Form 8-K

8-K — RCI HOSPITALITY HOLDINGS, INC.

Accession: 0001628280-26-054312

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0000935419

SIC: 5812 (RETAIL-EATING PLACES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — rick-20260806.htm (Primary)

EX-99.1 (ex991_pressreleasefor06302.htm)

GRAPHIC (image_0a.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: rick-20260806.htm · Sequence: 1

rick-20260806

FALSE000093541900009354192026-08-062026-08-06

United States

Securities and Exchange Commission

Washington, D.C. 20549

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2026

RCI HOSPITALITY HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Texas 001-13992 76-0458229

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

10737 Cutten Road

Houston, Texas 77066

(Address of Principal Executive Offices, Including Zip Code)

(281) 397-6730

(Issuer’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

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, $0.01 par value RICK The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

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. o

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 6, 2026, we issued a press release announcing results for the fiscal quarter ended June 30, 2026, and the filing of our quarterly report on Form 10-Q for that quarter. Also on August 6, 2026, we will hold a conference call to discuss these results and related matters. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K.

This information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit Number Description

99.1

Press release of RCI Hospitality Holdings, Inc. dated August 6, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

RCI HOSPITALITY HOLDINGS, INC.

Date: August 6, 2026 By: /s/ Travis Reese

Travis Reese

Interim President and Chief Executive Officer

EX-99.1

Filename: ex991_pressreleasefor06302.htm · Sequence: 2

Document

RCI Files 10-Q, Reports Results for 3Q26, Hosts X Spaces Call at 4:30 PM ET Today

HOUSTON—August 6, 2026—RCI Hospitality Holdings, Inc. (Nasdaq: RICK) today filed its Form 10-Q and reported results for the fiscal 2026 third quarter ended June 30, 2026.

Summary Financials (in millions, except EPS)

3Q26

3Q25

9M26

9M25

Total revenues

$73.9

$71.1

$213.5

$208.5

EPS

$0.83

$0.46

$0.16

$1.84

Non-GAAP EPS1

$0.90

$0.77

$2.41

$2.23

Impairments and other charges, net

$0.0

$2.3

$7.9

$2.2

Net cash provided by operating activities

$11.3

$13.8

$29.0

$35.7

Free cash flow1

$10.6

$13.3

$25.7

$32.3

Net income attributable to RCIHH common stockholders

$6.4

$4.1

$1.3

$16.3

Adjusted EBITDA1

$16.9

$15.3

$48.2

$45.2

Weighted average shares used in computing EPS – basic and diluted

7.65

8.79

7.90

8.86

1 See “Non-GAAP Financial Measures” below.

Summary (Comparisons are to year-ago periods unless indicated otherwise)

Travis Reese, Interim President and CEO, said: "We're pleased to report another quarter of improved performance in many key metrics. Sales, EPS, non-GAAP EPS, net income attributable to RCIHH common stockholders, and adjusted EBITDA all increased, while we used our strong cash position to continue to buy back shares and reduce debt."

“Bombshells' performance was driven by new locations and same-store sales growth of 4.7%, while increased activity related to high-profile professional basketball and soccer events benefited Nightclubs as well as Bombshells. These factors helped offset cautious discretionary spending earlier in 3Q26 due to geopolitical uncertainty and its impact on inflation. Results also reflected lower impairment and insurance costs.”

X Spaces Conference Call at 4:30 PM ET Today

•Call link: https://x.com/i/spaces/1RJjppmBLPVKw/ (X log in required).

•Presentation link: https://www.rcihospitality.com/investor-relations/.

•To ask questions: Participants must join the X Space using a mobile device.

•To listen only: Participants can access the X Space from a computer.

•There will be no other types of telephone or webcast access.

3Q26 Results (Comparisons are to year-ago periods unless indicated otherwise)

Nightclubs segment: Revenues of $63.0 million increased by 1.0%. Four newly acquired, opened and reformatted clubs generated $4.0 million sales and the 52 clubs in same-store sales produced $58.5 million, more than offsetting $1.2 million in sales from four clubs closed subsequent to the year-ago quarter.2 By revenue type, service increased 7.6%; food, merchandise and other declined 1.4%; and alcoholic beverages declined 4.2%.

Impairments and other charges, net were immaterial compared to $2.3 million. Operating income was $19.6 million compared to $17.9 million or 31.2% of segment revenues compared to 28.6%. Non-GAAP operating income, which excludes impairments and other net charges, was $20.2 million compared to $20.8 million or 32.1% of segment revenues compared to 33.3%.

Bombshells segment: Revenues of $10.8 million increased 25.4%. Three new locations generated $2.6 million in sales and the nine locations in same-store sales produced $8.2 million. The new locations are Denver, CO (opened January

2025), Lubbock, TX (July 2025), and Rowlett, TX (June 2026).2 By revenue type, alcoholic beverages increased 33.6% and food and other increased 16.6%.

Operating income was $759,000 compared to $67,000 or 7.0% of segment revenues compared to 0.8%. Non-GAAP operating income, which excludes other net charges, was $801,000 compared to $80,000 or 7.4% of segment revenues compared to 0.9%.

Corporate segment: Expenses totaled $7.3 million compared to $9.1 million or 9.9% of total revenues compared to 12.9%. Non-GAAP expenses totaled $7.3 million compared to $8.7 million or 9.9% of total revenues compared to 12.3%. GAAP and non-GAAP expenses reflected lower insurance expense compared to the prior-year period.

Impairments and other charges, net within consolidated operations were insignificant compared to $2.3 million.

Income tax was an expense of $2.1 million compared to $0.7 million or an effective rate of 24.7% compared to 15.3%.

Weighted average shares outstanding of 7.65 million declined 13.0% due to share buybacks.

Debt of $240.1 million at June 30, 2026 declined $8.6 million or 3.5% from $248.7 million at March 31, 2026, primarily reflecting debt paydowns. Compared to a year ago, debt declined $1.2 million or 0.5%.

2 See our July 9, 2026 news release on 3Q26 sales for more details.

Non-GAAP Financial Measures

In addition to our financial information presented in accordance with GAAP, management uses certain non-GAAP financial measures, within the meaning of the SEC Regulation G, to clarify and enhance understanding of past performance and prospects for the future. Generally, a non-GAAP financial measure is a numerical measure of a company’s operating performance, financial position or cash flows that excludes or includes amounts that are included in or excluded from the most directly comparable measure calculated and presented in accordance with GAAP. We monitor non-GAAP financial measures because they describe the operating performance of the Company and help management and investors gauge our ability to generate cash flow, excluding (or including) some items that management believes are not representative of the ongoing business operations of the Company, but are included in (or excluded from) the most directly comparable measures calculated and presented in accordance with GAAP. Relative to each of the non-GAAP financial measures, we further set forth our rationale as follows:

Non-GAAP Operating Income and Non-GAAP Operating Margin. We calculate non-GAAP operating income and non-GAAP operating margin by excluding the following items from income from operations and operating margin: (a) amortization of intangibles, (b) impairment of assets, (c) settlement of lawsuits, net of recoveries, (d) gains or losses on sale of businesses and assets, (e) gains or losses on insurance, and (f) stock-based compensation. We believe that excluding these items assists investors in evaluating period-over-period changes in our operating income and operating margin without the impact of items that are not a result of our day-to-day business and operations.

Non-GAAP Net Income and Non-GAAP Net Income per Diluted Share. We calculate non-GAAP net income and non-GAAP net income per diluted share by excluding or including certain items to net income or loss attributable to RCIHH common stockholders and diluted earnings per share. Adjustment items are: (a) amortization of intangibles, (b) impairment of assets, (c) settlement of lawsuits, net of recoveries, (d) gains or losses on sale of businesses and assets, (e) gains or losses on insurance, (f) stock-based compensation, (g) premium on stock repurchase, (h) gains or losses on lease termination, and (i) the income tax effect of the above-described adjustments. Included in the income tax effect of the above adjustments is the net effect of the non-GAAP provision for income taxes, calculated at approximately 23.2% and 17.4% effective tax rate of the pre-tax non-GAAP income before taxes for the nine months ended June 30, 2026, and 2025, respectively, and the GAAP income tax expense (benefit). We believe that excluding and including such items help management and investors better understand our operating activities.

Adjusted EBITDA. We calculate adjusted EBITDA by excluding the following items from net income or loss attributable to RCIHH common stockholders: (a) depreciation and amortization, (b) income tax expense, (c) net interest expense, (d) impairment of assets, (e) settlement of lawsuits, net of recoveries, (f) gains or losses on sale of businesses and assets, (g) gains or losses on insurance, (h) stock-based compensation, (i) premium on stock repurchase, and (j) gains or losses on lease termination. We believe that adjusting for such items helps management and investors better understand our operating activities. Adjusted EBITDA provides a core operational performance measurement that compares results without the need to adjust for federal, state and local taxes which have considerable variation between domestic

jurisdictions. The results are, therefore, without consideration of financing alternatives of capital employed. We use adjusted EBITDA as one guideline to assess our unleveraged performance return on our investments. Adjusted EBITDA is also the target benchmark for our acquisitions of nightclubs.

We also use certain non-GAAP cash flow measures such as free cash flow. Free cash flow is derived from net cash provided by operating activities less maintenance capital expenditures. We use free cash flow as the baseline for the implementation of our capital allocation strategy.

Accounting Standards Update (ASU) 2023-07

The Company has adopted Accounting Standards Update (ASU) 2023-07, which requires enhanced reportable segment disclosures. As a result, certain prior-year segment information has been recast.

About RCI Hospitality Holdings, Inc. (Nasdaq: RICK) (X: @RCIHHinc)

With more than 60 locations, RCI Hospitality Holdings, Inc., through its subsidiaries, is the country’s leading company in adult nightclubs and sports bars-restaurants. See all our brands at www.rcihospitality.com.

Forward-Looking Statements

This press release may contain forward-looking statements that involve a number of risks and uncertainties that could cause the Company's actual results to differ materially from those indicated, including, but not limited to, the risks and uncertainties associated with (i) operating and managing an adult entertainment, sports bar or restaurant business, (ii) the business climates in cities where it operates, (iii) the success or lack thereof in launching and building the Company's businesses, (iv) cyber security, (v) conditions relevant to real estate transactions, (vi) our ability to maintain compliance with the filing requirements of the U.S. Securities and Exchange Commission (“SEC”) and the Nasdaq Stock Market, and (vii) numerous other factors such as laws governing the operation of adult entertainment, sports bar or restaurant businesses, competition and dependence on key personnel. For more detailed discussion of such factors and certain risks and uncertainties, see RCI's annual report on Form 10-K for the year ended September 30, 2025, as well as its other filings with the SEC. The Company has no obligation to update or revise the forward-looking statements to reflect the occurrence of future events or circumstances.

Media & Investor Contacts

Gary Fishman and Michael Wichman at 212-883-0655 or gfishman@pondel.com and mwichman@pondel.com.

RCI HOSPITALITY HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share, number of shares, and percentage data)

Three Months Ended

Nine Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

Amount

% of Revenue

Amount

% of Revenue

Amount

% of Revenue

Amount

% of Revenue

Revenues

Sales of alcoholic beverages

31,159

42.1

30,780

43.3

90,115

42.2

91,834

44.0

Sales of food and merchandise

10,690

14.5

10,037

14.1

30,195

14.1

29,554

14.2

Service revenues

27,079

36.6

25,169

35.4

78,338

36.7

72,262

34.7

Other

5,011

6.8

5,159

7.3

14,841

7.0

14,854

7.1

Total revenues

73,939

100.0

71,145

100.0

213,489

100.0

208,504

100.0

Operating expenses

Cost of goods sold

Alcoholic beverages sold

5,655

18.1

5,580

18.1

16,397

18.2

16,630

18.1

Food and merchandise sold

3,984

37.3

3,519

35.1

11,171

37.0

10,264

34.7

Service and other

0.1

161

0.2

133

0.2

Total cost of goods sold (exclusive of items shown below)

9,683

13.1

9,135

12.8

27,729

13.0

27,027

13.0

Salaries and wages

21,860

29.6

20,916

29.4

64,545

30.2

61,971

29.7

Selling, general and administrative

25,372

34.3

26,140

36.7

73,273

34.3

75,247

36.1

Depreciation and amortization

4,030

5.5

3,892

5.5

12,234

5.7

11,237

5.4

Impairments and other charges, net

0.0

2,349

3.3

7,892

3.7

2,232

1.1

Total operating expenses

60,971

82.5

62,432

87.8

185,673

87.0

177,714

85.2

Income from operations

12,968

17.5

8,713

12.2

27,816

13.0

30,790

14.8

Other income (expenses)

Interest expense

(4,454)

(6.0)

(4,032)

(5.7)

(13,319)

(6.2)

(12,232)

(5.9)

Interest income

0.1

117

0.2

267

0.1

435

0.2

Non-operating gains (losses), net

0.0

(5)

0.0

(9,850)

(4.6)

974

0.5

Income before income taxes

8,631

11.7

4,793

6.7

4,914

2.3

19,967

9.6

Income tax expense

2,130

2.9

733

1.0

3,281

1.5

3,648

1.7

Net income

6,501

8.8

4,060

5.7

1,633

0.8

16,319

7.8

Net income attributable to noncontrolling interests

(150)

(0.2)

(2)

0.0

(342)

(0.2)

(6)

0.0

Net income attributable to RCIHH common shareholders

6,351

8.6

4,058

5.7

1,291

0.6

16,313

7.8

Earnings per share

Basic and diluted

0.83

0.46

0.16

1.84

Weighted average shares used in computing earnings per share

Basic and diluted

7,653,000

8,793,809

7,898,831

8,859,028

RCI HOSPITALITY HOLDINGS, INC.

SEGMENT INFORMATION

(in thousands)

Three Months Ended

Nine Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

Revenues

Nightclubs

62,981

62,336

185,565

181,601

Bombshells

10,793

8,609

27,533

26,425

Other

165

200

391

478

73,939

71,145

213,489

208,504

Income (loss) from operations

Nightclubs

19,635

17,859

49,115

53,244

Bombshells

759

353

1,767

Other

(83)

(70)

(345)

(344)

Corporate

(7,343)

(9,143)

(21,307)

(23,877)

12,968

8,713

27,816

30,790

RCI HOSPITALITY HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Three Months Ended

Nine Months Ended

June 30, 2026

June 30, 2025

June 30, 2026

June 30, 2025

CASH FLOWS FROM OPERATING ACTIVITIES

Net income

6,501

4,060

1,633

16,319

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

4,030

3,892

12,234

11,237

Impairment of assets

—

8,433

1,780

Deferred income tax benefit

—

(958)

(2,223)

(2,200)

Stock-based compensation

—

392

589

980

Loss (gain) on sale of businesses and assets

108

292

(1,226)

Amortization of debt discount and issuance costs

112

130

377

420

Noncash lease expense

754

676

2,233

2,002

Gain on insurance

(107)

(729)

(294)

(1,879)

Credit loss expense (reversal) on notes receivable

—

(11)

Premium on stock repurchase

—

9,885

—

Changes in operating assets and liabilities, net of business acquisitions:

Receivables

(280)

(443)

465

1,271

Inventories

(437)

(325)

Prepaid expenses, other current, and other assets

2,300

930

1,091

400

Accounts payable, accrued, and other liabilities

(1,703)

5,768

(5,404)

6,463

Net cash provided by operating activities

11,278

13,793

28,975

35,684

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of businesses and assets

1,676

1,086

Proceeds from insurance

107

743

291

1,893

Proceeds from notes receivable

170

223

Payments for property and equipment and intangible assets

(1,525)

(3,681)

(5,724)

(12,289)

Acquisition of businesses, net of cash acquired

—

(7,000)

—

(13,000)

Net cash used in investing activities

(1,354)

(9,861)

(3,587)

(22,087)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from debt obligations

200

779

2,453

9,175

Payments on debt obligations

(8,960)

(4,110)

(21,745)

(14,431)

Payment of loan origination costs

(9)

(27)

(80)

Purchase of treasury stock

(1,026)

(3,044)

(13,295)

(9,158)

Payment of dividends

(611)

(614)

(1,773)

(1,856)

Investment from noncontrolling partner

—

1,800

—

Payments to noncontrolling interests

(26)

—

(106)

—

Net cash used in financing activities

(10,410)

(6,998)

(32,693)

(16,350)

NET DECREASE IN CASH AND CASH EQUIVALENTS

(486)

(3,066)

(7,305)

(2,753)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

26,890

32,663

33,709

32,350

CASH AND CASH EQUIVALENTS AT END OF PERIOD

26,404

29,597

26,404

29,597

RCI HOSPITALITY HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

June 30, 2026

September 30, 2025

June 30, 2025

ASSETS

Current assets

Cash and cash equivalents

26,404

33,709

29,347

Receivables, net

2,871

3,940

4,606

Inventories

5,182

4,857

4,746

Prepaid expenses and other current assets

4,060

4,968

3,214

Assets held for sale

—

3,394

Total current assets

38,517

50,868

45,307

Property and equipment, net

276,856

279,027

282,246

Operating lease right-of-use assets

23,560

25,781

26,641

Notes receivable, net of current portion

4,285

3,849

3,939

Goodwill

62,242

62,725

70,236

Intangibles, net

161,650

171,948

166,942

Other assets

2,550

2,737

2,101

Total assets

569,660

596,935

597,412

LIABILITIES AND EQUITY

Current liabilities

Accounts payable

6,457

5,836

5,406

Accrued liabilities

30,004

32,607

21,764

Current portion of debt obligations, net

29,088

21,198

18,623

Current portion of operating lease liabilities

3,370

3,314

3,249

Total current liabilities

68,919

62,955

49,042

Deferred tax liability, net

19,466

21,689

20,493

Debt, net of current portion and debt discount and issuance costs

210,997

214,583

222,638

Operating lease liabilities, net of current portion

24,801

27,320

28,171

Other long-term liabilities

8,119

9,509

7,765

Total liabilities

332,302

336,056

328,109

Commitments and contingencies

Equity

Preferred stock

—

Common stock

Additional paid-in capital

25,844

50,908

53,244

Retained earnings

208,834

210,106

216,216

Total RCIHH stockholders' equity

234,754

261,101

269,547

Noncontrolling interests

2,604

(222)

(244)

Total equity

237,358

260,879

269,303

Total liabilities and equity

569,660

596,935

597,412

RCI HOSPITALITY HOLDINGS, INC.

NON-GAAP FINANCIAL MEASURES

(in thousands, except per share, number of shares, and percentage data)

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

Reconciliation of GAAP net income to Adjusted EBITDA

Net income attributable to RCIHH common stockholders

6,351

4,058

1,291

16,313

Income tax expense

2,130

733

3,281

3,648

Interest expense, net

4,368

3,915

13,052

11,797

Depreciation and amortization

4,030

3,892

12,234

11,237

Impairment of assets

—

8,433

1,780

Settlement of lawsuits, net of recoveries

3,281

(503)

3,587

Stock-based compensation

—

392

589

980

Loss (gain) on sale of businesses and assets

202

292

(984)

Gain on insurance

(107)

(1,134)

(330)

(2,151)

Premium on stock repurchase

—

9,885

—

Gain on lease termination

—

(979)

Adjusted EBITDA

16,905

15,339

48,224

45,228

Adjusted EBITDA as a percentage of revenues

22.9

21.6

22.6

21.7

Reconciliation of GAAP net income to non-GAAP net income

Net income attributable to RCIHH common stockholders

6,351

4,058

1,291

16,313

Amortization of intangibles

618

576

1,853

1,733

Impairment of assets

—

8,433

1,780

Settlement of lawsuits, net of recoveries

3,281

(503)

3,587

Stock-based compensation

—

392

589

980

Loss (gain) on sale of businesses and assets

202

292

(984)

Gain on insurance

(107)

(1,134)

(330)

(2,151)

Premium on stock repurchase

—

9,885

—

Gain on lease termination

—

(979)

Net income tax effect

(130)

(562)

(2,466)

(515)

Non-GAAP net income

6,865

6,813

19,044

19,764

Reconciliation of GAAP diluted earnings per share to non-GAAP diluted earnings per share

Diluted shares

7,653,000

8,793,809

7,898,831

8,859,028

GAAP diluted earnings per share

0.83

0.46

0.16

1.84

Amortization of intangibles

0.08

0.07

0.23

0.20

Impairment of assets

—

1.07

0.20

Settlement of lawsuits, net of recoveries

0.01

0.37

(0.06)

0.40

Stock-based compensation

—

0.04

0.07

0.11

Loss (gain) on sale of businesses and assets

0.01

0.02

0.04

(0.11)

Gain on insurance

(0.01)

(0.13)

(0.04)

(0.24)

Premium on stock repurchase

—

1.25

—

Gain on lease termination

—

(0.11)

Net income tax effect

(0.02)

(0.06)

(0.31)

(0.06)

Non-GAAP diluted earnings per share

0.90

0.77

2.41

2.23

Three Months Ended June 30,

Nine Months Ended June 30,

2026

2025

2026

2025

Reconciliation of GAAP operating income to non-GAAP operating income

Income from operations

12,968

8,713

27,816

30,790

Amortization of intangibles

618

576

1,853

1,733

Impairment of assets

—

8,433

1,780

Settlement of lawsuits, net of recoveries

3,281

(503)

3,587

Stock-based compensation

—

392

589

980

Loss (gain) on sale of businesses and assets

202

292

(984)

Gain on insurance

(107)

(1,134)

(330)

(2,151)

Non-GAAP operating income

13,612

12,030

38,150

35,735

Reconciliation of GAAP operating margin to non-GAAP operating margin

GAAP operating margin

17.5

12.2

13.0

14.8

Amortization of intangibles

0.8

0.9

0.8

Impairment of assets

—

0.0

4.0

0.9

Settlement of lawsuits, net of recoveries

0.1

4.6

(0.2)

1.7

Stock-based compensation

0.0

0.6

0.3

0.5

Loss (gain) on sale of businesses and assets

0.1

0.3

0.1

(0.5)

Gain on insurance

(0.1)

(1.6)

(0.2)

(1.0)

Non-GAAP operating margin

18.4

16.9

17.9

17.1

Reconciliation of net cash provided by operating activities to free cash flow

Net cash provided by operating activities

11,278

13,793

28,975

35,684

Less: Maintenance capital expenditures

640

454

3,238

3,341

Free cash flow

10,638

13,339

25,737

32,343

Free cash flow as a percentage of revenues

14.4

18.7

12.1

15.5

RCI HOSPITALITY HOLDINGS, INC.

NON-GAAP SEGMENT INFORMATION

($ in thousands)

Three Months Ended June 30, 2026

Three Months Ended June 30, 2025

Nightclubs

Bombshells

Other

Corporate

Total

Nightclubs

Bombshells

Other

Corporate

Total

Income (loss) from operations

19,635

759

(83)

(7,343)

12,968

17,859

(70)

(9,143)

8,713

Amortization of intangibles

617

—

618

572

—

576

Settlement of lawsuits, net of recoveries

—

3,281

—

3,281

Stock-based compensation

—

392

Loss (gain) on sale of businesses and assets

—

191

—

(1)

202

Gain on insurance

(105)

—

(2)

(107)

(1,134)

—

(1,134)

Non-GAAP operating income (loss)

20,221

801

(83)

(7,327)

13,612

20,769

(70)

(8,749)

12,030

GAAP operating margin

31.2

7.0

(50.3)

(9.9)

17.5

28.6

0.8

(35.0)

(12.9)

12.2

Non-GAAP operating margin

32.1

7.4

(50.3)

(9.9)

18.4

33.3

0.9

(35.0)

(12.3)

16.9

Nine Months Ended June 30, 2026

Nine Months Ended June 30, 2025

Nightclubs

Bombshells

Other

Corporate

Total

Nightclubs

Bombshells

Other

Corporate

Total

Income (loss) from operations

49,115

353

(345)

(21,307)

27,816

53,244

1,767

(344)

(23,877)

30,790

Amortization of intangibles

1,848

—

1,853

1,718

—

1,733

Impairment of assets

8,433

—

8,433

1,780

—

1,780

Settlement of lawsuits, net of recoveries

(618)

115

—

(503)

3,557

—

3,587

Stock-based compensation

—

589

—

980

Loss (gain) on sale of businesses and assets

247

—

292

300

(1,189)

—

(95)

(984)

Gain on insurance

(328)

—

(2)

(330)

(2,151)

—

(2,151)

Non-GAAP operating income (loss)

58,697

491

(345)

(20,693)

38,150

58,448

611

(344)

(22,980)

35,735

GAAP operating margin

26.5

1.3

(88.2)

(10.0)

13.0

29.3

6.7

(72.0)

(11.5)

14.8

Non-GAAP operating margin

31.6

1.8

(88.2)

(9.7)

17.9

32.2

2.3

(72.0)

(11.0)

17.1

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Cover

Aug. 06, 2026

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Document Period End Date

Aug. 06, 2026

Entity Registrant Name

RCI HOSPITALITY HOLDINGS, INC.

Entity Incorporation, State or Country Code

Entity File Number

001-13992

Entity Tax Identification Number

76-0458229

Entity Address, Address Line One

10737 Cutten Road

Entity Address, City or Town

Houston

Entity Address, State or Province

Entity Address, Postal Zip Code

77066

City Area Code

281

Local Phone Number

397-6730

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RICK

Security Exchange Name

NASDAQ

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