Form: 8-K

Current report

November 5, 2026




imagea.jpg
NEWS RELEASE
FOR IMMEDIATE RELEASE
Concentra Announces Results For Its Third Quarter Ended September 30, 2026
and Raises FY 2026 Guidance
DALLAS — November 5, 2026 — Concentra Group Holdings Parent, Inc. (“Concentra”, the “Company”, “we”, “us”, or “our”) (NYSE: CON), the nation’s largest provider of occupational health services by number of locations, today announced results for the third quarter ended September 30, 2026, declaration of a cash dividend, and raised its full-year 2026 guidance. The quarter included revenue growth of 8.6% year over year, net income attributable to the Company growth of 36.5% year over year, Adjusted EBITDA growth of 17.9% year over year, and a net leverage ratio of 2.90x.
As previously announced, effective November 1, 2026, (i) Matt DiCanio succeeded Keith Newton as president and chief executive officer, (ii) Tanner Newton became executive vice president and chief financial officer, and (iii) Keith Newton transitioned to executive chairman of the Company’s Board of Directors (the “Board”).
“Concentra delivered another strong quarter, reflecting the consistency of our operating model and the strength of our team,” said Keith Newton, executive chairman of the Board. “Over the past 50 years, we have built a market-leading occupational health company with a clear strategy for growth. With Matt assuming the CEO role, Concentra enters its next chapter with strong momentum, an experienced leadership team and significant opportunities to expand our reach and serve more employers and patients.”
“Our third-quarter results demonstrate our ability to translate strong operating performance into profitable growth,” said Matt DiCanio, president and chief executive officer. “We expanded our footprint, strengthened the balance sheet and returned capital to shareholders. The increase in full-year guidance reflects confidence in Concentra’s performance and continued momentum. Our focus remains on disciplined growth, operational excellence and delivering high-quality care while creating long-term value for customers, patients and shareholders.”
Third Quarter 2026 Highlights
•Revenue of $622.1 million, an increase of 8.6% from $572.8 million in Q3 2025
•Net income of $67.8 million, an increase of 36.0% from $49.8 million in Q3 2025
•Net income attributable to the Company of $65.9 million, and Adjusted Net Income Attributable to the Company of $66.1 million, an increase of 36.5% and 32.5% over prior year, respectively
•Earnings per share of $0.52 and Adjusted Earnings per Share of $0.52, an increase of 36.8% and 33.3% over prior year, respectively
•Adjusted EBITDA of $140.2 million an increase of 17.9% from $118.9 million in Q3 2025
•Net income margin increased to 10.9%, an expansion of 220 basis points year over year
•Adjusted EBITDA Margin increased to 22.5%, an expansion of 178 basis points year over year
•Patient visits of 3,731,956, or 58,312 visits per day, an increase of 4.9% from 55,589 visits per day in Q3 2025
•Revenue per visit of $152.14, an increase of 3.3% from $147.31 in Q3 2025
•Net cash provided by operating activities of $51.9 million and Free Cash Flow of $32.2 million
•Repurchased 1.0 million shares of common stock totaling $34.65 million
•Cash balance of $85.8 million and a net leverage ratio of 2.90x
•Repaid $52.4 million on our term loan due 2031
•Received a corporate credit rating upgrade from S&P Global, from BB- to BB, and a revised outlook from Moody’s, from stable to positive
•Total occupational health centers of 639, compared to 628 at the end of Q3 2025
•Opened three de novo occupational health centers in Kansas City, Boise, and Daytona Beach
•Completed the acquisition of a four-center occupational health practice in Minnesota
•Total onsite health clinics of 423, compared to 413 at the end of Q3 2025
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The definition of Adjusted EBITDA and a reconciliation of net income to Adjusted EBITDA are presented in table X of this release. The definition of Adjusted EBITDA Margin and a reconciliation of net income margin to Adjusted EBITDA Margin are presented in table X of this release. The definition of Adjusted Earnings per Share and a reconciliation of net income attributable to the Company and earnings per share on a fully diluted basis to Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share on a fully diluted basis are presented in table XI of this release. The definition of Free Cash Flow and a reconciliation of net cash provided by operating activities to Free Cash Flow are presented in table XII of this release.
Balance Sheet
As of September 30, 2026, our balance sheet reflected cash of $85.8 million, total debt of $1,521.3 million and total assets of $3,011.6 million. Concentra’s net leverage ratio as of September 30, 2026 was 2.90x, which was in compliance with the financial covenant under our credit agreement.
Cash Flow
Cash flows provided by operating activities in the third quarter ended September 30, 2026 totaled $51.9 million compared to $60.6 million for the same quarter of the prior year. During the third quarter ended September 30, 2026, cash flow from investing activities resulted in cash used of $25.9 million, including capital expenditures of $22.5 million and business acquisitions of $6.2 million, partially offset by proceeds from sale of assets of $2.8 million. Concentra had Free Cash Flow of $32.2 million in the third quarter ended September 30, 2026, compared to $40.2 million for the same quarter of the prior year. Cash flow from financing activities used $98.2 million for the quarter, driven primarily by $52.4 million in repayments on the term loan, $34.7 million in repurchases of shares of common stock and $8.0 million in dividend payments. This resulted in a net decrease in cash of $72.2 million for the quarter.
Dividend
On November 4, 2026, the Board declared a cash dividend of $0.0625 per share. The dividend will be payable on or about December 4, 2026, to stockholders of record as of the close of business on November 19, 2026.
There is no assurance that future dividends will be declared. The declaration and payment of dividends in the future are at the discretion of the Board after taking various factors into account, including, but not limited to, the Company’s financial condition, operating results, available cash and current and anticipated cash needs, the terms of indebtedness, and other factors the Board may deem to be relevant.
2026 Share Repurchase Program
On November 4, 2026, the Board authorized a new share repurchase program to repurchase up to $250 million of the Company’s outstanding common stock with no expiration date (the “2026 Share Repurchase Program”). The 2026 Share Repurchase Program is in addition to the Company’s existing share repurchase program authorized in November 2025. Stock repurchases under the 2026 Share Repurchase Program may be made in the open market or through privately negotiated transactions, and at times and in such amounts as the Board deems appropriate. The authorization of the 2026 Share Repurchase Program does not obligate the Company to repurchase any shares.
2026 Business Outlook
Concentra raised its financial guidance for 2026. We now expect to deliver the following results:

•Revenue in the range of $2.360 billion to $2.380 billion
•Adjusted EBITDA in the range of $505 million to $510 million
•Free Cash Flow in the range of $220 million to $240 million
•Capital expenditures in the range of $70 million to $80 million(1)
(1) Excluding acquisitions, and net of proceeds from sale of assets.
A reconciliation of full year 2026 Adjusted EBITDA expectations to net income is presented in table XIII of this release. A reconciliation of full year 2026 Free Cash Flow expectations to net cash provided by operating activities is presented in table XIV of this release.
2



Company Overview
Concentra is the largest provider of occupational health services in the United States by number of locations, with the mission of improving the health of America’s workforce, one patient at a time. Our approximately 13,000 colleagues and affiliated physicians and clinicians support the delivery of an extensive suite of services, including occupational and consumer health services and other direct-to-employer care. We support the care of approximately 55,000(1) patients each business day on average across 46 states and the District of Columbia at our 639 occupational health centers, 423 onsite health clinics at employer worksites, and Concentra Telemed as of September 30, 2026.
(1) As of TTM September 30, 2026.
Conference Call
Concentra will host a conference call regarding its third quarter financial results and business outlook on Friday, November 6, 2026, at 9 a.m. Eastern Time. The conference call will be a live webcast and can be accessed via this Earnings Call Webcast Link or via Concentra’s website at https://ir.concentra.com. A replay of the webcast will be available shortly after the call at the same locations.
Participants may join the audio-only version of the webcast or participate in the question-and-answer session by calling:
Toll Free: 888-506-0062
International: 973-528-0011
Participant Access: All dial-in participants should ask to join the Concentra call.
3



* * * * *
Certain statements contained herein that are not descriptions of historical facts are “forward-looking” statements (as such term is defined in the Private Securities Litigation Reform Act of 1995), including statements related to Concentra’s 2026 and long-term business outlook. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements due to factors including the following:
•The frequency of work-related injuries and illnesses;
•Adverse changes to our relationships with employer customers, third-party payors, workers’ compensation provider networks or employer services networks;
•Changes to regulations, new interpretations of existing regulations, or violations of regulations;
•State fee schedule changes undertaken by state workers’ compensation boards or commissions and other third-party payors;
•Our ability to realize reimbursement increases at rates sufficient to keep pace with the inflation of our costs;
•Labor shortages, increased employee turnover or costs, and union activity could significantly increase our operating costs;
•Our ability to compete effectively with other occupational health centers, onsite health clinics at employer worksites, and healthcare providers;
•The impacts of any security breaches, cyberattacks, loss of data, or cybersecurity threats or incidents involving our, or our third-party vendors’, information technology systems, and any failure to comply with legal requirements related to data privacy, interoperability or data protection, including those governing the privacy and security of health information or other regulated, sensitive or confidential information;
•Negative publicity which can result in increased governmental and regulatory scrutiny and possibly adverse regulatory changes;
•Significant legal actions could subject us to substantial uninsured liabilities;
•Litigation and other legal and regulatory proceedings in the course of our business that could adversely affect our business and financial statements;
•Insurance coverage may not be sufficient to cover losses we may incur;
•Acquisitions may use significant resources, may be unsuccessful, and could expose us to unforeseen liabilities;
•Our exposure to additional risk due to our reliance on third parties in many aspects of our business;
•Our ability to manage relationships with managed affiliated professional medical groups;
•Our facilities are subject to extensive federal and state laws and regulations relating to the privacy of individually identifiable information;
•Compliance with applicable data interoperability and information blocking rules;
•Facility licensure requirements in some states are costly and time-consuming, limiting or delaying our operations;
•Our ability to adequately protect and enforce our intellectual property and other proprietary rights;
•Adverse economic conditions in the U.S. or globally;
•Any negative impact on the global economy and capital markets resulting from geopolitical tensions;
•The impact of impairment of our goodwill and other intangible assets;
•Our ability to maintain satisfactory credit ratings;
4



•The effects of the separation from Select Medical Corporation (“Select”) on our business;
•The negative impact of public threats such as a global pandemic or widespread outbreak of an infectious disease;
•The loss of key members of our management team;
•Our ability to attract and retain talented, highly skilled employees and a diverse workforce, and the succession of our senior management;
•Climate change, or legal, regulatory or market measures to address climate change;
•Increasing scrutiny and rapidly evolving expectations from stakeholders regarding ESG matters; and
•Changes in tax laws or exposures to additional tax liabilities.
Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the Securities and Exchange Commission, we are under no obligation to publicly update or revise any forward-looking statements, whether as a result of any new information, future events, or otherwise. You should not place undue reliance on our forward-looking statements. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee future results or performance.
Investor and media inquiries:

Bill Chapman
Senior Vice President, Strategy & Investor Relations
972-725-6488
ir@concentra.com
SOURCE: Concentra Group Holdings Parent, Inc.
5



I. Condensed Consolidated Statements of Operations
For the Three Months Ended September 30, 2026 and 2025
(In thousands, except per share amounts, unaudited)

Three Months Ended September 30,
20262025
% Change
Revenue$622,122 $572,800 8.6 %
Costs and expenses:
Cost of services, exclusive of depreciation and amortization426,650 405,535 5.2 
General and administrative, exclusive of depreciation and amortization(1)
60,928 52,884 15.2 
Depreciation and amortization20,152 19,909 1.2 
Total costs and expenses507,730 478,328 6.1 
Other operating income, net807 — N/M
Income from operations115,199 94,472 21.9 
Other income and expense:
Interest expense
(25,163)(28,683)(12.3)
Income before income taxes90,036 65,789 36.9 
Income tax expense22,266 15,967 39.5 
Net income67,770 49,822 36.0 
Less: net income attributable to non-controlling interests1,884 1,563 20.5 
Net income attributable to the Company$65,886 $48,259 36.5 %
Basic and diluted earnings per common share:(2)
$0.52 $0.38 
_________________________________________
(1)    Includes transition services agreement fees of $0.4 million and $2.7 million for the three months ended September 30, 2026 and 2025, respectively.
(2)    Refer to table III for calculation of earnings per common share.
N/M    Not meaningful.
6



II. Condensed Consolidated Statements of Operations
For the Nine Months Ended September 30, 2026 and 2025
(In thousands, except per share amounts, unaudited)

Nine Months Ended September 30,
20262025
% Change
Revenue$1,797,707 $1,624,337 10.7 %
Costs and expenses:
Cost of services, exclusive of depreciation and amortization1,239,669 1,151,970 7.6 
General and administrative, exclusive of depreciation and amortization(1)
172,885 152,528 13.3 
Depreciation and amortization59,699 55,526 7.5 
Total costs and expenses1,472,253 1,360,024 8.3 
Other operating income, net423 20 N/M
Income from operations325,877 264,333 23.3 
Other income and expense:
Loss on early retirement of debt— (875)N/M
Interest expense
(76,889)(82,424)(6.7)
Income before income taxes248,988 181,034 37.5 
Income tax expense61,627 44,376 38.9 
Net income187,361 136,658 37.1 
Less: net income attributable to non-controlling interests5,688 4,928 15.4 
Net income attributable to the Company$181,673 $131,730 37.9 %
Basic and diluted earnings per common share:(2)
$1.42 $1.03 
_________________________________________
(1)    Includes transition services agreement fees of $3.0 million and $9.9 million for the nine months ended September 30, 2026 and 2025, respectively.
(2)    Refer to table III for calculation of earnings per common share.
N/M    Not meaningful.
7



III. Earnings per Share
For the Three and Nine Months Ended September 30, 2026 and 2025
(In thousands, except per share amounts, unaudited)
As of September 30, 2026 and 2025, the Company’s capital structure consists of common stock and unvested restricted stock. To calculate earnings per share (“EPS”) for the three and nine months ended September 30, 2026 and 2025, the Company applied the two-class method because its unvested restricted shares were participating securities.
The following table sets forth the net income attributable to the Company, its shares, and its participating shares:
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Net income$67,770 $49,822 $187,361 $136,658 
Less: net income attributable to non-controlling interests1,884 1,563 5,688 4,928 
Net income attributable to the Company65,886 48,259 181,673 131,730 
Less: distributed and undistributed net income attributable to participating securities1,388 573 3,826 1,558 
Distributed and undistributed net income attributable to common shares$64,498 $47,686 $177,847 $130,172 
The following table sets forth the computation of EPS under the two-class method:
Three Months Ended
September 30, 2026
Three Months Ended
September 30, 2025
Net Income Allocation
Shares(1)
Basic and Diluted EPS
Net Income Allocation
Shares(1)
Basic and Diluted EPS
Common shares$64,498 124,426 $0.52 $47,686 126,647 $0.38 
Participating securities1,388 2,678 $0.52 573 1,523 $0.38 
Total Company$65,886 127,104 $0.52 $48,259 128,170 $0.38 

Nine Months Ended
September 30, 2026
Nine Months Ended
September 30, 2025
Net Income Allocation
Shares(1)
Basic and Diluted EPS
Net Income Allocation
Shares(1)
Basic and Diluted EPS
Common shares$177,847 125,098 $1.42 $130,172 126,647 $1.03 
Participating securities3,826 2,691 $1.42 1,558 1,516 $1.03 
Total Company$181,673 127,789 $1.42 $131,730 128,163 $1.03 
_________________________________________
(1)    Represents the weighted average shares outstanding during the period.
8



IV. Condensed Consolidated Balance Sheets
(In thousands, except par value and share data, unaudited)
September 30, 2026December 31, 2025
ASSETS
Current assets:
Cash$85,820 $79,899 
Accounts receivable320,258 257,900 
Prepaid expenses and other current assets53,581 45,299 
Total current assets459,659 383,098 
Operating lease right-of-use assets557,842 483,652 
Property and equipment, net240,263 225,309 
Goodwill1,482,881 1,479,192 
Other identifiable intangible assets, net227,852 242,556 
Non-current deferred tax asset24,754 24,120 
Other assets18,385 20,461 
Total assets$3,011,636 $2,858,388 
LIABILITIES AND EQUITY
Current liabilities:
Current operating lease liabilities$87,940 $84,582 
Current portion of long-term debt and notes payable11,604 10,738 
Accounts payable34,548 21,005 
Accrued and other liabilities218,885 220,922 
Total current liabilities352,977 337,247 
Non-current operating lease liabilities519,237 443,642 
Long-term debt, net of current portion1,509,669 1,563,658 
Non-current deferred tax liability48,633 48,906 
Other non-current liabilities44,355 44,506 
Total liabilities2,474,871 2,437,959 
Redeemable non-controlling interests22,014 19,404 
Stockholders’ equity:
Common stock, $0.01 par value, 700,000,000 shares authorized, 126,517,736 and 128,633,374 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively
1,266 1,286 
Capital in excess of par200,527 248,899 
Retained earnings301,714 146,448 
Accumulated other comprehensive income (loss)3,477 (3,352)
Total stockholders’ equity506,984 393,281 
Non-controlling interests7,767 7,744 
Total equity514,751 401,025 
Total liabilities and equity$3,011,636 $2,858,388 
9



V. Condensed Consolidated Statements of Cash Flows
For the Three Months Ended September 30, 2026 and 2025
(In thousands, unaudited)
Three Months Ended September 30,
20262025
Operating activities
Net income$67,770 $49,822 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization20,152 19,909 
Stock compensation expense4,546 2,330 
Amortization of debt discount and issuance costs1,043 994 
Deferred income taxes(1,588)11,370 
Other242 (707)
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable(20,501)(7,597)
Other current assets(383)2,076 
Other assets(79,143)2,217 
Accounts payable and accrued liabilities59,732 (19,787)
Net cash provided by operating activities51,870 60,627 
Investing activities
Business combinations, net of cash acquired(6,235)— 
Purchases of property and equipment(22,466)(21,209)
Proceeds from sale of assets2,821 741 
Net cash used in investing activities(25,880)(20,468)
Financing activities
Payments on revolving facilities— (50,000)
Payments on term loans(52,375)(2,375)
Principal payments on other debt(1,427)(2,042)
Dividends paid to common stockholders(7,970)(8,011)
Repurchase of common shares(34,650)— 
Distributions to non-controlling interests
(1,786)(1,662)
Net cash used in financing activities(98,208)(64,090)
Net decrease in cash (72,218)(23,931)
Cash at beginning of period158,038 73,872 
Cash at end of period$85,820 $49,941 
Supplemental information
Cash paid for interest$36,559 $39,703 
Cash paid for taxes$31,615 $3,624 
10



VI. Condensed Consolidated Statements of Cash Flows
For the Nine Months Ended September 30, 2026 and 2025
(In thousands, unaudited)
Nine Months Ended September 30,
20262025
Operating activities
Net income$187,361 $136,658 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization59,699 55,526 
Loss on early retirement of debt
— 51 
Stock compensation expense12,811 6,884 
Amortization of debt discount and issuance costs3,115 2,965 
Deferred income taxes(3,094)9,165 
Other749 400 
Changes in operating assets and liabilities, net of effects of business combinations:
Accounts receivable(62,476)(33,848)
Other current assets(5,569)(5,705)
Other assets(75,566)4,520 
Accounts payable and accrued liabilities91,069 (15,911)
Net cash provided by operating activities208,099 160,705 
Investing activities
Business combinations, net of cash acquired(9,995)(333,300)
Purchases of property and equipment(49,219)(62,167)
Proceeds from sale of assets4,291 742 
Net cash used in investing activities(54,923)(394,725)
Financing activities
Borrowings on revolving facilities— 85,000 
Payments on revolving facilities— (50,000)
Proceeds from term loans, net of issuance costs— 948,848 
Payments on term loans(57,125)(852,625)
Borrowings of other debt4,912 6,575 
Principal payments on other debt(4,976)(8,547)
Dividends paid to common stockholders(23,979)(24,032)
Repurchase of common shares(60,604)— 
Distributions to non-controlling interests
(5,483)(4,513)
Net cash (used in) provided by financing activities
(147,255)100,706 
Net increase (decrease) in cash 5,921 (133,314)
Cash at beginning of period79,899 183,255 
Cash at end of period$85,820 $49,941 
Supplemental information
Cash paid for interest$86,760 $94,135 
Cash paid for taxes$65,999 $39,192 
11



VII. Disaggregated Revenue
For the Three and Nine Months Ended September 30, 2026 and 2025
(In thousands, unaudited)
The following table disaggregates the Company’s revenue:
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Occupational health centers:
Workers’ compensation$370,512 $343,454 $1,069,419 $977,752 
Employer services190,547 173,230 546,072 507,688 
Consumer health6,732 7,395 21,455 23,183 
Other occupational health center revenue1,882 1,953 6,145 6,469 
Total occupational health center revenue569,673 526,032 1,643,091 1,515,092 
Onsite health clinics38,393 34,897 114,421 74,016 
Other14,056 11,871 40,195 35,229 
Total revenue$622,122 $572,800 $1,797,707 $1,624,337 

12



VIII. Key Statistics
For the Three Months Ended September 30, 2026 and 2025

The following table sets forth facility counts for our occupational health centers and onsite health clinics operating segments for the periods presented:
Three Months Ended September 30,
20262025
Facility Counts
Number of occupational health centers—start of period633 628 
Number of occupational health centers acquired4 — 
Number of occupational health centers de novos3 1 
Number of occupational health centers closed(1)(1)
Number of occupational health centers—end of period639 628 
Number of onsite health clinics—end of period423 413 
The following table sets forth operating statistics for our occupational health centers operating segment for the periods presented:
Three Months Ended September 30,
20262025% Change
Number of patient visits
Workers’ compensation1,690,024 1,621,435 4.2 %
Employer services1,992,081 1,882,820 5.8 %
Consumer health49,851 53,442 (6.7)%
Total3,731,956 3,557,697 4.9 %
Visits per day volume
Workers’ compensation26,407 25,335 4.2 %
Employer services31,126 29,419 5.8 %
Consumer health779 835 (6.7)%
Total58,312 55,589 4.9 %
Revenue per visit(1)
Workers’ compensation$219.24 $211.82 3.5 %
Employer services95.65 92.01 4.0 %
Consumer health135.04 138.38 (2.4)%
Total$152.14 $147.31 3.3 %
Business Days(2)
64 64 
_________________________________________
(1)    Represents the average amount of revenue recognized for each patient visit. Revenue per visit is calculated as total patient revenue divided by total patient visits. Revenue per visit as reported includes only the revenue and patient visits in our occupational health centers operating segment and does not include our onsite health clinics or other businesses operating segments.
(2)    Represents the number of days in which normal business operations were conducted during the periods presented.
13



IX. Key Statistics
For the Nine Months Ended September 30, 2026 and 2025
The following table sets forth facility counts for our occupational health centers and onsite health clinics operating segments for the periods presented:
Nine Months Ended September 30,
20262025
Facility Counts
Number of occupational health centers—start of period628 552 
Number of occupational health centers acquired7 72 
Number of occupational health centers de novos5 5 
Number of occupational health centers closed(1)(1)
Number of occupational health centers—end of period639 628 
Number of onsite health clinics—end of period423 413 
The following table sets forth operating statistics for our occupational health centers operating segment for the periods presented:
Nine Months Ended September 30,
20262025% Change
Number of patient visits
Workers’ compensation4,922,350 4,656,296 5.7 %
Employer services5,681,649 5,456,615 4.1 %
Consumer health157,982 169,474 (6.8)%
Total10,761,981 10,282,385 4.7 %
Visits per day volume
Workers’ compensation25,771 24,379 5.7 %
Employer services29,747 28,569 4.1 %
Consumer health827 887 (6.8)%
Total56,345 53,834 (3)4.7 %
Revenue per visit(1)
Workers’ compensation$217.26 $209.98 3.5 %
Employer services96.11 93.04 3.3 %
Consumer health135.81 136.80 (0.7)%
Total$152.10 $146.72 3.7 %
Business days(2)
191 191 
_________________________________________
(1)    Represents the average amount of revenue recognized for each patient visit. Revenue per visit is calculated as total patient revenue divided by total patient visits. Revenue per visit as reported includes only the revenue and patient visits in our occupational health centers segment and does not include our onsite health clinics or other businesses segments.
(2)    Represents the number of days in which normal business operations were conducted during the periods presented.
(3)    Does not foot due to rounding.


14



X. Net Income to Adjusted EBITDA Reconciliation
For the Three and Nine Months Ended September 30, 2026 and 2025
(In thousands, unaudited)
Adjusted EBITDA and Adjusted EBITDA Margin are non-GAAP measures that we believe provide useful insight into the underlying performance of our business by excluding items that may obscure trends in our core operating results. These metrics are not intended to be substitutes for U.S. GAAP measures such as net income and net income margin, and may differ from similarly titled metrics supported by other companies. We use these non-GAAP measures internally for budgeting, forecasting, and evaluating performance. Investors should consider these measures in addition to, and not as a replacement for, U.S. GAAP results reported in our financial statements.
Adjusted EBITDA is a supplemental measure that we believe offers useful insight into the Company’s business performance by excluding items that do not reflect the core operations of the Company. We define Adjusted EBITDA as net income before interest, income taxes, depreciation and amortization, stock compensation expense, acquisition related costs, gains or losses on early retirement of debt, and separation transaction costs. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by total revenue. Adjusted EBITDA Margin is a supplemental measure that we believe helps assess the efficiency of our operations on a normalized basis.
The following table reconciles net income to Adjusted EBITDA and net income margin to Adjusted EBITDA Margin and should be referenced when we discuss Adjusted EBITDA and Adjusted EBITDA Margin.
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Amount
% of Revenue(4)
Amount
% of Revenue(4)
Amount
% of Revenue(4)
Amount
% of Revenue(4)
Reconciliation of Adjusted EBITDA:
Net income(1)
$67,770 10.9 %$49,822 8.7 %$187,361 10.4 %$136,658 8.4 %
Add (Subtract):
Income tax expense22,266 3.6 15,967 2.8 61,627 3.4 44,376 2.7 
Interest expense 25,163 4.0 28,683 5.0 76,889 4.3 82,424 5.1 
Loss on early retirement of debt— — — — — — 875 0.1 
Stock compensation expense4,546 0.7 2,330 0.4 12,811 0.7 6,884 0.4 
Depreciation and amortization20,152 3.2 19,909 3.5 59,699 3.3 55,526 3.4 
Separation transaction costs(2)
273 0.0 1,025 0.2 3,126 0.2 2,700 0.2 
Nova and Pivot Onsite Innovations acquisition costs66 0.0 1,181 0.2 345 0.0 7,151 0.4 
Adjusted EBITDA(3)
$140,236 22.5 %$118,917 20.8 %$401,858 22.4 %$336,594 20.7 %
_________________________________________
(1)    The percentage of revenue values on this row represent the net income margin for the period.
(2)    Separation transaction costs represent non-recurring incremental consulting, legal, audit-related fees, system implementation, and software disposal costs incurred in connection with the Company’s separation from Select into a new, publicly traded company and are included within general and administrative expenses on the condensed consolidated statements of operations.
(3)    The percentage of revenue values on this row represent the Adjusted EBITDA Margin for the period.
(4)    Totals in this column may not foot due to rounding.
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XI. Earnings per Share to Adjusted Earnings per Share Reconciliation
For the Three and Nine Months Ended September 30, 2026 and 2025
(In thousands, except per share amounts, unaudited)
Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are used by management to provide useful insight into the underlying performance of our business. Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are not measures of financial performance under U.S. GAAP and are not intended to be substitutes for U.S. GAAP measures such as net income attributable to the Company or earnings per share. These metrics may differ from similarly titled metrics supported by other companies. We believe that the presentation of Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share are important to investors because they are reflective of the financial performance of Concentra’s ongoing operations and provide better comparability of its results of operations between periods. Investors should consider these measures in addition to, and not as a replacement for, U.S. GAAP results reported in our financial statements.
We define Adjusted Net Income Attributable to the Company as net income attributable to the Company, excluding gain (loss) on early retirement of debt, separation transaction costs, and acquisition costs, all on an after tax basis. We define Adjusted Earnings per Share as the Adjusted Net Income Attributable to the Company divided by the diluted weighted average shares outstanding.
The following table reconciles net income attributable to the Company and earnings per share on a fully diluted basis to Adjusted Net Income Attributable to the Company and Adjusted Earnings per Share on a fully diluted basis.
Three Months Ended September 30,Nine Months Ended September 30,
2026
Per Share(3)
2025
Per Share(3)
2026
Per Share(3)
2025
Per Share(3)
Reconciliation of Adjusted Net Income Attributable to the Company:
Net income attributable to the Company
$65,886 $0.52 $48,259 $0.38 $181,673 $1.42 $131,730 $1.03 
Adjustments:
Loss on early retirement of debt— — — — — — 875 0.01 
Separation transaction costs(1)
2730.00 1,025 0.01 3,126 0.02 2,700 0.02 
Nova and Pivot Onsite Innovations acquisition costs
660.00 1,181 0.01 345 0.00 7,151 0.06 
Total additions (subtractions), net
$339 $0.00 $2,206 $0.02 $3,471 $0.03 $10,726 $0.08 
Less: tax effect of adjustments(2)
(84)(0.00)(536)(0.00)(861)(0.01)(2,628)(0.02)
Adjusted Net Income Attributable to the Company
$66,141 $0.52 $49,929 $0.39 $184,283 $1.44 $139,828 $1.09 
Weighted average shares outstanding - diluted
127,104 128,170 127,789 128,163 
_________________________________________
(1)    Separation transaction costs represent non-recurring incremental consulting, legal, audit-related fees, system implementation, and software disposal costs incurred in connection with the Company’s separation from Select into a new, publicly traded company and are included within general and administrative expenses on the condensed consolidated statements of operations.
(2)    Tax impact is calculated using the annual effective tax rate, including discrete costs and benefits.
(3)    Totals in this column may not foot due to rounding.
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XII. Net Cash Provided by Operating Activities to Free Cash Flow Reconciliation
For the Three and Nine Months ended September 30, 2026 and 2025
(In thousands, unaudited)
Free Cash Flow is used by management to provide useful insight into the underlying performance of our business. Free Cash Flow is not a measure of financial performance or liquidity under U.S. GAAP and is not intended to be a substitute for U.S. GAAP measures, such as net cash provided by operating activities. This metric may differ from similarly titled metrics supported by other companies. Other companies, including companies in our industry, may calculate Free Cash Flow differently than we do, limiting the usefulness of those measures for comparative purposes. We believe that the presentation of Free Cash Flow is important to investors because it is reflective of the financial performance and cash flows of Concentra’s ongoing operations and provides a better comparability of its cash flows between periods. Investors should consider this measure in addition to, and not as a replacement for, U.S. GAAP results reporting in our financial statements.
We define Free Cash Flow as net cash provided by operating activities less net cash used in investing activities, excluding business combinations, net of cash acquired. Free Cash Flow (i) does not represent residual cash flow available for discretionary expenditures and (ii) does not reflect our mandatory debt service obligations or other non-discretionary expenditures that are not deducted in calculating the measure.
The following table reconciles net cash provided by operating activities to Free Cash Flow.
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Reconciliation of Free Cash Flow:
Net cash provided by operating activities$51,870 $60,627 $208,099 $160,705 
Add (Subtract):
Net cash used in investing activities(25,880)(20,468)(54,923)(394,725)
Business combinations, net of cash acquired6,235 — 9,995 333,300 
Free Cash Flow$32,225 $40,159 $163,171 $99,280 
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XIII. 2026 Net Income to Adjusted EBITDA Reconciliation
Business Outlook for the Year Ending December 31, 2026
(In millions, unaudited)
The following is a reconciliation of full year 2026 Adjusted EBITDA expectations as computed at the low and high points of the range to the closest comparable U.S. GAAP financial measure. Refer to table X for discussion of Concentra’s use of Adjusted EBITDA in evaluating financial performance and for the definition of Adjusted EBITDA. Each item presented in the below table is an estimation of full year 2026 expectations.
Range
Low
High
Net income attributable to the Company
$216 $220 
Net income attributable to non-controlling interests7 7 
Net income$223 $227 
Income tax expense74 75 
Interest expense103 103 
Income from operations400 405 
Stock compensation expense21 21 
Depreciation and amortization81 81 
Separation transaction costs3 3 
Adjusted EBITDA$505 $510 
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XIV. 2026 Net Cash Provided by Operating Activities to Free Cash Flow Reconciliation
Business Outlook for the Year Ending December 31, 2026
(In millions, unaudited)
The following is a reconciliation of full year 2026 Free Cash Flow expectations as computed at the low and high points of the range to the closest comparable U.S. GAAP financial measure. Refer to table XII for discussion of Concentra’s use of Free Cash Flow in evaluating financial performance and for the definition of Free Cash Flow. Each item presented in the below table is an estimation of full year 2026 expectations.
Range
Low
High
Reconciliation of Free Cash Flow:
Net cash provided by operating activities$300 $310 
Add (Subtract):
Net cash used in investing activities(90)(80)
Business combinations, net of cash acquired10 10 
Free Cash Flow$220 $240 
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