NEW YORK, Oct. 22, 2026 (GLOBE NEWSWIRE) — OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for trading 12,000 U.S. and international securities, today announced Sunday Lake Gold Corp. (TSX: SNDY; OTCQX: WLBMD), a mineral exploration company, has qualified to trade on the OTCQX® Best Market. Sunday Lake Gold Corp. upgraded to OTCQX from the OTCQB® Venture Market.

Sunday Lake Gold Corp. begins trading today on OTCQX under the symbol “WLBMF.” U.S. investors can find current financial disclosure and Real-Time Level 2 quotes for the company on www.otcmarkets.com.

The OTCQX Market is designed for established, investor-focused U.S. and international companies. To qualify for OTCQX, companies must meet high financial standards, follow best practice corporate governance, and demonstrate compliance with applicable securities laws. Graduating to the OTCQX Market marks an important milestone for companies, enabling them to demonstrate their qualifications and build visibility among U.S. investors.

“We are pleased to be graduating to the OTCQX Best Market,” commented Brian Penny, CEO of Sunday Lake Gold Corp. “Trading on the OTCQX Best Market enhances our visibility and accessibility to the U.S. investment community and provides us with an opportunity to broaden our investor base, improve trading visibility and strengthen our presence in the U.S. capital markets.”

Trading in non-U.S. North American securities on OTC Markets reached $29.38 billion in the third quarter of 2026, representing an 84.22% increase over Q3 2025. OTC Markets recorded $656.81 billion in total dollar volume in the first three quarters of the year. Canada ranked among the top home markets by trading volume during the quarter, highlighting sustained U.S. investor demand for internationally listed names.

About Sunday Lake Gold Corp.
Sunday Lake Gold Corp. is focused on creating value through the exploration and sustainable development of gold projects in Quebec’s Abitibi region while respecting the environment and communities where it operates. The Company holds a contiguous mineral property position totaling 598 km2 that extends approximately 82 km along the Detour-Fenelon gold trend. The property is host to the Company’s flagship PEA-stage Fenelon Gold Project, and its earlier exploration stage Martiniere Gold Project, as well as numerous greenfield gold projects.

About OTC Markets Group Inc.
OTC Markets Group Inc. (OTCQX: OTCM) operates regulated markets for trading 12,000 U.S. and international securities. Our data-driven disclosure standards form the foundation of our public markets: OTCQX® Best Market, OTCQB® Venture Market, OTCID™ Basic Market and Pink Limited™ Market. Our OTC Link® Alternative Trading Systems (ATSs) provide critical market infrastructure that broker-dealers rely on to facilitate trading. Our innovative model offers companies more efficient access to the U.S. financial markets.

OTC Link ATS, OTC Link ECN, OTC Link NQB, OTC Overnight® and MOON ATS® are each an SEC regulated ATS, operated by OTC Link LLC, a FINRA and SEC registered broker-dealer, member SIPC.

To learn more about how we create better informed and more efficient markets, visit www.otcmarkets.com.

Media Contact:
OTC Markets Group Inc., +1 (212) 896-4428, media@otcmarkets.com

MALVERN, Pa., Oct. 22, 2026 (GLOBE NEWSWIRE) — Ocugen, Inc. (“Ocugen” or the “Company”) (NASDAQ: OCGN), a pioneering biotechnology leader in gene therapies for blindness diseases, will host a conference call and live webcast on Wednesday, November 4, 2026, at 8:30 a.m. ET to provide a business update and report third quarter 2026 financial results. All related materials will be made available on the Ocugen investor website prior to the start of the call.

Conference Call Details
Date:
Wednesday, November 4, 2026
Time:
8:30 a.m. ET
Webcast:
https://edge.media-server.com/mmc/p/w8rytgud 
Participant Event Dial-ins:
+1(800)715-9871 for US callers and +1(646)307-1963 for international callers
Participant Access Code:
6835403

A replay of the call and archived webcast will be available on the Ocugen investor website.

About Ocugen, Inc.
Ocugen, Inc. is a pioneering biotechnology company developing gene therapies for blindness diseases. The Company’s breakthrough modifier gene therapy platform has the potential to address significant unmet medical needs across large patient populations through a gene-agnostic approach. Unlike traditional gene therapies and gene-editing technologies that target a single gene mutation, Ocugen’s modifier gene therapies are designed to address the underlying disease biology by restoring balance across multiple gene networks. The Company is currently advancing programs for inherited retinal diseases and other causes of blindness that affect millions worldwide, including retinitis pigmentosa, Stargardt disease, and geographic atrophy, an advanced form of dry age-related macular degeneration. Discover more at www.ocugen.com and follow Ocugen on LinkedIn and X.

Cautionary Note on Forward-Looking Statements
This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, which are subject to risks and uncertainties. We may, in some cases, use terms such as “predicts,” “believes,” “potential,” “proposed,” “continue,” “estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,” “could,” “might,” “will,” “should,” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. Such statements are subject to numerous important factors, risks, and uncertainties that may cause actual events or results to differ materially from our current expectations. These and other risks and uncertainties are more fully described in our filings with the Securities and Exchange Commission (SEC), including the risk factors described in the section entitled “Risk Factors” in the quarterly and annual reports that we file with the SEC. Any forward-looking statements that we make in this press release speak only as of the date of this press release. Except as required by law, we assume no obligation to update forward-looking statements contained in this press release whether as a result of new information, future events, or otherwise, after the date of this press release.

Contacts

Investors:
Candice Masse
astr partners
candice.masse@astrpartners.com

Media:
Chris Clark
VP Communications, Ocugen
chris.clark@ocugen.com

NEW YORK, Oct. 22, 2026 (GLOBE NEWSWIRE) — Chicago Atlantic BDC, Inc. (the “Company”) (NASDAQ: LIEN), a specialty finance company that has elected to be regulated as a business development company, today announced details for the release of its financial results for the third quarter of 2026.

The Company plans to release its financial results for the third quarter ended September 30, 2026 before the market opens on Thursday, November 12, 2026, and host a conference call and live audio webcast, both open for the general public to hear, later that day at 9:00 a.m. Eastern Time. The number to call for the conference call is 833-630-1956 (international callers: 412-317-1837). The live audio webcast will be available on the Company’s website at investors.chicagoatlanticbdc.com.

A replay of the call will be available at investors.chicagoatlanticbdc.com by the end of day on November 12, 2026.

Call Details – Chicago Atlantic BDC, Inc. Third Quarter 2026 Financial Results:

About Chicago Atlantic BDC, Inc.

The Company is a specialty finance company that has elected to be regulated as a business development company under the 1940 Act, as amended, and has elected to be treated as a regulated investment company for U.S. federal income tax purposes. The Company’s investment objective is to maximize risk-adjusted returns on equity for its stockholders by investing primarily in direct loans to privately held middle-market companies, with a primary focus on cannabis companies. The Company is managed by Chicago Atlantic BDC Advisers, LLC (the “Adviser”), an investment manager focused on the cannabis industry and other niche or underfollowed sectors. For more information, please visit chicagoatlanticbdc.com.

Contact:
Lisa Kampf
Tripp Sullivan
SCR Partners, LLC
LIEN@chicagoatlantic.com

SAN DIEGO, Oct. 22, 2026 (GLOBE NEWSWIRE) — BlossomHill Therapeutics, Inc. (Nasdaq: BLSM), a clinical-stage biopharmaceutical company applying an intentional, chemistry-based approach to design and develop innovative small molecule medicines for the treatment of cancer, today announced a collaboration with Foundation Medicine, Inc. to develop a companion diagnostic assay (CDx) for the EGFR C797S resistance mutation. The collaboration will leverage the ongoing Phase 1/2 SOLARA clinical trial evaluating BH-30643 in the targeted treatment of epidermal growth factor receptor (EGFR)-mutant non-small cell lung cancer (NSCLC) patients to validate the assay.  

EGFR C797S is the most common EGFR mutation driving resistance to osimertinib treatment in EGFR-mutant NSCLC. BH-30643 is a macrocyclic mutant-selective OMNI-EGFR™ inhibitor that has demonstrated clinical activity against a variety of EGFR mutations, in particular the C797S mutation that drives resistance to standard therapy. Understanding and targeting resistance mechanisms to existing EGFR inhibitors is an active area of clinical investigation and drug development. To this end, the collaboration will focus on validating a reliable diagnostic assay for the detection of EGFR C797S mutation to help guide BH-30643’s ongoing development.

“Our near-term development priority for BH-30643 is to address the unmet needs of EGFR-mutant NSCLC patients with known resistance mutations following progression on prior EGFR targeted therapy,” said Geoff Oxnard, MD, Chief Medical Officer at BlossomHill. “Foundation Medicine is the most experienced developer of precision CDx assays and the ideal partner to help us characterize EGFR resistance and validate a CDx assay to support the development of our medicine.”

About BH-30643
BH-30643 is an investigational, novel, orally bioavailable, non-covalent, macrocyclic, brain active, mutant-selective, OMNI-EGFR™ inhibitor for the treatment of EGFR-mutant NSCLC. BH-30643 was designed to overcome the limitations of currently approved EGFR inhibitors, which were discovered over a decade ago without the current, modern understanding of the structure and protein dynamics of mutant EGFRs. In preclinical studies, BH-30643 demonstrated potent inhibitory activity across diverse EGFR mutation categories — classical mutations, on-target resistance mutations such as C797S with or without T790M, atypical mutations and exon 20 insertions — while maintaining marked selectivity over wild-type EGFR. BH-30643 has received Fast Track designation and is being evaluated in SOLARA, a global Phase 1/2, first-in-human clinical trial spanning more than 40 sites in 10 countries. Ongoing dose expansion cohorts are enrolling in both TKI-pretreated and TKI-naive settings, including a C797S resistance cohort. For additional information on SOLARA, including a list of study sites and how to enroll, please visit clinicaltrials.gov (NCT06706076).

About the SOLARA Trial
The Phase 1/2 SOLARA clinical trial (NCT06706076) is a global, open label, multicenter study assessing the safety, tolerability, pharmacokinetics, pharmacodynamics and preliminary anti-tumor activity of BH-30643 in patients with epidermal growth factor receptor (EGFR) mutant non-small cell lung cancer (NSCLC). Phase 1 will determine the recommended Phase 2 dose (RP2D) of BH-30643 as a monotherapy and in combination with chemotherapy. Phase 2 is designed to evaluate the antitumor efficacy and safety in specified cohorts determined by mutation subtypes and/or treatment history at the RP2D, as well as the population pharmacokinetics.

About BlossomHill Therapeutics
BlossomHill Therapeutics, Inc. is a clinical-stage biopharmaceutical company applying an intentional, chemistry-based approach to design and develop innovative small molecule medicines that address significant unmet medical needs in cancer treatment. Founded and led by industry veteran J. Jean Cui, Ph.D., with her proven track record in oncology drug design and development – including three FDA-approved drugs – BlossomHill Therapeutics applies cutting-edge science with a goal to address key oncogenic drivers and improve patient outcomes in difficult-to-treat cancers. The company’s lead clinical program is BH-30643, an investigational, non-covalent, macrocyclic, brain active, mutant-selective OMNI-EGFR™ inhibitor for the treatment of EGFR-mutant non-small cell lung cancer (NSCLC), which has received Fast Track designation for the C797S resistance population after 3rd generation EGFR TKI treatment. The company is also conducting clinical development of BH-30236, an investigational macrocyclic CDC-like kinase (CLK) inhibitor initially being studied in a clinical trial for the treatment of relapsed or refractory acute myeloid leukemia (R/R AML) and higher-risk myelodysplastic syndromes (HR-MDS). The company’s pipeline also includes BH-501284, a preclinical, non-covalent, selective, pan-KRAS Switch-II inhibitor for potential future development in diverse KRAS-mutant tumors.

BlossomHill Therapeutics is headquartered in San Diego, California. For more information, visit bhtherapeutics.com and follow us on LinkedIn and X.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and other federal securities laws, including, without limitation, statements regarding: the therapeutic potential, clinical benefits, safety and potential competitive differentiation of the company’s product candidates, including BH-30643, BH-30236 and BH-501284; the anticipated benefits of regulatory designations received, or that may be received, by the company’s product candidates; the design, enrollment, timing, progress and results of the company’s clinical trials and preclinical studies; the company’s planned regulatory interactions and submissions; anticipated program milestones, including the timing of program and data updates; statements by the company’s management; and the company’s development plans and continued advancement of its pipeline, including the anticipated benefits of the company’s collaboration with Foundation Medicine, Inc. to develop a companion diagnostic assay.

The words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “upcoming,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words.

Any forward-looking statements in this press release are based on management’s current expectations and beliefs and are subject to a number of risks, uncertainties and important factors that may cause actual events or results to differ materially, including, without limitation: the company’s limited operating history, history of significant losses and the early stage of development of its product candidates; the risk that preclinical data may not be predictive of results in clinical trials; the risk that preliminary and interim clinical data are subject to further analysis and may not be predictive of, may be inconsistent with, or may be more favorable than, data generated as clinical trials continue or data from future clinical trials; uncertainties inherent in the initiation, timing, design and enrollment of clinical trials, and the availability and timing of data from ongoing and future trials; the company’s ability to successfully demonstrate the safety and efficacy of its product candidates, including for any companion diagnostic, and to obtain and maintain regulatory approvals; the timing and outcome of planned interactions with, and submissions to, the FDA and other regulatory authorities, including whether an accelerated approval pathway will be available to the company; the risk that regulatory designations, including Fast Track and orphan drug designation, may not result in a faster development, review or approval process, may not increase the likelihood of regulatory approval, and may be withdrawn; competition from third parties that are developing products for similar indications; the prior success of the company’s management team not being indicative of future success; the company’s reliance on third parties, including contract research organizations, contract manufacturing organizations and collaborators; the company’s ability to obtain, maintain and protect its intellectual property; and the company’s need for additional financing and its estimates regarding operating expenses and capital requirements.

These and other risks are described in greater detail under the heading “Risk Factors” in the company’s filings with the Securities and Exchange Commission (the “SEC”), including the company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, as well as in the company’s subsequent filings with the SEC. Any forward-looking statements represent the company’s views only as of the date of this press release, and the company expressly disclaims any obligation to update any forward-looking statements, except as required by law.

Company Contacts:
Investors:
Michael Moore, BlossomHill Therapeutics
michael.moore@bhtherapeutics.com

Media:
Ashlea Kosikowski, 1AB
ashlea@1abmedia.com

SAN FRANCISCO, Oct. 22, 2026 (GLOBE NEWSWIRE) — Serve Robotics Inc. (“Serve”) (Nasdaq: SERV), a leading autonomous robotics company, today announced that it will report its 2026 third quarter financial results Thursday, November 5, 2026 after market close.

Conference Call and Webcast Information
Company management will host a conference call at 2 p.m. PT/5 p.m. ET on November 5, 2026 to review the 2026 third quarter financial results. A live audio webcast will be available at investors.serverobotics.com and a replay will be available at the same location.

About Serve Robotics
Serve Robotics (Nasdaq: SERV) designs and operates autonomous robots that navigate complex, human-centric environments. Since spinning off from Uber in 2021, Serve has deployed more than 2,000 robots across the U.S., reaching a population of approximately 3 million and supporting delivery for more than 4,000 restaurants. In 2026, Serve acquired Diligent Robotics, expanding its operations beyond sidewalk delivery into indoor service robots used in hospitals. Serve designs both the hardware and software behind its robots, enabling them to work safely in public and private environments at scale.

For more information, visit www.serverobotics.com or follow the company on X, Instagram, and LinkedIn @serverobotics.

Contacts
Media
press@serverobotics.com

Investor Relations
investor.relations@serverobotics.com

OPERATING PERFORMANCE ACCELERATES
PPNR RATIO SURPASSES 2% AND OPERATING RETURN ON TANGIBLE COMMON EQUITY TOPS 15%
KEY METRICS STRENGTHENED BY BALANCE SHEET RESTRUCTURING 
TOTAL LOANS AND AVERAGE CLIENT DEPOSITS BOTH ACHIEVE 11% SEQUENTIAL ANNUALIZED GROWTH
NET INTEREST MARGIN EXPANDS TO 3.44%
COMMON AND PREFERRED DIVIDENDS DECLARED

ENGLEWOOD CLIFFS, N.J., Oct. 22, 2026 (GLOBE NEWSWIRE) — ConnectOne Bancorp, Inc. (Nasdaq: CNOB) (the “Company” or “ConnectOne”), parent company of ConnectOne Bank (the “Bank”), today reported net income available to common stockholders of $29.9 million for the third quarter of 2026 compared with $40.2 million for the second quarter of 2026 and $39.5 million for the third quarter of 2025.  Diluted earnings per share was $0.59 for the third quarter of 2026 compared with $0.80 for the second quarter of 2026 and $0.78 for the third quarter of 2025.  Return on average assets was 0.86%, 1.17% and 1.16% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively.  Return on average tangible common equity was 10.1%, 13.8% and 14.7% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively. Third quarter results include a $23.0 million pretax charge related to the balance sheet restructuring and repositioning, discussed below.

Operating net income available to common stockholders (which excludes the $23.0 million pretax restructuring charge, among other non-operating items – see supplemental tables discussed below) was $47.9 million for the third quarter of 2026, $42.2 million for the second quarter of 2026 and $35.5 million for the third quarter of 2025.  Operating diluted earnings per share was $0.95 for the third quarter of 2026, $0.84 for the second quarter of 2026 and $0.70 for the third quarter of 2025.  Operating return on average assets was 1.35%, 1.23% and 1.05% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively.  Operating return on average tangible common equity was 15.2%, 13.8% and 12.6% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively. Pre-provision net operating revenue (“Operating PPNR”) as a percentage of average assets was 2.01%, 1.94% and 1.61% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively. See supplemental tables for a complete reconciliation of GAAP earnings to operating earnings and other non-GAAP measures.

The decrease in net income available to common stockholders and diluted earnings per share for the third quarter of 2026, compared to the second quarter of 2026, was primarily due to the $23.0 million pretax restructuring charge related to the above-mentioned balance sheet repositioning. This charge was partially offset by a $3.7 million increase in net interest income, a $3.3 million reduction in the provision for credit losses and a $5.2 million decrease in income tax expense.  Compared to the third quarter of 2025, the decrease in net income available to common stockholders and diluted earnings per share was primarily due to a $33.9 million decrease in noninterest income. The decrease in noninterest income was mainly attributable to the aforementioned $23.0 million pretax charge in the third quarter of 2026, as well as $10.1 million of non-recurring income recognized in the third quarter of 2025, consisting of a $6.6 million employee retention tax credit (“ERTC”) and a $3.5 million defined benefit pension plan curtailment gain. The decrease was partially offset by a $15.3 million increase in net interest income, a $5.3 million decrease in income tax expense, a $3.3 million decrease in noninterest expenses and a $0.5 million reduction in the provision for credit losses.

Balance Sheet Restructuring and Repositioning

The transaction.  During the third quarter of 2026, the Company completed a strategic review of its balance sheet. As a result, during the fourth quarter, the Company entered into an agreement to sell a pool of up to approximately $750 million in unpaid principal balance of non-relationship multifamily loans, subject to adjustment as provided for under the transaction agreements, to a single third-party purchaser. Loans secured by NYC rent-stabilized properties represent approximately 61% of the pool. The pool consists of loans originated by ConnectOne Bank (30%) and the First National Bank of Long Island (“FLIC”) (70%), which was acquired by the Company in June 2025. The transaction is expected to close in late October, and the final balance of loans sold will be determined at the closing.

Third quarter impact.  The loan pool was transferred to held-for-sale, at the lower of cost or fair value of $678.9 million as of September 30, 2026, resulting in a $23.0 million pretax loss on loans held-for-sale, recorded in noninterest income. This charge reflects the gross discount on the sale price, substantially offset by the interest-rate and credit purchase accounting marks previously recorded on the FLIC-originated loans, as part of the merger with FLIC’s parent company. The recognized loss on the pool is attributed to increases in market interest rates since the loans were originated. The charge is excluded from operating earnings.

Fourth quarter impact and timing.  The transaction is scheduled to close in late October, 2026. Transaction costs related to the restructuring of approximately $7 to $8 million will be recognized upon closing and payment in the fourth quarter of 2026.

Use of proceeds and benefits.  The majority of net proceeds from the sale are expected to be reinvested in government-guaranteed securities at yields similar to those of the loans sold, with the remaining balance used to pay down wholesale funding. The restructuring reduces the Company’s concentrations in commercial real estate (“CRE”) and NYC rent-stabilized properties while strengthening the Bank’s liquidity position. The Bank’s regulatory CRE concentration ratio declines to approximately 397% proforma for the loan sale from 439% at June 30, 2026, and exposure to NYC rent-stabilized assets is projected to decline to approximately 2% of total loans, from 6% as of June 30, 2026. The balance sheet repositioning also reduced the Bank’s loan-to-deposit ratio to 97.1% at September 30, 2026, and will expand its liquid assets.

“Our core performance was strong and reflects the successful execution of our relationship-driven banking strategy. Operating PPNR exceeded 2% of average assets and operating return on tangible common equity topped 15%,” commented Frank Sorrentino, ConnectOne’s Chairman and Chief Executive Officer. “Loans and average client deposits each grew at an annualized rate of about 11%, and our net interest margin widened to 3.44% despite higher short-term rates and a competitive funding environment. Disciplined expense management kept costs well controlled, and credit quality metrics improved.”

“Furthermore, we executed a definitive agreement to sell a pool of up to approximately $750 million of multifamily loans, executing on the balance sheet repositioning we have been contemplating. By selectively divesting non-relationship loans, this transaction reduces our CRE and rent-stabilized concentrations, strengthens key financial metrics and enhances our financial flexibility, while largely preserving our earnings power.” 

Mr. Sorrentino concluded, “As we approach year-end, we remain focused on operational excellence, disciplined growth and deepening client relationships. With a stronger balance sheet and solid momentum in our core business, we believe ConnectOne is well positioned to create long-term value for our shareholders.”

Dividend Declarations

The Board of Directors declared cash dividends on the Company’s common and outstanding preferred stock.  A cash dividend on common stock of $0.195 per share will be paid on December 1, 2026, to common stockholders of record on November 13, 2026.  A dividend of $0.556620 per depositary share, representing a 1/40th interest in a share of the Company’s 5.25% Fixed Rate Reset Non-Cumulative Perpetual Preferred Stock, Series A, will also be paid on December 1, 2026, to holders of record on November 13, 2026.

Operating Results

Fully taxable equivalent net interest income for the third quarter of 2026 was $118.5 million, an increase of $3.7 million, or 3.2%, from the second quarter of 2026, largely due to a 2 basis-point widening of the net interest margin to 3.44% from 3.42% and a 1.7% increase in average interest-earning assets.  The margin benefited from a 5 basis-point increase in the yield on interest-earning assets, primarily due to loan repricing, partially offset by a 3 basis-point increase in the average cost of deposits, including noninterest-bearing deposits. 

Fully taxable equivalent net interest income for the third quarter of 2026 increased $15.3 million, or 14.8%, from the third quarter of 2025, due to a 33 basis-point widening of the net interest margin to 3.44% from 3.11%, and a 3.9% increase in average interest-earning assets.  The margin benefited from a 15 basis-point increase in the yield on interest-earning assets and a 17 basis-point decrease in the average cost of deposits, including noninterest-bearing deposits.

Noninterest income was $(14.5) million in the third quarter of 2026, $7.9 million in the second quarter of 2026 and $19.4 million in the third quarter of 2025.  Noninterest income for the third quarter of 2026 included the $23.0 million pretax restructuring charge. Excluding this item, noninterest income increased $0.6 million compared to the second quarter of 2026, primarily due to a $1.1 million increase in BOLI income, driven by death benefits recorded in the third quarter of 2026, partially offset by a $0.4 million decrease in net gains on sale of loans held-for-sale, primarily SBA loans.  During the third quarter of 2025, the Company recognized $10.1 million in non-recurring gains, consisting of a $6.6 million one-time benefit related to the ERTC and a $3.5 million defined benefit pension plan curtailment gain. Excluding these items, noninterest income decreased $0.8 million, compared to the third quarter of 2025, primarily due to a $1.9 million decrease in net gains on equity securities and a $0.5 million decrease  in deposit, loan and other income, partially offset by a $1.2 million increase in BOLI income, driven by the aforementioned death benefits and a $0.3 million increase in net gains on sale of loans held-for-sale, primarily SBA loans.

Noninterest expenses were $55.4 million for the third quarter of 2026, $55.4 million for the second quarter of 2026 and $58.7 million for the third quarter of 2025. Noninterest expenses were unchanged compared to the second quarter of 2026, as a $1.4 million increase in salaries and employee benefits was offset by a $0.5 million decrease in occupancy and equipment expenses, a $0.4 million decrease in other expenses, a $0.2 million decrease in marketing and advertising expenses, a $0.2 million decrease in FDIC insurance expense and a $0.1 million decrease in information technology and communication expenses. The $3.3 million decrease compared to the third quarter of 2025 was primarily due to a $2.9 million decrease in merger, restructuring and exit expenses, a $0.9 million decrease in FDIC insurance expense, a $0.4 million decrease in amortization of core deposit intangibles, a $0.1 million decrease in occupancy and equipment expenses and a $0.1 million decrease in other expenses, partially offset by a $0.5 million increase in salaries and employee benefits, a $0.4 million increase in professional and consulting expenses and a $0.2 million increase in marketing and advertising expenses.

Income tax expense was $11.0 million for the third quarter of 2026, $16.2 million for the second quarter of 2026 and $16.3 million for the third quarter of 2025.  The effective tax rates were 26.0%, 28.0% and 28.4% for the third quarter of 2026, second quarter of 2026 and third quarter of 2025, respectively.  The decrease in income tax expense and the effective tax rate for the third quarter of 2026 was primarily due to lower taxable income resulting from the loss on loans held-for-sale related to the balance sheet restructuring.  The projected effective tax rate for the fourth quarter of 2026 is 27.5%.

Asset Quality

The provision for credit losses was $5.0 million for the third quarter of 2026, $8.3 million for the second quarter of 2026 and $5.5 million for the third quarter of 2025.  The provision for credit losses for the third quarter of 2026, reflected core loan growth, charge-offs, and specific reserves, partially offset by the transfer of loans to loans held-for-sale at fair value. The provision in the second quarter of 2026 was elevated primarily due to charge-offs on certain NYC rent-stabilized multifamily loans during the second quarter of 2026.

Nonperforming assets, which include nonaccrual loans and other real estate owned (the Bank had no other real estate owned during the periods reported), were $64.3 million as of September 30, 2026, $79.7 million as of June 30, 2026 and $39.7 million as of September 30, 2025.  Nonperforming assets as a percentage of total assets was 0.44% as of September 30, 2026, compared to 0.55% as of June 30, 2026 and 0.28% as of September 30, 2025.  The ratio of nonaccrual loans to loans receivable was 0.56%, as of September 30, 2026, compared to 0.67% as of June 30, 2026 and 0.35% as of September 30, 2025. The sequential decrease in nonaccrual loans was primarily driven by work-out loan sales, charge-offs and principal payments. Excluding PCD loan charge-offs ($22.2 million in the third quarter of 2026, $4.5 million in the second quarter of 2026 and none in the third quarter of 2025), the annualized net loan charge-off ratio was 0.07% for the third quarter of 2026, 0.71% for the second quarter of 2026 and 0.18% for the third quarter of 2025. The elevated charge-off ratio, excluding PCD charge-offs, for the second quarter of 2026 included charge-offs related to a previously disclosed group of NYC rent-stabilized loans.

The allowance for credit losses (“ACL”) represented 1.06%, 1.18% and 1.38% of loans receivable as of September 30, 2026, June 30, 2026 and September 30, 2025, respectively.  The ACL decreased $19.5 million to $120.6 million as of September 30, 2026, compared to $140.1 million as of June 30, 2026, primarily reflecting the charge-off of $22.2 million of allowance on PCD loans in connection with the pending loan sale, partially offset by provision expense in excess of non-PCD net charge-offs. The charge-offs associated with the pending loan sale related to PCD loans for which an allowance for credit losses had previously been established in connection with the FLIC acquisition and required no additional provision for credit losses in the current quarter. The ACL as a percentage of nonaccrual loans was 187.5% as of September 30, 2026, 175.9% as of June 30, 2026 and 394.5% as of September 30, 2025.  Criticized and classified loans as a percentage of loans receivable were 2.02% as of September 30, 2026, compared to 1.89% as of June 30, 2026 and 2.57% as of September 30, 2025.  The increase from June 30, 2026 was primarily due to the decrease in loans receivable resulting from the transfer of loans to held-for-sale; criticized and classified loan balances remained relatively stable during the quarter. Loans past due 30-89 days were 0.05% of loans receivable as of September 30, 2026, 0.03% as of June 30, 2026 and 0.08% as of September 30, 2025.

Selected Balance Sheet Items

The Company’s total assets were $14.8 billion as of September 30, 2026, compared to $14.0 billion as of December 31, 2025.  Loans receivable were $11.4 billion as of September 30, 2026 and $11.5 billion as of December 31, 2025.  Loans receivable as of September 30, 2026 excluded $0.8 billion of loans transferred to held-for-sale. Total deposits were $11.8 billion as of September 30, 2026 and $11.2 billion as of December 31, 2025. 

The Company’s total stockholders’ equity increased to $1.599 billion as of September 30, 2026 from $1.573 billion as of December 31, 2025.  Retained earnings increased $77.7 million, partially offset by an increase in the accumulated other comprehensive loss of $51.0 million.  As of September 30, 2026, the Company’s tangible common equity ratio and tangible book value per share were 8.38% and $24.19, respectively, compared to 8.62% and $23.52, respectively, as of December 31, 2025.  Total goodwill and other intangible assets were $271.6 million as of September 30, 2026 and $280.2 million as of December 31, 2025. Proforma for the loan sale, the tangible common equity ratio was 8.83% as of September 30, 2026.

Share Repurchase Program

During the third quarter of 2026, the Company repurchased 50,000 shares of common stock at an average price of $32.37 per share.  For the nine months ended September 30, 2026, the Company repurchased 140,000 shares of common stock at an average price of $28.26 per share, leaving 501,118 shares authorized for repurchase under the current Board approved repurchase program.  The Company intends to repurchase shares from time to time in the open market, in privately negotiated stock purchases or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities and Exchange Commission and applicable federal securities laws.  The share repurchase program does not obligate the Company to acquire any particular amount of common stock and the plan may be modified or suspended at any time at the Company’s discretion.

Use of Non-GAAP Financial Measures

In addition to the results presented in accordance with Generally Accepted Accounting Principles (“GAAP”), ConnectOne routinely supplements its evaluation with an analysis of certain non-GAAP measures.  ConnectOne believes these non-GAAP financial measures, in addition to the related GAAP measures, provide meaningful information to investors in understanding our operating performance and trends.  These non-GAAP measures have inherent limitations and are not required to be uniformly applied and are not audited.  They should not be considered in isolation or as a substitute for an analysis of results reported under GAAP.  These non-GAAP measures may not be comparable to similarly titled measures reported by other companies.  Reconciliations of non-GAAP financial measures disclosed in this earnings release to the comparable GAAP measures are provided in the accompanying tables.

Third Quarter 2026 Results Conference Call

Management will host a conference call and audio webcast at 10:00 a.m. ET on Thursday, October 22, 2026, to review the Company’s financial performance and operating results. Chairman and Chief Executive Officer Frank Sorrentino III and Senior Executive Vice President and Chief Financial Officer William S. Burns will host the call.

The conference call dial-in number is 1 (585) 542-9983, meeting ID: 828 757 770. Please dial in at least five minutes before the start of the call to register. An audio webcast of the conference call will be available to the public, on a listen-only basis, via the “Investor Relations” link on the Company’s website at https://www.ConnectOneBank.com or at http://ir.connectonebank.com. An archive of the webcast will be available following the completion of the call at the same locations.

About ConnectOne Bancorp, Inc.

ConnectOne Bancorp, Inc., is a modern financial services company that operates, through its subsidiary, ConnectOne Bank, and the Bank’s fintech subsidiary, BoeFly, Inc. ConnectOne Bank is a high-performing commercial bank offering a full suite of banking & lending products and services that focus on small to middle-market businesses.  BoeFly, Inc. is a fintech marketplace that connects borrowers in the franchise space with funding solutions through a network of partner banks.  ConnectOne Bancorp, Inc. is traded on the Nasdaq Global Market under the trading symbol “CNOB,” and information about ConnectOne may be found at https://www.connectonebank.com.

This news release contains certain forward-looking statements which are based on certain assumptions and describe future plans, strategies, and expectations of the Company.  These forward-looking statements are generally identified by use of the words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,” or similar expressions.  The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, those factors set forth in Item 1A – Risk Factors of the Company’s Annual Report on Form 10-K, as filed with the U.S. Securities and Exchange Commission, as supplemented by the Company’s subsequent filings with the U.S. Securities and Exchange Commission, and changes in interest rates, general economic conditions, legislative/regulatory changes, monetary and fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the Federal Reserve Board, the quality or composition of the loan or investment portfolios, demand for loan products, deposit flows, competition, demand for financial services in the Company’s market area, changes in accounting principles and guidelines and the impact of health emergencies and natural disasters on the Company, its employees and operations, and its customers.  These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Investor Contact:
William S. Burns
Senior Executive Vice President & CFO
201.816.4474; bill.burns@cnob.com

Media Contact:
Shannan Weeks 
MikeWorldWide
732.299.7890; sweeks@mww.com

 
CONNECTONE BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION
(in thousands)

                 
  September 30,     December 31,     September 30,  
  2026     2025     2025  
  (unaudited)             (unaudited)  
ASSETS                      
Cash and due from banks $ 50,643     $ 92,406     $ 96,990  
Interest-bearing deposits with banks   262,705       288,489       445,744  
Cash and cash equivalents   313,348       380,895       542,734  
                       
Investment securities   1,323,789       1,250,938       1,252,202  
Equity securities   21,947       19,287       20,133  
                       
Loans held-for-sale   678,880       391       —  
                       
Loans receivable   11,432,533       11,453,280       11,303,636  
Less: Allowance for credit losses – loans   120,620       154,305       156,499  
Net loans receivable   11,311,913       11,298,975       11,147,137  
                       
Investment in restricted stock, at cost   62,661       54,722       51,516  
Bank premises and equipment, net   48,351       55,285       55,888  
Accrued interest receivable   66,657       60,761       60,630  
Bank owned life insurance   378,361       370,713       367,767  
Right of use operating lease assets   30,228       29,603       29,283  
Goodwill   220,235       220,235       215,611  
Core deposit intangibles   51,387       59,923       63,119  
Other assets   270,948       200,972       217,565  
Total assets $ 14,778,705     $ 14,002,700     $ 14,023,585  
                       
LIABILITIES                      
Deposits:                      
Noninterest-bearing $ 2,479,625     $ 2,420,397     $ 2,513,102  
Interest-bearing   9,298,717       8,820,218       8,856,193  
Total deposits   11,778,342       11,240,615       11,369,295  
Borrowings   1,072,398       903,489       833,443  
Subordinated debentures, net   202,423       201,864       201,677  
Operating lease liabilities   32,807       32,446       33,185  
Other liabilities   94,135       50,946       47,641  
Total liabilities   13,180,105       12,429,360       12,485,241  
                       
COMMITMENTS AND CONTINGENCIES                      
                       
STOCKHOLDERS’ EQUITY                      
Preferred stock   110,927       110,927       110,927  
Common stock   857,765       857,765       857,765  
Additional paid-in capital   41,329       38,763       37,934  
Retained earnings   751,575       673,897       644,944  
Treasury stock   (80,138 )     (76,116 )     (76,116 )
Accumulated other comprehensive loss   (82,858 )     (31,896 )     (37,110 )
Total stockholders’ equity   1,598,600       1,573,340       1,538,344  
Total liabilities and stockholders’ equity $ 14,778,705     $ 14,002,700     $ 14,023,585  
                       

CONNECTONE BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except for per share data)
 
           
  Three Months Ended     Nine Months Ended  
  09/30/26     09/30/25     09/30/26     09/30/25  
Interest income                              
Interest and fees on loans $ 182,428     $ 165,937     $ 526,976     $ 413,604  
Interest and dividends on investment securities:                              
Taxable   12,580       12,033       34,361       24,457  
Tax-exempt   1,858       2,014       5,743       4,530  
Dividends   843       1,081       2,725       2,758  
Interest on federal funds sold and other short-term investments   2,432       6,644       7,640       13,179  
Total interest income   200,141       187,709       577,445       458,528  
Interest expense                              
Deposits   72,102       75,209       207,355       189,440  
Borrowings   10,741       10,483       30,349       22,432  
Total interest expense   82,843       85,692       237,704       211,872  
                               
Net interest income   117,298       102,017       339,741       246,656  
Provision for credit losses   5,000       5,500       18,500       44,700  
Net interest income after provision for credit losses   112,298       96,517       321,241       201,956  
                               
Noninterest income                              
Deposit, loan and other income   3,347       3,836       9,954       8,412  
Defined benefit pension plan curtailment gain   —       3,501       —       3,501  
Employee retention tax credit   —       6,608       —       6,608  
Income on bank owned life insurance   4,136       2,931       10,104       6,602  
Gains on sale of loans held-for-sale   1,203       859       3,220       1,372  
(Loss) on sale of loans held-for-sale-CRE restructuring   (23,025 )     —       (23,025 )     —  
(Losses) gains on equity securities   (159 )     1,674       (28 )     2,550  
Total noninterest income   (14,498 )     19,409       225       29,045  
                               
Noninterest expenses                              
Salaries and employee benefits   32,922       32,401       97,227       80,212  
Occupancy and equipment   4,968       5,122       15,832       11,280  
FDIC insurance   1,500       2,400       5,200       6,200  
Professional and consulting   3,278       2,929       9,513       7,893  
Marketing and advertising   951       771       3,038       2,206  
Information technology and communications   5,277       5,243       15,914       14,639  
Restructuring and exit charges   —       994       —       994  
Merger expenses and restructuring charges   —       1,898       2,233       33,963  
Bank owned life insurance restructuring charge   —       —       —       327  
Amortization of core deposit intangibles   2,846       3,196       8,536       4,726  
Other expenses   3,627       3,719       11,161       9,187  
Total noninterest expenses   55,369       58,673       168,654       171,627  
                               
Income before income tax expense   42,431       57,253       152,812       59,374  
Income tax expense   11,032       16,277       41,923       18,449  
Net income   31,399       40,976       110,889       40,925  
Preferred dividends   1,509       1,509       4,527       4,527  
Net income available to common stockholders $ 29,890     $ 39,467     $ 106,362     $ 36,398  
                               
Earnings per common share:                              
Basic $ 0.59     $ 0.79     $ 2.12     $ 0.83  
Diluted   0.59       0.78       2.10       0.83  
                               

ConnectOne’s management believes that the supplemental financial information, including non-GAAP measures provided below, is useful to investors. The non-GAAP measures should not be viewed as a substitute for financial results determined in accordance with GAAP, and are not necessarily comparable to non-GAAP financial measures presented by other companies. 

CONNECTONE BANCORP, INC.
SUPPLEMENTAL GAAP AND NON-GAAP FINANCIAL MEASURES
 
     
  As of  
  Sept. 30,     Jun. 30,     Mar. 31,     Dec. 31,     Sept. 30,  
  2026     2026     2026     2025     2025  
Selected Financial Data (dollars in thousands)  
Total assets $ 14,778,705     $ 14,411,864     $ 14,209,561     $ 14,002,700     $ 14,023,585  
Loans receivable:                                      
Commercial $ 1,650,434     $ 1,598,678     $ 1,638,836     $ 1,558,436     $ 1,613,421  
Commercial real estate   4,930,142       4,871,086       4,750,508       4,625,143       4,310,159  
Multifamily   3,057,962       3,679,302       3,574,336       3,437,080       3,420,465  
Commercial construction   585,707       528,103       571,073       623,902       728,615  
Residential   1,207,092       1,192,033       1,202,539       1,210,980       1,233,305  
Consumer   4,306       3,313       1,801       2,017       2,166  
Gross loans   11,435,643       11,872,515       11,739,093       11,457,558       11,308,131  
Net deferred loan fees   (3,110 )     (3,481 )     (3,497 )     (4,278 )     (4,495 )
Loans receivable   11,432,533       11,869,034       11,735,596       11,453,280       11,303,636  
Loans held-for-sale   678,880       —       10,222       391       —  
Total loans $ 12,111,413     $ 11,869,034     $ 11,745,818     $ 11,453,671     $ 11,303,636  
                                       
Investment and equity securities $ 1,345,736     $ 1,199,051     $ 1,215,806     $ 1,270,225     $ 1,272,335  
Goodwill and other intangible assets   271,622       274,468       277,313       280,158       278,730  
Deposits:                                      
Noninterest-bearing demand $ 2,479,625     $ 2,512,964     $ 2,393,938     $ 2,420,397     $ 2,513,102  
Time deposits   3,119,593       2,927,930       3,010,971       2,796,877       2,977,952  
Other interest-bearing deposits   6,179,124       6,299,469       6,108,144       6,023,341       5,878,241  
Total deposits $ 11,778,342     $ 11,740,363     $ 11,513,053     $ 11,240,615     $ 11,369,295  
                                       
Borrowings $ 1,072,398     $ 715,416     $ 827,477     $ 903,489     $ 833,443  
Subordinated debentures (net of debt issuance costs)   202,423       202,236       202,050       201,864       201,677  
Total stockholders’ equity   1,598,600       1,626,525       1,591,547       1,573,340       1,538,344  
                                       
Quarterly Average Balances                                      
Total assets $ 14,534,596     $ 14,254,280     $ 13,999,581     $ 13,963,138     $ 14,050,585  
Loans receivable:                                      
Commercial $ 1,623,410     $ 1,652,412     $ 1,579,368     $ 1,597,123     $ 1,583,673  
Commercial real estate (including multifamily)   8,600,502       8,433,558       8,137,515       7,822,943       7,630,195  
Commercial construction   544,828       524,023       613,661       646,414       704,170  
Residential   1,199,565       1,198,244       1,204,082       1,221,171       1,241,375  
Consumer   10,242       10,855       6,851       5,473       6,747  
Gross loans   11,978,547       11,819,092       11,541,477       11,293,124       11,166,160  
Net deferred loan fees   (3,287 )     (3,331 )     (4,042 )     (4,708 )     (4,418 )
Loans receivable   11,975,260       11,815,761       11,537,435       11,288,416       11,161,742  
Loans held-for-sale   7,623       107       335       230       318  
Total loans $ 11,982,883     $ 11,815,868     $ 11,537,770     $ 11,288,646     $ 11,162,060  
                                       
Investment and equity securities $ 1,307,476     $ 1,208,532     $ 1,256,147     $ 1,269,275     $ 1,274,000  
Goodwill and other intangible assets   273,499       276,313       279,158       279,165       280,814  
Deposits:                                      
Noninterest-bearing demand $ 2,510,843     $ 2,424,773     $ 2,384,883     $ 2,473,596     $ 2,486,993  
Time deposits   2,920,335       2,992,440       2,901,327       2,946,459       3,019,848  
Other interest-bearing deposits   6,252,427       6,122,264       5,996,487       5,907,547       5,889,230  
Total deposits $ 11,683,605     $ 11,539,477     $ 11,282,697     $ 11,327,602     $ 11,396,071  
                                       
Borrowings $ 874,544     $ 812,384     $ 833,551     $ 781,388     $ 783,994  
Subordinated debentures (net of debt issuance costs)   202,300       202,114       201,928       201,741       263,511  
Total stockholders’ equity   1,636,171       1,612,528       1,594,699       1,558,366       1,513,892  
                                       

  Three Months Ended  
  Sept. 30,     Jun. 30,     Mar. 31,     Dec. 31,     Sept. 30,  
  2026     2026     2026     2025     2025  
  (dollars in thousands, except for per share data)  
Net interest income $ 117,298     $ 113,639     $ 108,804     $ 106,595     $ 102,017  
Provision for credit losses   5,000       8,300       5,200       2,300       5,500  
Net interest income after provision for credit losses   112,298       105,339       103,604       104,295       96,517  
Noninterest income                                      
Deposit, loan and other income   3,347       3,324       3,283       3,289       3,836  
Defined benefit pension plan curtailment gain   —       —       —       —       3,501  
Employee retention tax credit   —       —       —       —       6,608  
Income on bank owned life insurance   4,136       3,017       2,951       2,946       2,931  
Gains on sale of loans held-for-sale   1,203       1,590       427       631       859  
(Loss) on sale of loans held-for-sale-CRE restructuring   (23,025 )     —       —       —       —  
(Losses) gains on equity securities   (159 )     (4 )     135       (846 )     1,674  
Total noninterest income   (14,498 )     7,927       6,796       6,020       19,409  
Noninterest expenses                                      
Salaries and employee benefits   32,922       31,537       32,768       31,211       32,401  
Occupancy and equipment   4,968       5,519       5,345       5,265       5,122  
FDIC insurance   1,500       1,700       2,000       2,400       2,400  
Professional and consulting   3,278       3,127       3,108       2,908       2,929  
Marketing and advertising   951       1,161       926       974       771  
Information technology and communications   5,277       5,394       5,243       5,366       5,243  
Restructuring and exit charges   —       —       —       —       994  
Merger expenses and restructuring charges   —       108       2,125       498       1,898  
Branch closing expenses   —       —       —       1,275       —  
Amortization of core deposit intangible   2,846       2,845       2,845       3,196       3,196  
Other expenses   3,627       4,025       3,509       3,853       3,719  
Total noninterest expenses   55,369       55,416       57,869       56,946       58,673  
                                       
Income before income tax expense   42,431       57,850       52,531       53,369       57,253  
Income tax expense   11,032       16,182       14,709       13,851       16,277  
Net income   31,399       41,668       37,822       39,518       40,976  
Preferred dividends   1,509       1,509       1,509       1,509       1,509  
Net income available to common stockholders $ 29,890     $ 40,159     $ 36,313     $ 38,009     $ 39,467  
                                       
Weighted average diluted common shares outstanding   50,455,230       50,404,698       50,382,297       50,414,115       50,462,030  
Diluted EPS $ 0.59     $ 0.80     $ 0.72     $ 0.75     $ 0.78  
                                       
Reconciliation of GAAP Net Income to Operating Net Income:                                      
Net income $ 31,399     $ 41,668     $ 37,822     $ 39,518     $ 40,976  
Restructuring and exit charges   —       —       —       —       994  
Merger expenses and restructuring charges   —       108       2,125       498       1,898  
Branch closing expenses   —       —       —       1,275       —  
Amortization of core deposit intangibles   2,846       2,845       2,845       3,196       3,196  
Loss on sale of loans held-for-sale-CRE restructuring   23,025       —       —       —       —  
Losses (gains) on equity securities   159       4       (135 )     846       (1,674 )
Defined benefit pension plan curtailment gain   —       —       —       —       (3,501 )
Employee retention tax credit   —       —       —       —       (6,608 )
Tax impact of adjustments   (8,069 )     (917 )     (1,499 )     (1,802 )     1,737  
Operating net income $ 49,360     $ 43,708     $ 41,158     $ 43,531     $ 37,018  
Preferred dividends   1,509       1,509       1,509       1,509       1,509  
Operating net income available to common stockholders $ 47,851     $ 42,199     $ 39,649     $ 42,022     $ 35,509  
                                       
Operating diluted EPS (non-GAAP) (1) $ 0.95     $ 0.84     $ 0.79     $ 0.83     $ 0.70  
                                       
Return on Assets Measures                                      
Average assets $ 14,534,596     $ 14,254,280     $ 13,999,581     $ 13,963,138     $ 14,050,585  
Return on avg. assets   0.86 %     1.17 %     1.10 %     1.12 %     1.16 %
Operating return on avg. assets (non-GAAP) (2)   1.35       1.23       1.19       1.24       1.05  
Pre-provision net operating revenue (“PPNR”) return on avg. assets (non-GAAP) (3)   2.01       1.94       1.81       1.75       1.61  

____________________________

(1) Operating net income available to common stockholders divided by weighted average diluted shares outstanding.
(2) Operating net income divided by average assets.
(3) Net income before income tax expense, provision for credit losses, merger expenses and restructuring charges, branch closing expenses, BOLI restructuring charges, restructuring and exit charges, CRE restructuring, employee retention tax credit, defined benefit pension plan curtailment gain, amortization of core deposit intangibles and net gains on equity securities divided by average assets.

  Three Months Ended  
  Sept. 30,     Jun. 30,     Mar. 31,     Dec. 31,     Sept. 30,  
  2026     2026     2026     2025     2025  
Return on Equity Measures (dollars in thousands)  
Average stockholders’ equity $ 1,636,171     $ 1,612,528     $ 1,594,699     $ 1,558,366     $ 1,513,892  
Less: average preferred stock   (110,927 )     (110,927 )     (110,927 )     (110,927 )     (110,927 )
Average common equity $ 1,525,244     $ 1,501,601     $ 1,483,772     $ 1,447,439     $ 1,402,965  
Less: average intangible assets   (273,499 )     (276,313 )     (279,158 )     (279,165 )     (280,814 )
Average tangible common equity $ 1,251,745     $ 1,225,288     $ 1,204,614     $ 1,168,274     $ 1,122,151  
Return on avg. common equity (GAAP)   7.77 %     10.73 %     9.93 %     10.42 %     11.16 %
Operating return on avg. common equity (non-GAAP) (4)   12.45       11.27       10.84       11.52       10.04  
Return on avg. tangible common equity (non-GAAP) (5)   10.10       13.79       12.89       13.66       14.74  
Operating return on avg. tangible common equity (non-GAAP) (6)   15.17       13.81       13.35       14.27       12.55  
                                       
Efficiency Measures                                      
Total noninterest expenses $ 55,369     $ 55,416     $ 57,869     $ 56,946     $ 58,673  
Restructuring and exit charges   —       —       —       —       (994 )
Merger expenses and restructuring charges   —       (108 )     (2,125 )     (498 )     (1,898 )
Branch closing expenses   —       —       —       (1,275 )     —  
Amortization of core deposit intangibles   (2,846 )     (2,845 )     (2,845 )     (3,196 )     (3,196 )
Operating noninterest expense $ 52,523     $ 52,463     $ 52,899     $ 51,977     $ 52,585  
                                       
Net interest income (tax equivalent basis) $ 118,541     $ 114,841     $ 109,976     $ 107,761     $ 103,155  
Noninterest income   (14,498 )     7,927       6,796       6,020       19,409  
Defined benefit pension plan curtailment gain   —       —       —       —       (3,501 )
Employee retention tax credit   —       —       —       —       (6,608 )
Loss on sale of loans held-for-sale-CRE restructuring   23,025       —       —       —       —  
Losses (gains) on equity securities   159       4       (135 )     846       (1,674 )
Operating revenue $ 127,227     $ 122,772     $ 116,637     $ 114,627     $ 110,781  
                                       
Operating efficiency ratio (non-GAAP) (7)   41.3 %     42.7 %     45.4 %     45.3 %     47.5 %
                                       
Net Interest Margin                                      
Average interest-earning assets $ 13,685,961     $ 13,451,804     $ 13,160,794     $ 13,093,053     $ 13,172,443  
Net interest income (tax equivalent basis) $ 118,541     $ 114,841     $ 109,976     $ 107,761     $ 103,155  
Net interest margin (non-GAAP)   3.44 %     3.42 %     3.39 %     3.27 %     3.11 %

____________________________

(4) Operating net income available to common stockholders divided by average common equity.
(5) Net income available to common stockholders, excluding amortization of intangible assets, divided by average tangible common equity.
(6) Operating net income available to common stockholders, divided by average tangible common equity.
(7) Operating noninterest expense divided by operating revenue.

  As of  
  Sept. 30,     Jun. 30,     Mar. 31,     Dec. 31,     Sept. 30,  
  2026     2026     2026     2025     2025  
Capital Ratios and Book Value per Share (dollars in thousands, except for per share data)  
Stockholders equity $ 1,598,600     $ 1,626,525     $ 1,591,547     $ 1,573,340     $ 1,538,344  
Less: preferred stock   (110,927 )     (110,927 )     (110,927 )     (110,927 )     (110,927 )
Common equity $ 1,487,673     $ 1,515,598     $ 1,480,620     $ 1,462,413     $ 1,427,417  
Less: intangible assets   (271,622 )     (274,468 )     (277,313 )     (280,158 )     (278,730 )
Tangible common equity $ 1,216,051     $ 1,241,130     $ 1,203,307     $ 1,182,255     $ 1,148,687  
                                       
Total assets $ 14,778,705     $ 14,411,864     $ 14,209,561     $ 14,002,700     $ 14,023,585  
Less: intangible assets   (271,622 )     (274,468 )     (277,313 )     (280,158 )     (278,730 )
Tangible assets $ 14,507,083     $ 14,137,396     $ 13,932,248     $ 13,722,542     $ 13,744,855  
                                       
Common shares outstanding   50,268,879       50,319,832       50,288,494       50,271,854       50,273,089  
                                       
Common equity ratio (GAAP)   10.07 %     10.52 %     10.42 %     10.44 %     10.18 %
Tangible common equity ratio (non-GAAP) (8)   8.38       8.78       8.64       8.62       8.36  
                                       
Regulatory capital ratios (Bancorp):                                      
Leverage ratio   9.80 %     9.85 %     9.79 %     9.61 %     9.35 %
Common equity Tier 1 risk-based ratio   10.10       10.28       10.23       10.24       10.17  
Risk-based Tier 1 capital ratio   11.01       11.22       11.19       11.22       11.17  
Risk-based total capital ratio   13.44       13.71       13.81       13.88       13.88  
                                       
Regulatory capital ratios (Bank):                                      
Leverage ratio   10.78 %     10.81 %     10.81 %     10.59 %     10.35 %
Common equity Tier 1 risk-based ratio   12.11       12.31       12.35       12.36       12.37  
Risk-based Tier 1 capital ratio   12.11       12.31       12.35       12.36       12.37  
Risk-based total capital ratio   12.99       13.20       13.33       13.33       13.38  
                                       
Book value per share (GAAP) $ 29.59     $ 30.12     $ 29.44     $ 29.09     $ 28.39  
Tangible book value per share (non-GAAP) (9)   24.19       24.66       23.93       23.52       22.85  
                                       
Net Loan Charge-offs (Recoveries) (10):                                      
Charge-offs $ 3,179     $ 17,022     $ 2,758     $ 5,613     $ 5,174  
Recoveries   (941 )     (531 )     (467 )     (836 )     (38 )
Net loan charge-offs $ 2,238     $ 16,491     $ 2,291     $ 4,777     $ 5,136  
Net loan charge-offs as a % of average loans receivable (annualized)   0.07 %     0.56 %     0.08 %     0.17 %     0.18 %
                                       
Asset Quality                                      
Nonaccrual loans $ 64,330     $ 79,664     $ 41,579     $ 45,915     $ 39,671  
Other real estate owned   —       —       —       —       —  
Nonperforming assets $ 64,330     $ 79,664     $ 41,579     $ 45,915     $ 39,671  
                                       
Allowance for credit losses – loans (excluding nonaccretable credit marks) $ 108,818     $ 106,120     $ 115,609     $ 112,282     $ 113,163  
Add: nonaccretable credit marks   11,802       34,029       37,447       42,023       43,336  
Allowance for credit losses – loans (“ACL”) $ 120,620     $ 140,149     $ 153,056     $ 154,305     $ 156,499  
                                       
Loans receivable $ 11,432,533     $ 11,869,034     $ 11,735,596     $ 11,453,280     $ 11,303,636  
                                       
Nonaccrual loans as a % of loans receivable   0.56 %     0.67 %     0.35 %     0.40 %     0.35 %
Nonperforming assets as a % of total assets   0.44       0.55       0.29       0.33       0.28  
ACL as a % of loans receivable   1.06       1.18       1.30       1.35       1.38  
ACL as a % of nonaccrual loans   187.5       175.9       368.1       336.1       394.5  

____________________________

(8) Tangible common equity divided by tangible assets.
(9) Tangible common equity divided by common shares outstanding at period-end.
(10) Includes only non-PCD loans.

CONNECTONE BANCORP, INC.
NET INTEREST MARGIN ANALYSIS
(dollars in thousands)

     
  For the Three Months Ended  
  September 30, 2026     June 30, 2026     September 30, 2025  
Interest-earning assets: Average Balance     Interest     Rate(7)     Average Balance     Interest     Rate(7)     Average Balance     Interest     Rate(7)  
Investment securities (1) (2) $ 1,387,589     $ 14,931       4.27 %   $ 1,275,125     $ 13,397       4.21 %   $ 1,355,775     $ 14,581       4.27 %
Loans receivable and loans held-for-sale (2) (3) (4)   11,982,883       183,178       6.06       11,815,868       176,944       6.01       11,162,060       166,541       5.92  
Federal funds sold and interest-     ​       ​       ​       ​       ​       ​       ​       ​       ​
bearing deposits with banks   262,118       2,432       3.68       309,872       2,821       3.65       605,344       6,644       4.35  
Restricted investment in bank stock   53,371       843       6.27       50,939       947       7.46       49,264       1,081       8.71  
Total interest-earning assets   13,685,961       201,384       5.84       13,451,804       194,109       5.79       13,172,443       188,847       5.69  
Allowance for loan losses   (142,006 )       ​       ​     (155,399 )       ​       ​     (159,157 )       ​       ​
Noninterest-earning assets   990,641         ​       ​     957,875         ​       ​     1,037,299         ​       ​
Total assets $ 14,534,596         ​       ​   $ 14,254,280         ​       ​   $ 14,050,585         ​       ​
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Interest-bearing liabilities:     ​       ​       ​       ​       ​       ​       ​       ​       ​
Money market deposits   3,065,588       22,998       2.98       3,052,487       22,148       2.91       3,041,528       24,578       3.21  
Savings deposits   942,742       6,234       2.62       978,961       6,339       2.60       949,775       7,198       3.01  
Time deposits   2,920,335       27,603       3.75       2,992,440       27,776       3.72       3,019,848       30,072       3.95  
Other interest-bearing deposits   2,244,097       15,267       2.70       2,090,816       13,308       2.55       1,897,927       13,361       2.79  
Total interest-bearing deposits   9,172,762       72,102       3.12       9,114,704       69,571       3.06       8,909,078       75,209       3.35  
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Borrowings   874,544       6,393       2.90       812,384       5,402       2.67       783,994       4,550       2.30  
Subordinated debentures   202,300       4,337       8.51       202,114       4,283       8.50       263,511       5,917       8.91  
Finance lease   769       11       5.68       845       12       5.70       1,068       16       5.94  
Total interest-bearing liabilities   10,250,375       82,843       3.21       10,130,047       79,268       3.14       9,957,651       85,692       3.41  
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Noninterest-bearing demand deposits   2,510,843         ​       ​     2,424,773         ​       ​     2,486,993         ​       ​
Other liabilities   137,207         ​       ​     86,932         ​       ​     92,049         ​       ​
Total noninterest-bearing liabilities   2,648,050         ​       ​     2,511,705         ​       ​     2,579,042         ​       ​
Stockholders’ equity   1,636,171         ​       ​     1,612,528         ​       ​     1,513,892         ​       ​
Total liabilities and stockholders’ equity $ 14,534,596         ​       ​   $ 14,254,280         ​       ​   $ 14,050,585         ​       ​
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Net interest income (tax equivalent basis)     ​     118,541         ​       ​     114,841         ​       ​     103,155         ​
Net interest spread (5)     ​       ​     2.63 %       ​       ​     2.65 %       ​       ​     2.28 %
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Net interest margin (6)     ​       ​     3.44 %       ​       ​     3.42 %       ​       ​     3.11 %
      ​       ​       ​       ​       ​       ​       ​       ​       ​
Tax equivalent adjustment     ​     (1,243 )       ​       ​     (1,202 )       ​       ​     (1,138 )       ​
Net interest income     ​   $ 117,298         ​       ​   $ 113,639         ​       ​   $ 102,017         ​

____________________________

(1) Average balances are calculated on amortized cost.
(2) Interest income is presented on a tax equivalent basis using 21% federal tax rate.
(3) Includes loan fee income.
(4) Loans include nonaccrual loans.
(5) Represents difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities and is presented on a tax equivalent basis.
(6) Represents net interest income on a tax equivalent basis divided by average total interest-earning assets.
(7) Rates are annualized.

This press release was published by a CLEAR® Verified individual.

FORT WORTH, Texas, Oct. 22, 2026 (GLOBE NEWSWIRE) — American Airlines Group Inc. (NASDAQ: AAL) today reported its third-quarter 2026 financial results, reflecting execution of its commercial strategy and the benefits of long-term investments in its customers, team members, network, fleet and technology.

Third-quarter financial highlights:

  • Total revenue of $16.3 billion, up 19.3% year over year, above the high end of the previously announced guidance range.
  • Delivered the best unit cost performance among the network carriers, with CASM-ex1 up 3.0%.
  • Fuel expense for the quarter increased $1.9 billion, or 67.5%, year over year.
  • GAAP net loss of $269 million, or ($0.41) per diluted share.
  • Adjusted net loss of $182 million2, or ($0.28) per diluted share. Adjusted net loss was only $71 million below third quarter 2025 despite the $1.9 billion increase in fuel expense.

“American delivered record third-quarter revenue and the strongest year-over-year revenue growth in my career, with premium performance leading the way,” said American’s CEO Robert Isom. “The investments we are making across the four pillars of our commercial strategy are working, and we expect another quarter of record revenue growth to close out the year. While historically high fuel prices significantly impacted our financial results, our focus remains on restoring profitability and building a stronger American for the long term. I’m grateful to the American Airlines team for making this progress possible.”

The company’s third-quarter results were driven by strong revenue performance across all geographies and cabins:

  • Premium revenue increased 22.9%, and Main Cabin revenue increased 19.5% year over year.
  • Total unit revenue increased 14.5% year over year, reflecting continued strength in demand for travel.
  • Domestic passenger unit revenue increased 13.6% year over year in the third quarter.
  • International passenger unit revenue increased 16.4%, with the Latin America entity up 21.1%, the Atlantic entity up 14.5% and the Pacific entity up 11.3% compared to the third quarter of 2025.
  • AAdvantage® enrollments increased 27.4% year over year.
  • Demand for business travel remained strong, with managed corporate revenue increasing 27.6% year over year, marking the sixth consecutive quarter of double-digit growth.

This revenue performance was a result of the company’s continued focus on its four commercial pillars: elevate the customer experience, grow the global network, drive premium revenue and lead in loyalty.

1) Elevate the customer experience

American’s investments in high-speed connectivity, lounges, seatback entertainment, airport facilities and fleet modernization are creating the foundation for a best-in-class customer experience.

In May, American announced plans to equip more than 500 aircraft with high-speed Starlink Wi-Fi, representing the largest in-flight connectivity upgrade in the airline’s history. Building on that commitment, the company announced on Oct. 8 that it plans to expand Starlink installation across its entire mainline fleet, bringing the technology to more than 1,000 aircraft. Once installation is complete, American will offer one of the largest fleets of Starlink-connected aircraft in the world.

The company also continues to grow its Admirals Club® and premium lounge network with more lounges opening or being renovated than at any point in company history. Additionally, American announced the expansion of seatback entertainment to the narrowbody fleet, including screens on new deliveries beginning in 2028. With these foundational investments underway, American remains focused on further improving customer satisfaction through enhanced operational reliability, better disruption management and a more consistent travel experience.

2) Grow the global network

American continues to strengthen its global network, offering customers more destinations, better connectivity and greater schedule utility. At Dallas Fort Worth International Airport (DFW), this year’s rebank produced record passenger volumes, fewer misconnections and mishandled bags, and unit revenue that outpaced the rest of the system. In Chicago, Miami, Philadelphia and Phoenix, American is building stronger schedules for local customers.

3) Drive premium revenue

American continues to see momentum in premium demand, demonstrating the benefits of recent investments across its premium products and customer experience. Premium passenger unit revenue increased 18.5% year over year during the third quarter, compared with an increase of 14.4% in Main Cabin.

American plans to continue expanding premium seating through the delivery of new aircraft and the retrofit of existing aircraft. Premium products generate roughly half of the company’s ticket revenue on approximately 30% of seats today. Through the recently announced narrowbody retrofit program, American expects premium seats on narrowbody aircraft to increase to 40% in the coming years.

The company also continues to take actions to improve revenue quality and provide customers with a broader range of choices. These initiatives contributed to a 6-point increase in the upsell rate from Basic Economy to Main Cabin during the quarter.

4) Lead in loyalty

The AAdvantage® program remains one of American’s strongest competitive advantages, driving customer engagement, premium demand and long-term value creation. The program continues to benefit from strong member activity, increased engagement and enhancements to American’s co-branded credit card program.

Enrollments in the AAdvantage® program increased 27.4% year over year in the third quarter. American’s co-branded credit card partnership with Citi saw year-over-year third-quarter card spend growth of nearly 10%.

Efficiency and cost performance

American continues to benefit from long-term investments in technology, procurement and other initiatives designed to build a more efficient and resilient airline. The company is reengineering how work gets done across the business, improving productivity and simplifying processes while continuing to invest in the customer and team member experience.

By the end of 2026, the company expects to have achieved nearly $1 billion in annual run rate savings and more than $900 million in working capital improvements through its multiyear reengineering efforts. American continues to identify opportunities to use technology, automation and artificial intelligence to simplify the business and equip team members with better tools to improve decision-making.

“We remain focused ​on the ​factors ​that drive the most value,” said American’s ​Chief Financial Officer Devon ​May. “Our long-term ​focus ​on ​efficiency supported ​industry-leading unit ​cost results in the quarter, with CASM-ex ​increasing 3.0% ​year over ​year. For the full year, we expect to lead the network carriers in the spread between year-over-year unit revenue and CASM-ex growth.”

Overall financial results were pressured by a significant increase in fuel costs. American paid an average of $3.85 per gallon in the third quarter, which increased fuel expense by $1.9 billion year over year.

Balance sheet and liquidity

American ended the third quarter with $11.8 billion of total available liquidity and more than $26 billion of unencumbered assets and first-lien capacity. The company remains committed to reducing debt, lowering interest expense and achieving its target of 3.0x net debt3 to EBITDAR, in line with BB credit metrics.

Outlook and financial guidance

In​ the fourth ​quarter, ​the ​company ​expects continued ​revenue ​strength, with ​year-over-year ​revenue ​growth ​between ​19.5% and 22.5%. ​Based ​on the forward fuel curve ​as ​of Oct. 19, American anticipates an ​average fuel price ​of ​approximately $4.70 ​per gallon, nearly double the price paid in ​the fourth ​quarter of ​2025. At ​that price, ​fuel ​expense is ​expected to increase approximately $2.8 billion ​versus ​the fourth ​quarter of ​2025.

Given elevated fuel prices, American expects network growth in 2027 to slow from 2026 levels.

4Q 2026E (vs. 4Q 2025)
Available seat miles +5.5% – +6.5%
Total revenue +19.5% – +22.5%
CASM excluding net special items, fuel and profit sharing1 +2.5% – +3.5%
Adjusted loss per diluted share4 ($1.10) – ($0.50)
   
FY 2026E
Adjusted loss per diluted share4 ($1.60) – ($1.00)
   

Conference call and webcast

American will host a conference call at 7:30 a.m. CT today. A live webcast and replay will be available at American’s investor relations website.

Notes

See the accompanying notes in the financial tables section of this news release for further explanation, including reconciliations of certain GAAP to non-GAAP financial information.

  1. Cost per available seat mile excluding net special items, fuel and profit sharing, or CASM-ex, is a non-GAAP measure. The company is unable to reconcile certain forward-looking information to GAAP because the nature or amount of net special items cannot be determined at this time.
  2. Adjusted net loss is a non-GAAP financial measure and excludes $87 million of net special items after the effect of taxes that the company recognized in the third quarter.
  3. Net debt includes debt, finance and operating lease liabilities and pension obligations less unrestricted cash and short-term investments.
  4. Adjusted loss per diluted share guidance excludes the impact of net special items and represents an absolute number, not a year-over-year comparison. The company is unable to reconcile certain forward-looking information to GAAP as the nature or amount of net special items cannot be determined at this time.

    Other: Third-quarter revenue growth of 19.3% is the highest in company history excluding the years following the pandemic.

About American Airlines Group (NASDAQ: AAL)

American Airlines is a premium global airline connecting more of the U.S. to the world. With roots tracing back to an air mail carrier in the Midwestern United States in 1926, American now operates more than 6,000 daily flights to more than 350 destinations in more than 60 countries and serves more than 200 million customers annually. Powered by a proud and talented team of 140,000 aviation professionals, American’s team lives out the airline’s purpose of caring for people on life’s journey every day.

The world’s largest airline proudly celebrates its centennial year in 2026, reaching a milestone that reflects a century of innovation and the Forever ForwardSM spirit that changed the industry and the world. American introduced the first scheduled air cargo service, the first airport lounge and the first airline loyalty program and continues to reinvent the customer experience today. The airline is also a founding member of the oneworld alliance, whose members serve more than 900 destinations around the globe.

Get the latest about American at news.aa.com and @AmericanAir.

Use of websites and social media to disclose information

American routinely uses the investor relations section of its website as well as its social media pages, including on Facebook and X, and its newsroom at news.aa.com, to disclose important information about American Airlines Group Inc. and its subsidiaries and to comply with its disclosure obligations under Regulation Fair Disclosure. The information contained on, or that may be accessed through, the company’s website, social media channels or newsroom is not incorporated by reference into, and is not a part of, this document, and all website addresses in this document are intended to be inactive textual references only.

Cautionary statement regarding forward-looking statements and information

Certain of the statements contained in this document should be considered forward-looking statements within the meaning of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “estimate,” “plan,” “project,” “could,” “should,” “would,” “continue,” “seek,” “target,” “guidance,” “outlook,” “if current trends continue,” “optimistic,” “forecast” and other similar words. Such statements include, but are not limited to, statements about the company’s plans, objectives, expectations, intentions, estimates and strategies for the future, and other statements that are not historical facts. These forward-looking statements are based on the company’s current objectives, beliefs and expectations, and they are subject to significant risks and uncertainties that may cause actual results and financial position and timing of certain events to differ materially from the information in the forward-looking statements. These risks and uncertainties include, but are not limited to, downturns in economic conditions could adversely affect our business; we will need to obtain sufficient financing or other capital to operate successfully; our high level of debt and other obligations may limit our ability to fund general corporate requirements and obtain additional financing, may limit our flexibility in responding to competitive developments and may cause our business to be vulnerable to adverse economic and industry conditions; if our financial condition worsens, provisions in our credit card processing and other commercial agreements may adversely affect our liquidity; the loss of key personnel whom we depend on to operate our business, or the inability to attract, develop and retain additional qualified personnel could adversely affect our business; our business has been and will continue to be materially affected by many changing economic, geopolitical, commercial, regulatory and other conditions beyond our control, including global events that affect travel behavior; the airline industry is intensely competitive and dynamic; union disputes, employee strikes and other labor-related disruptions may adversely affect our operations and financial performance; if we encounter problems with any of our third-party regional operators or third-party service providers, our operations could be adversely affected by a resulting decline in revenue or negative public perception about our services; any damage to our reputation or brand image could adversely affect our business or financial results; risks of losses and adverse publicity from any public incidents involving our company, people or brand; changes to our business model that are designed to increase revenues and reduce costs may not be successful and may cause operational difficulties or decreased demand; our intellectual property rights, particularly our branding rights, are valuable, and any inability to protect them may adversely affect our business and financial results; we may be a party to litigation in the normal course of business or otherwise, which could affect our financial position and liquidity; we rely heavily on technology and automated systems, including artificial intelligence, to operate our business, and any failures could harm our business, results of operations and financial condition; evolving data privacy requirements could increase our costs, and any significant cybersecurity incident could disrupt our operations, harm our reputation, expose us to legal risks and otherwise materially adversely affect our business, results of operations and financial condition; we are exposed to risks from cyberattacks, and any cybersecurity incidents involving us, our third-party service providers, or one of our AAdvantage partners or other business partners; we have a significant amount of goodwill, which is assessed for impairment at least annually. We may never realize the full value of our intangible or long-lived assets, causing us to record material impairment charges; the commercial relationships that we have with other companies, including any related equity investments, may not produce the returns or results we expect; our business is very dependent on the price and availability of aircraft fuel. Continued periods of high volatility in fuel costs, increased fuel prices or significant disruptions in the supply of aircraft fuel could have a significant negative impact on consumer demand, our operating results and liquidity; our business is subject to extensive government regulation; we can be adversely affected by any prolonged partial or full U.S. Government shutdown; we operate a global business with international operations that are subject to economic and political instability and have been, and in the future may continue to be, adversely affected by numerous events, circumstances or government actions beyond our control; we may be adversely affected by conflicts overseas, terrorist attacks or other acts of violence, domestically or abroad; the travel industry continues to face ongoing security concerns; we are subject to risks associated with climate change, including increased regulation of our greenhouse gas emissions, changing consumer preferences and the potential for increased impacts of severe weather events on our operations and infrastructure; we are subject to various risks associated with environmental and social matters, and many forms of environmental and noise regulation; a shortage of pilots or other personnel could materially adversely affect our business; we depend on a limited number of suppliers for aircraft, aircraft engines and parts. Delays in scheduled aircraft deliveries, unexpected grounding of aircraft or aircraft engines whether by regulators or by us, or other loss of anticipated fleet capacity, and failure of new aircraft to receive regulatory approval, be produced or otherwise perform as and when expected, adversely impacts our business, results of operations and financial condition; we rely on third-party distribution channels and must effectively manage the costs, rights and functionality of these channels; if we are unable to obtain and maintain adequate facilities and infrastructure throughout our system and, at some airports, adequate slots, we may be unable to operate our existing flight schedule and to expand or change our route network in the future; interruptions or disruptions in service at one of our key facilities; increases in insurance costs or reductions in insurance coverage, and heavy taxation of the airline industry; risks related to ownership of AAG common stock; and other risks set forth herein as well as in the company’s latest annual report on Form 10-K for the year ended December 31, 2025 (especially in Part I, Item 1A. Risk Factors and Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations) and subsequent quarterly reports on Form 10-Q (especially in Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Part II, Item 1A. Risk Factors), and other risks and uncertainties listed from time to time in the company’s other filings with the Securities and Exchange Commission. Additionally, there may be other factors of which the company is not currently aware that may affect matters discussed in the forward-looking statements and may also cause actual results to differ materially from those discussed. The company does not assume any obligation to publicly update or supplement any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements other than as required by law. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in the statement.

Financial tables

American Airlines Group Inc.  
Condensed Consolidated Statements of Operations  
(In millions, except share and per share amounts)  
(Unaudited)  
                           
    3 Months Ended
September 30,
  Percent
Increase
  9 Months Ended
September 30,
  Percent
Increase
 
      2026       2025     (Decrease)     2026       2025     (Decrease)  
                           
Operating revenues:                          
Passenger   $ 14,900     $ 12,471     19.5     $ 42,609     $ 36,985     15.2    
Cargo     274       212     29.1       761       612     24.3    
Other     1,161       1,008     15.2       3,612       3,037     18.9    
Total operating revenues     16,335       13,691     19.3       46,982       40,634     15.6    
                           
Operating expenses:                          
Aircraft fuel and related taxes     4,635       2,767     67.5       12,444       8,017     55.2    
Salaries, wages and benefits     4,713       4,461     5.7       14,027       13,065     7.4    
Regional expenses:                          
Regional operating expenses     1,356       1,286     5.5       4,012       3,809     5.3    
Regional depreciation and amortization     93       84     10.5       276       244     13.0    
Maintenance, materials and repairs     1,092       1,028     6.2       3,100       2,876     7.8    
Other rent and landing fees     996       906     9.9       2,862       2,627     9.0    
Aircraft rent     309       310     (0.5 )     926       910     1.7    
Selling expenses     553       483     14.7       1,664       1,467     13.4    
Depreciation and amortization     493       474     3.9       1,446       1,418     2.0    
Special items, net     9       7     22.5       29       125     (76.6 )  
Other     1,971       1,734     13.7       5,675       5,061     12.1    
Total operating expenses     16,220       13,540     19.8       46,461       39,619     17.3    
                           
Operating income     115       151     (23.4 )     521       1,015     (48.7 )  
                           
Nonoperating income (expense):                          
Interest income     87       90     (3.8 )     217       285     (24.0 )  
Interest expense, net     (435 )     (432 )   0.7       (1,242 )     (1,294 )   (4.0 )  
Other income (expense), net     (101 )     49     nm (1)     (198 )     42     nm    
Total nonoperating expense, net     (449 )     (293 )   53.8       (1,223 )     (967 )   26.5    
                           
Income (loss) before income taxes     (334 )     (142 )   nm       (702 )     48     nm    
                               
Income tax provision (benefit)     (65 )     (28 )   nm       (122 )     36     nm    
                               
Net income (loss)   $ (269 )   $ (114 )   nm     $ (580 )   $ 12     nm    
                           
                           
Earnings (loss) per common share:                          
Basic   $ (0.41 )   $ (0.17 )       $ (0.88 )   $ 0.02        
Diluted   $ (0.41 )   $ (0.17 )       $ (0.88 )   $ 0.02        
                           
Weighted average shares outstanding (in thousands):                          
Basic     662,706       660,358           662,026       659,788        
Diluted     662,706       660,358           662,026       660,784        
                           
                           
                           
Note: Percent change may not recalculate due to rounding.
                           
(1) Not meaningful or greater than 100% change.  
                           

American Airlines Group Inc.
Consolidated Operating Statistics (1)
(Unaudited)
                             
    3 Months Ended
September 30,
  Increase     9 Months Ended
September 30,
  Increase  
    2026   2025   (Decrease)     2026   2025   (Decrease)  
                             
Revenue passenger miles (millions)   67,265   66,580   1.0   %   193,934   188,698   2.8   %
Available seat miles (ASM) (millions)   80,680   77,400   4.2   %   234,533   224,939   4.3   %
Passenger load factor (percent)   83.4   86.0   (2.6 ) pts   82.7   83.9   (1.2 ) pts
Yield (cents)   22.15   18.73   18.3   %   21.97   19.60   12.1   %
Passenger revenue per ASM (cents)   18.47   16.11   14.6   %   18.17   16.44   10.5   %
Total revenue per ASM (cents)   20.25   17.69   14.5   %   20.03   18.06   10.9   %
Cargo ton miles (millions)   625   545   14.7   %   1,790   1,550   15.5   %
Cargo yield per ton mile (cents)   43.86   38.94   12.6   %   42.52   39.52   7.6   %
                             
Fuel consumption (gallons in millions)   1,204   1,169   3.0   %   3,473   3,375   2.9   %
Average aircraft fuel price including related taxes (dollars per gallon)   3.85   2.37   62.7   %   3.58   2.38   50.8   %
                             
Operating cost per ASM (cents)   20.10   17.49   14.9   %   19.81   17.61   12.5   %
Operating cost per ASM excluding net special items (cents)   20.08   17.48   14.9   %   19.79   17.56   12.7   %
Operating cost per ASM excluding net special items and fuel (cents)   14.34   13.91   3.1   %   14.49   13.99   3.5   %
Operating cost per ASM excluding net special items, fuel and profit sharing (cents) 14.34   13.92   3.0   %   14.49   13.98   3.6   %
                             
Passenger enplanements (thousands)   58,143   58,474   (0.6 ) %   169,014   168,220   0.5   %
Departures (thousands):                            
Mainline   304   298   2.3   %   896   881   1.7   %
Regional   281   267   5.3   %   820   787   4.2   %
Total   585   565   3.7   %   1,716   1,668   2.9   %
Average stage length (miles):                            
Mainline   1,220   1,201   1.6   %   1,212   1,188   2.0   %
Regional   471   464   1.4   %   473   465   1.9   %
Total   861   853   0.9   %   859   846   1.5   %
Aircraft at end of period:                            
Mainline   1,037   998   3.9   %   1,037   998   3.9   %
Regional (2)   587   557   5.4   %   587   557   5.4   %
Total   1,624   1,555   4.4   %   1,624   1,555   4.4   %
Full-time equivalent employees at end of period:                            
Mainline   107,700   104,900   2.7   %   107,700   104,900   2.7   %
Regional (3)   33,400   32,000   4.4   %   33,400   32,000   4.4   %
Total   141,100   136,900   3.1   %   141,100   136,900   3.1   %
                             
                             
Note: Amounts may not recalculate due to rounding.                            
                             
(1) Unless otherwise noted, operating statistics include mainline and regional operations. Regional includes wholly-owned regional airline subsidiaries and operating results from capacity purchase carriers.
(2) Includes aircraft owned and leased by American as well as aircraft operated by third-party regional carriers under capacity purchase agreements. Excluded from the aircraft count above are two Bombardier CRJ900 regional aircraft that are held in temporary storage as of September 30, 2026.
(3) Regional full-time equivalent employees only include our wholly-owned regional airline subsidiaries.
                             

American Airlines Group Inc.
Consolidated Revenue Statistics by Region
(Unaudited)
                             
    3 Months Ended
September 30,
  Increase     9 Months Ended
September 30,
  Increase  
    2026   2025   (Decrease)     2026   2025   (Decrease)  
                             
Domestic (1)                            
Revenue passenger miles (millions)   44,579   43,741   1.9   %   129,068   125,206   3.1   %
Available seat miles (ASM) (millions)   54,096   51,106   5.9   %   157,579   149,762   5.2   %
Passenger load factor (percent)   82.4   85.6   (3.2 ) pts   81.9   83.6   (1.7 ) pts
Passenger revenue (dollars in millions)   10,489   8,723   20.2   %   30,205   26,010   16.1   %
Yield (cents)   23.53   19.94   18.0   %   23.40   20.77   12.7   %
Passenger revenue per ASM (cents)   19.39   17.07   13.6   %   19.17   17.37   10.4   %
                             
Latin America (2)                            
Revenue passenger miles (millions)   7,706   7,726   (0.3 ) %   26,612   26,106   1.9   %
Available seat miles (millions)   8,807   8,832   (0.3 ) %   31,379   30,560   2.7   %
Passenger load factor (percent)   87.5   87.5   –   pts   84.8   85.4   (0.6 ) pts
Passenger revenue (dollars in millions)   1,618   1,340   20.7   %   5,307   4,795   10.7   %
Yield (cents)   20.99   17.34   21.1   %   19.94   18.37   8.6   %
Passenger revenue per ASM (cents)   18.37   15.17   21.1   %   16.91   15.69   7.8   %
                             
Atlantic                            
Revenue passenger miles (millions)   12,746   12,951   (1.6 ) %   30,802   30,317   1.6   %
Available seat miles (millions)   15,023   14,878   1.0   %   36,708   36,255   1.2   %
Passenger load factor (percent)   84.8   87.0   (2.2 ) pts   83.9   83.6   0.3   pts
Passenger revenue (dollars in millions)   2,438   2,109   15.6   %   5,893   5,160   14.2   %
Yield (cents)   19.13   16.28   17.5   %   19.13   17.02   12.4   %
Passenger revenue per ASM (cents)   16.23   14.17   14.5   %   16.05   14.23   12.8   %
                             
Pacific                            
Revenue passenger miles (millions)   2,234   2,162   3.3   %   7,452   7,069   5.4   %
Available seat miles (millions)   2,754   2,584   6.6   %   8,867   8,362   6.0   %
Passenger load factor (percent)   81.1   83.7   (2.6 ) pts   84.0   84.5   (0.5 ) pts
Passenger revenue (dollars in millions)   355   299   18.5   %   1,204   1,020   18.0   %
Yield (cents)   15.88   13.84   14.8   %   16.15   14.43   11.9   %
Passenger revenue per ASM (cents)   12.88   11.58   11.3   %   13.57   12.20   11.3   %
                             
Total International                            
Revenue passenger miles (millions)   22,686   22,839   (0.7 ) %   64,866   63,492   2.2   %
Available seat miles (millions)   26,584   26,294   1.1   %   76,954   75,177   2.4   %
Passenger load factor (percent)   85.3   86.9   (1.6 ) pts   84.3   84.5   (0.2 ) pts
Passenger revenue (dollars in millions)   4,411   3,748   17.7   %   12,404   10,975   13.0   %
Yield (cents)   19.44   16.41   18.5   %   19.12   17.29   10.6   %
Passenger revenue per ASM (cents)   16.59   14.25   16.4   %   16.12   14.60   10.4   %
                             
Note: Amounts may not recalculate due to rounding.                            
                             
(1) Domestic results include Canada, Puerto Rico and U.S. Virgin Islands.
(2) Latin America results include the Caribbean.
                             

Reconciliation of GAAP Financial Information to Non-GAAP Financial Information                      
                             
American Airlines Group Inc. (the Company) sometimes uses financial measures that are derived from the condensed consolidated financial statements but that are not presented in accordance with GAAP to understand and evaluate its current operating performance and to allow for period-to-period comparisons. The Company believes these non-GAAP financial measures may also provide useful information to investors and others. These non-GAAP measures may not be comparable to similarly titled non-GAAP measures of other companies, and should be considered in addition to, and not as a substitute for or superior to, any measure of performance, cash flow or liquidity prepared in accordance with GAAP. The Company is providing a reconciliation of reported non-GAAP financial measures to their comparable financial measures on a GAAP basis.

 
The tables below present the reconciliations of the following GAAP measures to their non-GAAP measures: 

 
– Operating Income (GAAP measure) to Operating Income Excluding Net Special Items (non-GAAP measure) 
– Operating Margin (GAAP measure) to Operating Margin Excluding Net Special Items (non-GAAP measure)
– Pre-Tax Income (Loss) (GAAP measure) to Pre-Tax Income (Loss) Excluding Net Special Items (non-GAAP measure)
– Pre-Tax Margin (GAAP measure) to Pre-Tax Margin Excluding Net Special Items (non-GAAP measure)
– Net Income (Loss) (GAAP measure) to Net Income (Loss) Excluding Net Special Items (non-GAAP measure)
– Basic and Diluted Earnings (Loss) Per Share (GAAP measure) to Basic and Diluted Earnings (Loss) Per Share Excluding Net Special Items (non-GAAP measure)

 
Management uses these non-GAAP financial measures to evaluate the Company’s current operating performance and to allow for period-to-period comparisons. As net special items may vary from period-to-period in nature and amount, the adjustment to exclude net special items provides management with an additional tool to understand the Company’s core operating performance.

 
Additionally, the tables below present the reconciliations of total operating costs (GAAP measure) to total operating costs excluding net special items, fuel and profit sharing (non-GAAP measure) and total operating costs per ASM (CASM) to CASM excluding net special items, fuel and profit sharing. Management uses total operating costs excluding net special items, fuel and profit sharing and CASM excluding net special items, fuel and profit sharing to evaluate the Company’s current operating performance and to allow for period-to-period comparisons. The price of fuel, over which the Company has no control, impacts the comparability of period-to-period financial performance. Additionally, the Company excludes profit sharing to allow investors to better understand and analyze its operating cost performance and to provide a more meaningful comparison of its core operating costs to the airline industry. The adjustment to exclude net special items, fuel and profit sharing provides management with an additional tool to understand and analyze the Company’s non-fuel costs and core operating performance.  
   
  Reconciliation of Operating Income Excluding Net Special Items   3 Months Ended
September 30,
  Percent
Increase
  9 Months Ended
September 30,
Percent
Increase
 
      2026       2025     (Decrease)     2026       2025     (Decrease)  
      (in millions)       (in millions)      
                             
  Operating income as reported   $ 115     $ 151         $ 521     $ 1,015        
  Operating net special items:                          
  Mainline operating special items, net (1)     9       7           29       125        
  Regional operating special items, net     8       –           8       –        
  Operating income excluding net special items   $ 132     $ 158     (16.2 %)   $ 558     $ 1,140     (51.0 %)  
                             
  Calculation of Operating Margin                          
                             
  Operating income as reported   $ 115     $ 151         $ 521     $ 1,015        
                             
  Total operating revenues as reported   $ 16,335     $ 13,691         $ 46,982     $ 40,634        
                             
  Operating margin     0.7 %     1.1 %         1.1 %     2.5 %      
                             
  Calculation of Operating Margin Excluding Net Special Items                          
                             
  Operating income excluding net special items   $ 132     $ 158         $ 558     $ 1,140        
                             
  Total operating revenues as reported   $ 16,335     $ 13,691         $ 46,982     $ 40,634        
                             
  Operating margin excluding net special items     0.8 %     1.2 %         1.2 %     2.8 %      
                             
  Reconciliation of Pre-Tax Income (Loss) Excluding Net Special Items                          
                             
  Pre-tax income (loss) as reported   $ (334 )   $ (142 )       $ (702 )   $ 48        
  Pre-tax net special items:                          
  Mainline operating special items, net (1)     9       7           29       125        
  Regional operating special items, net     8       –           8       –        
  Nonoperating special items, net (2)     95       (4 )         259       28        
  Total pre-tax net special items     112       3           296       153        
                             
  Pre-tax income (loss) excluding net special items   $ (222 )   $ (139 )   60.1 %   $ (406 )   $ 201     nm  
                             
  Calculation of Pre-Tax Margin                          
                             
  Pre-tax income (loss) as reported   $ (334 )   $ (142 )       $ (702 )   $ 48        
                             
  Total operating revenues as reported   $ 16,335     $ 13,691         $ 46,982     $ 40,634        
                             
  Pre-tax margin     (2.0 %)     (1.0 %)         (1.5 %)     0.1 %      
                             
  Calculation of Pre-Tax Margin Excluding Net Special Items                          
                             
  Pre-tax income (loss) excluding net special items   $ (222 )   $ (139 )       $ (406 )   $ 201        
                             
  Total operating revenues as reported   $ 16,335     $ 13,691         $ 46,982     $ 40,634        
                             
  Pre-tax margin excluding net special items     (1.4 %)     (1.0 %)         (0.9 %)     0.5 %      
                             
                             
      3 Months Ended
September 30,
  Percent
Increase
  9 Months Ended
September 30,
Percent
Increase
 
  Reconciliation of Net Income (Loss) Excluding Net Special Items     2026       2025     (Decrease)     2026       2025     (Decrease)  
      (in millions, except share and per share amounts)       (in millions, except share and per share amounts)      
                             
  Net income (loss) as reported   $ (269 )   $ (114 )       $ (580 )   $ 12        
  Net special items:                          
  Total pre-tax net special items (1), (2)     112       3           296       153        
  Net tax effect of net special items     (25 )     –           (66 )     (34 )      
  Net income (loss) excluding net special items   $ (182 )   $ (111 )   63.7 %   $ (350 )   $ 131     nm  
                             
  Reconciliation of Basic and Diluted Earnings (Loss) Per Share Excluding Net Special Items                          
                             
  Net income (loss) excluding net special items   $ (182 )   $ (111 )       $ (350 )   $ 131        
                             
  Shares used for computation (in thousands):                          
  Basic     662,706       660,358           662,026       659,788        
  Diluted     662,706       660,358           662,026       660,784        
                             
  Earnings (loss) per share excluding net special items:                          
  Basic   $ (0.28 )   $ (0.17 )       $ (0.53 )   $ 0.20        
  Diluted   $ (0.28 )   $ (0.17 )       $ (0.53 )   $ 0.20        
                             
  Reconciliation of Total Operating Costs per ASM Excluding Net Special Items, Fuel and Profit Sharing                          
                             
  Total operating expenses as reported   $ 16,220     $ 13,540         $ 46,461     $ 39,619        
                             
  Operating net special items:                          
  Mainline operating special items, net (1)     (9 )     (7 )         (29 )     (125 )      
  Regional operating special items, net     (8 )     –           (8 )     –        
  Total operating expenses excluding net special items     16,203       13,533           46,424       39,494        
                             
  Aircraft fuel and related taxes     (4,635 )     (2,767 )         (12,444 )     (8,017 )      
  Total operating expenses excluding net special items and fuel     11,568       10,766           33,980       31,477        
                             
  Profit sharing     –       8           –       (33 )      
  Total operating expenses excluding net special items, fuel and profit sharing   $ 11,568     $ 10,774         $ 33,980     $ 31,444        
                             
      (in cents)       (in cents)    
                             
  Total operating expenses per ASM as reported     20.10       17.49           19.81       17.61        
                             
  Operating net special items per ASM:                          
  Mainline operating special items, net (1)     (0.01 )     (0.01 )         (0.01 )     (0.06 )      
  Regional operating special items, net     (0.01 )     –           –       –        
  Total operating expenses per ASM excluding net special items     20.08       17.48           19.79       17.56        
                             
  Aircraft fuel and related taxes per ASM     (5.74 )     (3.58 )         (5.31 )     (3.56 )      
  Total operating expenses per ASM excluding net special items and fuel     14.34       13.91           14.49       13.99        
                             
  Profit sharing per ASM     –       0.01           –       (0.01 )      
  Total operating expenses per ASM excluding net special items, fuel and profit sharing     14.34       13.92           14.49       13.98        
                             
  Note: Amounts may not recalculate due to rounding.                      
                             
  FOOTNOTES:                          
                             
(1) The 2025 nine month period mainline operating special items, net principally included a one-time charge resulting from adjustments to vacation accruals due to pay rate increases effective January 1, 2025, following the ratification of the contract extension in the fourth quarter of 2024 with the Company’s mainline maintenance and fleet service team members and adjustments to litigation reserves.  
                             
(2) Principally included mark-to-market net unrealized gains and losses associated with certain equity investments as well as charges associated with debt refinancings and extinguishments. Additionally, the 2026 third quarter and nine month period included an impairment charge related to the Company’s equity investment in Republic Airways Holdings Inc.  
                             

American Airlines Group Inc.  
Condensed Consolidated Statements of Cash Flows  
(In millions) (Unaudited)  
               
        9 Months Ended
September 30,
 
          2026       2025    
               
  Net cash provided by operating activities $ 4,541     $ 3,373    
  Cash flows from investing activities:        
  Capital expenditures and aircraft purchase deposits   (2,728 )     (2,149 )  
  Proceeds from sale-leaseback transactions and sale of property and equipment   77       243    
  Purchases of short-term investments   (5,026 )     (4,801 )  
  Sales of short-term investments   2,751       4,944    
  Decrease (increase) in restricted short-term investments   180       (20 )  
  Other investing activities   (79 )     279    
  Net cash used in investing activities   (4,825 )     (1,504 )  
  Cash flows from financing activities:        
  Proceeds from issuance of long-term debt   5,933       2,169    
  Payments on long-term debt and finance leases   (5,347 )     (4,087 )  
  Other financing activities   (130 )     85    
  Net cash provided by (used in) financing activities   456       (1,833 )  
  Net increase in cash and restricted cash   172       36    
  Cash and restricted cash at beginning of period   1,056       902    
  Cash and restricted cash at end of period (1) $ 1,228     $ 938    
               
               
‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾‾            
(1) The following table provides a reconciliation of cash and restricted cash to amounts reported within the condensed consolidated balance sheets:  
               
  Cash   $ 1,124     $ 835    
  Restricted cash included in restricted cash and short-term investments   104       103    
  Total cash and restricted cash $ 1,228     $ 938    
               

American Airlines Group Inc.  
Condensed Consolidated Balance Sheets  
(In millions, except shares)  
   
         
  September 30, 2026   December 31, 2025  
  (unaudited)      
Assets        
         
Current assets        
Cash $ 1,124     $ 954    
Short-term investments   7,163       4,882    
Restricted cash and short-term investments   555       735    
Accounts receivable, net   1,928       2,075    
Aircraft fuel, spare parts and supplies, net   3,171       2,792    
Prepaid expenses and other   800       767    
Total current assets   14,741       12,205    
         
Operating property and equipment        
Flight equipment   48,715       46,597    
Ground property and equipment   10,808       10,479    
Equipment purchase deposits   633       656    
Total property and equipment, at cost   60,156       57,732    
Less accumulated depreciation and amortization   (26,530 )     (25,192 )  
Total property and equipment, net   33,626       32,540    
         
Operating lease right-of-use assets   6,744       7,091    
         
Other assets        
Goodwill   4,091       4,091    
Intangibles, net   2,067       2,066    
Deferred tax asset   2,477       2,368    
Other assets   1,272       1,413    
Total other assets   9,907       9,938    
         
Total assets $ 65,018     $ 61,774    
         
Liabilities and Stockholders’ Equity (Deficit)        
         
Current liabilities        
Current maturities of long-term debt and finance leases $ 3,692     $ 3,753    
Accounts payable   3,334       2,840    
Accrued salaries and wages   2,175       2,128    
Air traffic liability   9,414       7,158    
Loyalty program liability   4,446       3,725    
Operating lease liabilities   1,032       1,058    
Fuel financing   933       914    
Other accrued liabilities   2,997       2,916    
Total current liabilities   28,023       24,492    
         
Noncurrent liabilities        
Long-term debt and finance leases, net of current maturities   25,943       25,254    
Pension and postretirement benefits   1,099       1,568    
Loyalty program liability   7,068       6,839    
Operating lease liabilities   5,607       5,905    
Other liabilities   1,502       1,443    
Total noncurrent liabilities   41,219       41,009    
         
Stockholders’ equity (deficit)        
Common stock, 662,618,434 shares outstanding at September 30, 2026   7       7    
Additional paid-in capital   7,424       7,387    
Accumulated other comprehensive loss   (4,343 )     (4,389 )  
Retained deficit   (7,312 )     (6,732 )  
Total stockholders’ deficit   (4,224 )     (3,727 )  
         
Total liabilities and stockholders’ equity (deficit) $ 65,018     $ 61,774    
         

Total Debt and Net Debt    
       
The Company’s total debt and net debt are presented below, which are non-GAAP measures that management believes are useful for assessing the Company’s debt profile. Total debt is defined as debt, finance and operating lease liabilities and pension obligations, and net debt is defined as total debt, net of unrestricted cash and short-term investments.  
       
Total Debt and Net Debt (at end of period)   September 30, 2026
    (in millions)  
       
Debt and finance leases   $ 29,635  
Operating lease liabilities     6,639  
Pension obligations     92  
Total debt     36,366  
Less: cash and short-term investments     8,287  
Net debt   $ 28,079  
       

Corporate Communications
mediarelations@aa.com

Investor Relations
investor.relations@aa.com

Adds Second Product Stream to Its Purified Phosphoric Acid

SAGUENAY, Québec, Oct. 22, 2026 (GLOBE NEWSWIRE) — Arianne Phosphate (the “Company” or “Arianne”) (TSX VENTURE: DAN; OTCQB: DRRSF; FRANKFURT: JE9N), a development-stage phosphate mining company, advancing the Lac à Paul project in Quebec’s Saguenay-Lac-Saint-Jean region, is pleased to announce that, with its partner Travertine Technologies Inc. (“Travertine”), it has successfully produced a marketable precipitated calcium carbonate (“PCC”) co-product during the production of its purified phosphoric acid (“PPA”). As previously announced, Arianne and Travertine entered into a Joint Venture (“JV”) framework (see Press Release dated June 2, 2026) for the production of purified phosphoric acid (“PPA”) by combining Arianne’s high-purity phosphate concentrate with Travertine’s proprietary process that produces PPA while recycling the sulphuric acid used in the process.

Precipitated calcium carbonate (“PCC”) is a high-purity, manufactured form of calcium carbonate valued for its brightness, consistency and fine particle size. It is used as a filler and functional additive across a broad range of everyday products, from paper, plastics, paints and sealants to construction materials such as cement, concrete and asphalt shingles. Additionally, because the PCC produced through the Arianne-Travertine process permanently stores carbon dioxide and turns a traditional phosphate waste stream into a saleable product, it would provide the JV an additional revenue stream while helping Canada’s building materials industry lower its carbon footprint. The JV-produced PCC was provided to a Canadian building materials end user and qualified by their laboratory in one of their building material formulations, confirming its suitability for the target application.

Earlier this month, Arianne announced the successful testing of its PPA by a battery CAM producer for use in LFP batteries (see Press Release dated October 8, 2026). The PPA tested was produced at pilot scale using Arianne’s high-purity phosphate concentrate and Travertine’s proprietary process. Aside from the sample sent to the CAM producer, two additional samples were provided; one to a diversified industrial chemicals producer that uses PPA for water treatment and pulp & paper applications and the other to a specialized liquid fertilizer producer. The Company is expecting these additional results in the coming weeks.

“As announced earlier this month, PPA produced through our JV has met the specification of a LFP battery CAM manufacturer, addressing a major milestone as the West looks to secure its own supply chain,” said Brian Ostroff, Head of Strategy & Business Initiatives at Arianne Phosphate. “We are highly anticipating further results from the other companies that received our material for testing in their industrial processes. This news now regarding the calcium carbonate is very exciting as it can generate additional revenue instead of a lower-end product. It positions Arianne, and our JV, to be a vital supplier to many industries and maximizes benefits to our stakeholders and shareholders.”

Conventional phosphoric acid production generates a substantial amount of phosphogypsum for every tonne of end-product produced. Due to the nature of Arianne’s high-purity phosphate concentrate, the traditional gypsum by-product is a low-end marketable material, unlike most phosphogypsum that is an ongoing legacy cost. The opportunity with the JV, is to upgrade the product into something with greater economic benefit while reducing our environmental footprint. The combination of end-products for both the phosphate industry and the building materials industry represents an unprecedented opportunity to support these key industries both domestically and internationally.

Arianne Phosphate’s Lac à Paul project is situated in Quebec, Canada and hosts the world’s largest greenfield phosphate deposit. Being igneous, the ore body is geologically rare and allows for the easy transformation into a high-quality, premium-priced PPA. As the West’s only permitted greenfield phosphate mine, Arianne can address the growing demand for this critical material and do so from a geopolitically secure jurisdiction. The Company’s JV project with Travertine also greatly reduces the requirements for sulphuric acid, reduces OpEx costs associated with PPA production and now can add further economic and environmental benefits through the sale of another co-product.

Lastly, Arianne has granted 200,000 stock options to Mr. Jeffrey Beck, CEO of Arianne Phosphate, in lieu of any salary or cash remuneration for his employment with the Company. These options entitle Mr. Beck to purchase one common share of the Company until October 22, 2036, at a price of $0.285 per share, this being the closing price of the Company’s shares on the preceding trading day of the grant. The options are subject to a vesting period and are also subject to regulatory approval.

About Arianne Phosphate:
Arianne Phosphate (“Arianne Phosphate Inc.”) (www.arianne-inc.com) is developing the Lac à Paul phosphate deposits located approximately 200 km north of the Saguenay/Lac St. Jean area of Quebec, Canada. These deposits will produce a high-quality igneous apatite concentrate grading 39% P2O5 with little or no contaminants (Feasibility Study released in 2013).

About Travertine: 

Travertine was founded in 2022 to solve one or the most pressing problems in the mining industry: producing vital elements without creating mountains of waste. Their proprietary electrochemical technology completely converts phosphate ore concentrate into valuable products – phosphoric acid, cementitious materials, and co-produced critical elements – closing the loop between the extraction and construction industries for cleaner chemical production. Their gypsum-free, solvent-free process will become the standard for next generation, cleaner purified phosphoric acid production. To learn more, visit www.travertinetech.com. 

Qualified Person
Raphael Gaudreault, eng., Qualified Person by Regulation 43-101, has approved the technical information in this release. Mr. Gaudreault is also the Company’s Chief Operating Officer.

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

Contact Information:

Technical Info
Raphael Gaudreault Brian Ostroff
Chief Operating Officer Head of Strategic & Business Initiatives
Tel.: 418-590-1318 Tel.: 514-928-9952
raphael.gaudreault@arianne-inc.com brian.ostroff@arianne-inc.com


Follow Arianne on:

Facebook: https://www.facebook.com/ariannephosphate
Twitter: http://twitter.com/arianne_dan
YouTube: http://www.youtube.com/user/ArianneResources
Flickr: http://www.flickr.com/photos/arianneresources

Cautionary Statements Regarding Forward Looking Information

This news release contains “forward-looking statements” and “forward-looking information” within the meaning of applicable securities regulations in Canada and the United States (collectively, “forward-looking information”). Forward-looking information includes, but is not limited to, the Company’s anticipated quality and production of the apatite concentrate at the Lac à Paul project. Often, but not always, forward-looking information can be identified by the use of words such as “plans”, “expects, “is expected”, “budget”, “scheduled”, “estimates”, forecasts”, “intends”, “anticipates”, or “believes”, or the negatives thereof or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might”, or “will” be taken, occur or be achieved.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: unforeseen delays in the execution of the definitive agreements in connection with the credit facility extension or in obtaining regulatory approval; inability to complete the credit facilities extension by the Closing Date; volatile stock price; risks related to changes in commodity prices; sources and cost of power facilities; the estimation of initial and sustaining capital requirements; the estimation of labour and operating costs; the general global markets and economic conditions; the risk associated with exploration, development and operations of mineral deposits; the estimation of mineral reserves and resources; the risks associated with uninsurable risks arising during the course of exploration, development and production; risks associated with currency fluctuations; environmental risks; competition faced in securing experienced personnel; access to adequate infrastructure to support mining, processing, development and exploration activities; the risks associated with changes in the mining regulatory regime governing the Company; completion of the environmental assessment process; risks related to regulatory and permitting delays; risks related to potential conflicts of interest; the reliance on key personnel; financing, capitalization and liquidity risks including the risk that the financing necessary to fund continued exploration and development activities at Lac à Paul project may not be available on satisfactory terms, or at all; the risk of potential dilution through the issue of common shares; the risk of litigation.

Forward-looking information is based on assumptions management believes to be reasonable at the time such statements are made, including but not limited to, the material terms of the credit facility extension having been agreed to by the parties, continued exploration activities, no material adverse change in commodity prices, exploration and development plans proceeding in accordance with plans and such plans achieving their stated expected outcomes, receipt of required regulatory approval, and such other assumptions and factors as set out herein. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such forward-looking information. Accordingly, readers should not place undue reliance on forward-looking information. Forward-looking information is made as of the date of this press release, and the Company does not undertake to update such forward-looking information except in accordance with applicable securities laws.

NEW YORK, Oct. 22, 2026 (GLOBE NEWSWIRE) — Nasdaq, Inc. (Nasdaq: NDAQ) today reported financial results for the third quarter of 2026.

  • Third quarter 2026 net revenue1 was $1.5 billion, an increase of 13% over the third quarter of 2025, or 14% on an organic2 basis. Solutions revenue3 increased 17%, or 18% on an organic basis.
  • Annualized Recurring Revenue (ARR)3,4 of $3.4 billion increased 12% on a reported basis over the third quarter of 2025, or 14% on an organic basis. Annualized SaaS revenue increased 12%, or 16% on an organic basis, and represented 38% of ARR.
  • Financial Technology revenue was $529 million, an increase of 16% on both a reported and organic basis over the third quarter of 2025.
  • Index revenue of $286 million grew 39% on both a reported and organic basis over the third quarter of 2025, with $141 billion of net inflows over the trailing twelve months, including $49 billion in the third quarter of 2026.
  • GAAP diluted earnings per share in the third quarter of 2026 was $0.96, an increase of 31% over the third quarter of 2025. Non-GAAP5 diluted earnings per share in the third quarter of 2026 was $1.04, an increase of 18% on a reported basis over the third quarter of 2025, or 19% on an organic basis.
  • In the third quarter of 2026, the company returned $173 million to shareholders through dividends and $323 million through repurchases of common stock.

Third Quarter 2026 Highlights

(US$ millions, except per share) 3Q26 YoY change
%
Organic2
YoY change
%
Adjusted2
YoY change
%
Solutions revenue $1,172 17% 18% 18%
Market Services net revenue $309 2% 2% 2%
Net revenue $1,481 13% 14% 14%
GAAP operating income $732 25%    
Non-GAAP operating income $843 15% 16% 16%
ARR $3,365 12% 14% 14%
GAAP diluted EPS $0.96 31%    
Non-GAAP diluted EPS $1.04 18% 19% 19%


Adena Friedman, Chair and CEO
said, “Nasdaq’s third quarter performance demonstrates the strength and momentum of our business, with new milestones achieved across all three divisions, including record Index net inflows, record FinTech ARR growth, and the establishment of Nasdaq Digital Liquidity Networks within Market Services.

Markets are evolving towards an AI-driven, Always-On future that is increasingly integrated across asset classes and geographies. Nasdaq is shaping the next generation of market infrastructure while expanding our growth opportunities and enhancing the value we deliver to our clients and shareholders.”

Sarah Youngwood, Executive Vice President and CFO said, “Nasdaq delivered excellent third quarter results, headlined by outstanding Solutions revenue growth, continued operating leverage, and strong EPS growth.

Our durable business model and disciplined execution underpin our capital allocation strategy that prioritizes funding investments in long-term growth while returning more than $1.7 billion to shareholders year to date through share repurchases and dividends.”

FINANCIAL REVIEW

  • Third quarter 2026 net revenue was $1.5 billion, reflecting 13% growth on a reported basis versus the prior year period, or 14% growth on an organic basis.
  • Solutions revenue was $1.2 billion in the third quarter of 2026, an increase of 17% versus the prior year period, or 18% on an organic basis. Performance in the quarter reflected strong growth across Capital Access Platforms and Financial Technology. Capital Access Platforms revenue growth was 20% year-over-year on both a reported and organic basis. Financial Technology revenue growth was 16%, on both a reported and organic basis.
  • ARR was $3.4 billion as of the third quarter of 2026, growing 12% year-over-year on a reported basis, or 14% on an organic basis. The difference between total reported and organic ARR growth results from the impact of divestitures, which were excluded from ARR in the prior year period. Financial Technology ARR growth was 18% on both a reported and organic basis, and Capital Access Platforms ARR growth was 8% on both a reported and organic basis.
  • Market Services net revenue was $309 million in the third quarter of 2026, up 2% on both a reported and organic basis versus the prior year period.
  • Third quarter 2026 GAAP operating expenses were $749 million, an increase of 3% versus the prior year quarter. Non-GAAP operating expenses were $638 million, up 9% versus the prior year quarter, or 12% on an organic basis. The increases were primarily driven by higher compensation and benefits costs from our strong revenue execution and increased investments in technology to drive long-term growth. On a GAAP basis, the increase was partially offset by lower general and administrative expenses, primarily due to a favorable legal settlement, and lower restructuring charges.
  • Cash flow from operations was $521 million in the third quarter, enabling the return of capital through Nasdaq’s efficient capital allocation framework. In the third quarter of 2026, the company returned $173 million to shareholders through dividends and $323 million through repurchases of common stock. As of September 30, 2026, there was $2.2 billion remaining under the board authorized share repurchase program.

2026 EXPENSE AND TAX GUIDANCE UPDATE6

  • The company is updating its 2026 non-GAAP operating expense guidance to a range of $2.550 billion to $2.580 billion. The company is maintaining its 2026 non-GAAP tax rate guidance in the range of 22.5% to 24.5%.

STRATEGIC AND BUSINESS UPDATES

  • Financial Technology delivered record 18% organic ARR growth and double-digit revenue growth in each subdivision for the third consecutive quarter. FinTech signed 54 new clients and 135 upsells in the quarter with cloud-based solutions accounting for 85% of ACV bookings. FinTech performance reflected continued execution on the One Nasdaq strategy with 5 cross-sells signed in the quarter and cross-sells accounting for over 15% of the sales pipeline. Nasdaq achieved a second-place ranking on the Chartis RiskTech100, up from fifth place in the prior year.
    • Financial Crime Management Technology revenue and ARR growth accelerated with momentum across SMBs and enterprise clients. Nasdaq Verafin signed 45 new small-and-medium bank (SMB) clients and 3 enterprise deals in the third quarter, bringing year-to-date enterprise signings to 12, surpassing the 9 enterprise deals signed in all of 2025. Nasdaq Verafin announced the general availability of two new AI workers, the Agentic AML Analyst and the Agentic Fraud Analyst, and now has more than 850 clients using its Agentic AI Workforce.
    • Regulatory Technology achieved the fifth straight quarter of accelerating ARR growth led by strong performance across Surveillance and AxiomSL. The subdivision added 10 new clients, including 2 cross-sells, and 86 upsells in the third quarter, driven by demand for cloud infrastructure, AI, digital assets, and regulatory requirements. Surveillance signed 9 new clients, including 2 cross-sells and strategic wins with Kalshi and Kraken, while also achieving 51 upsells. AxiomSL added 1 new client and 35 upsells in the third quarter, including an expansion with a Global Systemically Important Bank (G-SIB) for a Basel III implementation.
    • Capital Markets Technology delivered robust organic ARR growth with broad-based strength across the subdivision. The subdivision signed 2 new clients, including 1 cross-sell, and 48 upsells in the third quarter. Calypso added 2 new clients, including 1 cross-sell, and 23 upsells. Nasdaq partnered with HSBC to co-develop comprehensive exchange-traded derivatives (ETD) clearing capabilities in Calypso, creating a unified platform HSBC has selected for clearing across OTC, ETD, and repos. Nasdaq also launched a new operating environment which enables clients to connect their own AI infrastructure and serve as an access point for Calypso’s agentic capabilities. Market Technology signed 25 upsells in the quarter and continued to shape Always-On markets, signing a deal with Bruce Markets to power the first 24/7 continuous trading in U.S. equities.
  • Index set new ETP assets under management (AUM) and net inflow records while executing on its growth pillars of product innovation, international expansion, and institutional adoption. Index had a record $141 billion in net inflows over the trailing twelve months, including $49 billion in the third quarter. End-of-period ETP AUM was $1.160 trillion and average ETP AUM over the third quarter was $1.108 trillion, both new records. Nasdaq launched 32 new Index products in the third quarter, including 10 in the institutional annuity space. Half of the new products launched in the third quarter were outside the U.S.
  • Nasdaq extended its listings leadership with 8 of the 10 largest operating company IPOs in the third quarter. Nasdaq welcomed 15 new operating companies that raised $32 billion in capital7, reflecting a 79% win rate8 of new operating company listings. The quarter’s strong performance contributed to a 74% year-to-date new listings win rate. Year-to-date through the third quarter, new operating company listings raised $144 billion in proceeds, reflecting 89% of total proceeds raised.
  • Nasdaq expanded its distribution of private markets data through a partnership with Juniper Square. The partnership embeds eVestment’s private markets data directly into Juniper Square’s client workflows, strengthening Nasdaq’s position as a trusted provider of institutional investment intelligence. eVestment also expanded its coverage of private funds to more than 95,000, a 19% increase from the end of 2025.
  • Nasdaq executed several strategic actions to advance the evolution of capital markets. Nasdaq formed Digital Liquidity Networks (DLN), a new organization within Nasdaq Market Services focused on advancing the company’s leadership in digital assets and market modernization. Within DLN, Nasdaq completed the acquisition of LeveL Markets, the third-largest Alternative Trading System (ATS) in the U.S. by trading volume with more than 2,500 buy-side and sell-side clients. The acquisition, which closed early in the fourth quarter, enhances Nasdaq’s ability to serve a wider liquidity pool across off-exchange venues and deliver institutional-grade liquidity and execution solutions to clients.
  • Market Services set a new record in third quarter net revenue and continued to lead the evolution of markets including the transition to Always-On markets. Third quarter Market Services net revenue benefitted from higher industry volumes across U.S. options and European equities with robust performance in U.S. cash equities, which achieved higher market share and near record capture. The Nasdaq Stock Market remains on track to go live with 23/5 trading on December 6, 2026, expanding global access to U.S.-listed equities.

____________

1 Represents revenue less transaction-based expenses.

2 Organic change is generally calculated by removing the impacts of changes in foreign exchange rates, and acquisitions and divestitures during the one-year period post transaction. Adjusted and organic change for 3Q26 as compared to 3Q25 are equivalent as they include the same period over period adjustments.

3 Solutions revenue constitutes revenue from our Capital Access Platforms and Financial Technology segments as well as certain Other revenues. These Other revenues of $2 million and $4 million in 3Q26 and 3Q25, respectively, relates to the sale of our Nasdaq Fund Secondaries business and the sale of the Nasdaq Metrio platform and related customer contracts, which were both sold in 3Q26. Other revenues in 3Q25 also included $8 million related to the sale of the Solovis business, which was sold in 4Q25. These revenues were previously included in our Capital Access Platforms Segment. ARR and Annualized SaaS revenues for 3Q25 includes $42 million and $40 million, respectively, related to these businesses.

4 ARR for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature or where the contract value fluctuates based on defined metrics. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ACV Bookings for our Financial Technology segment excluding Financial Crime Management Technology refers to the maximum annualized committed contract value at the time of signature, excluding one-time fees and not accounting for initial discounts. For Financial Crime Management Technology, ACV bookings is calculated by averaging the total contract value over the contract term, including fixed increases. ARR and ACV are supplemental metrics to help evaluate the performance of the business. These measures are not a replacement for, and should be viewed independently of, U.S. GAAP revenue and deferred revenue as they are performance metrics, and are not intended to be combined with any of these items. ARR and ACV are not a forecast, and the active contracts at the end of a reporting period used in calculating these measures may or may not be extended or renewed by our customers. There is no U.S. GAAP measure comparable to ARR or ACV. As these metrics do not have any standardized definition they may not be comparable to similarly titled measures presented by other companies and should be viewed independently of revenue and deferred revenue and are not intended to be combined with or to replace either of those items.

5 Refer to our reconciliations of U.S. GAAP to non-GAAP metrics and organic and adjusted impacts, included in the attached schedules.

6 U.S. GAAP operating expense and tax rate guidance are not provided due to the inherent difficulty in quantifying certain amounts due to a variety of factors including the unpredictability in the movement in foreign currency rates, as well as future charges or reversals outside of the normal course of business.

7 Listings proceeds for the quarter reflect current quarter IPO activity only and YTD proceeds reflect greenshoe shares exercised after the quarter in which the IPO occurred.

8 Listings win rate includes eligible U.S. operating companies, direct listings, and SPAC business combinations.

ABOUT NASDAQ

Nasdaq (Nasdaq: NDAQ) is a leading technology platform that powers the world’s economies. We architect the infrastructure of the world’s most modern markets, power the innovation economy, and build trust in the financial system. We empower economic opportunity by designing and deploying advanced technology, data, and intelligence solutions that enable our clients to capture opportunities, navigate risk, and strengthen resilience. To learn more about the company, technology solutions and career opportunities, visit us on LinkedIn, on X @Nasdaq, or at www.nasdaq.com.

NON-GAAP INFORMATION

In addition to disclosing results determined in accordance with U.S. GAAP, Nasdaq also discloses certain non-GAAP results of operations, including, but not limited to, non-GAAP net income, non-GAAP diluted earnings per share, non-GAAP operating income, and non-GAAP operating expenses, that include certain adjustments or exclude certain charges and gains that are described in the reconciliation tables of U.S. GAAP to non-GAAP information provided at the end of this release. Management uses this non-GAAP information internally, along with U.S. GAAP information, in evaluating our performance and in making financial and operational decisions. We believe our presentation of these measures provides investors with greater transparency and supplemental data relating to our financial condition and results of operations. In addition, we believe the presentation of these measures is useful to investors for period-to-period comparisons of results as the items described below in the reconciliation tables do not reflect ongoing operating performance.

These measures are not in accordance with, or an alternative to, U.S. GAAP, and may be different from non-GAAP measures used by other companies. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as a comparative measure. Investors should not rely on any single financial measure when evaluating our business. This information should be considered as supplemental in nature and is not meant as a substitute for our operating results in accordance with U.S. GAAP. We recommend investors review the U.S. GAAP financial measures included in this earnings release. When viewed in conjunction with our U.S. GAAP results and the accompanying reconciliations, we believe these non-GAAP measures provide greater transparency and a more complete understanding of factors affecting our business than U.S. GAAP measures alone.

We understand that analysts and investors regularly rely on non-GAAP financial measures, such as those noted above, to assess operating performance. We use these measures because they highlight trends more clearly in our business that may not otherwise be apparent when relying solely on U.S. GAAP financial measures, since these measures eliminate from our results specific financial items that have less bearing on our ongoing operating performance.

Foreign exchange impact: In countries with currencies other than the U.S. dollar, revenue and expenses are translated using monthly average exchange rates. Certain discussions in this release isolate the impact of year-over-year foreign currency fluctuations to better measure the comparability of operating results between periods. Operating results excluding the impact of foreign currency fluctuations are calculated by translating the current period’s results by the prior period’s exchange rates.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. Nasdaq cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Such forward-looking statements include, but are not limited to (i) projections relating to our future financial results, total shareholder returns, growth, dividend program, trading volumes, products and services, ability to transition to new business models, taxes and achievement of synergy targets, (ii) statements about the closing or implementation dates and benefits of certain acquisitions, divestitures and other strategic, restructuring, technology, de-leveraging and capital allocation initiatives, (iii) statements about our integrations of our recent acquisitions, (iv) statements relating to any litigation or regulatory or government investigation or action to which we are or could become a party, and (v) other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond Nasdaq’s control. These factors include, but are not limited to, Nasdaq’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, geopolitical instability, government and industry regulation, interest rate risk, and U.S. and global competition. Further information on these and other factors are detailed in Nasdaq’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q, which are available on Nasdaq’s investor relations website at http://ir.nasdaq.com and the SEC’s website at www.sec.gov. Nasdaq undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

WEBSITE DISCLOSURE

Nasdaq intends to use its website, ir.nasdaq.com, as a means for disclosing material non-public information and for complying with SEC Regulation FD and other disclosure obligations.

Media Relations Contact
David Lurie
914.538.0533
David.Lurie@nasdaq.com

Investor Relations Contact
Ato Garrett
212.401.8737
Ato.Garrett@nasdaq.com

-NDAQF-

Nasdaq, Inc.
Condensed Consolidated Statements of Income
(in millions, except per share amounts)
(unaudited)
           
  Three Months Ended
September 30,
  Nine Months Ended
September 30,
  2026   2025   2026   2025
                 
Revenues:              
Capital Access Platforms $ 641     $ 534     $ 1,820     $ 1,552  
Financial Technology   529       457       1,585       1,352  
Market Services   1,221       967       3,640       3,208  
Other Revenues   2       21       18       63  
  Total revenues   2,393       1,979       7,063       6,175  
Transaction-based expenses:              
Transaction rebates   (623 )     (658 )     (2,059 )     (1,882 )
Brokerage, clearance and exchange fees   (289 )     (6 )     (616 )     (436 )
Revenues less transaction-based expenses   1,481       1,315       4,388       3,857  
               
Operating Expenses:              
Compensation and benefits   379       353       1,118       1,033  
Professional and contract services   42       38       124       112  
Technology and communication infrastructure   93       80       264       236  
Occupancy   34       32       103       90  
General, administrative and other   2       22       54       51  
Marketing and advertising   17       13       61       41  
Depreciation and amortization   165       158       496       471  
Regulatory   11       12       29       41  
Merger and strategic initiatives   6       9       14       53  
Restructuring charges   —       12       24       27  
   Total operating expenses   749       729       2,287       2,155  
Operating income   732       586       2,101       1,702  
Interest income   10       8       23       32  
Interest expense   (86 )     (87 )     (259 )     (279 )
Net gain (loss) on divestitures   (4 )     (2 )     84       37  
Other income (loss)   11       —       (4 )     —  
Net income from unconsolidated investees   38       24       86       73  
Income before income taxes   701       529       2,031       1,565  
Income tax provision   162       106       466       296  
Net income $ 539     $ 423     $ 1,565     $ 1,269  
Net loss attributable to noncontrolling interests   1       —       1       1  
Net income attributable to Nasdaq $ 540     $ 423     $ 1,566     $ 1,270  
               
Per share information:              
Basic earnings per share $ 0.97     $ 0.74     $ 2.78     $ 2.21  
Diluted earnings per share $ 0.96     $ 0.73     $ 2.76     $ 2.19  
Cash dividends declared per common share $ 0.31     $ 0.27     $ 0.89     $ 0.78  
               
Weighted-average common shares outstanding              
for earnings per share:              
Basic   558.9       573.3       563.3       574.1  
Diluted   563.3       579.0       567.6       579.3  

Nasdaq, Inc.
Revenue Detail
(in millions)
(unaudited)
           
  Three Months Ended
September 30,
  Nine Months Ended
September 30,
  2026   2025   2026   2025
               
CAPITAL ACCESS PLATFORMS              
Data and Listing Services $ 224     $ 204     $ 655     $ 594  
Index   286       206       778       595  
Workflow and Insights   131       124       387       363  
Total Capital Access Platforms revenues   641       534       1,820       1,552  
               
FINANCIAL TECHNOLOGY              
Financial Crime Management Technology   103       84       294       241  
Regulatory Technology   123       109       361       315  
Capital Markets Technology   303       264       930       796  
Total Financial Technology revenues   529       457       1,585       1,352  
               
MARKET SERVICES              
Market Services   1,221       967       3,640       3,208  
Transaction-based expenses:              
Transaction rebates   (623 )     (658 )     (2,059 )     (1,882 )
Brokerage, clearance and exchange fees   (289 )     (6 )     (616 )     (436 )
Total Market Services revenues, net   309       303       965       890  
               
OTHER REVENUES   2       21       18       63  
               
REVENUES LESS TRANSACTION-BASED EXPENSES $ 1,481     $ 1,315     $ 4,388     $ 3,857  

Nasdaq, Inc.
Condensed Consolidated Balance Sheets
(in millions)
         
    September 30,   December 31,
    2026   2025
Assets   (unaudited)    
Current assets:        
Cash and cash equivalents   $ 365     $ 604  
Restricted cash and cash equivalents     28       210  
Default funds and margin deposits     2,530       5,842  
Short-term investments     151       28  
Receivables, net     1,171       943  
Other current assets     287       376  
Total current assets     4,532       8,003  
Property and equipment, net     767       728  
Goodwill     14,247       14,371  
Intangible assets, net     6,106       6,511  
Operating lease assets     481       447  
Other non-current assets     1,250       993  
Total assets   $ 27,383     $ 31,053  
         
Liabilities        
Current liabilities:        
Accounts payable and accrued expenses   $ 252     $ 280  
Section 31 fees payable to SEC     90       —  
Accrued personnel costs     320       364  
Deferred revenue     819       785  
Other current liabilities     237       259  
Default funds and margin deposits     2,530       5,842  
Short-term debt     269       431  
Total current liabilities     4,517       7,961  
Long-term debt     8,471       8,573  
Deferred tax liabilities, net     1,654       1,584  
Operating lease liabilities     476       462  
Other non-current liabilities     262       241  
Total liabilities     15,380       18,821  
         
Commitments and contingencies        
Equity        
Nasdaq stockholders’ equity:        
Common stock     6       6  
Additional paid-in capital     4,067       5,122  
Common stock in treasury, at cost     (784 )     (716 )
Accumulated other comprehensive loss     (1,944 )     (1,773 )
Retained earnings     10,654       9,588  
Total Nasdaq stockholders’ equity     11,999       12,227  
Noncontrolling interests     4       5  
Total equity     12,003       12,232  
Total liabilities and equity   $ 27,383     $ 31,053  

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Net Income Attributable to Nasdaq and Diluted Earnings Per Share
(in millions, except per share amounts)
(unaudited)
                   
      Three Months Ended
September 30,
  Nine Months Ended
September 30,
      2026   2025   2026   2025
                   
U.S. GAAP net income attributable to Nasdaq   $ 540     $ 423     $ 1,566     $ 1,270  
Non-GAAP adjustments:                
Amortization expense of acquired intangible assets1     121       122       364       365  
Merger and strategic initiatives expense2     6       9       14       53  
Restructuring charges3     —       12       24       27  
Gain from extinguishment of debt4     —       —       —       (19 )
Legal and regulatory matters5     (16 )     1       (3 )     3  
Net (gain) loss on divestitures6     4       2       (84 )     (37 )
Net income from unconsolidated investees7     (38 )     (24 )     (86 )     (73 )
Other (income) loss8     (11 )     4       9       6  
Total non-GAAP adjustments     66       126       238       325  
Non-GAAP adjustment to the income tax provision9     (14 )     (32 )     (58 )     (84 )
Other tax adjustments10     (4 )     (6 )     (4 )     (51 )
Total non-GAAP adjustments, net of tax     48       88       176       190  
Non-GAAP net income attributable to Nasdaq   $ 588     $ 511     $ 1,742     $ 1,460  
                   
U.S. GAAP diluted earnings per share   $ 0.96     $ 0.73     $ 2.76     $ 2.19  
Total impact from NonGAAP adjustments above     0.08       0.15       0.31       0.33  
Non-GAAP diluted earnings per share   $ 1.04     $ 0.88     $ 3.07     $ 2.52  
                   
Weighted-average diluted common shares outstanding for earnings per share:     563.3       579.0       567.6       579.3  

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Operating Income and Operating Margin
(in millions)
(unaudited)
               
      Three Months Ended
September 30,
  Nine Months Ended
September 30,
      2026   2025   2026   2025
U.S. GAAP operating income   $ 732     $ 586     $ 2,101     $ 1,702  
Non-GAAP adjustments:                
Amortization expense of acquired intangible assets1     121       122       364       365  
Merger and strategic initiatives expense2     6       9       14       53  
Restructuring charges3     —       12       24       27  
Gain from extinguishment of debt4     —       —       —       (19 )
Legal and regulatory matters5     (16 )     1       (3 )     3  
Other loss     —       2       1       4  
Total non-GAAP adjustments     111       146       400       433  
Non-GAAP operating income   $ 843     $ 732     $ 2,501     $ 2,135  
                 
Revenues less transaction-based expenses   $ 1,481     $ 1,315     $ 4,388     $ 3,857  
                   
U.S. GAAP operating margin11     49 %     45 %     48 %     44 %
                   
Non-GAAP operating margin12     57 %     56 %     57 %     55 %
                   
Note: The percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions.
                   

Nasdaq, Inc.
Reconciliation of U.S. GAAP to Non-GAAP Operating Expenses
(in millions)
(unaudited)
               
      Three Months Ended
September 30,
  Nine Months Ended
September 30,
      2026   2025   2026   2025
                   
U.S. GAAP operating expenses   $ 749     $ 729     $ 2,287     $ 2,155  
Non-GAAP adjustments:                
Amortization expense of acquired intangible assets1     (121 )     (122 )     (364 )     (365 )
Merger and strategic initiatives expense2     (6 )     (9 )     (14 )     (53 )
Restructuring charges3     —       (12 )     (24 )     (27 )
Gain on extinguishment of debt4     —       —       —       19  
Legal and regulatory matters5     16       (1 )     3       (3 )
Other loss     —       (2 )     (1 )     (4 )
Total non-GAAP adjustments     (111 )     (146 )     (400 )     (433 )
Non-GAAP operating expenses   $ 638     $ 583     $ 1,887     $ 1,722  
                   

Nasdaq, Inc.
Footnotes to Press Release
Financial Tables
 
1 We amortize intangible assets acquired in connection with various acquisitions. Intangible asset amortization expense can vary from period to period due to episodic acquisitions completed, rather than from our ongoing business operations.
2 We have pursued various strategic initiatives and completed acquisitions and divestitures in recent years that have resulted in expenses which would not have otherwise been incurred. These expenses generally include integration costs, as well as legal, due diligence and other third-party transaction costs. The frequency and the amount of such expenses vary significantly based on the size, timing and complexity of the transaction. For the three and nine months ended September 30, 2026, these costs included amounts associated with various strategic initiative costs. For the three and nine months ended September 30, 2025, these costs primarily included amounts associated with the transfer of open positions in our Nordic power futures business, Adenza integration costs and other strategic initiative costs.
3 In the fourth quarter of 2023, following the closing of the Adenza acquisition, our management approved, committed to and initiated a restructuring program, “Adenza Restructuring” to optimize our efficiencies as a combined organization. We initiated the program upon the acquisition of Adenza and further expanded the program in the fourth quarter of 2024 following the achievement of our initial targets. We have incurred costs principally related to employee-related costs, contract terminations, asset impairments and other related cost. Actions taken as part of this program were completed as of December 31, 2025, and all costs were incurred as of June 30, 2026.
4 For the nine months ended September 30, 2025, we recorded a gain on the extinguishment of debt. This gain is recorded in general, administrative and other expense in our Condensed Consolidated Statements of Income.
5 For the three and nine months ended September 30, 2026, this includes a favorable legal settlement, recorded in general, administrative and other expense in the Condensed Consolidated Statements of Income. For the three and nine months ended September 30, 2026 and 2025, this also includes accruals relating to certain legal matters, which are recorded in professional and contract services in the Condensed Consolidated Statements of Income.
6 Net loss on divestitures for the three months ended September 30, 2026 relates to the net impact of the sale of the Nasdaq Metrio platform and related customer contracts, and the sale of Nasdaq Fund Secondaries. Net gain on divestitures for the nine months ended September 30, 2026 and September 30, 2025 primarily relates to the divestiture of our Nordic power futures business, net of costs to sell, partially offset by the net loss described above for the nine months ended September 30, 2026.  For the nine months ended September 30, 2025, this also includes a gain on sale of our Nasdaq Risk Modelling for Catastrophes business, net of costs to sell.
7 We exclude our share of the earnings and losses of our equity method investments. This provides a more meaningful analysis of Nasdaq’s ongoing operating performance or comparisons in Nasdaq’s performance between periods.
8 For the three and nine months ended September 30, 2026 and 2025, other items primarily include net gains and losses from strategic investments entered into through our corporate venture program. For the nine months ended September 30, 2026, this also includes intangible asset impairments of customer relationships and licenses relating to the wind-down of our Nordic power futures business. The net effect of these items is included in other income (loss) in our Condensed Consolidated Statements of Income.
9 For the three and nine months ended September 30, 2026 and 2025, the non-GAAP adjustment to the income tax provision includes the tax impact of each non-GAAP adjustment.
10 For the nine months ended September 30, 2025, other tax adjustments primarily reflect a tax benefit related to payments made to certain former Adenza employees and the release of the prior years’ reserves following a favorable audit settlement.
11 U.S. GAAP operating margin equals U.S. GAAP operating income divided by revenues less transaction-based expenses.
12 Non-GAAP operating margin equals non-GAAP operating income divided by revenues less transaction-based expenses.

Nasdaq, Inc.
Reconciliation of Organic Impacts
(in millions, except per share amounts)
(unaudited)
                         
                         
  Three Months Ended
September 30,
  Total Variance   FX/Divestitures/
Acquisitions impact
  Organic Variance1
  2026   2025   $ %   $ %   $ %
Capital Access Platforms                        
Data and Listing Services $ 224   $ 204   $ 20   10 %   $ (1 ) — %   $ 21 10 %
Index   286     206     80   39 %     —   — %     80 39 %
Workflow and Insights   131     124     7   6 %     1   — %     6 5 %
Total Capital Access Platforms revenues   641     534     107   20 %     —   — %     107 20 %
                         
Financial Technology                        
Financial Crime Management Technology   103     84     19   23 %     —   — %     19 23 %
Regulatory Technology   123     109     14   13 %     —   — %     14 13 %
Capital Markets Technology   303     264     39   15 %     1   — %     38 14 %
Total Financial Technology revenues   529     457     72   16 %     1   — %     71 16 %
                         
Market Services net revenues   309     303     6   2 %     —   — %     6 2 %
                         
Other revenues   2     21     (19 ) (91) %     (19 ) (88) %     — — %
                         
Revenues less transaction-based expenses $ 1,481   $ 1,315   $ 166   13 %   $ (18 ) (1) %   $ 184 14 %
                         
Solutions revenue2 $ 1,172   $ 1,003   $ 169   17 %   $ (9 ) (1) %   $ 178 18 %
                         
Non-GAAP Operating Expenses $ 638   $ 583   $ 55   9 %   $ (15 ) (3) %   $ 70 12 %
                         
Non-GAAP Operating Income $ 843   $ 732   $ 111   15 %   $ (3 ) — %   $ 114 16 %
                         
Non-GAAP diluted earnings per share $ 1.04   $ 0.88   $ 0.16   18 %   $ —   — %   $ 0.16 19 %
                         
Note: The percentages are calculated based on exact dollars, and therefore may not recalculate exactly using rounded numbers as presented in US$ millions. The sum of the percentage changes may not tie to the percentage change in total variance due to rounding.
                         
1 Organic variance is calculated by removing the impacts of changes in foreign exchange rates, acquisitions, and divestitures.
                         
2 Total Solutions revenues includes Capital Access Platforms and Financial Technology revenues as well as $2 million and $4 million of Other revenue in the third quarter of 2026 and the third quarter of 2025, respectively, related to the sale of our Nasdaq Fund Secondaries business and the sale of the Nasdaq Metrio platform and related customer contracts, which were both sold in the third quarter of 2026. The third quarter of 2025 also includes $8 million of Other revenue, related to the sale of the Solovis business, which was sold in the fourth quarter of 2025.

Nasdaq, Inc.
Key Drivers Detail
(unaudited)
                 
                 
    Three Months Ended September 30,   Nine Months Ended September 30,
    2026   2025   2026   2025
Capital Access Platforms              
  Annualized recurring revenues (in millions)1 $ 1,411     $ 1,303     $ 1,411     $ 1,303  
  Initial public offerings              
  The Nasdaq Stock Market   46       76       177       218  
  Nasdaq operating company IPOs   15       46       56       129  
  SPACs   31       30       121       89  
  Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic   7       2       20       12  
  Total new listings              
  The Nasdaq Stock Market   167       205       531       569  
  Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic2   8       4       28       19  
  Number of listed companies              
  The Nasdaq Stock Market3   4,726       4,359       4,726       4,359  
  Exchanges that comprise Nasdaq Nordic and Nasdaq Baltic4   1,103       1,133       1,103       1,133  
  Index              
  Number of licensed exchange traded products   487       439       487       439  
  Period end ETP assets under management (AUM) tracking Nasdaq indexes (in billions) $ 1,160     $ 829     $ 1,160     $ 829  
  Total average ETP AUM tracking Nasdaq indexes (in billions) $ 1,108     $ 777     $ 1,000     $ 701  
  TTM5 net inflows ETP AUM tracking Nasdaq indexes (in billions) $ 141     $ 91     $ 141     $ 91  
  TTM5 net appreciation ETP AUM tracking Nasdaq indexes (in billions) $ 190     $ 138     $ 190     $ 138  
                 
Financial Technology              
  Annualized recurring revenues (in millions)1              
  Financial Crime Management Technology $ 375     $ 316     $ 375     $ 316  
  Regulatory Technology   443       389       443       389  
  Capital Markets Technology   1,136       957       1,136       957  
  Total Financial Technology $ 1,954     $ 1,662     $ 1,954     $ 1,662  
                 
Market Services              
  Equity Derivative Trading and Clearing              
  U.S. equity options              
  Total industry average daily volume (in millions)   63.8       55.8       64.3       54.0  
  Nasdaq PHLX matched market share   10.4 %     10.4 %     11.4 %     9.7 %
  The Nasdaq Options Market matched market share   3.2 %     2.5 %     2.8 %     3.9 %
  Nasdaq Texas Options matched market share (formerly Nasdaq BX)   1.2 %     1.6 %     1.3 %     1.7 %
  Nasdaq ISE Options matched market share   6.6 %     7.0 %     6.4 %     6.8 %
  Nasdaq GEMX Options matched market share   3.2 %     3.5 %     3.3 %     3.9 %
  Nasdaq MRX Options matched market share   3.5 %     3.5 %     3.9 %     3.0 %
  Total matched market share executed on Nasdaq’s exchanges   28.1 %     28.5 %     29.1 %     29.0 %
  Nasdaq Nordic and Nasdaq Baltic options and futures              
  Total average daily volume of options and futures contracts   193,881       184,267       221,178       220,416  
                 
                 
  Cash Equity Trading              
  Total U.S.-listed securities              
  Total industry average daily share volume (in billions)   16.9       17.6       19.0       17.2  
  Matched share volume (in billions)   157.5       158.6       525.7       454.4  
  The Nasdaq Stock Market matched market share   14.1 %     13.7 %     14.4 %     13.8 %
  Nasdaq Texas matched market share (formerly Nasdaq BX)   0.3 %     0.3 %     0.3 %     0.3 %
  Nasdaq PSX matched market share   0.1 %     0.1 %     0.1 %     0.1 %
  Total matched market share executed on Nasdaq’s exchanges   14.5 %     14.1 %     14.8 %     14.2 %
  Market share reported to the FINRA/Nasdaq Trade Reporting Facility   47.7 %     47.6 %     46.5 %     47.7 %
  Total market share6   62.2 %     61.7 %     61.3 %     61.9 %
  Nasdaq Nordic and Nasdaq Baltic securities              
  Average daily number of equity trades executed on Nasdaq’s exchanges   653,117       627,568       730,953       736,829  
  Total average daily value of shares traded (in billions) $ 5.3     $ 4.5     $ 6.0     $ 5.2  
  Total market share executed on Nasdaq’s exchanges7   75.0 %     72.8 %     74.6 %     71.8 %
                 

1 Annualized Recurring Revenue (ARR) for a given period is the current annualized value derived from subscription contracts with a defined contract value. This excludes contracts that are not recurring, are one-time in nature, or where the contract value fluctuates based on defined metrics. ARR is currently one of our key performance metrics to assess the health and trajectory of our recurring business. ARR does not have any standardized definition and is therefore unlikely to be comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and deferred revenue and is not intended to be combined with or to replace either of those items. For AxiomSL and Calypso recurring revenue contracts, the amount included in ARR is consistent with the amount that we invoice the customer during the current period. Additionally, for AxiomSL and Calypso recurring revenue contracts that include annual values that increase over time, we include in ARR only the annualized value of components of the contract that are considered active as of the date of the ARR calculation. We do not include the future committed increases in the contract value as of the date of the ARR calculation. ARR is not a forecast and the active contracts at the end of a reporting period used in calculating ARR may or may not be extended or renewed by our customers.
2 New listings include IPOs and represent companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
3 Number of total listings on The Nasdaq Stock Market for the three and nine months ended September 30, 2026 and 2025 included 1,292 and 1,000 ETPs, respectively.
4 Represents companies listed on the Nasdaq Nordic and Nasdaq Baltic exchanges and companies on the alternative markets of Nasdaq First North.
5 Trailing twelve months.
6 Includes transactions executed on The Nasdaq Stock Market’s, Nasdaq Texas’s (formerly Nasdaq BX) and Nasdaq PSX’s systems plus trades reported through the Financial Industry Regulatory Authority/Nasdaq Trade Reporting Facility.
7 European cash equities markets include cash equities exchanges of Sweden, Denmark, Finland, and Iceland. Minor adjustments to prior periods reflect data from a new consolidated data provider that accurately captures all primary trading venues and Multilateral Trading Facilities.
   

  • With first patient dosed in AURORA Phase 3 clinical trial, Sagimet advances denifanstat’s U.S. registrational program, building on positive Phase 3 clinical results in China from license partner Ascletis
  • Pivotal trial designed to enroll approximately 800 U.S. patients, including 450 adolescents aged 12 and older
  • If approved, denifanstat has the potential to address a significant unmet need among approximately 10 million Americans with moderate to severe acne

FOSTER CITY, Calif., Oct. 22, 2026 (GLOBE NEWSWIRE) — Sagimet Biosciences Inc. (Nasdaq: SGMT), a clinical-stage biopharmaceutical company developing inhibitors of fatty acid synthase (FASN), a key lipid synthesis regulator, for acne, today announced that the first patient has been dosed in AURORA, its pivotal U.S. Phase 3 clinical trial of denifanstat in adults and adolescents aged 12 years and older with moderate to severe acne. AURORA is intended to support a potential U.S. New Drug Application (NDA) submission. The trial builds on positive Phase 3 clinical results and subsequent 52-week open-label extension data generated by Sagimet’s license partner Ascletis BioScience Co. Ltd. (Ascletis) in China. Denifanstat is a once-daily oral small molecule fatty acid synthase (FASN) inhibitor being developed by Ascletis as ASC40 in China where it holds an exclusive license to denifanstat, and by Sagimet in the rest of the world.

“Dosing the first patient in our AURORA Phase 3 clinical trial marks a significant milestone for Sagimet,” said David Happel, Chief Executive Officer of Sagimet. “Our focus is on advancing this registrational trial, with topline results expected in the second half of 2027. If approved, denifanstat would be the first once-daily oral acne treatment with a novel mechanism of action approved by the FDA for the treatment of acne in more than 40 years, offering a new treatment option for the approximately 10 million U.S. patients living with moderate to severe acne.”

AURORA is a multicenter, randomized, double-blind, placebo-controlled registrational Phase 3 clinical trial designed to evaluate the efficacy and safety of denifanstat 50 mg once daily in approximately 800 U.S. patients aged 12 years and older, of which 450 are expected to be adolescents aged 12 to 17 years. The trial includes a 12-week double-blind treatment period followed by a 40-week open-label extension for eligible patients.

“As well as the positive Phase 3 data generated by our license partner Ascletis, Sagimet’s mechanistic non-clinical and clinical data provide further support for denifanstat’s differentiated approach to targeting sebum production and inflammation, key drivers of acne,” said Andreas Grauer, MD, Chief Medical Officer of Sagimet. “We look forward to conducting our registrational Phase 3 clinical trial and bringing denifanstat to patients and their families who we feel are currently underserved by the available treatment options.”

The 52-week results from Ascletis’ Phase 3 open-label extension clinical trial were recently presented as posters at the European Academy for Dermatology and Venerology (EADV) Congress 2026 and the 2026 Fall Clinical Dermatology Conference. The posters are available in the Science section of Sagimet’s website (here).

About the AURORA Phase 3 Clinical Trial

AURORA (NCT07863193) is a multi-center, randomized, double-blind, placebo-controlled Phase 3 clinical trial of denifanstat in moderate to severe acne. AURORA is anticipated to enroll approximately 800 U.S. patients aged 12 years and older, of which 450 are expected to be adolescents aged 12 to 17 years. Patients will be randomized 2:1 to receive denifanstat 50 mg or placebo once daily for 12 weeks. The trial will have three co-primary endpoints that will be assessed at week 12: the proportion of patients achieving treatment success in a global assessment score, defined as at least a 2-point reduction from baseline with a score of 0 (clear) or 1 (almost clear); absolute change in inflammatory skin lesion counts from baseline; and absolute change in non-inflammatory skin lesion counts from baseline. A subset of approximately 530 patients completing the double-blind period will be eligible to enter a 40-week open-label extension evaluating the long-term safety of denifanstat.

About Denifanstat

Denifanstat is an oral, once-daily FASN inhibitor in development for the treatment of moderate to severe acne. In trials conducted by Sagimet’s license partner, Ascletis BioScience Co. Ltd. (Ascletis) in China, denifanstat met all primary and secondary endpoints in a 12-week randomized, double-blind Phase 3 clinical trial in moderate to severe acne vulgaris and was generally well-tolerated and showed improvements in all efficacy endpoints measured at 52 weeks (secondary endpoints of the trial) in an open-label extension clinical trial evaluating denifanstat’s long-term safety. Denifanstat is being developed by Ascletis as ASC40 for acne in China and by Sagimet in the rest of world.

About Acne

Acne is one of the most common skin conditions in the U.S., with approximately 50 million Americans affected annually and more than 5 million seeking medical treatment for acne each year. Acne affects around 85% of persons between the ages of 12 and 24. Moderate to severe acne accounts for 20% of acne sufferers, or approximately 10 million people in the U.S. annually. There is no cure for acne, and due to its pathology, most patients require chronic management and multiple annual courses of treatment for flare control.

About Sagimet Biosciences

Sagimet is a clinical-stage biopharmaceutical company advancing a portfolio of novel fatty acid synthase (FASN) inhibitors. FASN is a key regulator of the de novo lipogenesis pathway, which is overactive in acne and can cause elevated sebum and inflammation. FASN is also implicated in other diseases, including MASH and certain FASN-dependent tumor types. Denifanstat, Sagimet’s lead drug candidate, is an oral, once-daily FASN inhibitor currently being evaluated in a U.S. Phase 3 registrational clinical trial for moderate to severe acne. For more information, visit www.sagimet.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of, and made pursuant to the safe harbor provisions of, The Private Securities Litigation Reform Act of 1995. All statements contained in this press release, other than statements of historical facts or statements that relate to present facts or current conditions, including but not limited to, statements regarding the expected timing of the presentation of data from ongoing clinical trials, Sagimet’s clinical development plans and related timelines and anticipated development milestones, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause Sagimet’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In some cases, these statements can be identified by terms such as “may,” “might,” “will,” “should,” “expect,” “plan,” “aim,” “seek,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “forecast,” “potential” or “continue” or the negative of these terms or other similar expressions. The forward-looking statements in this press release are only predictions. Sagimet has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that Sagimet believes may affect its business, financial condition and results of operations. These forward-looking statements speak only as of the date of this press release and are subject to a number of risks, uncertainties and assumptions, some of which cannot be predicted or quantified and some of which are beyond Sagimet’s control, including, among others: the clinical development and therapeutic potential of denifanstat, TVB-3567 or any other drug candidates or combination therapies developed by Sagimet; Sagimet’s ability to advance drug candidates into and successfully complete clinical trials within anticipated timelines; Sagimet’s relationship with Ascletis, and the success of its development and registration efforts for denifanstat; the accuracy of Sagimet’s estimates regarding its capital requirements and Sagimet’s ability to maintain and successfully enforce adequate intellectual property protection. These and other risks and uncertainties are described more fully in the “Risk Factors” section of Sagimet’s most recent filings with the Securities and Exchange Commission and available at www.sec.gov. You should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in these forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Moreover, Sagimet operates in a dynamic industry and economy. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties that Sagimet may face. Except as required by applicable law, Sagimet does not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

Investor Contact:
Joyce Allaire
LifeSci Advisors
JAllaire@LifeSciAdvisors.com

Media Contact:
Maggie Whitney
LifeSci Communications
mwhitney@lifescicomms.com

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