Financial Analysis

Commitments and Contingencies Litigation . The Company, its consolidated subsidiaries or VIEs may be named in various claims and legal actions in the normal course of business. Based upon counsel and managements opinion, the outcome of such matters is not expected to have a material adverse effect on the unaudited condensed consolidated financial statements. Accordingly, no provision or accrual has been recorded. …

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Debt The Companys outstanding debt is shown in the following table (dollars in thousands): Maturity Dates Interest Rates March 31, December 31, 2026 2025 Term loans secured by all assets 12/2026 - 12/2030 3.60 - 9.00% $ 18,840 $ 19,578 Term loans secured by property and equipment 09/2026 - 01/2030 3.41 - 7.82% 5,318 5,813 Line of credit secured by all assets 09/2026 6.75% 146 740 Term loans of Real Estate VIEs 05/2028 - 03/2037 3.50 - 3.59% 10,242 10,563 Seller note 09/2035 8.00% 5,800 5,800 Deferred payment 09/2035 10.00% 1,000 1,000 Total 41,346 43,494 Less: unamortized issuance costs and discount 211 244 Less: short-term lines of credit 146 740 Less: current portion of long-term debt 16,728 13,336 Total long-term debt $ 24,261 $ 29,174 Term loans and lines of credit . We have entered into private debt arrangements with banking institutions for the purchase of equipment and to provide working capital and liquidity through cash and lines of credit. Unless otherwise delineated above, these debt arrangements are obligations of Nutex and/or its wholly-owned subsidiaries. Consolidated real estate entities have entered into private debt arrangements with banking institutions for purposes of purchasing land, constructing new emergency room facilities and building out leasehold improvements which are leased to our hospital entities. Nutex is a guarantor or, in limited cases, a co-borrower on the debt arrangements of the Real Estate VIEs for the periods shown. Certain outstanding de …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The Company disaggregates revenue from contracts with customers into types of services or products, consistent with the Company's reportable segments, as follows (in thousands): Three Months Ended March 31, 2026 2025 Hospital division revenue $ 207,570 $ 203,947 Population health management division revenue 8,915 7,842 Total revenue $ 216,485 $ 211,789

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Stock-based Compensation Total stock-based compensation for the three months ended March 31, 2026 and 2025 was a gain of $3.9 million and expense of $27.6 million, respectively. Stock-based compensation expense includes amounts recognized primarily for non-employee arrangements for the obligations for under-construction and ramping hospitals, as well as amounts granted to emp loyees and board members for services rendered. The gain for the three months ended March 31, 2026 is due to the decrease of accrued stock-based compensation related to the obligations for under-construction and ramping hospitals. There have been no significant changes to options from those disclosed in Note 12 to the 2025 Form 10-K. Obligations for under-construction and ramping hospitals. Under the terms of the Contribution Agreements, former doctor owners of the Ramping and Under Construction Hospitals (as determined on April 1, 2022) are eligible to receive a one-time additional issuance of Company common stock. With respect to ramping hospitals that were acquired before the Merger, 24 months after the opening date (the Determination Date) of the applicable ramping hospital, such owner is eligible to receive such owners pro rata share of a number of shares of Company common stock equal to (i) the trailing twelve months earnings before interest, taxes, depreciation and amortization on the respective Determination Date, multiplied by (ii) 10, (iii) minus the initial equity value received at the closing …

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Intangible Assets and Goodwill Intangible Assets . The following tables provide detail of the Companys intangible assets (in thousands): As of March 31, 2026 Weighted Average Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizing intangible assets: Member relationships 15 $ 18,491 $ (4,789) $ 13,702 Trademarks 7 474 (271) 203 Total amortizing intangible assets $ 18,965 $ (5,060) $ 13,905 Indefinite-lived intangible asset - Certificate of Need 7,000 7,000 Total intangible assets $ 25,965 $ (5,060) $ 20,905 As of December 31, 2025 Amortizing intangible assets: Member relationships 15 $ 18,491 $ (4,481) $ 14,010 Trademarks 7 474 (254) 220 Total amortizing intangible assets $ 18,965 (4,735) $ 14,230 Indefinite-lived intangible asset - Certificate of Need 7,000 7,000 Total intangible assets $ 25,965 $ (4,735) $ 21,230 Amortization of intangible assets for the three months ended March 31, 2026 and 2025 totaled $0.3 million and $0.3 million, respectively. As of March 31, 2026, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows (in thousands): Year ended December 31, Amount 2026 $ 975 2027 1,300 2028 1,300 2029 1,300 2030 1,300 Thereafter 7,730 Total amortizing intangible assets $ 13,905 There have been no significant changes to goodwill from what was disclosed in Note 6 to the financial statements presented in the 2025 Form 10-K. …

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Income Taxes Income tax provisions for interim quarterly periods are generally based on an estimated annual effective income tax rate calculated separately from the effect of significant, infrequent or unusual items related specifically to interim periods. The income tax impact of discrete items is recognized in the period these occur. Our effective tax rate was 18.0% and 28.7% for the three months ended March 31, 2026 and 2025, respectively. The primary difference from the federal statutory rate of 21% is related to state taxes, income of noncontrolling interests in flow-through entities and permanent differences for non-deductible expenses.

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Leases As Lessee We have entered into hospital property, office and equipment rental agreements with various lessors including related parties. The following tables disclose information about our leases of property and equipment (in thousands): Three Months Ended March 31, 2026 2025 Operating lease cost $ 1,097 $ 1,093 Finance lease cost: Amortization of right-of-use assets $ 3,412 $ 3,293 Interest on lease liabilities 5,273 5,005 Total finance lease cost $ 8,685 $ 8,298 As Lessor We lease space to tenants under operating leases in an office building purchased in December 2025. The leases provide for the payment of fixed base rents payable monthly. For the three months ended March 31, 2026, lease income was $0.3 million and was included in Hospital division revenue in the unaudited condensed consolidated statements of operations.

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"Recent accounting pronouncements issued, not yet adopted In November 2024, the FASB issued Accounting Standards Update (""ASU"") 2024-03 Income Statement Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses , requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027. The Company is currently evaluating the impact of this update. In May 2025, the FASB issued ASU 2025-03 - Business Combinations (Topic 805) and Consolidation (Topic 810) - Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity , which revises the current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a VIE that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions. ASU 2025-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual periods. The Company is currently evaluating the impact of this update. In November 2025, the FASB issued AS …

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Related Party Transactions The Company enters into transactions with entities owned or controlled by related parties, including its CEO, as well as with noncontrolling interest owners of consolidated entities. These related party transactions primarily include physician services arrangements, facility leases, construction-related obligations, and distributable cash arrangements. The Company believes the terms of these transactions are generally comparable to those that would be obtained in arm's-length transactions. Summary quantitative information related to related party balances and transactions is presented below (in millions): Balances with related parties in the condensed consolidated balance sheets: March 31, December 31, Balance sheet caption Related party description 2026 2025 Accounts receivable - related party Amounts due from noncontrolling interest owners of consolidated ER entities $ 6.3 $ 6.0 Accounts payable - related party Reimbursement of expenses incurred on behalf of the Company $ 1.6 $ 1.1 Accounts payable - related party Outstanding obligations of contributions for facilities under construction $ 2.3 $ 2.0 Transactions with related parties in the condensed consolidated statements of operations and cash flows: Three Months Ended March 31, Type of transaction Related party description 2026 2025 Lease payments - related party facilities (cash basis) Cash payments under facility leases with real estate entities owned by related parties, including the CEO, an …

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Revenue The Company disaggregates revenue from contracts with customers into types of services or products, consistent with the Company's reportable segments, as follows (in thousands): Three Months Ended March 31, 2026 2025 Hospital division revenue $ 207,570 $ 203,947 Population health management division revenue 8,915 7,842 Total revenue $ 216,485 $ 211,789 Hospital division revenue. We receive payment for facility services rendered by us from federal agencies, private insurance carriers, and patients. The Physician LLCs receive payment for doctor services from these same sources. On average, greater than 99% of our net patient service revenue is paid by insurers and other non-patient third parties. The remaining revenue is paid by our patients in the form of copays, deductibles and self-payment. We generally operate as an out-of-network provider and, as such, do not have negotiated reimbursement rates with insurance companies. The following tables present the allocation of the estimated transaction price with the patient among the primary patient classification of insurance coverage: Three Months Ended March 31, 2026 2025 Insurance 97 % 96 % Self pay 1 % 2 % Workers compensation 1 % 1 % Medicare/Medicaid 1 % 1 % Total 100 % 100 % The No Surprises Act (NSA) is a federal law that took effect January 1, 2022, to protect consumers from most instances of surprise balance billing. With respect to the Company, the NSA limits the amount an insured patient will pay for emergency s …

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Segment Information We report the results of our operations as three segments in our unaudited condensed consolidated financial statements: (i) the hospital division, (ii) the population health management division and (iii) the real estate division. Reportable segment information, including intercompany transactions, is presented below (in thousands): March 31, December 31, 2026 2025 Assets: Hospital division $ 887,392 $ 851,344 Population health management division 30,784 29,505 Real estate division 39,142 37,676 Total Assets $ 957,318 $ 918,525 Three Months Ended March 31, 2026 2025 Revenue from external customers: Hospital division $ 207,570 $ 203,947 Population health management division 8,915 7,842 Total revenue $ 216,485 $ 211,789 Revenue from inter-segment activities: Real estate division 1,177 619 Segment expenses: Hospital division Payroll $ 40,829 $ 34,579 Contract services 52,904 31,760 Medical supplies 4,009 3,801 Other hospital division expenses 15,362 11,269 Hospital division expenses 113,104 81,409 Population health management division expenses 6,159 6,950 Total segment expenses $ 119,263 $ 88,359 Depreciation and amortization: Hospital division $ 4,879 $ 4,643 Population health management division 340 340 Real estate division 273 109 Total depreciation and amortization $ 5,492 $ 5,092 Segment gross profit (loss): Hospital division $ 89,587 $ 117,895 Population health management division 2,416 552 Real estate division (273) (109) Total segment gross profit $ 91 …

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"Summary of Significant Accounting Policies Basis of presentation. These unaudited condensed financial statements present the Companys consolidated financial condition and results of operations including those of majority-owned subsidiaries and variable interest entities (VIEs) for which the Company is the primary beneficiary. The hospital division includes the Companys hospital entities. In addition, the Company has financial and operating relationships with multiple professional entities (the Physician LLCs) and real estate entities, which are a part of the real estate division. The Physician LLCs employ the physicians who provide services at the Companys hospitals. These Physician LLCs are consolidated by the Company as VIEs because they do not have sufficient equity at risk to finance their activities independently. The Company is considered the primary beneficiary of these entities because (i) it has the power to direct the activities that most significantly affect their economic performance through its contractual and operational oversight, and (ii) it has the obligation to absorb losses and the right to receive benefits that could be significant, as evidenced by the Companys historical practice of providing financial support during periods of cash shortfall and receiving the benefit of services. While the Company does not hold any direct equity ownership in the Physician LLCs, it is deemed to have an indirect economic interest through its contractual relationships with …

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"Equity Share Repurchases and Retirements. Activity related to the repurchase and retirement of shares is as follows: Repurchase and retirement description Three Months Ended March 31, 2026 Shares repurchased under the August 2025 Repurchase Program 118,867 Shares repurchased under the March 2026 Repurchase Program 21,061 Shares retired under the Settlement Agreements with former doctor owners of under construction hospitals 60,516 Total shares repurchased and retired 200,444 August 2025 Repurchase Program . On August 14, 2025, the Board authorized a stock repurchase program (the ""August 2025 Repurchase Program"") of up to $25.0 million of the Companys common stock over the subsequent six months. During the period ended March 31, 2026, the Company repurchased 118,867 shares of common stock under the Repurchase Program in open market transactions at a weighted-average price of $168.65 for an aggregate price of $20.0 million, inclusive of transaction costs. The purchases completed the August 2025 Repurchase Program. March 2026 Repurchase Program . On March 4, 2026, the Board authorized a second stock repurchase program (the ""March 2026 Repurchase Program"") of up to $25.0 million of the Company's common stock over the subsequent six months. Pursuant to the Repurchase Program, the Company may repurchase, from time to time, up to an aggregate of $25.0 million of its outstanding shares of common stock, exclusive of any fees, commissions or other expenses related to such repurcha …

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Subsequent Events The Company has evaluated subsequent events through the filing of this report. Management identified the following events that warrant disclosure: Settlement Agreements with certain Former Doctor Owners of Under Construction Hospitals. Subsequent to the three months ended March 31, 2026, the Company entered into agreements with certain former doctor owners to effectively retire shares which were issued to satisfy obligations for under-construction and ramping hospitals. See Note 11 Stock-based Compensation for discussion of additional issuances of stock for Under Construction Hospitals, an obligation within the Contribution Agreements . Subsequent to March 31, 2026, the Company retired 72,350 shares of common stock at an aggregate value of $13.0 million. …

SubsequentEventsTextBlock · excerpt; the full note is in the filing