eye-20260404

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________________________

FORM 10-Q

_______________________________________________________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 4, 2026

☐ 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 001-38257

_______________________________________________________________________

National Vision Holdings, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________________________________


Delaware						46-4841717
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

2435 Commerce Ave
Building 2200						30096
Duluth, Georgia						(Zip Code)
(Address of principal executive offices)

(770) 822‑3600

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

_______________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

EYE

Nasdaq

Indicate by check mark whether the 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 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 ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class						Outstanding at May 1, 2026
Common stock, $0.01 par value						80,116,665

NATIONAL VISION HOLDINGS, INC. AND SUBSIDIARIES

Table of Contents


			Page
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS			3
PART I – FINANCIAL INFORMATION			5
	Item 1.	Financial Statements (Unaudited)	5
		Condensed Consolidated Balance Sheets	5
		Condensed Consolidated Statements of Operations and Comprehensive Income	6
		Condensed Consolidated Statements of Stockholders’ Equity	7
		Condensed Consolidated Statements of Cash Flows	8
		Notes to Condensed Consolidated Financial Statements	9
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
	Item 4.	Controls and Procedures	31
PART II – OTHER INFORMATION			33
	Item 1.	Legal Proceedings	33
	Item 1A.	Risk Factors	33
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33
	Item 3.	Defaults Upon Senior Securities	33
	Item 4.	Mine Safety Disclosures	33
	Item 5.	Other Information	33
	Item 6.	Exhibits	34
		Signatures	35

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Form 10-Q”) contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections. All statements, other than statements of historical facts included in this Form 10-Q, including statements concerning our plans, objectives, goals, beliefs, business strategies, future events, business conditions, results of operations, financial position, business outlook, business trends and other information, may be forward-looking statements.

Words such as “believes,” “expects,” “may,” “will,” “should,” “could,” “seeks,” “intends,” “plans,” “estimates,” “anticipates,” or variations of such words or similar expressions are intended to identify forward-looking statements. The forward-looking statements are not historical facts or guarantees of future performance and are based upon our current expectations, beliefs, estimates and projections, and various assumptions, many of which, by their nature, are inherently uncertain and beyond our control. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs and projections will result or be achieved and actual results may vary materially from what is expressed in or indicated by the forward-looking statements.

There are a number of risks, uncertainties and other important factors, many of which are beyond our control, that could cause our actual results to differ materially from the forward-looking statements contained in this Form 10-Q. Such risks, uncertainties and other important factors that could cause actual results to differ include, among others, the risks, uncertainties and factors set forth in Part I, Item 1A - “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended January 3, 2026 (the “2025 Annual Report on Form 10-K”), as filed with the Securities and Exchange Commission (the “SEC”), as such risk factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov, and also include, but are not limited to, market volatility, an overall decline in the health of the economy, global macroeconomic conditions and other factors that may affect consumer spending or behavior; our ability to successfully implement our strategic initiatives, or anticipate the impact of important strategic initiatives; our ability to recruit and retain vision care professionals for in-store roles or to provide remote care offerings; our ability to compete in the highly competitive optical retail industry; our ability to maintain, protect, and enhance the value of our owned brands; the success of our marketing, advertising and promotional efforts; our ability to open and operate new stores (including as a result of store conversions) in a timely and cost-effective manner or to successfully enter new markets; our ability to increase sales in existing stores and to successfully reinvest in existing stores; our ability to successfully implement our pricing strategies; changes in the cost of inputs, and factors such as wage rate increases, inflation, cost increases, tariffs and related measures, increases in the price of raw materials and energy prices; significant capital requirements to fund our expanding business including updating our Enterprise Resource Planning (“ERP”) and Customer Relationship Management (“CRM”), and other technological, systems and capabilities; the potential for our growth strategies to strain our existing resources and cause the performance of our existing stores to suffer; risks associated with leasing substantial amounts of space, including future increases in occupancy costs; our ability to successfully manage the distinct risks faced by our e-commerce and omni-channel business; our ability to retain our existing senior management team, attract qualified new personnel or successfully implement our succession plans; seasonal fluctuations in our operating results and inventory levels; the potential impacts of catastrophic events, including changing climate and weather patterns leading to severe weather and natural disasters; the potential for certain technological advances, greater availability of, or increased consumer preferences for, vision correction alternatives to prescription eyeglasses or contact lenses, or future drug development for the correction of vision-related problems to reduce the demand for our products; our ability to successfully manage our inventory balances and inventory shrinkage; the potential for the loss of, or disruption in the operations of, one or more of our distribution centers or optical laboratories, which would impact our ability to process and fulfill customer orders and deliver our products in a timely manner, or at all, or result in quality issues; the performance of our Host brands and our ability to maintain or extend our operating relationships with our Host partners; sustainability issues, including those related to climate change; our ability to develop, maintain and extend relationships with managed vision care companies, vision insurance providers and other third-party payors; our reliance on third-party coverage and reimbursement, including government programs, for an increasing portion of our revenues; risks associated with vendors from whom our products and certain services are sourced and our dependence on a limited number of suppliers; changes in U.S. or international laws, including tariffs, affecting our ability to source merchandise and services internationally; the impact of any significant failure, inadequacy, interruption or security breach affecting our information technology systems, or those of our vendors; our ability to comply with state, local and federal vision care and healthcare laws and regulations, as well as managed vision care laws and regulations; liability stemming from rapidly changing and increasingly stringent laws, regulations, contractual obligations, and industry standards relating to privacy, data security and data protection; product liability, product recall or personal injury issues; our ability to comply with laws, regulations and enforcement activities or changes in statutory, regulatory, accounting and other legal requirements; the outcome of legal proceedings relating to our business operations; the protection and validity of our intellectual property; risks related to our indebtedness; changes in interest rates; restrictions in our credit agreement that limit our flexibility in operating our business; and risks related to owning our common stock.

We caution you that the risks, uncertainties and other factors referenced above may not contain all of the risks, uncertainties and other factors that are important to you. In addition, we cannot assure you that we will realize the results, benefits or developments that we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our business in the way expected. There can be no assurance that (i) we have correctly measured or identified all of the factors affecting our business or the extent of these factors’ likely impact, (ii) the available information with respect to these factors on which such analysis is based is complete or accurate, (iii) such analysis is correct or (iv) our strategy, which is based in part on this analysis, will be successful. All forward-looking statements in this Form 10-Q apply only as of the date of this Form 10-Q or as of the date they were made and, except as required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

All references to “we,” “us,” “our,” or the “Company” in this Form 10-Q mean National Vision Holdings, Inc. and its subsidiaries, unless the context otherwise requires. References to “eye care practitioners” in this Form 10-Q mean optometrists and ophthalmologists and references to “vision care professionals” mean optometrists (including optometrists employed by us or by professional corporations owned by eye care practitioners with which we have arrangements) and opticians.

Website Disclosure

We use our website www.nationalvision.com as a channel of distribution of Company information. Financial and other important information regarding the Company is routinely accessible through and posted on our website. Accordingly, investors should monitor our website, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about National Vision Holdings, Inc. when you enroll your e-mail address by visiting the “Email Alerts” page of the Investor Resources section of our website at www.nationalvision.com/investors. The contents of our website are not, however, a part of this Form 10-Q.


In thousands, except share data	As of April 4, 2026		As of January 3, 2026
ASSETS
Current assets:
Cash and cash equivalents	$	67,898	$	38,708
Accounts receivable, net	43,990		57,322
Inventories, net	107,706		89,318
Prepaid expenses and other current assets	41,029		40,374
Total current assets	260,623		225,722

Noncurrent assets:
Property and equipment, net	342,103		344,619
Goodwill	700,976		700,642
Trademarks and trade names	240,547		240,547
Other intangible assets, net	7,385		7,554
Right of use assets	397,365		394,896
Other assets	71,484		69,698
Total noncurrent assets	1,759,860		1,757,956
Total assets	$	2,020,483	$	1,983,678

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	87,182	$	78,999
Other payables and accrued expenses	106,626		109,674
Unearned revenue	50,427		52,279
Deferred revenue	66,309		64,560
Current maturities of long-term debt and finance lease obligations	16,588		16,583
Current operating lease obligations	91,356		90,313
Total current liabilities	418,488		412,408

Noncurrent liabilities:
Long-term debt and finance lease obligations, less current portion and debt discount	225,246		229,327
Noncurrent operating lease obligations	358,937		358,377
Deferred revenue	22,835		22,517
Other liabilities	8,966		8,944
Deferred income taxes, net	88,005		82,572
Total noncurrent liabilities	703,989		701,737
Commitments and contingencies (See Note 7)
Stockholders’ equity:
Common stock, $0.01 par value; 200,000,000 shares authorized; 87,366,539 and 86,278,538 shares issued as of April 4, 2026 and January 3, 2026, respectively; 80,114,673 and 79,416,050 shares outstanding as of April 4, 2026 and January 3, 2026, respectively	873		862
Additional paid-in capital	841,485		834,000
Accumulated other comprehensive income (loss)	194		(121)
Retained earnings	286,898		255,717
Treasury stock, at cost; 7,251,866 and 6,862,488 shares as of April 4, 2026 and January 3, 2026, respectively	(231,444)		(220,925)
Total stockholders’ equity	898,006		869,533
Total liabilities and stockholders’ equity	$	2,020,483	$	1,983,678


	Three Months Ended
In thousands, except per share amounts		April 4, 2026		March 29, 2025
Revenue:
Net product sales		$	439,500	$	412,765
Net sales of services and plans		104,380		97,559
Total net revenue		543,880		510,324
Costs applicable to revenue (exclusive of depreciation and amortization):
Products		126,817		116,914
Services and plans		92,319		88,276
Total costs applicable to revenue		219,136		205,190
Operating expenses:
Selling, general and administrative expenses		256,092		255,532
Depreciation and amortization		23,442		22,963
Asset impairment		—		502
Other expense (income), net		(29)		—
Total operating expenses		279,505		278,997
Income from operations		45,239		26,137
Interest expense, net		2,848		4,572

Earnings before income taxes		42,391		21,565
Income tax provision		11,210		7,379


Net income		$	31,181	$	14,186

Earnings per share:
Basic		$	0.39	$	0.18
Diluted		$	0.38	$	0.18

Weighted average shares outstanding:
Basic		79,655		78,858
Diluted		81,492		79,259

Comprehensive income:
Net income		$	31,181	$	14,186
Unrealized gain on hedge instruments		420		—
Tax provision of unrealized gain on hedge instruments		105		—
Comprehensive income		$	31,496	$	14,186


	Three Months Ended April 4, 2026
	Common Stock			Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Stockholders’ Equity
In thousands	Shares	Amount
Balances at January 3, 2026	79,416	$	862	$	834,000	$	(121)	$	255,717	$	(220,925)	$	869,533
Issuance of common stock (1)	1,088	11		490		—		—		—		501
Stock-based compensation	—	—		6,995		—		—		—		6,995
Purchase of treasury stock	(389)	—		—		—		—		(10,519)		(10,519)
Unrealized gain on hedge instruments, net of tax	—	—		—		315		—		—		315
Net income	—	—		—		—		31,181		—		31,181
Balances at April 4, 2026	80,115	$	873	$	841,485	$	194	$	286,898	$	(231,444)	$	898,006












(1) Consists primarily of the vesting of shares issued under the Company’s stock incentive plans and Associate Share Purchase Plan.


	Three Months Ended March 29, 2025
	Common Stock			Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Treasury Stock		Total Stockholders’ Equity
In thousands	Shares	Amount
Balances at December 28, 2024	78,775	$	854	$	807,048	$	—	$	226,117	$	(217,686)	$	816,333
Issuance of common stock (1)	403	4		261		—		—		—		265
Stock-based compensation	—	—		7,000		—		—		—		7,000
Purchase of treasury stock	(128)	—		—		—		—		(1,624)		(1,624)
Unrealized gain on hedge instruments, net of tax	—	—		—		—		—		—		—
Net income	—	—		—		—		14,186		—		14,186
Balances at March 29, 2025	79,050	$	858	$	814,309	$	—	$	240,303	$	(219,310)	$	836,160












(1) Consists primarily of the vesting of shares issued under the Company’s stock incentive plans and Associate Share Purchase Plan.


			Page

1. Description of Business and Basis of Presentation			10

2. Details of Certain Balance Sheet Accounts			13
3. Fair Value Measurement			13
4. Debt			14
5. Interest Rate Derivatives			15

6. Revenue from Contracts with Customers			16

7. Commitments and Contingencies			16
8. Segment Reporting			17
9. Earnings (Loss) Per Share			19
10. Accumulated Other Comprehensive Income (Loss)			19


Fiscal Period	In thousands

2026 - remainder of fiscal year	$	9,938
2027	13,250
2028	211,125


	$	234,313


In thousands	Balance Sheet Classification	As of April 4, 2026		As of January 3, 2026

Current portion	Prepaid Expenses and Other Current Assets	$	230	$	—
Non-current portion	Other Assets	29		—
Current portion	Other Payables and Accrued Expenses	—		45
Non-current portion	Other Liabilities	—		116
Total derivative liabilities or assets designated as hedging instruments		$	259	$	161


Fiscal Year	In thousands
2026 - remainder of fiscal year	$	57,077
2027	23,349
2028	8,299
2029	419
	$	89,144


	Three Months Ended
In thousands, except earnings per share, percentage and store data		April 4, 2026		March 29, 2025
Revenue:
Net product sales		$	439,500	$	412,765
Net sales of services and plans		104,380		97,559
Total net revenue		543,880		510,324
Costs applicable to revenue (exclusive of depreciation and amortization):
Products		126,817		116,914
Services and plans		92,319		88,276
Total costs applicable to revenue		219,136		205,190
Operating expenses:
Selling, general and administrative expenses		256,092		255,532
Depreciation and amortization		23,442		22,963
Asset impairment		—		502
Other expense (income), net		(29)		—
Total operating expenses		279,505		278,997
Income from operations		45,239		26,137
Interest expense, net		2,848		4,572

Earnings before income taxes		42,391		21,565
Income tax provision		11,210		7,379


Net income		$	31,181	$	14,186

Supplemental operating data:
Number of stores open at end of period		1,274		1,237
New stores opened during the period		8		9
Adjusted Operating Income		$	55,460	$	41,275
Diluted EPS		$	0.38	$	0.18
Adjusted Diluted EPS		$	0.45	$	0.34
Adjusted EBITDA		$	78,733	$

SEC Form 10-Q filed by National Vision Holdings Inc.