🇺🇸 SECNRC HEALTHDoubao · 实盘可交易 · 做空市场:美股把握 6/10
北京时间·🕒 发布 04:02:45·⟳ 抓取 04:03:21 +36s·⚡ 决策 10-28 04:08:52 +5m31s·1.2 小时前
NRC Health Q3财报：收入增11%但盈利质量恶化、调整后EPS同比下滑、股东权益转负，前两次财报后均暴跌
标题收入+11%为正，但盈利质量全面恶化（调整后EPS、EBITDA利润率、自由现金流均同比下滑）、九个月利润腰斩、举债回购致股东权益转负、TRCV增速放缓且无指引；同标的最近两次财报后首反应日分别暴跌13.3%和18.1%，且本次股价处于52周高位附近（当日常规时段已先跌3.1%），做空方向与历史模式一致，给小仓SHORT。
📄 原文NRC HEALTH↗ 原文
----- nrc20261026_8k.htm ----- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________…
⋯ 待结算 · 盘前盘后行情未就绪计划建仓日 10-28(标的市场当地)
日 K 取自复盘打分切片 · 蓝点/蓝虚线 = 纸面入场价 · 灰虚线 = 纸面离场 · 持有期红底 = 赚(做空:价格在入场线下方)、绿底 = 亏
💡 交易逻辑盈利质量恶化+负股东权益，前两次财报后均暴跌13-18%
怎么做空 开盘做空 不低于昨收 -3%（低于下限不成交）
怎么平空 止盈 -8%(半仓)/-15%(清仓) · 止损 +8% · 时间止损 3日
展开详情(成交明细 / 研究档案 / 原文全文 / 决策记录链)
分时走势
做空 NRC.US NRC Health
10-27 盘中或未补齐(盘中约每 15 分钟更新) · 10-28、10-29、10-30 尚未交易 · 美股含盘前盘后(灰底:美东 04:00 至收盘后 4 小时) · 10-27 仅常规时段(盘前盘后数据未就绪)
- 发布 10-28 04:02 北京(美东 10-27 16:02)
- 抓取 10-28 04:03 北京(美东 10-27 16:03)
- 决策 10-28 04:08 北京(美东 10-27 16:08)
时间轴只含交易时段(午休、隔夜已压缩);横轴为北京时间,悬停看当地时间;蓝虚线 = 纸面入场价;建仓日图红线在昨收上方、绿线在下方
成交明细 · 纸面
做空 NRC.US NRC Health
| 收益状态 | 待结算 盘前盘后行情未就绪 |
|---|---|
| 进场成交 | — |
| 离场成交 | — |
| 建仓日 | 2026-10-28 · 进场不早于新闻时刻 + 2 分钟 |
收益口径 event_time_plus_2min_10min_walk_open_topup_to_next_open_exchange_calendar_fill_model_local_notional_v9 · method_id m8db1cbc8f2d · 截至 2026-10-28 05:14
研究档案
结论摘要
NRC Health Q3收入+11%但调整后EPS 0.21美元低于去年0.23美元、EBITDA利润率收缩3个百分点、自由现金流-31%，并新举债1500万回购致股东权益转负、无新指引；该股前两次财报（Q4 2025、Q2 2026）后次日分别暴跌13%和18%，做空赔率明确。
🔎 新鲜度:最早出现 2026-10-27 · 扩散 low · price-in 风险 medium ↗
消息传播链
- 节点
关键理由
- 收入双位数增长掩盖了盈利质量恶化：调整后EPS同比-8.7%、EBITDA利润率28%（去年31%）、自由现金流-31%，九个月GAAP净利润同比-53%，且无指引
- 资产负债表质变：股东权益由年初+1400万转为-912万，长期借款增至9813万，Q3新借1500万债务用于1598万股票回购，4.8亿市值+负账面权益的估值脆弱
主要风险
- 收入+11%及大客户准时上线、多年续约的正面叙事可能在电话会获得管理层乐观指引，引发短线反弹（该股Q2财报当日还曾上涨，次日才暴跌）
- 分析师覆盖极薄、日均成交额仅约185万美元，盘后流动性差，开盘波动可能放大
反向证据
- 做空前查反向 · 来源 web · 日期 2026-10-27 · 影响 weakens
新闻稿仅定性称大客户准时上线、多个老客户签订多年续约，无量化指引上调；16:30电话会尚未举行，管理层口头乐观是主要反证风险
检索:NRC Health Q3 2026 guidance raised large customer go-live renewal positive 原文 ↗ - 做空前查反向 · 来源 web · 日期 2026-10-27 · 影响 none
未找到任何卖方一致预期数据（MarketBeat/Zacks未提供Q3预测值），无法证实收入beat；该股分析师覆盖极薄，市场主要依据同比质量变化定价
检索:NRC Health revenue beat analyst estimate Q3 2026 原文 ↗
先例如何影响了这次决策
对本次决策的影响:确认做空方向并支持开盘即入、止盈取保守区间；样本薄+电话会未开决定仓位降为small、收紧追空幅度至3%
方向:两条同市场对齐先例首反应日均大幅下跌（-13.3%、-18.1%），胜率0/2，明确支持做空方向
涨幅量级:样本仅2条且锚来源被工具标为媒体层级（公司官网IR，实际为发行人发布），decision_grade无干净高相似样本，故不直接套用-15%中位跌幅定tp，采用保守的8%/15%两档
形态:两次均为事件后次日开盘/盘中即大幅下杀并在5日内延续，无高开低走后收回的模式；Q2财报事件当日盘中还曾上涨、次日才暴跌，提示当日走势不代表方向
历史先例(按相似度)
- 相似度 8/10 NRC 2026-07-28 NRC Health Q2 2026收入/TRCV增长但盈利疲弱，Zacks记录财报后数日跌8.3%；真实日线显示次日暴跌18.1% 原文 ↗
事件后 +1日 -18.1% · +2日 -15.3% · +3日 -12.7% · +4日 -12.7% · +5日 -12.3%
⚠未核对目标相位 — 该行涨幅别用来定止盈止损
相似度依据:同一公司、同相位、同为收入/TRCV增长但盈利质量疲弱的组合，与本次结构高度相似
经验:即使标题有增长，盈利与现金流疲软仍导致次日-18%级别抛售；财报当日盘中上涨是陷阱 - 相似度 7/10 NRC 2026-02-03 NRC Health Q4 2025财报EPS同比下降、客户流失率高，Zacks/Nasdaq记录后续跌约27% 原文 ↗
事件后 +1日 -13.3% · +2日 -9.6% · +3日 -9.5% · +4日 -12.8% · +5日 -17.4%
⚠未核对目标相位 — 该行涨幅别用来定止盈止损
相似度依据:同一公司同相位（盘后财报），Q4 2025同样为EPS同比下滑、客户流失的负面财报；本次有收入增长缓冲，略弱于当时
经验:盈利同比下滑+负面定性时，高估值小盘股次日开盘即遭大幅抛售，且跌幅在后续一周延续
工具执行结果 · 成功 7 · 降级 0 · 失败 0 · 取消 0
- search_processed_events 成功 stock_tools HTTP · 635 ms
{"result": "search_processed_events:agent query=`nrc health 8-k october 27 2026 | nrc health q3 2026 earnings results | nrc health third quarter revenue trcv dividend`；结构化索引覆盖完整 72 小时；旧记录兼容扫描近 65.7/72 小时、7735 条本臂决策(完整)，返回 0 条候选。未命中只表示这些 agent query 表达式没有召回候选，不能据此证明消息首发或不是重复；按当前事件继续正常研判。"} - web_search 成功 doubao_search · 1,652 ms
豆包搜索结果（原始查询:NRC Health NRC Q3 2026 earnings results consensus estimate beat miss；API SearchType:web） - web_search 成功 doubao_search · 1,640 ms
豆包搜索结果（原始查询:NRC Health NRC Q3 2026 earnings analyst estimate EPS revenue expectations October 2026；API SearchType:web） - stock_quote 成功 stock_tools HTTP · 2,569 ms
{ - web_search 成功 doubao_search · 1,874 ms
豆包搜索结果（原始查询:NRC Health NRC stock reaction earnings Q4 2025 February 2026 results shares fell guidance；API SearchType:web） - event_study 成功 stock_tools HTTP · 21 ms
{ - validate_order 成功 stock_tools HTTP · 10 ms
{
原文全文
展开原文 · 23,684 字
----- nrc20261026_8k.htm -----
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________________________
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 27, 2026
_______________________________________________________________________________
NRC Health
(Exact name of registrant as specified in its charter)
Delaware
001-35929
47-0634000
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1245 Q Street
,
Lincoln
,
Nebraska
68508
(Address of principal executive offices)
(Zip Code)
(
402
)
475-2525
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
$.001 Par Value
Common Stock
NRC
The
NASDAQ
Stock Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02
Results of Operations and Financial Condition.
On October 27, 2026, NRC Health, a Delaware corporation (the "Company"), issued a press release announcing its financial and operating results for the third quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
99.1
NRC Health press release announcing its financial and operating results for the third quarter ended September 30, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
The information contained in Items 2.02 and 9.01 of this report and the exhibits hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The information in Items 2.02 and 9.01 of this report and the exhibits hereto may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the paragraph at the end of the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risks, uncertainties, and other factors that may affect future results.
SIGNATURE
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.
NRC HEALTH
(Registrant)
Date: October 27, 2026
By:
/s/ Trent S. Green
Trent S. Green
Chief Executive Officer
----- ex_1031593.htm -----
EX-99.1
2
ex_1031593.htm
EXHIBIT 99.1
ex_1031593.htm
Exhibit 99.1
1245 Q Street, Lincoln, NE 68508
P: 1 800 388 4264 | F: 402 475 9061
nrchealth.com
NRC HEALTH ANNOUNCES THIRD QUARTER 2026 RESULTS
Third quarter revenue increased 11% year-over-year to $38.4 million
Third quarter TRCV* increased 9% year-over-year to $154.1 million
LINCOLN, Nebraska, October 27, 2026 — NRC Health (NASDAQ: NRC), a leader in healthcare experience improvement solutions, today announced results for the third quarter 2026.
“We delivered a strong third quarter, with revenue up 11% year-over-year and sequential margin expansion,” said Trent Green, CEO of NRC Health. “Our large customer went live on schedule, and several long-standing customers renewed under multi-year agreements, reinforcing the durability of our recurring-revenue base. As our expanding contract base converts into revenue, the operating leverage inherent in our model will translate into greater profitability and free cash flow over time, reinforcing our confidence in NRC Health’s ability to create long-term shareholder value.”
Third Quarter 2026 Highlights
●
TRCV
: Total Recurring Contract Value (TRCV)* was $154.1 million, up 9% year-over-year
●
Revenue:
Total revenue was $38.4 million for the three months ended September 30, 2026, up 11% from the prior year
●
Net Income
: GAAP Net Income and Adjusted Net Income* were $4.7 million, representing 12% of revenue
●
Earnings Per Share
: GAAP Earnings per Share and Adjusted Earnings per Share* were $0.21 on 22.0 million fully diluted shares
●
Adjusted EBITDA
: Adjusted EBITDA* was $10.9 million, representing 28% of revenue
●
Cash Flow
: Net cash flow from operating activities was $8.0 million, representing 21% of revenue; Free Cash Flow* was $7.0 million
* These financial measures are defined below under the headings
“
Non-GAAP Financial Measures
”
and
“
Total Recurring Contract Value.
”
Reconciliations of the non-GAAP measures to their most closely comparable GAAP measures are included in the tables in this release.
Dividend Declaration
The Company’s Board of Directors on October 14, 2026, declared a quarterly cash dividend of $0.16 per share. The dividend will be payable on Friday, January 8, 2027, to shareholders of record as of the close of business on Tuesday, December 29, 2026.
NRC Health Announces Third Quarter 2026 Results
Page 2
October 27, 2026
Earnings Call Information
The company will be hosting a conference call to discuss the financial results on Tuesday, October 27, 2026, at 4:30 p.m. ET. A live webcast and replay of the call will be available on the NRC Health Investor Relations website at nrchealth.com/investor-relations.
About NRC Health
For more than 45 years, NRC Health (NASDAQ: NRC) has led the charge to humanize healthcare and support organizations in their understanding of each unique individual. NRC Health’s commitment to Human Understanding® helps leading healthcare systems get to know the patients, families, consumers, employees, and communities they serve on a human level. Guided by its uniquely empathic heritage, human-centered approach, unmatched national market research, and emphasis on consumer preferences, NRC Health is transforming the healthcare experience, creating strong outcomes across the healthcare journey. For more information, email info@nrchealth.com, or visit www.nrchealth.com.
Total Recurring Contract Value
Total Recurring Contract Value, or TRCV, is viewed by management as a leading indicator of our future revenue trends. It represents the total annualized contract value under customer contracts that are in effect or contractually committed as of the most recent quarter-end, based on contractual pricing and term provisions, and expected to be in force over the subsequent 12 months. TRCV is an operating metric and is not a measure of revenue recognized under U.S. GAAP.
Non-GAAP Financial Measures
In addition to consolidated GAAP financial measures, NRC Health reviews various non-GAAP financial measures that management believes to be important in the evaluation of its operating results and performance, including “Adjusted Net Income,” “Adjusted Earnings per Share,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” “Free Cash Flow,” and “Free Cash Flow Margin.” Reconciliations of GAAP to non-GAAP financial information are provided later in this release.
NRC Health believes Adjusted Net Income, Adjusted Earnings per Share, Adjusted EBITDA, and Adjusted EBITDA Margin are helpful supplemental measures to assist management and investors in evaluating the Company’s operating results as (i) they exclude certain items that are unusual in nature or whose fluctuation from period to period do not necessarily correspond to changes in the operations of NRC Health’s business, and (ii) the exclusion of non-cash stock compensation is useful for investors applying certain valuation metrics and is consistent with the leverage ratio for our credit facility.
Adjusted Net Income represents net income adjusted to add back management transition costs and non-cash stock compensation and the related tax. The income tax effect on non-GAAP adjustments is calculated by applying the Company's blended federal and state statutory rate to the deductible portion of each adjustment; amounts nondeductible under Section 162(m) of the Internal Revenue Code receive no tax effect. Adjusted EBITDA represents net income before interest, taxes, depreciation, amortization, management transition costs, and non-cash stock compensation items. Adjusted EBITDA Margin represents Adjusted EBITDA divided by our revenue.
NRC Health Announces Third Quarter 2026 Results
Page 3
October 27, 2026
Management transition costs, presented in the Company's prior earnings releases as "non-recurring executive compensation," consist of costs related to the Company's executive leadership transition. The caption was revised in the prior period to more accurately reflect the composition of these costs. For the nine months ended September 30, 2025, these costs consisted of bonuses tied to compensation arrangements for our new CEO and existing executive leaders. For the nine months ended September 30, 2026, these costs consist of bonuses paid to certain executives to cover anticipated tax obligations in connection with amendments to their 2025 equity awards, as previously disclosed, and approximately $270,000 of severance costs incurred in connection with team restructurings implemented by newly appointed executives.
NRC Health considers Free Cash Flow to be a measure that provides useful information to management and investors about our liquidity. Free Cash Flow does not represent residual cash flow available for discretionary expenditures. We define Free Cash Flow as net cash provided by operating activities less capital expenditures. Free Cash Flow Margin represents Free Cash Flow divided by our revenue.
There is no comprehensive, authoritative guidance for the presentation of such non-GAAP information, which is only meant to supplement GAAP results by providing additional information that management utilizes to assess performance.
Forward-Looking Statements
This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “believes,” “expect,” “focus,” “potential,” “will,” derivations thereof, and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements, including those risks and uncertainties as set forth in the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2025, and various disclosures in our press releases, stockholder reports, and other filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.
Media Contact
marketing@nrchealth.com
Investor Contact
ir@nrchealth.com
NRC Health Announces Third Quarter 2026 Results
Page 4
October 27, 2026
NRC HEALTH
Condensed Consolidated Statements of Income
(In thousands except per share data, unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Revenue
$
38,399
$
34,608
$
108,594
$
102,196
Operating expenses:
Direct
15,378
12,404
42,588
38,436
Selling, general, and administrative
12,045
12,271
48,409
40,360
Depreciation and amortization
2,068
2,195
6,358
5,479
Total operating expenses
29,491
26,870
97,355
84,275
Operating income
8,908
7,738
11,239
17,921
Other income (expense):
Interest income
26
41
81
82
Interest expense
(1,532
)
(1,461
)
(4,108
)
(3,393
)
Other, net
-
(45
)
32
(34
)
Total other expense
(1,506
)
(1,465
)
(3,995
)
(3,345
)
Income before income taxes
7,402
6,273
7,244
14,576
Provision for income taxes
2,698
2,151
2,601
4,774
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Earnings per share of common stock:
Basic
$
0.22
$
0.18
$
0.21
$
0.43
Diluted
$
0.21
$
0.18
$
0.20
$
0.43
Weighted average shares and share equivalents outstanding:
Basic
21,724
22,130
21,844
22,584
Diluted
21,887
22,130
22,022
22,590
NRC Health Announces Third Quarter 2026 Results
Page 5
October 27, 2026
NRC HEALTH
Condensed Consolidated Balance Sheets
(Dollars in thousands except share amounts and par value)
September 30,
2026
December 31,
2025
(unaudited)
Assets
Current assets:
Cash and cash equivalents
$
3,626
$
4,139
Accounts receivable, net
15,341
11,108
Other current assets
7,743
4,962
Total current assets
26,710
20,209
Property and equipment, net
38,344
40,474
Goodwill
66,152
66,152
Other, net
8,007
8,043
Total assets
$
139,213
$
134,878
Liabilities and Shareholders
’
Equity
Current liabilities:
Current portion of notes payable, net of unamortized debt issuance costs
$
4,767
$
4,014
Accounts payable and accrued expenses
6,394
4,066
Accrued wages and bonuses
6,676
7,218
Deferred revenue
20,277
16,201
Dividends payable
3,406
3,625
Other current liabilities
325
1,496
Total current liabilities
41,845
36,620
Notes payable, net of current portion and unamortized debt issuance costs
98,133
75,021
Other non-current liabilities
8,357
9,247
Total liabilities
148,335
120,888
Shareholders’ equity:
Preferred stock, $0.01 par value, authorized 2,000,000 shares, none issued
--
--
Common stock, $0.001 par value; authorized 110,000,000 shares, issued 31,846,649 in
2026 and 31,966,504 in 2025, outstanding 21,221,538 in 2026 and 22,637,252 in 2025
32
32
Additional paid-in capital
192,864
183,880
Accumulated deficit
(23,209
)
(17,298
)
Treasury stock
(178,809
)
(152,624
)
Total shareholders’ equity
$
(9,122
)
$
13,990
Total liabilities and shareholders’ equity
$
139,213
$
134,878
NRC Health Announces Third Quarter 2026 Results
Page 6
October 27, 2026
NRC HEALTH
Condensed Consolidated Statements of Cash Flows
(In thousands, unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Cash flows from operating activities:
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
2,068
2,195
6,358
5,479
Deferred income tax expense
(16
)
(49
)
(52
)
(80
)
Change in uncertain tax positions
(150
)
(45
)
(154
)
103
Non-cash share-based compensation expense (benefit)
(135
)
925
8,844
1,403
Change in fair value of contingent consideration
-
49
-
131
Loss on extinguishment of debt
-
-
-
67
Amortization of debt issuance costs
27
28
81
75
Net changes in assets and liabilities:
Trade accounts receivable
(6,017
)
(332
)
(4,233
)
(1,694
)
Prepaid expenses and other current and long-term assets
1,184
1,794
(113
)
(1,021
)
Deferred contract costs, net
(651
)
(348
)
(1,084
)
(359
)
Operating lease assets and liabilities, net
-
13
(31
)
(40
)
Accounts payable
68
(91
)
291
66
Accrued expenses, wages, and bonuses
1,977
1,478
968
2,146
Income taxes receivable and payable
1.404
1,896
(2,943
)
1,246
Deferred revenue
3.557
2,129
4,011
1,947
Net cash provided by operating activities
8,020
13,764
16,586
19,271
Cash flows from investing activities:
Capital expenditures
(1,038
)
(3,589
)
(4,196
)
(9,585
)
Net cash used in investing activities
(1,038
)
(3,589
)
(4,196
)
(9,585
)
Cash flows from financing activities:
Borrowings on notes payable
15,000
-
15,000
47,681
Payments on notes payable
(1,155
)
(947
)
(3,216
)
(30,393
)
Borrowings on revolving loan
14,000
5,000
36,000
33,000
Payments on revolving loan
(15,000
)
(5,000
)
(24,000
)
(33,003
)
Payment of debt issuance costs
-
-
-
(135
)
Payments on finance lease obligations
(2
)
(2
)
(7
)
(7
)
Proceeds from the exercise of share-based awards
-
-
139
132
Payment of acquisition contingent consideration
-
(236
)
(484
)
(516
)
Repurchase of shares for treasury
(15,983
)
(9,269
)
(25,561
)
(20,179
)
Payment of dividends on common stock
(3,543
)
(2,776
)
(10,774
)
(8,280
)
Net cash used in financing activities
(6,683
)
(13,230
)
(12,903
)
(11,700
)
Change in cash and cash equivalents
299
(3,055
)
(513
)
(2,014
)
Cash and cash equivalents at beginning of period
3,327
5,274
4,139
4,233
Cash and cash equivalents at end of period
$
3,626
$
2,219
$
3,626
$
2,219
NRC Health Announces Third Quarter 2026 Results
Page 7
October 27, 2026
NRC HEALTH
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data, unaudited)
Adjusted Net Income and Adjusted Earnings per Share
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Add back:
Management transition costs
1
-
-
3,160
6,640
Tax on management transition costs
-
-
(180
)
(468
)
Non-cash stock compensation expense (benefit)
(134
)
925
8,844
1,403
Tax (expense) benefit on non-cash stock compensation
93
(39
)
(378
)
(60
)
Adjusted net income
$
4,663
$
5,008
$
16,089
$
17,317
Earnings per share of common stock, diluted
$
0.21
$
0.18
$
0.20
$
0.43
Weighted average shares and share equivalents outstanding, diluted
21,887
22,130
22,022
22,590
Adjusted earnings per share of common stock, diluted
$
0.21
$
0.23
$
0.73
$
0.77
Adjusted weighted average shares and share equivalents outstanding, diluted
21,887
22,130
22,022
22,590
1)
See 'Non-GAAP Financial Measures' above for a description of the composition of management transition costs and the change from prior period presentation.
NRC Health Announces Third Quarter 2026 Results
Page 8
October 27, 2026
NRC HEALTH
Reconciliation of GAAP to Non-GAAP Financial Measures, Continued
(In thousands, except per share data, unaudited)
Adjusted EBITDA and Adjusted EBITDA Margin
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Add back:
Depreciation and amortization
2,068
2,195
6,358
5,479
Interest expense
1,532
1,461
4,108
3,393
Income taxes
2,698
2,151
2,601
4,774
Management transition costs
1
-
-
3,160
6,640
Non-cash stock compensation expense (benefit)
(134
)
925
8,844
1,403
Adjusted EBITDA
$
10,868
$
10,854
$
29,714
$
31,491
Net income margin
12
%
12
%
4
%
10
%
Adjusted EBITDA margin
28
%
31
%
27
%
31
%
1)
See 'Non-GAAP Financial Measures' above for a description of the composition of management transition costs and the change from prior period presentation.
Free Cash Flow and Free Cash Flow Margin
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net cash provided by operating activities
$
8,020
$
13,764
$
16,586
$
19,271
Less:
Capital expenditures
1,038
3,589
4,196
9,585
Free cash flow
$
6,982
$
10,175
$
12,390
$
9,686
Net cash provided by operating activities margin
21
%
40
%
15
%
19
%
Free cash flow margin
18
%
29
%
11
%
9
%
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________________________
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 27, 2026
_______________________________________________________________________________
NRC Health
(Exact name of registrant as specified in its charter)
Delaware
001-35929
47-0634000
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1245 Q Street
,
Lincoln
,
Nebraska
68508
(Address of principal executive offices)
(Zip Code)
(
402
)
475-2525
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
$.001 Par Value
Common Stock
NRC
The
NASDAQ
Stock Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02
Results of Operations and Financial Condition.
On October 27, 2026, NRC Health, a Delaware corporation (the "Company"), issued a press release announcing its financial and operating results for the third quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
99.1
NRC Health press release announcing its financial and operating results for the third quarter ended September 30, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
The information contained in Items 2.02 and 9.01 of this report and the exhibits hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The information in Items 2.02 and 9.01 of this report and the exhibits hereto may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the paragraph at the end of the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risks, uncertainties, and other factors that may affect future results.
SIGNATURE
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.
NRC HEALTH
(Registrant)
Date: October 27, 2026
By:
/s/ Trent S. Green
Trent S. Green
Chief Executive Officer
----- ex_1031593.htm -----
EX-99.1
2
ex_1031593.htm
EXHIBIT 99.1
ex_1031593.htm
Exhibit 99.1
1245 Q Street, Lincoln, NE 68508
P: 1 800 388 4264 | F: 402 475 9061
nrchealth.com
NRC HEALTH ANNOUNCES THIRD QUARTER 2026 RESULTS
Third quarter revenue increased 11% year-over-year to $38.4 million
Third quarter TRCV* increased 9% year-over-year to $154.1 million
LINCOLN, Nebraska, October 27, 2026 — NRC Health (NASDAQ: NRC), a leader in healthcare experience improvement solutions, today announced results for the third quarter 2026.
“We delivered a strong third quarter, with revenue up 11% year-over-year and sequential margin expansion,” said Trent Green, CEO of NRC Health. “Our large customer went live on schedule, and several long-standing customers renewed under multi-year agreements, reinforcing the durability of our recurring-revenue base. As our expanding contract base converts into revenue, the operating leverage inherent in our model will translate into greater profitability and free cash flow over time, reinforcing our confidence in NRC Health’s ability to create long-term shareholder value.”
Third Quarter 2026 Highlights
●
TRCV
: Total Recurring Contract Value (TRCV)* was $154.1 million, up 9% year-over-year
●
Revenue:
Total revenue was $38.4 million for the three months ended September 30, 2026, up 11% from the prior year
●
Net Income
: GAAP Net Income and Adjusted Net Income* were $4.7 million, representing 12% of revenue
●
Earnings Per Share
: GAAP Earnings per Share and Adjusted Earnings per Share* were $0.21 on 22.0 million fully diluted shares
●
Adjusted EBITDA
: Adjusted EBITDA* was $10.9 million, representing 28% of revenue
●
Cash Flow
: Net cash flow from operating activities was $8.0 million, representing 21% of revenue; Free Cash Flow* was $7.0 million
* These financial measures are defined below under the headings
“
Non-GAAP Financial Measures
”
and
“
Total Recurring Contract Value.
”
Reconciliations of the non-GAAP measures to their most closely comparable GAAP measures are included in the tables in this release.
Dividend Declaration
The Company’s Board of Directors on October 14, 2026, declared a quarterly cash dividend of $0.16 per share. The dividend will be payable on Friday, January 8, 2027, to shareholders of record as of the close of business on Tuesday, December 29, 2026.
NRC Health Announces Third Quarter 2026 Results
Page 2
October 27, 2026
Earnings Call Information
The company will be hosting a conference call to discuss the financial results on Tuesday, October 27, 2026, at 4:30 p.m. ET. A live webcast and replay of the call will be available on the NRC Health Investor Relations website at nrchealth.com/investor-relations.
About NRC Health
For more than 45 years, NRC Health (NASDAQ: NRC) has led the charge to humanize healthcare and support organizations in their understanding of each unique individual. NRC Health’s commitment to Human Understanding® helps leading healthcare systems get to know the patients, families, consumers, employees, and communities they serve on a human level. Guided by its uniquely empathic heritage, human-centered approach, unmatched national market research, and emphasis on consumer preferences, NRC Health is transforming the healthcare experience, creating strong outcomes across the healthcare journey. For more information, email info@nrchealth.com, or visit www.nrchealth.com.
Total Recurring Contract Value
Total Recurring Contract Value, or TRCV, is viewed by management as a leading indicator of our future revenue trends. It represents the total annualized contract value under customer contracts that are in effect or contractually committed as of the most recent quarter-end, based on contractual pricing and term provisions, and expected to be in force over the subsequent 12 months. TRCV is an operating metric and is not a measure of revenue recognized under U.S. GAAP.
Non-GAAP Financial Measures
In addition to consolidated GAAP financial measures, NRC Health reviews various non-GAAP financial measures that management believes to be important in the evaluation of its operating results and performance, including “Adjusted Net Income,” “Adjusted Earnings per Share,” “Adjusted EBITDA,” “Adjusted EBITDA Margin,” “Free Cash Flow,” and “Free Cash Flow Margin.” Reconciliations of GAAP to non-GAAP financial information are provided later in this release.
NRC Health believes Adjusted Net Income, Adjusted Earnings per Share, Adjusted EBITDA, and Adjusted EBITDA Margin are helpful supplemental measures to assist management and investors in evaluating the Company’s operating results as (i) they exclude certain items that are unusual in nature or whose fluctuation from period to period do not necessarily correspond to changes in the operations of NRC Health’s business, and (ii) the exclusion of non-cash stock compensation is useful for investors applying certain valuation metrics and is consistent with the leverage ratio for our credit facility.
Adjusted Net Income represents net income adjusted to add back management transition costs and non-cash stock compensation and the related tax. The income tax effect on non-GAAP adjustments is calculated by applying the Company's blended federal and state statutory rate to the deductible portion of each adjustment; amounts nondeductible under Section 162(m) of the Internal Revenue Code receive no tax effect. Adjusted EBITDA represents net income before interest, taxes, depreciation, amortization, management transition costs, and non-cash stock compensation items. Adjusted EBITDA Margin represents Adjusted EBITDA divided by our revenue.
NRC Health Announces Third Quarter 2026 Results
Page 3
October 27, 2026
Management transition costs, presented in the Company's prior earnings releases as "non-recurring executive compensation," consist of costs related to the Company's executive leadership transition. The caption was revised in the prior period to more accurately reflect the composition of these costs. For the nine months ended September 30, 2025, these costs consisted of bonuses tied to compensation arrangements for our new CEO and existing executive leaders. For the nine months ended September 30, 2026, these costs consist of bonuses paid to certain executives to cover anticipated tax obligations in connection with amendments to their 2025 equity awards, as previously disclosed, and approximately $270,000 of severance costs incurred in connection with team restructurings implemented by newly appointed executives.
NRC Health considers Free Cash Flow to be a measure that provides useful information to management and investors about our liquidity. Free Cash Flow does not represent residual cash flow available for discretionary expenditures. We define Free Cash Flow as net cash provided by operating activities less capital expenditures. Free Cash Flow Margin represents Free Cash Flow divided by our revenue.
There is no comprehensive, authoritative guidance for the presentation of such non-GAAP information, which is only meant to supplement GAAP results by providing additional information that management utilizes to assess performance.
Forward-Looking Statements
This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “believes,” “expect,” “focus,” “potential,” “will,” derivations thereof, and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements, including those risks and uncertainties as set forth in the Risk Factors section of our Annual Report on Form 10-K for the year ended December 31, 2025, and various disclosures in our press releases, stockholder reports, and other filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.
Media Contact
marketing@nrchealth.com
Investor Contact
ir@nrchealth.com
NRC Health Announces Third Quarter 2026 Results
Page 4
October 27, 2026
NRC HEALTH
Condensed Consolidated Statements of Income
(In thousands except per share data, unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Revenue
$
38,399
$
34,608
$
108,594
$
102,196
Operating expenses:
Direct
15,378
12,404
42,588
38,436
Selling, general, and administrative
12,045
12,271
48,409
40,360
Depreciation and amortization
2,068
2,195
6,358
5,479
Total operating expenses
29,491
26,870
97,355
84,275
Operating income
8,908
7,738
11,239
17,921
Other income (expense):
Interest income
26
41
81
82
Interest expense
(1,532
)
(1,461
)
(4,108
)
(3,393
)
Other, net
-
(45
)
32
(34
)
Total other expense
(1,506
)
(1,465
)
(3,995
)
(3,345
)
Income before income taxes
7,402
6,273
7,244
14,576
Provision for income taxes
2,698
2,151
2,601
4,774
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Earnings per share of common stock:
Basic
$
0.22
$
0.18
$
0.21
$
0.43
Diluted
$
0.21
$
0.18
$
0.20
$
0.43
Weighted average shares and share equivalents outstanding:
Basic
21,724
22,130
21,844
22,584
Diluted
21,887
22,130
22,022
22,590
NRC Health Announces Third Quarter 2026 Results
Page 5
October 27, 2026
NRC HEALTH
Condensed Consolidated Balance Sheets
(Dollars in thousands except share amounts and par value)
September 30,
2026
December 31,
2025
(unaudited)
Assets
Current assets:
Cash and cash equivalents
$
3,626
$
4,139
Accounts receivable, net
15,341
11,108
Other current assets
7,743
4,962
Total current assets
26,710
20,209
Property and equipment, net
38,344
40,474
Goodwill
66,152
66,152
Other, net
8,007
8,043
Total assets
$
139,213
$
134,878
Liabilities and Shareholders
’
Equity
Current liabilities:
Current portion of notes payable, net of unamortized debt issuance costs
$
4,767
$
4,014
Accounts payable and accrued expenses
6,394
4,066
Accrued wages and bonuses
6,676
7,218
Deferred revenue
20,277
16,201
Dividends payable
3,406
3,625
Other current liabilities
325
1,496
Total current liabilities
41,845
36,620
Notes payable, net of current portion and unamortized debt issuance costs
98,133
75,021
Other non-current liabilities
8,357
9,247
Total liabilities
148,335
120,888
Shareholders’ equity:
Preferred stock, $0.01 par value, authorized 2,000,000 shares, none issued
--
--
Common stock, $0.001 par value; authorized 110,000,000 shares, issued 31,846,649 in
2026 and 31,966,504 in 2025, outstanding 21,221,538 in 2026 and 22,637,252 in 2025
32
32
Additional paid-in capital
192,864
183,880
Accumulated deficit
(23,209
)
(17,298
)
Treasury stock
(178,809
)
(152,624
)
Total shareholders’ equity
$
(9,122
)
$
13,990
Total liabilities and shareholders’ equity
$
139,213
$
134,878
NRC Health Announces Third Quarter 2026 Results
Page 6
October 27, 2026
NRC HEALTH
Condensed Consolidated Statements of Cash Flows
(In thousands, unaudited)
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Cash flows from operating activities:
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
2,068
2,195
6,358
5,479
Deferred income tax expense
(16
)
(49
)
(52
)
(80
)
Change in uncertain tax positions
(150
)
(45
)
(154
)
103
Non-cash share-based compensation expense (benefit)
(135
)
925
8,844
1,403
Change in fair value of contingent consideration
-
49
-
131
Loss on extinguishment of debt
-
-
-
67
Amortization of debt issuance costs
27
28
81
75
Net changes in assets and liabilities:
Trade accounts receivable
(6,017
)
(332
)
(4,233
)
(1,694
)
Prepaid expenses and other current and long-term assets
1,184
1,794
(113
)
(1,021
)
Deferred contract costs, net
(651
)
(348
)
(1,084
)
(359
)
Operating lease assets and liabilities, net
-
13
(31
)
(40
)
Accounts payable
68
(91
)
291
66
Accrued expenses, wages, and bonuses
1,977
1,478
968
2,146
Income taxes receivable and payable
1.404
1,896
(2,943
)
1,246
Deferred revenue
3.557
2,129
4,011
1,947
Net cash provided by operating activities
8,020
13,764
16,586
19,271
Cash flows from investing activities:
Capital expenditures
(1,038
)
(3,589
)
(4,196
)
(9,585
)
Net cash used in investing activities
(1,038
)
(3,589
)
(4,196
)
(9,585
)
Cash flows from financing activities:
Borrowings on notes payable
15,000
-
15,000
47,681
Payments on notes payable
(1,155
)
(947
)
(3,216
)
(30,393
)
Borrowings on revolving loan
14,000
5,000
36,000
33,000
Payments on revolving loan
(15,000
)
(5,000
)
(24,000
)
(33,003
)
Payment of debt issuance costs
-
-
-
(135
)
Payments on finance lease obligations
(2
)
(2
)
(7
)
(7
)
Proceeds from the exercise of share-based awards
-
-
139
132
Payment of acquisition contingent consideration
-
(236
)
(484
)
(516
)
Repurchase of shares for treasury
(15,983
)
(9,269
)
(25,561
)
(20,179
)
Payment of dividends on common stock
(3,543
)
(2,776
)
(10,774
)
(8,280
)
Net cash used in financing activities
(6,683
)
(13,230
)
(12,903
)
(11,700
)
Change in cash and cash equivalents
299
(3,055
)
(513
)
(2,014
)
Cash and cash equivalents at beginning of period
3,327
5,274
4,139
4,233
Cash and cash equivalents at end of period
$
3,626
$
2,219
$
3,626
$
2,219
NRC Health Announces Third Quarter 2026 Results
Page 7
October 27, 2026
NRC HEALTH
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share data, unaudited)
Adjusted Net Income and Adjusted Earnings per Share
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Add back:
Management transition costs
1
-
-
3,160
6,640
Tax on management transition costs
-
-
(180
)
(468
)
Non-cash stock compensation expense (benefit)
(134
)
925
8,844
1,403
Tax (expense) benefit on non-cash stock compensation
93
(39
)
(378
)
(60
)
Adjusted net income
$
4,663
$
5,008
$
16,089
$
17,317
Earnings per share of common stock, diluted
$
0.21
$
0.18
$
0.20
$
0.43
Weighted average shares and share equivalents outstanding, diluted
21,887
22,130
22,022
22,590
Adjusted earnings per share of common stock, diluted
$
0.21
$
0.23
$
0.73
$
0.77
Adjusted weighted average shares and share equivalents outstanding, diluted
21,887
22,130
22,022
22,590
1)
See 'Non-GAAP Financial Measures' above for a description of the composition of management transition costs and the change from prior period presentation.
NRC Health Announces Third Quarter 2026 Results
Page 8
October 27, 2026
NRC HEALTH
Reconciliation of GAAP to Non-GAAP Financial Measures, Continued
(In thousands, except per share data, unaudited)
Adjusted EBITDA and Adjusted EBITDA Margin
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net income
$
4,704
$
4,122
$
4,643
$
9,802
Add back:
Depreciation and amortization
2,068
2,195
6,358
5,479
Interest expense
1,532
1,461
4,108
3,393
Income taxes
2,698
2,151
2,601
4,774
Management transition costs
1
-
-
3,160
6,640
Non-cash stock compensation expense (benefit)
(134
)
925
8,844
1,403
Adjusted EBITDA
$
10,868
$
10,854
$
29,714
$
31,491
Net income margin
12
%
12
%
4
%
10
%
Adjusted EBITDA margin
28
%
31
%
27
%
31
%
1)
See 'Non-GAAP Financial Measures' above for a description of the composition of management transition costs and the change from prior period presentation.
Free Cash Flow and Free Cash Flow Margin
Three months ended
September 30,
Nine months ended
September 30,
2026
2025
2026
2025
Net cash provided by operating activities
$
8,020
$
13,764
$
16,586
$
19,271
Less:
Capital expenditures
1,038
3,589
4,196
9,585
Free cash flow
$
6,982
$
10,175
$
12,390
$
9,686
Net cash provided by operating activities margin
21
%
40
%
15
%
19
%
Free cash flow margin
18
%
29
%
11
%
9
%
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