Form 8-K

8-K — Sally Beauty Holdings, Inc.

Accession: 0001193125-26-215645

Filed: 2026-05-11

Period: 2026-05-11

CIK: 0001368458

SIC: 5990 (RETAIL-RETAIL STORES, NEC)

Item: Results of Operations and Financial Condition

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d76806d8k.htm (Primary)

EX-99.1 (d76806dex991.htm)

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XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: d76806d8k.htm · Sequence: 1

8-K

false 0001368458 0001368458 2026-05-11 2026-05-11

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: May 11, 2026

(Date of earliest event reported)

SALLY BEAUTY HOLDINGS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

1-33145

36-2257936

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

7900 Windrose Avenue

Plano, Texas

75024

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 777-5706

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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:

☐

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

☐

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

☐

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

☐

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

SBH

New York Stock Exchange

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 ☐

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. ☐

Item 2.02.

Results of Operations and Financial Condition

On May 11, 2026, Sally Beauty Holdings, Inc. (the “Company”) issued the news release attached hereto as Exhibit 99.1 reporting the financial results of the Company for the second quarter ended March 31, 2026 (the “Earnings Release”).

Item 7.01

Regulation FD Disclosure

The Earnings Release also provides an update on the Company’s strategy and business outlook.

Item 9.01

Financial Statement and Exhibits

(d)

Exhibit

Description

99.1

News release reporting financial results for the second quarter ended March 31, 2026, issued by Sally Beauty Holdings, Inc. on May 11, 2026.

104

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

All of the information furnished in Items 2.02 and 7.01 of this report and the accompanying exhibit shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, unless expressly incorporated by reference therein.

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.

SALLY BEAUTY HOLDINGS, INC.

May 11, 2026

By:

/s/ Denise Paulonis

Name: Denise Paulonis

Title: President and Chief Executive Officer

EX-99.1

Filename: d76806dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Contact: Jeff Harkins

Investor Relations

940-297-4131

jharkins@sallybeauty.com

Sally Beauty Holdings Reports Second Quarter Fiscal 2026 Results

•

Q2 Consolidated Net Sales Increased 2.3%; Consolidated Comparable Sales Increased 1.3%

•

Q2 GAAP Diluted EPS Increased 13%; Adjusted Diluted EPS Increased 5%

•

Q2 Cash Flow from Operations of $73 Million Deployed to Invest for Growth, Strengthen Balance Sheet and Return

Value to Shareholders

•

Fiscal 2026 Guidance: Company Tightens Net Sales Range and Reiterates All Other Metrics

PLANO, Texas, May 11, 2026 – Sally Beauty Holdings, Inc. (NYSE: SBH) (the “Company”), the leader in professional

hair color, today announced financial results for its second quarter ended March 31, 2026. The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results and its business.

“Our second quarter results reflect solid execution and the resilience of our operating model amid a dynamic macroeconomic environment,” said

Denise Paulonis, president and chief executive officer. “We delivered low-single digit sales growth, gross margin expansion, and strong cash flow from operations, driven by the compounding benefits of

our growth initiatives. As we enter the second half of fiscal 2026, we remain confident in our full-year outlook and believe the Company is positioned to deliver consistent, profitable growth and shareholder value over the long-term.”

Fiscal 2026 Second Quarter Summary

•

Consolidated net sales of $903 million, an increase of 2.3% compared to the prior year;

•

Consolidated comparable sales growth of 1.3%;

•

Global e-commerce sales increased 13% to $108 million, representing

12% of net sales;

•

GAAP gross margin expansion of 70 basis points to 52.7%;

•

Adjusted Gross Margin expansion of 80 basis points to 52.8%;

•

GAAP selling, general and administrative expenses of $404 million, an increase of $14 million compared

to the prior year;

•

Adjusted Selling, General and Administrative Expenses of $404 million, an increase of $20 million

compared to the prior year;

•

GAAP operating earnings of $72 million and GAAP operating margin of 8.0%;

•

Adjusted Operating Earnings of $73 million and Adjusted Operating Margin of 8.1%;

•

GAAP diluted net earnings per share of $0.43, an increase of 13% compared to the prior year;

•

Adjusted Diluted Net Earnings Per Share of $0.44, an increase of 5% compared to the prior year;

•

Cash flow from operations of $73 million and Free Cash Flow of $44 million; and

•

Completed $20 million in term loan repayment and $25 million in share repurchases.

Balance Sheet and Cash Flow

As of

March 31, 2026, the Company had cash and cash equivalents of $157 million and no outstanding borrowings under its asset-based revolving line of credit. At fiscal year-end, inventory was

$987 million, down 2% versus a year ago.

Second quarter cash flow from operations was $73 million and Free Cash Flow totaled

$44 million. During the quarter, the Company utilized its cash flow to repay $20 million of term loan B debt and repurchase 1.7 million shares under its share repurchase program at an aggregate cost of $25 million. The

Company ended the second quarter with a net debt leverage ratio of 1.5x.

Fiscal 2026 Second Quarter Segment Results

Sally Beauty

Beauty Systems Group

(In thousands, except percentages)

Q2 FY26

Q2 FY25

Growth/(Decline)

Q2 FY26

Q2 FY25

Growth/(Decline)

Net Sales

521,236

500,575

4.1

382,146

382,571

(0.1

Comparable Sales Growth/(Decline)

2.5

(0.3

280

bps

(0.3)

(2.7

240

bps

Gross Margin

61.3

61.2

bps

40.9

39.8

110

bps

Operating Earnings

78,149

77,305

1.1

47,368

43,934

7.8

Operating Margin

15.0

15.4

(40

) bps

12.4

11.5

bps

Fiscal Year 2026 Guidance*

Third Quarter

Consolidated Net Sales

$932 million to $942 million (1)

Comparable Sales

Approximately Flat

Adjusted Operating Earnings

$83 million to $89 million

Adjusted Diluted EPS

$0.52 to $0.56

(1)

Assumes approximately 40 basis points of favorable impact from expected foreign currency rates

Full Year

Prior FY26 Guidance

Updated FY26 Guidance

Consolidated Net Sales

$3.71 billion to$3.77 billion

$3.725 billion to $3.750 billion (1)

Comparable Sales

Flat to up 1%

No change

Adjusted Operating Earnings

$328 million to $342 million

No change

Adjusted Diluted EPS

$2.02 to $2.10 (2)

No change

Capital Expenditures

Approximately$100 million

No change

Free Cash Flow

Approximately$200 million

No change

(1)

Assumes approximately 50 basis points of favorable impact from expected foreign currency rates

(2)

Assumes 50% of Free Cash Flow goes towards share repurchases (Free Cash Flow defined as GAAP cash flows from

operating activities less payments for capital expenditures)

The Company does not provide a reconciliation for forward-looking

non-GAAP financial measures where it is unable to provide a meaningful or accurate calculation or estimation of its reconciling items and the information is not available without unreasonable effort. This is

due to the inherent difficulty of forecasting the occurrence and the financial impact of various items that have not yet occurred, are out of the Company’s control or cannot be reasonably predicted. For the same reasons, the Company is unable

to address the probable significance of the unavailable information. Forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from

the corresponding GAAP financial measures.

Conference Call and Where You Can Find Additional Information

The Company will hold a conference call and live webcast at approximately 7:30 a.m. Central Time today, May 11, 2026, to discuss its financial results and

its business. During the conference call, the Company may discuss and answer one or more questions concerning business and financial matters and trends affecting the Company. The Company’s responses to these questions, as well as other matters

discussed during the conference call, may contain or constitute material information that has not been previously disclosed.

Participants can listen to

the live webcast of the conference call by accessing the investor relations section of the Company’s website at

sallybeautyholdings.com/investor-relations/events-and-presentations/events-calendar, or through our third-party host at SBH Q2 Earnings Webcast. To join

the conference call, participants can pre-register to receive a dial-in number and unique PIN using the following link:

Pre-register SBH Q2 Earnings Call. Pre-registration can be completed at any time up to and following the call start time.

A replay will be available on the Company’s investor relations website after 10:00 a.m. Central Time on May 11, 2026, through May 11, 2027.

About Sally Beauty Holdings, Inc.

Sally Beauty

Holdings, Inc. (NYSE: SBH), as the leader in professional hair color, sells and distributes professional beauty supplies globally through its Sally Beauty and Beauty Systems Group segments. Sally Beauty stores offer up to 7,000 products for hair

color, hair care, nails, and skin care through proprietary brands such as Ion®, Bondbar®, Strawberry Leopard®, Generic Value Products®,

Inspired by Nature® and Silk Elements® as well as professional lines such as

Wella®, Clairol®, OPI®, L’Oreal®, Wahl® and Babyliss Pro®. Beauty Systems Group stores, branded as Cosmo Prof® or Armstrong McCall® stores, along with its outside sales consultants, sell up to 8,000 professionally branded products including Paul

Mitchell®, Wella®, Matrix®, Schwarzkopf®, Kenra®, Goldwell®,

Joico®, Amika® and Moroccanoil®, intended for use in salons and for resale by

salons to retail consumers. For more information about Sally Beauty Holdings, Inc., please visit sallybeautyholdings.com/investor-relations.

Cautionary Notice Regarding Forward-Looking Statements

Statements in this news release and the schedules hereto that are not purely historical facts or that depend upon future events may be forward-looking

statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, as that term is defined in the Private Securities

Litigation Reform Act of 1995, can be identified by the use of words such as “believes,” “projects,” “expects,” “can,” “may,” “estimates,” “should,”

“plans,” “targets,” “intends,” “could,” “will,” “would,” “anticipates,” “potential,” “confident,” “optimistic,” or the negative

thereof, or other variations thereon, or comparable terminology, or by discussions of strategy, objectives, estimates, guidance, expectations and future plans. Forward-looking statements can also be identified by the fact that these statements do

not relate strictly to historical or current matters.

Readers are cautioned not to place undue reliance on forward-looking statements as such statements

speak only as of the date they were made. Any forward-looking statements involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including

the “Risk Factors” described under Item 1A of our Annual Report on Form 10-K for the fiscal year ended September 30, 2025, and other filings with the U.S. Securities and Exchange Commission.

Consequently, all forward-looking statements in this release are qualified by the factors, risks and uncertainties contained therein. We assume no obligation to publicly update or revise any forward-looking statements.

Use of Non-GAAP Financial Measures

This news release and the schedules hereto include the following financial measures that have not been calculated in accordance with accounting principles

generally accepted in the United States, (“GAAP”), and are therefore referred to as non-GAAP financial measures: (1) Adjusted Gross Margin; (2) Adjusted Selling, General and

Administrative Expenses; (3) Adjusted EBITDA and EBITDA Margin; (4) Adjusted Operating Earnings and Operating Margin; (5) Adjusted Net Earnings; (6) Adjusted Diluted Net Earnings Per Share; and (7) Free Cash Flow. We have

provided definitions below for these non-GAAP financial measures and have provided tables in the schedules hereto to reconcile these non-GAAP financial measures to the

comparable GAAP financial measures.

Adjusted Gross Margin – We define the measure Adjusted Gross Margin as GAAP gross margin excluding the

costs related to the Company’s fuel for growth initiative for the relevant time periods as indicated in the accompanying non-GAAP reconciliations to the comparable GAAP financial measures.

Adjusted Selling, General and Administrative Expenses – We define the measure Adjusted Selling,

General and Administrative Expenses as GAAP selling, general and administrative expenses excluding the costs related to the Company’s fuel for growth initiative, expenses related to the Company’s corporate headquarters relocation, and

asset impairment charges for the relevant time periods as indicated in the accompanying non-GAAP reconciliations to the comparable GAAP financial measures.

Adjusted EBITDA and EBITDA Margin – We define the measure Adjusted EBITDA as GAAP net earnings before depreciation and amortization, interest

expense, income taxes, share-based compensation, costs related to the Company’s fuel for growth initiative, expenses related to the Company’s corporate headquarters relocation, and asset impairment charges for the relevant time periods

as indicated in the accompanying non-GAAP reconciliations to the comparable GAAP financial measures. Adjusted EBITDA Margin is Adjusted EBITDA as a percentage of net sales.

Adjusted Operating Earnings and Operating Margin – Adjusted operating earnings are GAAP operating earnings that exclude the costs related to the

Company’s fuel for growth initiative, expenses related to the Company’s corporate headquarters relocation, and asset impairment charges for the relevant time periods as indicated in the accompanying

non-GAAP reconciliations to the comparable GAAP financial measures. Adjusted Operating Margin is Adjusted Operating Earnings as a percentage of net sales.

Adjusted Net Earnings – Adjusted net earnings is GAAP net earnings that exclude the tax-effected costs

related to the Company’s fuel for growth initiative, tax-effected expenses related to the Company’s corporate headquarters relocation, and tax-effected asset

impairment charges for the relevant time periods as indicated in the accompanying non-GAAP reconciliations to the comparable GAAP financial measures.

Adjusted Diluted Net Earnings Per Share – Adjusted diluted net earnings per share is GAAP diluted earnings per share that exclude the tax-effected costs related to the Company’s fuel for growth initiative, tax-effected expenses related to the Company’s corporate headquarters relocation, and tax-effected asset impairment charges for the relevant time periods as indicated in the accompanying non-GAAP reconciliations to the comparable GAAP financial measures.

Free Cash Flow – We define the measure Free Cash Flow as GAAP net cash provided by operating activities less payments for capital expenditures

(net). We believe Free Cash Flow is an important liquidity measure that provides useful information to investors about the amount of cash generated from operations after taking into account payments for capital expenditures (net).

We believe that these non-GAAP financial measures provide valuable information regarding our earnings and business

trends by excluding specific items that we believe are not indicative of the ongoing operating results of our businesses, providing a useful way for investors to make a comparison of our performance over time and against other companies in our

industry.

We have provided these non-GAAP financial measures as supplemental information to our GAAP financial

measures and believe these non-GAAP measures provide investors with additional meaningful financial information regarding our operating performance and cash flows. Our

management and Board of Directors also use these non-GAAP measures as supplemental measures to evaluate our businesses and the performance of management,

including the determination of performance-based compensation, to make operating and strategic decisions, and to allocate financial resources. We believe that these non-GAAP measures also provide meaningful

information for investors and securities analysts to evaluate our historical and prospective financial performance. These non-GAAP measures should not be considered a substitute for or superior to GAAP

results. Furthermore, the non-GAAP measures presented by us may not be comparable to similarly titled measures of other companies.

Supplemental Schedules

Segment Information

Non-GAAP Financial Measures Reconciliations

2-3

Non-GAAP Financial Measures Reconciliations; Adjusted

EBITDA and Free Cash Flow

Store Count and Comparable Sales

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Earnings

(In thousands, except per share data)

(Unaudited)

Three Months Ended March 31,

Six Months Ended March 31,

2026

2025

Percentage

Change

2026

2025

Percentage

Change

Net sales

903,382

883,146

2.3

1,846,550

1,821,041

1.4

Cost of products sold

427,610

424,329

0.8

887,519

885,384

0.2

Gross profit

475,772

458,817

3.7

959,031

935,657

2.5

Selling, general and administrative expenses

403,841

389,444

3.7

811,165

765,964

5.9

Operating earnings

71,931

69,373

3.7

147,866

169,693

(12.9

Interest expense

14,165

16,289

(13.0

28,785

33,731

(14.7

Earnings before provision for income taxes

57,766

53,084

8.8

119,081

135,962

(12.4

Provision for income taxes

15,071

13,874

8.6

30,829

35,739

(13.7

Net earnings

42,695

39,210

8.9

88,252

100,223

(11.9

Earnings per share:

Basic

0.44

0.39

12.8

0.91

0.98

(7.1

Diluted

0.43

0.38

13.2

0.88

0.96

(8.3

Weighted average shares:

Basic

96,727

101,614

97,271

101,820

Diluted

99,721

104,435

100,265

104,682

Basis Point

Change

Basis Point

Change

Comparison as a percentage of net sales

Consolidated gross margin

52.7

52.0

51.9

51.4

Selling, general and administrative expenses

44.7

44.1

43.9

42.1

180

Consolidated operating margin

8.0

7.9

8.0

9.3

(130

)

Effective tax rate

26.1

—

25.9

26.3

(40

)

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

March 31

September 30

2026

2025

Cash and cash equivalents

157,401

149,162

Trade and other accounts receivable

101,632

116,562

Inventory

986,787

987,575

Other current assets

46,940

48,154

Total current assets

1,292,760

1,301,453

Property and equipment, net

285,335

284,284

Operating lease assets

635,406

646,698

Goodwill and other intangible assets

590,436

593,692

Other assets

49,353

44,969

Total assets

2,853,290

2,871,096

Current maturities of long-term debt

4,000

Accounts payable

222,635

224,507

Accrued liabilities

169,800

184,641

Current operating lease liabilities

157,050

158,566

Income taxes payable

—

4,260

Total current liabilities

553,485

575,974

Long-term debt, including capital leases

823,051

861,974

Long-term operating lease liabilities

531,987

538,426

Other liabilities

21,080

21,026

Deferred income tax liabilities, net

85,815

79,489

Total liabilities

2,015,418

2,076,889

Total stockholders’ equity

837,872

794,207

Total liabilities and stockholders’ equity

2,853,290

2,871,096

Supplemental Schedule 1

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Segment Information

(In thousands)

(Unaudited)

Three Months Ended March 31,

Six Months Ended March 31,

2026

2025

Percentage

Change

2026

2025

Percentage

Change

Net sales:

Sally Beauty Supply (“Sally”)

521,236

500,575

4.1

1,052,837

1,026,021

2.6

Beauty Systems Group (“BSG”)

382,146

382,571

(0.1

793,713

795,020

(0.2

Total net sales

903,382

883,146

2.3

1,846,550

1,821,041

1.4

Operating earnings:

Sally

78,149

77,305

1.1

156,046

157,179

(0.7

BSG

47,368

43,934

7.8

101,275

94,403

7.3

Segment operating earnings

125,517

121,239

3.5

257,321

251,582

2.3

Unallocated expenses (1)

53,586

51,866

3.3

109,455

81,889

33.7

Interest expense

14,165

16,289

(13.0

28,785

33,731

(14.7

Earnings before provision for income taxes

57,766

53,084

8.8

119,081

135,962

(12.4

2026

2025

Basis Point

Change

2026

2025

Basis Point

Change

Segment gross margin:

Sally

61.3

61.2

60.5

60.4

BSG

40.9

39.8

110

40.5

39.7

Segment operating margin:

Sally

15.0

15.4

(40

)

14.8

15.3

(50

)

BSG

12.4

11.5

12.8

11.9

Consolidated operating margin

8.0

7.9

8.0

9.3

(130

)

(1)

Unallocated expenses, including share-based compensation expense, consist of corporate and shared costs and are

included in selling, general and administrative expenses. Additionally, unallocated expenses include costs associated with our Fuel for Growth initiative and a gain from the sale of our corporate headquarters during the six months ended

March 31, 2026.

Supplemental Schedule 2

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures Reconciliations

(In thousands, except per share data)

(Unaudited)

Three Months Ended March 31, 2026

As Reported

(GAAP)

Fuel for

Growth (1)

Corporate HQ

Relocation (2)

As Adjusted

(Non-GAAP)

Cost of products sold

427,610

(811

)

—

426,799

Consolidated gross margin

52.7

52.8

Selling, general and administrative expenses

403,841

(281

)

(19

)

403,541

SG&A expenses, as a percentage of sales

44.7

Operating earnings

71,931

1,092

73,042

Operating margin

8.0

8.1

Earnings before provision for income taxes

57,766

1,092

58,877

Provision for income taxes (4)

15,071

277

15,353

Net earnings

42,695

815

43,524

Earnings per share: (5)

Basic

0.44

0.01

0.00

0.45

Diluted

0.43

0.01

0.00

0.44

Three Months Ended March 31, 2025

As Reported

(GAAP)

Fuel for Growth

and Other (1)

Corporate HQ

Relocation (2)

Asset

Impairment (3)

As Adjusted

(Non-GAAP)

Cost of products sold

424,329

—

424,329

Consolidated gross margin

52.0

Selling, general and administrative expenses

389,444

(3,807

)

(207

)

(1,779

)

383,651

SG&A expenses, as a percentage of sales

44.1

43.4

Operating earnings

69,373

3,807

207

1,779

75,166

Operating margin

7.9

8.5

Earnings before provision for income taxes

53,084

3,807

207

1,779

58,877

Provision for income taxes (4)

13,874

976

445

15,348

Net earnings

39,210

2,831

154

1,334

43,529

Earnings per share: (5)

Basic

0.39

0.03

0.00

0.01

0.43

Diluted

0.38

0.03

0.00

0.01

0.42

(1)

Fuel for Growth and other represents expenses primarily related with our Fuel for Growth program and other non-recurring items.

(2)

For the three months ended March 31, 2026 and 2025, corporate HQ relocation primarily represents expenses

in connection with the relocation of our headquarters.

(3)

Impairment related to the write-off of certain tradenames used in

Europe.

(4)

The provision for income taxes was calculated using the applicable tax rates for each country, while excluding

the tax benefits for countries where the tax benefit is not currently deemed probable of being realized.

(5)

The sum of the earnings per share may not equal the full amount due to rounding of the calculated amounts.

Supplemental Schedule 3

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures Reconciliations, Continued

(In thousands, except per share data)

(Unaudited)

Six Months Ended March 31, 2026

As Reported

(GAAP)

Fuel for

Growth (1)

Corporate HQ

Relocation (2)

As Adjusted

(Non-GAAP)

Cost of products sold

887,519

(1,718

)

—

885,801

Consolidated gross margin

51.9

52.0

Selling, general and administrative expenses

811,165

(1,461

)

(1,852

)

807,852

SG&A expenses, as a percentage of sales

43.9

43.7

Operating earnings

147,866

3,179

1,852

152,897

Operating margin

8.0

8.3

Earnings before provision for income taxes

119,081

3,179

1,852

124,112

Provision for income taxes (4)

30,829

806

476

32,111

Net earnings

88,252

2,373

1,376

92,001

Earnings per share: (5)

Basic

0.91

0.02

0.01

0.95

Diluted

0.88

0.02

0.01

0.92

Six Months Ended March 31, 2025

As Reported

(GAAP)

Fuel for Growth

and Other (1)

Corporate HQ

Relocation (2)

Asset

Impairment (3)

As Adjusted

(Non-GAAP)

Cost of products sold

885,384

—

885,384

Consolidated gross margin

51.4

Selling, general and administrative expenses

765,964

(8,676

)

26,433

(1,779

)

781,942

SG&A expenses, as a percentage of sales

42.1

42.9

Operating earnings

169,693

8,676

(26,433

)

1,779

153,715

Operating margin

9.3

8.4

Earnings before provision for income taxes

135,962

8,676

(26,433

)

1,779

119,984

Provision for income taxes (4)

35,739

2,222

(6,797

)

444

31,608

Net earnings

100,223

6,454

(19,636

)

1,335

88,376

Earnings per share: (5)

Basic

0.98

0.06

(0.19)

0.01

0.87

Diluted

0.96

0.06

(0.19)

0.01

0.84

(1)

Fuel for Growth and other represents expenses primarily related with our Fuel for Growth program and other non-recurring items.

(2)

For the six months ended March 31, 2026, corporate HQ relocation primarily represents duplicate rent

expense on the new office prior to our relocation from our Denton corporate headquarters. For the six months ended March 31, 2025, corporate HQ relocation primarily represents a $26.6 million gain from the sale of our Denton headquarters

and expenses in connection with the relocation of our headquarters.

(3)

Impairment related to the write-off of a certain tradename used in

Europe.

(4)

The provision for income taxes was calculated using the applicable tax rates for each country, while excluding

the tax benefits for countries where the tax benefit is not currently deemed probable of being realized.

(5)

The sum of the earnings per share may not equal the full amount due to rounding of the calculated amounts.

Supplemental Schedule 4

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures Reconciliations, Continued

(In thousands)

(Unaudited)

Three Months Ended March 31,

Six Months Ended March 31,

2026

2025

Percentage

Change

2026

2025

Percentage

Change

Adjusted EBITDA:

Net earnings

42,695

39,210

8.9

88,252

100,223

(11.9

Add:

Depreciation and amortization

25,280

25,359

(0.3

48,912

50,924

(4.0

Interest expense

14,165

16,289

(13.0

28,785

33,731

(14.7

Provision for income taxes

15,071

13,874

8.6

30,829

35,739

(13.7

EBITDA (non-GAAP)

97,211

94,732

2.6

196,778

220,617

(10.8

Share-based compensation

5,969

4,238

40.8

13,524

10,291

31.4

Fuel for Growth and Other

1,092

3,807

(71.3

3,179

8,676

(63.4

Corporate HQ Relocation

207

(90.8

1,852

(26,433

)

107.0

Asset Impairment

—

1,779

(100.0

—

1,779

(100.0

Adjusted EBITDA (non-GAAP)

104,291

104,763

(0.5

215,333

214,930

0.2

Basis Point

Change

Basis Point

Change

Adjusted EBITDA as a percentage of net sales

Adjusted EBITDA margin

11.5

11.9

(40

)

11.7

11.8

(10

)

Free Cash Flow:

2026

2025

Percentage

Change

2026

2025

Percentage

Change

Cash flows from operating activities

73,280

51,062

43.5

166,519

84,521

97.0

Less: Payments for capital expenditures

29,162

18,893

54.4

64,946

38,971

66.7

Plus: Proceeds from sales of property and equipment

(1)

—

43,574

(100.0

Free cash flow (non-GAAP)

44,118

32,169

37.1

101,573

89,124

14.0

(1)

Represents the proceeds from the sale of our corporate headquarters.

Supplemental Schedule 5

SALLY BEAUTY HOLDINGS, INC. AND SUBSIDIARIES

Store Count and Comparable Sales

(Unaudited)

As of March 31,

2026

2025

Change

Number of stores:

Sally

3,079

3,117

(38

)

BSG:

Company-operated stores

1,189

1,198

)

Franchise stores

131

—

Total BSG

1,320

1,329

)

Total consolidated

4,399

4,446

(47

)

Number of BSG salon business consultants

(1)

560

632

(72

)

(1)

BSG salon business consultants (SBC) include 191 sales consultants employed by our franchisees at

March 31, 2026 and 2025.

Three Months Ended March 31,

Six Months Ended March 31,

2026

2025

Basis Point

Change

2026

2025

Basis Point

Change

Comparable sales growth (decline):

Sally

2.5

(0.3

280

1.3

0.8

BSG

(0.3

(2.7

240

(0.2

(0.6

Consolidated

1.3

(1.3

260

0.6

0.2

Our comparable sales include sales from stores that have been operating for 14 months or longer as of the last day of a month

and e-commerce revenue. Additionally, our comparable sales include sales to franchisees and full-service sales. Our comparable sales amounts exclude the effect of changes in foreign exchange rates and sales

from stores relocated until 14 months after the relocation. Revenue from acquired stores is excluded from our comparable sales calculation until 14 months after the acquisition.

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