First in a planned programme of acquisitions to expand Davion’s revenues, earnings and healthcare operations

DUBLIN, Oct. 29, 2026 (GLOBE NEWSWIRE) — Davion Healthcare Plc (NASDAQ: DAVI) (“Davion” or the “Group”), a developer of non-invasive health monitoring technologies, announces that it has entered into an agreement dated 27 October 2026 to acquire Healthcare Stat Homecare Inc. (“HSH”), a Pennsylvania-incorporated provider of home healthcare services based in Philadelphia.

The total consideration is $13.5 million, comprising $8 million in cash and $5.5 million in Davion shares issued at an agreed value of $13 per share. Completion is expected on or before 31 December 2026, subject to the terms of the acquisition agreement.

HSH is an established, revenue-generating and profitable healthcare services business. For the year ended 31 December 2025, HSH reported gross receipts of approximately $11.6 million and ordinary business income of approximately $1.9 million (unaudited). The acquisition is expected to provide Davion with an established operating business and an additional source of revenue and earnings following completion.

The proposed acquisition represents the first in a planned programme of acquisitions of established, revenue-generating and profitable healthcare businesses over the coming year. This strategy is intended to complement Davion’s existing portfolio of proprietary healthcare technologies, broaden its commercial operations and build a more diversified healthcare group.

HSH provides skilled nursing, home health aide and rehabilitation services to patients in Philadelphia and surrounding areas. Its clinical programmes include wound care, lymphedema management, dementia and diabetes care, telehealth and rehabilitation. Its workforce includes registered nurses, licensed practical nurses, home health aides, physical and occupational therapists and social workers.

HSH provides care to patients of all ages, from children to the elderly, helping individuals remain in their own homes rather than requiring residential or institutional care. According to its website, HSH holds JCAHO accreditation and Medicare and Medicaid certifications, is fully insured and bonded, and accepts major insurance plans.

The acquisition would also extend Davion’s activities beyond the development and commercialisation of healthcare products into the delivery of care in patients’ homes. It could provide opportunities to evaluate the use of Davion’s non-invasive monitoring technologies in home healthcare, including wound monitoring and preventative care. Any integration or deployment plans will be developed following completion.

Glenn Williams, Chief Executive Officer of Davion, commented:

“HSH is an established and profitable business that will bring meaningful revenues and earnings to Davion, while giving us a direct presence in home healthcare and opportunities to introduce our monitoring and diagnostic technologies closer to patients. Importantly, this is the first in a planned programme of acquisitions of revenue-generating, profitable healthcare businesses over the coming year, as we look to build a broader and more diversified Group combining our proprietary technologies with established operating businesses. We look forward to working with HSH’s management to support its existing operations and explore opportunities to integrate our technologies into the delivery of care at home.”

Manilal Mathai, Co-owner and Chief Executive Officer of HSH, added:

“We share Davion’s commitment to improving care for patients outside hospital settings. Joining forces would give us an opportunity to combine HSH’s home healthcare experience with Davion’s technology-led approach, while continuing to focus on the quality and continuity of care we provide to patients and families.”

Media Enquiries

Rosewood Communications
+44 (0) 20 7653 8702
davion@rosewoodpr.co.uk

Investor Relations Inquiries

Mark Komonoski
Partner
Integrous Communications
Toll Free: 877-255-8483
Mobile: 403-470-8384

About Davion Healthcare Plc

Davion Healthcare Plc is a next-generation digital healthcare company developing proprietary, non-invasive health monitoring technologies designed to support the early identification of medical anomalies outside traditional clinical environments.

The Company’s flagship product, BreastCheck, is an FDA-registered at-home breast health screening test designed to identify potential abnormalities through changes in breast temperature. Davion’s broader portfolio includes technologies addressing circulation and foot health, testicular health, skin anomalies, wound monitoring, blood pressure and other areas of preventive healthcare.

Davion’s growth strategy combines the development and commercialisation of its proprietary technologies with complementary acquisitions intended to expand the Group’s product portfolio and commercial, manufacturing and distribution capabilities.

Further information is available at www.davionhealthcare.com.

Forward-Looking Statements

This announcement contains forward-looking statements within the meaning of the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, those identified by words such as “believes,” “will,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “targets,” “projects” and similar expressions.

The statements in this release are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in these forward-looking statements.

Numerous factors could cause or contribute to such differences, including, but not limited to, the results of product evaluations, studies, regulatory reviews and commercial adoption and/or other studies, clinical trials, the challenges inherent in new product development initiatives, the impact of any competitive products, the Company’s ability to license and protect its intellectual property, its ability to raise additional capital in the future, changes in government policy and/or regulation, potential litigation by or against the Company, any governmental review of its products or practices, and other risks discussed from time to time in the Company’s filings with the Securities and Exchange Commission.

The Company undertakes no obligation to update any forward-looking statements, or any information contained in this press release or in other public disclosures, at any time, except as required by applicable law.

The investing public is reminded that only announcements or information about Davion Healthcare Plc disseminated by the Company and bearing its name are considered official.

Placebo-controlled results of RewinD-LB clinical trial published in Alzheimer’s Research & Therapy provides further evidence of the potential of neflamapimod to slow clinical disease progression in DLB

Translational research findings published in Cells demonstrate that neflamapimod blocks a key mechanism by which neuroinflammation damages neurons in DLB and other neurodegenerative diseases

BOSTON, Oct. 29, 2026 (GLOBE NEWSWIRE) — CervoMed Inc. (NASDAQ: CRVO) (CervoMed or the Company) today announced that results from placebo-controlled phase of the Phase 2b RewinD-LB clinical trial of neflamapimod in dementia with Lewy bodies (DLB) have been published in Alzheimer’s Research & Therapy. The paper follows another recent publication in Cells reporting preclinical and clinical data that demonstrated neflamapimod’s inhibition of IL-1β signaling and modulation of neuroinflammatory processes implicated in cognitive decline in DLB and other neurodegenerative diseases.

“The placebo-controlled RewinD-LB data set, together with the Phase 2a results, provides encouraging evidence that neflamapimod may be an effective treatment for DLB and that further clinical evaluation is warranted,” said John-Paul Taylor, MBBS, MRCPsych, PhD, Professor of Translational Dementia Research at Newcastle University, chief investigator of the RewinD-LB trial in the United Kingdom and first author of the Alzheimer’s Research & Therapy publication. “Taken together, these two important publications suggest that neflamapimod may be able to act on the underlying disease processes in DLB and make a meaningful difference for patients and caregivers who currently have limited therapeutic options.”

“These publications demonstrate beneficial effects of neflamapimod on clinical endpoints and biomarkers of the underlying disease process that follow a consistent plasma drug-response relationship, with activity most evident at trough plasma concentrations of approximately 4 ng/mL or higher,” said Dr. John Alam, Founder and CEO of CervoMed. “We believe the alignment of clinical, biomarker, and imaging findings supports further development, particularly in patients without Alzheimer’s disease co-pathology, and reinforces the rationale for a 100 mg twice-daily dose using the new tablet formulation. This regimen is projected to achieve target trough concentrations in more than 90% of participants, providing more consistent drug exposure within the range associated with clinical activity in our prior clinical trials without substantially increasing peak concentrations or overall exposure.”

Alzheimer’s Research & Therapy Publication
Title: A Phase 2b Randomized Clinical Trial of the Oral p38α Inhibitor Neflamapimod in Dementia with Lewy Bodies (DLB)

The publication reports results from the placebo-controlled phase of CervoMed’s Phase 2b RewinD-LB clinical trial, a 159-patient trial of neflamapimod 40 mg, three times daily. Key findings from the study include:

  • Neflamapimod did not confirm the results of CervoMed’s Phase 2a AscenD-LB clinical trial with respect to the primary outcome measure, change in Clinical Dementia Rating Sum of Boxes (CDR-SB), in the full intention-to-treat population.
  • In an MRI substudy, neflamapimod demonstrated a statistically significant increase in right basal forebrain volume compared with placebo, consistent with an effect on the underlying disease process.
  • On CDR-SB, neflamapimod showed greater benefit versus placebo in patients without Alzheimer’s disease (AD) co-pathology, as identified by low blood pTau181 levels. Placebo-adjusted differences were −0.51 points (95% CI: −1.16 to 0.13) at pTau181 <23 pg/mL (54 neflamapimod; 56 placebo) and −0.70 points (95% CI: −1.42 to 0.01) <21 pg/mL (46 neflamapimod; 44 placebo). These results replicate earlier Phase 2a findings.
  • Patients with drug blood levels above the study median (3.64 ng/mL) showed CDR-SB treatment effects comparable to those seen in Phase 2a; patients below the median did not. This suggests that lower-than-intended drug exposure from capsules used in the placebo-controlled phase contributed to the trial not confirming the Phase 2a results in the overall patient population.
  • Data from the extension phase of the Phase 2b clinical trial supports the plasma-drug exposure relationship: patients who reached target drug blood levels had improved CDR-SB outcomes. Full results from the 32-week extension phase are expected to be reported in a separate publication.
  • Neflamapimod was well tolerated, with the incidence of discontinuation due to adverse events being 2.5% with neflamapimod and 1.3% with placebo. Only one of these events was considered possibly drug related, which was transient (normalized with treatment discontinuation) elevations in liver enzyme levels in a neflamapimod recipient with a pre-existing liver condition.


Cells
Publication
Title: Targeting Pro-Inflammatory Interleukin-1 Beta Signaling to Modulate Neuroinflammatory Processes Associated with Cognitive Decline in Dementia with Lewy Bodies
The publication reports preclinical and clinical data showing that neflamapimod potently inhibited IL-1β signaling. The data support the hypothesis that neflamapimod modulates neuroinflammatory processes implicated in cognitive decline in DLB, and potentially AD. Key findings include:

  • Neflamapimod potently inhibited IL-1β-induced IL-6 and IL-8 production in human peripheral blood mononuclear cells (EC50 approximately 3 ng/mL).
  • Neflamapimod reduced cerebrospinal fluid IL-6 and IL-8 levels in patients with early AD. In patients with DLB, it increased the plasma Aβ42/40 ratio and reduced plasma glial fibrillary acidic protein levels.
  • Pharmacokinetic–pharmacodynamic analyses identified a trough plasma concentration threshold of approximately 4 ng/mL for pharmacological activity, consistent with in vitro potency and clinical findings.


About Dementia with Lewy Bodies

DLB is the second most common progressive dementia after AD, affecting millions worldwide. Patients may experience a combination of decline in cognitive function, cognitive fluctuations, visual hallucinations, and sleep disorders, as well as motor symptoms similar to Parkinson’s disease. There are no approved treatments for DLB in the United States or European Union, and the current standard-of-care therapies only temporarily relieve symptoms.

About Neflamapimod
Neflamapimod is an investigational, orally administered small-molecule drug that readily crosses the blood-brain barrier and selectively inhibits the alpha isoform of p38 MAP kinase, a key driver of neuroinflammation and synaptic dysfunction. By targeting the critical disease processes underlying degenerative disorders of the brain, neflamapimod has the potential to reverse synaptic dysfunction, improve neuron health, and slow or prevent disease progression. Neflamapimod is currently in clinical development for the treatment of DLB, recovery after ischemic stroke, and primary progressive aphasia.

In nonclinical studies, neflamapimod restored synaptic function within the basal forebrain cholinergic system, the brain region most affected in DLB. Across Phase 1 and 2 clinical trials involving more than 800 participants, the drug has been generally well tolerated and demonstrated consistent signals of efficacy. In the 91-patient Phase 2a AscenD-LB trial, neflamapimod significantly improved dementia severity and functional mobility in patients with DLB. Results from the 159-patient Phase 2b RewinD-LB trial, a 16-week randomized, double-blind, placebo-controlled trial followed by a 32-week neflamapimod-only extension, further supported neflamapimod’s potential to deliver meaningful clinical benefit, improving both cognitive and functional outcomes and showing positive effects on key markers of neurodegeneration, one by structural MRI and one a blood-based biomarker. Across both studies, the greatest benefits were observed in patients without AD co-pathology. Collectively, these findings underscore the therapeutic promise and scientific validity of neflamapimod as a potential treatment for DLB and other degenerative brain disorders.

About CervoMed
CervoMed is a clinical-stage company developing treatments for age-related brain disorders. Its lead drug candidate, neflamapimod, is an oral small molecule targeting critical disease processes underlying degenerative disorders of the brain by inhibiting a key enzyme involved in neuroinflammation and neurodegeneration. CervoMed’s Phase 2b RewinD-LB clinical trial evaluated neflamapimod in patients with DLB, enriched for those without Alzheimer’s disease (AD) co-pathology. In November 2025, CervoMed announced alignment with the FDA on a potential registration path for neflamapimod in DLB, and the Company is currently focused on identifying a strategic partner to advance neflamapimod into a Phase 3 trial in DLB. CervoMed reported initial 12-week biomarker data from its ongoing Phase 2a clinical trial in nfvPPA in October 2026 and expects to present 24-week biomarker data at CTAD in November 2026. The Company also expects to initiate the EXPERTS-ALS Phase 2a clinical trial in the fourth quarter of 2026.

Forward-Looking Statements
This press release includes express and implied forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, regarding the intentions, plans, beliefs, expectations or forecasts for the future of the Company, including, but not limited to: the Company’s need to acquire sufficient funding, including funding (through a strategic partnership or otherwise) for any Phase 3 trial in patients with DLB, and ability to continue as a going concern; the Company’s plan to focus on strategic partnering to advance neflamapimod into Phase 3 for DLB and the timing of entering into any such partnership, if at all; the therapeutic potential of neflamapimod in DLB, nfvPPA, amyotrophic lateral sclerosis (ALS), or any other indication, including the degree of sustainability of any therapeutic effects, its potential impact on the rate of disease progression and/or clinical worsening, the optimal dosing regimen to achieve therapeutic effects, or any other treatment effects observed in any clinical trial on any clinical, biomarker, or other outcome measure; the extent to which changes in biomarkers may predict or correlate with clinical benefit in any indication; the anticipated timing and achievement of clinical and development milestones, including the Company’s initiation of any Phase 3 trial in patients with DLB; the additional anticipated data readouts from the Company’s Phase 2a trial in nfvPPA and the anticipated dosing of the first patient with neflamapimod in the EXPERTS-ALS trial; any other expected or implied benefits, results, or expectations with respect to neflamapimod, including the extent (if any) to which neflamapimod may demonstrate efficacy or other clinical or biomarker improvements in patients or the timing of any regulatory submissions and potential approvals thereof, if any, in DLB, nfvPPA, ALS, or any other indication. Terms such as “believes,” “estimates,” “anticipates,” “expects,” “plans,” “aims,” “seeks,” “intends,” “may,” “could,” “might,” “will,” “should,” “approximately,” “potential,” “target,” “project,” “contemplate,” “predict,” “forecast,” “continue,” “encouraging,” “signal,” or other words that convey uncertainty of future events or outcomes (including the negative of these terms) may identify these forward-looking statements. Although the Company believes it has a reasonable basis for each forward-looking statement contained herein, forward-looking statements by their nature involve risks and uncertainties, known and unknown, many of which are beyond the Company’s control and, as a result, actual results could differ materially from those expressed or implied in any forward-looking statement. Particular risks and uncertainties include, among other things, those related to: the Company’s available cash resources, the availability of additional funds on acceptable terms or at all, and the Company’s ability to continue as a going concern; the results of the Company’s clinical trials, including, with respect to certain trials, the open-label nature of the results; the small number of participants in the trial, the absence of placebo or other control group during the open-label treatment period, and the risk that later data from the trial may not be consistent with the initial results; the risk that certain biomarkers may not be accepted by the FDA or other regulators as a surrogate for, or predictor of, clinical benefit; the Company’s ability to successfully enter into a partnership to advance neflamapimod into Phase 3 for DLB in a timely manner, on acceptable terms, or at all; the likelihood and timing of any regulatory approval of neflamapimod or the nature of any feedback the Company may receive from the FDA or other regulators; the Company’s ability to maintain the intellectual property protection afforded by the Company’s patent portfolio; the ability to implement business plans, forecasts, and other expectations in the future; general economic, political, business, industry, and market conditions, inflationary pressures, and geopolitical conflicts; and the other factors discussed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the US Securities and Exchange Commission (SEC) on March 13, 2026, and other filings that the Company may file from time to time with the SEC. Any forward-looking statements in this press release speak only as of the date hereof (or such earlier date as may be identified). The Company does not undertake any obligation to update such forward-looking statements to reflect events or circumstances after the date of this press release, except to the extent required by law.

Contacts

Media:
Biongage Communications
lisa.guiterman@gmail.com
202-330-3431

Investor Relations:
Argot Partners
cervomed@argotpartners.com
212-600-1902 

VANCOUVER, British Columbia, Oct. 29, 2026 (GLOBE NEWSWIRE) — Canadian Goldfields Discovery Corp. (TSX-V: CGM, OTCQB: CGMXF) (“Canadian Goldfields” or the “Company”) is pleased to report it has commenced an airborne geophysical survey at its 6,366-hectare Miminiska Gold Project (“Miminiska” or the “Project”) in northwestern Ontario. The geophysical survey, in combination with the already completed soil geochemical and geological fieldwork, is designed to refine priority drill targets in advance of the upcoming winter drill program. 

This survey, being conducted by SHA Geophysics, will cover approximately 1,362 line-kilometres at 50 metre spacing. The survey will collect HeliGT three-axis magnetic and radiometric data. The high-resolution survey will allow for additional geological and structural interpretations to support the evaluation of prospective gold targets across the Project, including the largely untested corridor between Miminiska and Frond Zones.

Canadian Goldfields Vice President of Exploration, Ian Dasti, P.Geo., commented: “Our exploration work at Miminiska continues to improve our understanding of the broader gold-bearing system and highlights the opportunity to expand known areas of mineralization and evaluate more than 14 kilometres of largely untested prospective strike between the Miminiska and Frond Zones. With our soil geochemistry and geological mapping programs complete, the airborne survey represents an important final step in target refinement prior to winter drilling.”

The Company’s 2026 field activities have been strategically focused on advancing Miminiska toward its planned winter 2027 drill campaign. The completion of soil geochemistry and geological mapping programs, together with extensive compilation and analysis of historical drilling and exploration data, has established the technical foundation for integrating the airborne survey results and finalizing priority drill targets.

While historic drill results include multiple high-grade intercepts in two book ended corners of the project, there remains a 14 kilometre strike length between these two areas almost completely undrilled but highly prospective. Upcoming drilling will focus on confirmation and expansion of mineralization in the two known zones along with exploration in between.

Historical Exploration and Drill Targeting

Historical drilling at Miminiska has been concentrated primarily at the Miminiska and Frond Zones, where multiple high-grade gold intercepts have been reported. Approximately 14 kilometres of prospective strike between the two zones remains largely untested, representing a significant opportunity for systematic exploration (Figure 1). The planned winter 2027 drill program will focus on evaluating extensions of known mineralization and testing new targets within the intervening corridor.

Selected historical drill results from the Miminiska and Frond Zones, as summarized in the Technical Report (as defined below), include:

Miminiska zone:

  • 11.18 m of 4.49 grams per tonne (g/t) gold (Au);
  • 5.32 m of 13.95 g/t Au;
  • 4.28 m of 9.66 g/t Au;
  • 3.05 m of 5.94 g/t Au;
  • 3.96 m of 12.69 g/t Au

Frond Zone:

  • 1.31 m of 14.74 g/t Au;
  • 1.25 m of 7.53 g/t Au;
  • 0.97 m of 6.17 g/t Au;
  • 0.95 m of 11.32 g/t Au.

Of note, within the underexplored 14 kilometre gap between the Miminiska and Frond patents, the 1987 Noramco hole SL87-04 intersected an interval of 28.11 g/t Au over a core interval of 1.5 metres (true width unknown) at a downhole depth of 32 metres (Geology Ontario Assessment report 52P09SW001). Through the company’s review of historic databases, our team is now convinced of the location of this historic hole (including casing location) and will be followed up on. This hole, almost halfway in between the two known zones of mineralization but in a similarly prospective geological setting, indicates the potential for high-grade mineralization in an area with very little historic drilling. It represents one of several highly prospective zones to drill test in the upcoming program.

Canadian Goldfields has developed a positive and respectful working relationship with the Eabametoong First Nation (“EFN”) and is appreciative of ongoing collaboration as the project advances.

Miminiska Gold Project – Historical Drilling and Priority Exploration Corridor
Figure 1: Miminiska Gold Project – Historical Drilling and Priority Exploration Corridor

About Canadian Goldfields Discovery Corp.

Canadian Goldfields Discovery Corp. is a Canadian mineral exploration company focused on advancing district-scale gold opportunities in Ontario, Canada. The Company’s portfolio includes the flagship Miminiska Gold Project in northwestern Ontario and the Swayze Central Gold Property located within the prospective Swayze Greenstone Belt near Timmins.

Miminiska hosts a gold-rich banded iron formation (“BIF”) system with multiple high-grade intercepts drilled across the Miminiska and Frond Zones and more than 14 kilometre of underexplored strike extent. Supported by approximately 28,000 m of historical drilling, the project demonstrates significant scale potential with mineralization remaining open along strike and at depth. The Swayze Central Gold Property complements the Company’s portfolio with historical high-grade gold occurrences and additional district-scale exploration upside in one of Canada’s most established mining regions.

Canadian Goldfields is led by a lean and execution-focused leadership team committed to disciplined exploration, systematic discovery and long-term value creation through the advancement of high-quality gold assets in tier-one mining jurisdictions.

On behalf of the Company, 
John G. Booth, Chief Executive Officer and Director

Additional Information
Harp Gosal | Director of Capital Markets & Communications
Canadian Goldfields Discovery Corp.
Phone: (604) 218-1142
Email: hgosal@canadiangoldfields.com

Qualified Persons and Technical Disclosure

The scientific and technical information contained in this news release has been reviewed and approved by Ian Raymond Dasti, P.Geo, Vice-President of Exploration of Canadian Goldfields Discovery Corp., and a Qualified Person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43 101”).

Mr. Dasti has reviewed the technical information disclosed in this news release and has approved its dissemination. The information presented herein relates to planned exploration activities at the Company’s Miminiska Gold Project.

Historical exploration information referenced in this news release has been compiled from publicly available sources and historical reports. Historical drillhole intercepts, except those for hole SL87-04, are taken from Section 6 of the technical report entitled “NI 43-101 Technical Report on the Miminiska Property, Northern Ontario, Canada” with an effective date of December 1, 2025], prepared by Edward Parker, P.Geo., and Eliza Verigeanu, P.Geo., of APEX Geoscience Ltd. on behalf of Canadian Goldfields (the “Technical Report”). The Technical Report is available under the Company’s profile on SEDAR+ at www.sedarplus.ca. A Qualified Person has not completed sufficient work to independently verify all historical information, and the Company is not treating such information as current mineral resources or mineral reserves as defined by NI 43-101. Historical results, mineral occurrences, and exploration data should not be relied upon as indicative of future exploration results.

The Company considers historical exploration information to be relevant for the purpose of guiding future exploration programs; however, readers are cautioned that such information may not be representative of actual mineralization or exploration potential on the Property.

Forward-Looking Statements

Information set forth in this news release contains forward-looking statements that are based on assumptions as of the date of this news release. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The Company cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by many material factors, many of which are beyond their respective control. Such factors include, among other things: risks and uncertainties relating to the Company’s limited operating history and the Company’s planned exploration program for the Miminiska Gold Property is subject to change. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, the Company does not undertake to publicly update or revise forward-looking information.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/93c33e70-3452-44d5-a71d-d8c2299d81ed

Announces $250 Million Stock Repurchase Authorization

JOHNS CREEK, Ga., Oct. 29, 2026 (GLOBE NEWSWIRE) — Saia, Inc. (Nasdaq: SAIA) today reported third quarter 2026 financial results. Diluted earnings per share for the quarter were $3.41 compared to $3.22 in the third quarter of 2025. Excluding a 2025 net gain on real estate recorded in the third quarter of 2025, adjusted diluted earnings per share1 were $2.81 in the third quarter of 2025. Saia also announced that its Board of Directors has authorized the repurchase of up to $250 million of Saia’s common stock.

Third Quarter 2026 Compared to Third Quarter 2025 Results

  • Revenue was a company record of $982.5 million, an increase of 17.0%
  • LTL tonnage per workday was a record, and an increase of 8.9%
  • LTL revenue per shipment, excluding fuel surcharge revenue, increased 5.8%
  • LTL shipments per workday increased 0.8%
  • Operating income was $122.3 million, an increase of 3.1% compared to $118.6 million in the third quarter of 2025 and an increase of 17.5% compared to adjusted operating income1 of $104.1 million in the prior-year period
  • Operating ratio of 87.6% compared to 85.9% in the third quarter of 2025, or 87.6% on an adjusted basis1 in the prior-year period

Saia President and CEO, Fritz Holzgrefe, said, “Our team delivered solid third quarter performance, which included record revenue and tonnage per workday. Revenue per shipment, excluding fuel surcharge, increased 5.8% compared with the third quarter of last year, reflecting continued progress in pricing and mix optimization. We continue to execute our long-term strategy to build a leading national LTL carrier. Investments in our network, people, equipment and technology are strengthening our customer value proposition and further positioning Saia to deliver sustained, profitable growth and long-term value for stockholders.”

Executive Vice President and CFO, Matt Batteh, said, “Our consistent execution and continued investment in the business are translating into measurable results, including market share gains, improved service and strong free cash flow generation. Year to date, we have generated more than $240 million in free cash flow1, providing the financial flexibility to support profitable growth while positioning us to return capital to stockholders. The strength of our business further supports our disciplined capital allocation strategy, including our Board authorization to repurchase up to $250 million of Saia common stock.”

Financial Position and Capital Expenditures

Saia ended the third quarter of 2026 with $202.5 million of cash on hand and $100.0 million of total debt, compared to $35.5 million of cash on hand and $219.2 million of total debt at September 30, 2025.

Net capital expenditures were $235.9 million during the first nine months of 2026, compared to $446.1 million in net capital expenditures during the first nine months of 2025. For full-year 2026, the Company expects that net capital expenditures will be approximately $350 million, subject to ongoing evaluation of market conditions.

Stock Repurchase Authorization

Saia today announced that its Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to $250 million of its outstanding common stock. The program is effective immediately and permits shares of common stock to be repurchased from time to time at management’s discretion through a variety of methods, including a 10b5-1 trading plan, open market purchases, privately negotiated transactions, or other transactions permitted by applicable securities laws and regulations. The timing and amount of repurchases will depend on market conditions and other factors, including business conditions, alternative investment opportunities, funding considerations, and other matters considered relevant by management and the Board. The stock repurchase program has no expiration date, does not obligate the Company to acquire a specified number of shares and may be suspended, modified or terminated by the Company at any time, without prior notice.

Conference Call and Investor Presentation

Management will hold a conference call to discuss this release today at 10:00 a.m. Eastern Time. In connection, a supplemental investor presentation will be available on the company’s website at www.saia.com/about-us/investor-relations.

To participate in the call, please dial 1-833-890-5317 and request to join the Saia, Inc. call. Callers should dial in five to ten minutes in advance of the conference call. This call will be webcast live via the Company website at www.saia.com/about-us/investor-relations/financial-releases. A replay of the call will be offered two hours after the completion of the call through November 29, 2026 at 11:59 P.M. Eastern Time. The replay will be available by dialing 1-855-669-9658 referencing conference ID #3959947.

Saia, Inc. (NASDAQ: SAIA) offers customers a wide range of less-than-truckload, brokered truckload, expedited transportation and other logistics services. With headquarters in Georgia, Saia LTL Freight operates 219 terminals with national service. For more information on Saia, Inc. visit the Investor Relations section at www.saia.com/about-us/investor-relations.

Cautionary Note Regarding Forward-Looking Statements

The Securities and Exchange Commission encourages companies to disclose forward-looking information so that investors can better understand the future prospects of a company and make informed investment decisions. This news release may contain these types of statements, which are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.

Words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “may,” “plan,” “predict,” “believe,” “should,” “potential” and similar words or expressions are intended to identify forward-looking statements. Investors should not place undue reliance on forward-looking statements and the Company undertakes no obligation to publicly update or revise any forward-looking statements, except as required by law. All forward-looking statements reflect the present expectation of future events of our management as of the date of this news release and are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors, risks, uncertainties and assumptions include, but are not limited to, (1) general economic conditions including downturns or inflationary periods in the business cycle; (2) operation within a highly competitive industry and the adverse impact from downward pricing pressures, including in connection with fuel surcharges, and other factors; (3) industry-wide external factors largely out of our control; (4) cost and availability of qualified drivers, dock workers, mechanics and other employees, purchased transportation and fuel; (5) inflationary increases in expenses and corresponding reductions of profitability; (6) cost and availability of diesel fuel and fuel surcharges; (7) cost and availability of insurance coverage and claims expenses and other expense volatility, including for personal injury, cargo loss and damage, workers’ compensation, employment and group health plan claims; (8) failure to successfully execute the strategy to expand our service geography; (9) unexpected liabilities resulting from the acquisition of real estate assets; (10) costs and liabilities from the disruption in or failure of our technology or equipment essential to our operations, including as a result of cyber incidents, security breaches, malware or ransomware attacks; (11) risks arising from remote work, including increased risk of related cybersecurity incidents; (12) failure to keep pace with technological developments; (13) liabilities and costs arising from the use of artificial intelligence; (14) labor relations, including the adverse impact should a portion of our workforce become unionized; (15) cost, availability and resale value of real property and revenue equipment; (16) supply chain disruption and delays on new equipment delivery; (17) changes in U.S. trade policy and the impact of tariffs; (18) capacity and highway infrastructure constraints; (19) risks arising from international business operations and relationships; (20) seasonal factors, harsh weather and disasters caused by climate change; (21) the creditworthiness of our customers and their ability to pay for services; (22) our need for capital and uncertainty of the credit markets; (23) the possibility of defaults under our debt agreements, including violation of financial covenants; (24) inaccuracies and changes to estimates and assumptions used in preparing our financial statements; (25) dependence on key employees; (26) employee turnover from changes to compensation and benefits or market factors; (27) increased costs of healthcare benefits; (28) damage to our reputation from adverse publicity, including from the use of or impact from social media; (29) failure to achieve acquisition synergies or disruption to our business due to such acquisitions; (30) the effect of litigation and class action lawsuits arising from the operation of our business, including the possibility of claims or judgments in excess of our insurance coverages or that result in increases in the cost of insurance coverage or that preclude us from obtaining adequate insurance coverage in the future; (31) the potential of higher corporate taxes and new regulations, including with respect to climate change, employment and labor law, healthcare and securities regulation; (32) unforeseen costs from new and existing data privacy laws; (33) the effect of governmental regulations, including hours of service and licensing compliance for drivers, engine emissions, the Compliance, Safety, Accountability (CSA) initiative, regulations of the Food and Drug Administration and Homeland Security, and healthcare and environmental regulations; (34) changes in accounting and financial standards or practices; (35) widespread outbreak of an illness or any other communicable disease; (36) international conflicts and geopolitical instability; (37) evolving stakeholder expectations regarding environmental and social issues; (38) government shutdown or failure to fund services; (39) provisions in our governing documents and Delaware law that may have anti-takeover effects; (40) issuances of equity that would dilute stock ownership; (41) weakness, disruption or loss of confidence in financial or credit markets; and (42) other financial, operational and legal risks and uncertainties detailed from time to time in the Company’s SEC filings.

As a result of these and other factors, no assurance can be given as to our future results and achievements. Accordingly, a forward-looking statement is neither a prediction nor a guarantee of future events or circumstances and those future events or circumstances may not occur. You should not place undue reliance on the forward-looking statements, which speak only as of the date of this news release. We are under no obligation, and we expressly disclaim any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by law.

1 Non-GAAP Financial Disclosure and Reconciliation:

From time to time we supplement the reporting of our financial information determined under generally accepted accounting principles (“GAAP”) with certain non-GAAP financial measures. These include “adjusted” total operating expenses, “adjusted” operating income, “adjusted” diluted earnings per share, free cash flow and “adjusted” operating ratio. The Company’s management believes that certain non-GAAP financial measures provide a greater understanding of ongoing operations and enhance comparability of results with prior periods. The Company’s management believes that investors may use these non-GAAP financial measures to evaluate the Company’s financial performance without the impact of items that may obscure trends in the Company’s underlying performance. These disclosures should not be viewed as a substitute for financial measures determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.

A gain from the sale of a terminal of $16.4 million and a loss on real estate impairment of $1.9 million was recorded during the third quarter of 2025. This resulted in a decrease in operating expenses and an increase in operating income of $14.5 million and an increase in diluted earnings per share of $0.41. The transactions increased diluted earnings per share by $0.54 on a pre-tax basis, partially offset by related income tax expense of $0.13. Additionally, this produced an improvement of 170 basis points in the operating ratio for the third quarter of 2025. The terminal sale occurred as the result of management’s efforts towards expanding door count by replacing a smaller facility with a larger facility better positioned to successfully support the Company’s overall strategy. The impairment loss came as a result of management’s continued assessment of the recoverability of property and equipment.

Saia, Inc. and Subsidiaries  
Reconciliation of Certain GAAP and Non-GAAP Statement of Operations and Statement of Cash Flows Items, Ratios and Operating Data  
For the Quarters and Nine Months Ended September 30, 2026 and 2025  
(Amounts in thousands, except per share data and operating ratio)  
(Unaudited)  
   
    Third Quarter     Nine Months  
    2026     2025     2026     2025  
Total operating expenses (GAAP)   $ 860,163     $ 721,034     $ 2,430,865     $ 2,156,157  
Add: Net total operating expense impact of Gain on Real Estate Disposal and Impairment of Real Estate     –       14,503       –       14,503  
Adjusted total operating expenses (Non-GAAP)   $ 860,163     $ 735,537     $ 2,430,865     $ 2,170,660  
                         
Operating Income (GAAP)   $ 122,291     $ 118,610     $ 314,309     $ 288,177  
Less: Net Operating Income impact of Gain on Real Estate Disposal and Impairment of Real Estate     –       (14,503)       –       (14,503)  
Adjusted operating income (Non-GAAP)   $ 122,291     $ 104,107     $ 314,309     $ 273,674  
                         
Diluted earnings per share (GAAP)   $ 3.41     $ 3.22     $ 8.79     $ 7.75  
Less: Net Diluted earnings per share impact of Gain on Real Estate Disposal and Impairment of Real Estate (1)     –       (0.41)       –       (0.41)  
Adjusted diluted earnings per share (Non-GAAP)   $ 3.41     $ 2.81     $ 8.79     $ 7.34  
                         
Net cash provided by operating activities (GAAP)               $ 480,755     $ 457,665  
Less: Acquisition of property and equipment                 (239,443)       (467,814)  
Add: Proceeds from disposal of property and equipment                 3,558       21,736  
Free cash flow (Non-GAAP)               $ 244,870     $ 11,587  
                         
Operating Ratio (2)     87.6%       85.9%       88.6%       88.2%  
Add: Net Operating Ratio impact of Gain on Real Estate Disposal and Impairment of Real Estate     –       1.7%       –       0.6%  
Adjusted operating ratio     87.6%       87.6%       88.6%       88.8%  
                                 
(1) The transactions increased diluted earnings per share by $0.54 on a pre-tax basis, partially offset by related income tax expense of $0.13.
 
(2) Operating Ratio is total operating expenses divided by operating revenue, using the underlying unrounded amounts.

CONTACT: Saia, Inc.
  Matthew Batteh
  Executive Vice President and Chief Financial Officer
  Investors@saia.com

Saia, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Amounts in thousands)
(Unaudited)
         
    September 30, 2026   December 31, 2025
Assets        
         
Current Assets:        
Cash and cash equivalents   $202,521     $19,720  
Accounts receivable, net     437,747       332,206  
Prepaid expenses and other     68,452       82,630  
Total current assets     708,720       434,556  
         
Property and Equipment:        
Cost     4,412,038       4,259,438  
Less: accumulated depreciation     1,512,468       1,415,087  
Net property and equipment     2,899,570       2,844,351  
Operating Lease Right-of-Use Assets     171,150       150,301  
Other Assets     71,203       53,473  
Total assets   $3,850,643     $3,482,681  
         
Liabilities and Stockholders’ Equity        
         
Current Liabilities:        
Accounts payable   $163,132     $107,424  
Wages, vacation and employees’ benefits     93,440       50,723  
Other current liabilities     99,422       78,362  
Current portion of long-term debt     –       980  
Current portion of operating lease liability     30,706       27,895  
Total current liabilities     386,700       265,384  
         
Other Liabilities:        
Long-term debt, less current portion     100,000       163,000  
Operating lease liability, less current portion     132,659       113,119  
Deferred income taxes     307,103       284,370  
Claims, insurance and other     102,270       79,109  
Total other liabilities     642,032       639,598  
         
Stockholders’ Equity:        
Common stock     27       27  
Additional paid-in capital     316,870       307,605  
Deferred compensation trust     (9,715)       (9,088)  
Retained earnings     2,514,729       2,279,155  
Total stockholders’ equity     2,821,911       2,577,699  
Total liabilities and stockholders’ equity   $3,850,643     $3,482,681  
         
         

Saia, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
For the Quarters and Nine Months Ended September 30, 2026 and 2025
(Amounts in thousands, except per share data)
(Unaudited)
         
    Third Quarter   Nine Months
      2026       2025       2026       2025  
Operating Revenue   $982,454     $839,644     $2,745,174     $2,444,334  
                 
Operating Expenses:                
Salaries, wages and employees’ benefits     447,708       401,058       1,275,389       1,181,289  
Purchased transportation     90,410       59,329       239,718       176,877  
Fuel, operating expenses and supplies     212,703       165,727       584,935       494,032  
Operating taxes and licenses     22,417       20,867       67,087       63,318  
Claims and insurance     21,256       23,614       68,567       67,985  
Depreciation and amortization     64,134       64,037       190,505       185,626  
Other operating losses (gains), net     1,535       (13,598)       4,664       (12,970)  
Total operating expenses     860,163       721,034       2,430,865       2,156,157  
                 
Operating Income     122,291       118,610       314,309       288,177  
                 
Nonoperating (Income) Expenses:                
Interest expense     2,034       4,483       6,656       13,510  
Interest income     (1,159)       (44)       (1,539)       (117)  
Other, net     36       (654)       (2,698)       (1,170)  
Nonoperating expenses, net     911       3,785       2,419       12,223  
                 
Income Before Income Taxes     121,380       114,825       311,890       275,954  
Income Tax Provision     29,935       28,509       76,316       68,437  
Net Income   $91,445     $86,316     $235,574     $207,517  
                 
Weighted average common shares outstanding – basic     26,785       26,745       26,776       26,735  
Weighted average common shares outstanding – diluted     26,815       26,790       26,807       26,784  
                 
Basic earnings per share   $3.41     $3.23     $8.80     $7.76  
Diluted earnings per share   $3.41     $3.22     $8.79     $7.75  
                 

Saia, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
For the nine months ended September 30, 2026 and 2025
(Amounts in thousands)
(Unaudited)
    Nine Months
      2026       2025  
Operating Activities:        
Net cash provided by operating activities   $480,755     $457,665  
Net cash provided by operating activities     480,755       457,665  
Investing Activities:        
Acquisition of property and equipment     (239,443)       (467,814)  
Proceeds from disposal of property and equipment     3,558       21,736  
Other     7,939       (8,394)  
Net cash used in investing activities     (227,946)       (454,472)  
Financing Activities:        
Borrowing (repayment) of revolving credit facility, net     (63,000)       24,000  
Proceeds from stock option exercises     427       2,463  
Shares withheld for taxes     (6,455)       (8,534)  
Other financing activity     (980)       (5,095)  
Net cash (used in) provided by financing activities     (70,008)       12,834  
Net Increase (Decrease) in Cash and Cash Equivalents     182,801       16,027  
Cash and Cash Equivalents, beginning of period     19,720       19,473  
Cash and Cash Equivalents, end of period   $202,521     $35,500  
         

Saia, Inc. and Subsidiaries
Financial Information
For the Quarters Ended September 30, 2026 and 2025
(Unaudited)
                         
                Third Quarter    
    Third Quarter   %   Amount/Workday   %
      2026       2025     Change   2026   2025   Change
Workdays             64   64    
Operating ratio   87.6%       85.9%                  
LTL tonnage (1)   1,722       1,581     8.9     26.91   24.70   8.9
LTL shipments (1)   2,351       2,333     0.8     36.73   36.45   0.8
LTL revenue/cwt. $27.66     $25.76     7.4              
LTL revenue/cwt., excluding fuel surcharge $21.25     $21.72     (2.2)              
LTL revenue/shipment $405.27     $349.07     16.1              
LTL revenue/shipment, excluding fuel surcharge $311.34     $294.35     5.8              
LTL pounds/shipment   1,465       1,355     8.1              
LTL average length of haul (2)   885       894     (1.0)              
                         
(1 ) In thousands.                      
                         
(2 ) In miles.                      
                         
Note: LTL operating statistics exclude transportation and logistics services where pricing is generally not determined by weight. The LTL operating statistics also exclude the adjustment required for financial statement purposes in accordance with the Company’s revenue recognition policy.

  • Record Quarterly Revenues of $1.013 Billion, Up 6%, Compared to $956.2 Million in Prior Year Quarter
  • EPS of $2.35, Down 10%, and Record Adjusted EPS of $3.84, Up 48%, Compared to EPS and Adjusted EPS of $2.60 in Prior Year Quarter
  • Company Reaffirms Revenue Guidance, Updates EPS Guidance Range to Between $7.55 and $8.05 and Raises Adjusted EPS Guidance Range to Between $9.50 and $10.00

WASHINGTON, Oct. 29, 2026 (GLOBE NEWSWIRE) — FTI Consulting, Inc. (NYSE: FCN) today released financial results for the third quarter ended September 30, 2026.

Third quarter 2026 record revenues of $1.013 billion increased $56.4 million, or 5.9%, compared to revenues of $956.2 million in the prior year quarter. The increase was driven by revenue growth across all business segments. Net income of $63.4 million compared to $82.8 million in the prior year quarter. The decrease in net income was primarily due to a $46.0 million special charge and higher direct costs, selling, general and administrative (“SG&A”) expenses and interest expense, which more than offset revenue growth and a lower income tax provision. The special charge related to a plan to align staffing with demand included $45.5 million in salary- and benefits-related costs and $0.5 million of non-cash real estate-related costs.

Adjusted EBITDA of $153.7 million, or 15.2% of revenues, compared to $130.6 million, or 13.7% of revenues, in the prior year quarter. Third quarter 2026 Adjusted EBITDA excludes the aforementioned special charge and $4.5 million of Extraordinary Litigation-Related Expenses.1 Third quarter 2026 EPS of $2.35 compared to $2.60 in the prior year quarter. Third quarter 2026 EPS included the special charge and Extraordinary Litigation-Related Expenses, which reduced EPS by $1.36 and $0.13, respectively. Third quarter Adjusted EPS of $3.84 compared to EPS of $2.60 in the prior year quarter, where Adjusted EPS was equal to EPS.

Steven H. Gunby, CEO and Chairman of FTI Consulting, commented, “Our record results this quarter reflect the strength and breadth of our global platform. Though our results included certain favorable non-recurring items, such as record success fees and a lower effective tax rate, at their core, they were driven by the fact that in a world facing major change and disruption, our clients are increasingly turning to us for the depth and breadth of our capabilities.”

Cash Position and Capital Allocation

Net cash provided by operating activities of $190.4 million for the quarter ended September 30, 2026 compared to $201.9 million for the quarter ended September 30, 2025. The year-over-year decrease in net cash provided by operating activities was primarily due to an increase in operating expense and compensation payments, which was partially offset by higher cash collections and a decrease in forgivable loan issuances.

During the quarter ended September 30, 2026, the Company repurchased 523,588 shares of its common stock at an average price per share of $151.55 for a total cost of $79.4 million. As of September 30, 2026, approximately $264.7 million remained available for common stock repurchases under the Company’s stock repurchase program.

Cash and cash equivalents of $88.1 million at September 30, 2026 compared to $146.0 million at September 30, 2025 and $163.7 million at June 30, 2026. Total debt of $852.0 million at September 30, 2026 compared to $510.0 million at September 30, 2025 and $1.020 billion at June 30, 2026.

Third Quarter 2026 Segment Results

Corporate Finance
Revenues in the Corporate Finance segment increased $19.5 million, or 4.8%, to $424.4 million in the quarter compared to $404.9 million in the prior year quarter. The increase in revenues was primarily due to higher success fees and realized bill rates, which was partially offset by lower demand for turnaround & restructuring and transactions services. Segment operating income of $83.4 million compared to $93.0 million in the prior year quarter. Adjusted Segment EBITDA of $102.8 million, or 24.2% of segment revenues, compared to $96.4 million, or 23.8% of segment revenues, in the prior year quarter. The increase in Adjusted Segment EBITDA was primarily due to higher revenues, which was partially offset by an increase in compensation, which includes the impact of a 6.3% increase in billable headcount.

Forensic and Litigation Consulting
Revenues in the Forensic and Litigation Consulting segment increased $0.4 million, or 0.2%, to $195.1 million in the quarter compared to $194.7 million in the prior year quarter. The increase in revenues was primarily due to higher realized bill rates, which was partially offset by lower demand for risk & investigations and data & analytics services. Segment operating income of $20.2 million compared to $40.5 million in the prior year quarter. Adjusted Segment EBITDA of $38.0 million, or 19.5% of segment revenues, compared to $42.6 million, or 21.9% of segment revenues, in the prior year quarter. The decrease in Adjusted Segment EBITDA was primarily due to higher SG&A expenses.

Economic Consulting
Revenues in the Economic Consulting segment increased $16.2 million, or 9.3%, to $189.3 million in the quarter compared to $173.1 million in the prior year quarter. The increase in revenues was primarily due to higher demand for non-merger and acquisition (“M&A”)-related antitrust and M&A-related antitrust services, which was partially offset by lower demand for financial economics services. Segment operating income of $10.7 million compared to segment operating loss of $5.8 million in the prior year quarter. Adjusted Segment EBITDA of $14.0 million, or 7.4% of segment revenues, compared to a loss of $4.6 million in the prior year quarter. The increase in Adjusted Segment EBITDA was primarily due to higher revenues and lower SG&A expenses.

Technology
Revenues in the Technology segment increased $9.1 million, or 9.7%, to $103.2 million in the quarter compared to $94.1 million in the prior year quarter. The increase in revenues was primarily due to higher demand for M&A-related “second request” services. Segment operating income of $8.8 million compared to $9.3 million in the prior year quarter. Adjusted Segment EBITDA of $16.0 million, or 15.5% of segment revenues, compared to $13.6 million, or 14.5% of segment revenues, in the prior year quarter. The increase in Adjusted Segment EBITDA was primarily due to higher revenues, which was partially offset by an increase in compensation, which includes higher as-needed consultant costs, and higher SG&A expenses.

Strategic Communications
Revenues in the Strategic Communications segment increased $11.2 million, or 12.5%, to $100.6 million in the quarter compared to $89.4 million in the prior year quarter. The increase in revenues was primarily due to higher demand for public affairs and corporate reputation services. Segment operating income of $14.1 million compared to $15.9 million in the prior year quarter. Adjusted Segment EBITDA of $20.4 million, or 20.3% of segment revenues, compared to $16.9 million, or 18.9% of segment revenues, in the prior year quarter. The increase in Adjusted Segment EBITDA was primarily due to higher revenues, which was partially offset by an increase in compensation, which includes the impact of a 5.5% increase in billable headcount, and higher SG&A expenses.

Fourth Quarter 2026 Special Charge and Expected Annualized Savings
The Company expects that actions taken in the third and fourth quarters of 2026 to align staffing with demand will result in annualized cost savings of approximately $80 million in salary- and benefits-related and real estate-related costs. In connection with these actions, the Company expects to record a fourth quarter 2026 special charge of approximately $7 million, which includes approximately $2 million in salary- and benefits-related costs associated with targeted headcount reductions and approximately $5 million in real estate-related costs. Together with the $46.0 million special charge recorded in the third quarter of 2026, the estimated combined special charge for full year 2026 is expected to be approximately $53 million.

2026 Guidance
The Company is reaffirming its full year 2026 revenue guidance range of between $3.940 billion and $4.100 billion. The Company now estimates EPS for full year 2026 will range between $7.55 and $8.05, which compares to the prior range of between $8.70 and $9.30. The Company estimates Adjusted EPS will range between $9.50 and $10.00, which compares to the prior range of between $9.10 and $9.70. The variance between EPS and Adjusted EPS guidance for full year 2026 is related to the third and fourth quarter of 2026 special charges, which the Company estimates will be approximately $1.55, and an estimated $0.40 of Extraordinary Litigation-Related Expenses.

Third Quarter 2026 Conference Call
FTI Consulting will host a conference call for analysts and investors to discuss third quarter 2026 financial results at 9:00 a.m. Eastern Time on Thursday, October 29, 2026. The call can be accessed live and will be available for replay over the internet for 90 days by logging onto the Company’s investor relations website here.

About FTI Consulting
FTI Consulting, Inc. is a leading global expert firm for organizations facing crisis and transformation, with more than 8,200 employees located in 32 countries and territories as of September 30, 2026. In certain jurisdictions, FTI Consulting’s services are provided through distinct legal entities that are separately capitalized and independently managed. The Company generated $3.8 billion in revenues during fiscal year 2025. More information can be found at www.fticonsulting.com.

Non-GAAP Financial Measures
In the accompanying analysis of financial information, we sometimes use information derived from consolidated and segment financial information that may not be presented in our financial statements or prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Certain of these financial measures are considered not in conformity with GAAP (“non-GAAP financial measures”) under the United States Securities and Exchange Commission (“SEC”) rules. Specifically, we have referred to the following non-GAAP financial measures:

  • Adjusted Segment EBITDA
  • Adjusted EBITDA
  • Adjusted EBITDA Margin
  • Adjusted Net Income
  • Adjusted Earnings per Diluted Share

We have included the definition of Segment Operating Income (Loss), which is a GAAP financial measure, below in order to more fully define the components of certain non-GAAP financial measures in the accompanying analysis of financial information. We define Segment Operating Income (Loss) as a segment’s share of consolidated operating income. We use Segment Operating Income (Loss) for the purpose of calculating Adjusted Segment EBITDA, which is a non-GAAP financial measure. We define Adjusted Segment EBITDA as Segment Operating Income (Loss) before depreciation, amortization of intangible assets, remeasurement of acquisition-related contingent consideration, special charges and goodwill impairment charges. We use Adjusted Segment EBITDA as a basis to internally evaluate the financial performance of our segments because we believe it reflects core operating performance and provides an indicator of the segment’s ability to generate cash.

We define Adjusted EBITDA, which is a non-GAAP financial measure, as consolidated net income before income tax provision, other non-operating income (expense), depreciation, amortization of intangible assets, remeasurement of acquisition-related contingent consideration, special charges, goodwill impairment charges, gain or loss on sale of a business, losses on early extinguishment of debt and Extraordinary Litigation-Related Expenses (as defined below). We define Adjusted EBITDA Margin, which is a non-GAAP financial measure, as Adjusted EBITDA as a percentage of total revenues. We believe that these non-GAAP financial measures, when considered together with our GAAP financial results and GAAP financial measures, provide management and investors with a more complete understanding of our operating results, including underlying trends. Many of our competitors use alternative measures of operating performance. Non-GAAP financial measures are used by investors, financial analysts, rating agencies and others to value and compare the financial performance of companies in our industry. Therefore, we also believe that our non-GAAP financial measures, considered along with corresponding GAAP financial measures, provide management and investors with useful supplemental information.

We define Adjusted Net Income and Adjusted Earnings per Diluted Share (“Adjusted EPS”), which are non-GAAP financial measures, as net income and EPS, respectively, excluding the impact of remeasurement of acquisition-related contingent consideration, special charges, goodwill impairment charges, the gain or loss on sale of a business, losses on early extinguishment of debt and Extraordinary Litigation-Related Expenses (as defined below). We use Adjusted Net Income for the purpose of calculating Adjusted EPS. Management uses Adjusted EPS to assess total Company operating performance on a consistent basis. We believe that these non-GAAP financial measures, when considered together with our GAAP financial results and GAAP financial measures, provide management and investors with useful supplemental information on our business operating results, including underlying trends.

“Extraordinary Litigation-Related Expenses” represent expenses related to the Company’s litigation in the case captioned FTI Consulting, Inc. et al., v. Jonathan M. Orszag et al., 8:23-cv-03200-BAH-AAQ (D.Md.) (together with ancillary proceedings, “FTI vs. Orszag, et al”). In May 2026, the United States District Court for the District of Maryland (the “Court”) allowed the Company to file a third amended complaint to an existing proceeding against Jonathan Orszag, adding Econic Partners LLC, a competitor of the Company, and Dr. Mark Israel, a former Company employee, as defendants. The third amended complaint also added additional claims, including for theft of Company trade secrets and conspiracy to unlawfully compete. This litigation was originally filed in November 2023 against Mr. Orszag, a former Company employee, to enforce the terms of his employment agreement. As a result of the Court’s allowance of the third amended complaint, in the Company’s judgment, beginning in the second quarter of 2026, FTI vs. Orszag, et al became non-recurring and outside of the ordinary course of business based on the following considerations: (i) the magnitude of the proceedings, (ii) the complexity of the proceedings, (iii) the counterparties involved and (iv) the Company’s overall litigation strategy. No non-GAAP financial measures for prior periods presented have been adjusted for litigation expenses related to FTI vs. Orszag, et al because the proceedings did not become extraordinary until the second quarter of 2026.

Non-GAAP financial measures are not defined in the same manner by all companies and may not be comparable with other similarly titled measures of other companies. Non-GAAP financial measures should be considered in addition to, but not as a substitute for or superior to, the information contained in our Consolidated Statements of Comprehensive Income. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures are included in the financial tables accompanying this press release.

Safe Harbor Statement

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact, including among other things, statements about future events, anticipated growth, industry prospects, business trends, our future results of operations and financial position, business strategy and plans, future revenues or performance, financing needs, and objectives of management for future operations, are forward-looking statements. Forward-looking statements often contain words such as “may,” “might,” “will,” “should,” “could,” “would,” “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “commits,” “aspires,” “forecasts,” “future,” “goal,” “seeks” and variations of such words or similar expressions. There are a number of risks, uncertainties and other factors that could cause our actual results or outcomes, and the timing of our results or outcomes, to differ materially from the forward-looking statements expressed or implied by this press release. Although we believe that the expectations and assumptions reflected in these forward-looking statements are reasonable, we can provide no assurance that these expectations and assumptions will prove to be correct. Forward-looking statements relate to future events, results and outcomes and are inherently uncertain. Moreover, we operate in a very competitive and rapidly changing environment, and new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results or outcomes to differ materially from those contained in any forward-looking statements. Important factors that could cause our actual results or outcomes, and the timing of our results and outcomes, to differ materially from the forward-looking statements we make in this press release include those set forth under the heading “Risk Factors” in Part I, Item 1A in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 26, 2026 as well as in other information that we file with the SEC from time to time. All forward-looking statements are presented as of the date of this press release and are expressly qualified in their entirety by the cautionary statements included herein. Except as required by law, we undertake no obligation to publicly update or revise any forward-looking statement for any reason.

FTI Consulting, Inc.
555 12th Street NW
Washington, DC 20004
+1.202.312.9100

Investor & Media Contact:
Mollie Hawkes
+1.617.747.1791
mollie.hawkes@fticonsulting.com

FINANCIAL TABLES FOLLOW

FTI CONSULTING, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)

    September 30,   December 31,
      2026       2025  
    (Unaudited)    
Assets        
Current assets        
Cash and cash equivalents   $ 88,097     $ 265,091  
Accounts receivable, net     1,196,790       1,037,678  
Current portion of notes receivable     98,167       87,861  
Prepaid expenses and other current assets     161,011       126,997  
Total current assets     1,544,065       1,517,627  
Property and equipment, net     159,772       169,333  
Operating lease assets     180,802       201,492  
Goodwill     1,239,950       1,242,777  
Intangible assets, net     11,843       13,547  
Notes receivable, net     226,579       250,667  
Other assets     96,644       95,085  
Total assets   $ 3,459,655     $ 3,490,528  
Liabilities and Stockholders’ Equity        
Current liabilities        
Accounts payable, accrued expenses and other   $ 227,117     $ 206,247  
Accrued compensation     607,836       712,335  
Billings in excess of services provided     64,562       56,607  
Total current liabilities     899,515       975,189  
Long-term debt, net     851,383       365,000  
Noncurrent operating lease liabilities     197,138       224,510  
Deferred income taxes     98,407       99,611  
Other liabilities     89,992       92,487  
Total liabilities     2,136,435       1,756,797  
Stockholders’ equity        
Preferred stock, $0.01 par value; shares authorized — 5,000; none
outstanding
    —       —  
Common stock, $0.01 par value; shares authorized — 75,000; shares
issued and outstanding — 27,247 (2026) and 30,864 (2025)
    272       309  
Additional paid-in capital     —       354  
Retained earnings     1,463,178       1,862,672  
Accumulated other comprehensive loss     (140,230 )     (129,604 )
Total stockholders’ equity     1,323,220       1,733,731  
   Total liabilities and stockholders’ equity   $ 3,459,655     $ 3,490,528  

FTI CONSULTING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except per share data)
 
  Three Months Ended
September 30,
 
    2026       2025  
  (Unaudited)
Revenues $ 1,012,563     $ 956,167  
Operating expenses      
Direct cost of revenues   661,773       638,233  
Selling, general and administrative expenses   214,404       199,484  
Special charges   46,008       —  
Amortization of intangible assets   538       780  
    922,723       838,497  
Operating income   89,840       117,670  
Other income (expense)      
Interest income and other   713       1,692  
Interest expense   (13,331 )     (7,634 )
    (12,618 )     (5,942 )
Income before income tax provision   77,222       111,728  
Income tax provision   13,773       28,910  
Net income $ 63,449     $ 82,818  
Earnings per common share ― basic $ 2.37     $ 2.63  
Weighted average common shares outstanding ― basic   26,743       31,523  
Earnings per common share ― diluted $ 2.35     $ 2.60  
Weighted average common shares outstanding ― diluted   26,988       31,823  
Other comprehensive loss, net of tax      
Foreign currency translation adjustments, net of tax expense of $0 $ (374 )   $ (4,916 )
Total other comprehensive loss, net of tax   (374 )     (4,916 )
Comprehensive income $ 63,075     $ 77,902  

FTI CONSULTING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except per share data)
 
  Nine Months Ended
September 30,
 
    2026       2025  
  (Unaudited)
Revenues $ 2,989,372     $ 2,798,111  
Operating expenses      
Direct cost of revenues   2,015,482       1,888,302  
Selling, general and administrative expenses   667,415       586,023  
Special charges   46,008       25,295  
Amortization of intangible assets   1,689       2,850  
    2,730,594       2,502,470  
Operating income   258,778       295,641  
Other income (expense)      
Interest income and other   1,386       2,466  
Interest expense   (31,406 )     (13,859 )
    (30,020 )     (11,393 )
Income before income tax provision   228,758       284,248  
Income tax provision   49,868       67,908  
Net income $ 178,890     $ 216,340  
Earnings per common share ― basic $ 6.28     $ 6.50  
Weighted average common shares outstanding ― basic   28,477       33,266  
Earnings per common share ― diluted $ 6.22     $ 6.43  
Weighted average common shares outstanding ― diluted   28,773       33,625  
Other comprehensive income (loss), net of tax      
Foreign currency translation adjustments, net of tax expense of $0 $ (10,626 )   $ 43,431  
Total other comprehensive income (loss), net of tax   (10,626 )     43,431  
Comprehensive income $ 168,264     $ 259,771  

FTI CONSULTING, INC.
RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME AND EPS TO ADJUSTED EPS
(in thousands, except per share data)
         
    Three Months Ended
September 30,
  Nine Months Ended
September 30,
     
      2026       2025     2026       2025  
    (Unaudited)   (Unaudited)
Net income   $ 63,449     $ 82,818   $ 178,890     $ 216,340  
Add back:                
Special charges     46,008       —     46,008       25,295  
Tax impact of special charges     (9,115 )     —     (9,115 )     (5,799 )
Extraordinary Litigation-Related Expenses(1)     4,503       —     11,126       —  
Tax impact of Extraordinary Litigation-Related Expenses(1)     (1,153 )     —     (2,846 )     —  
Adjusted Net Income   $ 103,692     $ 82,818   $ 224,063     $ 235,836  
EPS   $ 2.35     $ 2.60   $ 6.22     $ 6.43  
Add back:                
Special charges     1.70       —     1.60       0.75  
Tax impact of special charges     (0.34 )     —     (0.32 )     (0.17 )
Extraordinary Litigation-Related Expenses(1)     0.17       —     0.39       —  
Tax impact of Extraordinary Litigation-Related Expenses(1)     (0.04 )     —     (0.10 )     —  
Adjusted EPS   $ 3.84     $ 2.60   $ 7.79     $ 7.01  
Weighted average number of common shares outstanding ― diluted     26,988       31,823     28,773       33,625  

_______________
(1) Refer to “Non-GAAP Financial Measures” in this Press Release for the definition of “Extraordinary Litigation-Related Expenses.”

FTI CONSULTING, INC.
RECONCILIATION OF EPS GUIDANCE TO ADJUSTED EPS GUIDANCE
     
    Year Ended December 31, 2026
    Low   High
Guidance on estimated earnings per common share—diluted (GAAP)(1)   $ 7.55     $ 8.05  
Special charges     1.90       1.90  
Tax impact of special charges     (0.35 )     (0.35 )
Extraordinary Litigation-Related Expenses(2)     0.54       0.54  
Tax impact of Extraordinary Litigation-Related Expenses(2)     (0.14 )     (0.14 )
Guidance on estimated adjusted earnings per common share (non-GAAP)(1)   $ 9.50     $ 10.00  

_______________
(1) The forward-looking guidance on estimated 2026 EPS and Adjusted EPS does not reflect other gains and losses (all of which would be excluded from Adjusted EPS) related to the future impact of remeasurement of acquisition-related contingent consideration, goodwill impairment charges, the gain or loss on sale of a business or losses on early extinguishment of debt, as these items are dependent on future events that are uncertain and difficult to predict.
(2) Refer to “Non-GAAP Financial Measures” in this Press Release for the definition of “Extraordinary Litigation-Related Expenses.”

FTI CONSULTING, INC.
RECONCILIATION OF NET INCOME AND OPERATING INCOME TO ADJUSTED SEGMENT EBITDA AND ADJUSTED EBITDA
(in thousands)
                             
Three Months Ended September 30, 2026
(Unaudited)
  Corporate Finance   Forensic and Litigation Consulting   Economic Consulting   Technology   Strategic Communications   Unallocated Corporate   Total
Net income                           $ 63,449  
Interest income and other                             (713 )
Interest expense                             13,331  
Income tax provision                             13,773  
Operating income   $ 83,393   $ 20,169   $ 10,738   $ 8,840   $ 14,060   $ (47,360 )   $ 89,840  
Depreciation of property and equipment     3,171     1,971     1,597     4,295     991     764       12,789  
Amortization of intangible assets     280     190     —     —     68     —       538  
Special charges     16,001     15,707     1,647     2,883     5,304     4,466       46,008  
Extraordinary Litigation-Related Expenses(1)     —     —     —     —     —     4,503       4,503  
Adjusted EBITDA   $ 102,845   $ 38,037   $ 13,982   $ 16,018   $ 20,423   $ (37,627 )   $ 153,678  
                             
Nine Months Ended September 30, 2026
(Unaudited)
  Corporate Finance   Forensic and Litigation Consulting   Economic Consulting   Technology   Strategic Communications   Unallocated Corporate   Total
Net income                           $ 178,890  
Interest income and other                             (1,386 )
Interest expense                             31,406  
Income tax provision                             49,868  
Operating income   $ 251,098   $ 72,469   $ 10,851   $ 21,356   $ 52,288   $ (149,284 )   $ 258,778  
Depreciation of property and equipment     9,484     5,870     4,406     12,662     3,013     1,922       37,357  
Amortization of intangible assets     875     609     —     —     205     —       1,689  
Special charges     16,001     15,707     1,647     2,883     5,304     4,466       46,008  
Extraordinary Litigation-Related Expenses(1)     —     —     —     —     —     11,126       11,126  
Adjusted EBITDA   $ 277,458   $ 94,655   $ 16,904   $ 36,901   $ 60,810   $ (131,770 )   $ 354,958  

_______________
(1) Refer to “Non-GAAP Financial Measures” in this Press Release for the definition of “Extraordinary Litigation-Related Expenses.”

FTI CONSULTING, INC.
RECONCILIATION OF NET INCOME AND OPERATING INCOME (LOSS) TO ADJUSTED SEGMENT EBITDA AND ADJUSTED EBITDA
(in thousands)
                             
Three Months Ended September 30, 2025
(Unaudited)
  Corporate Finance   Forensic and Litigation Consulting   Economic Consulting   Technology   Strategic Communications   Unallocated Corporate   Total
Net income                           $ 82,818  
Interest income and other                             (1,692 )
Interest expense                             7,634  
Income tax provision                             28,910  
Operating income (loss)   $ 92,953   $ 40,460   $ (5,823 )   $ 9,286   $ 15,865   $ (35,071 )   $ 117,670  
Depreciation of property and equipment     2,977     1,927     1,261       4,358     976     624       12,123  
Amortization of intangible assets     483     229     —       —     68     —       780  
Adjusted EBITDA   $ 96,413   $ 42,616   $ (4,562 )   $ 13,644   $ 16,909   $ (34,447 )   $ 130,573  
                             
Nine Months Ended September 30, 2025
(Unaudited)
  Corporate Finance   Forensic and Litigation Consulting   Economic Consulting   Technology   Strategic Communications   Unallocated Corporate   Total
Net income                           $ 216,340  
Interest income and other                             (2,466 )
Interest expense                             13,859  
Income tax provision                             67,908  
Operating income   $ 212,031   $ 99,637   $ 19,073     $ 17,440   $ 42,064   $ (94,604 )   $ 295,641  
Depreciation of property and equipment     8,327     5,529     3,996       11,152     2,755     1,832       33,591  
Amortization of intangible assets     1,958     686     —       —     206     —       2,850  
Special charges     11,696     5,475     983       1,928     3,268     1,945       25,295  
Adjusted EBITDA   $ 234,012   $ 111,327   $ 24,052     $ 30,520   $ 48,293   $ (90,827 )   $ 357,377  

FTI CONSULTING, INC.
OPERATING RESULTS BY BUSINESS SEGMENT
 
  Segment
Revenues
  Adjusted
EBITDA
  Adjusted EBITDA
Margin
  Utilization   Average
Billable
Rate
  Billable
Headcount
  (in thousands)               (at period end)
Three Months Ended
September 30, 2026
(Unaudited)
                     
Corporate Finance $ 424,365   $ 102,845     24.2 %   58 %   $ 550   2,458
Forensic and Litigation Consulting   195,137     38,037     19.5 %   54 %   $ 468   1,512
Economic Consulting   189,253     13,982     7.4 %   61 %   $ 639   1,003
Technology(1)   103,197     16,018     15.5 %   N/M   N/M   648
Strategic Communications(1)   100,611     20,423     20.3 %   N/M   N/M   954
  $ 1,012,563   $ 191,305     18.9 %           6,575
Unallocated Corporate       (37,627 )                
Adjusted EBITDA     $ 153,678     15.2 %            
                       
Nine Months Ended
September 30, 2026

(Unaudited)
                     
Corporate Finance $ 1,245,266   $ 277,458     22.3 %   60 %   $ 549   2,458
Forensic and Litigation Consulting   582,269     94,655     16.3 %   55 %   $ 461   1,512
Economic Consulting   553,713     16,904     3.1 %   61 %   $ 617   1,003
Technology(1)   304,537     36,901     12.1 %   N/M   N/M   648
Strategic Communications(1)   303,587     60,810     20.0 %   N/M   N/M   954
  $ 2,989,372   $ 486,728     16.3 %           6,575
Unallocated Corporate       (131,770 )                
Adjusted EBITDA     $ 354,958     11.9 %            
                       
Three Months Ended
September 30, 2025
(Unaudited)
                     
Corporate Finance $ 404,896   $ 96,413     23.8 %   63 %   $ 533   2,312
Forensic and Litigation Consulting   194,689     42,616     21.9 %   58 %   $ 447   1,533
Economic Consulting   173,086     (4,562 )   (2.6 %)   55 %   $ 597   1,028
Technology(1)   94,081     13,644     14.5 %   N/M   N/M   680
Strategic Communications(1)   89,415     16,909     18.9 %   N/M   N/M   904
  $ 956,167   $ 165,020     17.3 %           6,457
Unallocated Corporate       (34,447 )                
Adjusted EBITDA     $ 130,573     13.7 %            
                       
Nine Months Ended
September 30, 2025

(Unaudited)
                     
Corporate Finance $ 1,127,780   $ 234,012     20.7 %   60 %   $ 520   2,312
Forensic and Litigation Consulting   571,808     111,327     19.5 %   58 %   $ 438   1,533
Economic Consulting   544,604     24,052     4.4 %   60 %   $ 575   1,028
Technology(1)   274,836     30,520     11.1 %   N/M   N/M   680
Strategic Communications(1)   279,083     48,293     17.3 %   N/M   N/M   904
  $ 2,798,111   $ 448,204     16.0 %           6,457
Unallocated Corporate       (90,827 )                
Adjusted EBITDA     $ 357,377     12.8 %            

_______________
N/M  Not meaningful 
(1) The majority of the Technology and Strategic Communications segments’ revenues are not generated based on billable hours. Accordingly, utilization and average billable rate metrics are not presented as they are not meaningful as a segment-wide metric.

FTI CONSULTING, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
   
  Nine Months Ended
September 30,
 
    2026       2025  
  (Unaudited)
Operating activities      
Net income $ 178,890     $ 216,340  
Adjustments to reconcile net income to net cash provided by (used in) operating activities:      
Depreciation of property and equipment   37,357       33,591  
Amortization of intangible assets   1,689       2,850  
Amortization of notes receivable   66,188       50,767  
Amortization of tax equity investment   25,389       —  
Provision for expected credit losses   24,762       25,810  
Share-based compensation   31,567       28,694  
Deferred income taxes   3,413       18,216  
Other   3,176       432  
Changes in operating assets and liabilities:      
Accounts receivable, billed and unbilled   (191,147 )     (122,707 )
Notes receivable, net of repayments   (53,314 )     (251,576 )
Prepaid expenses and other assets   (6,960 )     (9,199 )
Accounts payable, accrued expenses and other   17,352       (3,858 )
Income taxes   (26,945 )     (78,708 )
Accrued compensation   (86,898 )     (110,111 )
Billings in excess of services provided   8,160       (8,165 )
Net cash provided by (used in) operating activities   32,679       (207,624 )
Investing activities      
Purchases of property and equipment and other   (30,340 )     (50,142 )
Payment for tax equity investment   (42,101 )     —  
Net cash used in investing activities   (72,441 )     (50,142 )
Financing activities      
Borrowings under revolving line of credit   1,317,000       1,040,000  
Repayments under revolving line of credit   (1,130,000 )     (530,000 )
Proceeds from issuance of term loan   300,000       —  
Payments of debt issuance costs   (5,401 )     —  
Purchase and retirement of common stock, including excise tax   (605,272 )     (770,889 )
Share-based compensation tax withholdings   (11,320 )     (18,295 )
Deposits and other   2,781       1,901  
Net cash used in financing activities   (132,212 )     (277,283 )
Effect of exchange rate changes on cash and cash equivalents   (5,020 )     20,523  
Net decrease in cash and cash equivalents   (176,994 )     (514,526 )
Cash and cash equivalents, beginning of period   265,091       660,493  
Cash and cash equivalents, end of period $ 88,097     $ 145,967  
               

1 Refer to “Non-GAAP Financial Measures” in this Press Release for the definition of “Extraordinary Litigation-Related Expenses.”

Topline data expected in mid-2027

Previously reported interim Phase 2 data showed a 63% improvement in median overall
survival versus standard of care in recurrent glioblastoma (13 months vs. 8 months)

HOUSTON, Oct. 29, 2026 (GLOBE NEWSWIRE) — Cerenome, Inc. (Nasdaq: CNSY) (“Cerenome” or the “Company”), a CNS oncology company integrating diagnostics, therapeutics, and artificial intelligence, today announced that it has completed enrollment in the Phase 2 ReSPECT-GBM (NCT01906385) study. This multicenter, open-label trial is evaluating a single administration of REYOBIQ™ (rhenium Re186 obisbemeda), the Company’s lead investigational radiotherapeutic, in adults with recurrent glioblastoma (GBM). The Phase 2 portion was designed to enroll 34 patients. Following a statistical review, the Company closed enrollment with 32 patients treated at the recommended Phase 2 dose, which it determined is sufficient to support the planned final statistical analysis with minimal effect on statistical power. The Company expects to report topline data in mid-2027 (to allow for appropriate patient follow-up and data maturity) and subsequently hold an End-of-Phase 2 meeting with the U.S. Food and Drug Administration (FDA) to discuss next steps for the program.

In ReSPECT-GBM, REYOBIQ bypasses the blood-brain barrier by direct infusion into the tumor through convection-enhanced delivery (CED) catheters. This approach is designed to deliver a high, targeted radiation dose to the tumor while keeping exposure to the rest of the brain and body low. Patients in Phase 2 receive the recommended Phase 2 dose of 22.3 mCi in 8.8 mL, which was selected in the Phase 1 dose-escalation study.

“Completing enrollment in ReSPECT-GBM brings us an important step closer to understanding REYOBIQ’s potential in recurrent glioblastoma. We are very grateful to the patients, their families, and the investigators and study teams at each of our clinical sites,” said Eric J. Daniels, M.D., MBA, Cerenome’s Chief Development Officer. “The Phase 1 and interim Phase 2 data reported so far show a consistent safety picture and response pattern: when REYOBIQ reaches the tumor at therapeutic doses, survival reliably exceeds controls in company sponsored, demographically matched synthetic controls. With enrollment complete, our focus moves to patient follow-up and final analysis. We look forward to reporting topline results in mid-2027 and discussing them with regulatory authorities.”

“Patients with recurrent glioblastoma have very few treatment options, and median survival has held around eight months, despite multiple therapeutic approaches,” said Andrew J. Brenner, M.D., Ph.D., Professor of Medicine at Mays Cancer Center at UT Health San Antonio, and lead investigator of ReSPECT-GBM. “In Phase 1, patients whose tumors received 100 Gy or more lived a median of 17 months. That finding gave us a clear delivery goal for Phase 2. Getting REYOBIQ to the tumor at therapeutic doses has been the focus of this trial, and the final Phase 2 data will show how well that approach holds up in a larger group of patients.”

Previously Reported ReSPECT-GBM Data

Phase 1 (published in Nature Communications, 2025)

  • Median overall survival was 17.0 months (95% CI 8.0–35.0) in patients whose tumors received 100 Gy or more (n=12). It was 6.0 months (95% CI 1.0–11.0) in patients whose tumors received less than 100 Gy (n=9).
  • Survival improved as the absorbed dose and the share of tumor covered by the drug increased. Each 100 Gy increase in absorbed dose was associated with a 35.7% lower risk of death (HR 0.643; p=0.003).
  • Six patients in the Phase 1 dose cohort received 22.3 mCi in 8.8 mL, the dose selected for Phase 2.

Phase 2 (interim data)

  • Median overall survival was 13 months in the first 15 patients treated, compared with approximately 8 months historically reported for bevacizumab monotherapy. Median progression-free survival was 11 months, compared with approximately 4 months for standard of care (Society for Neuro-Oncology Annual Meeting, November 2023).
  • The average absorbed dose to the tumor was 300 Gy. Of the Phase 2 patients evaluated at that time, 88.9% met the key CED delivery targets linked to longer survival in Phase 1: an absorbed tumor dose above 100 Gy and radiation coverage of more than 70% of the tumor (Congress of Neurological Surgeons Annual Meeting, 2024).

Safety (Phase 1 and Phase 2 combined)

  • Most treatment-related adverse events were Grade 1 or 2. The most common were lymphopenia (7.9%), cognitive disorder (7.0%) and headache (7.0%). There were no treatment-related deaths and no study discontinuations due to serious adverse reactions (WFNOS/SNO Annual Meeting, November 2025).

About ReSPECT-GBM

ReSPECT-GBM (NCT01906385) is a prospective, multicenter, open-label Phase 1/2 trial of REYOBIQ given by convection-enhanced delivery to adults with recurrent glioblastoma after standard surgery, radiation and/or chemotherapy. The Phase 2 portion is evaluating safety and efficacy, including overall survival, at the recommended Phase 2 dose in patients with tumors of about 20 mL or less. Including six patients treated at the same dose level during Phase 1 dose escalation, a total of 38 patients in ReSPECT-GBM have received REYOBIQ at the recommended Phase 2 dose of 22.3 mCi in 8.8 mL. ReSPECT-GBM is supported by an award from the National Cancer Institute (NCI), part of the U.S. National Institutes of Health.

About REYOBIQ™ (rhenium Re186 obisbemeda)

REYOBIQ is an investigational injectable radiotherapeutic in which the radioisotope rhenium-186 is held inside a nanoliposome. It is designed to deliver targeted, high-dose beta radiation directly to central nervous system (CNS) tumors while keeping radiation exposure to healthy tissue low. Rhenium-186 also emits gamma energy, which allows imaging of where the drug goes in real time. REYOBIQ is being evaluated for the treatment of leptomeningeal metastases, recurrent glioblastoma and pediatric brain cancers in the ReSPECT-LM, ReSPECT-GBM and ReSPECT-PBC clinical trials. Results from the multicenter Phase 1 ReSPECT-GBM trial were published in Nature Communications in 2025 (Brenner AJ, et al. Nat Commun. 2025;16:2079). REYOBIQ is investigational and has not been approved by the FDA or any other regulatory authority for any use.

About Cerenome

Cerenome (Nasdaq: CNSY) is a CNS oncology company advancing an integrated platform that combines precision diagnostics, targeted therapeutics, and artificial intelligence to improve outcomes for patients with central nervous system cancers. The Company’s CNSide® Diagnostics platform supports the detection, molecular characterization, and longitudinal monitoring of CNS cancers through cerebrospinal fluid-based testing. Its lead therapeutic platform, REYOBIQ™ (rhenium Re186 obisbemeda), is being evaluated in clinical trials for leptomeningeal metastases, recurrent glioblastoma, and pediatric brain cancers. The data & artificial intelligence platform is designed to integrate diagnostic, molecular, imaging, and clinical data into actionable insights that support precision oncology and therapeutic innovation. By integrating commercial diagnostics, targeted therapeutics, proprietary longitudinal data, and artificial intelligence within a single organization, Cerenome is building a differentiated CNS oncology platform designed to improve patient care while creating long-term shareholder value. For more information, visit https://www.cerenome.com.

Forward-Looking Statements

This press release contains statements that may be deemed “forward-looking statements” within the meaning of U.S. securities laws. All statements in this press release other than statements of historical fact are forward-looking statements. These forward-looking statements may be identified by future verbs, as well as terms such as “expect,” “potential,” “may,” “could,” “look forward,” “planning” and similar expressions or the negatives thereof. These statements include, without limitation, statements about the timing of topline data from the ReSPECT-GBM Phase 2 trial; the timing and outcome of an End-of-Phase 2 meeting with the FDA; whether final Phase 2 results will be consistent with previously reported Phase 1 or interim Phase 2 data; the potential safety and efficacy of REYOBIQ in recurrent glioblastoma; and the Company’s clinical development and regulatory plans for REYOBIQ. Interim results may not predict final results, and comparisons with historical controls have inherent limitations. These statements are based on assumptions and assessments made by management in light of their experience, their view of historical trends, current conditions, expected future developments and other factors they believe are appropriate. Actual results could differ materially because of risks and uncertainties, including those described under “Risk Factors” in the Company’s filings with the U.S. Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement, except as required by law.

Investor Contact
CORE IR
IR@cerenome.com

Vancouver, BC, Oct. 29, 2026 (GLOBE NEWSWIRE) — Terra Clean Energy Corp. (“Terra Clean Energy” or the “Company“) (CSE: TCEC) (OTCQB: TCEFF) (FSE: C9O0) is pleased to report continued progress at its Marysvale Uranium Mines Project near Marysvale, Utah. Drilling mobilization is now expected in late November, revised from early November due to equipment availability. In the meantime, the team continues to refine drill targets using results from the trenching program, positioning the project for a strong start to drilling.

Construction of drill pads 2, 3 and 5 are complete, and five trenches— 1, 2, 3, 4 and 6—have been excavated and geologically logged (see website for photos – www.tcec.energy). The completed work marks an important step toward drilling and has provided valuable new geological information to guide the program.

Trenching has exposed numerous structures and faults, improving the geological team’s understanding of the project’s structural framework. These observations are being assessed alongside historical mine records and the Company’s 3D geological model to finalize drill-hole locations, evaluate targets and prioritize drilling.

  • Pad 2 will test two high priority targets the 706 Vein which historical assays logged high grade uranium and an extension of the Prospector 1 Vein at depth below the known workings.
  • Pad 3 will target the eastern side of the property with two planned drill holes around the Auberg Shaft where historical mineralization was identified and test for an eastern extension of the Prospector 1 Vein
  • Pad 5 will test the Prospector 3 Vein at the 300 foot level and attempt to duplicate results of an historical drill hole from the 1970’s showing mineralization was open well below the workings at the 500 foot level and possibly as deep as the 1400 foot level as reported by Callahan in 1973 and numerous other USGS Reports over the years

Callahan’s 1973 report described the Prospector 1 Vein as remaining open to a depth of at least 1400 feet. The historical interpretation provides an important basis for testing the vein below the 500 foot workings.  historical reports do not establish its present day grade or economic potential but refers to a drill hole from the 500 foot level underground showing mineralization is open to at least the 1400 foot level. Our drilling will assess whether uranium mineralization continues at depth.

“With three drill pads complete and five trenches logged, we are building strong momentum toward our November drill start,” said Greg Cameron, CEO of Terra Clean Energy. “The trenching has given our geological team valuable exposure to structures and faults that will help sharpen our targeting. We are excited to bring the historical data, 3D modelling and new field observations together as we prepare to test these targets with the drill.”

KB Drilling Co. Inc. has been contracted to undertake the core drilling program. The Company will provide further updates as target assessment is completed and drilling gets underway.

The Company has entered into an agreement with 1001600878 Ontario Inc. (“1001”) on October 27th, 2026 pursuant to which 1001 will perform marketing, advertising and public awareness activities for the Company. 1001 will provide digital marketing services including email alerts, social media and related distribution. The services will be conducted in accordance with the applicable policies of the Canadian Securities Exchange.

1001 has been engaged by the Company for a 2-month period commencing on October 31, 2026. In consideration for the services provided, the Company has paid 1001 Forty Thousand Canadian Dollars in an upfront cash payment. The agreement will automatically extend for a further two months (unless terminated by December 21, 2026) with the Company making an additional payment of Thirty Five Thousand Canadian dollars.

1001 is based out of Ontario, Canada, is arm’s length to the Company. Neither 1001 nor its principals have any interest in the Company’s securities, directly or indirectly or any right to acquire such an interest. 1001 has a business address located at 3rd Floor 39 Queen Street, St. Catharines, ON L2R 5G6 and can be contacted at analysiseng@gmail.com

Callaghan, E., 1973, Mineral Resource Potential of Piute County, Utah and Adjoining Area, Utah Geological and Mineralogical Survey Bulletin 102.

Gruner, J.W., Fetzer, W.G., and Rapaport, I., 1951, The Uranium Deposits near Marysvale, Piute County, Utah, Economic Geology Vol 46 No 3, pp. 243-251.

Steven, T.A., Cunningham, C. G., Naeser, C.W., and Mehnert, H.H., 1979, Revised stratigraphy and radiometric ages of volcanic rocks in the Marysvale area, west-central Utah: U.S. Geological Survey Bulletin 1469, 40 p.

Qualified Person

The scientific and technical information contained in this news release has been reviewed and approved in accordance with the Canadian regulatory requirements set out in National Instrument 43-101, on behalf of the Company by C. Trevor Perkins, P.Geo., Vice President Exploration for Terra Clean Energy Corp., and a Qualified Person as defined by National Instrument 43-101.

Contact Information

Terra Clean Energy Corp.

Greg Cameron, Chief Executive Officer
416-277-6174
Email: info@tcec.energy

ABOUT TERRA CLEAN ENERGY CORP.

Terra Clean Energy Corp. is a Canadian-based uranium exploration and development company. The Company is currently developing the South Falcon East uranium project located in the Athabasca Basin region, Saskatchewan, Canada as well as past producing uranium mines in Utah and uranium exploration properties in Wyoming, United States. The Company’s strategy is to find and advance late-stage uranium projects to support growing demand for Nuclear Power and secure domestic mineral supply chains.

For further information please visit Terra Clean Energy’s website at www.tcec.energy.

New Social Media Channels

Follow Terra Clean Energy on its social media channels for company news, exploration updates and the latest developments from the field.

X: https://x.com/TerraCleanCorp
Facebook: https://www.facebook.com/TerraCleanCorp/
LinkedIn: https://www.linkedin.com/company/terracleanenergy/
Instagram: https://www.instagram.com/terracleancorp/

Neither the Canadian Securities Exchange nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

Forward Looking Information

This news release contains forward-looking information, including statements concerning the timing, scope and objectives of the planned 10,000-foot core drilling campaign; the potential continuity and extensions of uranium mineralization; the possibility of identifying additional mineralized veins and structures; and the Company’s interpretation of historical information. Forward-looking information is based on assumptions considered reasonable by management as of the date of this release and is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated. Exploration results cannot be predicted, and there is no assurance that the program will identify mineralization of economic interest or result in the definition of a mineral resource. Readers are cautioned not to place undue reliance on forward-looking information. The Company undertakes no obligation to update such information except as required by applicable securities laws.

 

  • Successfully completed a $98.0 million equity capital raise through an underwritten public offering.
  • Maintained well-capitalized regulatory capital levels.
  • Reduced credit risk through the sale of $204.3 million of portfolios of certain problem loans.
  • Transferred an additional $100.9 million of loans to held-for-sale.
  • Enhanced Board oversight and governance with the addition of two new independent directors.
  • Further reorganization of C-Suite to align governance and executive responsibilities.

BAYONNE, N.J., Oct. 29, 2026 (GLOBE NEWSWIRE) — BCB Bancorp, Inc. (the “Company”), (NASDAQ: BCBP), the holding company for BCB Community Bank (the “Bank”), today reported a net loss attributable to common stockholders of $132.5 million for the third quarter of 2026, compared to a net loss of $14.8 million in the second quarter of 2026, and net income of $3.8 million for the third quarter of 2025. The Company’s loss per diluted share for the third quarter was ($6.92) compared to a loss per diluted share of ($0.85) in the preceding quarter. The Company had earnings per share of $0.22 in the third quarter of 2025. The Company’s reported net loss attributable to common stockholders for the nine months ended September 30, 2026 was $142.8 million, compared to a net loss of $1.9 million for the nine months ended September 30, 2025. The Company’s loss per diluted share for the nine months ended September 30, 2026 was ($7.98) compared to a loss per diluted share of ($0.11) for the nine months ended September 30, 2025.

Executive Summary

  • Net interest margin was 3.03 percent for the third quarter of 2026, compared to 3.03 percent for the second quarter of 2026, and 2.88 percent for the third quarter of 2025.
    • Total yield on interest-earning assets was 5.14 percent for the third quarter of 2026, compared to 5.25 percent for the second quarter of 2026, and 5.23 percent for the third quarter of 2025.
  • Total cost of interest-bearing liabilities decreased 10 basis points to 2.77 percent for the third quarter of 2026, compared to 2.87 percent for the second quarter of 2026, and decreased 29 basis points from 3.06 percent for the third quarter of 2025.
  • The efficiency ratio for the third quarter was 78.5 percent compared to 96.8 percent in the prior quarter, and 62.6 percent in the third quarter of 2025.
  • The annualized return on average assets ratio for the third quarter was (17.0) percent, compared to (1.83) percent in the prior quarter, and 0.50 percent in the third quarter of 2025.
  • The annualized return on average equity ratio for the third quarter was (172.7) percent, compared to (19.2) percent in the prior quarter, and 5.4 percent in the third quarter of 2025.
  • The provision for credit losses was $115.0 million in the third quarter of 2026 compared to $19.0 million for the second quarter of 2026. In the third quarter of 2025, the Bank recorded a provision of $4.1 million.
  • Total criticized and classified loans was $198.9 million in the third quarter compared to $367.4 million at June 30, 2026.
  • The allowance for credit losses on loans as a percentage of non-accrual loans was 313.4 percent at September 30, 2026, compared to 73.5 percent for the prior quarter-end and 40.4 percent at September 30, 2025. Total non-accrual loans were $22.4 million at September 30, 2026, $61.2 million at June 30, 2026 and $93.5 million at September 30, 2025.
  • Total loans receivable, net of the allowance for credit losses on loans, of $2.180 billion at September 30, 2026, decreased from $2.588 billion at June 30, 2026.
  • Total deposits were $2.609 billion at September 30, 2026, compared to $2.636 billion at June 30, 2026.
  • The Bank’s leverage capital ratio at September 30, 2026 was 9.0% and the Company’s consolidated leverage capital ratio was 8.4%.

The net loss for the third quarter of 2026 was primarily driven by a $115.0 million provision for credit losses and the $59.9 million in valuation allowance established against the Company’s deferred tax asset which is reflected in the calculation of our income tax provision for the quarter. The net charge-offs during the quarter totaled $89.7 million. As part of its strategy to meaningfully de-risk the balance sheet, the Bank completed a series of loan sales totaling $204.3 million of problem loans, the majority of which were risk-rated criticized or classified under the Bank’s internal risk rating system. The sold portfolio included commercial and multifamily real estate loans with an aggregate unpaid principal balance of approximately $179.7 million, commercial and industrial loans of approximately $14.6 million, and construction loans of approximately $10.0 million, resulting in a $42.3 million charge-off to the allowance for credit losses on loans.

During the quarter, the Bank also transferred $70.2 million of cannabis loans, $29.8 million of commercial real estate loans, and $874 thousand of commercial and industrial loans to held-for-sale status and recorded a related $44.2 million charge-off to the allowance for credit losses on loans based on the lower of cost or market. Excluding loans sold or transferred to held-for-sale status, charge-offs were primarily attributable to $3.2 million in the commercial business portfolio and $1.0 million in the Business Express loan portfolio.

Management also completed a comprehensive review of the commercial and multifamily real estate portfolio, resulting in additional reserves for that segment. These actions follow the successful completion of the Company’s equity offering, which generated $91.4 million of net proceeds, including the exercise of the underwriters’ option due to strong investor demand, and position the Bank with a substantially de-risked balance sheet and improved credit profile going forward.

The Company also announced today that it has undergone a further reorganization of its C-Suite. Ryan Blake, the former Chief Operating Officer of the Company and the Bank has been transitioned into the newly established role of Chief Banking Officer of the Bank. His new role will entail oversight of retail banking, banking operations and marketing. Sandra Sievewright, the former Chief Compliance Officer of the Company and the Bank has been transitioned to Chief Administrative Officer of the Bank, where she will have oversight over the Bank’s BSA area, facilities, security, CRA as well as the Bank’s compliance function. These position changes better align the Bank’s leadership structure with its strategic priorities and the core experience and leadership strengths of these executives. In addition, the Bank has appointed Eleni Willis as Chief Risk Officer. Eleni has served in various risk positions, including chief risk officer, at previous financial institutions. The Bank expects to appoint a new chief audit officer before the end of the year. Finally, Karen Duran has been appointed the Company’s principal accounting officer reporting to the Company’s Chief Financial Officer, in addition to her role as Chief Accounting Officer.

Thomas M. O’Brien, President and Chief Executive Officer of the Company and the Bank, stated “I am pleased with the successful execution of several strategic initiatives during the third quarter that we believe meaningfully de-risked our balance sheet and strengthened the Company’s financial position. In a very short period of time, we identified key credit challenges, assessed our capital needs, successfully raised capital, and completed loan sale transactions that reduced risk and improved the quality of our balance sheet. In addition, the comprehensive credit reviews completed during the second and third quarters resulted in an increase in our allowance for credit losses to address losses embedded in the portfolio and position the Bank for the future.

The capital raise allowed us to absorb the losses recognized in our loan portfolio while maintaining solid capital ratios. The capital raise also significantly enhanced liquidity at the holding company level, with approximately $20 million of the proceeds retained at the holding company. While substantial progress has been made toward creating a safer and stronger institution, our work is far from complete. We remain focused on strengthening our risk management culture, improving operating performance, and working toward returning the Bank to sustainable profitability while creating long-term value for our shareholders.”

Balance Sheet Review

Total assets decreased by $258.4 million, or 7.9 percent, to $3.021 billion at September 30, 2026, from $3.279 billion at December 31, 2025. The decrease in total assets was mainly related to a decrease in net loans primarily due to our loan sales in the third quarter, offset by an increase in cash.

Total cash and cash equivalents increased by $223.8 million, or 80.9 percent, to $500.3 million at September 30, 2026, from $276.6 million at December 31, 2025. The increase in cash was primarily due to proceeds from the loan sales and from the capital raise executed in the third quarter.

Gross loans receivable held for investment decreased by $475.0 million, or 17.4 percent, to $2.252 billion at September 30, 2026, from $2.691 billion at December 31, 2025 due to the loan sales, the transfer of certain loans to held-for-sale, payoffs, paydowns and charge-offs. Total loan decreases during the period included decreases of $287.2 million in commercial and multifamily loans, $65.2 million in cannabis loans, $55.1 million in construction loans, $42.3 million in commercial business loans, $12.0 million in 1-4 family residential loans, $10.4 million in business express loans, and $2.8 million in home equity and consumer loans. The Bank had $67.6 million in loans held for sale at September 30, 2026.

The allowance for credit losses on loans increased $36.6 million to $70.3 million, or 313.4 percent of non-accruing loans and 3.12 percent of gross loans held for investment, at September 30, 2026, as compared to an allowance for credit losses on loans of $33.7 million, or 53.3 percent of non-accruing loans and 1.24 percent of gross loans held for investment, at December 31, 2025.

Total investment securities decreased by $594 thousand, or 0.4 percent, to $135.0 million at September 30, 2026, from $135.6 million at December 31, 2025, representing current year sales and paydowns, offset by current year purchases.

Deposits decreased by $64.4 million, or 2.4 percent, to $2.609 billion at September 30, 2026, from $2.674 billion at December 31, 2025. Brokered deposits, certificates of deposit accounts and savings accounts decreased $80.5 million, $18.0 million and $14.6 million, respectively, and were offset by increases in transaction accounts and money market accounts of $27.1 million and $21.5 million, respectively.

FHLB Advances decreased by $135.0 million to $100.0 million at September 30, 2026, from $235.0 million at December 31, 2025, due to maturities and paydowns. The weighted average interest rate of FHLB advances was 4.03 percent at September 30, 2026, and 4.53 percent at December 31, 2025. The weighted average maturity of FHLB advances as of September 30, 2026, was less than ninety days. The interest rate of the Company’s subordinated debt balances was 9.25 percent at September 30, 2026, and at December 31, 2025.

Stockholders’ equity decreased by $58.2 million, or 19.1 percent, to $246.1 million at September 30, 2026, from $304.3 million at December 31, 2025. The decline was primarily attributable to the Company’s year-to-date net loss, partially offset by proceeds from the aforementioned capital raise.

Asset Quality

The Bank had non-accrual loans totaling $22.4 million, or 1.00 percent of gross loans held for investment, at September 30, 2026, as compared to $61.2 million, or 2.33 percent of gross loans held for investment, at June 30, 2026, and $63.3 million, or 2.32 percent of gross loans held for investment at December 31, 2025. The Bank had total past due loans totaling $52.2 million, or 2.32 percent of gross loans held for investment, at September 30, 2026, as compared to $122.8 million, or 4.66 percent of gross loans held for investment, at June 30, 2026, and $99.1 million, or 3.64 percent of gross loans held for investment, at December 31, 2025. The Bank had total classified and criticized loans totaling $198.9 million, or 8.84 percent of gross loans held for investment, at September 30, 2026, as compared to $367.4 million, or 13.96 percent of gross loans held for investment, at June 30, 2026, and $359.5 million, or 13.19 percent of gross loans held for investment, at December 31, 2025.

The allowance for credit losses on loans of $70.3 million, as of September 30, 2026, increased by $25.3 million, or 56.2 percent, compared to June 30, 2026, and increased by $36.6 million, or 108.6 percent, compared to December 31, 2025. The $25.3 million increase from June 30, 2026 was primarily driven by higher reserves in the commercial and multifamily real estate portfolio following a comprehensive review conducted by the Bank’s lending and credit teams.

The allowance for credit losses was 313.4 percent of non-accrual loans at September 30, 2026, compared to 73.5 percent of non-accrual loans at June 30, 2026, and 53.3 percent of non-accrual loans at December 31, 2025, respectively. The allowance for credit losses was 152.4 percent of classified loans held for investment at September 30, 2026, compared to 28.0 percent of classified loans at June 30, 2026, and 17.9 percent of classified loans at December 31, 2025, respectively.

Third Quarter 2026 Income Statement Review

The Company reported a net loss of $132.5 million for the quarter ended September 30, 2026, compared to net income of $4.3 million for the quarter ended September 30, 2025. This decline was primarily due to a $110.9 million increase in loan loss provisioning. The net loss also reflects a $21.9 million increase in tax provision, a $2.1 million increase in professional fees and a $1.6 million increase in salaries and employee benefits.

Interest income decreased by $4.7 million, or 10.8 percent, to $38.4 million for the third quarter of 2026 from $43.0 million for the third quarter of 2025. The average balance of interest-earning assets decreased $302.7 million, or 9.3 percent, to $2.962 billion for the third quarter of 2026 from $3.265 billion for the third quarter of 2025. The average yield decreased 9 basis points to 5.14 percent for the third quarter of 2026 from 5.23 percent for the third quarter of 2025.

Interest expense decreased by $3.6 million to $15.8 million for the third quarter of 2026 from $19.3 million for the third quarter of 2025. The decrease resulted from a decrease in the average rate paid on interest-bearing liabilities of 29 basis points to 2.77 percent for the third quarter of 2026 from 3.06 percent for the third quarter of 2025, while the average balance of interest-bearing liabilities decreased by $249.6 million to $2.256 billion for the third quarter of 2026 from $2.505 billion for the third quarter of 2025.

The net interest margin was 3.03 percent for the third quarter of 2026 compared to 2.88 percent for the third quarter of 2025. The increase in the net interest margin compared to the third quarter of 2025 was the result of the decrease in the average cost of interest-bearing liabilities exceeding the decline in the average rate earned on earning assets.

The provision for credit losses was $115.0 million for the third quarter of 2026 compared to $4.1 million for the third quarter of 2025. The increase was primarily driven by elevated net charge-offs recognized during the quarter related to loan sale transactions and the transfer of loans to held-for-sale status, as well as higher loan loss reserves for the commercial and multifamily portfolio resulting from a detailed loan review. During the third quarter of 2026, the Company recognized $89.7 million in net charge-offs compared to $16.9 million in net charge-offs in the third quarter of 2025. The Bank had non-accrual loans totaling $22.4 million, or 1.00 percent of gross loans held for investment, at September 30, 2026, as compared to $63.3 million, or 2.32 percent of gross loans, at December 31, 2025. The allowance for credit losses on loans was $70.3 million, or 3.12 percent of gross loans, at September 30, 2026, and $33.7 million, or 1.24 percent of gross loans, at December 31, 2025.

Non-interest income increased by $2.4 million to $5.2 million for the third quarter of 2026, compared to $2.7 million for the third quarter of 2025. The increase in total non-interest income was primarily attributable to a $3.3 million gain on the sale of OREO, offset by a decrease in gains/losses on equity securities of $427 thousand. Service charges and fee income also declined by $305 thousand.

Non-interest expense increased by $5.2 million, or 31.6 percent, to $21.8 million for the third quarter of 2026 compared to $16.6 million for the third quarter of 2025. The increase was driven by professional fees, salaries and benefits and other expenses which increased $2.1 million, $1.6 million and $1.4 million, respectively. The increase in other expenses can be attributed to the expenses associated with the aforementioned loan sales.

The income tax provision for the third quarter of 2026 was $23.5 million compared to $1.5 million for the third quarter of 2025. The substantial change was primarily attributable to a non-cash charge of $59.9 million related to the establishment of a full valuation allowance against the Company’s deferred tax assets. The valuation allowance reflects management’s assessment of the Company’s recent operating results including losses associated with loan sale activity and loans transferred to held-for-sale at the lower of cost or market.

Year-to-Date Income Statement Review
Net loss for the first nine months of 2026 was $142.3 million compared to a net loss of $498 thousand for the first nine months of 2025. The increased net loss was primarily attributable to the Bank recording $106.9 million more in loan loss provisioning and recording $13.0 million more in non-interest expense.

Net interest income for the first nine months of 2026 decreased $37 thousand, as interest income decreased by $11.2 million, or 8.6 percent, to $119.2 million compared to $130.4 million for the first nine months of 2025 and interest expense decreased $11.1 million to $50.5 million for the first nine months of 2026, compared to $61.6 million for the first nine months of 2025. The average balance of interest-earning assets decreased $272.5 million, or 8.2 percent, to $3.065 billion for the first nine months of 2026 compared to $3.338 billion for the first nine months of 2025. The average yield on interest-earning assets decreased 2 basis points to 5.20 percent for the first nine months of 2026 compared to 5.22 percent for the first nine months of 2025. The decline in average interest-earning assets was primarily due to a $283.1 million decrease in average loans, partially offset by a $17.0 million increase in average investment securities. The decrease in interest expense was driven by declines in interest expense on borrowings and deposits of $5.8 million and $5.3 million, respectively. Average borrowings decreased $194.2 million, while the average rate paid on borrowings increased by 74 basis points to 5.60 percent. Average deposits declined $30.1 million and the average rate paid on deposits declined 29 basis points to 2.58 percent.

Net interest margin was 3.00 percent for the first nine months of 2026 compared to a net interest margin of 2.76 percent for the first nine months of 2025. The increase in the net interest margin compared to the prior period was the result of a decrease in the cost of the Company’s interest-bearing liabilities, by 33 basis points to 2.86 percent offset by a decrease in the rate earned on earning assets, by 2 basis points to 5.20 percent.

The provision for credit losses for the first nine months of 2026 was $136.7 million compared to $29.8 million for the same period in 2025. Net charge-offs for the first nine months of 2026 were $100.2 million compared to $26.8 million for the same period in 2025. The higher provision primarily reflected elevated loan losses recognized during the year and increased reserves within the commercial and industrial and commercial and multifamily loan portfolios. Reserve levels were increased following detailed credit reviews conducted by the lending and credit teams, resulting in the allowance for commercial and industrial loans increasing from $6.7 million at December 31, 2025 to $16.0 million at September 30, 2026, and the allowance for commercial and multifamily loans increasing from $12.1 million to $38.7 million over the same period.

Non-interest income increased by $191 thousand to $6.8 million for the first nine months of 2026 compared to $6.6 million for the same period in 2025. The increase in total non-interest income was primarily attributable to a $3.3 million gain on the sale of OREO and $412 thousand more in income on Bank Owned Life Insurance (“BOLI”), partially offset by an increase in loss on sale of loans of $2.6 million and an increase in losses on equity securities of $545 thousand.

Non-interest expense increased by $13.0 million, or 27.9 percent, to $59.5 million for the first nine months of 2026 from $46.5 million for the same period in 2025. The increase was driven by a $5.3 million non-cash goodwill impairment charge and a $4.2 million increase in salaries and employee benefits expense. The increase in salaries and benefits included $1.5 million in severance costs recognized during the first nine months of the year. Professional fees, other expenses, advertising expenses and OREO expenses increased $1.8 million, $1.2 million, $417 thousand and $454 thousand, respectively. Partially offsetting these increases were decreases in director fees and regulatory assessments of $302 thousand and $277 thousand, respectively.

The income tax provision for the first nine months of 2026 was $21.7 million compared to an income tax benefit of $386 thousand for the same period in 2025. The substantial change was primarily attributable to a non-cash charge of $59.9 million related to the establishment of a full valuation allowance against the Company’s deferred tax assets. The valuation allowance reflects management’s assessment of the Company’s recent operating results including losses associated with loan sale activity and loans transferred to held-for-sale at the lower of cost or market.

Investor Conference Call

Management will host a conference call on Thursday, October 29, 2026 at 8:45 a.m. Eastern Time to discuss the results.

Interested investors are invited to dial 1-833-461-5787 using conference ID 505095944 to participate in the call.

A replay of the call will be available at https://investorrelations.bcbcommunitybank.com/corporate-information/corporate-profile/default.aspx.

About BCB Bancorp, Inc.

Established in 2000 and headquartered in Bayonne, N.J., BCB Community Bank is the wholly-owned subsidiary of BCB Bancorp, Inc. (NASDAQ: BCBP). The Bank has twenty-two branch offices in Bayonne, Edison, Hoboken, Fairfield, Holmdel, Jersey City, Lyndhurst, Maplewood, Monroe Township, Newark, Plainsboro, River Edge, Rutherford, South Orange, Union, and Woodbridge, New Jersey, and four branches offices in Hicksville and Staten Island, New York. The Bank provides businesses and individuals a wide range of loans, deposit products, and retail and commercial banking services. For more information, please go to www.bcb.bank.

Forward-Looking Statements

This release, like many written and oral communications presented by BCB Bancorp, Inc., and our authorized officers, may contain certain forward-looking statements regarding our prospective performance and strategies within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of said safe harbor provisions. Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by use of words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “project,” “seek,” “strive,” “try,” or future or conditional verbs such as “could,” “may,” “should,” “will,” “would,” or similar expressions. Our ability to predict results or the actual effects of our plans or strategies is inherently uncertain. Accordingly, actual results may differ materially from anticipated results.

The most significant factors that could cause future results to differ materially from those anticipated by our forward-looking statements include the global impact of the United States military conflict with Iran, the periodic Federal budget and funding stalemates in Congress, the ongoing impact of global tariffs imposed by the Trump administration, higher inflation levels, changes in market interest rates and general economic concerns, all of which could impact our customers’ businesses and the economy and could cause increased loan delinquencies, a reduction in financial transactions and business activities, including decreased deposits and reduced loan originations. Other factors that could cause future results to vary materially from current management expectations as reflected in our forward-looking statements include, but are not limited to: global economic trends and geopolitical risks, including the ongoing conflicts in the Middle East, and changes in the rate of investment or economic growth, including as a result of sanctions, tariffs or other measures; supply chain disruptions and labor shortages; the impact of any future pandemics or other natural disasters; unfavorable economic conditions in the United States generally and particularly in our primary market area and those of our customers; including the periodic Federal budget and funding stalemates in the U.S. Congress; the Company’s ability to effectively attract and deploy deposits; changes in the Company’s corporate strategies, the composition of its assets, or the way in which it funds those assets;the pending sale of the Company’s cannabis business, which may not be completed in accordance with expected plans or the currently contemplated timeline, or at all, and may be disruptive to the Company and/or reduce the Company’s profitability in future periods; our ability to complete our proposed reincorporation from New Jersey to Delaware, including our ability to receive shareholder approval of the proposed reincorporation, and our ability to realize the anticipated benefits of the proposed reincorporation; shifts in investor sentiment or behavior in the securities, capital, or other financial markets, including changes in market liquidity or volatility; the effects of declines in real estate values that may adversely impact the collateral underlying our loans; increase in unemployment levels and slowdowns in economic growth; changes in the credit performance of our loan portfolio, including levels of criticized and classified loans, nonaccrual loans, and charge-offs; the impact of changes in interest rates and the credit quality and strength of underlying collateral and the effect of such changes on the market value of our loan and investment securities portfolios; the credit risk associated with our loan portfolio; changes in the quality and composition of the Bank’s loan and investment portfolios; changes in liquidity levels, funding sources, or funding costs, and our ability to manage our liquidity risks; deposit flows; legislative and regulatory changes, including increases in Federal Deposit Insurance Corporation, or FDIC, insurance rates; monetary and fiscal policies of the federal and state governments; changes in tax policies, rates and regulations of federal, state and local tax authorities; demands for our loan products; demand for financial services; competition; changes in the securities or secondary loan markets; changes in management’s business strategies; our ability to enter new markets successfully; our ability to successfully integrate acquired businesses; changes in consumer spending; our ability to hire and retain key employees; the effects of any reputational, credit, interest rate, market, operational, legal, liquidity, or regulatory risk; potential impact of regulatory requirements, matters, litigation, or other legal actions which could adversely affect operating results; failure to identify and adequately and promptly address cybersecurity risks, including data breaches and cyberattacks; developments in technology, such as artificial intelligence, and our ability to incorporate innovative technologies in our business and provide products and services that satisfy our customers’ expectations for convenience and security; civil unrest in the communities that we serve; changes in accounting principles and guidelines; and other factors discussed elsewhere in this report, and in other reports we filed with the SEC, including under “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K filed for the year ended December 31, 2025, and our other periodic reports that we file with the SEC.

Annualized, pro forma, projected and estimated numbers are used for illustrative purposes only, are not forecasts and may not reflect actual results.

Explanation of Non-GAAP Financial Measures

Reported amounts are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). This press release also contains certain supplemental Non-GAAP information that the Company’s management uses in its analysis of the Company’s financial results. The Company’s management believes that providing this information to analysts and investors allows them to better understand and evaluate the Company’s financial results for the periods in question.

The Company provides measurements and ratios based on tangible stockholders’ equity and efficiency ratios. These measures are utilized by regulators and market analysts to evaluate a company’s financial condition and, therefore, the Company’s management believes that such information is useful to investors. For a reconciliation of GAAP to Non-GAAP financial measures included in this press release, see “Reconciliation of GAAP to Non-GAAP Financial Measures” below.

  Statements of Operations – Three Months Ended,      
  September 30, 2026 June 30, 2026 September 30, 2025 Sept. 30, 2026 vs.
June 30, 2026
  Sept. 30, 2026 vs.
Sept. 30, 2025
Interest and dividend income: (In thousands, except per share amounts, Unaudited)      
Loans, including fees $ 34,213   $ 35,856   $ 38,278   -4.6 %   -10.6 %
Mortgage-backed securities   948     960     843   -1.3 %   12.5 %
Other investment securities   1,128     1,113     1,114   1.3 %   1.3 %
FHLB stock and other interest-earning assets   2,086     2,532     2,807   -17.6 %   -25.7 %
Total interest and dividend income   38,375     40,461     43,042   -5.2 %   -10.8 %
             
Interest expense:           –  
Deposits:            
Demand   5,645     5,413     5,608   4.3 %   0.7 %
Savings and club   97     112     233   -13.4 %   -58.4 %
Certificates of deposit   7,864     8,266     9,445   -4.9 %   -16.7 %
    13,606     13,791     15,286   -1.3 %   -11.0 %
Borrowings   2,170     3,325     4,045   -34.7 %   -46.4 %
Total interest expense   15,776     17,116     19,331   -7.8 %   -18.4 %
             
Net interest income   22,599     23,345     23,711   -3.2 %   -4.7 %
Provision for credit losses   114,961     18,987     4,080   505.5 %   2717.7 %
             
Net interest (loss) income after provision for credit losses   (92,362 )   4,358     19,631   -2219.4 %   -570.5 %
             
Non-interest income (loss):            
Fees and service charges   1,006     1,313     1,311   -23.4 %   -23.3 %
(Loss) gain on sales of loans   –     (2,607 )   21   -100.0 %   -100.0 %
Gain on sale of other real estate owned   3,283     –     –   –     –  
Realized and unrealized (loss) gain on equity investments   (77 )   (248 )   350   -69.0 %   -122.0 %
Bank-owned life insurance (“BOLI”) income   874     917     931   -4.7 %   -6.1 %
Other   86     155     132   -44.5 %   -34.8 %
Total non-interest income (loss)   5,172     (470 )   2,745   -1200.4 %   88.4 %
             
Non-interest expense:            
Salaries and employee benefits   9,937     9,395     8,324   5.8 %   19.4 %
Occupancy and equipment   2,675     2,562     2,562   4.4 %   4.4 %
Data processing and communications   2,031     1,968     2,047   3.2 %   -0.8 %
Professional fees   2,873     562     800   411.2 %   259.1 %
Director fees   244     244     305   –     -20.0 %
Regulatory assessment fees   805     650     984   23.8 %   -18.2 %
Advertising and promotions   407     489     284   -16.8 %   43.3 %
Other real estate owned, net   174     130     –   33.8 %   –  
Impairment of Goodwill   –     5,253     –   –     –  
Other   2,653     879     1,264   201.8 %   109.9 %
Total non-interest expense   21,799     22,132     16,570   -1.5 %   31.6 %
             
(Loss) Income before income tax (benefit) provision   (108,989 )   (18,244 )   5,806   497.4 %   -1977.2 %
Income tax provision (benefit)   23,464     (3,468 )   1,544   -776.6 %   1419.7 %
             
Net (Loss) Income   (132,453 )   (14,776 )   4,262   796.4 %   -3207.8 %
Preferred stock dividends   –     –     482   –     –  
Net (Loss) Income available to common stockholders $ (132,453 ) $ (14,776 ) $ 3,780   796.4 %   -3604.2 %
             
Net (Loss) Income per common share-basic and diluted            
Basic $ (6.92 ) $ (0.85 ) $ 0.22   710.6 %   -3250.8 %
Diluted $ (6.92 ) $ (0.85 ) $ 0.22   710.6 %   -3250.8 %
             
Weighted average number of common shares outstanding            
Basic   19,137     17,306     17,207   10.6 %   11.2 %
Diluted   19,137     17,306     17,207   10.6 %   11.2 %

  Statements of Operations – Nine Months Ended,  
  September 30, 2026 September 30, 2025 Sept. 30, 2026
vs.Sept. 30, 2025
Interest and dividend income: (In thousands, except per share amounts, Unaudited)  
Loans, including fees $ 105,947   $ 115,855   -8.6 %
Mortgage-backed securities   2,747     2,169   26.6 %
Other investment securities   3,231     3,139   2.9 %
FHLB stock and other interest-earning assets   7,313     9,252   -21.0 %
Total interest and dividend income   119,238     130,415   -8.6 %
       
Interest expense:      
Deposits:      
Demand   16,228     16,610   -2.3 %
Savings and club   345     601   -42.6 %
Certificates of deposit   24,722     29,377   -15.8 %
    41,295     46,588   -11.4 %
Borrowings   9,162     15,009   -39.0 %
Total interest expense   50,457     61,597   -18.1 %
       
Net interest income   68,781     68,818   -0.1 %
Provision for credit losses   136,736     29,816   358.6 %
       
Net interest (loss) income after provision for credit losses   (67,955 )   39,002   -274.2 %
       
Non-interest income :      
Fees and service charges   3,510     3,789   -7.4 %
(Loss) gain on sales of loans   (2,600 )   21   –  
Gain on sales of other real estate owned   3,283     –   –  
Realized and unrealized (loss) gain on equity investments   (418 )   127   -429.1 %
Bank-owned life insurance (“BOLI”) income   2,737     2,325   17.7 %
Other   291     350   -16.9 %
Total non-interest income   6,803     6,612   2.9 %
       
Non-interest expense:      
Salaries and employee benefits   27,659     23,440   18.0 %
Occupancy and equipment   7,961     7,787   2.2 %
Data processing and communications   6,022     5,937   1.4 %
Professional fees   4,062     2,259   79.8 %
Director fees   734     1,036   -29.2 %
Regulatory assessments   2,220     2,497   -11.1 %
Advertising and promotions   1,096     679   61.4 %
Other real estate owned, net   454     –   –  
Impairment of Goodwill   5,253     –    
Other   4,021     2,863   40.4 %
Total non-interest expense   59,482     46,498   27.9 %
       
Loss before income tax benefit   (120,634 )   (884 ) 13546.4 %
Income tax provision (benefit)   21,691     (386 ) -5719.4 %
       
Net Loss   (142,325 )   (498 ) 28479.3 %
Preferred stock dividends   482     1,446   -66.7 %
Net Loss available to common stockholders $ (142,807 ) $ (1,944 ) 7244.3 %
       
Net Loss per common share-basic and diluted      
Basic $ (7.98 ) $ (0.11 ) 6945.1 %
Diluted $ (7.98 ) $ (0.11 ) 6945.1 %
       
Weighted average number of common shares outstanding      
Basic   17,894     17,165   4.2 %
Diluted   17,894     17,165   4.2 %

Statements of Financial Condition September 30, 2026 June 30, 2026 December 31, 2025 Sept. 30, 2026 vs.
June 30, 2026
Sept. 30, 2026 vs.
December 31, 2025
ASSETS          (In Thousands, Unaudited)    
Cash and amounts due from depository institutions $ 13,236   $ 14,573   $ 13,794   -9.2 % -4.0 %
Interest-earning deposits   487,077     182,314     262,790   167.2 % 85.3 %
Total cash and cash equivalents   500,313     196,887     276,584   154.1 % 80.9 %
           
Interest-earning time deposits   735     735     735   –   –  
Debt securities available for sale   134,973     148,428     126,395   -9.1 % 6.8 %
Equity investments   –     3,851     9,172   -100.0 % -100.0 %
Loans held for sale   67,556     10,777     –   526.9 % –  
Loans receivable, net of allowance for credit losses on loans of $70,270, $44,980, and $33,691 respectively   2,179,697     2,587,984     2,691,091   -15.8 % -19.0 %
Federal Home Loan Bank of New York (“FHLB”) stock, at cost   7,911     9,048     14,176   -12.6 % -44.2 %
Premises and equipment, net   11,575     11,737     12,056   -1.4 % -4.0 %
Accrued interest receivable   13,625     14,661     13,834   -7.1 % -1.5 %
Other real estate owned   –     5,000     5,000   -100.0 % -100.0 %
Deferred income taxes   –     24,794     22,209   -100.0 % -100.0 %
Goodwill   –     –     5,253   –   -100.0 %
Operating lease right-of-use asset   10,172     10,479     10,660   -2.9 % -4.6 %
Bank-owned life insurance (“BOLI”)   82,103     81,229     79,366   1.1 % 3.4 %
Other assets   12,427     12,516     12,935   -0.7 % -3.9 %
Total Assets $ 3,021,087   $ 3,118,126   $ 3,279,466   -3.1 % -7.9 %
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
LIABILITIES          
Non-interest bearing deposits $ 523,077   $ 514,648   $ 531,140   1.6 % -1.5 %
Interest bearing deposits   2,086,069     2,121,375     2,142,433   -1.7 % -2.6 %
Total deposits   2,609,146     2,636,023     2,673,573   -1.0 % -2.4 %
FHLB advances   100,000     125,000     235,000   -20.0 % -57.4 %
Subordinated debentures   43,397     43,335     43,210   0.1 % 0.4 %
Operating lease liability   10,644     10,953     11,140   -2.8 % -4.5 %
Other liabilities   11,818     10,896     12,259   8.5 % -3.6 %
Total Liabilities   2,775,005     2,826,207     2,975,182   -1.8 % -6.7 %
           
STOCKHOLDERS’ EQUITY          
Preferred stock: $0.01 par value, 10,000 shares authorized   –     –     –   –   –  
Additional paid-in capital preferred stock   25,243     25,243     25,243   –   –  
Common stock: no par value, 40,000 shares authorized   –     –     –   –   –  
Additional paid-in capital common stock   296,623     204,451     203,429   45.1 % 45.8 %
Retained (deficit) earnings   (29,228 )   103,225     116,415   -128.3 % -125.1 %
Accumulated other comprehensive loss   (8,209 )   (2,653 )   (2,456 ) 209.4 % 234.2 %
Treasury stock, at cost   (38,347 )   (38,347 )   (38,347 ) –   –  
Total Stockholders’ Equity   246,082     291,919     304,284   -15.7 % -19.1 %
           
Total Liabilities and Stockholders’ Equity $ 3,021,087   $ 3,118,126   $ 3,279,466   -3.1 % -7.9 %
           
Outstanding common shares   30,752     18,102     17,274      
  Three Months Ended September 30,
  2026   2025
  Average Balance Interest Earned/Paid Average Yield/Rate (3)   Average Balance Interest Earned/Paid Average Yield/Rate (3)
  (Dollars in thousands)
Interest-earning assets:              
Loans Receivable (4)(5) $ 2,589,769   $ 34,213 5.24 %   $ 2,879,810   $ 38,278 5.27 %
Investment Securities   147,103     2,076 5.65 %     134,419     1,957 5.82 %
Other Interest-earning assets (6)   225,546     2,086 3.67 %     250,869     2,807 4.44 %
Total Interest-earning assets   2,962,418     38,375 5.14 %     3,265,098     43,042 5.23 %
Non-interest-earning assets   128,587           115,212     –  
Total assets $ 3,091,005         $ 3,380,310      
Interest-bearing liabilities:              
Interest-bearing demand accounts $ 541,227   $ 2,254 1.65 %   $ 504,860   $ 2,057 1.62 %
Money market accounts   452,814     3,391 2.97 %     432,922     3,551 3.25 %
Savings accounts   230,980     97 0.17 %     258,165     233 0.36 %
Certificates of Deposit   880,015     7,864 3.55 %     978,503     9,445 3.83 %
Total interest-bearing deposits   2,105,036     13,606 2.56 %     2,174,450     15,286 2.79 %
Borrowed funds   150,494     2,170 5.72 %     330,694     4,045 4.85 %
Total interest-bearing liabilities   2,255,530     15,776 2.77 %     2,505,144     19,331 3.06 %
Non-interest-bearing liabilities   531,203           559,185      
Total liabilities   2,786,733           3,064,329      
Stockholders’ equity   304,272           315,981      
Total liabilities and stockholders’ equity $ 3,091,005         $ 3,380,310      
Net interest income   $ 22,599       $ 23,711  
Net interest rate spread (1)     2.36 %       2.17 %
Net interest margin (2)     3.03 %       2.88 %
               
(1) Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.
(2) Net interest margin represents net interest income divided by average total interest-earning assets.
(3) Annualized.
(4) Excludes allowance for credit losses.
(5) Includes non-accrual loans.
(6) Includes Federal Home Loan Bank of New York Stock.

  Nine Months Ended September 30,
    2026       2025  
  Average Balance Interest Earned/Paid Average Yield/Rate (3)   Average Balance Interest Earned/Paid Average Yield/Rate (3)
  (Dollars in thousands)
Interest-earning assets:              
Loans Receivable (4)(5) $ 2,652,538 $ 105,947 5.34 %   $ 2,935,643 $ 115,855 5.28 %
Investment Securities   145,569   5,978 5.49 %     128,570   5,308 5.52 %
Other interest-earning assets (6)   267,275   7,313 3.66 %     273,678   9,252 4.52 %
Total Interest-earning assets   3,065,382   119,238 5.20 %     3,337,891   130,415 5.22 %
Non-interest-earning assets   134,679         118,092   –  
Total assets $ 3,200,061       $ 3,455,983    
Interest-bearing liabilities:              
Interest-bearing demand accounts $ 531,479 $ 6,419 1.61 %   $ 531,311 $ 6,656 1.67 %
Money market accounts   444,940   9,809 2.95 %     415,214   9,954 3.21 %
Savings accounts   236,812   345 0.19 %     256,384   601 0.31 %
Certificates of Deposit   927,913   24,722 3.56 %     968,338   29,377 4.06 %
Total interest-bearing deposits   2,141,144   41,295 2.58 %     2,171,247   46,588 2.87 %
Borrowed funds   218,906   9,162 5.60 %     413,133   15,009 4.86 %
Total interest-bearing liabilities   2,360,050   50,457 2.86 %     2,584,380   61,597 3.19 %
Non-interest-bearing liabilities   533,874         553,396    
Total liabilities   2,893,924         3,137,776    
Stockholders’ equity   306,137         318,207    
Total liabilities and stockholders’ equity $ 3,200,061       $ 3,455,983    
Net interest income   $ 68,781       $ 68,818  
Net interest rate spread (1)     2.34 %       2.04 %
Net interest margin (2)     3.00 %       2.76 %
               
(1) Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.  
(2) Net interest margin represents net interest income divided by average total interest-earning assets.
(3) Annualized.
(4) Excludes allowance for credit losses.
(5) Includes non-accrual loans.
(6) Includes Federal Home Loan Bank of New York Stock.

  Financial Condition data by quarter
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
           
  (In thousands, except book values)
Total assets $ 3,021,087   $ 3,118,126   $ 3,269,097   $ 3,279,466   $ 3,353,065  
Cash and cash equivalents   500,313     196,887     293,737     276,584     249,614  
Securities   134,973     152,279     143,092     135,567     125,292  
Loans receivable, net   2,179,697     2,587,984     2,655,981     2,691,091     2,788,932  
Deposits   2,609,146     2,636,023     2,672,429     2,673,573     2,687,387  
Borrowings   143,397     168,335     268,272     278,210     323,922  
Stockholders’ equity   246,082     291,919     307,380     304,284     318,453  
Book value per common share (1) $ 7.18   $ 14.73   $ 16.25   $ 16.15   $ 17.02  
Tangible book value per common share (2) $ 7.18   $ 14.73   $ 15.95   $ 15.85   $ 16.71  
           
  Operating data by quarter
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands, except for per share amounts)
Net interest income $ 22,599   $ 23,345   $ 22,837   $ 24,223   $ 23,711  
Provision for credit losses   114,961     18,987     2,788     12,195     4,080  
Non-interest (loss) income   5,172     (470 )   2,101     1,943     2,745  
Non-interest expense   21,799     22,132     15,551     31,385     16,570  
Income tax expense (benefit)   23,464     (3,468 )   1,695     (5,385 )   1,544  
Net income (loss) $ (132,453 ) $ (14,776 ) $ 4,904   $ (12,029 ) $ 4,262  
Net income (loss) per diluted share $ (6.92 ) $ (0.85 ) $ 0.26   $ (0.73 ) $ 0.22  
Common Dividends declared per share $ –   $ 0.08   $ 0.08   $ 0.16   $ 0.16  
           
  Financial Ratios(3)
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
Return on average assets   (17.00 %)   (1.83 %)   0.61 %   (1.44 %)   0.50 %
Return on average stockholders’ equity   (172.70 %)   (19.22 %)   6.50 %   (14.99 %)   5.35 %
Net interest margin   3.03 %   3.03 %   2.95 %   3.03 %   2.88 %
Stockholders’ equity to total assets   8.15 %   9.36 %   9.40 %   9.28 %   9.50 %
Efficiency Ratio (4)   78.50 %   96.75 %   62.36 %   119.95 %   62.63 %
           
  Asset Quality Ratios
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands, except for ratio %)
Non-Accrual Loans (5) $ 22,422   $ 61,234   $ 59,805   $ 63,255   $ 93,517  
Non-Accrual Loans as a % of Total Loans (5)   1.00 %   2.33 %   2.22 %   2.32 %   3.31 %
ACL as % of Non-Accrual Loans   313.4 %   73.5 %   54.5 %   53.3 %   40.4 %
Individually Analyzed Loans $ 41,194   $ 124,832   $ 160,600   $ 162,226   $ 129,358  
Criticized Loans (5)   152,733     206,977     208,341     170,789     220,769  
Classified Loans (5)   46,119     160,454     194,663     188,735     228,256  
Past Due loans (5)   52,169     122,759     107,947     99,132     174,006  
           
(1) Calculated by dividing stockholders’ equity, less preferred equity, by shares outstanding.
(2) Calculated by dividing tangible stockholders’ common equity, a non-GAAP measure, by shares outstanding. Tangible stockholders’
common equity is stockholders’ equity less goodwill and preferred stock. See “Reconciliation of GAAP to Non-GAAP Financial Measures by quarter.”
(3) Ratios are presented on an annualized basis, where appropriate.
(4) The Efficiency Ratio, a non-GAAP measure, was calculated by dividing non-interest expense by the total of net interest income
 and non-interest income. See “Reconciliation of GAAP to Non-GAAP Financial Measures by quarter.”
(5) Excludes loans include Held for Sale loan.

  Recorded Investment in Loans Receivable by quarter
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands)
Residential one-to-four family $ 214,707   $ 218,750   $ 223,708   $ 226,708   $ 227,140  
Commercial and multi-family   1,753,542     2,009,865     2,021,827     2,040,768     2,080,088  
Cannabis related   4,070     69,190     68,876     69,293     69,102  
Construction   13,434     33,298     68,362     68,521     105,980  
Commercial business   126,172     157,523     160,088     168,459     192,762  
Business Express   64,503     68,949     71,215     74,862     78,253  
Home equity   72,710     73,935     72,716     74,332     73,566  
Consumer   2,376     3,401     3,584     3,580     2,042  
  $ 2,251,514   $ 2,634,911   $ 2,690,376   $ 2,726,523   $ 2,828,933  
Less:          
Deferred loan fees, net   (1,547 )   (1,947 )   (1,817 )   (1,741 )   (2,198 )
Allowance for credit losses on loans   (70,270 )   (44,980 )   (32,578 )   (33,691 )   (37,803 )
           
Total loans, net $ 2,179,697   $ 2,587,984   $ 2,655,981   $ 2,691,091   $ 2,788,932  
           
  Non-Accruing Loans in Portfolio by quarter (1)
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands)
Residential one-to-four family $ 3,018   $ 1,515   $ 1,576   $ 1,554   $ 1,410  
Commercial and multi-family   17,491     54,478     52,297     52,159     70,546  
Construction   –     2,587     3,173     4,897     2,310  
Commercial business   1,724     2,397     2,418     3,725     17,442  
Business Express   –     –     –     –     1,335  
Home equity   189     257     341     294     474  
Total: $ 22,422   $ 61,234   $ 59,805   $ 62,629   $ 93,517  
(1) Excludes Held for Sale loan          
           
  Distribution of Deposits by quarter
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands)
Demand:          
Non-Interest Bearing $ 523,076   $ 514,648   $ 521,317   $ 531,140   $ 536,908  
Interest Bearing   536,344     517,627     511,465     501,172     477,427  
Money Market   447,605     446,918     448,397     426,138     422,424  
Sub-total: $ 1,507,025   $ 1,479,193   $ 1,481,179   $ 1,458,450   $ 1,436,759  
Savings and Club   229,087     230,532     240,048     243,670     254,554  
Certificates of Deposit   873,034     926,298     951,202     971,453     996,074  
Total Deposits: $ 2,609,146   $ 2,636,023   $ 2,672,429   $ 2,673,573   $ 2,687,387  

  Reconciliation of GAAP to Non-GAAP Financial Measures by quarter
           
  Tangible Book Value per Share
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands, except per share amounts)
Total Stockholders’ Equity $ 246,082   $ 291,919   $ 307,380   $ 304,284   $ 318,453  
Less: goodwill   –     –     5,253     5,253     5,253  
Less: preferred stock   25,243     25,243     25,243     25,243     25,243  
Total tangible common stockholders’ equity   220,839     266,676     276,884     273,788     287,957  
Common shares outstanding   30,752     18,102     17,359     17,274     17,228  
Book value per common share $ 7.18   $ 14.73   $ 16.25   $ 16.15   $ 17.02  
Tangible book value per common share $ 7.18   $ 14.73   $ 15.95   $ 15.85   $ 16.71  
           
  Efficiency Ratios
  Q3 2026 Q2 2026 Q1 2026 Q4 2025 Q3 2025
  (In thousands, except for ratio %)
Net interest income $ 22,599   $ 23,345   $ 22,837   $ 24,223   $ 23,711  
Non-interest (loss)income   5,172     (470 )   2,101     1,943     2,745  
Total income   27,771     22,875     24,938     26,166     26,456  
Non-interest expense   21,799     22,132     15,551     31,385     16,570  
Efficiency Ratio   78.50 %   96.75 %   62.36 %   119.95 %   62.63 %

CONTACT: Contact:
Jawad Chaudhry,
EVP, CFO & Treasurer
(201) 823-0700

Financing underscores continued U.S. support for American manufacturing and clean energy exports

DANBURY, Conn., Oct. 29, 2026 (GLOBE NEWSWIRE) — FuelCell Energy, Inc. (Nasdaq: FCEL) today announced the completion of the second tranche of its previously announced $49 million financing supported by the Export-Import Bank of the United States (EXIM). The approximately $24.7 million balance (before closing and transaction fees) completes the financing package approved by EXIM in June 2026.

The financing supports FuelCell Energy’s delivery of five 2.8-megawatt (MW) FuelCell Energy Blocks to Gyeonggi Green Energy (GGE) in South Korea. With nearly 60 MW of installed capacity, the GGE site is among the largest fuel cell installations in the world, has been in continuous operations for 13 years, and demonstrates FuelCell Energy’s long-standing experience delivering distributed, utility-scale power solutions.

The transaction builds on EXIM-supported financing completed by FuelCell Energy in 2024 and 2025 and further connects the company’s U.S. manufacturing base with international demand for reliable power. FuelCell Energy manufactures its fuel cell platforms in Torrington, Conn., and more than 90% of its supply chain is sourced from the United States.

“EXIM can be an important strategic bridge between American manufacturing capacity and global demand,” said Matt Latino, Chief Financial Officer of FuelCell Energy. “For FuelCell Energy, this transaction is another proof point in our broader capital strategy: matching the right source of capital to the right opportunity and building diversified financing capacity to support disciplined growth in both U.S. and international markets. Access to well-structured capital can strengthen our competitiveness, expand the reach of our U.S. manufacturing platform, and help us pursue attractive growth opportunities while maintaining discipline around our balance sheet and return on invested capital.”

FuelCell Energy’s commercially proven platforms are designed to provide continuous power at the point of use and can serve applications ranging from utility and industrial facilities to the growing power requirements of data centers and AI infrastructure. The company’s global installed base is approaching one gigawatt.

“EXIM’s ability to support U.S. companies across the export lifecycle can help American manufacturers compete more effectively in global infrastructure markets,” Latino added. We value the role EXIM can play alongside commercial banks, private capital and other financing partners as we build the capital capacity to support our growth. Technology manufactured in Connecticut is delivering utility-scale power internationally today, and we believe that same manufacturing platform can serve growing demand for dependable power around the world.” The transaction was structured under EXIM’s loan guarantee program and arranged with Private Export Funding Corporation and supported by AF Capital.

About FuelCell Energy
FuelCell Energy, Inc. (Nasdaq: FCEL) is a U.S. clean-energy technology company that delivers continuous, scalable baseload power for mission-critical applications worldwide. Its fuel cell systems generate electricity on-site at the point of use, providing reliable power for data centers, industrial facilities, utilities, and distributed-generation customers. Compact and modular by design, the systems deliver quiet, low-emission power with a small footprint, while minimizing impacts on surrounding communities. FuelCell Energy provides proven utility-scale solutions for cleaner, more resilient local energy and has global deployments approaching one gigawatt. Learn more at FuelCellEnergy.com.

Contact:

Media Relations
kblomquist@fce.com

Investor Relations
ir@fce.com

MIDLAND, Texas, Oct. 29, 2026 (GLOBE NEWSWIRE) — New Era Energy & Digital, Inc. (Nasdaq: NUAI) (“New Era” or the “Company”), a developer of next-generation digital infrastructure and integrated power assets, today announced it has entered into a securities purchase agreement for a private investment in public equity financing (the “PIPE”) that is expected to result in gross proceeds of approximately $64 million. The PIPE is expected to close on October 30, 2026, subject to the satisfaction of customary closing conditions.

Pursuant to the terms of the securities purchase agreement, at the closing of the PIPE, New Era will issue an aggregate of 23,272,727 shares of common stock at a price of $2.75 per share.

“We executed this capital raise in order to strengthen our financial position in a challenging market and meet our near-term financing needs, allowing us to advance leasing negotiations for 757 MW across Phases 1 and 2 at Texas Critical Data Centers (“TCDC”),” said Charlie Nelson, Chairman and Chief Executive Officer of New Era.

“We have key permits in hand, Phase 1 power secured and fully funded, and a highly experienced in-house development and operations team executing on key priorities. Following closing, we will have a strong net cash position, alongside the existing up to $200 million post-lease financing option under our Macquarie facility. Our near-term priority is to turn these advantages into long-term leases and enduring shareholder value.”

TCDC Phase 1 has secured up to 207 MW of firm, contracted power under a 20-year power purchase agreement, with delivery expected in Q3 2027.

The Company intends to use the net proceeds from the PIPE for repayment of the recent borrowings under the Macquarie facility, working capital and other general corporate purposes. Northland Capital Markets acted as the sole placement agent for the PIPE. Vinson & Elkins LLP served as legal counsel to the Company and Faegre Drinker Biddle & Reath LLP served as counsel to the placement agent. A.G.P./Alliance Global Partners acted as financial advisor for the PIPE.

The securities being issued and sold in the PIPE have not been registered under the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, these securities may not be offered or sold in the United States, except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act. Concurrently with the execution of the securities purchase agreement, New Era and the investors named therein entered into a registration rights agreement pursuant to which New Era has agreed to file a registration statement with the U.S. Securities and Exchange Commission (“SEC”) registering the resale of the shares of common stock.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About New Era Energy & Digital, Inc.

New Era Energy & Digital is developing large-scale data centers across energy-rich U.S. markets to support AI training and inference workloads. New Era’s flagship project, Texas Critical Data Centers, is a 493-acre site located in the Permian Basin, with anticipated capacity scaling to 1.4 GW over time. New Era’s strategy is to combine large-acreage sites with flexible power solutions, including behind-the-meter power. New Era’s approach is a modular, phased data center deployment model, utilizing best-in-class water efficiency and self-generated power to minimize community impact and accelerate time-to-power for hyperscale, enterprise and edge operators.

For more information, visit: www.newerainfra.ai and follow New Era Energy & Digital on LinkedIn and X.

Forward-Looking Statements

This press release contains “forward-looking statements.” Forward-looking statements reflect the current view about future events. When used in this press release, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan” or the negative of these terms and similar expressions, as they relate to us or our management, identify forward-looking statements. Such statements include, but are not limited to, statements contained in this press release relating to our business strategy, our future operating results and liquidity and capital resources outlook. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking statements. They are neither statements of historical fact nor guarantees of assurance of future performance. We caution you therefore against relying on any of these forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation: our ability to construct, develop, lease and maintain our flagship project; our ability to realize the anticipated benefits of the power purchase agreement; our ability to access adequate project financing, commercial borrowings and debt and equity capital markets to fund our significant anticipated capital expenditures; the ability to obtain and maintain credit support to secure contractual obligations on commercially reasonable terms or at all; the impact of supply chain disruptions, labor availability, raw materials and input commodity costs and availability, and manufacturing and transportation; general business and economic conditions, in particular with respect to our industry; environmental history, remediation, and associated risks; our ability to obtain and renew leases with our tenants on terms favorable to us, and manage our growth, business, financial results and results of operations; our ability to respond to price fluctuations and rapidly changing technology; the impact of tariffs and global trade disruptions on us and our tenants; changes in political conditions, geopolitical turmoil, political instability, civil disturbances, and restrictive governmental actions; the degree and nature of our competition; our failure to generate sufficient cash flows to service indebtedness; our expectations regarding the anticipated timeline of our cash, cash equivalents and short-term investments, future financial performance and our ability to continue as a going concern; material negative changes in the creditworthiness and the ability of our tenants to meet their contractual obligations; increases and volatility in interest rates; increased power, labor, equipment procurement, shipping, refurbishment or construction costs; a failure of our information technology systems, systems conversions and integrations, cybersecurity attacks or a breach of our information security systems, networks or processes; our inability to obtain and/or maintain necessary government or other required consents or permits; changes in, or the failure or inability to comply with, local, state, federal and applicable international laws and regulations, including related to taxation, real estate and zoning laws, and increases in real property tax rates; the impact of any financial, accounting, legal or regulatory issues or litigation that may affect us; our ability to maintain an effective system of disclosure controls and procedures and internal control over financial reporting and operations; and other factors (including the risks contained in the “Risk Factors” section of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, and in our Form 10-Q for the quarterly period ended June 30, 2026). Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

For investor inquiries, please contact:

OG Advisory Group
Lincoln Tan
nuai@orangegroupadvisors.com

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