UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38047 Upbound Group, Inc. (Exact name of registrant as specified in its charter) Delaware 45-0491516 (State or other jurisdiction of ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-33892 AMC ENTERTAINMENT HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware (State or ot ...

Company Overview - As of December 31, 2025, Ryerson Holding has approximately 4,300 employees across 103 facilities in North America and three facilities in China, serving around 40,000 customers[17]. - The company employs around 4,100 persons in North America and 200 in China as of December 31, 2025[113]. - Ryerson Canada operates eight facilities, with four leased facilities having lease terms expiring through 2032[154]. - Ryerson China has three service and processing centers, all owned, located in Guangzhou, Kunshan, and Tianjin[156]. - Ryerson Mexico operates five leased facilities, with lease terms expiring at various times through 2029[157]. Financial Performance - In 2025, Ryerson reported total revenues of $4.6 billion, a 1% decrease compared to 2024, with a net loss attributable to Ryerson of $56.4 million, or $1.76 per diluted share[186][187]. - Net sales for the year ended December 31, 2025, were $4,571.3 million, a decrease of $27.4 million or 0.6% compared to $4,598.7 million in 2024[202]. - The operating loss for 2025 was $(30.8) million, a decrease of $62.3 million compared to an operating profit of $31.5 million in 2024, reflecting a significant decline in profitability[214]. - The company recorded a net loss attributable to Ryerson Holding Corporation of $56.4 million in 2025, compared to a net loss of $8.6 million in 2024[202]. - Ryerson's gross margin contracted by 100 basis points from 2024, reflecting challenges in the soft demand environment[187]. Capital Expenditures and Investments - The company reported capital expenditures of $437.4 million over the five-year period ending December 31, 2025, aimed at enhancing value-added processing capabilities[40]. - Capital expenditures for 2025 resulted in a net increase of $352.8 million, with anticipated expenditures of up to $50 million for 2026[56]. - The company continues to invest in processing capabilities and modernization of facilities, including the Shelbyville, KY center[56]. - Investment in new technology R&D increased by 30%, totaling $200 million this quarter[153]. Customer and Supplier Relationships - For the year ended December 31, 2025, no single customer accounted for more than 6% of sales, with the top 10 customers representing approximately 15% of total sales[32]. - The company maintains strong relationships with suppliers, often being one of the largest customers, which aids in securing favorable pricing and service[33]. - The top 25 suppliers represented approximately 76% of purchase dollars for the year ended December 31, 2025[52]. - The top 25 suppliers represented approximately 76% of the company's purchases for the year ended December 31, 2025[93]. Market and Industry Trends - The industry outlook indicates a contraction in factory activity for 2025, with a PMI reading of 52.6 in January 2026 signaling potential recovery[35]. - Ryerson's diverse customer base spans various industries, including commercial transportation and renewable energy, reducing risk associated with downturns in specific sectors[28]. - Economic and industry trends, including inflation, could result in lower revenues and decreased margins[95]. - Global metal overcapacity and imports have adversely affected U.S. metal prices, impacting sales and results of operations[92]. Risks and Challenges - The company faces significant risks from economic downturns, which could negatively impact sales growth and results of operations[81]. - Changes in metals prices have adversely affected liquidity, net sales, gross margins, operating income, and net income in recent years[87]. - The company may not be able to retain or expand its customer base if the North American manufacturing industry experiences consolidation[91]. - The integration of future acquisitions, such as the Olympic Steel Merger, may disrupt operations and lead to unanticipated costs[99]. - The company is experiencing increased pressure from online businesses that compete on price transparency[85]. - Disruptions in supply chains due to external factors could negatively impact customer relationships and results of operations[88]. - The company is subject to risks from currency fluctuations, particularly between the U.S. dollar and the Canadian dollar, which could adversely affect financial results[105]. - The company faces cybersecurity risks that could disrupt operations and lead to significant financial losses[111]. Sustainability and Corporate Governance - The company maintains a focus on sustainability, with a 2025 report highlighting corporate governance and environmental initiatives[66]. - The company anticipates no significant environmental liabilities affecting financial conditions based on current information[61]. - Environmental liabilities may arise from compliance with stringent environmental laws, potentially resulting in substantial costs[120]. - Compliance with environmental standards may increase operating costs and necessitate future investments in facilities and equipment[123]. Employee Relations and Workforce - The company has a professional sales force of approximately 850 employees, enhancing customer relationships and product knowledge[54]. - Approximately 17% of the company's plant employees are union members, which may impact operational stability[113]. - The company has implemented a paid parental leave policy and various wellness programs to support employee health and retention[71]. - Five renewal contracts covering 145 employees were successfully negotiated in 2025, while eight contracts covering 162 employees are set to expire in 2026[114]. Stock and Shareholder Information - Ryerson Holding's common stock was first traded on the NYSE under the symbol "RYI" on August 13, 2014[162]. - The company paid cash dividends of $0.1875 per share in each quarter of 2025[164]. - As of December 31, 2025, $38.4 million remains outstanding under the share repurchase program, with no repurchases made during the year[170]. - Ryerson Holding's stock price performance showed a cumulative total return of 195.06% from December 31, 2020, to December 31, 2025[169]. - Affiliates of Platinum Equity, LLC own approximately 12.2% of Ryerson Holding's issued and outstanding common stock[176]. - Platinum owns approximately 3,924,478 shares, representing about 12.2% of the issued and outstanding common stock, allowing it to influence stockholder approval matters[142]. Recent Developments and Future Outlook - Ryerson's merger with Olympic Steel, completed on February 13, 2026, positions the company as North America's second-largest metals service center, enhancing its product offerings and geographic reach[20]. - The company provided an optimistic outlook, projecting a revenue growth of 25% for the next quarter, driven by new product launches[153]. - Customer retention rates improved by 5%, now standing at 85%[153]. - The company is focusing on enhancing its digital marketing strategy, allocating an additional $50 million for the upcoming year[153].

Financial Performance - Full year adjusted EBITDA grew 6% year-over-year, reaching $198.9 million, despite significant increases in raw material costs[4] - Fourth quarter net sales increased by 5% year-over-year to $553.9 million, driven by higher selling prices and favorable product mix[7] - Reported net income for the fourth quarter was $5.0 million, up 49% compared to the prior year, while adjusted net income was a loss of $0.5 million, down 119%[5] - Net sales for Q4 2025 were $553.9 million, an increase of 5.3% from $525.6 million in Q4 2024[25] - Gross profit for Q4 2025 was $51.5 million, down 9.3% from $56.7 million in Q4 2024[25] - Operating income for Q4 2025 increased to $10.5 million, compared to $7.7 million in Q4 2024, reflecting a 36.5% growth[25] - Net income for Q4 2025 was $5.0 million, up 49.3% from $3.4 million in Q4 2024[25] - Basic earnings per share (EPS) for Q4 2025 was $0.22, compared to $0.15 in Q4 2024, representing a 46.7% increase[26] - Total operating expenses for Q4 2025 were $50.7 million, slightly up from $49.0 million in Q4 2024[25] - Adjusted EBITDA for the quarter was $33.8 million, compared to $35.0 million in the same quarter last year[46] - Consolidated operating income for the twelve months ended December 31, 2025, was $78.5 million[50] - Adjusted EBITDA for the same period was $198.9 million, with contributions of $153.0 million from Surfactants, $76.4 million from Polymers, and $31.5 million from Specialty Products[50] - The company achieved an EBITDA of $208.0 million for the twelve months ended December 31, 2025[50] Sales and Volume - Global sales volume decreased by 3% year-over-year in the fourth quarter, but was flat when excluding the impact of the Philippines asset divestiture[5] - Polymer volume increased by 11%, contributing to a 1% increase in net sales for the Polymer segment[6] - Surfactant net sales for the fourth quarter were $401.8 million, a 6% increase, despite a 7% decline in sales volume due to lower demand in certain markets[11] Cash Flow and Debt - Free cash flow for the fourth quarter was $25.4 million, supported by a reduction in working capital[5] - The company reduced its net debt by $31.7 million, resulting in a leverage ratio of 2.5[4] - The net debt level decreased by $43.0 million to $494.0 million, with a net debt ratio of 28%[44] - Cash increased by $14.2 million to $132.7 million compared to the previous quarter[44] Expenses and Impairments - The company reported a goodwill impairment charge of $6.2 million in Q4 2025 related to its Mexican reporting unit[30] - The company reported a goodwill impairment of $6,245 thousand for the quarter[40] - Research, development, and technical services expenses increased to $15.7 million in Q4 2025 from $13.8 million in Q4 2024, a rise of 13.9%[25] - Total corporate expenses decreased by 54% to $8,065 thousand for the quarter, primarily due to the non-recurrence of CEO transition expenses[40] - Environmental remediation costs amounted to $1.2 million, while deferred compensation was a negative $0.6 million[50] - Unallocated corporate expenses were $57.8 million, impacting overall profitability[50] Strategic Initiatives - Project Catalyst aims to deliver approximately $100 million in pre-tax savings over the next two years, including site closures and asset decommissioning[14] - The company anticipates continued focus on product development and market expansion in the upcoming quarters[21] Other Financial Metrics - The effective tax rate increased to 21.7% in 2025 from 16.7% in 2024, primarily due to the non-recurrence of favorable deferred tax adjustments[13] - A gain on the sale of assets contributed $11.9 million to net income in Q4 2025[30] - The total pre-tax income for the quarter was $(101) thousand, a decrease from $1,016 thousand in the prior year[35] - The company's total assets increased to $2,357,702 thousand as of December 31, 2025, compared to $2,304,648 thousand in the prior year[42] - Depreciation and amortization expenses totaled $126.0 million, with $85.6 million attributed to Surfactants[50] - The gain on the sale of assets was reported at a negative $15.9 million[50] - Operating income for Surfactants was $67.4 million, while Polymers and Specialty Products reported $43.3 million and $25.6 million, respectively[50] - Other net income contributed $3.5 million to the overall financial results[50]

Financial Performance - Net income for the three months ended December 31, 2025, was $4,773,000, a decrease of 16.5% from $5,729,000 for the same period in 2024[24]. - Total revenues increased to $87,039,000 for the three months ended December 31, 2025, up 11.4% from $78,250,000 in the prior year[24]. - Funds From Operations (FFO) for the three months ended December 31, 2025, was $36,423,000, representing a 13.6% increase from $32,230,000 in the same period of 2024[28]. - Core FFO per share on a fully diluted basis was $0.77 for the three months ended December 31, 2025, compared to $0.73 for the same period in 2024, reflecting a 5.5% increase[28]. - Cash Available for Distribution (CAD) for the three months ended December 31, 2025, was $29,106,000, an increase of 15.4% from $25,085,000 in the prior year[28]. - Net income for the twelve months ended December 31, 2025, was $12,810,000, reflecting a year-over-year increase from $6,781,000[31]. - The company reported EBITDA of $30,379,000 for the twelve months ended December 31, 2025, indicating strong operational performance[31]. - Total expenses for the twelve months ended December 31, 2025, were $37,770,000, with property operating expenses being a major component[31]. Debt and Financial Ratios - Net Debt represents the company's consolidated debt adjusted for cash and cash equivalents, providing an estimate of the contractual amount of borrowed capital to be repaid[13]. - The net debt to total enterprise value ratio was 61.9% as of December 31, 2025[21]. - The company reported a cash interest coverage ratio of 3.2x for the period ended December 31, 2025[21]. - The total debt as of December 31, 2025, was $1,675,750,000, with a weighted average interest rate of 4.6%[38]. - Unsecured debt accounted for 91.2% of total indebtedness, amounting to $1,524,050,000[38]. - The weighted average maturity of unsecured debt is 4.4 years, with a significant portion maturing in 2028[38]. - The cash fixed charge coverage ratio is calculated as EBITDA divided by principal amortization and interest expense, indicating the company's ability to cover its fixed charges[8]. Assets and Liabilities - Total assets as of December 31, 2025, were $3,379,770,000, up from $3,223,071,000 as of December 31, 2024, indicating a growth of 4.9%[22]. - Total liabilities increased to $2,010,205,000 as of December 31, 2025, from $1,835,954,000 in the previous year, marking an increase of 9.5%[22]. - The market capitalization on a fully diluted basis was $1,015,603,000 as of December 31, 2025[21]. Lease Income and Properties - The company reported annualized lease income for the last month of the specified period, which includes contractual base rent and net expense reimbursements[6]. - As of December 31, 2025, the total annualized lease income from wholly owned U.S. government leased properties is approximately $16,933,040[42]. - The largest single property by lease income is the JSC - Suffolk in Suffolk, VA, generating $8,556,070, accounting for 2.3% of total lease income[42]. - The VA - Loma Linda outpatient clinic has a lease expiration in 2036 and contributes 4.5% to the total lease income, with an annualized income of $0[42]. - The USCIS - Kansas City office has a lease term extending from 2027 to 2042, generating an annualized lease income of $9, contributing 2.8% to total income[42]. - The FBI - Salt Lake specialized facility has an annualized lease income of $6,810,941, representing 1.8% of total lease income[42]. - The VA - San Jose outpatient clinic, built in 2018, has an annualized lease income of $5,815,230, contributing 1.5% to total income[42]. - The FDA - Alameda laboratory has a lease expiration in 2039 and generates an annualized income of $5,025,603, accounting for 1.3% of total lease income[42]. - The FBI - Tampa specialized facility has an annualized lease income of $5,385,768, representing 1.4% of total income[42]. - The total square footage of the properties listed is significant, with the largest being the USCIS - Kansas City office at 417,945 square feet[42]. - The lease income per leased square foot varies, with the VA - San Jose outpatient clinic achieving the highest at $64.55 per square foot[42]. - The total annualized lease income from wholly owned privately leased properties is $10,421,270, accounting for 2.8% of total lease income[45]. - The total annualized lease income from U.S. government leased to unconsolidated real estate ventures is $50,717,100, which is 13.2% of total lease income[45]. - The total weighted average annualized lease income across all properties is $381,351,900, with a weighted average of $36.74 per square foot[45]. - The property with the highest annualized lease income is the VA - San Antonio outpatient clinic, generating $9,234,141[45]. - The total square footage leased to U.S. government agencies is 10,380,158 square feet, with a significant portion expiring between 2030 and 2043[45]. - The company has properties with various lease expiration dates, with the earliest expiring in 2027 and the latest in 2043[45]. - The average annualized lease income per square foot for wholly owned properties is $36.07, reflecting the overall performance of the portfolio[45]. - As of December 31, 2025, the total leased square footage is 10,380,158, with an annualized lease income of $381,351,950[54]. - The U.S. Government accounts for 87.6% of the total leased square footage and 88.1% of the annualized lease income, totaling 9,083,330 square feet and $335,289,114 in income[54]. - The largest tenant, the Department of Veterans Affairs, occupies 2,251,131 square feet, contributing $96,703,027, which is 25.3% of the total lease income[53]. - Lease expirations indicate that 48.8% of the total leased square footage will expire after 2035, representing 52.1% of the total annualized lease income[55]. Projects and Construction - Projects under construction include a courthouse in Flagstaff, AZ, with a total leased square footage of 50,777 and an anticipated completion date in Q1 2027[58]. - The total anticipated cost to date for projects under construction is $59,049,000, with expected reimbursements of $53,324,000[58]. - The FDA laboratory project in Atlanta, GA, has a total leased square footage of 162,000 and an outstanding lump-sum reimbursement of $15,456,000[59]. - The average remaining lease term across all tenants is 9.5 years[54]. - The largest private tenant, Northrop Grumman Systems Corporation, occupies 203,382 square feet, contributing $4,997,547 to the annualized lease income[54]. - Six tenants, representing approximately 3.8% of leased square feet and 3.9% of annualized lease income, have provisions to terminate their leases early[55]. Management and Strategy - The company emphasizes the importance of non-GAAP financial measures for investors to understand its financial condition and results of operations[5]. - The company has a diverse executive team overseeing various aspects of operations, including development, acquisitions, and government relations[16]. - The company has a strategy to manage interest rate risk through interest rate swaps, effectively fixing rates on certain debt instruments[34]. - The company anticipates future performance based on current views and assumptions, but actual results may differ due to various risks[1]. - The company owns 53.0% of the properties through an unconsolidated joint venture, impacting its revenue and asset management strategies[30]. - The company owns 53.0% of certain properties through an unconsolidated joint venture, indicating a strategic partnership approach[52].

Financial Performance - Net sales for Q4 2025 increased by 8.6% to $285.2 million, compared to $262.7 million in the prior year[3] - Full year 2025 net sales reached $1,102.0 million, marking a 13.0% increase from $975.2 million in the previous year[7] - Gross profit for Q4 2025 was $123.5 million, representing 43.3% of net sales, up from 42.5% in the prior year[4] - Full year 2025 net income was $139.1 million, significantly higher than $46.9 million in the prior year, driven by increased sales and a $68.4 million income tax benefit[8] - Income attributable to common stockholders for the year ended December 31, 2025, rose to $139,137, a significant increase from $46,925 in 2024[26] - For the year ended December 31, 2025, net income increased to $139.1 million, compared to $46.9 million in 2024, representing a growth of 196%[34] - Adjusted EBITDA for the year ended December 31, 2025, was $195.7 million, up from $161.8 million in 2024, reflecting a year-over-year increase of 21%[34] Cash Flow and Expenses - The company achieved positive free cash flow of $12.4 million in 2025, a turnaround from a negative $32.8 million in the prior year[5] - Selling, general and administrative expenses (SG&A) for Q4 2025 were $79.0 million, down from $92.2 million in the prior year, improving as a percentage of net sales[6] - SG&A expenses for the year ended December 31, 2025, were $373,954, an increase from $357,957 in 2024[26] - Adjusted SG&A expenses as a percentage of net sales decreased to 29.0% for the year ended December 31, 2025, from 29.9% in 2024[30] - Free cash flow for the year ended December 31, 2025, was $12.4 million, a significant recovery from a negative $32.8 million in 2024[36] - Net cash flows provided by operating activities for the year ended December 31, 2025, were $160.6 million, compared to $154.3 million in 2024, indicating a growth of 4.4%[36] Assets and Liabilities - Total assets as of December 31, 2025, reached $1,777,775, up from $1,574,878 in 2024, marking a 12.9% increase[24] - Total liabilities increased to $569,116 as of December 31, 2025, compared to $519,518 in 2024, reflecting a 9.5% rise[24] - Cash and cash equivalents at the end of the period were $277,975, slightly up from $268,633 at the end of 2024[28] Operational Improvements - Adjusted Gross Margin for Q4 2025 was 48.4%, slightly up from 48.1% in the prior year, indicating improved cost management[5] - The company is testing new island fridges to enhance retail visibility and has initiated a manufacturing line using breakthrough technology to improve product quality and profitability[2] - The company transitioned to a new distribution partner during the liquidation of a pet specialty distributor, which is expected to enhance sales in the pet specialty channel[32] - The company anticipates continued sales growth despite the transitional impacts from distributor changes, aligning with its strategic market expansion efforts[32] Future Projections - For 2026, the company projects net sales growth of 7% to 10% and adjusted EBITDA between $205 million and $215 million[11] - Adjusted EBITDA for Q4 2025 was $61.2 million, compared to $52.6 million in the prior year, reflecting strong operational performance[7] Non-Cash Compensation - Non-cash share-based compensation for the year ended December 31, 2025, was $10.8 million, down from $44.0 million in 2024, indicating a reduction of 75.5%[30]

Competition and Market Position - The quick service restaurant (QSR) pizza category is highly competitive, with significant competition from national chains like Pizza Hut, Papa John's, and Little Caesars, as well as local establishments[93]. - The company’s ability to maintain its competitive position is crucial, as failure to do so could lead to reduced margins and loss of market share[96]. - The company faces risks related to franchisee operations, including potential defaults and the impact on royalty payments and brand goodwill[135]. Growth Strategy and Expansion - The company’s growth strategy includes opening new U.S. and international franchised stores to increase global retail sales and operating income, but challenges exist in finding suitable franchisees and locations[98]. - As of December 28, 2025, the company had 754 independent U.S. franchisees operating 6,924 U.S. franchise stores, with the largest franchisee owning 160 stores[116]. - The company achieved a net store growth of 776 stores in 2025, including 172 net store openings in the U.S. and 604 internationally[216]. Financial Performance - Total revenues increased by $233.6 million, or 5.0%, to $4,940.0 million in 2025, driven by higher supply chain revenues, U.S. franchise advertising revenues, and U.S. franchise royalties and fees[223]. - Income from operations increased by 8.5% in 2025, reflecting improved gross margin dollar performance within the supply chain[216]. - The total global retail sales for 2025 reached $20,126.8 million, compared to $19,124.2 million in 2024[213]. Costs and Expenses - Labor and food costs have seen significant increases, with labor costs representing approximately 55% to 65% of sales at a typical Company-owned store, which could adversely affect profitability[105]. - The company has experienced and anticipates further increases in payroll expenses due to government-mandated minimum wage increases, which may materially affect financial results[157]. - General and administrative expenses rose by $4.6 million, or 1.0%, in 2025, primarily due to severance expenses related to an organizational realignment[237]. Supply Chain and Operational Risks - The company faces risks from supply chain disruptions, which could adversely affect the availability and cost of ingredients and equipment[108]. - The company operates 22 regional dough manufacturing and supply chain centers in the U.S. and five in Canada, with plans to continue investing in supply chain productivity initiatives[112]. - The company relies on third-party service providers for critical operations, and failures in these systems could materially affect business[126]. Cybersecurity and Technology - Cyber incidents pose significant risks, including operational interruptions and potential data breaches, which could harm the company's brand and financial results[124]. - The company has implemented processes to mitigate cybersecurity risks, but these measures may not fully protect against potential incidents[125]. - Cybersecurity risks are actively managed by the company's Board of Directors and Audit Committee, with regular updates on the cybersecurity risk profile and strategy[169]. International Operations and Currency Risks - The company faces risks from international operations, including political, economic, and regulatory changes that could adversely affect profitability[113]. - International franchise royalties and fees accounted for approximately 6.9% of total revenues in 2025, 6.8% in 2024, and 6.9% in 2023, with a significant portion denominated in foreign currencies[164]. - A hypothetical 10% adverse change in foreign currency rates could have resulted in a negative impact on international royalty revenues of approximately $30.0 million in 2025[164]. Environmental and Regulatory Compliance - The company is committed to achieving net zero carbon emissions by 2050, with near-term targets approved by the Science Based Targets initiative (SBTi) for 2032[138]. - The company is subject to extensive laws and regulations, and non-compliance could lead to fines or sanctions that negatively impact business operations[152]. - Changes in regulatory environments, such as the National Labor Relations Board's rulings, could increase operational costs and liabilities for the company[154]. Financial Position and Debt - The company's consolidated total indebtedness was approximately $4.82 billion as of December 28, 2025[140]. - Rising interest rates could increase interest expenses, affecting cash flow and financial flexibility[142]. - The company is subject to restrictive covenants in its securitized debt agreements, which could limit operational flexibility and ability to pay dividends[145]. Shareholder Returns and Capital Management - The company has a remaining $459.7 million under its $1.0 billion share repurchase authorization approved on February 21, 2024[187]. - Domino's declared a quarterly dividend of $1.99 per common share, payable on March 30, 2026[185]. - Share repurchase programs utilized cash of $354.7 million in 2025, $327.0 million in 2024, and $269.0 million in 2023[268].

Exhibit 99.1 For Immediate Release Contact: Greg Lemenchick Vice President - Investor Relations investorrelations@dominos.com Domino's Pizza® Announces Fourth Quarter and Fiscal 2025 Financial Results Global retail sales growth (excluding foreign currency impact) of 4.9% for the fourth quarter; 5.4% growth for fiscal 2025 U.S. same store sales growth of 3.7% for the fourth quarter; 3.0% growth for fiscal 2025 International same store sales growth (excluding foreign currency impact) of 0.7% for the fourth qu ...

Exhibit 99.1 MoonLake Announces Positive Topline Results from its Phase 2 Clinical Trial of Sonelokimab in Axial Spondyloarthritis and Reports 2025 Financial Results ZUG, Switzerland, February 22, 2026 – MoonLake Immunotherapeutics (NASDAQ:MLTX) ("MoonLake" or the "Company"), a clinical-stage biotechnology company focused on creating next-level therapies for inflammatory diseases, today announces topline results from the S-OLARIS Phase 2 trial of SLK in patients with radiographic and non-radiographic axSpA ...

Merger and Acquisition - Omnicom completed its merger with IPG on November 26, 2025, with legacy Omnicom shareholders owning approximately 60.6% and legacy IPG shareholders owning approximately 39.4% of the combined company[17]. - The merger was structured as a tax-free reorganization, and IPG's results will only be included in Omnicom's financial statements from the Closing Date onward[18]. - Omnicom exchanged approximately 94% of IPG's outstanding senior notes, totaling $2.76 billion, for new notes issued by Omnicom[19]. - The merger with IPG may result in significant costs exceeding initial expectations, impacting financial condition and cash flows[70]. - There is uncertainty regarding the retention of key management personnel post-merger, which could disrupt operations and client relationships[69]. - The integration of the two companies' operations may face challenges, including managing a larger, more complex business and achieving anticipated cost savings[71]. - The company may not fully realize the expected benefits of the merger, which could affect adjusted earnings per share and cash returns to shareholders[74]. Financial Performance - Revenue for the year ended December 31, 2025, was $17,271.9 million, an increase of $1,582.8 million (10.1%) compared to 2024[158]. - Operating income for 2025 was $444.7 million, a decrease of $1,829.9 million, or 80.4%, from 2024[129]. - Net income for Omnicom Group Inc. was a loss of $54.5 million in 2025, down from a profit of $1,480.6 million in 2024[129]. - Operating margin for 2025 was 2.6%, a significant drop from 14.5% in 2024, representing a decline of 11.9 percentage points[158]. - EBITA for 2025 was $560.5 million, down from $2,362.1 million in 2024, a decrease of $1,801.6 million[158]. - The year-over-year increase in worldwide revenue reflected constant currency growth of $1,458.2 million, or 9.3%[171]. - In 2025, operating expenses included $1,247.0 million related to severance and efficiency initiatives, reducing operating income by $2,141.4 million[159]. Client and Revenue Composition - Omnicom's client base is diverse, with no single industry representing more than 15% of revenue in 2025, and the largest client contributing 2.4% of revenue[34]. - In 2025, the largest client represented approximately 2.4% of total revenue, while the top 100 clients accounted for about 54% of revenue[55]. - The Pharmaceuticals and Healthcare sector accounted for 15% of total revenue in 2025, consistent with previous years[183]. - The Technology sector maintained an 8% share of total revenue across 2023 to 2025[183]. Operational Insights - The company employs approximately 120,000 people globally, with the largest employee base in the United States at around 37,700[38]. - Omnicom's revenue is typically lower in the first and third quarters and higher in the second and fourth quarters, reflecting client spending patterns[28]. - The company focuses on revenue growth and variability of operating expenses as key performance indicators[29]. - Omnicom's business model emphasizes a client-centric approach, facilitating collaboration across multiple agencies to meet specific client needs[25]. Technology and Innovation - Omnicom's new Omni platform integrates AI and data capabilities to enhance marketing services and client performance[26]. - The company is committed to responsible AI practices while evaluating risks related to privacy and data security[27]. - The company has entered into strategic partnerships with leading AI technology firms in 2023 to enhance product and service capabilities using AI[62]. Economic and Market Risks - A period of sustained inflation could lead to increased operating costs, particularly in salary and service costs, affecting overall financial condition[45]. - The company relies on information technology systems and faces cybersecurity risks that could adversely affect business operations and financial results[56]. - Currency exchange rate fluctuations have historically impacted the company's financial condition and will continue to do so in the future[67]. - The company operates in high-growth markets and developing countries, which may lead to longer billing collection cycles and increased operational risks[68]. Compliance and Regulatory Risks - Legal and regulatory risks may limit service scope and affect client relationships, potentially leading to reduced spending on services[79]. - Compliance with evolving privacy and data protection laws requires significant resources, and any failure could adversely affect business operations[80]. - Changes in tax laws and regulations could increase tax complexity and adversely impact effective tax rates and cash flows[86]. Financial Position and Liquidity - The liquidity and long-term financing needs are significantly influenced by the operating cash flows of the company's agencies[65]. - The company may need to restructure debt or sell assets if operating cash flow significantly declines, impacting financial condition[65]. - The aggregate principal amount of long-term debt is $9.3 billion, with future interest payments totaling $2.1 billion[214]. - The company has a $3.5 billion unsecured multi-currency revolving credit facility, expiring on November 26, 2030, to support liquidity needs[208].