稿确认全球零售销售(剔除汇率)+3.2% 等季度数据,与 10-Q 一致
关键理由
- 盈利质量尚可:Q3 净利同比 +9.2%、营业利润 +8.3%、供应链调整后营业利润 +19.6%,并维持每股 1.99 美元股息与 11.5 亿美元回购授权
- 需求疲弱构成压制:美国同店 +0.3% 对比去年 +5.2% 高基数、国际仅 +0.2%,增长几乎全靠净开店,且 13.2 亿美元债务预计高息再融资
主要风险
- 盘前价格在 295.1–318.0 间剧烈摆动、买卖价差约 4 美元,开盘跳空方向与幅度均不可靠,追多或追空都可能买/卖在极端点
- 电话会指引与卖方即时解读缺失,若管理层强调 2027 年再融资成本或下调全年展望,跌幅可能扩大;反之若强调利润率与价值定位,盘前跌幅可能迅速收复
反向证据
- 做空前查反向 · 来源 web · 日期 2026-10-13 · 影响 weakens
EPS 4.60 美元同比 +12.7%、营业利润率升至 20.4%、供应链利润 +19.6%、11.5 亿美元回购授权与连续加息式股息,构成做空的有力反证;且 6 月 CEO 交接后股价已处 52 周高位下方约 28%,估值不极端
检索:Domino's Q3 2026 earnings beat EPS margin expansion buyback guidance upside 原文 ↗ - 做多前查反向 · 来源 web · 日期 2026-10-13 · 影响 weakens
美国/国际同店均近乎停滞、直营店毛利率 -4.3pct、13.2 亿美元债务 2027 年到期且预计高息再融资,盘前 -3.2%,构成本轮做多的直接反证
检索:Domino's Q3 2026 same store sales weakness debt refinancing higher rates analyst downgrade 原文 ↗
先例如何影响了这次决策
对本次决策的影响:先例分裂叠加盘前已 -3% 且宽幅震荡,直接支持放弃开盘方向押注、AVOID,而非凭单一先例追空或抄底
方向:仅 2 条对齐先例且方向分裂:弱同店财报一次 -8.8%、一次 +2.1%,1 日胜率 50%、3 日胜率 0%,无法确立稳定方向
涨幅量级:样本质量 very_thin、decision_grade 为 0(无相似度≥8 先例),中位 +1 日 -3.37%、+3 日 -5.2% 仅可作背景,不足以设定本次 tp/sl
形态:未呈现一致的见光死模式:Q1 弱增长大幅低开低走,Q2 EPS miss 反而走高,反应高度取决于预期差与电话会口径
历史先例(按相似度)
- 相似度 7/10 DPZ 2026-04-27 Q1 FY2026:美国 SSS +0.9%,增长疲弱,盘前发布 原文 ↗
事件后 +1日 -8.8% · +2日 -7.4% · +3日 -9.7% · +4日 -7.7% · +5日 -8.2%
⚠未核对目标相位 — 该行涨幅别用来定止盈止损
相似度依据:同为增长疲弱的季度财报(美国 SSS +0.9%)、盘前发布,与本次需求端走弱最接近;当次具体预期差构成略有差异
经验:同店停滞的财报可引发约 -9% 的单日下杀并在随后一周维持弱势,弱需求确实是做空 DPZ 的有效催化 - 相似度 6/10 DPZ 2026-07-20 Q2 FY2026:EPS 低于 Zacks 一致预期、营收靠供应链超预期,盘前发布 原文 ↗
事件后 +1日 +2.1% · +2日 +1.3% · +3日 -0.7% · +4日 +0.3% · +5日 +3.4%
⚠未核对目标相位 — 该行涨幅别用来定止盈止损
相似度依据:同为 DPZ 季度财报、盘前发布、增长疲弱(Q2 美国 SSS 仅 +0.1%),但那次是 EPS 低于预期、本次 EPS 同比大增,构成方向相反的差异
经验:EPS miss + 弱同店的季度市场反而当日收涨 +2.1%、5 日 +3.4%,说明弱基本面季度未必直线下跌,拥挤空头易被回购/估值修复反杀
工具执行结果 · 成功 5 · 降级 0 · 失败 0 · 取消 0
- search_processed_events 成功 stock_tools HTTP · 10 ms
{"result": "search_processed_events:agent query=`domino's pizza dpz 10-q third quarter 2026 september 6 earnings | domino's q3 2026 same store sales net income eps 10-q | dpz q3 2026 quarterly report october 13 2026`;结构化索引覆盖完整 72 小时;旧记录兼容扫描近 0.0/72 小时、0 条本臂决策(完整),返回 0 条候选。未命中只表示这些 agent query 表达式没有召 - stock_quote 成功 stock_tools HTTP · 409 ms
{ - web_search 成功 doubao_search · 1,632 ms
豆包搜索结果(原始查询:Domino's Pizza Q3 2026 earnings results same store sales analyst reaction October 2026;API SearchType:web) - web_search 成功 doubao_search · 1,294 ms
豆包搜索结果(原始查询:DPZ Domino's third quarter 2026 EPS revenue consensus estimate beat miss;API SearchType:web) - event_study 成功 stock_tools HTTP · 20 ms
{
原文全文
展开原文 · 122,283 字
----- dpz-20260906.htm -----
l
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
September 6,
2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number:
001-32242
Domino’s Pizza, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
38-2511577
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
30 Frank Lloyd Wright Drive
Ann Arbor
,
Michigan
48105
(Address of Principal Executive Offices)
(Zip Code)
(
734
)
930-3030
(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Domino’s Pizza, Inc.
Common Stock
, $0.01 par value
DPZ
The Nasdaq Stock Market LLC
Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
☒
As of October 6, 2026, Domino’s Pizza, Inc. had
32,896,056
shares of common stock, par value $0.01 per share, outstanding.
Domino’s Pizza, Inc.
TABLE OF CONTENTS
Page No.
PART I.
FINANCIAL INFORMATION
Item 1.
Financial Statements
3
Condensed Consolidated Balance Sheets (Unaudited) – As of September 6, 2026 and December 28, 2025
3
Condensed Consolidated Statements of Income (Unaudited) – Fiscal quarter and three fiscal quarters ended September 6, 2026 and September 7, 2025
4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) – Fiscal quarter and three fiscal quarters ended September 6, 2026 and September 7, 2025
5
Condensed Consolidated Statements of Cash Flows (Unaudited) – Three fiscal quarters ended September 6, 2026 and September 7, 2025
6
Notes to Condensed Consolidated Financial Statements (Unaudited)
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
18
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
31
Item 4.
Controls and Procedures
31
PART II.
OTHER INFORMATION
Item 1.
Legal Proceedings
32
Item 1A.
Risk Factors
32
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
32
Item 3.
Defaults Upon Senior Securities
32
Item 4.
Mine Safety Disclosures
32
Item 5.
Other Information
33
Item 6.
Exhibits
34
SIGNATURES
35
2
PART I.
FINANCIAL INFORMATION
Item 1. Financial Statements.
Domino’s Pizza, Inc. and Subsidiaries
Conden
sed Consolidated Balance Sheets
(Unaudited)
(In thousands)
September 6, 2026
December 28, 2025
Assets
Current assets:
Cash and cash equivalents
$
229,035
$
125,675
Restricted cash and cash equivalents
167,958
216,110
Accounts receivable, net
286,489
315,958
Inventories
89,535
79,189
Prepaid expenses and other
45,775
39,767
Advertising fund assets, restricted
97,983
117,502
Total current assets
916,775
894,201
Property, plant and equipment:
Land and buildings
174,501
105,559
Leasehold and other improvements
186,562
193,673
Equipment
386,709
413,303
Construction in progress
35,110
46,184
782,882
758,719
Accumulated depreciation and amortization
(
407,467
)
(
434,697
)
Property, plant and equipment, net
375,415
324,022
Other assets:
Operating lease right-of-use assets
225,213
219,485
Goodwill
7,870
10,726
Capitalized software, net
163,513
159,256
Investment in DPC Dash
15,175
36,070
Deferred income tax assets, net
9,941
22,101
Other assets
52,471
50,598
Total other assets
474,183
498,236
Total assets
$
1,766,373
$
1,716,459
Liabilities and stockholders’ deficit
Current liabilities:
Current portion of long-term debt
$
1,326,786
$
6,131
Accounts payable
132,253
135,029
Operating lease liabilities
46,150
47,553
Insurance reserves
25,822
26,169
Dividends payable
67,553
2,714
Advertising fund liabilities
96,639
115,412
Other accrued liabilities
184,247
208,613
Total current liabilities
1,879,450
541,621
Long-term liabilities:
Long-term debt, less current portion
3,559,118
4,810,683
Operating lease liabilities
189,769
183,917
Insurance reserves
36,419
32,959
Other accrued liabilities
56,715
48,421
Total long-term liabilities
3,842,021
5,075,980
Stockholders’ deficit:
Common stock
329
336
Additional paid-in capital
377
1,910
Retained deficit
(
3,950,373
)
(
3,898,622
)
Accumulated other comprehensive loss
(
5,431
)
(
4,766
)
Total stockholders’ deficit
(
3,955,098
)
(
3,901,142
)
Total liabilities and stockholders’ deficit
$
1,766,373
$
1,716,459
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
Domino’s Pizza, Inc. and Subsidiaries
Condense
d Consolidated Statements of Income
(Unaudited)
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
(In thousands, except per-share data)
2026
2025
2026
2025
Revenues:
U.S. Company-owned stores
$
61,432
$
82,749
$
225,359
$
266,803
U.S. franchise royalties and fees
165,638
157,155
487,817
464,416
Supply chain
746,154
696,959
2,176,835
2,053,945
International franchise royalties and fees
83,700
78,549
246,502
231,272
U.S. franchise advertising
128,674
131,642
394,106
387,818
Total revenues
1,185,598
1,147,054
3,530,619
3,404,254
Cost of sales:
U.S. Company-owned stores
54,090
69,258
198,653
224,242
Supply chain
655,129
617,894
1,912,847
1,815,993
Total cost of sales
709,219
687,152
2,111,500
2,040,235
Gross margin
476,379
459,902
1,419,119
1,364,019
General and administrative
105,726
105,092
332,505
321,777
U.S. franchise advertising
128,674
131,642
394,106
387,818
Refranchising loss (gain)
206
—
(
3,881
)
(
3,883
)
Gain on sale of assets
—
—
(
7,780
)
—
Income from operations
241,773
223,168
704,169
658,307
Other (expense) income
(
2,539
)
(
3,017
)
(
20,895
)
5,036
Interest income
2,067
4,060
6,182
11,834
Interest expense
(
46,227
)
(
45,012
)
(
138,511
)
(
135,245
)
Income before provision for income taxes
195,074
179,199
550,945
539,932
Provision for income taxes
42,895
39,880
123,205
119,871
Net income
$
152,179
$
139,319
$
427,740
$
420,061
Earnings per share:
Common stock – basic
$
4.61
$
4.11
$
12.85
$
12.31
Common stock – diluted
$
4.60
$
4.08
$
12.80
$
12.22
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
Domino’s Pizza, Inc. and Subsidiaries
Condensed Consolida
ted Statements of Comprehensive Income
(Unaudited)
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
(In thousands)
2026
2025
2026
2025
Net income
$
152,179
$
139,319
$
427,740
$
420,061
Currency translation adjustment
626
(
618
)
(
665
)
2,187
Comprehensive income
$
152,805
$
138,701
$
427,075
$
422,248
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
Domino’s Pizza, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Fiscal Quarters Ended
September 6,
September 7,
(In thousands)
2026
2025
Cash flows from operating activities:
Net income
$
427,740
$
420,061
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
61,501
61,128
Refranchising gain
(
3,881
)
(
3,883
)
Gain on sale of assets
(
7,780
)
—
Loss on disposal of assets
1,181
703
Amortization of debt issuance costs
4,455
3,768
Provision for deferred income taxes
12,009
9,255
Non-cash equity-based compensation expense
30,843
31,681
Excess tax benefits from equity-based compensation
(
1,026
)
(
2,751
)
Provision (benefit) for losses on accounts and notes receivable
418
(
49
)
Unrealized and realized loss (gain) on investments
20,895
(
5,036
)
Changes in operating assets and liabilities
(
5,126
)
10,242
Changes in advertising fund assets and liabilities, restricted
(
20,628
)
27,137
Net cash provided by operating activities
520,601
552,256
Cash flows from investing activities:
Capital expenditures
(
60,829
)
(
56,667
)
Proceeds from sale of assets
27,623
8,458
Sale of investments
—
44,085
Other
(
961
)
(
1,939
)
Net cash used in investing activities
(
34,167
)
(
6,063
)
Cash flows from financing activities:
Proceeds from issuance of long-term debt
—
1,000,000
Repayments of long-term debt and finance lease obligations
(
4,097
)
(
1,147,773
)
Proceeds from exercise of stock options
9,205
12,882
Purchases of common stock
(
308,239
)
(
277,698
)
Tax payments for restricted stock upon vesting
(
14,204
)
(
10,862
)
Payments of common stock dividends and equivalents
(
134,331
)
(
119,503
)
Cash paid for financing costs
—
(
15,287
)
Net cash used in financing activities
(
451,666
)
(
558,241
)
Effect of exchange rate changes on cash
(
338
)
1,487
Change in cash and cash equivalents, restricted cash and cash equivalents
34,430
(
10,561
)
Cash and cash equivalents, beginning of period
125,675
186,126
Restricted cash and cash equivalents, beginning of period
216,110
195,370
Cash and cash equivalents included in advertising fund assets, restricted,
beginning of period
92,200
80,928
Cash and cash equivalents, restricted cash and cash equivalents and cash and
cash equivalents included in advertising fund assets, restricted, beginning of period
433,985
462,424
Cash and cash equivalents, end of period
229,035
139,728
Restricted cash and cash equivalents, end of period
167,958
202,501
Cash and cash equivalents included in advertising fund assets, restricted,
end of period
71,422
109,634
Cash and cash equivalents, restricted cash and cash equivalents and cash and
cash equivalents included in advertising fund assets, restricted, end of period
$
468,415
$
451,863
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
Domino’s Pizza,
Inc
. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited; tabular amounts in thousands, except share and per-share amounts)
September 6, 2026
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Additionally, the condensed consolidated balance sheet at December 28, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Certain captions have been conformed to the current period presentation. For further information, refer to the consolidated financial statements and footnotes for the fiscal year ended December 28, 2025 included in the Company’s 2025 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 23, 2026 (the “2025 Form 10-K”).
The 2026 and 2025 third quarters and three fiscal quarters referenced herein represent the twelve-week and thirty-six-week periods ended September 6, 2026 and September 7, 2025, respectively. In the opinion of management, all adjustments, consisting of normal recurring items, considered necessary for a fair statement have been included. Operating results for the third quarter and three fiscal quarters ended September 6, 2026 are not necessarily indicative of the results that may be expected for the 53-week fiscal year ending January 3, 2027
.
2. Segment Information
The Company has
three
reportable segments: (i) U.S. stores; (ii) supply chain; and (iii) international franchise.
The Company’s operations are organized by management on the combined basis of line of business and geography. The U.S. stores segment includes operations with respect to all franchised and Company-owned stores in the U.S. The supply chain segment primarily includes the distribution of food and, to a lesser extent, other products, from the Company’s supply chain operations in the U.S. and Canada. The international franchise segment includes operations related to the Company’s franchising business in foreign markets. The Company’s chief operating decision maker is its Chief Executive Officer. Beginning in the first quarter of 2026, the measure used by the chief operating decision maker to evaluate segment performance and allocate resources changed to Segment Adjusted Income from Operations, which represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment. The Company’s chief operating decision maker uses Segment Adjusted Income from Operations to determine future business objectives and targets and for long-range planning for the reportable segments, as well as to evaluate their operating performance.
The tables below summarize the financial information, including revenues, significant segment expenses, Segment Adjusted Income from Operations, capital expenditures and depreciation and amortization, concerning the Company’s reportable segments for the
third quarters and three fiscal quarters ended September 6, 2026 and September 7, 2025. Intersegment revenues are comprised of sales of food and, to a lesser extent, other products, from the supply chain segment to the Company-owned stores in the U.S. stores segment. Intersegment sales prices are market based.
Fiscal Quarter Ended September 6, 2026
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
61,432
$
—
$
—
$
61,432
U.S. franchise royalties and fees
165,638
—
—
165,638
Supply chain
—
764,781
—
764,781
Supply chain – intersegment revenues
—
(
18,627
)
—
(
18,627
)
International franchise royalties and fees
—
—
83,700
83,700
U.S. franchise advertising
128,674
—
—
128,674
Segment revenues
$
355,744
$
746,154
$
83,700
$
1,185,598
Cost of sales – food
18,624
525,015
—
543,639
Cost of sales – labor
19,330
62,382
—
81,712
Cost of sales – other
(1)
16,137
67,731
—
83,868
U.S. franchise advertising
128,674
—
—
128,674
General and administrative
(2)
35,241
18,489
11,960
65,690
Segment Adjusted Income from Operations
$
137,738
$
72,537
$
71,740
$
282,015
Segment capital expenditures
(3)
$
871
$
9,296
$
24
$
10,191
Segment depreciation and amortization
(4)
$
1,750
$
11,101
$
12
$
12,863
7
Three Fiscal Quarters Ended September 6, 2026
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
225,359
$
—
$
—
$
225,359
U.S. franchise royalties and fees
487,817
—
—
487,817
Supply chain
—
2,246,054
—
2,246,054
Supply chain – intersegment revenues
—
(
69,219
)
—
(
69,219
)
International franchise royalties and fees
—
—
246,502
246,502
U.S. franchise advertising
394,106
—
—
394,106
Segment revenues
$
1,107,282
$
2,176,835
$
246,502
$
3,530,619
Cost of sales – food
68,342
1,527,841
—
1,596,183
Cost of sales – labor
71,870
190,275
—
262,145
Cost of sales – other
(1)
58,441
194,731
—
253,172
U.S. franchise advertising
394,106
—
—
394,106
General and administrative
(2)
110,203
49,577
36,940
196,720
Segment Adjusted Income from Operations
$
404,320
$
214,411
$
209,562
$
828,293
Segment capital expenditures
(3)
$
5,850
$
24,451
$
24
$
30,325
Segment depreciation and amortization
(4)
$
6,479
$
31,820
$
49
$
38,348
Significant segment expenses and the measure of segment profit in the tables below for the third quarter and three fiscal quarters ended September 7, 2025 have been recast to reflect the change in the measure of segment profit used by the Company’s chief operating decision maker. Segment Adjusted Income from Operations represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment.
Fiscal Quarter Ended September 7, 2025
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
82,749
$
—
$
—
$
82,749
U.S. franchise royalties and fees
157,155
—
—
157,155
Supply chain
—
722,597
—
722,597
Supply chain – intersegment revenues
—
(
25,638
)
—
(
25,638
)
International franchise royalties and fees
—
—
78,549
78,549
U.S. franchise advertising
131,642
—
—
131,642
Segment revenues
$
371,546
$
696,959
$
78,549
$
1,147,054
Cost of sales – food
24,613
495,249
—
519,862
Cost of sales – labor
25,541
61,887
—
87,428
Cost of sales – other
(1)
19,104
60,758
—
79,862
U.S. franchise advertising
131,642
—
—
131,642
General and administrative
(2)
37,010
18,402
11,266
66,678
Segment Adjusted Income from Operations
$
133,636
$
60,663
$
67,283
$
261,582
Segment capital expenditures
(3)
$
2,629
$
8,248
$
139
$
11,016
Segment depreciation and amortization
(4)
$
2,588
$
9,503
$
14
$
12,105
8
Three Fiscal Quarters Ended September 7, 2025
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
266,803
$
—
$
—
$
266,803
U.S. franchise royalties and fees
464,416
—
—
464,416
Supply chain
—
2,135,164
—
2,135,164
Supply chain – intersegment revenues
—
(
81,219
)
—
(
81,219
)
International franchise royalties and fees
—
—
231,272
231,272
U.S. franchise advertising
387,818
—
—
387,818
Segment revenues
$
1,119,037
$
2,053,945
$
231,272
$
3,404,254
Cost of sales – food
79,103
1,454,349
—
1,533,452
Cost of sales – labor
82,353
183,793
—
266,146
Cost of sales – other
(1)
62,786
177,851
—
240,637
U.S. franchise advertising
387,818
—
—
387,818
General and administrative
(2)
113,205
49,025
34,875
197,105
Segment Adjusted Income from Operations
$
393,772
$
188,927
$
196,397
$
779,096
Segment capital expenditures
(3)
$
5,588
$
22,834
$
139
$
28,561
Segment depreciation and amortization
(4)
$
8,144
$
28,169
$
125
$
36,438
(1)
Cost of sales – other includes delivery, occupancy costs (including rent, telephone, utilities, depreciation and amortization) and insurance expense
.
(2)
General and administrative expense consists primarily of labor cost, depreciation and amortization, computer expenses, professional fees, travel and entertainment, rent, insurance and other. Gains and losses from the sale of assets and refranchising gains and losses are not included in the measurement of Segment Adjusted Income from Operations. Non-cash equity-based compensation expense is not allocated to the reportable segments.
(3)
The Company also had $
11.3
million and $
11.0
million of other capital expenditures not attributable to the reportable segments primarily representing capitalized software in the
third quarters of 2026 and 2025
, respectively. The Company had $
32.2
million and $
29.8
million of other capital expenditures not attributable to the reportable segments primarily representing capitalized software in the
three fiscal quarters of 2026 and 2025
, respectively.
(4)
Segment depreciation and amortization reflects amounts included within cost of sales – other and general and administrative expenses. The Company also had
$
7.9
million
and
$
8.3
million
of depreciation and amortization expense included in general and administrative expense not allocated to the reportable segments in the third quarters of 2026 and 2025, respectively. The Company also had
$
23.2
million
and
$
24.7
million
of depreciation and amortization expense included in general and administrative expense not allocated to the reportable segments in the three fiscal quarters of 2026 and 2025
, respectively.
The following table reconciles Segment Adjusted Income from Operations to income before provision for income taxes:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
2026
September 7,
2025
September 6,
2026
September 7,
2025
Segment Adjusted Income from Operations
$
282,015
$
261,582
$
828,293
$
779,096
General and administrative – unallocated
(1)
(
40,036
)
(
38,414
)
(
135,785
)
(
124,672
)
Refranchising (loss) gain
(
206
)
—
3,881
3,883
Gain on sale of assets
—
—
7,780
—
Income from operations
241,773
223,168
704,169
658,307
Other (expense) income
(
2,539
)
(
3,017
)
(
20,895
)
5,036
Interest income
2,067
4,060
6,182
11,834
Interest expense
(
46,227
)
(
45,012
)
(
138,511
)
(
135,245
)
Income before provision for income taxes
$
195,074
$
179,199
$
550,945
$
539,932
(1)
Represents corporate administrative costs that have not been allocated to a reportable segment including labor (including non-cash equity-based compensation expense), depreciation and amortization, computer expenses, professional fees, travel and entertainment, rent, insurance and other corporate administrative costs.
The Company’s chief operating decision maker is not regularly provided financial information related to the assets of the reportable segments, and he does not evaluate their performance or allocate resources to them based on assets. Therefore, total assets by reportable segment are not included in the Company’s segment disclosures.
9
3. Earnings Per Share
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Net income available to common stockholders – basic and diluted
$
152,179
$
139,319
$
427,740
$
420,061
Basic weighted average number of shares
33,035,670
33,919,706
33,288,988
34,122,385
Earnings per share – basic
$
4.61
$
4.11
$
12.85
$
12.31
Diluted weighted average number of shares
33,114,893
34,146,418
33,416,210
34,366,396
Earnings per share – diluted
$
4.60
$
4.08
$
12.80
$
12.22
The denominators used in calculating diluted earnings per share for common stock for the
third quarters and three fiscal quarters each ended September 6, 2026 and September 7, 2025 do not include the following because the effect of including these shares would be anti-dilutive or because the performance targets for these awards had not yet been met:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Anti-dilutive shares underlying stock-based awards
Stock options
250,330
85,428
250,330
89,147
Restricted stock units
61,024
2,360
61,810
2,360
Performance condition not met
Performance-based restricted stock units
44,102
41,957
44,102
41,957
4. Stockholders’ Deficit
The following tables summarize the changes in stockholders’ deficit for the
third quarter and three fiscal quarters of 2026.
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at June 14, 2026
33,068,845
$
331
$
841
$
(
3,977,546
)
$
(
6,057
)
Net income
—
—
—
152,179
—
Dividends declared on common stock and equivalents
($
1.99
per share)
—
—
—
(
65,729
)
—
Issuance and cancellation of stock awards, net
15,656
—
—
—
—
Tax payments for restricted stock upon vesting
(
4,289
)
—
(
1,341
)
—
—
Purchases of common stock
(
216,282
)
(
2
)
(
15,047
)
(
59,277
)
—
Exercise of stock options
30,803
—
6,227
—
—
Non-cash equity-based compensation expense
—
—
9,697
—
—
Currency translation adjustment
—
—
—
—
626
Balance at September 6, 2026
32,894,733
$
329
$
377
$
(
3,950,373
)
$
(
5,431
)
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at December 28, 2025
33,627,992
$
336
$
1,910
$
(
3,898,622
)
$
(
4,766
)
Net income
—
—
—
427,740
—
Dividends declared on common stock and equivalents
($
5.97
per share)
—
—
—
(
199,169
)
—
Issuance and cancellation of stock awards, net
108,524
1
—
—
—
Tax payments for restricted stock upon vesting
(
36,789
)
—
(
1,646
)
(
12,558
)
—
Purchases of common stock
(
848,503
)
(
8
)
(
39,935
)
(
267,764
)
—
Exercise of stock options
43,509
—
9,205
—
—
Non-cash equity-based compensation expense
—
—
30,843
—
—
Currency translation adjustment
—
—
—
—
(
665
)
Balance at September 6, 2026
32,894,733
$
329
$
377
$
(
3,950,373
)
$
(
5,431
)
10
Subsequent to the end of the third quarter of 2026,
on
October 6, 2026
, the Company’s Board of Directors declared a
$
1.99
per share quarterly dividend on its outstanding common stock for shareholders of record as of
December 15, 2026
to be paid on
December 30, 2026
.
On April 21, 2026, the Company’s Board of Directors approved
an addition of $
1.0
billion to the $
290.2
million that was previously remaining under the Company’s share repurchase program
for a total authorization of $
1.29
billion for future share repurchases as of that date
. As of September 6, 2026,
$
1.15
billion
remained available for future purchases of the Company’s common stock under this share repurchase program.
The following tables summarize the changes in stockholders’ deficit for the
third quarter and three fiscal quarters of 2025.
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at June 15, 2025
33,937,222
$
339
$
843
$
(
3,971,182
)
$
(
4,627
)
Net income
—
—
—
139,319
—
Dividends declared on common stock and equivalents
($
1.74
per share)
—
—
—
(
59,184
)
—
Issuance and cancellation of stock awards, net
17,498
1
—
—
—
Tax payments for restricted stock upon vesting
(
5,287
)
—
(
2,390
)
—
—
Purchases of common stock
(
165,778
)
(
2
)
(
8,722
)
(
66,624
)
—
Exercise of stock options
1,490
—
563
—
—
Non-cash equity-based compensation expense
—
—
10,325
—
—
Currency translation adjustment
—
—
—
—
(
618
)
Balance at September 7, 2025
33,785,145
$
338
$
619
$
(
3,957,671
)
$
(
5,245
)
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at December 29, 2024
34,281,927
$
343
$
1,272
$
(
3,956,474
)
$
(
7,432
)
Net income
—
—
—
420,061
—
Dividends declared on common stock and equivalents
($
5.22
per share)
—
—
—
(
178,441
)
—
Issuance and cancellation of stock awards, net
75,668
1
—
—
—
Tax payments for restricted stock upon vesting
(
24,590
)
—
(
10,862
)
—
—
Purchases of common stock
(
596,754
)
(
6
)
(
34,354
)
(
242,817
)
—
Exercise of stock options
48,894
—
12,882
—
—
Non-cash equity-based compensation expense
—
—
31,681
—
—
Currency translation adjustment
—
—
—
—
2,187
Balance at September 7, 2025
33,785,145
$
338
$
619
$
(
3,957,671
)
$
(
5,245
)
11
5. Fair Value Measurements
Fair value measurements enable the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The Company classifies and discloses assets and liabilities carried at fair value in one of the following three categories:
Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.
Fair Value of Cash Equivalents and Marketable Securities
The fair values of the Company’s cash equivalents and investments in marketable securities are based on quoted prices in active markets for identical assets.
Fair Value of Investments
The Company holds a non-controlling interest in DPC Dash Ltd (“DPC Dash”), the Company’s master franchisee in China that owns and operates Domino’s Pizza stores in that market. The Company accounts for its investment in DPC Dash as a trading security and records it at fair value at the end of each reporting period, with gains and losses recorded in other income or expense in its condensed consolidated statements of income. As of September 6, 2026 and December 28, 2025
, the fair value of the Company’s investment in DPC Dash ordinary shares is based on the active exchange quoted price for the equity security (HK$
30.50
per share as of
September 6, 2026
and HK$
71.90
per share as of
December 28, 2025). The Company owne
d
3,901,019
ordinary shares as of September 6, 2026 and December 28, 2025
, representing
3.0
% of DPC Dash’s ordinary shares as of the respective dates.
The Company recorded a negative adjustment of
$
2.5
million
in the third quarter of 2026 and a negative adjustment of
$
20.9
million
in the three fiscal quarters of 2026 to the carrying amount of its investment in DPC Dash, with the unrealized losses recorded in other (expense) income in
the Company’s condensed consolidated statements of income. The Company sold
4,200,000
ordinary shares of its investment in DPC Dash in the second quarter of 2025 for net proceeds of
$
44.1
million
. The Company recorded a negative adjustment of
$
3.0
million
in the third quarter of 2025 and a total net positive adjustment of
$
5.0
million
in the three fiscal quarters of 2025 to the carrying amount of its investment in DPC Dash, with the net realized and unrealized losses and gains recorded in other (expense) income in the Company’s condensed consolidated statements of income.
The following tables summarize the carrying amounts and fair values of certain assets at
September 6, 2026 and December 28, 2025:
At September 6, 2026
Fair Value Estimated Using
Carrying
Level 1
Level 2
Level 3
Amount
Inputs
Inputs
Inputs
Cash equivalents
$
101,988
$
101,988
$
—
$
—
Restricted cash equivalents
113,493
113,493
—
—
Investments in marketable securities
28,079
28,079
—
—
Advertising fund cash equivalents, restricted
57,259
57,259
—
—
Investment in DPC Dash
15,175
15,175
—
—
At December 28, 2025
Fair Value Estimated Using
Carrying
Level 1
Level 2
Level 3
Amount
Inputs
Inputs
Inputs
Cash equivalents
$
54,306
$
54,306
$
—
$
—
Restricted cash equivalents
146,517
146,517
—
—
Investments in marketable securities
24,971
24,971
—
—
Advertising fund cash equivalents, restricted
65,604
65,604
—
—
Investment in DPC Dash
36,070
36,070
—
—
12
Fair Value of Debt
The estimated fair values of the Company’s fixed rate notes are classified as Level 2 measurements, as the Company estimates the fair value amount by using available market information. The Company obtained quotes from two separate brokerage firms that are knowledgeable about the Company’s fixed rate notes and, at times, trade these notes. The Company also performed its own internal analysis based on the information gathered from public markets, including information on notes that are similar to those of the Company. However, considerable judgment is required to interpret market data to estimate fair value. Accordingly, the fair value estimates presented are not necessarily indicative of the amount that the Company or the noteholders could realize in a current market exchange. The use of different assumptions and/or estimation methodologies may have a material effect on the estimated fair values stated below.
Management estimated the approximate fair values of the Company
’s notes as follows:
September 6, 2026
December 28, 2025
Principal Amount
Fair Value
Principal Amount
Fair Value
2017 Ten-Year Notes
$
940,000
$
933,420
$
940,000
$
934,360
2018 9.25-Year Notes
379,000
377,484
379,000
377,863
2019 Ten-Year Notes
648,000
620,136
648,000
624,024
2021 7.5-Year Notes
826,625
785,294
826,625
785,294
2021 Ten-Year Notes
972,500
885,948
972,500
893,728
2025 Five-Year Notes
500,000
494,000
500,000
503,000
2025 Seven-Year Notes
500,000
493,500
500,000
506,000
The Company had no outstanding borrowings under its variable funding notes at September 6, 2026 or December 28, 2025
.
6. Leverage Ratio and Debt Classification
While the Company’s senior notes are outstanding, scheduled payments of principal and interest are required to be made on a quarterly basis. In accordance with the Company’s debt agreements, the payment of principal on the 2025 Five-Year Notes and the 2025 Seven-Year Notes (refer to Note 5, above) may be suspended if either the Holdco Leverage Ratio or Senior Leverage Ratio is less than or equal to 5.5x total debt to either Consolidated Adjusted EBITDA or Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. In accordance with the Company’s debt agreements, the payment of principal on the 2021 7.5-Year Notes, 2021 Ten-Year Notes, 2019 Ten-Year Notes, 2018 9.25-Year Notes and 2017 Ten-Year Notes (refer to Note 5, above) may be suspended if the Holdco Leverage Ratio is less than or equal to 5.0x total debt to Consolidated Adjusted EBITDA, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. As of the end of the third quarter of 2026, the Company satisfied the non-amortization tests for each respective series of notes, and has classified the outstanding principal amounts of the 2025 Five-Year Notes, 2025 Seven-Year Notes, 2021 7.5-Year Notes, 2021 Ten-Year Notes and 2019 Ten-Year Notes as long-term debt in the condensed consolidated balance sheets as of September 6, 2026. As of the end of the fourth quarter of 2025, the Company satisfied the non-amortization tests for each respective series of notes, and accordingly, the outstanding principal amounts of the notes have been classified as long-term debt in the condensed consolidated balance sheets as of December 28, 2025.
The legal final maturity dates of the 2018 9.25-Year Notes and the 2017 Ten-Year Notes are July 2048 and October 2047, respectively. However, the anticipated repayment date for the 2018 9.25-Year Notes and 2017 Ten-Year Notes is July 2027, and accordingly, the outstanding principal amounts for these notes have been classified as the current portion of long-term debt in the condensed consolidated balance sheet as of September 6, 2026. The Company expects to refinance the 2018 9.25-Year Notes and 2017 Ten-Year Notes prior to the anticipated repayment date. If the Company does not repay or refinance the 2018 9.25-Year Notes and 2017 Ten-Year Notes
prior to the anticipated repayment date, additional interest of at least
5
% per annum will accrue, and the Company’s securitized cash flows other than a weekly management fee to cover certain operating expenses would be directed to the repayment of the securitized debt.
13
7. Revenue Disclosures
Contract Liabilities
Contract liabilities primarily consist of deferred franchise fees and deferred development fees. Deferred franchise fees and deferred development fees of
$
4.5
million
and
$
4.8
million
were included in current other accrued liabilities as of September 6, 2026 and December 28, 2025, respectively. Deferred franchise fees and deferred development fees of
$
13.0
million
and
$
12.5
million
were included in long-term other accrued liabilities as of September 6, 2026 and December 28, 2025, respectively.
Changes in deferred franchise fees and deferred development fees for the
three fiscal quarters of 2026 and 2025 were as follows:
Three Fiscal Quarters Ended
September 6,
September 7,
2026
2025
Deferred franchise fees and deferred development fees, beginning of period
$
17,318
$
20,946
Revenue recognized during the period
(
4,565
)
(
4,316
)
New deferrals due to cash received and other
4,752
3,297
Deferred franchise fees and deferred development fees, end of period
$
17,505
$
19,927
Advertising Fund Assets
As of September 6, 2026, advertising fund assets, restricted of
$
98.0
million
consisted of
$
71.4
million
of cash and cash equivalents,
$
19.0
million
of accounts receivable and
$
7.6
million
of prepaid expenses. As of September 6, 2026, advertising fund cash and cash equivalents included
$
1.4
million
of cash contributed from U.S. Company-owned stores that had not yet been expended.
As of December 28, 2025, advertising fund assets, restricted of
$
117.5
million
consisted of
$
92.2
million
of cash and cash equivalents,
$
18.4
million
of accounts receivable and
$
6.9
million
of prepaid expenses. As of December 28, 2025, advertising fund cash and cash equivalents included
$
2.1
million
of cash contributed from U.S. Company-owned stores that had not yet been expended.
8. Leases
The Company leases certain retail store and supply chain center locations, vehicles, equipment and its corporate headquarters with expiration dates through 2047. Rent expense totaled
$
22.8
million
and
$
67.7
million
in the third quarter and three fiscal quarters of 2026, respectively. Rent expense totaled
$
21.8
million
and
$
65.9
million
in the third quarter and three fiscal quarters of 2025, respectively. Rent expense includes operating lease cost, as well as expense for non-lease components including common area maintenance, real estate taxes and insurance for the Company’s real estate leases. Rent expense also includes the variable rate per mile driven and fixed maintenance charges for the Company’s supply chain center tractors and trailers and expense for short-term rentals. Rent expense for certain short-term supply chain center tractor and trailer rentals was
$
0.6
million
and
$
2.4
million
in the third quarter and three fiscal quarters of 2026, respectively. Rent expense for certain short-term supply chain center tractor and trailer rentals was
$
1.4
million
and
$
5.0
million
in the third quarter and three fiscal quarters of 2025, respectively. Variable rent expense and rent expense for other short-term leases were immaterial in both the third quarter and three fiscal quarters of 2026 and 2025.
The components of operating and finance lease cost for the
third quarters and three fiscal quarters of 2026 and 2025 were as follows:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Operating lease cost
$
12,111
$
11,991
$
36,921
$
36,213
Finance lease cost:
Amortization of right-of-use assets
2,096
1,239
5,489
3,737
Interest on lease liabilities
2,019
844
5,243
2,571
Total finance lease cost
$
4,115
$
2,083
$
10,732
$
6,308
14
Supplemental balance sheet information related to the Company’s finance leases as of
September 6, 2026 and December 28, 2025 was as follows:
September 6, 2026
December 28, 2025
Land and buildings
$
149,087
$
80,457
Equipment
3,151
4,225
Finance lease assets
152,238
84,682
Accumulated depreciation and amortization
(
36,613
)
(
32,908
)
Finance lease assets, net
$
115,625
$
51,774
Current portion
of long-term debt
$
7,681
$
6,017
Long-term debt
, less current portion
118,932
55,991
Total principal payable on finance leases
$
126,613
$
62,008
Supplemental cash flow information related to leases for the
three fiscal quarters of 2026 and 2025 were as follows:
Three Fiscal Quarters Ended
September 6,
September 7,
2026
2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
37,707
$
35,123
Operating cash flows from finance leases
5,243
2,571
Financing cash flows from finance leases
4,020
3,022
Cash paid for amounts included in the measurement of
financing obligation from sale leaseback:
Operating cash flows from sale leaseback
889
792
Financing cash flows from sale leaseback
77
63
Right-of-use assets obtained in exchange for lease obligations:
Operating leases
49,689
46,300
Finance leases
69,116
—
As of September 6, 2026, the Company
had additional leases for certain supply chain real estate and certain supply chain vehicles that had not yet commenced with estimated future minimum rental commitments of $
90.7
million. These leases are expected to commence in 2026 and 2027 with lease terms of up to 21 years. These undiscounted amounts will be included in the Company’s condensed consolidated balance sheet at the respective commencement dates.
The Company has guaranteed lease payments related to certain franchisees’ lease arrangements. The maximum amount of potential future payments under these guarantees was
$
18.4
million and $
12.6
million as of
September 6, 2026 and December 28, 2025
, respectively. The Company does not believe these arrangements have had or are likely to have a material effect on its results of operations, financial condition, revenues, expenses or liquidity.
9. Supplemental Disclosures of Cash Flow Information
The Company had non-cash investing activities related to accruals for capital expenditures of
$
4.2
million
at September 6, 2026 and
$
2.4
million
at December 28, 2025. The Company had
$
2.8
million
in non-cash financing activity related to accruals for excise taxes on share repurchases as of September 6, 2026. The Company had
$
3.3
million
in non-cash financing activity related to accruals for excise taxes on share repurchases as of December 28, 2025, which was paid in the second quarter of 2026
.
15
10. Asset Acquisitions and Dispositions
During the second quarter of 2026, the Company refranchised
77
U.S. Company-owned stores in Virginia and Michigan for proceeds of $
19.8
million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $
2.8
million reduction in goodwill, was $
3.9
million and recorded in refranchising gain in the Company’s condensed consolidated statements of income.
During the first quarter of 2026, the Company sold its fully depreciated corporate aircraft for net proceeds and a pre-tax realized gain of $
7.8
million.
During the second quarter of 2025, the Company refranchised
36
U.S.
Company-owned stores in Maryland for proceeds of
$
8.5
million. The
pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $
1.4
million reduction in goodwill, was
$
3.9
million
and was recorded in refranchising gain in the Company’s condensed consolidated statements of income.
During the first quarter of 2025, the Company purchased
two
U.S. franchised
stores from one of the Company
’
s former U.S. franchisees for $
0.9
million. The Company recorded $
0.3
million of intangibles, $
0.1
million of equipment and leasehold improvements and $
0.5
million of goodwill.
11. New Accounting Pronouncements
The Company has considered all new accounting standards issued by the Financial Accounting Standards Board (“FASB”) and adopted the following accounting standard:
Recently Adopted Accounting Standards
Accounting Standards Update (“ASU”) 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818)
In May 2026, the FASB issued
ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818) (“ASU 2026-02”)
, which establishes guidance on the recognition, measurement, presentation and disclosure of environmental credits and related obligations. ASU 2026-02 provides a framework for accounting for environmental credit assets, including those generated, purchased or received, and environmental credit obligations. It also requires entities to assess the intended use of environmental credits, and, in certain cases, evaluate such credits for impairment. In addition, ASU 2026-02 introduces enhanced annual disclosure requirements related to environmental credits and associated obligations.
The Company early adopted ASU 2026-02 in the third quarter of 2026 in connection with the commencement of a new virtual power purchase agreement, and adoption did not have a material impact on the Company’s condensed consolidated financial statements.
Accounting Standards Not Yet Adopted
The Company has considered all new accounting standards issued by the FASB. The Company has not yet adopted the following accounting standards:
ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40)
In November 2024, the FASB issued
ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”)
, which requires disclosure in the notes to the consolidated financial statements on an annual and interim basis, of amounts of purchases of inventory, employee compensation, depreciation and intangible asset amortization for all expense captions presented on the face of the consolidated statements of income. The standard also requires a qualitative description of the amounts remaining in those expense captions that are not separately disaggregated. The standard also requires disclosure of the composition and amount of selling expenses.
ASU 2024-03 is effective for annual reporting fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, and early adoption is permitted. The standard may be adopted either prospectively or retrospectively. The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements.
16
ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software
In September 2025, the FASB issued
ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”)
, to modernize the accounting guidance for the costs to develop software for internal use. The standard applies to costs incurred to develop or obtain software for internal use. ASU 2025-06 amends the existing standard that refers to various stages of a software development project to align better with current software development methods, such as agile programming. Under the new standard, entities will commence capitalizing eligible costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The new standard also supersedes the guidance related to costs incurred to develop a website.
ASU 2025-06 guidance is effective for annual periods beginning after December 15, 2027, and early adoption is permitted. The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis. The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements.
17
Ite
m 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
(Unaudited; tabular amounts in millions, except percentages and store data)
The 2026 and 2025 third quarters referenced herein represent the twelve-week periods ended September 6, 2026 and September 7, 2025, respectively. The 2026 and 2025 three fiscal quarters referenced herein represent the thirty-six-week periods ended September 6, 2026 and September 7, 2025, respectively. In this section, we discuss the results of our operations for the third quarter and three fiscal quarters of 2026 compared to the third quarter and three fiscal quarters of 2025.
Overview
Domino’s is the largest pizza company in the world with more than 22,700 locations in over 90 markets around the world as of September 6, 2026, and operates two distinct service models within its stores, with a significant business in both delivery and carryout. We are a highly recognized global brand, and we focus on value while serving neighborhoods locally through our large worldwide network of franchise owners and U.S. Company-owned stores through both the delivery and carryout service models. We have been selling quality, affordable food to our customers since 1960. We became “Domino’s Pizza” in 1965 and opened our first franchised store in 1967. For more than 65 years, we have built Domino’s into one of the most widely-recognized consumer brands in the world. We believe our commitment to value, convenience, quality and new products continues to keep consumers engaged with the brand.
We are primarily a franchisor, with approximately 99% of Domino’s global stores owned and operated by our independent franchisees as of September 6, 2026. Franchising enables an individual to be a business owner and maintain control over all employment-related matters and pricing decisions, while also benefiting from the strength of the Domino’s global brand and operating system with limited capital investment by us.
Domino’s business model is straightforward: Domino’s stores handcraft and serve quality food at a competitive price, with easy ordering access and efficient service, enhanced by our technological innovations. Our hand-tossed dough is made fresh and distributed to stores around the world by us and our franchisees.
Domino’s generates revenues and earnings by charging royalties and fees to our franchisees. Royalties are ongoing percent-of-sales fees for use of the Domino’s
®
brand marks. We also generate revenues and earnings by selling food and, to a lesser extent, other products to franchisees through our supply chain operations primarily in the U.S. and Canada and by operating a number of Company-owned stores in the U.S. Franchisees profit by selling pizza and other complementary items to their local customers. In our international markets, we generally grant geographical rights to the Domino’s Pizza
®
brand to master franchisees. These master franchisees are charged with developing their geographical area, and they may profit by sub-franchising and selling food and, to a lesser extent, other products to those sub-franchisees, as well as by running pizza stores. We believe that everyone in the system can benefit from the franchise model, including the end consumer, who can purchase Domino’s menu items for themselves and their family conveniently and economically.
Domino’s business model can yield strong returns for our franchise owners and our Company-owned stores. It can also yield significant cash flows to us, through consistent franchise royalty and supply chain revenue streams, all within an asset-light model. We have historically returned cash to shareholders through dividend payments and share repurchases. Domino’s financial results are driven largely by retail sales at our franchised and Company-owned stores. Changes in retail sales are primarily driven by same store sales growth and net store growth. We actively monitor both of these metrics, as they directly impact our revenues and profits, and we strive to consistently increase both metrics. Retail sales drive royalty payments from franchisees, as well as Company-owned store and supply chain revenues.
At Domino’s, we believe we have a proven business model for success that has historically driven strong returns for our shareholders. Our Hungry for MORE strategy aims to generate MORE sales, MORE stores and MORE profits. The strategic imperatives of our Hungry for MORE strategy are as follows:
Most Delicious Food:
We believe we have the best pizza in the industry, and our menu has even more mouthwatering options beyond pizza. We will continue to showcase the breadth of our menu, while highlighting the deliciousness of our food through our innovative marketing promotions.
Operational Excellence:
We are relentless in our focus on convenience, consistency and efficiency for our customers.
Renowned Value:
We are committed to continuing to offer competitive pricing and personalized value for our customers that is innovative and memorable.
Enhanced by Best-in-Class Franchisees:
Our franchisees play a vital role in driving results and excitement across the more than 90 markets in which we operate.
18
Third Quarter of 2026 Highlights
As discussed above, our Hungry for MORE strategy aims to generate MORE sales, MORE stores and MORE profits.
•
MORE Sales: Global retail sales, excluding foreign currency impact (which includes total retail sales at Company-owned and franchised stores worldwide), increased 3.2% compared to the third quarter of 2025. U.S. retail sales increased 2.1% and international retail sales, excluding foreign currency impact, increased 4.3% compared to the third quarter of 2025. Same store sales increased 0.3% in our U.S. stores and increased 0.2% in our international stores (excluding foreign currency impact).
•
MORE Stores: Global net store growth of 175 stores, including 26 net store openings in the U.S. and 149 net store openings internationally.
•
MORE Profits: Income from operations increased 8.3%.
Three Fiscal Quarters of 2026 Highlights
•
MORE Sales: Global retail sales, excluding foreign currency impact (which includes total retail sales at Company-owned and franchised stores worldwide), increased 3.2% compared to the three fiscal quarters of 2025. U.S. retail sales increased 2.3% and international retail sales, excluding foreign currency impact, increased 4.1% compared to the three fiscal quarters of 2025. Same store sales increased 0.4% in our U.S. stores and declined 0.1% in our international stores (excluding foreign currency impact).
•
MORE Stores: Global net store growth of 564 stores, including 71 net store openings in the U.S. and 493 net store openings internationally.
•
MORE Profits: Income from operations increased 7.0%.
Excluding the impact of changes in foreign currency, Domino’s experienced global retail sales growth during the third quarter and three fiscal quarters of 2026, driven by net store growth during the trailing four quarters in both our U.S. and international businesses. Overall, we believe our global retail sales growth, excluding foreign currency impact, marketing initiatives, operations and emphasis on technology have combined to strengthen our brand. These financial and statistical measures are described in additional detail below.
Statistical Measures
The tables below outline certain statistical measures we utilize to analyze our performance. This historical data is not necessarily indicative of results to be expected for any future period.
Global Retail Sales
Global retail sales is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Global retail sales refers to total worldwide retail sales at Company-owned and franchised stores. We believe global retail sales information is useful in analyzing revenues because franchisees pay royalties and, in the U.S., advertising fees that are based on a percentage of franchise retail sales. We review comparable industry global retail sales information to assess business trends and to track the growth of the Domino’s Pizza brand, and we believe it is indicative of the financial health of our franchisee base. In addition, supply chain revenues are directly impacted by changes in franchise retail sales in the U.S. and Canada. As a result, sales by Domino’s franchisees have a direct effect on our profitability. Retail sales for franchised stores are reported to us by our franchisees and are not included in our revenues. The amounts below are presented in millions of U.S. dollars.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Global retail sales:
U.S. stores
$
2,368.6
$
2,320.4
$
7,052.3
$
6,896.8
International stores
2,471.8
2,375.8
7,377.8
6,933.5
Total
$
4,840.4
$
4,696.2
$
14,430.1
$
13,830.3
19
Global Retail Sales Growth, Excluding Foreign Currency Impact
Global retail sales growth, excluding foreign currency impact is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Global retail sales growth, excluding foreign currency impact, is calculated as the change of local currency global retail sales against the comparable period of the prior year. Changes in global retail sales growth, excluding foreign currency impact are primarily driven by same store sales growth and net store growth.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. stores
+ 2.1%
+ 7.0%
+ 2.3%
+ 4.5%
International stores (excluding foreign currency impact)
+ 4.3%
+ 5.7%
+ 4.1%
+ 6.6%
Total (excluding foreign currency impact)
+ 3.2%
+ 6.3%
+ 3.2%
+ 5.5%
Same Store Sales Growth
Same store sales growth is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Same store sales growth is calculated for a given period by including only sales from stores that also had sales in the comparable weeks of both periods. International same store sales growth is calculated similarly to U.S. same store sales growth. Changes in international same store sales are reported on a constant dollar basis, which reflects changes in international local currency sales. Same store sales growth for transferred stores is reflected in their current classification.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
+ 1.0%
+ 3.4%
+ 2.5%
+ 1.0%
U.S. franchise stores
+ 0.3%
+ 5.3%
+ 0.4%
+ 2.7%
U.S. stores
+ 0.3%
+ 5.2%
+ 0.4%
+ 2.7%
International stores (excluding foreign currency impact)
+ 0.2%
+ 1.7%
(0.1)%
+ 2.5%
U.S. same store sales increased 0.3% in the third quarter of 2026, rolling over an increase in U.S. same store sales of 5.2% in the third quarter of 2025. U.S. same store sales increased 0.4% in the three fiscal quarters of 2026, rolling over an increase in U.S. same store sales of 2.7% in the three fiscal quarters of 2025. The increases in U.S. same store sales in both the third quarter and three fiscal quarters of 2026 were driven by higher customer transaction counts, partially offset by lower average ticket. International same store sales (excluding foreign currency impact) increased 0.2% in the third quarter of 2026, rolling over an increase in international same store sales (excluding foreign currency impact) of 1.7% in the third quarter of 2025. International same store sales (excluding foreign currency impact) declined 0.1% in the three fiscal quarters of 2026, rolling over an increase in international same store sales (excluding foreign currency impact) of 2.5% in the three fiscal quarters of 2025.
Net Store Growth
Net store growth is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Net store growth is calculated by netting gross store openings with gross store closures during the period. Transfers between Company-owned stores and franchised stores are excluded from the calculation of net store growth.
U.S.
Company-
owned
Stores
U.S.
Franchise
Stores
Total
U.S.
Stores
International Stores
Total
Store count at June 14, 2026
186
7,045
7,231
15,300
22,531
Openings
1
27
28
200
228
Closings
—
(2
)
(2
)
(51
)
(53
)
Store count at September 6, 2026
187
7,070
7,257
15,449
22,706
Third quarter 2026 net store growth
1
25
26
149
175
Trailing four quarters net store growth
5
162
167
789
956
20
Income Statement Data
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues:
U.S. Company-owned stores
$
61.4
$
82.7
$
225.4
$
266.8
U.S. franchise royalties and fees
165.6
157.2
487.8
464.4
Supply chain
746.2
697.0
2,176.8
2,053.9
International franchise royalties and fees
83.7
78.5
246.5
231.3
U.S. franchise advertising
128.7
131.6
394.1
387.8
Total revenues
1,185.6
100.0
%
1,147.1
100.0
%
3,530.6
100.0
%
3,404.3
100.0
%
Cost of sales:
U.S. Company-owned stores
54.1
69.3
198.7
224.2
Supply chain
655.1
617.9
1,912.8
1,816.0
Total cost of sales
709.2
59.8
%
687.2
59.9
%
2,111.5
59.8
%
2,040.2
59.9
%
Gross margin
476.4
40.2
%
459.9
40.1
%
1,419.1
40.2
%
1,364.0
40.1
%
General and administrative
105.7
8.9
%
105.1
9.1
%
332.5
9.4
%
321.8
9.5
%
U.S. franchise advertising
128.7
10.9
%
131.6
11.5
%
394.1
11.2
%
387.8
11.4
%
Refranchising loss (gain)
0.2
0.0
%
—
—
(3.9
)
(0.1
)%
(3.9
)
(0.1
)%
Gain on sale of assets
—
—
—
—
(7.8
)
(0.2
)%
—
—
Income from operations
241.8
20.4
%
223.2
19.5
%
704.2
19.9
%
658.3
19.3
%
Other (expense) income
(2.5
)
(0.2
)%
(3.0
)
(0.3
)%
(20.9
)
(0.6
)%
5.0
0.2
%
Interest expense, net
(44.2
)
(3.7
)%
(41.0
)
(3.6
)%
(132.3
)
(3.7
)%
(123.4
)
(3.6
)%
Income before provision for income taxes
195.1
16.5
%
179.2
15.6
%
550.9
15.6
%
539.9
15.9
%
Provision for income taxes
42.9
3.7
%
39.9
3.5
%
123.2
3.5
%
119.9
3.6
%
Net income
$
152.2
12.8
%
$
139.3
12.1
%
$
427.7
12.1
%
$
420.1
12.3
%
Revenues
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
$
61.4
5.2
%
$
82.7
7.2
%
$
225.4
6.4
%
$
266.8
7.8
%
U.S. franchise royalties and fees
165.6
14.0
%
157.2
13.7
%
487.8
13.8
%
464.4
13.7
%
Supply chain
746.2
62.9
%
697.0
60.8
%
2,176.8
61.6
%
2,053.9
60.3
%
International franchise royalties and fees
83.7
7.1
%
78.5
6.8
%
246.5
7.0
%
231.3
6.8
%
U.S. franchise advertising
128.7
10.8
%
131.6
11.5
%
394.1
11.2
%
387.8
11.4
%
Total revenues
$
1,185.6
100.0
%
$
1,147.1
100.0
%
$
3,530.6
100.0
%
$
3,404.3
100.0
%
Revenues primarily consist of retail sales from our Company-owned stores, royalties and fees and advertising contributions from our U.S. franchised stores, royalties and fees from our international franchised stores and sales of food and, to a lesser extent, other products from our supply chain centers to substantially all of our U.S. franchised stores and certain international franchised stores. Company-owned store and franchised store revenues may vary from period to period due to changes in store count mix. Supply chain revenues may vary significantly from period to period as a result of fluctuations in commodity prices as well as the mix of products we sell.
Consolidated revenues increased $38.5 million, or 3.4%, in the third quarter of 2026 compared to the third quarter of 2025, and consolidated revenues increased $126.4 million, or 3.7%, in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025, primarily due to higher supply chain revenues and higher global franchise royalty revenues. The increases in supply chain revenues were primarily attributable to higher order volumes, as well as an increase in our food basket pricing to stores. The increases in U.S. and international franchise royalties and fees revenues were driven primarily by net store growth during the trailing four quarters. These increases in revenues were partially offset by lower U.S. Company-owned store revenues as a result of the refranchising of certain of our U.S. Company-owned store markets. These changes in revenues are described in more detail below.
21
U.S. Stores
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
$
61.4
17.3
%
$
82.7
22.3
%
$
225.4
20.4
%
$
266.8
23.8
%
U.S. franchise royalties and fees
165.6
46.5
%
157.2
42.3
%
487.8
44.0
%
464.4
41.5
%
U.S. franchise advertising
128.7
36.2
%
131.6
35.4
%
394.1
35.6
%
387.8
34.7
%
Total U.S. stores revenues
$
355.7
100.0
%
$
371.5
100.0
%
$
1,107.3
100.0
%
$
1,119.0
100.0
%
U.S. Company-owned Stores
Revenues from U.S. Company-owned store operations decreased $21.3 million, or 25.8%, in the third quarter of 2026 as a result of the refranchising of certain of our U.S. Company-owned store markets in the second quarter of 2026. Revenues from U.S. Company-owned store operations decreased $41.4 million, or 15.5%, in the three fiscal quarters of 2026 as a result of the refranchising of certain of our U.S. Company-owned store markets in the second quarters of 2026 and 2025. These decreases were partially offset by higher same store sales.
U.S. Company-owned same store sales increased 1.0% in the third quarter of 2026 and increased 3.4% in the third quarter of 2025. U.S. Company-owned same store sales increased 2.5% in the three fiscal quarters of 2026 and increased 1.0% in the three fiscal quarters of 2025.
U.S. Franchise Royalties and Fees
Revenues from U.S. franchise royalties and fees increased $8.5 million, or 5.4%, in the third quarter of 2026, and increased $23.4 million, or 5.0%, in the three fiscal quarters of 2026, each due to an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters.
U.S. franchise same store sales increased 0.3% in the third quarter of 2026 and increased 5.3% in the third quarter of 2025. U.S. franchise same store sales increased 0.4% in the three fiscal quarters of 2026 and increased 2.7% in the three fiscal quarters of 2025.
U.S. Franchise Advertising
Revenues from U.S. franchise advertising decreased $3.0 million, or 2.3%, in the third quarter of 2026 primarily due to an increase in advertising incentives related to certain brand promotions, partially offset by an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters. Revenues from U.S. franchise advertising increased $6.3 million, or 1.6%, in the three fiscal quarters of 2026 due to an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters, but this increase was partially offset by an increase in advertising incentives related to certain brand promotions.
Supply Chain
Supply chain revenues increased $49.2 million, or 7.1%, in the third quarter of 2026, and increased $122.9 million, or 6.0%, in the three fiscal quarters of 2026, primarily due to higher order volumes, as well as an increase in our food basket pricing to stores. Our food basket pricing to stores increased 2.2% in the third quarter of 2026 and increased 2.3% in the three fiscal quarters of 2026, which resulted in an estimated $17 million increase in supply chain revenues in the third quarter of 2026 and an estimated $51 million increase in the three fiscal quarters of 2026. The food basket pricing change, a statistical measure utilized by management, is calculated as the percentage change of the food basket (including both food and cardboard products) purchased by an average U.S. store (based on average weekly unit sales) from our U.S. supply chain centers against the comparable period of the prior year. We believe this measure is important to understanding Company performance because as our food basket prices fluctuate, our revenues, cost of sales and gross margin percentages in our supply chain segment also fluctuate.
22
International Franchise Royalties and Fee Revenues
Revenues from international franchise royalties and fees increased $5.2 million, or 6.6%, in the third quarter of 2026, and increased $15.2 million, or 6.6%, in the three fiscal quarters of 2026, primarily due to an increase in the average number of international franchised stores open during the period resulting from net store growth during the trailing four quarters. The negative impact of changes in foreign currency exchange rates of approximately $0.2 million in the third quarter of 2026 partially offset the increase in international franchise royalties and fees revenues, while the positive impact of changes in foreign currency exchange rates of approximately $4.5 million in the three fiscal quarters of 2026 further contributed to the increase in international franchise royalties and fees revenues. The impact of changes in foreign currency exchange rates on international franchise royalty revenues, a statistical measure utilized by management, is calculated as the difference in international franchise royalty revenues resulting from translating current year local currency results to U.S. dollars at current year exchange rates compared to prior year exchange rates. We believe this measure is important to understanding Company performance given the significant variability in international franchise royalty revenues that can be driven by changes in foreign currency exchange rates.
International franchise same store sales increased 0.2% in the third quarter of 2026 and increased 1.7% in the third quarter of 2025, each excluding the impact of foreign currency exchange rates. International franchise same store sales declined 0.1% in the three fiscal quarters of 2026 and increased 2.5% in the three fiscal quarters of 2025, each excluding the impact of foreign currency exchange rates.
Cost of Sales / Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Total revenues
$
1,185.6
100.0
%
$
1,147.1
100.0
%
$
3,530.6
100.0
%
$
3,404.3
100.0
%
Total cost of sales
709.2
59.8
%
687.2
59.9
%
2,111.5
59.8
%
2,040.2
59.9
%
Gross margin
$
476.4
40.2
%
$
459.9
40.1
%
$
1,419.1
40.2
%
$
1,364.0
40.1
%
Consolidated cost of sales consists of U.S. Company-owned store and supply chain costs incurred to generate related revenues. Components of consolidated cost of sales primarily include food and labor costs, as well as other costs including delivery, occupancy costs (including rent, telephone, utilities and depreciation) and insurance expense. Consolidated gross margin (which we define as revenues less cost of sales) increased $16.5 million, or 3.6%, in the third quarter of 2026, and increased $55.1 million, or 4.0%, in the three fiscal quarters of 2026, each primarily due to higher global franchise royalty revenues as discussed above, as well as gross margin dollar growth within supply chain, discussed below. These increases were partially offset by lower U.S. Company-owned store gross margins, discussed below. Franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on gross margin. Additionally, as food basket prices fluctuate, revenues, cost of sales and gross margin percentages in our supply chain segment also fluctuate, and further, cost of sales, gross margins and gross margin percentages for our U.S. Company-owned stores also fluctuate.
As a percentage of revenues, consolidated gross margin increased 0.1 percentage points to 40.2% in both the third quarter and three fiscal quarters of 2026, from 40.1% in both the third quarter and three fiscal quarters of 2025. U.S. Company-owned store gross margin decreased 4.3 and 4.1 percentage points in the third quarter and three fiscal quarters of 2026, respectively. Supply chain gross margin increased 0.9 and 0.5 percentage points in the third quarter and three fiscal quarters of 2026, respectively. Changes in the significant components of gross margin are described in more detail below.
23
U.S. Company-Owned Store Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues
$
61.4
100.0
%
$
82.7
100.0
%
$
225.4
100.0
%
$
266.8
100.0
%
Cost of sales
54.1
88.0
%
69.3
83.7
%
198.7
88.1
%
224.2
84.0
%
Store gross margin
$
7.3
12.0
%
$
13.5
16.3
%
$
26.7
11.9
%
$
42.6
16.0
%
U.S. Company-owned store gross margin (which does not include certain store-level costs such as royalties and advertising) decreased $6.2 million, or 45.6%, in the third quarter of 2026 and decreased $15.9 million, or 37.3%, in the three fiscal quarters of 2026. As a percentage of store revenues, U.S. Company-owned store gross margin decreased 4.3 percentage points in the third quarter of 2026 and decreased 4.1 percentage points in the three fiscal quarters of 2026. These changes in gross margin as a percentage of revenues are discussed in additional detail below.
•
Food costs increased 0.6 percentage points to 30.3% in the third quarter of 2026 and increased 0.7 percentage points to 30.3% in the three fiscal quarters of 2026, each driven by the increase in the food basket pricing to stores.
•
Labor costs increased 0.6 percentage points to 31.5% in the third quarter of 2026 and increased 1.0 percentage point to 31.9% in the three fiscal quarters of 2026, each driven by higher wage rates.
•
Higher insurance costs contributed to the remaining decreases in U.S. Company-owned store gross margin as a percentage of revenues in the respective periods.
Supply Chain Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues
$
746.2
100.0
%
$
697.0
100.0
%
$
2,176.8
100.0
%
$
2,053.9
100.0
%
Cost of sales
655.1
87.8
%
617.9
88.7
%
1,912.8
87.9
%
1,816.0
88.4
%
Supply chain gross margin
$
91.1
12.2
%
$
79.1
11.3
%
$
264.0
12.1
%
$
238.0
11.6
%
Supply chain gross margin increased $12.0 million, or 15.1%, in the third quarter of 2026, and increased $26.0 million, or 10.9%, in the three fiscal quarters of 2026. As a percentage of supply chain revenues, supply chain gross margin increased 0.9 and 0.5 percentage points in the third quarter and three fiscal quarters of 2026, respectively. These changes in gross margin as a percentage of revenues are discussed in additional detail below.
•
Food costs decreased 0.7 percentage points to 70.4% in the third quarter of 2026 and decreased 0.6 percentage points to 70.2% in the three fiscal quarters of 2026, each driven primarily by procurement productivity.
•
Labor costs decreased 0.5 percentage points to 8.4% in the third quarter of 2026 and decreased 0.2 percentage points to 8.7% in the three fiscal quarters of 2026, each primarily due to higher sales leverage and labor efficiency.
•
Higher delivery expenses attributable to higher fuel cost partially offset these improvements in supply chain gross margin as a percentage of revenues in the respective periods.
General and Administrative Expenses
General and administrative expenses increased $0.6 million, or 0.6%, in the third quarter of 2026. General and administrative expenses increased $10.7 million, or 3.3%, in the three fiscal quarters of 2026 primarily due to expenses related to our Worldwide Rally, which takes place every two years, in the second quarter of 2026, as well as higher computer expenses, but these increases were partially offset by approximately $5 million in severance expenses associated with an organizational realignment that took place in the first quarter of 2025 that did not reoccur in 2026.
24
U.S. Franchise Advertising Expenses
U.S. franchise advertising expenses decreased $3.0 million, or 2.3%, in the third quarter of 2026, and increased $6.3 million, or 1.6%, in the three fiscal quarters of 2026, consistent with the changes in U.S. franchise advertising revenues, as discussed above. U.S. franchise advertising costs are accrued and expensed when the related U.S. franchise advertising revenues are recognized, as our consolidated not-for-profit advertising fund is obligated to expend such revenues on advertising and other activities that promote the Domino’s brand, and these revenues cannot be used for general corporate purposes.
Refranchising Gain
During the second quarter of 2026, we refranchised 77 U.S. Company-owned stores in Virginia and Michigan for proceeds of $19.8 million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $2.8 million reduction in goodwill, was $3.9 million and recorded in refranchising gain in our condensed consolidated statements of income.
During the second quarter of 2025, we refranchised 36 U.S. Company-owned stores in Maryland for proceeds of $8.5 million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $1.4 million reduction in goodwill, was $3.9 million and was recorded in refranchising gain in our condensed consolidated statements of income.
Gain on Sale of Assets
During the first quarter of 2026, we recorded a $7.8 million pre-tax realized gain associated with the sale of our fully depreciated corporate aircraft.
Other (Expense) Income
During the third quarter and three fiscal quarters of 2026, we recorded a $2.5 million and $20.9 million pre-tax unrealized loss, respectively, on our investment in DPC Dash (refer to Note 5 of the condensed consolidated financial statements). During the third quarter and three fiscal quarters of 2025, we recorded a total net $3.0 million pre-tax unrealized loss and a total net $5.0 million pre-tax realized and unrealized gain, respectively, on our investment in DPC Dash. The recorded amount of our investment is based on the active exchange quoted price for the equity security.
Interest Expense, Net
Interest expense, net increased $3.2 million, or 7.8%, in the third quarter of 2026, and increased $8.9 million, or 7.2%, in the three fiscal quarters of 2026, primarily driven by lower interest income on our cash equivalents as well as a higher weighted average borrowing rate.
Our weighted average borrowing rate increased to 3.9% in the third quarter and three fiscal quarters of 2026 from 3.8% in the third quarter and three fiscal quarters of 2025.
Provision for Income Taxes
Provision for income taxes increased $3.0 million, or 7.6%, in the third quarter of 2026 due to higher income before provision for income taxes, partially offset by a lower effective tax rate. The effective tax rate decreased to 22.0% during the third quarter of 2026 compared to 22.3% in the third quarter of 2025.
Provision for income taxes increased $3.3 million, or 2.8%, in the three fiscal quarters of 2026 due to higher income before provision for income taxes, as well as a higher effective tax rate. The effective tax rate increased to 22.4% during the three fiscal quarters of 2026 compared to 22.2% in the three fiscal quarters of 2025.
25
Segment Adjusted Income from Operations
Beginning in the first quarter of 2026, we evaluate the performance of our reportable segments and allocate resources to them based on Segment Adjusted Income from Operations, which represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment. Our chief operating decision maker uses Segment Adjusted Income from Operations to determine future business objectives and targets and for long-range planning for the reportable segments, as well as to evaluate their operating performance. Segment Adjusted Income from Operations for each of our reportable segments is summarized in the table below. Prior year amounts have been recast to reflect this change in the measure of segment profit used by our chief operating decision maker.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. stores
$
137.7
$
133.6
$
404.3
$
393.8
Supply chain
72.5
60.7
214.4
188.9
International franchise
71.7
67.3
209.6
196.4
U.S. Stores
U.S. stores Segment Adjusted Income from Operations increased $4.1 million, or 3.1%, in the third quarter of 2026, and increased $10.5 million, or 2.7%, in the three fiscal quarters of 2026, each driven primarily by higher U.S. franchise royalties and fees revenues, as discussed above. These increases were partially offset by the $6.2 million decrease in U.S. Company-owned store gross margin in the third quarter of 2026 and the $15.9 million decrease in U.S. Company-owned store gross margin in the three fiscal quarters of 2026, each as discussed above. Additionally, higher general and administrative expenses in the three fiscal quarters of 2026, primarily related to our Worldwide Rally in the second quarter of 2026, partially offset the increase in U.S. stores Segment Adjusted Income from Operations in the three fiscal quarters of 2026, as discussed above.
U.S. franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on U.S. stores Segment Adjusted Income from Operations. U.S. franchise advertising costs are accrued and expensed when the related U.S. franchise advertising revenues are recognized and had no impact on U.S. stores Segment Adjusted Income from Operations.
Supply Chain
Supply chain Segment Adjusted Income from Operations increased $11.9 million, or 19.6%, in the third quarter of 2026, and increased $25.5 million, or 13.5%, in the three fiscal quarters of 2026, primarily due to the $12.0 million increase in supply chain gross margin in the third quarter of 2026 and the $26.0 million increase in supply chain gross margin in the three fiscal quarters of 2026, each as discussed above.
International Franchise
International franchise Segment Adjusted Income from Operations increased $4.5 million, or 6.7%, in the third quarter of 2026, and increased $13.2 million, or 6.7%, in the three fiscal quarters of 2026, each driven primarily by higher international franchise royalties and fees revenues, as discussed above. Higher general and administrative expenses in the three fiscal quarters of 2026, primarily related to our Worldwide Rally in the second quarter of 2026, partially offset the increase in international franchise Segment Adjusted Income from Operations, as discussed above. International franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on international franchise Segment Adjusted Income from Operations.
26
Liquidity and Capital Resources
Historically, our receivable collection periods and inventory turn rates are faster than the normal payment terms on our current liabilities resulting in efficient deployment of working capital. We generally collect our receivables within three weeks from the date of the related sale and we generally experience multiple inventory turns per month. In addition, our sales are not typically seasonal, which further limits variations in our working capital requirements. As of September 6, 2026, we had negative working capital totaling $1.13 billion, primarily due to the current portion of long-term debt (see discussion below, as well as Note 6 to the condensed consolidated financial statements). Our working capital amount excludes restricted cash and cash equivalents of $168.0 million, advertising fund assets, restricted, of $98.0 million and advertising fund liabilities of $96.6 million. Working capital includes total unrestricted cash and cash equivalents of $229.0 million.
Our primary sources of liquidity are cash flows from operations and availability of borrowings under our variable funding notes. During the third quarter and three fiscal quarters of 2026, we experienced an increase in both U.S. and international retail sales (excluding foreign currency impact). Additionally, both our U.S. and international businesses grew store counts during the third quarter and three fiscal quarters of 2026. These factors contributed to our continued ability to generate positive operating cash flows. In addition to our cash flows from operations, we have a variable funding note facility. Our Series 2025-1 Variable Funding Senior Secured Notes, Class A-1 Notes (the “2025 Variable Funding Notes”), allows for advances of up to $320.0 million and issuance of certain other credit instruments, including letters of credit. The letters of credit primarily relate to our casualty insurance programs and, to a lesser extent, a virtual power purchase agreement. As of September 6, 2026, we had no outstanding borrowings and $248.9 million of available borrowing capacity under our 2025 Variable Funding Notes, net of letters of credit issued of $71.1 million.
We expect to continue to use our unrestricted cash and cash equivalents, cash flows from operations, any excess cash from our refinancing and recapitalization transactions and available borrowings under our 2025 Variable Funding Notes to, among other things, fund working capital requirements, invest in our core business and other strategic opportunities, repay outstanding borrowings under our securitized debt, pay dividends and repurchase and retire shares of our common stock.
Our primary sources of liquidity could be adversely affected by the occurrence of any of the events described under “Risk Factors” in our 2025 Form 10-K. There can be no assurance that our business will generate sufficient cash flows from operations or that future borrowings will be available under our 2025 Variable Funding Notes or otherwise to enable us to service our indebtedness, or to make anticipated capital expenditures. Our future operating performance and our ability to service, extend or refinance our notes and to service, extend or refinance our 2025 Variable Funding Notes will be subject to future economic conditions and to financial, business and other factors, many of which are beyond our control.
Restricted Cash
As of September 6, 2026, we had $118.0 million of restricted cash and cash equivalents held for future principal and interest payments and other working capital requirements of our asset-backed securitization structure, $49.8 million of restricted cash equivalents held in a three-month interest reserve as required by the indenture governing the securitized debt and $0.2 million of other restricted cash for a total of $168.0 million of restricted cash and cash equivalents. As of September 6, 2026, we also held $71.4 million of advertising fund restricted cash and cash equivalents which can only be used for activities that promote the Domino’s brand.
27
Long-Term Debt
As of September 6, 2026, we had approximately $4.89 billion of long-term debt, of which $1.33 billion was classified as a current liability. As of September 6, 2026, our fixed rate notes from the recapitalization and refinancing transactions we completed in 2025, 2021, 2019, 2018 and 2017 had original scheduled principal payments of $49.3 million in 2026, $1.34 billion in 2027, $836.4 million in 2028, $647.8 million in 2029, $495.0 million in 2030, $927.5 million in 2031 and $470.0 million in 2032. However, in accordance with our debt agreements, the payment of principal on the 2025 Five-Year Notes and the 2025 Seven-Year Notes (refer to Note 5 to the condensed consolidated financial statements) may be suspended if either the Holdco Leverage Ratio or Senior Leverage Ratio is less than or equal to 5.5x total debt to either Consolidated Adjusted EBITDA or Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. In accordance with our debt agreements, the payment of principal on the 2021 7.5-Year Notes, 2021 Ten-Year Notes, 2019 Ten-Year Notes, 2018 9.25-Year Notes and 2017 Ten-Year Notes (refer to Note 5 to the condensed consolidated financial statements) may be suspended if the Holdco Leverage Ratio is less than or equal to 5.0x total debt to Consolidated Adjusted EBITDA, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. As of the end of the third quarter of 2026, we satisfied the non-amortization tests for each respective series of notes, and have classified the outstanding principal amounts of the 2025 Five-Year Notes, 2025 Seven-Year Notes, 2021 7.5-Year Notes, 2021 Ten-Year Notes and 2019 Ten-Year Notes as long-term debt in the condensed consolidated balance sheets as of September 6, 2026. As of the end of the fourth quarter of 2025, we satisfied the non-amortization tests for each respective series of notes, and accordingly, the outstanding principal amounts of the notes have been classified as long-term debt in the condensed consolidated balance sheets as of December 28, 2025.
The legal final maturity dates of the 2018 9.25-Year Notes and the 2017 Ten-Year Notes are July 2048 and October 2047, respectively. However, the anticipated repayment date for the 2018 9.25-Year Notes and the 2017 Ten-Year Notes is July 2027, and accordingly, the outstanding principal amounts for these notes have been classified as the current portion of long-term debt in the condensed consolidated balance sheet as of September 6, 2026 (refer to Note 6 to the condensed consolidated financial statements). We expect to refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, and we expect, based on current benchmark rates, to refinance those notes at higher interest rates. If we do not repay or refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, additional interest of at least 5% per annum will accrue, and our securitized cash flows other than a weekly management fee to cover certain operating expenses would be directed to the repayment of the securitized debt.
The notes are subject to certain financial and non-financial covenants, including a debt service coverage ratio calculation. The covenant requires a minimum coverage ratio of 1.75x total debt service to Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt. In the event that certain covenants are not met, the notes may become due and payable on an accelerated schedule.
Share Repurchase Programs
Our share repurchase programs have historically been funded by excess operating cash flows, excess proceeds from our recapitalization transactions and borrowings under our variable funding notes.
During the third quarter and three fiscal quarters of 2026, we repurchased and retired 216,282 and 848,503 shares of our common stock under our Board of Directors–approved share repurchase program for a total of approximately $73.6 million and $304.9 million, respectively. As of September 6, 2026, we had a total remaining authorized amount for share repurchases of approximately $1.15 billion.
Dividends
On July 14, 2026, our Board of Directors declared a $1.99 per share quarterly dividend on our outstanding common stock for shareholders of record as of September 15, 2026, which was paid on September 30, 2026. We had approximately $67.6 million accrued for common stock dividends at September 6, 2026. Subsequent to the end of the third quarter of 2026, on October 6, 2026, our Board of Directors declared a $1.99 per share quarterly dividend on our outstanding common stock for shareholders of record as of December 15, 2026, to be paid on December 30, 2026.
28
Sources and Uses of Cash
The following table illustrates the main components of our cash flows:
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Net cash provided by operating activities
$
520.6
$
552.3
Net cash used in investing activities
(34.2
)
(6.1
)
Net cash used in financing activities
(451.7
)
(558.2
)
Effect of exchange rate changes on cash
(0.3
)
1.5
Change in cash and cash equivalents, restricted cash and cash equivalents
$
34.4
$
(10.6
)
Operating Activities
Cash provided by operating activities decreased $31.7 million in the three fiscal quarters of 2026, as a result of the negative impact of changes in restricted advertising fund assets and liabilities and changes in operating assets and liabilities. The $47.8 million negative impact of changes in restricted advertising fund assets and liabilities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025 was the result of the timing and amount of payments for advertising activities. Additionally, the negative impact of changes in operating assets and liabilities of $13.7 million primarily related to the timing of payments on accounts payable and accrued liabilities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025. These decreases were partially offset by higher net income, excluding non-cash adjustments. Net income increased $7.7 million, and non-cash adjustments increased $22.1 million (primarily representing the changes in the total net realized and unrealized losses and gains associated with the remeasurement of the Company’s investment in DPC Dash, partially offset by the pre-tax realized gain associated with the sale of our fully depreciated corporate aircraft), resulting in an overall increase to cash provided by operating activities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025 of $29.8 million.
Investing Activities
Cash used in investing activities was $34.2 million in the three fiscal quarters of 2026, which primarily consisted of $60.8 million of capital expenditures (driven primarily by investments in consumer and store technology, supply chain centers and corporate store operations). This use of cash was partially offset by the proceeds of $19.8 million for the refranchising of 77 U.S. Company-owned stores in the Virginia and Michigan markets and the net proceeds of $7.8 million associated with the sale of our fully depreciated corporate aircraft.
Financing Activities
Cash used in financing activities was $451.7 million in the three fiscal quarters of 2026,
which included the repurchase and retirement of $304.9 million in common stock under our Board of Directors–approved share repurchase program, as well as $3.3 million in excise tax payments related to our share repurchase programs. We also made dividend payments to our shareholders of $134.3 million, made tax payments for the vesting of restricted stock of $14.2 million and made repayments of principal amounts related to our finance leases and other financing obligations of $4.1 million. These uses of cash were partially offset by proceeds from the exercise of stock options of $9.2 million.
Critical Accounting Estimates
For a description of the Company’s critical accounting estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the 2025 Form 10-K. The Company considers its most significant accounting policies and estimates to be long-lived assets, casualty insurance reserves and income taxes. There have been no material changes to the Company’s critical accounting estimates since December 28, 2025.
29
Forward-Looking Statements
This filing contains various forward-looking statements about the Company within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) that are based on current management expectations that involve substantial risks and uncertainties that could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. The following cautionary statements are being made pursuant to the provisions of the Act and with the intention of obtaining the benefits of the “safe harbor” provisions of the Act. You can identify forward-looking statements by the use of words such as “anticipates,” “believes,” “could,” “should,” “estimates,” “expects,” “intends,” “may,” “will,” “plans,” “predicts,” “projects,” “seeks,” “approximately,” “aims,” “potential,” “outlook” and similar terms and phrases that concern our strategy, plans or intentions, including references to assumptions. These forward-looking statements address various matters including information concerning future results of operations and business strategy, our anticipated profitability, estimates in same store sales growth, store growth and the growth of our U.S. and international business in general, our ability to service our indebtedness, our future cash flows, our operating performance, trends in our business and other descriptions of future events that reflect the Company’s expectations based upon currently available information and data. While we believe these expectations and projections are based on reasonable assumptions, such forward-looking statements are inherently subject to risks, uncertainties and assumptions. Important factors that could cause actual results to differ materially from our expectations are more fully described in our filings with the Securities and Exchange Commission, including under the section headed “Risk Factors” in our 2025 Form 10-K for the fiscal year ended December 28, 2025. Actual results may differ materially from those expressed or implied in the forward-looking statements as a result of various factors, including but not limited to: our substantial indebtedness and our ability to incur additional indebtedness or refinance or renegotiate key terms of that indebtedness in the future; the impact a downgrade in our credit rating may have on our business, financial condition and results of operations; our future financial performance and our ability to pay principal and interest on our indebtedness; the strength of our brand, including our ability to compete in the U.S. and internationally in our intensely competitive industry, including the food service and food delivery markets; our ability to successfully implement our growth strategy, including through our participation in the third-party order aggregation marketplace; labor shortages or changes in operating expenses resulting from increases in prices of food (particularly cheese), fuel and other commodity costs, labor, utilities, insurance, employee benefits and other operating costs or negative economic conditions; the effectiveness of our advertising, operations and promotional initiatives; shortages, interruptions or disruptions in the supply or delivery of fresh food products and store equipment; the additional risks our international operations subject us to, which may differ in each country in which we and our franchisees do business; the dependence of our earnings and business growth strategy on the success of our franchisees; our ability and that of our franchisees to successfully operate in the current and future credit environment; the impact of social media, the rise of artificial intelligence–generated content, or a boycott on our business, brand and reputation; the impact of new or improved technologies, including artificial intelligence, and alternative methods of delivery on consumer behavior; new product, digital ordering and concept developments by us, and other food-industry competitors; our ability to maintain good relationships with and attract new franchisees, and franchisees’ ability to successfully manage their operations without negatively impacting our royalty payments and fees or our brand’s reputation; our ability to successfully implement cost-saving strategies; changes in the level of consumer spending given general economic conditions, including interest rates, energy prices and consumer confidence or negative economic conditions in general; our ability and that of our franchisees to open new restaurants and keep existing restaurants in operation and maintain demand for new stores; the impact that widespread illness, health epidemics or general health concerns, severe weather conditions and natural disasters may have on our business and the economies of the countries where we operate; changes in foreign currency exchange rates; changes in income tax rates; our ability to retain or replace our executive officers and other key members of management and our ability to adequately staff our stores and supply chain centers with qualified personnel; our ability to find and/or retain suitable real estate for our stores and supply chain centers; changes in government legislation or regulation, including changes in laws and regulations regarding information privacy, payment methods, advertising and consumer protection and social media; adverse legal judgments or settlements; food-borne illness or contamination of products or food tampering or other events that may impact our reputation; data breaches, power loss, technological failures, user error or other cyber risks threatening us or our franchisees; the impact that environmental, social and governance matters may have on our business and reputation; the effect of war, terrorism, catastrophic events, geopolitical or reputational considerations or climate change; our ability to pay dividends and repurchase shares; changes in consumer tastes, spending and traffic patterns and demographic trends; changes in accounting policies; and adequacy of our insurance coverage. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this filing might not occur. All forward-looking statements speak only as of the date of this filing and should be evaluated with an understanding of their inherent uncertainty. Except as required under federal securities laws and the rules and regulations of the Securities and Exchange Commission, or other applicable law, we will not undertake, and specifically disclaim, any obligation to publicly update or revise any forward-looking statements to reflect events or circumstances arising after the date of this filing, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on the forward-looking statements included in this filing or that may be made elsewhere from time to time by, or on behalf of, us. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
30
Ite
m 3. Quantitative and Qualitative Disclosures About Market Risk.
Market Risk
We do not engage in speculative transactions, nor do we hold or issue financial instruments for trading purposes. In connection with the refinancings and recapitalizations of our business, we have issued fixed rate notes and entered into variable funding notes, and, at September 6, 2026, we are exposed to interest rate risk on borrowings under our 2025 Variable Funding Notes. As of September 6, 2026, we had no outstanding borrowings under our 2025 Variable Funding Notes.
Our 2025 Variable Funding Notes bear interest at fluctuating interest rates based on the Secured Overnight Financing Rate, plus a spread adjustment. Accordingly, a rising interest rate environment could result in higher interest expense due on borrowings under our 2025 Variable Funding Notes, in which event we may have difficulties making interest payments and funding our other fixed costs, and our available cash flow for general corporate requirements may be adversely affected.
Our fixed-rate debt exposes us to changes in market interest rates reflected in the fair value of the debt and to the risk that the Company may need to refinance maturing debt with new debt at a higher rate. As of September 6, 2026, we had approximately $1.32 billion of debt classified as current associated with our 2018 9.25-Year Notes and the 2017 Ten-Year Notes for which the anticipated repayment date is July 2027. We expect to refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, and we expect, based on current benchmark rates, to refinance those notes at higher interest rates.
We are exposed to market risks from changes in food and commodity prices. During the normal course of business, we purchase cheese and certain other food products that are affected by changes in commodity prices and, as a result, we are subject to volatility in our food costs. Severe increases in commodity prices or food costs, including as a result of inflation, could affect the global and U.S. economies and could also adversely impact our business, financial condition or results of operations. We may periodically enter into financial instruments to manage this risk, although we have not done so historically. In instances when we use fixed pricing agreements with our suppliers, these agreements cover our physical commodity needs, are not net-settled and are accounted for as normal purchases.
Foreign Currency Exchange Risk
We have exposure to various foreign currency exchange rate fluctuations for revenues generated by our operations outside the U.S., which can adversely impact our net income and cash flows. Approximately 7.1% of our total revenues in the third quarter of 2026, approximately 7.0% of our total revenues in the three fiscal quarters of 2026 and approximately 6.8% of our total revenues in both the third quarter and three fiscal quarters of 2025 were derived from our international franchise segment, a majority of which were denominated in foreign currencies. We estimate that a hypothetical 10% adverse change in the foreign currency rates for our international markets would have resulted in a negative impact on international franchise royalty revenues of approximately $24.2 million in the three fiscal quarters of 2026. We also operate dough manufacturing and distribution facilities in Canada, which generate revenues denominated in Canadian dollars. We may periodically enter into financial instruments to manage foreign currency exchange risk, although we have not done so historically.
Ite
m 4. Controls and Procedures.
Management, with the participation of the Company’s Chief Executive Officer, Joseph H. Jordan, and Executive Vice President and Chief Financial Officer, Sandeep Reddy, performed an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on that evaluation, Mr. Jordan and Mr. Reddy concluded that the Company’s disclosure controls and procedures were effective.
During the quarterly period ended September 6, 2026, there were no changes in the Company’s internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.
31
PA
RT II. OTHER INFORMATION
Ite
m 1. Legal Proceedings.
We are a party to lawsuits, revenue agent reviews by taxing authorities and administrative proceedings in the ordinary course of business which include, without limitation, workers’ compensation, general liability, automobile and franchisee claims. We are also subject to suits related to employment practices. In addition, we may occasionally be party to large claims, including class action suits.
Litigation is subject to many uncertainties, and the outcome of individual litigated matters is unpredictable. These matters referenced above could be decided unfavorably to us and could require us to pay damages or make other expenditures in amounts or a range of amounts that cannot be estimated with accuracy. However, we do not believe these matters, individually or in the aggregate, will have a material adverse effect on the business or financial condition of the Company, and we expect that the established accruals adequately provide for the estimated resolution of such claims.
It
em 1A. Risk Factors.
There have been no material changes with respect to those risk factors previously disclosed in Item 1A “Risk Factors” in Part I of our 2025 Form 10-K.
It
em 2. Unregistered Sales of Equity Securities and Use of Proceeds.
c. Purchases of Equity Securities by the Issuer and Affiliated Purchasers.
Maximum
Approximate Dollar
Total Number of Shares
Value of Shares that
Total Number
Purchased as Part of
May Yet Be Purchased
of Shares
Average Price Paid
Publicly Announced
Under the Program (2)
Period
Purchased (1)
Per Share
Program (2)
(in thousands)
Period #7 (June 15, 2026
to July 12, 2026)
1,610
$
305.86
—
$
1,228,373
Period #8 (July 13, 2026
to August 9, 2026)
68,865
334.60
67,256
1,205,910
Period #9 (August 10, 2026
to September 6, 2026)
150,351
343.29
149,026
1,154,751
Total
220,826
$
340.31
216,282
$
1,154,751
(1)
4,544 shares in the third quarter of 2026 were purchased as part of the Company’s employee stock payroll deduction plan at an average price of $336.09.
(2)
As of September 6, 2026, $1.15 billion remained available for future purchases of the Company’s common stock under the share repurchase program approved by our Board of Directors on April 21, 2026 for repurchases of shares of our common stock.
Authorization for the repurchase program may be modified, suspended, or discontinued at any time. The repurchase of shares in any particular period and the actual amount of such purchases remain at the discretion of the Board of Directors, and no assurance can be given that shares will be repurchased in the future.
It
em 3. Defaults Upon Senior Securities.
None.
Ite
m 4. Mine Safety Disclosures.
Not applicable.
32
Ite
m 5. Other Information.
Rule 10b5-1 Trading Plans
Our directors and officers (as defined in Section 16 of the Exchange Act (“Section 16”)) may from time to time enter into plans for the purchase or sale of Domino’s stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
During the fiscal quarter ended September 6, 2026, the following Section 16 officer adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 under Regulation S-K of the Exchange Act):
•
Joseph H. Jordan
, then our
Chief Operating Officer and President
– U.S., adopted a new
Rule 10b5-1
trading arrangement on
July 29, 2026
. The plan’s maximum duration is until
July 20, 2027
, and first trades will not occur until November 9, 2026 at the earliest. The trading plan, which is subject to certain conditions, is intended to permit Mr. Jordan to exercise and sell from time to time a total of
2,450
stock options in a tranche set to expire on July 19, 2027.
The Rule 10b5-1 trading arrangement described above was adopted and precleared in accordance with Domino’s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangement will be disclosed publicly in future Section 16 filings with the SEC.
No other directors or officers
adopted
,
modified
and/or
terminated
a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 under Regulation S-K of the Exchange Act, during the last fiscal quarter.
33
Ite
m 6. Exhibits.
Exhibit
Number
Description
10.1
Employment Agreement dated as of June 19, 2026 by and between Domino’s Pizza, Inc. and Joseph H. Jordan (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed on June 22, 2026 (the “June 2026 8-K”)).
10.2
Letter Agreement dated as of June 19, 2026 by and between Domino’s Pizza, Inc. and Russell J. Weiner (Incorporated by reference to Exhibit 10.2 to the June 2026 8-K).
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
32.1
Certification of Chief Executive Officer pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
32.2
Certification of Chief Financial Officer pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
101.INS
XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
104
Cover page Interactive Data File (formatted as Inline XBRL and contained in exhibit 101).
34
SI
GNATURES
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.
DOMINO’S PIZZA, INC.
(Registrant)
Date: October 13, 2026
/s/ Sandeep Reddy
Sandeep Reddy
Executive Vice President, Chief Financial Officer
(Principal Financial Officer)
35
----- dpz-ex31_1.htm -----
EX-31.1
2
dpz-ex31_1.htm
EX-31.1
EX-31.1
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER OF DOMINO’S PIZZA, INC.
I, Joseph H. Jordan, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Domino’s Pizza, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 13, 2026
/s/ Joseph H. Jordan
Date
Joseph H. Jordan
Chief Executive Officer
----- dpz-ex31_2.htm -----
EX-31.2
3
dpz-ex31_2.htm
EX-31.2
EX-31.2
Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER OF DOMINO’S PIZZA, INC.
I, Sandeep Reddy, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Domino’s Pizza, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 13, 2026
/s/ Sandeep Reddy
Date
Sandeep Reddy
Chief Financial Officer
----- dpz-ex32_1.htm -----
EX-32.1
4
dpz-ex32_1.htm
EX-32.1
EX-32.1
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Domino’s Pizza, Inc. (the “Company”) on Form 10-Q for the period ended September 6, 2026, as filed with the Securities and Exchange Commission (the “Report”), I, Joseph H. Jordan, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:
1)
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Joseph H. Jordan
Joseph H. Jordan
Chief Executive Officer
Dated: October 13, 2026
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Domino’s Pizza, Inc. and will be retained by Domino’s Pizza, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
----- dpz-ex32_2.htm -----
EX-32.2
5
dpz-ex32_2.htm
EX-32.2
EX-32.2
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Domino’s Pizza, Inc. (the “Company”) on Form 10-Q for the period ended September 6, 2026, as filed with the Securities and Exchange Commission (the “Report”), I, Sandeep Reddy, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:
1)
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Sandeep Reddy
Sandeep Reddy
Chief Financial Officer
Dated: October 13, 2026
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Domino’s Pizza, Inc. and will be retained by Domino’s Pizza, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
l
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
10-Q
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
September 6,
2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number:
001-32242
Domino’s Pizza, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
38-2511577
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
30 Frank Lloyd Wright Drive
Ann Arbor
,
Michigan
48105
(Address of Principal Executive Offices)
(Zip Code)
(
734
)
930-3030
(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of Each Class
Trading Symbol
Name of Each Exchange on Which Registered
Domino’s Pizza, Inc.
Common Stock
, $0.01 par value
DPZ
The Nasdaq Stock Market LLC
Indicate by check mark whether registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
☒
As of October 6, 2026, Domino’s Pizza, Inc. had
32,896,056
shares of common stock, par value $0.01 per share, outstanding.
Domino’s Pizza, Inc.
TABLE OF CONTENTS
Page No.
PART I.
FINANCIAL INFORMATION
Item 1.
Financial Statements
3
Condensed Consolidated Balance Sheets (Unaudited) – As of September 6, 2026 and December 28, 2025
3
Condensed Consolidated Statements of Income (Unaudited) – Fiscal quarter and three fiscal quarters ended September 6, 2026 and September 7, 2025
4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) – Fiscal quarter and three fiscal quarters ended September 6, 2026 and September 7, 2025
5
Condensed Consolidated Statements of Cash Flows (Unaudited) – Three fiscal quarters ended September 6, 2026 and September 7, 2025
6
Notes to Condensed Consolidated Financial Statements (Unaudited)
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
18
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
31
Item 4.
Controls and Procedures
31
PART II.
OTHER INFORMATION
Item 1.
Legal Proceedings
32
Item 1A.
Risk Factors
32
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
32
Item 3.
Defaults Upon Senior Securities
32
Item 4.
Mine Safety Disclosures
32
Item 5.
Other Information
33
Item 6.
Exhibits
34
SIGNATURES
35
2
PART I.
FINANCIAL INFORMATION
Item 1. Financial Statements.
Domino’s Pizza, Inc. and Subsidiaries
Conden
sed Consolidated Balance Sheets
(Unaudited)
(In thousands)
September 6, 2026
December 28, 2025
Assets
Current assets:
Cash and cash equivalents
$
229,035
$
125,675
Restricted cash and cash equivalents
167,958
216,110
Accounts receivable, net
286,489
315,958
Inventories
89,535
79,189
Prepaid expenses and other
45,775
39,767
Advertising fund assets, restricted
97,983
117,502
Total current assets
916,775
894,201
Property, plant and equipment:
Land and buildings
174,501
105,559
Leasehold and other improvements
186,562
193,673
Equipment
386,709
413,303
Construction in progress
35,110
46,184
782,882
758,719
Accumulated depreciation and amortization
(
407,467
)
(
434,697
)
Property, plant and equipment, net
375,415
324,022
Other assets:
Operating lease right-of-use assets
225,213
219,485
Goodwill
7,870
10,726
Capitalized software, net
163,513
159,256
Investment in DPC Dash
15,175
36,070
Deferred income tax assets, net
9,941
22,101
Other assets
52,471
50,598
Total other assets
474,183
498,236
Total assets
$
1,766,373
$
1,716,459
Liabilities and stockholders’ deficit
Current liabilities:
Current portion of long-term debt
$
1,326,786
$
6,131
Accounts payable
132,253
135,029
Operating lease liabilities
46,150
47,553
Insurance reserves
25,822
26,169
Dividends payable
67,553
2,714
Advertising fund liabilities
96,639
115,412
Other accrued liabilities
184,247
208,613
Total current liabilities
1,879,450
541,621
Long-term liabilities:
Long-term debt, less current portion
3,559,118
4,810,683
Operating lease liabilities
189,769
183,917
Insurance reserves
36,419
32,959
Other accrued liabilities
56,715
48,421
Total long-term liabilities
3,842,021
5,075,980
Stockholders’ deficit:
Common stock
329
336
Additional paid-in capital
377
1,910
Retained deficit
(
3,950,373
)
(
3,898,622
)
Accumulated other comprehensive loss
(
5,431
)
(
4,766
)
Total stockholders’ deficit
(
3,955,098
)
(
3,901,142
)
Total liabilities and stockholders’ deficit
$
1,766,373
$
1,716,459
The accompanying notes are an integral part of these condensed consolidated financial statements.
3
Domino’s Pizza, Inc. and Subsidiaries
Condense
d Consolidated Statements of Income
(Unaudited)
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
(In thousands, except per-share data)
2026
2025
2026
2025
Revenues:
U.S. Company-owned stores
$
61,432
$
82,749
$
225,359
$
266,803
U.S. franchise royalties and fees
165,638
157,155
487,817
464,416
Supply chain
746,154
696,959
2,176,835
2,053,945
International franchise royalties and fees
83,700
78,549
246,502
231,272
U.S. franchise advertising
128,674
131,642
394,106
387,818
Total revenues
1,185,598
1,147,054
3,530,619
3,404,254
Cost of sales:
U.S. Company-owned stores
54,090
69,258
198,653
224,242
Supply chain
655,129
617,894
1,912,847
1,815,993
Total cost of sales
709,219
687,152
2,111,500
2,040,235
Gross margin
476,379
459,902
1,419,119
1,364,019
General and administrative
105,726
105,092
332,505
321,777
U.S. franchise advertising
128,674
131,642
394,106
387,818
Refranchising loss (gain)
206
—
(
3,881
)
(
3,883
)
Gain on sale of assets
—
—
(
7,780
)
—
Income from operations
241,773
223,168
704,169
658,307
Other (expense) income
(
2,539
)
(
3,017
)
(
20,895
)
5,036
Interest income
2,067
4,060
6,182
11,834
Interest expense
(
46,227
)
(
45,012
)
(
138,511
)
(
135,245
)
Income before provision for income taxes
195,074
179,199
550,945
539,932
Provision for income taxes
42,895
39,880
123,205
119,871
Net income
$
152,179
$
139,319
$
427,740
$
420,061
Earnings per share:
Common stock – basic
$
4.61
$
4.11
$
12.85
$
12.31
Common stock – diluted
$
4.60
$
4.08
$
12.80
$
12.22
The accompanying notes are an integral part of these condensed consolidated financial statements.
4
Domino’s Pizza, Inc. and Subsidiaries
Condensed Consolida
ted Statements of Comprehensive Income
(Unaudited)
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
(In thousands)
2026
2025
2026
2025
Net income
$
152,179
$
139,319
$
427,740
$
420,061
Currency translation adjustment
626
(
618
)
(
665
)
2,187
Comprehensive income
$
152,805
$
138,701
$
427,075
$
422,248
The accompanying notes are an integral part of these condensed consolidated financial statements.
5
Domino’s Pizza, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three Fiscal Quarters Ended
September 6,
September 7,
(In thousands)
2026
2025
Cash flows from operating activities:
Net income
$
427,740
$
420,061
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
61,501
61,128
Refranchising gain
(
3,881
)
(
3,883
)
Gain on sale of assets
(
7,780
)
—
Loss on disposal of assets
1,181
703
Amortization of debt issuance costs
4,455
3,768
Provision for deferred income taxes
12,009
9,255
Non-cash equity-based compensation expense
30,843
31,681
Excess tax benefits from equity-based compensation
(
1,026
)
(
2,751
)
Provision (benefit) for losses on accounts and notes receivable
418
(
49
)
Unrealized and realized loss (gain) on investments
20,895
(
5,036
)
Changes in operating assets and liabilities
(
5,126
)
10,242
Changes in advertising fund assets and liabilities, restricted
(
20,628
)
27,137
Net cash provided by operating activities
520,601
552,256
Cash flows from investing activities:
Capital expenditures
(
60,829
)
(
56,667
)
Proceeds from sale of assets
27,623
8,458
Sale of investments
—
44,085
Other
(
961
)
(
1,939
)
Net cash used in investing activities
(
34,167
)
(
6,063
)
Cash flows from financing activities:
Proceeds from issuance of long-term debt
—
1,000,000
Repayments of long-term debt and finance lease obligations
(
4,097
)
(
1,147,773
)
Proceeds from exercise of stock options
9,205
12,882
Purchases of common stock
(
308,239
)
(
277,698
)
Tax payments for restricted stock upon vesting
(
14,204
)
(
10,862
)
Payments of common stock dividends and equivalents
(
134,331
)
(
119,503
)
Cash paid for financing costs
—
(
15,287
)
Net cash used in financing activities
(
451,666
)
(
558,241
)
Effect of exchange rate changes on cash
(
338
)
1,487
Change in cash and cash equivalents, restricted cash and cash equivalents
34,430
(
10,561
)
Cash and cash equivalents, beginning of period
125,675
186,126
Restricted cash and cash equivalents, beginning of period
216,110
195,370
Cash and cash equivalents included in advertising fund assets, restricted,
beginning of period
92,200
80,928
Cash and cash equivalents, restricted cash and cash equivalents and cash and
cash equivalents included in advertising fund assets, restricted, beginning of period
433,985
462,424
Cash and cash equivalents, end of period
229,035
139,728
Restricted cash and cash equivalents, end of period
167,958
202,501
Cash and cash equivalents included in advertising fund assets, restricted,
end of period
71,422
109,634
Cash and cash equivalents, restricted cash and cash equivalents and cash and
cash equivalents included in advertising fund assets, restricted, end of period
$
468,415
$
451,863
The accompanying notes are an integral part of these condensed consolidated financial statements.
6
Domino’s Pizza,
Inc
. and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited; tabular amounts in thousands, except share and per-share amounts)
September 6, 2026
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Additionally, the condensed consolidated balance sheet at December 28, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Certain captions have been conformed to the current period presentation. For further information, refer to the consolidated financial statements and footnotes for the fiscal year ended December 28, 2025 included in the Company’s 2025 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 23, 2026 (the “2025 Form 10-K”).
The 2026 and 2025 third quarters and three fiscal quarters referenced herein represent the twelve-week and thirty-six-week periods ended September 6, 2026 and September 7, 2025, respectively. In the opinion of management, all adjustments, consisting of normal recurring items, considered necessary for a fair statement have been included. Operating results for the third quarter and three fiscal quarters ended September 6, 2026 are not necessarily indicative of the results that may be expected for the 53-week fiscal year ending January 3, 2027
.
2. Segment Information
The Company has
three
reportable segments: (i) U.S. stores; (ii) supply chain; and (iii) international franchise.
The Company’s operations are organized by management on the combined basis of line of business and geography. The U.S. stores segment includes operations with respect to all franchised and Company-owned stores in the U.S. The supply chain segment primarily includes the distribution of food and, to a lesser extent, other products, from the Company’s supply chain operations in the U.S. and Canada. The international franchise segment includes operations related to the Company’s franchising business in foreign markets. The Company’s chief operating decision maker is its Chief Executive Officer. Beginning in the first quarter of 2026, the measure used by the chief operating decision maker to evaluate segment performance and allocate resources changed to Segment Adjusted Income from Operations, which represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment. The Company’s chief operating decision maker uses Segment Adjusted Income from Operations to determine future business objectives and targets and for long-range planning for the reportable segments, as well as to evaluate their operating performance.
The tables below summarize the financial information, including revenues, significant segment expenses, Segment Adjusted Income from Operations, capital expenditures and depreciation and amortization, concerning the Company’s reportable segments for the
third quarters and three fiscal quarters ended September 6, 2026 and September 7, 2025. Intersegment revenues are comprised of sales of food and, to a lesser extent, other products, from the supply chain segment to the Company-owned stores in the U.S. stores segment. Intersegment sales prices are market based.
Fiscal Quarter Ended September 6, 2026
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
61,432
$
—
$
—
$
61,432
U.S. franchise royalties and fees
165,638
—
—
165,638
Supply chain
—
764,781
—
764,781
Supply chain – intersegment revenues
—
(
18,627
)
—
(
18,627
)
International franchise royalties and fees
—
—
83,700
83,700
U.S. franchise advertising
128,674
—
—
128,674
Segment revenues
$
355,744
$
746,154
$
83,700
$
1,185,598
Cost of sales – food
18,624
525,015
—
543,639
Cost of sales – labor
19,330
62,382
—
81,712
Cost of sales – other
(1)
16,137
67,731
—
83,868
U.S. franchise advertising
128,674
—
—
128,674
General and administrative
(2)
35,241
18,489
11,960
65,690
Segment Adjusted Income from Operations
$
137,738
$
72,537
$
71,740
$
282,015
Segment capital expenditures
(3)
$
871
$
9,296
$
24
$
10,191
Segment depreciation and amortization
(4)
$
1,750
$
11,101
$
12
$
12,863
7
Three Fiscal Quarters Ended September 6, 2026
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
225,359
$
—
$
—
$
225,359
U.S. franchise royalties and fees
487,817
—
—
487,817
Supply chain
—
2,246,054
—
2,246,054
Supply chain – intersegment revenues
—
(
69,219
)
—
(
69,219
)
International franchise royalties and fees
—
—
246,502
246,502
U.S. franchise advertising
394,106
—
—
394,106
Segment revenues
$
1,107,282
$
2,176,835
$
246,502
$
3,530,619
Cost of sales – food
68,342
1,527,841
—
1,596,183
Cost of sales – labor
71,870
190,275
—
262,145
Cost of sales – other
(1)
58,441
194,731
—
253,172
U.S. franchise advertising
394,106
—
—
394,106
General and administrative
(2)
110,203
49,577
36,940
196,720
Segment Adjusted Income from Operations
$
404,320
$
214,411
$
209,562
$
828,293
Segment capital expenditures
(3)
$
5,850
$
24,451
$
24
$
30,325
Segment depreciation and amortization
(4)
$
6,479
$
31,820
$
49
$
38,348
Significant segment expenses and the measure of segment profit in the tables below for the third quarter and three fiscal quarters ended September 7, 2025 have been recast to reflect the change in the measure of segment profit used by the Company’s chief operating decision maker. Segment Adjusted Income from Operations represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment.
Fiscal Quarter Ended September 7, 2025
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
82,749
$
—
$
—
$
82,749
U.S. franchise royalties and fees
157,155
—
—
157,155
Supply chain
—
722,597
—
722,597
Supply chain – intersegment revenues
—
(
25,638
)
—
(
25,638
)
International franchise royalties and fees
—
—
78,549
78,549
U.S. franchise advertising
131,642
—
—
131,642
Segment revenues
$
371,546
$
696,959
$
78,549
$
1,147,054
Cost of sales – food
24,613
495,249
—
519,862
Cost of sales – labor
25,541
61,887
—
87,428
Cost of sales – other
(1)
19,104
60,758
—
79,862
U.S. franchise advertising
131,642
—
—
131,642
General and administrative
(2)
37,010
18,402
11,266
66,678
Segment Adjusted Income from Operations
$
133,636
$
60,663
$
67,283
$
261,582
Segment capital expenditures
(3)
$
2,629
$
8,248
$
139
$
11,016
Segment depreciation and amortization
(4)
$
2,588
$
9,503
$
14
$
12,105
8
Three Fiscal Quarters Ended September 7, 2025
U.S.
Stores
Supply
Chain
International
Franchise
Total
U.S. Company-owned stores
$
266,803
$
—
$
—
$
266,803
U.S. franchise royalties and fees
464,416
—
—
464,416
Supply chain
—
2,135,164
—
2,135,164
Supply chain – intersegment revenues
—
(
81,219
)
—
(
81,219
)
International franchise royalties and fees
—
—
231,272
231,272
U.S. franchise advertising
387,818
—
—
387,818
Segment revenues
$
1,119,037
$
2,053,945
$
231,272
$
3,404,254
Cost of sales – food
79,103
1,454,349
—
1,533,452
Cost of sales – labor
82,353
183,793
—
266,146
Cost of sales – other
(1)
62,786
177,851
—
240,637
U.S. franchise advertising
387,818
—
—
387,818
General and administrative
(2)
113,205
49,025
34,875
197,105
Segment Adjusted Income from Operations
$
393,772
$
188,927
$
196,397
$
779,096
Segment capital expenditures
(3)
$
5,588
$
22,834
$
139
$
28,561
Segment depreciation and amortization
(4)
$
8,144
$
28,169
$
125
$
36,438
(1)
Cost of sales – other includes delivery, occupancy costs (including rent, telephone, utilities, depreciation and amortization) and insurance expense
.
(2)
General and administrative expense consists primarily of labor cost, depreciation and amortization, computer expenses, professional fees, travel and entertainment, rent, insurance and other. Gains and losses from the sale of assets and refranchising gains and losses are not included in the measurement of Segment Adjusted Income from Operations. Non-cash equity-based compensation expense is not allocated to the reportable segments.
(3)
The Company also had $
11.3
million and $
11.0
million of other capital expenditures not attributable to the reportable segments primarily representing capitalized software in the
third quarters of 2026 and 2025
, respectively. The Company had $
32.2
million and $
29.8
million of other capital expenditures not attributable to the reportable segments primarily representing capitalized software in the
three fiscal quarters of 2026 and 2025
, respectively.
(4)
Segment depreciation and amortization reflects amounts included within cost of sales – other and general and administrative expenses. The Company also had
$
7.9
million
and
$
8.3
million
of depreciation and amortization expense included in general and administrative expense not allocated to the reportable segments in the third quarters of 2026 and 2025, respectively. The Company also had
$
23.2
million
and
$
24.7
million
of depreciation and amortization expense included in general and administrative expense not allocated to the reportable segments in the three fiscal quarters of 2026 and 2025
, respectively.
The following table reconciles Segment Adjusted Income from Operations to income before provision for income taxes:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
2026
September 7,
2025
September 6,
2026
September 7,
2025
Segment Adjusted Income from Operations
$
282,015
$
261,582
$
828,293
$
779,096
General and administrative – unallocated
(1)
(
40,036
)
(
38,414
)
(
135,785
)
(
124,672
)
Refranchising (loss) gain
(
206
)
—
3,881
3,883
Gain on sale of assets
—
—
7,780
—
Income from operations
241,773
223,168
704,169
658,307
Other (expense) income
(
2,539
)
(
3,017
)
(
20,895
)
5,036
Interest income
2,067
4,060
6,182
11,834
Interest expense
(
46,227
)
(
45,012
)
(
138,511
)
(
135,245
)
Income before provision for income taxes
$
195,074
$
179,199
$
550,945
$
539,932
(1)
Represents corporate administrative costs that have not been allocated to a reportable segment including labor (including non-cash equity-based compensation expense), depreciation and amortization, computer expenses, professional fees, travel and entertainment, rent, insurance and other corporate administrative costs.
The Company’s chief operating decision maker is not regularly provided financial information related to the assets of the reportable segments, and he does not evaluate their performance or allocate resources to them based on assets. Therefore, total assets by reportable segment are not included in the Company’s segment disclosures.
9
3. Earnings Per Share
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Net income available to common stockholders – basic and diluted
$
152,179
$
139,319
$
427,740
$
420,061
Basic weighted average number of shares
33,035,670
33,919,706
33,288,988
34,122,385
Earnings per share – basic
$
4.61
$
4.11
$
12.85
$
12.31
Diluted weighted average number of shares
33,114,893
34,146,418
33,416,210
34,366,396
Earnings per share – diluted
$
4.60
$
4.08
$
12.80
$
12.22
The denominators used in calculating diluted earnings per share for common stock for the
third quarters and three fiscal quarters each ended September 6, 2026 and September 7, 2025 do not include the following because the effect of including these shares would be anti-dilutive or because the performance targets for these awards had not yet been met:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Anti-dilutive shares underlying stock-based awards
Stock options
250,330
85,428
250,330
89,147
Restricted stock units
61,024
2,360
61,810
2,360
Performance condition not met
Performance-based restricted stock units
44,102
41,957
44,102
41,957
4. Stockholders’ Deficit
The following tables summarize the changes in stockholders’ deficit for the
third quarter and three fiscal quarters of 2026.
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at June 14, 2026
33,068,845
$
331
$
841
$
(
3,977,546
)
$
(
6,057
)
Net income
—
—
—
152,179
—
Dividends declared on common stock and equivalents
($
1.99
per share)
—
—
—
(
65,729
)
—
Issuance and cancellation of stock awards, net
15,656
—
—
—
—
Tax payments for restricted stock upon vesting
(
4,289
)
—
(
1,341
)
—
—
Purchases of common stock
(
216,282
)
(
2
)
(
15,047
)
(
59,277
)
—
Exercise of stock options
30,803
—
6,227
—
—
Non-cash equity-based compensation expense
—
—
9,697
—
—
Currency translation adjustment
—
—
—
—
626
Balance at September 6, 2026
32,894,733
$
329
$
377
$
(
3,950,373
)
$
(
5,431
)
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at December 28, 2025
33,627,992
$
336
$
1,910
$
(
3,898,622
)
$
(
4,766
)
Net income
—
—
—
427,740
—
Dividends declared on common stock and equivalents
($
5.97
per share)
—
—
—
(
199,169
)
—
Issuance and cancellation of stock awards, net
108,524
1
—
—
—
Tax payments for restricted stock upon vesting
(
36,789
)
—
(
1,646
)
(
12,558
)
—
Purchases of common stock
(
848,503
)
(
8
)
(
39,935
)
(
267,764
)
—
Exercise of stock options
43,509
—
9,205
—
—
Non-cash equity-based compensation expense
—
—
30,843
—
—
Currency translation adjustment
—
—
—
—
(
665
)
Balance at September 6, 2026
32,894,733
$
329
$
377
$
(
3,950,373
)
$
(
5,431
)
10
Subsequent to the end of the third quarter of 2026,
on
October 6, 2026
, the Company’s Board of Directors declared a
$
1.99
per share quarterly dividend on its outstanding common stock for shareholders of record as of
December 15, 2026
to be paid on
December 30, 2026
.
On April 21, 2026, the Company’s Board of Directors approved
an addition of $
1.0
billion to the $
290.2
million that was previously remaining under the Company’s share repurchase program
for a total authorization of $
1.29
billion for future share repurchases as of that date
. As of September 6, 2026,
$
1.15
billion
remained available for future purchases of the Company’s common stock under this share repurchase program.
The following tables summarize the changes in stockholders’ deficit for the
third quarter and three fiscal quarters of 2025.
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at June 15, 2025
33,937,222
$
339
$
843
$
(
3,971,182
)
$
(
4,627
)
Net income
—
—
—
139,319
—
Dividends declared on common stock and equivalents
($
1.74
per share)
—
—
—
(
59,184
)
—
Issuance and cancellation of stock awards, net
17,498
1
—
—
—
Tax payments for restricted stock upon vesting
(
5,287
)
—
(
2,390
)
—
—
Purchases of common stock
(
165,778
)
(
2
)
(
8,722
)
(
66,624
)
—
Exercise of stock options
1,490
—
563
—
—
Non-cash equity-based compensation expense
—
—
10,325
—
—
Currency translation adjustment
—
—
—
—
(
618
)
Balance at September 7, 2025
33,785,145
$
338
$
619
$
(
3,957,671
)
$
(
5,245
)
Accumulated
Additional
Other
Common Stock
Paid-in
Retained
Comprehensive
Shares
Amount
Capital
Deficit
Loss
Balance at December 29, 2024
34,281,927
$
343
$
1,272
$
(
3,956,474
)
$
(
7,432
)
Net income
—
—
—
420,061
—
Dividends declared on common stock and equivalents
($
5.22
per share)
—
—
—
(
178,441
)
—
Issuance and cancellation of stock awards, net
75,668
1
—
—
—
Tax payments for restricted stock upon vesting
(
24,590
)
—
(
10,862
)
—
—
Purchases of common stock
(
596,754
)
(
6
)
(
34,354
)
(
242,817
)
—
Exercise of stock options
48,894
—
12,882
—
—
Non-cash equity-based compensation expense
—
—
31,681
—
—
Currency translation adjustment
—
—
—
—
2,187
Balance at September 7, 2025
33,785,145
$
338
$
619
$
(
3,957,671
)
$
(
5,245
)
11
5. Fair Value Measurements
Fair value measurements enable the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The Company classifies and discloses assets and liabilities carried at fair value in one of the following three categories:
Level 1: Quoted market prices in active markets for identical assets or liabilities.
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3: Unobservable inputs that are not corroborated by market data.
Fair Value of Cash Equivalents and Marketable Securities
The fair values of the Company’s cash equivalents and investments in marketable securities are based on quoted prices in active markets for identical assets.
Fair Value of Investments
The Company holds a non-controlling interest in DPC Dash Ltd (“DPC Dash”), the Company’s master franchisee in China that owns and operates Domino’s Pizza stores in that market. The Company accounts for its investment in DPC Dash as a trading security and records it at fair value at the end of each reporting period, with gains and losses recorded in other income or expense in its condensed consolidated statements of income. As of September 6, 2026 and December 28, 2025
, the fair value of the Company’s investment in DPC Dash ordinary shares is based on the active exchange quoted price for the equity security (HK$
30.50
per share as of
September 6, 2026
and HK$
71.90
per share as of
December 28, 2025). The Company owne
d
3,901,019
ordinary shares as of September 6, 2026 and December 28, 2025
, representing
3.0
% of DPC Dash’s ordinary shares as of the respective dates.
The Company recorded a negative adjustment of
$
2.5
million
in the third quarter of 2026 and a negative adjustment of
$
20.9
million
in the three fiscal quarters of 2026 to the carrying amount of its investment in DPC Dash, with the unrealized losses recorded in other (expense) income in
the Company’s condensed consolidated statements of income. The Company sold
4,200,000
ordinary shares of its investment in DPC Dash in the second quarter of 2025 for net proceeds of
$
44.1
million
. The Company recorded a negative adjustment of
$
3.0
million
in the third quarter of 2025 and a total net positive adjustment of
$
5.0
million
in the three fiscal quarters of 2025 to the carrying amount of its investment in DPC Dash, with the net realized and unrealized losses and gains recorded in other (expense) income in the Company’s condensed consolidated statements of income.
The following tables summarize the carrying amounts and fair values of certain assets at
September 6, 2026 and December 28, 2025:
At September 6, 2026
Fair Value Estimated Using
Carrying
Level 1
Level 2
Level 3
Amount
Inputs
Inputs
Inputs
Cash equivalents
$
101,988
$
101,988
$
—
$
—
Restricted cash equivalents
113,493
113,493
—
—
Investments in marketable securities
28,079
28,079
—
—
Advertising fund cash equivalents, restricted
57,259
57,259
—
—
Investment in DPC Dash
15,175
15,175
—
—
At December 28, 2025
Fair Value Estimated Using
Carrying
Level 1
Level 2
Level 3
Amount
Inputs
Inputs
Inputs
Cash equivalents
$
54,306
$
54,306
$
—
$
—
Restricted cash equivalents
146,517
146,517
—
—
Investments in marketable securities
24,971
24,971
—
—
Advertising fund cash equivalents, restricted
65,604
65,604
—
—
Investment in DPC Dash
36,070
36,070
—
—
12
Fair Value of Debt
The estimated fair values of the Company’s fixed rate notes are classified as Level 2 measurements, as the Company estimates the fair value amount by using available market information. The Company obtained quotes from two separate brokerage firms that are knowledgeable about the Company’s fixed rate notes and, at times, trade these notes. The Company also performed its own internal analysis based on the information gathered from public markets, including information on notes that are similar to those of the Company. However, considerable judgment is required to interpret market data to estimate fair value. Accordingly, the fair value estimates presented are not necessarily indicative of the amount that the Company or the noteholders could realize in a current market exchange. The use of different assumptions and/or estimation methodologies may have a material effect on the estimated fair values stated below.
Management estimated the approximate fair values of the Company
’s notes as follows:
September 6, 2026
December 28, 2025
Principal Amount
Fair Value
Principal Amount
Fair Value
2017 Ten-Year Notes
$
940,000
$
933,420
$
940,000
$
934,360
2018 9.25-Year Notes
379,000
377,484
379,000
377,863
2019 Ten-Year Notes
648,000
620,136
648,000
624,024
2021 7.5-Year Notes
826,625
785,294
826,625
785,294
2021 Ten-Year Notes
972,500
885,948
972,500
893,728
2025 Five-Year Notes
500,000
494,000
500,000
503,000
2025 Seven-Year Notes
500,000
493,500
500,000
506,000
The Company had no outstanding borrowings under its variable funding notes at September 6, 2026 or December 28, 2025
.
6. Leverage Ratio and Debt Classification
While the Company’s senior notes are outstanding, scheduled payments of principal and interest are required to be made on a quarterly basis. In accordance with the Company’s debt agreements, the payment of principal on the 2025 Five-Year Notes and the 2025 Seven-Year Notes (refer to Note 5, above) may be suspended if either the Holdco Leverage Ratio or Senior Leverage Ratio is less than or equal to 5.5x total debt to either Consolidated Adjusted EBITDA or Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. In accordance with the Company’s debt agreements, the payment of principal on the 2021 7.5-Year Notes, 2021 Ten-Year Notes, 2019 Ten-Year Notes, 2018 9.25-Year Notes and 2017 Ten-Year Notes (refer to Note 5, above) may be suspended if the Holdco Leverage Ratio is less than or equal to 5.0x total debt to Consolidated Adjusted EBITDA, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. As of the end of the third quarter of 2026, the Company satisfied the non-amortization tests for each respective series of notes, and has classified the outstanding principal amounts of the 2025 Five-Year Notes, 2025 Seven-Year Notes, 2021 7.5-Year Notes, 2021 Ten-Year Notes and 2019 Ten-Year Notes as long-term debt in the condensed consolidated balance sheets as of September 6, 2026. As of the end of the fourth quarter of 2025, the Company satisfied the non-amortization tests for each respective series of notes, and accordingly, the outstanding principal amounts of the notes have been classified as long-term debt in the condensed consolidated balance sheets as of December 28, 2025.
The legal final maturity dates of the 2018 9.25-Year Notes and the 2017 Ten-Year Notes are July 2048 and October 2047, respectively. However, the anticipated repayment date for the 2018 9.25-Year Notes and 2017 Ten-Year Notes is July 2027, and accordingly, the outstanding principal amounts for these notes have been classified as the current portion of long-term debt in the condensed consolidated balance sheet as of September 6, 2026. The Company expects to refinance the 2018 9.25-Year Notes and 2017 Ten-Year Notes prior to the anticipated repayment date. If the Company does not repay or refinance the 2018 9.25-Year Notes and 2017 Ten-Year Notes
prior to the anticipated repayment date, additional interest of at least
5
% per annum will accrue, and the Company’s securitized cash flows other than a weekly management fee to cover certain operating expenses would be directed to the repayment of the securitized debt.
13
7. Revenue Disclosures
Contract Liabilities
Contract liabilities primarily consist of deferred franchise fees and deferred development fees. Deferred franchise fees and deferred development fees of
$
4.5
million
and
$
4.8
million
were included in current other accrued liabilities as of September 6, 2026 and December 28, 2025, respectively. Deferred franchise fees and deferred development fees of
$
13.0
million
and
$
12.5
million
were included in long-term other accrued liabilities as of September 6, 2026 and December 28, 2025, respectively.
Changes in deferred franchise fees and deferred development fees for the
three fiscal quarters of 2026 and 2025 were as follows:
Three Fiscal Quarters Ended
September 6,
September 7,
2026
2025
Deferred franchise fees and deferred development fees, beginning of period
$
17,318
$
20,946
Revenue recognized during the period
(
4,565
)
(
4,316
)
New deferrals due to cash received and other
4,752
3,297
Deferred franchise fees and deferred development fees, end of period
$
17,505
$
19,927
Advertising Fund Assets
As of September 6, 2026, advertising fund assets, restricted of
$
98.0
million
consisted of
$
71.4
million
of cash and cash equivalents,
$
19.0
million
of accounts receivable and
$
7.6
million
of prepaid expenses. As of September 6, 2026, advertising fund cash and cash equivalents included
$
1.4
million
of cash contributed from U.S. Company-owned stores that had not yet been expended.
As of December 28, 2025, advertising fund assets, restricted of
$
117.5
million
consisted of
$
92.2
million
of cash and cash equivalents,
$
18.4
million
of accounts receivable and
$
6.9
million
of prepaid expenses. As of December 28, 2025, advertising fund cash and cash equivalents included
$
2.1
million
of cash contributed from U.S. Company-owned stores that had not yet been expended.
8. Leases
The Company leases certain retail store and supply chain center locations, vehicles, equipment and its corporate headquarters with expiration dates through 2047. Rent expense totaled
$
22.8
million
and
$
67.7
million
in the third quarter and three fiscal quarters of 2026, respectively. Rent expense totaled
$
21.8
million
and
$
65.9
million
in the third quarter and three fiscal quarters of 2025, respectively. Rent expense includes operating lease cost, as well as expense for non-lease components including common area maintenance, real estate taxes and insurance for the Company’s real estate leases. Rent expense also includes the variable rate per mile driven and fixed maintenance charges for the Company’s supply chain center tractors and trailers and expense for short-term rentals. Rent expense for certain short-term supply chain center tractor and trailer rentals was
$
0.6
million
and
$
2.4
million
in the third quarter and three fiscal quarters of 2026, respectively. Rent expense for certain short-term supply chain center tractor and trailer rentals was
$
1.4
million
and
$
5.0
million
in the third quarter and three fiscal quarters of 2025, respectively. Variable rent expense and rent expense for other short-term leases were immaterial in both the third quarter and three fiscal quarters of 2026 and 2025.
The components of operating and finance lease cost for the
third quarters and three fiscal quarters of 2026 and 2025 were as follows:
Fiscal Quarter Ended
Three Fiscal Quarters Ended
September 6,
September 7,
September 6,
September 7,
2026
2025
2026
2025
Operating lease cost
$
12,111
$
11,991
$
36,921
$
36,213
Finance lease cost:
Amortization of right-of-use assets
2,096
1,239
5,489
3,737
Interest on lease liabilities
2,019
844
5,243
2,571
Total finance lease cost
$
4,115
$
2,083
$
10,732
$
6,308
14
Supplemental balance sheet information related to the Company’s finance leases as of
September 6, 2026 and December 28, 2025 was as follows:
September 6, 2026
December 28, 2025
Land and buildings
$
149,087
$
80,457
Equipment
3,151
4,225
Finance lease assets
152,238
84,682
Accumulated depreciation and amortization
(
36,613
)
(
32,908
)
Finance lease assets, net
$
115,625
$
51,774
Current portion
of long-term debt
$
7,681
$
6,017
Long-term debt
, less current portion
118,932
55,991
Total principal payable on finance leases
$
126,613
$
62,008
Supplemental cash flow information related to leases for the
three fiscal quarters of 2026 and 2025 were as follows:
Three Fiscal Quarters Ended
September 6,
September 7,
2026
2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
37,707
$
35,123
Operating cash flows from finance leases
5,243
2,571
Financing cash flows from finance leases
4,020
3,022
Cash paid for amounts included in the measurement of
financing obligation from sale leaseback:
Operating cash flows from sale leaseback
889
792
Financing cash flows from sale leaseback
77
63
Right-of-use assets obtained in exchange for lease obligations:
Operating leases
49,689
46,300
Finance leases
69,116
—
As of September 6, 2026, the Company
had additional leases for certain supply chain real estate and certain supply chain vehicles that had not yet commenced with estimated future minimum rental commitments of $
90.7
million. These leases are expected to commence in 2026 and 2027 with lease terms of up to 21 years. These undiscounted amounts will be included in the Company’s condensed consolidated balance sheet at the respective commencement dates.
The Company has guaranteed lease payments related to certain franchisees’ lease arrangements. The maximum amount of potential future payments under these guarantees was
$
18.4
million and $
12.6
million as of
September 6, 2026 and December 28, 2025
, respectively. The Company does not believe these arrangements have had or are likely to have a material effect on its results of operations, financial condition, revenues, expenses or liquidity.
9. Supplemental Disclosures of Cash Flow Information
The Company had non-cash investing activities related to accruals for capital expenditures of
$
4.2
million
at September 6, 2026 and
$
2.4
million
at December 28, 2025. The Company had
$
2.8
million
in non-cash financing activity related to accruals for excise taxes on share repurchases as of September 6, 2026. The Company had
$
3.3
million
in non-cash financing activity related to accruals for excise taxes on share repurchases as of December 28, 2025, which was paid in the second quarter of 2026
.
15
10. Asset Acquisitions and Dispositions
During the second quarter of 2026, the Company refranchised
77
U.S. Company-owned stores in Virginia and Michigan for proceeds of $
19.8
million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $
2.8
million reduction in goodwill, was $
3.9
million and recorded in refranchising gain in the Company’s condensed consolidated statements of income.
During the first quarter of 2026, the Company sold its fully depreciated corporate aircraft for net proceeds and a pre-tax realized gain of $
7.8
million.
During the second quarter of 2025, the Company refranchised
36
U.S.
Company-owned stores in Maryland for proceeds of
$
8.5
million. The
pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $
1.4
million reduction in goodwill, was
$
3.9
million
and was recorded in refranchising gain in the Company’s condensed consolidated statements of income.
During the first quarter of 2025, the Company purchased
two
U.S. franchised
stores from one of the Company
’
s former U.S. franchisees for $
0.9
million. The Company recorded $
0.3
million of intangibles, $
0.1
million of equipment and leasehold improvements and $
0.5
million of goodwill.
11. New Accounting Pronouncements
The Company has considered all new accounting standards issued by the Financial Accounting Standards Board (“FASB”) and adopted the following accounting standard:
Recently Adopted Accounting Standards
Accounting Standards Update (“ASU”) 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818)
In May 2026, the FASB issued
ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818) (“ASU 2026-02”)
, which establishes guidance on the recognition, measurement, presentation and disclosure of environmental credits and related obligations. ASU 2026-02 provides a framework for accounting for environmental credit assets, including those generated, purchased or received, and environmental credit obligations. It also requires entities to assess the intended use of environmental credits, and, in certain cases, evaluate such credits for impairment. In addition, ASU 2026-02 introduces enhanced annual disclosure requirements related to environmental credits and associated obligations.
The Company early adopted ASU 2026-02 in the third quarter of 2026 in connection with the commencement of a new virtual power purchase agreement, and adoption did not have a material impact on the Company’s condensed consolidated financial statements.
Accounting Standards Not Yet Adopted
The Company has considered all new accounting standards issued by the FASB. The Company has not yet adopted the following accounting standards:
ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40)
In November 2024, the FASB issued
ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”)
, which requires disclosure in the notes to the consolidated financial statements on an annual and interim basis, of amounts of purchases of inventory, employee compensation, depreciation and intangible asset amortization for all expense captions presented on the face of the consolidated statements of income. The standard also requires a qualitative description of the amounts remaining in those expense captions that are not separately disaggregated. The standard also requires disclosure of the composition and amount of selling expenses.
ASU 2024-03 is effective for annual reporting fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, and early adoption is permitted. The standard may be adopted either prospectively or retrospectively. The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements.
16
ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software
In September 2025, the FASB issued
ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”)
, to modernize the accounting guidance for the costs to develop software for internal use. The standard applies to costs incurred to develop or obtain software for internal use. ASU 2025-06 amends the existing standard that refers to various stages of a software development project to align better with current software development methods, such as agile programming. Under the new standard, entities will commence capitalizing eligible costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable that the project will be completed and the software will be used to perform the function intended. The new standard also supersedes the guidance related to costs incurred to develop a website.
ASU 2025-06 guidance is effective for annual periods beginning after December 15, 2027, and early adoption is permitted. The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis. The Company is currently evaluating the impact of this accounting standard on its condensed consolidated financial statements.
17
Ite
m 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
(Unaudited; tabular amounts in millions, except percentages and store data)
The 2026 and 2025 third quarters referenced herein represent the twelve-week periods ended September 6, 2026 and September 7, 2025, respectively. The 2026 and 2025 three fiscal quarters referenced herein represent the thirty-six-week periods ended September 6, 2026 and September 7, 2025, respectively. In this section, we discuss the results of our operations for the third quarter and three fiscal quarters of 2026 compared to the third quarter and three fiscal quarters of 2025.
Overview
Domino’s is the largest pizza company in the world with more than 22,700 locations in over 90 markets around the world as of September 6, 2026, and operates two distinct service models within its stores, with a significant business in both delivery and carryout. We are a highly recognized global brand, and we focus on value while serving neighborhoods locally through our large worldwide network of franchise owners and U.S. Company-owned stores through both the delivery and carryout service models. We have been selling quality, affordable food to our customers since 1960. We became “Domino’s Pizza” in 1965 and opened our first franchised store in 1967. For more than 65 years, we have built Domino’s into one of the most widely-recognized consumer brands in the world. We believe our commitment to value, convenience, quality and new products continues to keep consumers engaged with the brand.
We are primarily a franchisor, with approximately 99% of Domino’s global stores owned and operated by our independent franchisees as of September 6, 2026. Franchising enables an individual to be a business owner and maintain control over all employment-related matters and pricing decisions, while also benefiting from the strength of the Domino’s global brand and operating system with limited capital investment by us.
Domino’s business model is straightforward: Domino’s stores handcraft and serve quality food at a competitive price, with easy ordering access and efficient service, enhanced by our technological innovations. Our hand-tossed dough is made fresh and distributed to stores around the world by us and our franchisees.
Domino’s generates revenues and earnings by charging royalties and fees to our franchisees. Royalties are ongoing percent-of-sales fees for use of the Domino’s
®
brand marks. We also generate revenues and earnings by selling food and, to a lesser extent, other products to franchisees through our supply chain operations primarily in the U.S. and Canada and by operating a number of Company-owned stores in the U.S. Franchisees profit by selling pizza and other complementary items to their local customers. In our international markets, we generally grant geographical rights to the Domino’s Pizza
®
brand to master franchisees. These master franchisees are charged with developing their geographical area, and they may profit by sub-franchising and selling food and, to a lesser extent, other products to those sub-franchisees, as well as by running pizza stores. We believe that everyone in the system can benefit from the franchise model, including the end consumer, who can purchase Domino’s menu items for themselves and their family conveniently and economically.
Domino’s business model can yield strong returns for our franchise owners and our Company-owned stores. It can also yield significant cash flows to us, through consistent franchise royalty and supply chain revenue streams, all within an asset-light model. We have historically returned cash to shareholders through dividend payments and share repurchases. Domino’s financial results are driven largely by retail sales at our franchised and Company-owned stores. Changes in retail sales are primarily driven by same store sales growth and net store growth. We actively monitor both of these metrics, as they directly impact our revenues and profits, and we strive to consistently increase both metrics. Retail sales drive royalty payments from franchisees, as well as Company-owned store and supply chain revenues.
At Domino’s, we believe we have a proven business model for success that has historically driven strong returns for our shareholders. Our Hungry for MORE strategy aims to generate MORE sales, MORE stores and MORE profits. The strategic imperatives of our Hungry for MORE strategy are as follows:
Most Delicious Food:
We believe we have the best pizza in the industry, and our menu has even more mouthwatering options beyond pizza. We will continue to showcase the breadth of our menu, while highlighting the deliciousness of our food through our innovative marketing promotions.
Operational Excellence:
We are relentless in our focus on convenience, consistency and efficiency for our customers.
Renowned Value:
We are committed to continuing to offer competitive pricing and personalized value for our customers that is innovative and memorable.
Enhanced by Best-in-Class Franchisees:
Our franchisees play a vital role in driving results and excitement across the more than 90 markets in which we operate.
18
Third Quarter of 2026 Highlights
As discussed above, our Hungry for MORE strategy aims to generate MORE sales, MORE stores and MORE profits.
•
MORE Sales: Global retail sales, excluding foreign currency impact (which includes total retail sales at Company-owned and franchised stores worldwide), increased 3.2% compared to the third quarter of 2025. U.S. retail sales increased 2.1% and international retail sales, excluding foreign currency impact, increased 4.3% compared to the third quarter of 2025. Same store sales increased 0.3% in our U.S. stores and increased 0.2% in our international stores (excluding foreign currency impact).
•
MORE Stores: Global net store growth of 175 stores, including 26 net store openings in the U.S. and 149 net store openings internationally.
•
MORE Profits: Income from operations increased 8.3%.
Three Fiscal Quarters of 2026 Highlights
•
MORE Sales: Global retail sales, excluding foreign currency impact (which includes total retail sales at Company-owned and franchised stores worldwide), increased 3.2% compared to the three fiscal quarters of 2025. U.S. retail sales increased 2.3% and international retail sales, excluding foreign currency impact, increased 4.1% compared to the three fiscal quarters of 2025. Same store sales increased 0.4% in our U.S. stores and declined 0.1% in our international stores (excluding foreign currency impact).
•
MORE Stores: Global net store growth of 564 stores, including 71 net store openings in the U.S. and 493 net store openings internationally.
•
MORE Profits: Income from operations increased 7.0%.
Excluding the impact of changes in foreign currency, Domino’s experienced global retail sales growth during the third quarter and three fiscal quarters of 2026, driven by net store growth during the trailing four quarters in both our U.S. and international businesses. Overall, we believe our global retail sales growth, excluding foreign currency impact, marketing initiatives, operations and emphasis on technology have combined to strengthen our brand. These financial and statistical measures are described in additional detail below.
Statistical Measures
The tables below outline certain statistical measures we utilize to analyze our performance. This historical data is not necessarily indicative of results to be expected for any future period.
Global Retail Sales
Global retail sales is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Global retail sales refers to total worldwide retail sales at Company-owned and franchised stores. We believe global retail sales information is useful in analyzing revenues because franchisees pay royalties and, in the U.S., advertising fees that are based on a percentage of franchise retail sales. We review comparable industry global retail sales information to assess business trends and to track the growth of the Domino’s Pizza brand, and we believe it is indicative of the financial health of our franchisee base. In addition, supply chain revenues are directly impacted by changes in franchise retail sales in the U.S. and Canada. As a result, sales by Domino’s franchisees have a direct effect on our profitability. Retail sales for franchised stores are reported to us by our franchisees and are not included in our revenues. The amounts below are presented in millions of U.S. dollars.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Global retail sales:
U.S. stores
$
2,368.6
$
2,320.4
$
7,052.3
$
6,896.8
International stores
2,471.8
2,375.8
7,377.8
6,933.5
Total
$
4,840.4
$
4,696.2
$
14,430.1
$
13,830.3
19
Global Retail Sales Growth, Excluding Foreign Currency Impact
Global retail sales growth, excluding foreign currency impact is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Global retail sales growth, excluding foreign currency impact, is calculated as the change of local currency global retail sales against the comparable period of the prior year. Changes in global retail sales growth, excluding foreign currency impact are primarily driven by same store sales growth and net store growth.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. stores
+ 2.1%
+ 7.0%
+ 2.3%
+ 4.5%
International stores (excluding foreign currency impact)
+ 4.3%
+ 5.7%
+ 4.1%
+ 6.6%
Total (excluding foreign currency impact)
+ 3.2%
+ 6.3%
+ 3.2%
+ 5.5%
Same Store Sales Growth
Same store sales growth is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Same store sales growth is calculated for a given period by including only sales from stores that also had sales in the comparable weeks of both periods. International same store sales growth is calculated similarly to U.S. same store sales growth. Changes in international same store sales are reported on a constant dollar basis, which reflects changes in international local currency sales. Same store sales growth for transferred stores is reflected in their current classification.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
+ 1.0%
+ 3.4%
+ 2.5%
+ 1.0%
U.S. franchise stores
+ 0.3%
+ 5.3%
+ 0.4%
+ 2.7%
U.S. stores
+ 0.3%
+ 5.2%
+ 0.4%
+ 2.7%
International stores (excluding foreign currency impact)
+ 0.2%
+ 1.7%
(0.1)%
+ 2.5%
U.S. same store sales increased 0.3% in the third quarter of 2026, rolling over an increase in U.S. same store sales of 5.2% in the third quarter of 2025. U.S. same store sales increased 0.4% in the three fiscal quarters of 2026, rolling over an increase in U.S. same store sales of 2.7% in the three fiscal quarters of 2025. The increases in U.S. same store sales in both the third quarter and three fiscal quarters of 2026 were driven by higher customer transaction counts, partially offset by lower average ticket. International same store sales (excluding foreign currency impact) increased 0.2% in the third quarter of 2026, rolling over an increase in international same store sales (excluding foreign currency impact) of 1.7% in the third quarter of 2025. International same store sales (excluding foreign currency impact) declined 0.1% in the three fiscal quarters of 2026, rolling over an increase in international same store sales (excluding foreign currency impact) of 2.5% in the three fiscal quarters of 2025.
Net Store Growth
Net store growth is a commonly used statistical measure in the quick-service restaurant industry that is important to understanding performance. Net store growth is calculated by netting gross store openings with gross store closures during the period. Transfers between Company-owned stores and franchised stores are excluded from the calculation of net store growth.
U.S.
Company-
owned
Stores
U.S.
Franchise
Stores
Total
U.S.
Stores
International Stores
Total
Store count at June 14, 2026
186
7,045
7,231
15,300
22,531
Openings
1
27
28
200
228
Closings
—
(2
)
(2
)
(51
)
(53
)
Store count at September 6, 2026
187
7,070
7,257
15,449
22,706
Third quarter 2026 net store growth
1
25
26
149
175
Trailing four quarters net store growth
5
162
167
789
956
20
Income Statement Data
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues:
U.S. Company-owned stores
$
61.4
$
82.7
$
225.4
$
266.8
U.S. franchise royalties and fees
165.6
157.2
487.8
464.4
Supply chain
746.2
697.0
2,176.8
2,053.9
International franchise royalties and fees
83.7
78.5
246.5
231.3
U.S. franchise advertising
128.7
131.6
394.1
387.8
Total revenues
1,185.6
100.0
%
1,147.1
100.0
%
3,530.6
100.0
%
3,404.3
100.0
%
Cost of sales:
U.S. Company-owned stores
54.1
69.3
198.7
224.2
Supply chain
655.1
617.9
1,912.8
1,816.0
Total cost of sales
709.2
59.8
%
687.2
59.9
%
2,111.5
59.8
%
2,040.2
59.9
%
Gross margin
476.4
40.2
%
459.9
40.1
%
1,419.1
40.2
%
1,364.0
40.1
%
General and administrative
105.7
8.9
%
105.1
9.1
%
332.5
9.4
%
321.8
9.5
%
U.S. franchise advertising
128.7
10.9
%
131.6
11.5
%
394.1
11.2
%
387.8
11.4
%
Refranchising loss (gain)
0.2
0.0
%
—
—
(3.9
)
(0.1
)%
(3.9
)
(0.1
)%
Gain on sale of assets
—
—
—
—
(7.8
)
(0.2
)%
—
—
Income from operations
241.8
20.4
%
223.2
19.5
%
704.2
19.9
%
658.3
19.3
%
Other (expense) income
(2.5
)
(0.2
)%
(3.0
)
(0.3
)%
(20.9
)
(0.6
)%
5.0
0.2
%
Interest expense, net
(44.2
)
(3.7
)%
(41.0
)
(3.6
)%
(132.3
)
(3.7
)%
(123.4
)
(3.6
)%
Income before provision for income taxes
195.1
16.5
%
179.2
15.6
%
550.9
15.6
%
539.9
15.9
%
Provision for income taxes
42.9
3.7
%
39.9
3.5
%
123.2
3.5
%
119.9
3.6
%
Net income
$
152.2
12.8
%
$
139.3
12.1
%
$
427.7
12.1
%
$
420.1
12.3
%
Revenues
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
$
61.4
5.2
%
$
82.7
7.2
%
$
225.4
6.4
%
$
266.8
7.8
%
U.S. franchise royalties and fees
165.6
14.0
%
157.2
13.7
%
487.8
13.8
%
464.4
13.7
%
Supply chain
746.2
62.9
%
697.0
60.8
%
2,176.8
61.6
%
2,053.9
60.3
%
International franchise royalties and fees
83.7
7.1
%
78.5
6.8
%
246.5
7.0
%
231.3
6.8
%
U.S. franchise advertising
128.7
10.8
%
131.6
11.5
%
394.1
11.2
%
387.8
11.4
%
Total revenues
$
1,185.6
100.0
%
$
1,147.1
100.0
%
$
3,530.6
100.0
%
$
3,404.3
100.0
%
Revenues primarily consist of retail sales from our Company-owned stores, royalties and fees and advertising contributions from our U.S. franchised stores, royalties and fees from our international franchised stores and sales of food and, to a lesser extent, other products from our supply chain centers to substantially all of our U.S. franchised stores and certain international franchised stores. Company-owned store and franchised store revenues may vary from period to period due to changes in store count mix. Supply chain revenues may vary significantly from period to period as a result of fluctuations in commodity prices as well as the mix of products we sell.
Consolidated revenues increased $38.5 million, or 3.4%, in the third quarter of 2026 compared to the third quarter of 2025, and consolidated revenues increased $126.4 million, or 3.7%, in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025, primarily due to higher supply chain revenues and higher global franchise royalty revenues. The increases in supply chain revenues were primarily attributable to higher order volumes, as well as an increase in our food basket pricing to stores. The increases in U.S. and international franchise royalties and fees revenues were driven primarily by net store growth during the trailing four quarters. These increases in revenues were partially offset by lower U.S. Company-owned store revenues as a result of the refranchising of certain of our U.S. Company-owned store markets. These changes in revenues are described in more detail below.
21
U.S. Stores
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. Company-owned stores
$
61.4
17.3
%
$
82.7
22.3
%
$
225.4
20.4
%
$
266.8
23.8
%
U.S. franchise royalties and fees
165.6
46.5
%
157.2
42.3
%
487.8
44.0
%
464.4
41.5
%
U.S. franchise advertising
128.7
36.2
%
131.6
35.4
%
394.1
35.6
%
387.8
34.7
%
Total U.S. stores revenues
$
355.7
100.0
%
$
371.5
100.0
%
$
1,107.3
100.0
%
$
1,119.0
100.0
%
U.S. Company-owned Stores
Revenues from U.S. Company-owned store operations decreased $21.3 million, or 25.8%, in the third quarter of 2026 as a result of the refranchising of certain of our U.S. Company-owned store markets in the second quarter of 2026. Revenues from U.S. Company-owned store operations decreased $41.4 million, or 15.5%, in the three fiscal quarters of 2026 as a result of the refranchising of certain of our U.S. Company-owned store markets in the second quarters of 2026 and 2025. These decreases were partially offset by higher same store sales.
U.S. Company-owned same store sales increased 1.0% in the third quarter of 2026 and increased 3.4% in the third quarter of 2025. U.S. Company-owned same store sales increased 2.5% in the three fiscal quarters of 2026 and increased 1.0% in the three fiscal quarters of 2025.
U.S. Franchise Royalties and Fees
Revenues from U.S. franchise royalties and fees increased $8.5 million, or 5.4%, in the third quarter of 2026, and increased $23.4 million, or 5.0%, in the three fiscal quarters of 2026, each due to an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters.
U.S. franchise same store sales increased 0.3% in the third quarter of 2026 and increased 5.3% in the third quarter of 2025. U.S. franchise same store sales increased 0.4% in the three fiscal quarters of 2026 and increased 2.7% in the three fiscal quarters of 2025.
U.S. Franchise Advertising
Revenues from U.S. franchise advertising decreased $3.0 million, or 2.3%, in the third quarter of 2026 primarily due to an increase in advertising incentives related to certain brand promotions, partially offset by an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters. Revenues from U.S. franchise advertising increased $6.3 million, or 1.6%, in the three fiscal quarters of 2026 due to an increase in the average number of U.S. franchised stores open during the period primarily resulting from net store growth during the trailing four quarters, but this increase was partially offset by an increase in advertising incentives related to certain brand promotions.
Supply Chain
Supply chain revenues increased $49.2 million, or 7.1%, in the third quarter of 2026, and increased $122.9 million, or 6.0%, in the three fiscal quarters of 2026, primarily due to higher order volumes, as well as an increase in our food basket pricing to stores. Our food basket pricing to stores increased 2.2% in the third quarter of 2026 and increased 2.3% in the three fiscal quarters of 2026, which resulted in an estimated $17 million increase in supply chain revenues in the third quarter of 2026 and an estimated $51 million increase in the three fiscal quarters of 2026. The food basket pricing change, a statistical measure utilized by management, is calculated as the percentage change of the food basket (including both food and cardboard products) purchased by an average U.S. store (based on average weekly unit sales) from our U.S. supply chain centers against the comparable period of the prior year. We believe this measure is important to understanding Company performance because as our food basket prices fluctuate, our revenues, cost of sales and gross margin percentages in our supply chain segment also fluctuate.
22
International Franchise Royalties and Fee Revenues
Revenues from international franchise royalties and fees increased $5.2 million, or 6.6%, in the third quarter of 2026, and increased $15.2 million, or 6.6%, in the three fiscal quarters of 2026, primarily due to an increase in the average number of international franchised stores open during the period resulting from net store growth during the trailing four quarters. The negative impact of changes in foreign currency exchange rates of approximately $0.2 million in the third quarter of 2026 partially offset the increase in international franchise royalties and fees revenues, while the positive impact of changes in foreign currency exchange rates of approximately $4.5 million in the three fiscal quarters of 2026 further contributed to the increase in international franchise royalties and fees revenues. The impact of changes in foreign currency exchange rates on international franchise royalty revenues, a statistical measure utilized by management, is calculated as the difference in international franchise royalty revenues resulting from translating current year local currency results to U.S. dollars at current year exchange rates compared to prior year exchange rates. We believe this measure is important to understanding Company performance given the significant variability in international franchise royalty revenues that can be driven by changes in foreign currency exchange rates.
International franchise same store sales increased 0.2% in the third quarter of 2026 and increased 1.7% in the third quarter of 2025, each excluding the impact of foreign currency exchange rates. International franchise same store sales declined 0.1% in the three fiscal quarters of 2026 and increased 2.5% in the three fiscal quarters of 2025, each excluding the impact of foreign currency exchange rates.
Cost of Sales / Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Total revenues
$
1,185.6
100.0
%
$
1,147.1
100.0
%
$
3,530.6
100.0
%
$
3,404.3
100.0
%
Total cost of sales
709.2
59.8
%
687.2
59.9
%
2,111.5
59.8
%
2,040.2
59.9
%
Gross margin
$
476.4
40.2
%
$
459.9
40.1
%
$
1,419.1
40.2
%
$
1,364.0
40.1
%
Consolidated cost of sales consists of U.S. Company-owned store and supply chain costs incurred to generate related revenues. Components of consolidated cost of sales primarily include food and labor costs, as well as other costs including delivery, occupancy costs (including rent, telephone, utilities and depreciation) and insurance expense. Consolidated gross margin (which we define as revenues less cost of sales) increased $16.5 million, or 3.6%, in the third quarter of 2026, and increased $55.1 million, or 4.0%, in the three fiscal quarters of 2026, each primarily due to higher global franchise royalty revenues as discussed above, as well as gross margin dollar growth within supply chain, discussed below. These increases were partially offset by lower U.S. Company-owned store gross margins, discussed below. Franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on gross margin. Additionally, as food basket prices fluctuate, revenues, cost of sales and gross margin percentages in our supply chain segment also fluctuate, and further, cost of sales, gross margins and gross margin percentages for our U.S. Company-owned stores also fluctuate.
As a percentage of revenues, consolidated gross margin increased 0.1 percentage points to 40.2% in both the third quarter and three fiscal quarters of 2026, from 40.1% in both the third quarter and three fiscal quarters of 2025. U.S. Company-owned store gross margin decreased 4.3 and 4.1 percentage points in the third quarter and three fiscal quarters of 2026, respectively. Supply chain gross margin increased 0.9 and 0.5 percentage points in the third quarter and three fiscal quarters of 2026, respectively. Changes in the significant components of gross margin are described in more detail below.
23
U.S. Company-Owned Store Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues
$
61.4
100.0
%
$
82.7
100.0
%
$
225.4
100.0
%
$
266.8
100.0
%
Cost of sales
54.1
88.0
%
69.3
83.7
%
198.7
88.1
%
224.2
84.0
%
Store gross margin
$
7.3
12.0
%
$
13.5
16.3
%
$
26.7
11.9
%
$
42.6
16.0
%
U.S. Company-owned store gross margin (which does not include certain store-level costs such as royalties and advertising) decreased $6.2 million, or 45.6%, in the third quarter of 2026 and decreased $15.9 million, or 37.3%, in the three fiscal quarters of 2026. As a percentage of store revenues, U.S. Company-owned store gross margin decreased 4.3 percentage points in the third quarter of 2026 and decreased 4.1 percentage points in the three fiscal quarters of 2026. These changes in gross margin as a percentage of revenues are discussed in additional detail below.
•
Food costs increased 0.6 percentage points to 30.3% in the third quarter of 2026 and increased 0.7 percentage points to 30.3% in the three fiscal quarters of 2026, each driven by the increase in the food basket pricing to stores.
•
Labor costs increased 0.6 percentage points to 31.5% in the third quarter of 2026 and increased 1.0 percentage point to 31.9% in the three fiscal quarters of 2026, each driven by higher wage rates.
•
Higher insurance costs contributed to the remaining decreases in U.S. Company-owned store gross margin as a percentage of revenues in the respective periods.
Supply Chain Gross Margin
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Revenues
$
746.2
100.0
%
$
697.0
100.0
%
$
2,176.8
100.0
%
$
2,053.9
100.0
%
Cost of sales
655.1
87.8
%
617.9
88.7
%
1,912.8
87.9
%
1,816.0
88.4
%
Supply chain gross margin
$
91.1
12.2
%
$
79.1
11.3
%
$
264.0
12.1
%
$
238.0
11.6
%
Supply chain gross margin increased $12.0 million, or 15.1%, in the third quarter of 2026, and increased $26.0 million, or 10.9%, in the three fiscal quarters of 2026. As a percentage of supply chain revenues, supply chain gross margin increased 0.9 and 0.5 percentage points in the third quarter and three fiscal quarters of 2026, respectively. These changes in gross margin as a percentage of revenues are discussed in additional detail below.
•
Food costs decreased 0.7 percentage points to 70.4% in the third quarter of 2026 and decreased 0.6 percentage points to 70.2% in the three fiscal quarters of 2026, each driven primarily by procurement productivity.
•
Labor costs decreased 0.5 percentage points to 8.4% in the third quarter of 2026 and decreased 0.2 percentage points to 8.7% in the three fiscal quarters of 2026, each primarily due to higher sales leverage and labor efficiency.
•
Higher delivery expenses attributable to higher fuel cost partially offset these improvements in supply chain gross margin as a percentage of revenues in the respective periods.
General and Administrative Expenses
General and administrative expenses increased $0.6 million, or 0.6%, in the third quarter of 2026. General and administrative expenses increased $10.7 million, or 3.3%, in the three fiscal quarters of 2026 primarily due to expenses related to our Worldwide Rally, which takes place every two years, in the second quarter of 2026, as well as higher computer expenses, but these increases were partially offset by approximately $5 million in severance expenses associated with an organizational realignment that took place in the first quarter of 2025 that did not reoccur in 2026.
24
U.S. Franchise Advertising Expenses
U.S. franchise advertising expenses decreased $3.0 million, or 2.3%, in the third quarter of 2026, and increased $6.3 million, or 1.6%, in the three fiscal quarters of 2026, consistent with the changes in U.S. franchise advertising revenues, as discussed above. U.S. franchise advertising costs are accrued and expensed when the related U.S. franchise advertising revenues are recognized, as our consolidated not-for-profit advertising fund is obligated to expend such revenues on advertising and other activities that promote the Domino’s brand, and these revenues cannot be used for general corporate purposes.
Refranchising Gain
During the second quarter of 2026, we refranchised 77 U.S. Company-owned stores in Virginia and Michigan for proceeds of $19.8 million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $2.8 million reduction in goodwill, was $3.9 million and recorded in refranchising gain in our condensed consolidated statements of income.
During the second quarter of 2025, we refranchised 36 U.S. Company-owned stores in Maryland for proceeds of $8.5 million. The pre-tax refranchising gain associated with the sale of the related assets and liabilities, including a $1.4 million reduction in goodwill, was $3.9 million and was recorded in refranchising gain in our condensed consolidated statements of income.
Gain on Sale of Assets
During the first quarter of 2026, we recorded a $7.8 million pre-tax realized gain associated with the sale of our fully depreciated corporate aircraft.
Other (Expense) Income
During the third quarter and three fiscal quarters of 2026, we recorded a $2.5 million and $20.9 million pre-tax unrealized loss, respectively, on our investment in DPC Dash (refer to Note 5 of the condensed consolidated financial statements). During the third quarter and three fiscal quarters of 2025, we recorded a total net $3.0 million pre-tax unrealized loss and a total net $5.0 million pre-tax realized and unrealized gain, respectively, on our investment in DPC Dash. The recorded amount of our investment is based on the active exchange quoted price for the equity security.
Interest Expense, Net
Interest expense, net increased $3.2 million, or 7.8%, in the third quarter of 2026, and increased $8.9 million, or 7.2%, in the three fiscal quarters of 2026, primarily driven by lower interest income on our cash equivalents as well as a higher weighted average borrowing rate.
Our weighted average borrowing rate increased to 3.9% in the third quarter and three fiscal quarters of 2026 from 3.8% in the third quarter and three fiscal quarters of 2025.
Provision for Income Taxes
Provision for income taxes increased $3.0 million, or 7.6%, in the third quarter of 2026 due to higher income before provision for income taxes, partially offset by a lower effective tax rate. The effective tax rate decreased to 22.0% during the third quarter of 2026 compared to 22.3% in the third quarter of 2025.
Provision for income taxes increased $3.3 million, or 2.8%, in the three fiscal quarters of 2026 due to higher income before provision for income taxes, as well as a higher effective tax rate. The effective tax rate increased to 22.4% during the three fiscal quarters of 2026 compared to 22.2% in the three fiscal quarters of 2025.
25
Segment Adjusted Income from Operations
Beginning in the first quarter of 2026, we evaluate the performance of our reportable segments and allocate resources to them based on Segment Adjusted Income from Operations, which represents income from operations for the reportable segments, excluding gains and losses from the sale of assets, refranchising gains and losses and certain corporate administrative costs that have not been allocated to a reportable segment. Our chief operating decision maker uses Segment Adjusted Income from Operations to determine future business objectives and targets and for long-range planning for the reportable segments, as well as to evaluate their operating performance. Segment Adjusted Income from Operations for each of our reportable segments is summarized in the table below. Prior year amounts have been recast to reflect this change in the measure of segment profit used by our chief operating decision maker.
Third Quarter
of 2026
Third Quarter
of 2025
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
U.S. stores
$
137.7
$
133.6
$
404.3
$
393.8
Supply chain
72.5
60.7
214.4
188.9
International franchise
71.7
67.3
209.6
196.4
U.S. Stores
U.S. stores Segment Adjusted Income from Operations increased $4.1 million, or 3.1%, in the third quarter of 2026, and increased $10.5 million, or 2.7%, in the three fiscal quarters of 2026, each driven primarily by higher U.S. franchise royalties and fees revenues, as discussed above. These increases were partially offset by the $6.2 million decrease in U.S. Company-owned store gross margin in the third quarter of 2026 and the $15.9 million decrease in U.S. Company-owned store gross margin in the three fiscal quarters of 2026, each as discussed above. Additionally, higher general and administrative expenses in the three fiscal quarters of 2026, primarily related to our Worldwide Rally in the second quarter of 2026, partially offset the increase in U.S. stores Segment Adjusted Income from Operations in the three fiscal quarters of 2026, as discussed above.
U.S. franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on U.S. stores Segment Adjusted Income from Operations. U.S. franchise advertising costs are accrued and expensed when the related U.S. franchise advertising revenues are recognized and had no impact on U.S. stores Segment Adjusted Income from Operations.
Supply Chain
Supply chain Segment Adjusted Income from Operations increased $11.9 million, or 19.6%, in the third quarter of 2026, and increased $25.5 million, or 13.5%, in the three fiscal quarters of 2026, primarily due to the $12.0 million increase in supply chain gross margin in the third quarter of 2026 and the $26.0 million increase in supply chain gross margin in the three fiscal quarters of 2026, each as discussed above.
International Franchise
International franchise Segment Adjusted Income from Operations increased $4.5 million, or 6.7%, in the third quarter of 2026, and increased $13.2 million, or 6.7%, in the three fiscal quarters of 2026, each driven primarily by higher international franchise royalties and fees revenues, as discussed above. Higher general and administrative expenses in the three fiscal quarters of 2026, primarily related to our Worldwide Rally in the second quarter of 2026, partially offset the increase in international franchise Segment Adjusted Income from Operations, as discussed above. International franchise revenues do not have a cost of sales component, so changes in these revenues have a disproportionate effect on international franchise Segment Adjusted Income from Operations.
26
Liquidity and Capital Resources
Historically, our receivable collection periods and inventory turn rates are faster than the normal payment terms on our current liabilities resulting in efficient deployment of working capital. We generally collect our receivables within three weeks from the date of the related sale and we generally experience multiple inventory turns per month. In addition, our sales are not typically seasonal, which further limits variations in our working capital requirements. As of September 6, 2026, we had negative working capital totaling $1.13 billion, primarily due to the current portion of long-term debt (see discussion below, as well as Note 6 to the condensed consolidated financial statements). Our working capital amount excludes restricted cash and cash equivalents of $168.0 million, advertising fund assets, restricted, of $98.0 million and advertising fund liabilities of $96.6 million. Working capital includes total unrestricted cash and cash equivalents of $229.0 million.
Our primary sources of liquidity are cash flows from operations and availability of borrowings under our variable funding notes. During the third quarter and three fiscal quarters of 2026, we experienced an increase in both U.S. and international retail sales (excluding foreign currency impact). Additionally, both our U.S. and international businesses grew store counts during the third quarter and three fiscal quarters of 2026. These factors contributed to our continued ability to generate positive operating cash flows. In addition to our cash flows from operations, we have a variable funding note facility. Our Series 2025-1 Variable Funding Senior Secured Notes, Class A-1 Notes (the “2025 Variable Funding Notes”), allows for advances of up to $320.0 million and issuance of certain other credit instruments, including letters of credit. The letters of credit primarily relate to our casualty insurance programs and, to a lesser extent, a virtual power purchase agreement. As of September 6, 2026, we had no outstanding borrowings and $248.9 million of available borrowing capacity under our 2025 Variable Funding Notes, net of letters of credit issued of $71.1 million.
We expect to continue to use our unrestricted cash and cash equivalents, cash flows from operations, any excess cash from our refinancing and recapitalization transactions and available borrowings under our 2025 Variable Funding Notes to, among other things, fund working capital requirements, invest in our core business and other strategic opportunities, repay outstanding borrowings under our securitized debt, pay dividends and repurchase and retire shares of our common stock.
Our primary sources of liquidity could be adversely affected by the occurrence of any of the events described under “Risk Factors” in our 2025 Form 10-K. There can be no assurance that our business will generate sufficient cash flows from operations or that future borrowings will be available under our 2025 Variable Funding Notes or otherwise to enable us to service our indebtedness, or to make anticipated capital expenditures. Our future operating performance and our ability to service, extend or refinance our notes and to service, extend or refinance our 2025 Variable Funding Notes will be subject to future economic conditions and to financial, business and other factors, many of which are beyond our control.
Restricted Cash
As of September 6, 2026, we had $118.0 million of restricted cash and cash equivalents held for future principal and interest payments and other working capital requirements of our asset-backed securitization structure, $49.8 million of restricted cash equivalents held in a three-month interest reserve as required by the indenture governing the securitized debt and $0.2 million of other restricted cash for a total of $168.0 million of restricted cash and cash equivalents. As of September 6, 2026, we also held $71.4 million of advertising fund restricted cash and cash equivalents which can only be used for activities that promote the Domino’s brand.
27
Long-Term Debt
As of September 6, 2026, we had approximately $4.89 billion of long-term debt, of which $1.33 billion was classified as a current liability. As of September 6, 2026, our fixed rate notes from the recapitalization and refinancing transactions we completed in 2025, 2021, 2019, 2018 and 2017 had original scheduled principal payments of $49.3 million in 2026, $1.34 billion in 2027, $836.4 million in 2028, $647.8 million in 2029, $495.0 million in 2030, $927.5 million in 2031 and $470.0 million in 2032. However, in accordance with our debt agreements, the payment of principal on the 2025 Five-Year Notes and the 2025 Seven-Year Notes (refer to Note 5 to the condensed consolidated financial statements) may be suspended if either the Holdco Leverage Ratio or Senior Leverage Ratio is less than or equal to 5.5x total debt to either Consolidated Adjusted EBITDA or Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. In accordance with our debt agreements, the payment of principal on the 2021 7.5-Year Notes, 2021 Ten-Year Notes, 2019 Ten-Year Notes, 2018 9.25-Year Notes and 2017 Ten-Year Notes (refer to Note 5 to the condensed consolidated financial statements) may be suspended if the Holdco Leverage Ratio is less than or equal to 5.0x total debt to Consolidated Adjusted EBITDA, each as defined in the indenture governing the securitized debt, and no catch-up provisions are applicable. As of the end of the third quarter of 2026, we satisfied the non-amortization tests for each respective series of notes, and have classified the outstanding principal amounts of the 2025 Five-Year Notes, 2025 Seven-Year Notes, 2021 7.5-Year Notes, 2021 Ten-Year Notes and 2019 Ten-Year Notes as long-term debt in the condensed consolidated balance sheets as of September 6, 2026. As of the end of the fourth quarter of 2025, we satisfied the non-amortization tests for each respective series of notes, and accordingly, the outstanding principal amounts of the notes have been classified as long-term debt in the condensed consolidated balance sheets as of December 28, 2025.
The legal final maturity dates of the 2018 9.25-Year Notes and the 2017 Ten-Year Notes are July 2048 and October 2047, respectively. However, the anticipated repayment date for the 2018 9.25-Year Notes and the 2017 Ten-Year Notes is July 2027, and accordingly, the outstanding principal amounts for these notes have been classified as the current portion of long-term debt in the condensed consolidated balance sheet as of September 6, 2026 (refer to Note 6 to the condensed consolidated financial statements). We expect to refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, and we expect, based on current benchmark rates, to refinance those notes at higher interest rates. If we do not repay or refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, additional interest of at least 5% per annum will accrue, and our securitized cash flows other than a weekly management fee to cover certain operating expenses would be directed to the repayment of the securitized debt.
The notes are subject to certain financial and non-financial covenants, including a debt service coverage ratio calculation. The covenant requires a minimum coverage ratio of 1.75x total debt service to Securitized Net Cash Flow, each as defined in the indenture governing the securitized debt. In the event that certain covenants are not met, the notes may become due and payable on an accelerated schedule.
Share Repurchase Programs
Our share repurchase programs have historically been funded by excess operating cash flows, excess proceeds from our recapitalization transactions and borrowings under our variable funding notes.
During the third quarter and three fiscal quarters of 2026, we repurchased and retired 216,282 and 848,503 shares of our common stock under our Board of Directors–approved share repurchase program for a total of approximately $73.6 million and $304.9 million, respectively. As of September 6, 2026, we had a total remaining authorized amount for share repurchases of approximately $1.15 billion.
Dividends
On July 14, 2026, our Board of Directors declared a $1.99 per share quarterly dividend on our outstanding common stock for shareholders of record as of September 15, 2026, which was paid on September 30, 2026. We had approximately $67.6 million accrued for common stock dividends at September 6, 2026. Subsequent to the end of the third quarter of 2026, on October 6, 2026, our Board of Directors declared a $1.99 per share quarterly dividend on our outstanding common stock for shareholders of record as of December 15, 2026, to be paid on December 30, 2026.
28
Sources and Uses of Cash
The following table illustrates the main components of our cash flows:
Three Fiscal Quarters
of 2026
Three Fiscal Quarters
of 2025
Net cash provided by operating activities
$
520.6
$
552.3
Net cash used in investing activities
(34.2
)
(6.1
)
Net cash used in financing activities
(451.7
)
(558.2
)
Effect of exchange rate changes on cash
(0.3
)
1.5
Change in cash and cash equivalents, restricted cash and cash equivalents
$
34.4
$
(10.6
)
Operating Activities
Cash provided by operating activities decreased $31.7 million in the three fiscal quarters of 2026, as a result of the negative impact of changes in restricted advertising fund assets and liabilities and changes in operating assets and liabilities. The $47.8 million negative impact of changes in restricted advertising fund assets and liabilities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025 was the result of the timing and amount of payments for advertising activities. Additionally, the negative impact of changes in operating assets and liabilities of $13.7 million primarily related to the timing of payments on accounts payable and accrued liabilities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025. These decreases were partially offset by higher net income, excluding non-cash adjustments. Net income increased $7.7 million, and non-cash adjustments increased $22.1 million (primarily representing the changes in the total net realized and unrealized losses and gains associated with the remeasurement of the Company’s investment in DPC Dash, partially offset by the pre-tax realized gain associated with the sale of our fully depreciated corporate aircraft), resulting in an overall increase to cash provided by operating activities in the three fiscal quarters of 2026 compared to the three fiscal quarters of 2025 of $29.8 million.
Investing Activities
Cash used in investing activities was $34.2 million in the three fiscal quarters of 2026, which primarily consisted of $60.8 million of capital expenditures (driven primarily by investments in consumer and store technology, supply chain centers and corporate store operations). This use of cash was partially offset by the proceeds of $19.8 million for the refranchising of 77 U.S. Company-owned stores in the Virginia and Michigan markets and the net proceeds of $7.8 million associated with the sale of our fully depreciated corporate aircraft.
Financing Activities
Cash used in financing activities was $451.7 million in the three fiscal quarters of 2026,
which included the repurchase and retirement of $304.9 million in common stock under our Board of Directors–approved share repurchase program, as well as $3.3 million in excise tax payments related to our share repurchase programs. We also made dividend payments to our shareholders of $134.3 million, made tax payments for the vesting of restricted stock of $14.2 million and made repayments of principal amounts related to our finance leases and other financing obligations of $4.1 million. These uses of cash were partially offset by proceeds from the exercise of stock options of $9.2 million.
Critical Accounting Estimates
For a description of the Company’s critical accounting estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the 2025 Form 10-K. The Company considers its most significant accounting policies and estimates to be long-lived assets, casualty insurance reserves and income taxes. There have been no material changes to the Company’s critical accounting estimates since December 28, 2025.
29
Forward-Looking Statements
This filing contains various forward-looking statements about the Company within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”) that are based on current management expectations that involve substantial risks and uncertainties that could cause actual results to differ materially from the results expressed in, or implied by, these forward-looking statements. The following cautionary statements are being made pursuant to the provisions of the Act and with the intention of obtaining the benefits of the “safe harbor” provisions of the Act. You can identify forward-looking statements by the use of words such as “anticipates,” “believes,” “could,” “should,” “estimates,” “expects,” “intends,” “may,” “will,” “plans,” “predicts,” “projects,” “seeks,” “approximately,” “aims,” “potential,” “outlook” and similar terms and phrases that concern our strategy, plans or intentions, including references to assumptions. These forward-looking statements address various matters including information concerning future results of operations and business strategy, our anticipated profitability, estimates in same store sales growth, store growth and the growth of our U.S. and international business in general, our ability to service our indebtedness, our future cash flows, our operating performance, trends in our business and other descriptions of future events that reflect the Company’s expectations based upon currently available information and data. While we believe these expectations and projections are based on reasonable assumptions, such forward-looking statements are inherently subject to risks, uncertainties and assumptions. Important factors that could cause actual results to differ materially from our expectations are more fully described in our filings with the Securities and Exchange Commission, including under the section headed “Risk Factors” in our 2025 Form 10-K for the fiscal year ended December 28, 2025. Actual results may differ materially from those expressed or implied in the forward-looking statements as a result of various factors, including but not limited to: our substantial indebtedness and our ability to incur additional indebtedness or refinance or renegotiate key terms of that indebtedness in the future; the impact a downgrade in our credit rating may have on our business, financial condition and results of operations; our future financial performance and our ability to pay principal and interest on our indebtedness; the strength of our brand, including our ability to compete in the U.S. and internationally in our intensely competitive industry, including the food service and food delivery markets; our ability to successfully implement our growth strategy, including through our participation in the third-party order aggregation marketplace; labor shortages or changes in operating expenses resulting from increases in prices of food (particularly cheese), fuel and other commodity costs, labor, utilities, insurance, employee benefits and other operating costs or negative economic conditions; the effectiveness of our advertising, operations and promotional initiatives; shortages, interruptions or disruptions in the supply or delivery of fresh food products and store equipment; the additional risks our international operations subject us to, which may differ in each country in which we and our franchisees do business; the dependence of our earnings and business growth strategy on the success of our franchisees; our ability and that of our franchisees to successfully operate in the current and future credit environment; the impact of social media, the rise of artificial intelligence–generated content, or a boycott on our business, brand and reputation; the impact of new or improved technologies, including artificial intelligence, and alternative methods of delivery on consumer behavior; new product, digital ordering and concept developments by us, and other food-industry competitors; our ability to maintain good relationships with and attract new franchisees, and franchisees’ ability to successfully manage their operations without negatively impacting our royalty payments and fees or our brand’s reputation; our ability to successfully implement cost-saving strategies; changes in the level of consumer spending given general economic conditions, including interest rates, energy prices and consumer confidence or negative economic conditions in general; our ability and that of our franchisees to open new restaurants and keep existing restaurants in operation and maintain demand for new stores; the impact that widespread illness, health epidemics or general health concerns, severe weather conditions and natural disasters may have on our business and the economies of the countries where we operate; changes in foreign currency exchange rates; changes in income tax rates; our ability to retain or replace our executive officers and other key members of management and our ability to adequately staff our stores and supply chain centers with qualified personnel; our ability to find and/or retain suitable real estate for our stores and supply chain centers; changes in government legislation or regulation, including changes in laws and regulations regarding information privacy, payment methods, advertising and consumer protection and social media; adverse legal judgments or settlements; food-borne illness or contamination of products or food tampering or other events that may impact our reputation; data breaches, power loss, technological failures, user error or other cyber risks threatening us or our franchisees; the impact that environmental, social and governance matters may have on our business and reputation; the effect of war, terrorism, catastrophic events, geopolitical or reputational considerations or climate change; our ability to pay dividends and repurchase shares; changes in consumer tastes, spending and traffic patterns and demographic trends; changes in accounting policies; and adequacy of our insurance coverage. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this filing might not occur. All forward-looking statements speak only as of the date of this filing and should be evaluated with an understanding of their inherent uncertainty. Except as required under federal securities laws and the rules and regulations of the Securities and Exchange Commission, or other applicable law, we will not undertake, and specifically disclaim, any obligation to publicly update or revise any forward-looking statements to reflect events or circumstances arising after the date of this filing, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on the forward-looking statements included in this filing or that may be made elsewhere from time to time by, or on behalf of, us. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
30
Ite
m 3. Quantitative and Qualitative Disclosures About Market Risk.
Market Risk
We do not engage in speculative transactions, nor do we hold or issue financial instruments for trading purposes. In connection with the refinancings and recapitalizations of our business, we have issued fixed rate notes and entered into variable funding notes, and, at September 6, 2026, we are exposed to interest rate risk on borrowings under our 2025 Variable Funding Notes. As of September 6, 2026, we had no outstanding borrowings under our 2025 Variable Funding Notes.
Our 2025 Variable Funding Notes bear interest at fluctuating interest rates based on the Secured Overnight Financing Rate, plus a spread adjustment. Accordingly, a rising interest rate environment could result in higher interest expense due on borrowings under our 2025 Variable Funding Notes, in which event we may have difficulties making interest payments and funding our other fixed costs, and our available cash flow for general corporate requirements may be adversely affected.
Our fixed-rate debt exposes us to changes in market interest rates reflected in the fair value of the debt and to the risk that the Company may need to refinance maturing debt with new debt at a higher rate. As of September 6, 2026, we had approximately $1.32 billion of debt classified as current associated with our 2018 9.25-Year Notes and the 2017 Ten-Year Notes for which the anticipated repayment date is July 2027. We expect to refinance the 2018 9.25-Year Notes and the 2017 Ten-Year Notes prior to the anticipated repayment date, and we expect, based on current benchmark rates, to refinance those notes at higher interest rates.
We are exposed to market risks from changes in food and commodity prices. During the normal course of business, we purchase cheese and certain other food products that are affected by changes in commodity prices and, as a result, we are subject to volatility in our food costs. Severe increases in commodity prices or food costs, including as a result of inflation, could affect the global and U.S. economies and could also adversely impact our business, financial condition or results of operations. We may periodically enter into financial instruments to manage this risk, although we have not done so historically. In instances when we use fixed pricing agreements with our suppliers, these agreements cover our physical commodity needs, are not net-settled and are accounted for as normal purchases.
Foreign Currency Exchange Risk
We have exposure to various foreign currency exchange rate fluctuations for revenues generated by our operations outside the U.S., which can adversely impact our net income and cash flows. Approximately 7.1% of our total revenues in the third quarter of 2026, approximately 7.0% of our total revenues in the three fiscal quarters of 2026 and approximately 6.8% of our total revenues in both the third quarter and three fiscal quarters of 2025 were derived from our international franchise segment, a majority of which were denominated in foreign currencies. We estimate that a hypothetical 10% adverse change in the foreign currency rates for our international markets would have resulted in a negative impact on international franchise royalty revenues of approximately $24.2 million in the three fiscal quarters of 2026. We also operate dough manufacturing and distribution facilities in Canada, which generate revenues denominated in Canadian dollars. We may periodically enter into financial instruments to manage foreign currency exchange risk, although we have not done so historically.
Ite
m 4. Controls and Procedures.
Management, with the participation of the Company’s Chief Executive Officer, Joseph H. Jordan, and Executive Vice President and Chief Financial Officer, Sandeep Reddy, performed an evaluation of the effectiveness of the Company’s disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on that evaluation, Mr. Jordan and Mr. Reddy concluded that the Company’s disclosure controls and procedures were effective.
During the quarterly period ended September 6, 2026, there were no changes in the Company’s internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.
31
PA
RT II. OTHER INFORMATION
Ite
m 1. Legal Proceedings.
We are a party to lawsuits, revenue agent reviews by taxing authorities and administrative proceedings in the ordinary course of business which include, without limitation, workers’ compensation, general liability, automobile and franchisee claims. We are also subject to suits related to employment practices. In addition, we may occasionally be party to large claims, including class action suits.
Litigation is subject to many uncertainties, and the outcome of individual litigated matters is unpredictable. These matters referenced above could be decided unfavorably to us and could require us to pay damages or make other expenditures in amounts or a range of amounts that cannot be estimated with accuracy. However, we do not believe these matters, individually or in the aggregate, will have a material adverse effect on the business or financial condition of the Company, and we expect that the established accruals adequately provide for the estimated resolution of such claims.
It
em 1A. Risk Factors.
There have been no material changes with respect to those risk factors previously disclosed in Item 1A “Risk Factors” in Part I of our 2025 Form 10-K.
It
em 2. Unregistered Sales of Equity Securities and Use of Proceeds.
c. Purchases of Equity Securities by the Issuer and Affiliated Purchasers.
Maximum
Approximate Dollar
Total Number of Shares
Value of Shares that
Total Number
Purchased as Part of
May Yet Be Purchased
of Shares
Average Price Paid
Publicly Announced
Under the Program (2)
Period
Purchased (1)
Per Share
Program (2)
(in thousands)
Period #7 (June 15, 2026
to July 12, 2026)
1,610
$
305.86
—
$
1,228,373
Period #8 (July 13, 2026
to August 9, 2026)
68,865
334.60
67,256
1,205,910
Period #9 (August 10, 2026
to September 6, 2026)
150,351
343.29
149,026
1,154,751
Total
220,826
$
340.31
216,282
$
1,154,751
(1)
4,544 shares in the third quarter of 2026 were purchased as part of the Company’s employee stock payroll deduction plan at an average price of $336.09.
(2)
As of September 6, 2026, $1.15 billion remained available for future purchases of the Company’s common stock under the share repurchase program approved by our Board of Directors on April 21, 2026 for repurchases of shares of our common stock.
Authorization for the repurchase program may be modified, suspended, or discontinued at any time. The repurchase of shares in any particular period and the actual amount of such purchases remain at the discretion of the Board of Directors, and no assurance can be given that shares will be repurchased in the future.
It
em 3. Defaults Upon Senior Securities.
None.
Ite
m 4. Mine Safety Disclosures.
Not applicable.
32
Ite
m 5. Other Information.
Rule 10b5-1 Trading Plans
Our directors and officers (as defined in Section 16 of the Exchange Act (“Section 16”)) may from time to time enter into plans for the purchase or sale of Domino’s stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
During the fiscal quarter ended September 6, 2026, the following Section 16 officer adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 under Regulation S-K of the Exchange Act):
•
Joseph H. Jordan
, then our
Chief Operating Officer and President
– U.S., adopted a new
Rule 10b5-1
trading arrangement on
July 29, 2026
. The plan’s maximum duration is until
July 20, 2027
, and first trades will not occur until November 9, 2026 at the earliest. The trading plan, which is subject to certain conditions, is intended to permit Mr. Jordan to exercise and sell from time to time a total of
2,450
stock options in a tranche set to expire on July 19, 2027.
The Rule 10b5-1 trading arrangement described above was adopted and precleared in accordance with Domino’s Insider Trading Policy and actual sale transactions made pursuant to such trading arrangement will be disclosed publicly in future Section 16 filings with the SEC.
No other directors or officers
adopted
,
modified
and/or
terminated
a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 under Regulation S-K of the Exchange Act, during the last fiscal quarter.
33
Ite
m 6. Exhibits.
Exhibit
Number
Description
10.1
Employment Agreement dated as of June 19, 2026 by and between Domino’s Pizza, Inc. and Joseph H. Jordan (Incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K filed on June 22, 2026 (the “June 2026 8-K”)).
10.2
Letter Agreement dated as of June 19, 2026 by and between Domino’s Pizza, Inc. and Russell J. Weiner (Incorporated by reference to Exhibit 10.2 to the June 2026 8-K).
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
32.1
Certification of Chief Executive Officer pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
32.2
Certification of Chief Financial Officer pursuant to Section 1350, Chapter 63 of Title 18, United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, relating to Domino’s Pizza, Inc.
101.INS
XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
104
Cover page Interactive Data File (formatted as Inline XBRL and contained in exhibit 101).
34
SI
GNATURES
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.
DOMINO’S PIZZA, INC.
(Registrant)
Date: October 13, 2026
/s/ Sandeep Reddy
Sandeep Reddy
Executive Vice President, Chief Financial Officer
(Principal Financial Officer)
35
----- dpz-ex31_1.htm -----
EX-31.1
2
dpz-ex31_1.htm
EX-31.1
EX-31.1
Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER OF DOMINO’S PIZZA, INC.
I, Joseph H. Jordan, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Domino’s Pizza, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 13, 2026
/s/ Joseph H. Jordan
Date
Joseph H. Jordan
Chief Executive Officer
----- dpz-ex31_2.htm -----
EX-31.2
3
dpz-ex31_2.htm
EX-31.2
EX-31.2
Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER OF DOMINO’S PIZZA, INC.
I, Sandeep Reddy, certify that:
1.
I have reviewed this quarterly report on Form 10-Q of Domino’s Pizza, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
October 13, 2026
/s/ Sandeep Reddy
Date
Sandeep Reddy
Chief Financial Officer
----- dpz-ex32_1.htm -----
EX-32.1
4
dpz-ex32_1.htm
EX-32.1
EX-32.1
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Domino’s Pizza, Inc. (the “Company”) on Form 10-Q for the period ended September 6, 2026, as filed with the Securities and Exchange Commission (the “Report”), I, Joseph H. Jordan, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:
1)
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Joseph H. Jordan
Joseph H. Jordan
Chief Executive Officer
Dated: October 13, 2026
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Domino’s Pizza, Inc. and will be retained by Domino’s Pizza, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
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EX-32.2
5
dpz-ex32_2.htm
EX-32.2
EX-32.2
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Domino’s Pizza, Inc. (the “Company”) on Form 10-Q for the period ended September 6, 2026, as filed with the Securities and Exchange Commission (the “Report”), I, Sandeep Reddy, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:
1)
the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2)
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
/s/ Sandeep Reddy
Sandeep Reddy
Chief Financial Officer
Dated: October 13, 2026
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Domino’s Pizza, Inc. and will be retained by Domino’s Pizza, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.
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