Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
☒
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 2026
or
☐
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from to
001-42967
(Commission File Number)
Park Dental Partners, Inc.
(Exact name of registrant as specified in its charter)
Minnesota
(651) 633-0500
(Jurisdiction of Incorporation)
(Registrant’s telephone number)
93-2020683
(I.R.S. Employer Identification No.)
2200 County Road C West, Suite 2210
Roseville, Minnesota 55113
(Address of principal executive offices)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value
PARK
NASDAQ Capital Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒No ☐
Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐No ☒
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common Stock
Common Shares, par value of $0.0001 per share
Outstanding Shares at May 14, 2026
4,515,054
PARK DENTAL PARTNERS, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
Page
PART I -- FINANCIAL INFORMATION
Item 1.
Financial Statements (unaudited)
2
Condensed Consolidated Balance Sheets
Condensed Consolidated Statements of Operations
3
Condensed Consolidated Statements of Shareholders' Equity (Deficit)
4
Condensed Consolidated Statements of Cash Flows
5
Notes to Condensed Consolidated Financial Statements
6
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
21
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
31
Item 4.
Controls and Procedures
PART II -- OTHER INFORMATION
Legal Proceedings
32
Item 1A.
Risk Factors
Unregistered Sales of Equity Securities and Use of Proceeds
Defaults Upon Senior Securities
Mine Safety Disclosures
Item 5.
Other information
Item 6.
Exhibits
33
Signatures
34
Item 1.Financial Statements
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
(in thousands, except share and per share amounts)
At March 31,
At December 31,
2026
2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents
$
24,372
25,185
Accounts receivable – net of allowance
6,819
6,991
Dental supplies
949
930
Income taxes receivable
2,830
Prepaid expenses and other current assets
2,752
1,966
Total current assets
37,722
37,902
OTHER ASSETS:
Property and equipment – net
29,527
29,286
Cash surrender value of life insurance
19,078
19,244
Intangible assets – net
12,457
11,182
Goodwill
17,336
17,178
Deferred income taxes
19,319
18,849
Lease right of use asset
44,418
44,542
Total other assets
142,135
140,281
TOTAL ASSETS
179,857
178,183
LIABILITIES AND EQUITY (DEFICIT)
CURRENT LIABILITIES:
Accounts payable and other accrued liabilities
6,682
6,291
Payroll, benefits and short term deferred compensation
16,802
16,716
Accrued taxes
102
1,220
Current debt
1,895
Current portion of lease liability
6,835
6,711
Deferred revenue and other current liabilities
2,982
2,900
Total current liabilities
35,298
35,733
LONG-TERM LIABILITIES:
Lease liability
41,405
41,659
Deferred compensation
67,569
68,417
Long-term debt
9,611
10,085
Other long-term liabilities
537
486
Total long-term liabilities
119,122
120,647
Total liabilities
154,420
156,380
Commitments and contingencies (Note 13)
SHAREHOLDERS’ EQUITY:
Common stock, $0.0001 par value, 100,000,000 shares authorized; 4,515,054 and 4,247,018 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively
1
Additional paid-in capital
32,651
28,627
Treasury stock
(737)
Accumulated shareholders’ deficit
(6,478)
(6,088)
Total shareholders’ equity
25,437
21,803
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
See accompanying notes to the condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(in thousands, except share and per share data)
Three Months Ended
March 31,
REVENUE
62,695
59,037
COST OF SERVICES
Salaries and benefits
41,895
35,637
Dental supplies and Laboratory fees
4,338
4,239
Office occupancy
4,285
4,004
Other practice expenses
3,834
3,405
Depreciation
1,963
1,896
TOTAL COST OF SERVICES
56,315
49,181
GROSS MARGIN
6,380
9,856
General and administrative expenses
7,840
6,928
Depreciation and amortization
420
378
OPERATING INCOME (LOSS)
(1,880)
2,550
INTEREST EXPENSE - NET
(121)
(337)
INCOME (LOSS) BEFORE TAX
(2,001)
2,213
PROVISION/(BENEFIT) FOR INCOME TAX
(1,611)
646
NET INCOME (LOSS)
(390)
1,566
Earnings (Loss) per share:
Basic
(0.09)
0.88
Diluted
Basic weighted-average number of common shares outstanding
4,383,073
1,783,352
Diluted weighted-average number of common shares outstanding
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT) (unaudited)
(in thousands)
PDPI
Accumulated
Additional
Total
Common
Treasury
Shareholders’
Paid-in
Stock
(Deficit)
Capital
Equity / (Deficit)
Balances - December 31, 2025
Share based compensation
—
4,024
Net income (loss)
Balances - March 31, 2026
Balances - December 31, 2024
(91)
(5,730)
1,521
(4,299)
Share repurchase
(154)
Balances - March 31, 2025
(245)
(4,164)
(2,887)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Adjustments to reconcile net income to net cash flows from operating activities:
2,383
2,274
(470)
Change in cash surrender value of life insurance
440
335
Loss on disposal of property and equipment
37
63
Noncash lease expense
(6)
(78)
Changes in operating assets and liabilities
Accounts receivable
172
299
(196)
(261)
942
1,120
Payroll, benefits and deferred compensation
(761)
(246)
(1,118)
614
Deferred revenue and other liabilities
(31)
173
Net cash flows from operating activities
5,026
5,859
NET CASH FLOWS USED IN INVESTING ACTIVITIES:
Purchases of property and equipment
(2,305)
(2,420)
Life insurance premiums paid
(273)
(664)
Payments for purchases of dental practices
(1,595)
Issuance of notes to related parties
(600)
Net cash flows used in investing activities
(4,773)
(3,084)
CASH FLOWS USED IN FINANCING ACTIVITIES:
Gross borrowings on line of credit
5,760
Gross repayments on line of credit
(5,760)
Dental practice purchase installment payments
(8)
Net change in checks issued in excess of cash balances
(573)
(1,328)
Payments of long-term debt
(473)
(478)
Payments of capital lease obligation
(12)
(11)
Cash paid for share repurchase
Net cash flows used in financing activities
(1,066)
(1,979)
NET CHANGE IN CASH AND CASH EQUIVALENTS
(813)
796
CASH AND CASH EQUIVALENTS – Beginning of period
2,672
CASH AND CASH EQUIVALENTS – End of period
3,468
SUPPLEMENTAL CASH FLOW INFORMATION – Cash paid during the period for:
Interest
284
341
Purchases of property and equipment in accounts payable
1,473
1,012
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
(Amounts in thousands, except share and per share amounts)
Nature of Business — We are a dental resource organization that provides administrative and other business support services to affiliated general and multi-specialty dental practices. We currently have exclusive long-term agreements with the following affiliated dental practices — PDG, P.A., Dental Specialists of Minnesota, PLLC and Orthodontic Specialists of Minnesota, PLLC, (together “affiliated dental practices”). We currently support 221 dentists across 86 practice locations. As a result of our exclusive, long-term agreements with our affiliated dental practices, our condensed consolidated financial results include the consolidated results of the affiliated dental practices, in which we do not hold an equity interest. References to “we”, “us”, and “our” refer to Park Dental Partners, Inc. (“PDPI”) and our affiliated general and multi-specialty dental practices PDG, P.A. (“PDG”), Dental Specialists of Minnesota, PLLC (“TDS”), and Orthodontic Specialists of Minnesota, PLLC (“The Dental Specialists Orthodontics”). PDG, TDS, and The Dental Specialists Orthodontics provide general and specialty dental care services to patients in Minnesota, Wisconsin, and Arizona.
Basis of presentation — The accompanying condensed consolidated financial statements, including the balance sheet as of March 31, 2026, statements of operations and statements of stockholders’ equity (deficit), for the three months ended March 31, 2026 and 2025, and statements of cash flows for the three months ended March 31, 2026 and 2025, are unaudited. The condensed consolidated financial statements and accompanying notes are presented as permitted by Form 10-Q and do not contain certain information included in the Company’s annual consolidated financial statements and notes. The information included in this Quarterly Report should be read in conjunction with Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and consolidated financial statements and notes thereto for the fiscal year ended December 31, 2025 included in the Company’s Annual Report. In the opinion of management, these condensed financial statements reflect all adjustments, which include normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of March 31, 2026 and the results of operations and cash flows for the three months ended March 31, 2026 and 2025. The financial data and other information disclosed in these notes related to the three months ended March 31, 2026 and 2025 are also unaudited. The results for the three months ended March 31, 2026 are not necessarily indicative of results to be expected for the year ending December 31, 2026, any other interim periods, or any future year or period.
Segment Reporting — We manage our operations on a company-wide basis, rather than at a product or business unit level, thereby making determinations as to the allocation of resources as one operating and reportable segment. Our single segment derives revenues by providing general and specialty dental care services to patients. All financial information provided in the consolidated financial statements pertains to this single operating segment. All Company assets are located in the United States.
Our chief executive officer and chairman is the chief operating decision maker (“CODM”). The CODM uses financial information at the consolidated level, including net income, gross margin, and Adjusted Earnings Before Interest, Tax, Depreciation and Amortization (“Adjusted EBITDA”), to assess performance and make key operating decisions, including approving annual operating plans, expanding into new markets, or pursuing business acquisitions. Net income and Adjusted EBITDA are used to monitor budget versus actual results, as well as trends compared to historical performance, which are the CODM’s primary considerations to assess performance. There are no segment managers held accountable by the CODM for operating results at levels or components below the consolidated unit level. The measure of segment assets is reported on the balance sheet as total consolidated assets. Our CODM does not review segment assets at a different asset level. The CODM has overall responsibility and accountability for the profitability and cash flows of the Company.
Other Current Liabilities and Other Long-Term Liabilities — Other current liabilities and other long-term liabilities include insurance and patient refunds, finance lease obligations, deferred rent, and practice acquisition installment notes. Practice acquisition installment notes are generally payable between 12 – 48 months after the date of
the acquisition. The total liability of outstanding practice acquisition installment notes as of March 31, 2026 and December 31, 2025, included within the condensed consolidated balance sheet was $1,128 and $956, respectively, of which, the current portion was $627 and $505, respectively, and is included within other current liabilities. The following table provides details of the Company’s liability for outstanding practice acquisition installment notes:
As of
March 31, 2026
Practice acquisition installment notes – beginning balance
956
Additions related to acquisitions
180
Payments advanced to seller
Practice acquisition installment notes – ending balance
1,128
March 31, 2025
1,141
1,133
Revenue Recognition — Our affiliated dental practices generate their revenue from services provided to patients. Generally, dental practices bill the patients and third-party payors after the services are performed. Revenue is recognized as performance obligations are satisfied. Patient care service revenue is reported at the amount that reflects the consideration to which the affiliated dental practices estimate to be entitled in exchange for providing patient care. These consideration amounts are due from patients and third-party payors (including dental insurers and government sponsored programs), and others and include variable consideration. Our affiliated dental groups determine the transaction price, which involves significant estimates and judgment, based on standard charges for goods and services provided, reduced by contractual allowance provided to third-party payors, discounts provided to uninsured patients in accordance with our policy and implicit price concessions based on its historical collection experience for each patient portfolio based on payor classes and service types. We regularly review data about these major payor sources of revenue in evaluating the sufficiency of the contractual allowance and implicit price concessions. Performance obligations are determined based on the nature of the services provided. For general dental care services, the performance obligations are satisfied as the patient simultaneously receives and consumes the benefits provided as the services are performed. Revenue from performance obligations satisfied over time is recognized based on total expected or actual services allocated to each performance obligation. Generally, performance obligations satisfied over time relate to patients receiving orthodontic services. For these services we measure the performance obligation from initial execution of the contract to the point when there are no further services required for the patient. Typically, revenue is recognized within 12-months of the commencement of services. In addition, our affiliated dental practices offer a direct-to-consumer dental care subscription for patients without dental insurance, which provides reduced costs for patient care over a 12-month period. Materially all deferred revenue at the end of a fiscal year is recognized within the subsequent 12-month period. The subscription revenue is deferred and recognized over the period of care. We believe that these methods provide an accurate depiction of the transfer of services over the term of the performance obligation based on the inputs needed to satisfy the obligations.
Per the administrative resource agreements, Park Dental Partners, Inc. bills the affiliated dental practices for business and administrative services. However, this revenue and related expenses are eliminated in the financial statement consolidation process.
Our affiliated dental practices have agreements with third-party payors that typically provide for payments at amounts less than standard established charges. A summary of the payment arrangements with major third-party payors consists of the following:
7
Our patient service revenue, net of allowances, implicit price concessions and discounts, recognized from these major payor sources and patients was as follows:
For the three months ended
Third-party payors
43,807
40,836
Patients
18,888
18,201
Total all payors
Patient Receivables and Credit Policy — Patient accounts receivable are uncollateralized patient obligations that are stated at the amount we expect to collect from outstanding balances. These obligations are primarily from local patients most of whom are insured under third-party payor agreements. Park Dental Partners, Inc. provides billing and collection services on behalf of the affiliated dental practices. Park Dental Partners, Inc. bills third-party payors on the patients’ behalf, or if a patient is uninsured, the patient is billed directly. Once claims are settled with the third-party payors, patients are billed for the remaining balance. Payments on accounts receivable are applied to the specific claim identified on the remittance advice or statement. Park Dental Partners, Inc. and its affiliated dentists have a policy of assessing a finance charge of 8% on patient past due accounts 90 days or older.
Carrying amounts of accounts receivable are reduced by contractual allowances and implicit price concessions that reflect management’s best estimate of the amounts that will not be collected. We provide for contractual adjustments under terms of third-party reimbursement agreements through a reduction of gross revenue and a credit to a contractual valuation allowance. In addition, we provide for probable uncollectible amounts, primarily for uninsured patients and amounts patients are personally responsible for, through a reduction in gross revenue and a credit to a valuation allowance based on its assessment of historical collection experience, trends for each of its major payor sources of revenue, and the current status of individual accounts. Balances that are still outstanding after we have used reasonable collection efforts are written off through a charge to the valuation allowance and credit to patient accounts receivable. Contractual allowances, concessions, and reserves for uncollectible accounts were $5,186 and $4,864 at March 31, 2026 and December 31, 2025, respectively.
Deferred Revenue — Deferred revenue is comprised of performance obligations satisfied over time which have not yet been completed, primarily related to orthodontic and dental subscription services.
Changes in deferred revenue were as follows:
As of March 31,
Deferred revenue - beginning balance
1,411
1,432
Recognition of prior deferred revenue in the current quarter
(547)
(509)
Deferral of revenue
581
509
Deferred revenue - ending balance
1,445
8
Specified Expense Items — Significant segment level expense information provided to the CODM is consistent with our condensed consolidated statements of operations, as supplemented by the specified expense items provided to the CODM and disclosed in the table below:
Salaries and Benefits
Doctor compensation and benefits
20,763
15,923
Clinical team member salaries and benefits
21,132
19,714
Total Salaries and Benefits
Other Practice Expenses
MinnesotaCare tax
1,121
1,053
Other expenses of practices(1)
2,713
2,352
Total – Other Operating expense
Recently Adopted Accounting Pronouncements — The Company has not adopted any new accounting standards in the three months ended March 31, 2026.
Recently Issued Accounting Pronouncements — In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income- Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires the disaggregation, in the notes to the financial statements, of certain cost and expense captions presented on the face of the Company’s Statement of Operations, to provide enhanced transparency to investors. The update may be applied either prospectively or retrospectively. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the impact ASU 2024-03 will have on our disclosures.
During the three months ended March 31, 2026, our affiliated dental practices acquired one general dental practice. This acquisition was completed on January 23, 2026. The final purchase consideration for the practices was $1,775, of which $1,595 was settled in cash and $180 in practice acquisition installment notes. The acquired practice is a single-location general practice located in Tucson, Arizona. In the three months ended March 31, 2025, our affiliated dental practices did not acquire any dental practices. Practice acquisition installment notes are generally payable between 12 and 48 months after the date of acquisition.
The results of operations and financial condition of the acquired entity have been included in our condensed consolidated results as of the date of acquisition. For the three months ended March 31, 2026, the acquired entity’s impact on revenues and net earnings was not material. Unaudited pro forma revenues and net earnings for the three months ended March 31, 2026, as if the business combination had occurred on the first of the year, were immaterial for the period.
Goodwill arising from the acquisition consists largely of the synergies and economies of scale expected from increased revenue and cost reductions. We anticipate that acquired goodwill will be deductible for tax purposes.
The following table summarizes the consideration paid, assessment of assets acquired and liabilities assumed, and resulting goodwill. Management’s measurement of the fair values of acquired assets and assumed liabilities and purchase price allocation is preliminary and subject to finalization when valuations and final assessments of the fair
9
value of acquired assets and assumed liabilities are completed in the measurement period (up to one year from the acquisition date). There can be no assurance that such final assessments will not result in material changes from the preliminary purchase price allocations, and such changes may result in changes in the opening balance sheet value of goodwill. The Company’s estimates and assumptions are subject to change during the measurement period as the Company finalizes the valuations of certain tangible and intangible assets acquired, and liabilities assumed. We expect to complete the purchase price allocation for the January 2026 acquisition during the fiscal year 2026.
Acquisition completed in the three months ended March 31, 2026:
10
Property and equipment
86
Right of use lease asset
548
Patient lists
1,550
154
Right of use lease liability
(548)
Liabilities assumed
(25)
Assets acquired and liabilities assumed
1,775
Total purchase price
Issuance of amounts due to sellers – acquisitions
(180)
Cash paid in business combinations
1,595
During the year ended December 31, 2025, our affiliated dental practices acquired three single-location dental practices that provide general dental services. Due to the closing of two of the transactions on December 31, 2025, management’s measurement of the fair values of acquired assets and assumed liabilities and purchase price allocation was preliminary for the year ended December 31, 2025. These provisional amounts are subject to finalization when valuations and final assessments of the fair value of acquired assets and assumed liabilities are completed in the measurement period, which may extend up to one year from the respective acquisition dates. The purchase price allocations were finalized during the three months ended March 31, 2026.
The following table summarizes a comparison of the preliminary and final consideration paid, assessment of assets acquired and liabilities assumed, and resulting goodwill for the acquisitions completed in the year ended December 31, 2025:
Preliminary as of
Final as of
December 31, 2025
30
226
349
1,241
1,283
619
623
(349)
2,105
(388)
1,717
On May 3, 2026, the Company and our affiliated dental practices entered into an agreement to acquire a general dental practice, subject to customary closing conditions, which is expected to close in the second quarter. The total anticipated purchase consideration is anticipated to be approximately $1,225.
Disaggregated Revenue Information — We view the following disaggregated disclosures as useful to understanding the composition of revenue:
General dentistry
46,122
43,353
Multi-Specialty dentistry
16,573
15,684
Revenue
Financial instruments that potentially subject us to possible credit risk consist principally of accounts receivable and cash deposits in excess of insured limits.
Accounts receivable consist of amounts due from patients, their insurers, or governmental agencies for health care provided to the patients. The majority of patients are from Minneapolis/St. Paul, Rochester, Sartell, and Duluth, Minnesota, western Wisconsin, Phoenix, Arizona, and Tucson, Arizona and the surrounding areas.
The mix of receivables from patients and third-party payors are as follows:
%
70
68
Totals
100
One third-party payor and their affiliated entities accounted for approximately 35% and approximately 32% of our condensed consolidated net revenue for the three months ended March 31, 2026 and 2025, respectively.
Accounts receivable from one third-party payor and their affiliated entities accounted for approximately 18% and approximately 23% of total accounts receivable at March 31, 2026, and December 31, 2025, respectively.
We maintain a depository relationship with one primary financial institution. Operating cash requirements frequently require that amounts on deposit exceed Federal Deposit Insurance Corporation limits. We believe this financial institution has a strong credit rating and that credit risk related to these deposits is minimal. As of March 31, 2026, and December 31, 2025, cash deposits in excess of the federally insured amounts were $23,798 and $24,618, respectively.
11
Land
46
Buildings
140
Computer equipment
17,647
17,393
Furniture and fixtures, and signage
7,649
7,614
Dental equipment
50,567
49,707
Leasehold improvements
46,049
45,092
Total property and equipment
122,098
119,992
Less accumulated depreciation
92,571
90,706
Depreciation expense in the condensed consolidated statement of operations was $2,067 and $1,996 for the three months ended March 31, 2026 and 2025, respectively. All assets of the Company are located in the United States of America.
Changes in the carrying amount of Goodwill consisted of the following:
Changes in the carrying value of Goodwill consisted of the following:
Balance – beginning
Goodwill acquired
Measurement period adjustments
Balance – ending
There were no changes in Goodwill for the three-months ended March 31, 2025.
Gross Carrying
Net Carrying
Amount
Amortization
Value
Amortizable intangible assets:
Trademarks
1,950
19,490
7,033
Total intangible assets
21,440
8,983
17,899
6,717
19,849
8,667
12
Trademark and patient list amortization expense was $316 and $278 for the three months ended March 31, 2026 and 2025, respectively.
Amortization expense on amortizable intangible assets for each of the next five years and thereafter is as follows:
Remaining 2026
975
2027
1,299
2028
2029
1,158
2030
1,125
Thereafter
6,601
Our interim tax provision is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, which are taken into account in the relevant period. Each quarter, we update an estimate of the annual effective tax rate, and if the estimated tax rate changes, we make a cumulative adjustment.
We recorded an income tax benefit of $1,611 in the three months ended March 31, 2026, compared to an income tax expense of $646 in the three months ended March 31, 2025. Our year-to-date effective tax was 80.5% for the three months ended March 31, 2026, compared to 29.2% for the three months ended March 31, 2025. The increase in the effective tax rate was primarily driven by higher discrete deductible expenses in the three months ended March 31, 2026 which were associated with our share awards.
At March 31, 2026, we had a $15,000 available line of credit with a bank bearing interest at the one-month SOFR plus 2.00%. Our credit agreement with the bank includes a $13,000 term loan and provides for a $15,000 line of credit with the right to request an additional $10,000 line of credit. The credit agreement was amended on February 13, 2026 to extend the availability under the line of credit from March 2027 to March 2029, update certain financial covenants and definitions, and provide consent for the formation of a new subsidiary.
There was no activity on the line of credit for the first three months of 2026. Activity on the line of credit for fiscal 2025 included advances of $14,903 and repayments of $14,903. No amounts were outstanding on the line of credit at March 31, 2026 and December 31, 2025.
Long-term debt consisted of the following:
Bank term loan
9,286
9,750
Subordinated notes payable
2,165
Notes payable to former dentist shareholders for the redemption of shares
55
65
11,506
11,980
Less – current maturities
Long-term portion
13
Scheduled principal payments on long-term debt at March 31, 2026, are summarized as follows:
1,421
1,884
1,857
4,179
Bank Term Loan
The Company maintains a $13,000 term loan that matures in March 2029 and bears interest at a variable rate equal to one-month SOFR plus 2.10%. The loan requires monthly principal payments of $155, with any remaining principal due at maturity, and is secured by all business assets of the Company. The agreement requires, among other things, that we comply with a minimum fixed charge coverage ratio, a total cash flow leverage ratio, and restriction on individual business combinations in excess of specified limits, as defined in the agreement. The Company was in compliance with all debt covenants as of March 31, 2026 and December 31, 2025. Interest expense related to the bank term loan totaled approximately $136 and $200 for the three months ended March 31, 2026 and 2025, respectively.
Subordinated Notes Payable
The Company has outstanding subordinated notes payable with principal due at maturity and interest payable quarterly through October 1, 2037. Interest on the notes is equal to the greater of (i) 14% of the principal balance, (ii) an amount determined based on a formula using average dentist compensation, or (iii) a formula based on total revenue. The effective interest rate during the three months ended March 31, 2026 was 24.5%. Of the total subordinated notes payable, $2,012 is payable to shareholders and two related parties. These notes are secured by all business assets of the Company and are subordinated to the Company’s bank term loan and line of credit. The notes are also subject to significant prepayment restrictions; prepayment generally requires lender approval, except in limited circumstances involving the death of certain holders. The purchase agreement governing these notes also contains change-of-control provisions. Interest expense related to the subordinated debt agreements was approximately $131 and $137 for the three months ended March 31, 2026 and 2025, respectively.
Notes Payable – Former Dentist Shareholder
The Company has issued notes payable to former dentist shareholders in connection with the redemption of shares occurring prior to the Company’s initial public offering. The notes require principal and interest payments in 60 equal monthly installments. Interest is charged at the lesser of (i) 10% or (ii) 1% less than the prime rate published in The Wall Street Journal (Midwest Edition). Total principal payments made on these notes were $10 in the three months ended March 31, 2026. Interest expense related to notes payable to former dentist shareholders was approximately $1 and $2 for the three months ended March 31, 2026 and 2025, respectively.
Park Dental Partners, Inc. and its affiliated dental practices have four deferred compensation plans. Only the Non-qualified Deferred Compensation Plan is still active, while balances in all other plans have been closed to new participation.
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Non-qualified Deferred Compensation Plan — The non-qualified deferred compensation plan provides participants the opportunity to defer compensation on a pretax basis. Participants are immediately 100% vested in their voluntary deferred compensation contributions. Participant accounts are credited with deferred compensation contributions and earnings thereon, as defined. In addition, we may make discretionary credits to the compensation account of an active participant at any time. There were no discretionary credits deposited in the three months ended March 31, 2026. Benefit payments to participants are available upon termination of employment, disability, death, unforeseeable emergencies, a change-in-control event, as defined, or through a qualified in-service distribution with the option to receive payment in a lump sum distribution, or up to five annual installments.
At March 31, 2026, the total deferred compensation liability related to the non-qualified plan was $22,742, of which $22,001 was presented as Deferred compensation and $741 as Payroll, benefits and short term deferred compensation. At December 31, 2025, the total deferred compensation liability related to the non-qualified plan was $22,992, of which $22,297 was presented as Deferred compensation and $695 as Payroll, benefits and short term deferred compensation.
We have several deferred compensation plans which have been closed to new participants and service crediting which are described collectively as Deferred Compensation Plans — Inactive.
Professional Employee Compensation Plan (the ‘PEC Plan’) — The PEC Plan provided for a deferred compensation benefit to certain employees of affiliated dental practices in the event of separation from service. The PEC Plan was frozen as of December 31, 2022, and no expense was recognized for this plan since that date. The deferred compensation balance is paid over a period of five years from the date of separation. The maximum amount we will be required to pay under the PEC Plan in each year is capped at 2% of our annual adjusted gross revenue, as defined in the agreement.
Equity Accumulation Plan (the ‘Accumulation Plan’) — The Accumulation Plan provided for benefit payments to participants after termination of employment because of death, permanent disability or attainment of age 65. Alternatively, the vested value of the participant’s account is paid following termination of employment at or after age 55 with 20 years of service. The Accumulation Plan was closed to new participants and service crediting on March 1, 2008.
Phantom Equity Plan (‘Phantom Plan’) — The Phantom Plan provided certain clinical and nonclinical leaders with phantom equity awards. The plan provides for participants to receive benefits upon termination of employment, disability, death, a change-in-control event, as defined, or via a qualified in-service distribution election. The plan provides for annual installment payments over five years after separation of service, or upon in-service distribution election. The Phantom Plan was closed to new participants and service crediting or earnings in 2022.
At March 31, 2026, and December 31, 2025, the total deferred compensation liability related to the phantom equity plan was $1,464 and $1,657, respectively. There was no deferred compensation expense under the agreement in the first three months in 2026 or fiscal 2025, and we do not anticipate any future compensation expense under the Phantom Plan.
The balance of Deferred compensation – Inactive, which includes the PEC Plan, Accumulation Plan, and the Phantom Plan, was $45,569 at March 31, 2026, and $46,120 at December 31, 2025. The short-term portion has been included in Payroll, benefits, and short term deferred compensation and totaled $1,450 and $1,457 at March 31, 2026
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and December 31, 2025, respectively. Payments made under the Deferred Compensation Plans – Inactive were $557 and $377, for the three months ended March 31, 2026 and 2025, respectively.
Deferred Compensation – Inactive
As of March 31, 2026
Professional
Employee
Equity
Deferred
Compensation
Accumulation
Phantom
Compensation Plans –
Plan
Equity Plan
Inactive
43,220
1,159
1,190
45,569
1,118
58
274
1,450
Total Liability
44,338
1,217
1,464
47,019
As of December 31, 2025
43,497
1,218
1,405
46,120
84
252
1,457
44,618
1,302
1,657
47,577
Park Dental Partners, Inc. shares are comprised of 100 million Common shares, and 5 million Preferred shares. All stock has a par value of $0.0001 per share. As of March 31, 2026, only Common shares are outstanding. Each holder of common stock and certain restricted shares is entitled to one vote for each share of Common stock and restricted share held.
The following table summarizes Common shares outstanding:
Outstanding shares
Total Common unrestricted shares
4,247,018
Restricted shares (“RSs”) — Restricted Park Dental Partners, Inc. shares issued prior to our initial public offering (“IPO”) vested 25% upon the closing of our public offering on December 4, 2025, with the remaining awards vesting at the rate of 6.25% each calendar quarter over the subsequent 12 quarters. In the event of a change in control, the restricted shares shall vest immediately upon the change in control. As it relates to awards issued prior to the IPO, the Company treats each vesting tranche as a separate award, and recognizes compensation cost for each tranche independently over its specific vesting period. This approach results in accelerated compensation expense recognition, as earlier-vesting tranches are recognized more quickly than later-vesting tranches.
Subsequent to our IPO we have changed our accounting policy regarding the vesting of restricted share awards. As a result of this policy change, share based compensation related to those awards granted after our IPO is recognized using the straight-line recognition method. We believe this method is preferable, as it results in the Company recognizing the total grant-date fair value of the award ratably as compensation expense over the vesting period. Restricted share awards granted subsequent to the IPO vest at the rate of 25% each year over four years.
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The following table summarizes RS activity:
Weighted
Number of
Average Grant
RSs
Date Fair Value
Unvested RSs at December 31, 2025
2,493
7.04
RSs granted
16.01
RSs vested
(268)
6.82
RSs forfeited
(4)
10.95
Unvested RSs at March 31, 2026
2,225
7.08
Unrecognized compensation expense related to outstanding RSs at March 31, 2026 was approximately $11,504.
Unrestricted Stock Grant —There were no unrestricted stock grants made during the three months ended March 31, 2026 and 2025.
Employee Stock Purchase Plan (“ESPP”) — The Company maintains an Employee Stock Purchase Plan that allows eligible employees to purchase shares of common stock at a discount through payroll deductions over offering periods. The ESPP was approved in 2025, and up to 250,000 shares of common stock are reserved for issuance under the plan. No shares were issued under the ESPP during the three months ended March 31, 2026.
The following table sets forth the computation of basic and diluted earnings per share attributable to common shareholders
For the Three Months Ended
(in thousands, except
per share amounts)
Net income (loss) available to PARK common shareholders
Earnings (loss) per share attributable to PARK common shareholders:
Weighted-average number of common stock shares outstanding
4,383
1,783
Dilutive impact of share based awards
Weighted-average number of common stock shares outstanding – diluted
Anti-dilutive restricted stock excluded from diluted EPS computation
3,549
Anti-dilutive warrants excluded from diluted EPS computation
92
Operating Leases
The Company leases all but one of its locations. Excluding renewal options that are not reasonably certain to be exercised, our leases have remaining contractual terms that range from 2 to 18 years. Most of the leases contain renewal options and escalation clauses. Our property leases require payment of real estate taxes, insurance, and common area maintenance, in addition to rent. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.
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Lease Cost — Lease cost has been included within Office occupancy on our condensed consolidated statement of operations and consisted of the following:
Lease Cost
2,079
1,912
Lease cost associated with operating leases and short-term leases (i.e., leases with an initial term of 12 months or less) is recognized on a straight-line basis from the date we take possession of the property through the end of the lease term. Variable lease payments not recognized in the measurement of operating lease liabilities are expensed as incurred.
Operating Right of Use Assets and Lease Liabilities — Operating right of use assets and lease liabilities included on our condensed consolidated balance sheet were as follows:
Lease right of use assets – operating leases
Lease liabilities:
Current operating leases
Non-current operating leases
Total lease liabilities
48,240
48,370
Remaining Lease Terms and Discount Rates — ASC 842 requires that we recognize right of use assets and lease liabilities for our operating leases. A key component of this is to determine the incremental borrowing rate, which is used to discount future lease payments. The incremental borrowing rate is defined as the rate of interest that a lessee would have to pay to borrow over a similar term, with similar security, the funds necessary to purchase the underlying asset in a similar economic environment. Since the interest rate implicit in our lease contracts is typically not readily determinable, we reviewed existing debt financing arrangements and the types of leases as well as the lease term and type of collateral to calculate the incremental borrowing rate.
The weighted-average remaining lease terms and discount rates associated with our operating lease liabilities were as follows:
Weight-average discount rate-operating leases
3.94
3.86
Weight-average remaining lease term-operating leases
9.51
years
9.63
Supplemental Cash Flow Information — Supplemental cash flow information associated with our operating leases is as follows:
Non-cash information – right of use assets obtained in exchange for lease liabilities – operating leases
1,477
2,695
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Maturities of Operating Lease Liabilities — Scheduled minimum lease payments under noncancelable operating leases with initial or remaining lease terms in excess of one year at March 31, 2026, are summarized as follows:
6,453
8,156
7,079
5,834
4,898
25,740
Total lease payments
58,160
Less liability accretion
(9,920)
Present value of lease liabilities
Legal Contingencies — We and our affiliated dental practices have been named as a defendant in lawsuits from time to time in the normal course of business, primarily for employment liability, alleged negligence in care or general liability and contractual business disputes. At the present time, we do not believe any pending lawsuits will have a material adverse effect on our operating results, cash flows, liquidity or financial position
In 2024, multiple claims were filed against us in state and federal courts in Minnesota based on a data breach event. Subsequently, certain of the claims were dismissed; however, the putative class action suit in Minnesota District Court entitled, In re Park Dental Data Breach Litigation, Case No. 27-CV-24-12335, Fourth Judicial District, County of Hennepin, State of Minnesota continues. We anticipate the settlement of this matter is now probable. We expect the settlement, net of insurance recoveries, will have an immaterial impact to our financial results as we anticipate the costs to settle will be fully recovered under our insurance policy coverage.
Our affiliated dental practices employ dentists, contract with payors, and provide dental services to patients across Minnesota, Wisconsin, and Arizona. Park Dental Partners, Inc. provides a wide range of support services to the affiliated dental practices. Activities include but are not limited to operational support of clinical facilities, marketing, information technology infrastructure, and the sourcing and managing of dental plan contracts.
We evaluated whether we have a variable interest in our affiliated dental practices, whether practices are VIEs, and whether we have a controlling financial interest in them. We’ve concluded that there are variable interests in the affiliated dental practices on the basis of its Administrative Resources Agreements which provides for reimbursement of costs and management fees payable to us in exchange for providing management and administrative services related to the growth of the patient population, development of all necessary policies and operating procedures, including development and implementation of clinical practice guidelines, and quality assurance and utilization management programs. We have concluded that the success or failure of the dental resource organization (DRO) in conducting these support activities will most significantly impact the economic performance of our affiliated dental practices. In addition, our variable interests in these practices provide us with the right to receive benefits that could potentially be significant. We also note there are no assets of the affiliated dental practices that cannot be used to settle obligations of the Company, and there are no liabilities of the affiliated dental practices for which creditors do not have recourse to the general credit of Park Dental Partners, Inc. as the primary beneficiary. The single member of each of the respective affiliated dental practices is a shareholder of Park Dental Partners, Inc. As a result of this analysis, Park Dental Partners, Inc. concluded that it is the primary beneficiary of the affiliated dental practices and therefore consolidates their balance sheets, results of operations and cash flows. We perform a qualitative assessment of VIEs on an ongoing basis to determine if we continue to be the primary beneficiary.
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The combined assets and liabilities of the affiliated dental practices of PDG, TDS and The Dental Specialists Orthodontics which are included within the consolidated financial statements of Park Dental Partners, Inc. are as follows:
39,852
41,269
TOTAL LIABILITIES
32,551
32,821
Due to the nature of the minority ownership in the affiliated dental practices, whereby a single designated doctor holds one share of the affiliate entity, but has no right to receive any economic benefit, or interest in the profits generated by the affiliated dental practices, we have not assigned any value to the non-controlling interests in the condensed consolidated operations.
We have lease agreements with entities that are minority owned by certain practicing dentists and officers of the Company. Total lease liabilities for these properties were $22,656 at March 31, 2026, and $23,161 at December 31, 2025. Lease cost of $469 and $435 was recognized for these properties for March 31, 2026 and 2025, respectively.
As described in Note 9 — Long-term debt, we have outstanding subordinated Notes Payable. A portion of these subordinated Notes are due to certain related parties, the principal balance of which is $2,012, due at maturity and interest due quarterly through October 1, 2037.
In connection with the vesting of certain equity awards upon the consummation of the Company’s initial public offering, the Company issued one-year promissory notes to eleven affiliated shareholder doctors to provide liquidity for tax obligations arising from such vesting. The loans, which were not available to executive officers or directors, were capped at 31% of the value of the vested shares, bear interest at 3.66% per annum, and are due no later than January 2027. Participating shareholders are subject to a 365-day lock-up restriction while these loans remain outstanding. The aggregate principal amount outstanding under these promissory notes was $600 as of March 31, 2026, and was presented within Prepaid expenses and other current assets on the condensed consolidated balance sheet. No amounts were outstanding as of December 31, 2025.
We have evaluated events occurring subsequent to the date of the condensed consolidated financial statements through May 14, 2026, which is the date the condensed consolidated financial statements were issued.
******
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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.
FORWARD-LOOKING STATEMENTS
The following discussion and analysis of the Company’s condensed consolidated financial condition and results of operations should be read along with the condensed consolidated financial statements and the accompanying notes thereto included elsewhere in this Quarterly Report on Form 10-Q (this “Quarterly Report”). We generally identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other similar words, although not all forward-looking statements contain these words. These statements are only predictions. The information, except for historical information, contained in this discussion and analysis or set forth elsewhere in this Quarterly Report includes forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those contemplated by such forward-looking statements because of, among other things, potential risks and uncertainties, such as:
You should review Part I, Item 1A “Risk Factors” in our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) for the year ended December 31, 2025 for a discussion of a number of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis or set forth elsewhere in this Quarterly Report. The Company assumes no obligation to publicly release the results of any revisions or updates to these forward-looking statements to reflect future events or unanticipated occurrences.
Overview
As a dental resource organization (“DRO”), Park Dental Partners, Inc. provides comprehensive business support services including clinical team members, administrative personnel, facilities and equipment to our affiliated general and multi-specialty dental practices in Minnesota, Wisconsin and Arizona. Our network of affiliated dental practices employs 221 dentists, and consists of 994 hygienists, dental assistants, and patient care coordinators that support affiliated dentists in operating their dental practices across 86 practice locations. Our network of affiliated dental practices has been operating for over fifty years, beginning with the establishment of the general dentistry group in 1972. The mission of our affiliated dental practices since inception has been to ensure patients enjoy the benefits of a lifetime of good oral health. This mission continues to be the driving force behind our organization today.
Critical Accounting Policies and Estimates
Management’s discussion and analysis of financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our condensed financial statements in conformity with GAAP requires us to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses in the reporting period. Our actual results may differ from these estimates.
The critical accounting policies affected most significantly by estimates, assumptions and judgments used in the preparation of the Company’s condensed consolidated financial statements are described in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report. On an ongoing basis, the Company evaluates the critical accounting policies used to prepare its condensed consolidated financial statements, including, but not limited to, those related to business acquisitions. There have been no material changes in these critical accounting policies and estimates during the three months ended March 31, 2026.
Results of Operations
Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025
The following table sets forth, for the periods indicated, our condensed consolidated statements of operations and certain other information. Amounts may not add to the totals due to rounding.
Condensed Consolidated Statements of Operations:
OPERATING INCOME
Revenues
Total revenues for the three months ended March 31, 2026, increased $3.7 million, or 6.2%, to $62.7 million from $59.0 million for the three months ended March 31, 2025. General Dentistry revenue increased $2.8 million, and multi specialty dentistry revenue was higher by $0.9 million, reflecting increased patient visits and clinical hours, the impact of acquisitions, and reimbursement growth through higher payor contractual rates. Revenue from acquisitions contributed approximately $0.8 million for the quarter over the prior year’s comparable quarter. Same Practice Revenue Growth, as defined as dental practice locations that have been operating for at least 13 full months prior to the end of a given period and which have not been closed, or sold during such periods, increased approximately 4.1%, or $2.4 million from the prior comparable period.
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Cost of Services
Salaries and Benefits. Salaries and benefits consist principally of affiliated dentist compensation, clinical team member compensation and related benefit costs. Salaries and benefits for the three months ended March 31, 2026 was $41.9 million, an increase of $6.3 million, or 17.6%, from $35.6 million for the three months ended March 31, 2025. The increase is primarily attributable to the recognition of $3.7 million in share based compensation expense in the three months ended March 31, 2026, while no share based compensation expense was recorded in the three months ended March 31, 2025. The remaining $2.6 million increase relates to an increase of $1.5 million in salaries, driven by increased headcount, including from acquired practices, annual salary increases, $0.4 million increase in benefit costs, $0.3 million in higher incentive compensation, and $0.3 million of contractor support.
Dental supplies and Laboratory Fees. Dental supplies and laboratory fees consists of variable costs associated with our affiliated dental practices providing dental services. Dental supplies and laboratory fees expense for the three months ended March 31, 2026 was $4.3 million, an increase of $0.1 million, or 2.3% from $4.2 million for the three months ended March 31, 2025.
Office occupancy expenses. Office occupancy expenses include lease costs and other physical practice location expenses. Office occupancy expense for the three months ended March 31, 2026 was $4.3 million, an increase of $0.3 million, or 7.0%, from $4.0 million for the three months ended March 31, 2025, attributable to increased capacity expansion and slightly higher leasing costs.
Other practice expenses. Other practice expenses include MinnesotaCare provider taxes, software and subscription costs, repairs and maintenance costs, recruiting, travel and entertainment, insurance and other operating costs. Other practice expense for the three months ended March 31, 2026 was $3.8 million, an increase of $0.4 million, or 12.6%, from $3.4 million for the three months ended March 31, 2025 as a result of higher software and subscription costs, and volume-based MinnesotaCare provider taxes.
Cost of Services Depreciation Expense. Cost of services depreciation expense encompasses depreciation associated with practice related assets such as dental equipment, leasehold improvements, furniture and fixtures and computer equipment. Practice depreciation expense for the three months ended March 31, 2026 was $2.0 million, an increase of $0.1 million, or 3.5%, from $1.9 million for the three months ended March 31, 2025.
General and Administrative
General and administrative expenses consist of costs of our centralized billing offices and call-centers, marketing and advertising expenses, regional management expenses, executive and senior management, and centralized functions, such as accounting, finance, team member relations, information technology, operations, real estate and other similar functions. General and administrative expense for the three months ended March 31, 2026 was $7.8 million, an increase of $0.9 million, or 13.2%, from $6.9 million for the three months ended March 31, 2025. The increase in cost is primarily attributable to a $0.4 million increase in share based compensation expense, $0.4 million higher professional fees, $0.3 million higher marketing and travel, and $0.2 million increase in salaries and wages, offset in part by $0.5 million lower costs associated with preparing for our 2025 initial public offering.
Depreciation and Amortization
Depreciation and amortization expenses are related to our non-practice related investments in long-lived assets such as computer equipment, furniture and fixtures, and amortization of intangible assets. Depreciation and amortization expense for the three months ended March 31, 2026 remained flat compared to the three months ended March 31, 2025. The recognized expense for both periods was $0.4 million.
Interest Expense, net
Net interest expense for the three months ended March 31, 2026 was $0.1 million, a slight decrease from $0.3 million for the three months ended March 31, 2025. This decrease was driven by a decrease in total interest-bearing debt
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under our term loan and usage of line of credit over the year and an increase in interest income earned on money market funds.
Provision for Income Taxes
Income tax benefit for the three months ended March 31, 2026 was $1.6 million compared to $0.6 million income tax expense for the three months ended March 31, 2025. The change was due to lower taxable income, impacted by decreased operating earnings and increased tax benefits primarily related to share based compensation.
Key Financial Measures, Performance Indicators and Non-GAAP Financial Measures
In assessing the performance of our business, we consider a variety of financial measures and performance indicators that directly or indirectly impact our revenue and profitability. The key financial and Non-GAAP financial measures and performance indicators we use are set forth below, as of and for the three months ended March 31, 2026 and 2025:
Three Months Ended March 31,
(in thousands, except per share amounts, percentages, patient visits, and doctor count)
Increase/ (Decrease)
% Increase/ (Decrease)
Key Financial Measures
3,658
6.2%
Gross Margin
(3,476)
(35.3)%
Net Income (Loss)
(1,956)
(124.9)%
Diluted EPS
(0.97)
(110.1)%
Patient Visits
178,527
175,940
2,587
1.5%
Same Practice Revenue Growth
4.1%
1.2%
290
bps
241.7%
Patient Retention Rate
90.1%
89.2%
90
1.0%
Doctor Count
221
203
8.9%
Non-GAAP Measures(1)
Adjusted EBITDA
4,745
5,465
(720)
(13.2)%
Adjusted EBITDA Percentage
7.6%
9.3%
(170)
(18.4)%
Adjusted Gross Margin
12,205
11,900
305
2.6%
Adjusted Gross Margin Percentage
19.5%
20.2%
(70)
(3.5)%
Adjusted Diluted EPS
0.44
1.14
(0.70)
(61.4)%
General and Administrative Expense Percentage
12.5%
11.7%
80
6.8%
(1) Non-GAAP Measures are defined in the “Non-GAAP Financial Measures Definitions” section. For a reconciliation of Adjusted EBITDA to net income, Adjusted Gross Margin to Gross Margin, and Adjusted Diluted EPS to Diluted EPS, to the most directly comparable GAAP measures, see the “Non-GAAP Financial Measures” section.
Revenue Related Financial Measures and Performance Indicators
Patient Visits. A patient visit is counted when service is provided to a patient at one of our affiliated dental general dentistry practices. Measuring the year-over-year change in patient visits helps us to evaluate how the affiliated dental practices are performing. It also helps with evaluating demand for services which influences decision-making relating to matters such as appropriate staffing levels and recruiting needs. In addition, it influences decision-making processes relating to our marketing, sales and advertising strategies and helps us with evaluating the effectiveness of those strategies. Further, with respect to continuing care patient count, it allows us to evaluate the ability of affiliated dentists to encourage patients to complete their diagnosed dental treatment plans.
Patient visits for the three months ended March 31, 2026 were 178,527, an increase of 1.5% from 175,940 for the three months ended March 31, 2025.
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Same Practice Revenue Growth. Same practice revenues represent total revenues for same dental practice locations that have been operating for at least 13 full months prior to the end of a given period and which have not been closed, or sold during such period. Measuring the year-over-year change in same practice revenues allows us to evaluate how affiliated dental practices are performing. We believe various factors affect comparable practice revenues, including patient demand for dental services, economic trends, dentist and hygienist staffing levels, availability of dentists and hygienists, pricing, competition, visibility and accessibility of the dental practices, quality of the tenants surrounding the dental practices, clinical hours and the level of patient service provided inside and outside of the dental practices.
Same Practice Revenue growth for the three months ended March 31, 2026 was 4.1%, or 290 bps higher than the 1.2% Same Practice Revenue growth for the three months ended March 31, 2025.
Patient Retention Rate. Patient retention rate is calculated by counting patients that remain active at the beginning and end of a twelve-month period. Active patients are defined as general dentistry patients having been seen by our affiliated dental practices within the past 36 months, or last 18 months for patients under the age of 18. Patients who have not been seen by our affiliated dental practices within these time periods are removed from our active patient lists. This methodology is aligned with ADA clinical procedure codes, and is consistent with treatment protocols for new patients, before being considered an active patient again. Measuring the year-over-year and quarter-over-quarter change in patient retention allows us to evaluate the recurring nature of patient visits at the dental practices and affiliated dentists which influences decision-making around matters such as appropriate levels of staffing, recruiting, advertising and facility expansion opportunities.
Patient retention was stable with the retention rate for the three months ended March 31, 2026 at 90.1%, an increase of 90 bps from 89.2% for the three months ended March 31, 2025.
Doctor Count. Dentists operating in one of our affiliated dental practices are included in this calculation, which includes both full and part-time dentists. Measuring the year-over-year and quarter-over-quarter change in dentist count allows us to evaluate the production capacity of affiliated dental practices. It also influences decision-making relating to matters such as appropriate staffing levels and recruiting needs.
Doctor count as of March 31, 2026 was 221, eighteen higher than the March 31, 2025 doctor count of 203.
Non-GAAP Financial Measures
This report contains “non-GAAP financial measures” that are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Specifically, we make use of the non-GAAP financial measures “Adjusted EBITDA,” “Adjusted EBITDA Percentage,” “Adjusted Gross Margin,” “Adjusted Gross Margin Percentage,” “Adjusted Diluted EPS,” and “General and Administrative Expense Percentage,” collectively known as “the Non-GAAP Financial Measures”.
We present the Non-GAAP Financial Measures as supplemental measures of financial performance that are not required by, or presented in accordance with, GAAP. We believe these non-GAAP measures assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our operating performance. Management believes the Non-GAAP Financial Measures are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate, and capital investments. Management uses the Non-GAAP Financial Measures to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other peer companies using similar measures. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone provide.
The Non-GAAP Financial Measures are not recognized terms under GAAP and should not be considered as alternatives to net income (loss) or gross margin as measures of financial performance or cash provided by operating
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activities as measures of liquidity, or any other performance measure derived in accordance with GAAP. Additionally, these measures are not intended to be measures of free cash flow available for management’s discretionary use, as they do not consider certain cash requirements such as interest payments, tax payments, and debt service requirements. Because not all companies use identical calculations, the presentation of these measures may not be comparable to other similarly titled measures of other companies and can differ significantly from company to company. All measurements are provided with a reconciliation from a GAAP measurement.
Non-GAAP Financial Measures Definitions
“Adjusted EBITDA” is defined as net income (loss) adjusted to exclude interest expense (income), net, provision for (benefit from) income taxes, depreciation and amortization, share based compensation, discretionary shareholder bonuses, non-qualified deferred compensation expenses, and restructuring costs.
“Adjusted EBITDA Percentage” is defined as Adjusted EBITDA as a percentage of consolidated revenue.
“Adjusted Gross Margin” is defined as Gross Margin excluding depreciation expense, share based compensation, discretionary shareholder bonuses, non-qualified deferred compensation expenses, and restructuring costs.
“Adjusted Gross Margin Percentage” is defined as Adjusted Gross Margin as a percentage of consolidated revenue.
“Adjusted Diluted EPS” is defined as Diluted EPS adjusted to exclude share based compensation, restructuring costs, non-qualified deferred compensation expenses, and the income tax effect of those adjustments at our estimated long-term annual effective tax rate.
“General and Administrative Expense Percentage” is defined as General and Administrative expenses as a percentage of consolidated revenue.
Non-GAAP Financial Measures for the three months ended March 31, 2026 and 2025
The following table contains a reconciliation of our net income (loss) attributable to Park Dental Partners, Inc. determined in accordance with GAAP to Adjusted EBITDA:
Net Income (Loss) to Adjusted EBITDA
Net income (loss) attributable to Park Dental Partners, Inc.
Addback/(Deduct):
Provision/(Benefit) for income taxes
Interest expense, net
121
337
EBITDA
503
4,823
Adjustments:
-
Restructuring costs(1)
557
160
85
(1) Restructuring costs primarily consist of expenses incurred in connection with the Company’s initial public offering completed on December 4, 2025 and gains and losses from the disposal of equipment.
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Adjusted EBITDA. Adjusted EBITDA for the three months ended March 31, 2026 was $4.7 million, a decrease of $0.7 million from the $5.5 million Adjusted EBITDA for the three months ended March 31, 2025, primarily due to the $1.0 million increase in general and administrative expenses after adjustment, offset in part by the $0.3 million increased Adjusted Gross margin. The increase in general and administrative expenses after adjustments is due to a $0.4 million increase in professional fees, and a $0.2 million increase in salaries and wages after adjustments, and $0.3 million higher marketing and travel. Measuring the year-over-year change in Adjusted EBITDA allows us to evaluate the overall operating performance of affiliated dental practices on a consistent basis. It also influences our decision-making process on allocation of resources and helps us evaluate the effectiveness of our strategies.
Adjusted EBITDA Percentage. Adjusted EBITDA Percentage for the three months ended March 31, 2026 was 7.6%, a 170 basis point decrease from 9.3% for the three months ended March 31, 2025, attributable primarily due to an increase in general and administrative expenses after adjustments.
The following table contains a reconciliation of our Gross Margin determined in accordance with GAAP to Adjusted Gross Margin
Gross Margin to Adjusted Gross Margin
Addback:
3,665
Restructuring costs
Adjusted Gross Margin. Adjusted Gross Margin for the three months ended March 31, 2026 was $12.2 million, an increase of $0.3 million, or 2.6%, from $11.9 million for the three months ended March 31, 2025, attributable to increased revenue of $3.7 million, partially offset by a $2.5 million increase in salaries and wages after adjustments. Measuring the year-over-year change in Adjusted Gross Margin allows us to evaluate the profitability of affiliated dental practices and their performance. It also influences our decision-making process related to cost management strategies and helps us evaluate the effectiveness of those strategies.
Adjusted Gross Margin Percentage. Adjusted Gross Margin Percentage for the three months ended March 31, 2026 was 19.5%, a 70 basis point decrease from 20.2% for the three months ended March 31, 2025, primarily reflecting an increase in revenue.
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The following table contains a reconciliation of our Diluted EPS determined in accordance with GAAP to Adjusted Diluted EPS:
Diluted EPS to Adjusted Diluted EPS
EARNINGS (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS:
Income tax effect of the Adjustments(1)
(1,188)
ADJUSTED NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS
2,664
2,028
Adjusted Weighted Average Diluted Shares - Reconciliation
WEIGHTED-AVERAGE SHARES USED IN COMPUTING GAAP NET (LOSS) EARNINGS PER SHARE, DILUTED
ADJUSTED WEIGHTED AVERAGE DILUTED SHARES USED IN COMPUTING ADJUSTED EARNINGS PER SHARE, DILUTED(2)
6,059,839
ADJUSTED DILUTED EARNINGS PER SHARE:
(1) Income tax effect is based on an estimated long-term annual effective tax rate of 28% tax rate for the three months ended March 31, 2026 and 2025. The Company's estimated long-term annual effective tax rate excludes certain non-cash items such as share based compensation arrangements, and is used in order to provide consistency across periods.
(2) Includes an additional 1,584,666 of weighted average dilutive shares and 92,100 of weighted average dilutive warrants for the three months ended March 31, 2026, that are excluded from a GAAP perspective due to the Company's net loss in that reporting period.
Adjusted Diluted EPS. Adjusted Diluted EPS for the three months ended March 31, 2026 was $0.44, a $0.70 decrease from $1.14 for the three months ended March 31, 2025, primarily due to an increase in the weighted average dilutive securities used in computing adjusted diluted earnings per share due to the Company’s IPO in December 2025.
General and Administrative Expense Percentage. General and Administrative Expense Percentage for the three months ended March 31, 2026 was 12.5%, a 80 basis point increase from 11.7% for the three months ended March 31, 2025. This increase is attributable to higher share based compensation costs related to becoming a publicly-traded company in the fourth quarter of 2025, $0.4 million increase in professional fees, and a $0.2 million increase in salaries and wages, and $0.3 million higher marketing and travel, net of $0.5 million lower costs associated with our 2025 initial public offering.
Liquidity and Capital Resources
We finance our operations and growth through a combination of cash provided by operating activities and borrowings under our revolving loan facility. Cash and cash equivalents was $24.4 million at March 31, 2026, and $25.2 million at December 31, 2025. At March 31, 2026 and December 31, 2025, we had total outstanding borrowings under our debt arrangements of approximately $11.5 million and $12.0 million, respectively. Unused availability under our line of credit was approximately $15 million at March 31, 2026.
We believe that our existing cash and our expected cash flows from operations will be sufficient to meet our cash needs for at least the next 12 months. Over the longer term, our future capital requirements will depend on many factors, including our growth rate, the timing and extent of our dental services expenditures, the continuing market acceptance of
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our offerings, and any investments or acquisitions we may choose to pursue in the future. In the event that we need to borrow funds or issue additional equity, we cannot be assured that any such additional financing will be available on terms acceptable to us, if at all. In addition, any future borrowings may result in additional restrictions on our business and any issuance of additional equity would result in dilution to investors. If we are unable to raise additional capital when desired and on terms acceptable to us, our business, results of operations, and financial condition could be materially and adversely affected
Cash flows from operating activities
Cash flows provided by operating activities were $5.0 million for the three months ended March 31, 2026, compared to $5.9 million for the three months ended March 31, 2025. The $0.9 million decrease in cash flows provided by operating activities was due primarily to a decrease in changes in operating assets and liabilities of $2.7 million, offset in part by a $0.8 million increase in net income (loss) after adjustments for non-cash items.
Cashflows used in investing activities
Our investing activities are primarily related to capital expenditures for practice growth and expansion, replacing obsolescent assets, and adding capital improvements in existing facilities and technology related projects. Cash flows used in investing activities were $4.8 million and $3.1 million for the three months ended March 31, 2026 and 2025, respectively. Cash used in investing activities increased due to $1.6 million higher consideration paid for business acquisitions and an increase of $0.6 million due to notes issued in the first quarter of 2026, offset in part by a $0.4 million decrease in premiums paid on life insurance.
Cashflows used in financing activities
Cash flows used in financing activities primarily reflect our borrowings and repayments under our current and prior credit facilities which were refinanced in March 2024, and amended subsequently in February 2026. Cash flows used in financing activities for the three months ended March 31, 2026 were $1.1 million compared to $2.0 million for the three months ended March 31, 2025. The $0.9 million change in finance cash usage reflected decreased checks issued in excess of cash of $0.7 million and a decrease of $0.2 million for share repurchases.
Outstanding indebtedness
Amounts outstanding under our bank term loan were $9.3 million and $9.8 million at March 31, 2026, and December 31, 2025, respectively. During the three months ended March 31, 2026 we made scheduled principal payments of $0.5 million. At both March 31, 2026, and December 31, 2025, we had no outstanding balance under the line of credit.
On March 27, 2024, we entered into a new credit agreement which amended the existing agreement and provided for a new $13.0 million term loan and amended the line of credit to $15.0 million from the prior $23 million. The term loan matures in March 2029 and carries an interest rate equal to the one-month SOFR rate plus 2.10%. The amended agreement also provides for an accordion right to increase the term loan by an additional $10 million. The amended line of credit extended the maturity from March 2024 to March 2027 and carries an interest rate equal to the one-month SOFR rate plus 2.00%.
On February 13, 2026, the Company entered into an amendment to its credit agreement. The amendment extends availability under the line of credit to March 27, 2029, updates certain financial covenants and definitions, and provides consent for the formation of a new subsidiary.
The agreement requires, among other things, that we comply with a minimum fixed charge coverage ratio and a total cash flow leverage ratio. In addition, the agreement contains standard negative covenants that, among other things, limit our ability to undertake individual business combinations in excess of specified limits; incur and pay certain indebtedness; create, incur, or assume certain liens and negative pledges; sell, lease, convey, transfer or otherwise dispose of certain assets; liquidate or dissolve any of our subsidiaries; make certain loans and investments; make certain
29
dividends and redemptions; substantially change the nature of our business; and effect certain changes in ownership or control beyond specified thresholds.
We were in compliance with all covenants specified in the credit agreement at March 31, 2026 and December 31, 2025 including the fixed charge coverage and cash flow leverage ratios. We believe, based on our current financial forecasts and trends, that we will remain compliant with all covenants for the foreseeable future.
Our obligations under the credit facilities are secured by a first priority lien on substantially all of our tangible and intangible assets and the tangible and intangible business assets of the affiliated dental practices.
In addition to the aforementioned credit facilities, we have secured notes payable of $2.2 million due to related parties and certain current and former shareholders. The principal is due at maturity and interest is due quarterly through October 1, 2037. Interest is equal to the greater of 14% of the principal balance or an amount based on a formula using average dentist compensation or a formula based on total revenue. The effective interest rate for 2026 is 24.5% compared to 25.7% in 2025. The notes are secured by all of our business assets and the affiliated dental practices and are subordinated to the bank term loan and the line of credit. The notes have significant prepayment obligations.
Our primary sources of liquidity are cash provided by operations and available borrowings under our revolving loan facility. The management fees we receive from affiliated dental practices and their reimbursement to us of certain costs we incur on their behalf are our primary source of cash from operations.
Deferred Compensation — Our deferred compensation obligation, including current and non-current obligations was $69.8 million and $70.6 million at March 31, 2026 and December 31, 2025, respectively, and primarily consisted of active non-qualified deferred compensation plans and other inactive deferred compensation plans.
Non-qualified Deferred Compensation Plans — We and our affiliated dental practices utilize non-qualified deferred compensation plans that provide participants the opportunity to defer compensation on a pretax basis. Benefit payments to participants are available upon termination of employment, disability, death, unforeseeable emergencies, a change-in-control event, as defined, or qualified planned in-service distributions. The agreement provides eligible participants the option to receive payment in a lump sum distribution or up to five annual installments. Participants are immediately 100% vested in their voluntary deferred compensation contributions. Participants are fully vested in employer credits after five years of service. Participant accounts are credited with deferred compensation contributions and earnings thereon, as defined. At March 31, 2026 and December 31, 2025, the total deferred compensation liability related to the non-qualified deferred compensation plans was $22.7 million and $23.0 million, respectively.
Deferred Compensation Plans – Inactive — Our affiliated dental practices have profession and executive deferred compensation plans, and have executed employment agreements with certain dentists, executives and professional employees. These agreements provided for the creation of deferred compensation balances for eligible employees in the event of separation from service. These plans were frozen prior to January 1, 2024. At March 31, 2026 and December 31, 2025, the total of these other inactive deferred compensation plans were $47.0 million and $47.6 million, respectively. This deferred compensation value is fixed and non-interest bearing. The deferred compensation balances are generally to be paid over a period of five years from the date of the participants separation from the groups, subject to certain limitation. One plan, comprising the significant majority of the balance has an annual maximum cap on payments at 2% of the respective Company’s annual adjusted gross revenue, as defined in the agreements.
Recently adopted accounting pronouncements
The Company has not adopted any new accounting standards in the three months ended March 31, 2026.
Recently issued accounting pronouncements
Refer to Note 1 to the Company’s condensed consolidated financial statements for a discussion of recently issued but not yet adopted accounting pronouncements.
Item 3.Quantitative and Qualitative Disclosures About Market Risk
As a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information called for by this Item.
Item 4.Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of March 31, 2026, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and is accumulated and communicated to management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
There were no significant changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended March 31, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Our management, including our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal accounting and financial officer), does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Item 1. Legal Proceedings
We and our affiliated dental practices have been named as a defendant in lawsuits from time to time in the normal course of business, primarily for employment liability, alleged negligence in care or general liability and contractual business disputes. We do not believe any pending lawsuits will have a material adverse effect on our operating results, cash flows, liquidity or financial position.
In 2024, multiple claims were filed against us in state and federal courts in Minnesota based on a data breach event. Subsequently, certain of the claims were dismissed; however, the putative class action suit in Minnesota District Court entitled, In re Park Dental Data Breach Litigation, Case No. 27-CV-24-12335, Fourth Judicial District, County of Hennepin, State of Minnesota continues. We anticipate the settlement of this matter is now probable. We expect the settlement, net of insurance recoveries, will have an immaterial impact to our financial statements as we anticipate the costs to settle will be fully recovered under our insurance policy coverage.
Item 1A. Risk Factors
In addition to the other information set forth in this Quarterly Report, you should carefully consider the risk factors and other cautionary statements described in “Item 1A. Risk Factors” in our Annual Report, which could materially affect our business, financial condition or future results. There have been no material changes to the risk factors described in our Annual Report.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
The Company did not repurchase any of its common stock during the quarter ended March 31, 2026.
There have been no material changes in the use of proceeds from our initial public offering as previously disclosed in our Annual Report.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4.Mine Safety Disclosures
Item 5.Other information
(c)Insider Trading Arrangements
During the quarter ended March 31, 2026, none of our directors or officers (as defined in Section 16 of the Exchange Act), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408 of Regulation S-K).
Item 6.Exhibits
Exhibit No.
Description
Form
Exhibit
Date Filed with the SEC
3.2
Fourth Amended and Restated Articles of Incorporation of Park Dental Partners, Inc.
S-1
09/03/2025
3.3
Bylaws of Park Dental Partners, Inc., dated October 31, 2023.
3.4
Amendment No. 1 to Bylaws of Park Dental Partners, Inc., dated December 4, 2024.
4.2
Form of Representatives' Warrant.
8-K
4.1
12/04/2025
10.1
Amended and Restated Credit Agreement, dated March 27, 2024, by and among Park Dental Partners, Inc., certain affiliated borrower entities, and U.S. Bank National Association.
10.2
Amendment Agreement, dated as of February 13, 2026 (effective January 1, 2026), by and among Park Dental Partners, Inc., certain affiliated borrower entities, and U.S. Bank National Association.
02/19/2026
10.3
Second Amendment Agreement, dated as of April 30, 2026, by and among Park Dental Partners, Inc., certain affiliated borrower entities, and U.S. Bank National Association.
Filed herewith
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Furnished herewith
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
PARK DENTAL PARTNERS, INC.
Date: May 14, 2026
/s/ Christopher Bernander
Christopher Bernander, Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)