Form 8-K

8-K — Ardent Health, Inc.

Accession: 0001628280-26-052598

Filed: 2026-08-04

Period: 2026-08-04

CIK: 0001756655

SIC: 8062 (SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ardt-20260804.htm (Primary)

EX-99.1 (ardt-q226x8xkxex991.htm)

GRAPHIC — ARDT LOGO (ardentbannera.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ardt-20260804.htm · Sequence: 1

ardt-20260804

FALSE000175665500017566552026-08-042026-08-04

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 4, 2026

Ardent Health, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-42180

61-1764793

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

340 Seven Springs Way, Suite 100,

Brentwood, Tennessee

37027

(Address of Principal Executive Offices)

(Zip Code)

(615) 296-3000

(Registrant’s Telephone Number, including Area Code)

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, $.01 par value per

ARDT

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. o

Item 2.02. Results of Operations and Financial Condition.

On August 4, 2026, Ardent Health, Inc. issued a press release announcing its financial results for the second quarter ended

June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is

incorporated herein by reference.

The information in this Current Report on Form 8-K furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be

deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),

or otherwise subject to the liabilities of that Section. This information shall not be incorporated by reference into any filing

under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent specifically provided in any such

filing.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits:

Exhibit No.

Exhibit Description

Exhibit 99.1

Press Release, dated August 4, 2026

Exhibit 104

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

SIGNATURE

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.

Dated: August 4, 2026

ARDENT HEALTH, INC.

By:

/s/ Alfred Lumsdaine

Name:

Alfred Lumsdaine

Title:

Executive Vice President, Chief Financial Officer

EX-99.1

Filename: ardt-q226x8xkxex991.htm · Sequence: 2

ARDT - Q2 26 - 8-K - EX99.1

Exhibit 99.1

Ardent Health Reports Second Quarter 2026 Results

Brentwood, Tenn. (August 4, 2026) – Ardent Health, Inc. (NYSE: ARDT) ("Ardent Health" or the "Company"), a leading

provider of healthcare in growing mid-sized urban communities across the U.S., today announced results for the quarter

ended June 30, 2026.

Second Quarter 2026 Operating and Financial Summary

All comparisons are versus the same prior year period. See the footnotes to the Operating Statistics table of this press

release for definitions of the metrics below and a full list of key operating metrics.

Total Revenue

$1.62 billion

Net Income Attributable to Ardent Health

$17 million

Adjusted EBITDA(1)

$115 million

Adjusted EBITDAR(1)

$157 million

Admissions

Decrease of 1.0% Y/Y

Adjusted Admissions

2.5% growth Y/Y

Operating Cash Flow

$197 million, increase of 67% Y/Y

Reaffirming Full-Year 2026 Guidance

Total Revenue: $6,400 - $6,700 million

Adjusted EBITDA(1): $485 - $535 million

(1) Adjusted EBITDA and Adjusted EBITDAR are financial measures that have not been prepared in a manner that complies with U.S. generally accepted

accounting principles ("GAAP"). See "Supplemental Non-GAAP Financial Information" and reconciliations of non-GAAP measures to their most

comparable GAAP financial measures contained later in this press release.

Second Quarter 2026 Commentary

•"As I transition to the CEO role, I’m looking forward to building on the momentum of key initiatives launched

during my COO tenure as well as Ardent's strong foundation in attractive, growing markets," said Dave Caspers,

President and Chief Executive Officer of Ardent Health. "I see clear opportunities to further improve performance

and unlock the full potential of the platform. Our growth strategy remains unchanged, but sharpening operational

execution is my highest priority. We are focused on the levers we can control — staffing, contracting, capital

allocation, standardization and accountability — while continuing to deliver high-quality care to the patients and

communities we serve."

•"Second quarter operating and financial performance was impacted by lower surgeries and admissions, but

volumes improved after our intra-quarter update in early June, and we moved quickly to address the earnings

pressure," Caspers continued. "Those actions included an improved payor contract in a key market and

incremental benefit from our IMPACT program, which we now expect to generate at least $70 million of savings in

2026, compared with $55 million previously. Additionally, we reported strong second quarter operating cash flow

of $197 million."

•"Our actions give us confidence to reaffirm our 2026 Adjusted EBITDA guidance of $485 million to $535 million,

even as we factor in a lower volume outlook," Caspers said. "We remain focused on disciplined execution,

consistent performance and creating long-term value for shareholders."

1 Lease-adjusted net leverage ratio is defined as the Company's net debt, plus 8x trailing twelve-month real estate investment trust ("REIT") rent expense,

divided by trailing twelve-month Adjusted EBITDAR as of June 30, 2026.

Financial Performance Summary

Second quarter 2026 year-over-year growth rates were negatively impacted by the Company recording two quarters of

financial benefit from the New Mexico state directed payment program in the prior year quarter as a result of delayed

renewal of the program in 2025.

For the second quarter of 2026:

•Total revenue declined 1.4% year-over-year to $1,622 million driven primarily by a 3.9% decrease in net patient

service revenue per adjusted admission. This decrease was largely attributable to recording two quarters of the

New Mexico state directed payment program benefit in the prior year quarter.

•Net income attributable to Ardent Health was $17 million, or $0.12 per diluted share, compared to net income

attributable to Ardent Health of $73 million, or $0.52 per diluted share, for the second quarter of 2025.

•Adjusted EBITDA decreased 32.3% year-over-year to $115 million.

Operating Performance Summary

The following table provides a summary of certain key operating metrics for the second quarter of 2026 compared to the

same prior year period. See the footnotes to the Operating Statistics table of this press release for definitions of the metrics

below and a full list of key operating metrics.

Three Months Ended June 30,

(Unaudited)

2026

2025

% Change

Adjusted admissions

89,326

87,167

2.5%

Admissions

41,104

41,535

(1.0%)

Inpatient surgeries

9,106

9,840

(7.5%)

Outpatient surgeries

22,649

22,860

(0.9%)

Total surgeries

31,755

32,700

(2.9%)

Emergency room visits

156,896

156,622

0.2%

Net patient service revenue per adjusted admission

$17,864

$18,581

(3.9%)

•Admissions for the second quarter of 2026 decreased 1.0% year-over-year.

•Surgeries for the second quarter of 2026 decreased 2.9% year-over-year. The decrease in total surgeries reflected

declines in outpatient and inpatient surgery volume of 0.9% and 7.5%, respectively.

Balance Sheet, Cash Flow & Liquidity Update

As of June 30, 2026, the Company had total cash and cash equivalents of $724 million and total debt of $1.1 billion. The

Company’s net leverage ratio was 0.8x and its lease-adjusted net leverage ratio1 was 2.6x as of June 30, 2026. At the end of

the second quarter, the Company’s available liquidity was $992 million.

During the second quarter of 2026, net cash provided by operating activities was $197 million, or an increase of 67%

compared to $117 million provided by operating activities in the same prior year period.

During the second quarter of 2026, the Company repurchased 1.4 million shares of its common stock for $13 million. The

Company had $34 million remaining under its repurchase authorization as of June 30, 2026.

2026 Financial Guidance

The Company is reaffirming its full-year 2026 revenue and adjusted EBITDA financial guidance. All guidance is current as of

the time provided and is subject to change.

Full Year 2026 Guidance

(Unaudited; dollars in millions, except per share amount)

Previous Guidance

Revised Guidance

Total revenue

$6,400

—

$6,700

$6,400

—

$6,700

Net income attributable to Ardent Health, Inc.

$129

—

$183

$110

—

$163

Adjusted EBITDA

$485

—

$535

$485

—

$535

Rent expense payable to REITs

$168

—

$168

—

$168

Diluted earnings per share

$0.90

—

$1.27

$0.78

—

$1.15

Adjusted admissions growth

1.5%

—

2.5%

1.5%

—

2.5%

Capital expenditures

$225

—

$265

$225

—

$265

The Company’s guidance is based on current plans and expectations and is subject to a number of known and unknown

uncertainties and risks, including those set forth below under the heading "Forward-Looking Statements." The Company

does not forecast the impact of items such as, but not limited to, losses (gains) on sales of facilities, losses on retirement of

debt, legal claim costs (benefits) and impairments of long-lived assets. The Company does not believe that it can forecast

these items with sufficient accuracy because of the inherent difficulty of forecasting the timing or amount of various items

that have not yet occurred and are out of the Company’s control or cannot be reasonably predicted.

Second Quarter 2026 Results Conference Call

The Company will host a conference call to discuss its second quarter financial results on August 5, 2026, at 10:00 a.m.

Eastern Time. A webcast of the conference call will be available in the Investor Relations section of the Company’s

corporate website at https://ir.ardenthealth.com. To listen to a live broadcast, go to the site at least 15 minutes prior to the

scheduled start time in order to register, download, and install any necessary audio software.

To participate in the live teleconference:

United States Live: 1-888-596-4144

International Live: 1-646-968-2525

Access Code: 4437657

To listen to a replay of the teleconference, which will be available through August 19, 2026:

United States Replay: 1-800-770-2030

International Replay: 1-647-362-9199

Access Code: 4437657

About Ardent Health

Ardent Health (NYSE: ARDT) is a leading provider of healthcare in growing mid-sized urban communities across the U.S. The

Company delivers care through its subsidiaries, which include 30 acute care hospitals and more than 280 sites of care with

over 1,800 employed and affiliated providers across six states. Anchored by a shared operating model and a commitment to

investing in innovative services and technologies that improve quality, access and experience, Ardent is focused on

delivering strong clinical outcomes and improving the health of the patients and communities it serves.

Investor Contact:

Dave Styblo, CFA

Investor.Relations@ardenthealth.com

(615) 296-3016

Media Contact:

Rebecca Kirkham

rebecca.kirkham@ardenthealth.com

(615) 296-3000

Supplemental Non-GAAP Financial Information

We have included certain non-GAAP financial measures in this press release, including Adjusted EBITDA, Adjusted EBITDA

margin, and Adjusted EBITDAR. We define these terms as follows:

•Adjusted EBITDA and Adjusted EBITDA Margin. Adjusted EBITDA is defined as net income plus (i) provision for income

taxes, (ii) interest expense and (iii) depreciation and amortization expense (or EBITDA), as adjusted to deduct

noncontrolling interest earnings, and excludes the effects of other non-operating losses; recoveries from the

cybersecurity incident in November 2023 (the "Cybersecurity Incident"), net of incremental information technology and

litigation costs; certain legal matters and related costs; other expenses, including development, restructuring and

enterprise system conversion costs; equity-based compensation expense; and loss (income) from disposed operations.

Adjusted EBITDA margin is defined as Adjusted EBITDA divided by total revenue.

Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP performance measures used by our management and

external users of our financial statements, such as investors, analysts, lenders, rating agencies and other interested

parties, to evaluate companies in our industry. Adjusted EBITDA and Adjusted EBITDA margin are performance

measures that are not prepared in accordance with GAAP and are presented in this press release because our

management considers them important analytical indicators commonly used within the healthcare industry to evaluate

financial performance and allocate resources. Further, our management believes that Adjusted EBITDA and Adjusted

EBITDA margin are useful financial metrics to assess our operating performance from period to period by excluding

certain material non-cash items and unusual or non-recurring items that we do not expect to continue in the future and

certain other adjustments we believe are not reflective of our ongoing operations and our performance.

Because not all companies use identical calculations, our presentation of Adjusted EBITDA and Adjusted EBITDA margin

may not be comparable to other similarly titled measures of other companies. While we believe these are useful

supplemental performance measures for investors and other users of our financial information, you should not

consider Adjusted EBITDA and Adjusted EBITDA margin in isolation or as a substitute for net income or any other items

calculated in accordance with GAAP. Adjusted EBITDA and Adjusted EBITDA margin have inherent material limitations

as performance measures, because they add back certain expenses to net income, resulting in those expenses not

being taken into account in the performance measures. We have borrowed money, so interest expense is a necessary

element of our costs. Because we have material capital and intangible assets, depreciation and amortization expense

are necessary elements of our costs. Likewise, the payment of taxes is a necessary element of our operations. Because

Adjusted EBITDA and Adjusted EBITDA margin exclude these and other items, they have material limitations as

measures of our performance.

•Adjusted EBITDAR. Adjusted EBITDAR is defined as Adjusted EBITDA further adjusted to add back rent expense payable

to real estate investment trusts ("REITs"), which consists of rent expense pursuant to the master lease agreement (the

"Ventas Master Lease") with Ventas, Inc. ("Ventas"), lease agreements with Ventas for 18 medical office buildings and a

lease arrangement with Medical Properties Trust, Inc. ("MPT") for the Hackensack Meridian Mountainside Medical

Center.

Adjusted EBITDAR is a commonly used non-GAAP valuation measure used by our management, research analysts,

investors and other interested parties to evaluate and compare the enterprise value of different companies in our

industry. Adjusted EBITDAR excludes: (1) certain material noncash items and unusual or non-recurring items that we do

not expect to continue in the future; (2) certain other adjustments that do not impact our enterprise value; and (3) rent

expense payable to REITs. We operate 30 acute care hospitals, 12 of which we lease from two REITs, Ventas and MPT,

pursuant to long-term lease agreements. Additionally, we lease 18 medical office buildings from Ventas pursuant to

lease agreements with initial terms of 12 years and eight options to renew for additional five-year terms. Our

management views the long-term lease agreements with Ventas and MPT, as more like financing arrangements than

true operating leases, with the rent payable to such REITs being similar to interest expense. As a result, our capital

structure is different than many of our competitors, especially those whose real estate portfolio is predominately

owned and not leased. Excluding the rent payable to such REITs allows investors to compare our enterprise value to

those of other healthcare companies without regard to differences in capital structures, leasing arrangements and

geographic markets, which can vary significantly among companies. Our management also uses Adjusted EBITDAR as

one measure in determining the value of prospective acquisitions or divestitures. Finally, financial covenants in certain

of our lease agreements, including the Ventas Master Lease, use Adjusted EBITDAR as a measure of compliance.

Adjusted EBITDAR does not reflect our cash requirements for leasing commitments. As such, our presentation of

Adjusted EBITDAR should not be construed as a performance or liquidity measure.

Because not all companies use identical calculations, our presentation of Adjusted EBITDAR may not be comparable to

other similarly titled measures of other companies. While we believe this is a useful supplemental valuation measure

for investors and other users of our financial information, you should not consider Adjusted EBITDAR in isolation or as a

substitute for net income or any other items calculated in accordance with GAAP. Adjusted EBITDAR has inherent

material limitations as a valuation measure, because it adds back certain expenses to net income, resulting in those

expenses not being taken into account in the valuation measure. The payment of rent is a necessary element of our

valuation. Because Adjusted EBITDAR excludes this and other items, it has material limitations as a measure of our

valuation.

Forward-Looking Statements

This press release may contain "forward-looking statements," as that term is defined in the U.S. federal securities laws.

These forward-looking statements include, but are not limited to, statements other than statements of historical facts,

including, among others, statements relating to our future financial performance, our business prospects and strategy,

anticipated financial position, liquidity and capital needs, the industry in which we operate and other similar matters.

Words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "could," "would,"

"will," "may," "can," "continue," "potential," "should" and the negative of these terms or other comparable terminology

often identify forward-looking statements. When reviewing this press release, you should keep in mind the substantive risk

and uncertainties that could impact our business. These forward-looking statements are not guarantees of future

performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results

contemplated by the forward-looking statements. These risks and uncertainties could cause actual results to differ

materially from those projected in forward-looking statements contained in this press release or implied by past results and

trends. Our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Factors, risks, and uncertainties that could cause actual outcomes and results to be materially different from those

contemplated include, among others: (1) general economic and business conditions, both nationally and in the regions in

which we operate, including the impact of challenging macroeconomic conditions and inflationary pressures, current

geopolitical instability, and impacts from the imposition of, or changes in, tariffs, as well as the potential impact on us of

uncertain political, financial, credit and capital conditions; (2) possible reductions or other changes in Medicare, Medicaid

and other state programs, including Medicaid supplemental payment programs, Medicaid waiver programs or state

directed payments, that could have an adverse effect on our revenues and business; (3) reduction in the reimbursement

rates paid by commercial payors, increased reimbursement denials or payment delays by commercial payors, our inability

to retain and negotiate favorable contracts with private third party payors, or an increasing volume of uninsured or

underinsured patients; (4) effects of changes in healthcare policy or legislation, including the One Big Beautiful Bill Act (the

"OBBBA") and any other reforms that have or may be undertaken by the current presidential administration, and legal and

regulatory restrictions on our hospitals that have physician owners; (5) the ability to achieve operating and financial targets,

develop and execute mitigation plans to offset to the extent possible impacts from the OBBBA, the expiration of temporary

enhanced subsidies for individuals eligible to purchase insurance coverage through health insurance marketplaces and

imposition of tariffs, attain expected levels of patient volumes and revenues, and control the costs of providing services; (6)

security threats, catastrophic events and other disruptions affecting our, our service providers’ or our joint venture ("JV")

partners’ information technology and related systems, which have adversely affected, and could in the future adversely

affect, our relationships with patients and business partners and subject us to legal claims and liabilities, reputational harm

and business disruption and adversely affect our financial condition; (7) the highly competitive nature of the healthcare

industry and continued industry trends towards clinical transparency and value-based purchasing may impact our

competitive position; (8) inability to recruit and retain quality physicians and increased labor costs resulting from increased

competition for staffing or a continued or increased shortage of experienced nurses, as well as the loss of key personnel,

including key members of our management team; (9) changes to physician utilization practices and treatment

methodologies and other factors outside our control that impact demand for medical services and may reduce our

revenues and ability to grow profitability; (10) continued industry trends toward value-based purchasing, third party payor

consolidation and care coordination among healthcare providers; (11) inability to successfully complete acquisitions or

strategic JVs or inability to realize all of the anticipated benefits; (12) liabilities because of professional liability and other

claims brought against our hospitals, physician practices, outpatient facilities or other business operations; (13) exposure to

certain risks and uncertainties by the JVs through which we conduct a significant portion of our operations, including

anticipated synergies of past acquisitions and the risk that transactions may not receive necessary government clearances;

(14) failure to obtain drugs and medical supplies at favorable prices or sufficient volumes; (15) operational, legal and

financial risks associated with outsourcing functions to third parties; (16) our facilities are heavily concentrated in Texas and

Oklahoma, which makes us sensitive to regulatory, economic and competitive conditions and changes in those states; (17)

negative impact of severe weather, climate change, and other factors beyond our control, which could restrict patient

access to care or cause one or more facilities to close temporarily or permanently; (18) risks related to the Master Lease

with Ventas (“Ventas Master Lease”) and its restrictions and limitations on our business; (19) the impact of our significant

indebtedness and the ability to refinance such indebtedness on acceptable terms; (20) our failure to comply with complex

laws and regulations applicable to the healthcare industry or to adjust our operations in response to changing laws and

regulations; (21) the impact of governmental claims or governmental investigations, payor audits and litigation brought

against our hospitals, physician practices, outpatient facilities or other business operations; (22) actual or perceived failures

to comply with applicable data protection, privacy and security laws, regulations, standards and other requirements; (23)

the impact of a deterioration of public health conditions associated with a future pandemic, epidemic or outbreak of

infectious disease; (24) actual or perceived failures to comply with applicable data protection, privacy and security laws,

regulations, standards and other requirements could adversely affect our business, results of operations and financial

condition; (25) inability to or delay in building, acquiring, selling, renovating or expanding our healthcare facilities; (26)

failure to comply with federal and state laws relating to Medicare and Medicaid enrollment, permit, licensing and

accreditation requirements; (27) the results of our efforts to use technology, including artificial intelligence (“AI”) and

machine learning, to drive efficiencies, better outcomes and an enhanced patient experience; (28) our status as a controlled

company; (29) conflicts of interest between our controlling stockholder and other holders of our common stock; and (30)

other risk factors described in our filings with the Securities and Exchange Commission.

Many of the important factors that will determine these results are beyond our ability to control or predict. You are

cautioned not to put undue reliance on any forward-looking statements, which speak only as of the date of this press

release. Except as otherwise required by law, we do not assume any obligation to publicly update or release any revisions to

these forward-looking statements to reflect events or circumstances after the date of this news release or to reflect the

occurrence of unanticipated events. All references to "Company," "Ardent Health," "Ardent," "we," "our" and "us" as used

throughout this release refer to Ardent Health, Inc. and its affiliates, unless stated otherwise or indicated by context.

Ardent Health, Inc.

Condensed Consolidated Income Statements

(Unaudited; dollars in thousands, except per share amounts)

Three Months Ended June 30,

2026

2025

Amount

Total revenue

$1,622,245

100.0%

$1,645,280

100.0%

Expenses:

Salaries and benefits

676,186

41.7%

671,697

40.8%

Professional fees

327,843

20.2%

297,012

18.1%

Supplies

279,621

17.2%

270,639

16.4%

Rents and leases

27,957

1.7%

27,825

1.7%

Rents and leases, related party

38,686

2.4%

37,819

2.3%

Other operating expenses

174,838

10.8%

163,698

10.0%

Interest expense

12,569

0.8%

14,729

0.9%

Depreciation and amortization

41,342

2.5%

39,309

2.4%

Other non-operating losses

—

0.0%

560

0.0%

Total operating expenses

1,579,042

97.3%

1,523,288

92.6%

Income before income taxes

43,203

2.7%

121,992

7.4%

Income tax expense

8,514

0.6%

26,291

1.6%

Net income

34,689

2.1%

95,701

5.8%

Net income attributable to noncontrolling interests

17,790

1.1%

22,751

1.4%

Net income attributable to Ardent Health, Inc.

$16,899

1.0%

$72,950

4.4%

Net income per share:

Basic

$0.12

$0.52

Diluted

$0.12

$0.52

Weighted-average common shares outstanding:

Basic

141,688,279

140,374,892

Diluted

143,052,519

141,517,661

Ardent Health, Inc.

Condensed Consolidated Income Statements

(Unaudited; dollars in thousands, except per share amounts)

Six Months Ended June 30,

2026

2025

Amount

Total revenue

$3,224,115

100.0%

$3,142,514

100.0%

Expenses:

Salaries and benefits

1,337,617

41.5%

1,329,349

42.3%

Professional fees

644,913

20.0%

577,869

18.4%

Supplies

548,174

17.0%

529,494

16.8%

Rents and leases

55,038

1.7%

55,586

1.8%

Rents and leases, related party

77,372

2.4%

75,869

2.4%

Other operating expenses

339,989

10.5%

294,465

9.5%

Interest expense

24,780

0.8%

28,905

0.9%

Depreciation and amortization

84,328

2.6%

75,510

2.4%

Other non-operating gains

(5,890)

(0.2)%

(20,723)

(0.7)%

Total operating expenses

3,106,321

96.3%

2,946,324

93.8%

Income before income taxes

117,794

3.7%

196,190

6.2%

Income tax expense

24,617

0.8%

41,524

1.3%

Net income

93,177

2.9%

154,666

4.9%

Net income attributable to noncontrolling interests

36,428

1.1%

40,333

1.3%

Net income attributable to Ardent Health, Inc.

$56,749

1.8%

$114,333

3.6%

Net income per share:

Basic

$0.40

$0.82

Diluted

$0.40

$0.81

Weighted-average common shares outstanding:

Basic

141,478,312

140,219,452

Diluted

142,414,946

141,111,732

Ardent Health, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited; in thousands)

Six Months Ended June 30,

2026

2025

Cash flows from operating activities:

Net income

$93,177

$154,666

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

Depreciation and amortization

84,328

75,510

Other non-operating (gains) losses

(1,886)

777

Amortization of deferred financing costs and debt discounts

1,622

2,474

Deferred income taxes

3,068

(2,733)

Equity-based compensation

16,881

20,509

Income from non-consolidated affiliates

(8,079)

(2,956)

Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:

Accounts receivable

(9,838)

(14,251)

Inventories

2,571

(3,118)

Prepaid expenses and other current assets

32,009

(51,449)

Accounts payable and other accrued expenses and liabilities

(60,400)

(50,590)

Accrued salaries and benefits

(16,940)

(36,136)

Net cash provided by operating activities

136,513

92,703

Cash flows from investing activities:

Purchases of property and equipment

(66,766)

(69,105)

Other

(316)

(264)

Net cash used in investing activities

(67,082)

(69,369)

Cash flows from financing activities:

Proceeds from insurance financing arrangements

17,033

10,959

Payments of principal on insurance financing arrangements

(8,192)

(6,529)

Payments of principal on long-term debt

(6,937)

(2,896)

Distributions to noncontrolling interests

(44,143)

(39,525)

Repurchase of common stock

(13,031)

—

Other

714

(1,499)

Net cash used in financing activities

(54,556)

(39,490)

Net increase (decrease) in cash and cash equivalents

14,875

(16,156)

Cash and cash equivalents at beginning of period

709,601

556,785

Cash and cash equivalents at end of period

$724,476

$540,629

Supplemental Cash Flow Information:

Non-cash purchases of property and equipment

$677

$13,272

Ardent Health, Inc.

Condensed Consolidated Balance Sheets

(Unaudited; dollars in thousands, except per share amounts)

June 30,

2026(1)

December 31,

2025 (1)

Assets

Current assets:

Cash and cash equivalents

$724,476

$709,601

Accounts receivable

695,950

686,102

Inventories

116,022

118,593

Prepaid expenses

147,895

112,646

Other current assets

370,533

431,882

Total current assets

2,054,876

2,058,824

Property and equipment, net

920,044

935,769

Operating lease right of use assets

300,509

292,651

Operating lease right of use assets, related party

908,233

915,599

Goodwill

879,262

879,451

Other intangible assets

87,678

89,335

Deferred income taxes

5,821

6,888

Other assets

123,655

111,691

Total assets

$5,280,078

$5,290,208

Liabilities and Equity

Current liabilities:

Current installments of long-term debt

$28,572

$23,444

Accounts payable

429,769

457,936

Accrued salaries and benefits

279,244

296,260

Other accrued expenses and liabilities

238,738

268,904

Total current liabilities

976,323

1,046,544

Long-term debt, less current installments

1,073,210

1,075,782

Long-term operating lease liability

268,054

260,600

Long-term operating lease liability, related party

896,492

904,632

Self-insured liabilities

242,771

241,050

Other long-term liabilities

81,824

76,636

Total liabilities

3,538,674

3,605,244

Redeemable noncontrolling interests

(4,658)

(1,250)

Equity:

Preferred stock, par value $0.01 per share; 50,000,000 shares authorized; no shares issued and

outstanding

—

Common stock, par value $0.01 per share; 750,000,000 shares authorized; 141,910,898 and

142,864,171 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

1,419

1,429

Additional paid-in capital

791,411

788,472

Accumulated other comprehensive loss

(638)

(3,610)

Retained earnings

558,356

501,607

Equity attributable to Ardent Health, Inc.

1,350,548

1,287,898

Noncontrolling interests

395,514

398,316

Total equity

1,746,062

1,686,214

Total liabilities and equity

$5,280,078

$5,290,208

(1)As of June 30, 2026 and December 31, 2025, the unaudited condensed consolidated balance sheets included total liabilities of consolidated variable interest entities of

$331.2 million and $335.1 million, respectively. Refer to Note 2 of the Company's unaudited condensed consolidated financial statements included in its Quarterly

Report on Form 10-Q for the six months ended June 30, 2026 for further discussion.

Ardent Health, Inc.

Operating Statistics

(Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

2026

Change

2025

2026

Change

2025

Total revenue (in thousands)

$1,622,245

(1.4)%

$1,645,280

$3,224,115

2.6%

$3,142,514

Hospitals operated (at period end) (1)

0.0%

Licensed beds (at period end) (2)

4,281

0.0%

4,281

0.0%

4,281

Utilization of licensed beds (3)

49%

(2.0)%

50%

0.0%

50%

Admissions (4)

41,104

(1.0)%

41,535

82,036

(1.1)%

82,924

Adjusted admissions (5)

89,326

2.5%

87,167

175,570

2.3%

171,703

Inpatient surgeries (6)

9,106

(7.5)%

9,840

18,362

(3.8)%

19,090

Outpatient surgeries (7)

22,649

(0.9)%

22,860

44,735

0.4%

44,572

Total surgeries

31,755

(2.9)%

32,700

63,097

(0.9)%

63,662

Emergency room visits (8)

156,896

0.2%

156,622

313,064

(1.5)%

317,871

Patient days (9)

189,223

(2.8)%

194,738

386,352

(1.2)%

390,952

Total encounters (10)

1,581,207

6.0%

1,491,905

3,145,321

6.9%

2,942,534

Average length of stay (11)

4.60

(1.7)%

4.68

4.71

0.0%

4.71

Net patient service revenue per adjusted admission (12)

$17,864

(3.9)%

$18,581

$18,111

0.6%

$18,001

(1)Hospitals operated (at period end). This metric represents the total number of hospitals operated by us at the end of the applicable period, irrespective of

whether the hospital real estate is (i) owned by us, (ii) leased by us or (iii) held through a controlling interest in a JV. This metric includes the managed

clinical operations of the hospital at UT Health North Campus in Tyler, Texas ("UT Health North Campus Tyler"), a hospital owned by The University of

Texas Health Science Center at Tyler ("UTHSCT"), an affiliate of The University of Texas System. Since we only manage the clinical operations of UT Health

North Campus Tyler, the financial results of such entity are not consolidated under Ardent Health, Inc.

(2)Licensed beds (at period end). This metric represents the total number of beds for which the appropriate state agency licenses a facility, regardless of

whether the beds are actually available for patient use.

(3)Utilization of licensed beds. This metric represents a measure of the actual utilization of our inpatient facilities, computed by (i) dividing patient days by

the number of days in each period, and (ii) further dividing that number by average licensed beds, which is calculated by dividing total licensed beds (at

period end) by the number of days in the period, multiplied by the number of days in the period the licensed beds were in existence.

(4)Admissions. This metric represents the number of patients admitted for inpatient treatment during the applicable period.

(5)Adjusted admissions. This metric is used by management as a general measure of combined inpatient and outpatient volume. Adjusted admissions

provides management with a key performance indicator that considers both inpatient and outpatient volumes by applying an inpatient volume measure

(admissions) to a ratio of gross inpatient and outpatient revenue to gross inpatient revenue. Gross inpatient and outpatient revenue reflect gross inpatient

and outpatient charges prior to estimated contractual adjustments, uninsured discounts, implicit price concessions, and other discounts. The calculation of

adjusted admissions is summarized as follows:

Adjusted Admissions

Admissions

(Gross Inpatient Revenue + Gross Outpatient Revenue)

Gross Inpatient Revenue

(6)Inpatient surgeries. This metric represents the number of surgeries performed on patients who have been admitted to our hospitals. Pain management, c-

sections, and certain diagnostic procedures are excluded from inpatient surgeries.

(7)Outpatient surgeries. This metric represents the number of surgeries performed on patients who have not been admitted to our hospitals. Pain

management, c-sections, and certain diagnostic procedures are excluded from outpatient surgeries.

(8)Emergency room visits. This metric represents the total number of patients provided with emergency room treatment during the applicable period.

(9)Patient days. This metric represents the total number of days of care provided to patients admitted to our hospitals during the applicable period.

(10)Total encounters. This metric represents the total number of events where healthcare services are rendered resulting in a billable event during the

applicable period. This includes both hospital and ambulatory patient interactions.

(11)Average length of stay. This metric represents the average number of days admitted patients stay in our hospitals.

(12)Net patient service revenue per adjusted admission. This metric represents net patient service revenue divided by adjusted admissions for the applicable

period. Net patient service revenue reflects gross inpatient and outpatient charges less estimated contractual adjustments, uninsured discounts, implicit

price concessions, and other discounts.

Ardent Health, Inc.

Supplemental Non-GAAP Disclosures

(Unaudited; in thousands)

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

Net income

$34,689

$95,701

$93,177

$154,666

Adjusted EBITDA Addbacks:

Income tax expense

8,514

26,291

24,617

41,524

Interest expense

12,569

14,729

24,780

28,905

Depreciation and amortization

41,342

39,309

84,328

75,510

Noncontrolling interest earnings

(17,790)

(22,751)

(36,428)

(40,333)

Other non-operating losses (1)

—

560

—

777

Cybersecurity Incident recoveries, net (2)

—

(19,705)

Certain legal matters and related costs

462

—

2,464

—

Other expenses, including development, restructuring

and enterprise system conversion costs (3)

27,207

4,781

34,995

6,188

Equity-based compensation

7,952

11,246

16,881

20,509

Loss (income) from disposed operations

(5,877)

Adjusted EBITDA

$114,951

$169,873

$238,937

$268,074

Total revenue

$1,622,245

$1,645,280

$3,224,115

$3,142,514

Adjusted EBITDA margin

7.1%

10.3%

7.4%

8.5%

(1)Other non-operating losses include losses realized on certain non-recurring events or events that are non-operational in nature.

(2)Cybersecurity Incident recoveries, net represent insurance recovery proceeds associated with the Cybersecurity Incident, net of incremental information

technology and litigation costs.

(3)Other expenses, including development, restructuring and enterprise system conversion costs consist of (i) enterprise restructuring costs, including severance

costs related to workforce reductions for restructuring and CEO transition, (ii) penalties and costs incurred for terminating pre-existing contracts at acquired

facilities, (iii) third-party professional fees and expenses, salaries and benefits, and other internal expenses incurred in connection with potential and

completed acquisitions, and (iv) various costs incurred in connection with our enterprise resource planning system conversion. These costs included (i)

salaries and benefits of $17.2 million and $3.2 million for the three months ended June 30, 2026 and 2025, respectively, and $21.5 million and $3.2 million for

the six months ended June 30, 2026 and 2025, respectively, (ii) professional fees of $9.8 million and $0.8 million for the three months ended June 30, 2026

and 2025, respectively, and $13.1 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively, and (iii) other expenses of $0.2

million and $0.8 million for the three months ended June 30, 2026 and 2025, respectively, and $0.4 million and $1.0 million for the six months ended June 30,

2026 and 2025, respectively. The increase in salaries and benefits for the three and six months ended June 30, 2026, compared to the respective prior year

periods, was primarily driven by non-recurring severance costs as a result of workforce reductions in connection with enterprise restructuring activity and

transition of the CEO during the current period. The increase in professional fees for the three and six months ended June 30, 2026, compared to the

respective prior year periods, was primarily attributable to incremental third-party costs incurred in connection with enterprise restructuring activity and

enterprise resource planning system conversion during the current period.

Ardent Health, Inc.

Supplemental Non-GAAP Disclosures

(Unaudited; in thousands)

Three Months Ended

June 30, 2026

Six Months Ended

June 30, 2026

Net income

$34,689

$93,177

Adjusted EBITDAR Addbacks:

Income tax expense

8,514

24,617

Interest expense

12,569

24,780

Depreciation and amortization

41,342

84,328

Noncontrolling interest earnings

(17,790)

(36,428)

Certain legal matters and related costs

462

2,464

Other expenses, including development, restructuring and enterprise system

conversion costs (1)

27,207

34,995

Equity-based compensation

7,952

16,881

Loss (income) from disposed operations

(5,877)

Rent expense payable to REITs (2)

41,579

83,135

Adjusted EBITDAR

$156,530

$322,072

(1)Other expenses, including development, restructuring and enterprise system conversion costs consist of (i) enterprise restructuring costs, including

severance costs related to workforce reductions for restructuring and CEO transition, (ii) penalties and costs incurred for terminating pre-existing contracts

at acquired facilities, (iii) third-party professional fees and expenses, salaries and benefits, and other internal expenses incurred in connection with potential

and completed acquisitions, and (iv) various costs incurred in connection with our enterprise resource planning system conversion. For the three and six

months ended June 30, 2026 these costs included (i) salaries and benefits of $17.2 million and $21.5 million, respectively, (ii) professional fees of $9.8

million and $13.1 million, respectively, and (iii) other expenses of $0.2 million and $0.4 million, respectively.

(2)Rent expense payable to REITs for the three and six months ended June 30, 2026 consists of rent expense of $38.7 million and $77.4 million, respectively,

related to the Ventas Master Lease and other lease agreements with Ventas for medical office buildings and rent expense of $2.8 million and $5.7 million,

respectively, related to a lease arrangement with MPT for the lease of Hackensack Meridian Mountainside Medical Center.

Ardent Health, Inc.

Supplemental Non-GAAP Disclosures

(Unaudited; in millions)

Guidance for the Full Year Ending

December 31, 2026

Previous Guidance

Revised Guidance

Low

High

Low

High

Net income

$221

$280

$202

$260

Adjusted EBITDA Addbacks:

Income tax expense

Interest expense

Depreciation and amortization

175

170

175

170

Noncontrolling interest earnings

(92)

(97)

(92)

(97)

Cybersecurity Incident recoveries (1)

(7)

Other expenses, including development, restructuring and enterprise system

conversion costs (2)

Equity-based compensation

Adjusted EBITDA

$485

$535

$485

$535

(1)Cybersecurity Incident recoveries represent insurance recovery proceeds associated with the Cybersecurity Incident.

(2)Other expenses, including development, restructuring and enterprise system conversion costs consist of (i) enterprise restructuring costs, including

severance costs related to workforce reductions for restructuring and CEO transition, (ii) penalties and costs incurred for terminating pre-existing contracts

at acquired facilities, (iii) third-party professional fees and expenses, salaries and benefits, and other internal expenses incurred in connection with potential

and completed acquisitions, and (iv) various costs incurred in connection with our enterprise resource planning system conversion.

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Document and Entity Information

Aug. 04, 2026

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