Form 8-K

8-K — RCI HOSPITALITY HOLDINGS, INC.

Accession: 0001628280-26-038799

Filed: 2026-05-28

Period: 2026-05-28

CIK: 0000935419

SIC: 5812 (RETAIL-EATING PLACES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — rick-20260528.htm (Primary)

EX-99.1 (ex991_pressreleasefor03312.htm)

GRAPHIC (image_0a.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: rick-20260528.htm · Sequence: 1

rick-20260528

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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): May 28, 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 May 28, 2026, we issued a press release announcing results for the fiscal quarter ended March 31, 2026, and the filing of our quarterly report on Form 10-Q for that quarter. 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 May 28, 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: May 28, 2026 By: /s/ Travis Reese

Travis Reese

Interim President and Chief Executive Officer

EX-99.1

Filename: ex991_pressreleasefor03312.htm · Sequence: 2

Document

RCI Files 10-Q and Reports Results for 2Q26

HOUSTON—May 28, 2026—RCI Hospitality Holdings, Inc. (Nasdaq: RICK) today filed its Form 10-Q and reported results for the fiscal 2026 second quarter ended March 31, 2026.

Summary Financials (in millions, except EPS)

2Q26

2Q25

6M26

6M25

Total revenues

$68.7

$65.9

$139.6

$137.4

EPS

$(0.04)

$0.36

$(0.63)

$1.38

Non-GAAP EPS1

$0.78

$0.65

$1.52

$1.46

Impairments and other charges, net

$7.6

$2.1

$7.9

$(0.1)

Net cash provided by operating activities

$9.9

$8.5

$17.7

$21.9

Free cash flow1

$8.4

$6.9

$15.1

$19.0

Net income (loss) attributable to RCIHH common stockholders

$(0.3)

$3.2

$(5.1)

$12.3

Adjusted EBITDA1

$15.6

$14.2

$31.3

$29.9

Weighted average shares used in computing EPS – basic and diluted

7.74

8.86

8.02

8.89

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 improved performance in many key metrics. While net income attributable to RCIHH common stockholders and EPS declined due to non-cash impairments, non-GAAP EPS, net cash provided by operating activities, free cash flow, and adjusted EBITDA all increased."

"This performance was despite freezing weather in late January-early February that caused a number of clubs to close for one to two days each, mostly on weekends."

"As previously reported, Nightclubs total sales increased and same-store sales were nearly level. Bombshells total sales also increased. While same-store sales declined, the initial implementation of our ‘pre-game and party all in one’ strategy to increase the mix of higher-margin alcoholic beverage sales resulted in a 3.6% same-store sales increase at Bombshells 59 in Houston, making it the best‑performing same-store location."

"In line with our 5-Year Capital Allocation Plan, we have continued to buy back shares. As of May 22, 2026, we had approximately 7,644,500 shares outstanding."

Note: There will be no conference call as RCI just held one on May 7, 2026, when it reported its delayed 1Q26 results.

2Q26 Results (Comparisons are to year-ago periods unless indicated otherwise)

Nightclubs segment: Revenues of $60.3 million increased by 4.8%. Five newly acquired, opened and reformatted clubs generated $4.8 million in sales, the 51 clubs in same-store sales produced $54.5 million, and one club was closed during the quarter.2 By revenue type, service increased 11.3%; food, merchandise and other increased 3.8%; and alcoholic beverages declined 0.9%.

Impairments and other charges, net of $7.6 million compared to $2.0 million. Operating income was $10.8 million compared to $14.5 million or 17.8% of segment revenues compared to 25.3%. Non-GAAP operating income, which excludes impairment and other net charges, was $19.0 million compared to $17.1 million or 31.5% of segment revenues compared to 29.7%.

Bombshells segment: Revenues of $8.4 million increased 1.6%. Sales reflected $1.6 million from two newly opened locations and $6.8 million from the nine same-store locations.2 By revenue type, alcoholic beverages increased 4.0% and food was level with 2Q25.

Other charges, net of $67,000 compared to $159,000. Operating loss was $267,000 compared to $245,000 or -3.2% of segment revenues compared to -3.0%. Non-GAAP operating loss, which excludes other net charges, was $200,000 compared to $85,000 or -2.4% of segment revenues compared to -1.0%.

Corporate segment: Expenses totaled $6.6 million compared to $5.9 million or 9.6% of total revenues compared to 9.0%. Most of the year over year change reflected increased insurance costs. Non-GAAP expenses totaled $6.4 million compared to $5.8 million or 9.3% of total revenues compared to 8.8%.

Impairments and other charges, net within consolidated operations totaled $7.6 million compared to $2.1 million.

Income tax was a benefit of $0.4 million compared to an expense of $1.1 million.

Weighted average shares outstanding of 7.74 million declined 12.6% due to share buybacks.

Debt of $248.7 million at March 31, 2026 declined 3.0% from $256.4 million at December 31, 2025, primarily reflecting debt paydowns. Compared to a year ago, debt increased 3.0%.

2 See our April 9, 2026 news release on 2Q26 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 22.3% and 18.1% effective tax rate of the pre-tax non-GAAP income before taxes for the six months ended March 31, 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 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 regain and 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 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

Six Months Ended

March 31, 2026

March 31, 2025

March 31, 2026

March 31, 2025

Amount

% of Revenue

Amount

% of Revenue

Amount

% of Revenue

Amount

% of Revenue

Revenues

Sales of alcoholic beverages

28,817

41.9

28,866

43.8

58,956

42.2

61,054

44.4

Sales of food and merchandise

9,539

13.9

9,411

14.3

19,505

14.0

19,517

14.2

Service revenues

25,448

37.0

22,912

34.8

51,259

36.7

47,093

34.3

Other

4,918

7.2

4,687

7.1

9,830

7.0

9,695

7.1

Total revenues

68,722

100.0

65,876

100.0

139,550

100.0

137,359

100.0

Operating expenses

Cost of goods sold

Alcoholic beverages sold

5,231

18.2

5,204

18.0

10,742

18.2

11,050

18.1

Food and merchandise sold

3,558

37.3

3,182

33.8

7,187

36.8

6,745

34.6

Service and other

0.1

117

0.2

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

8,805

12.8

8,411

12.8

18,046

12.9

17,892

13.0

Salaries and wages

21,242

30.9

20,491

31.1

42,685

30.6

41,055

29.9

Selling, general and administrative

23,197

33.8

22,900

34.8

47,901

34.3

49,107

35.8

Depreciation and amortization

4,017

5.8

3,776

5.7

8,204

5.9

7,345

5.3

Impairments and other charges (gains), net

7,649

11.1

2,127

3.2

7,866

5.6

(117)

(0.1)

Total operating expenses

64,910

94.5

57,705

87.6

124,702

89.4

115,282

83.9

Income from operations

3,812

5.5

8,171

12.4

14,848

10.6

22,077

16.1

Other income (expenses)

Interest expense

(4,515)

(6.6)

(4,048)

(6.1)

(8,865)

(6.4)

(8,200)

(6.0)

Interest income

0.1

139

0.2

181

0.1

318

0.2

Non-operating gains (losses), net

0.0

—

0.0

(9,881)

(7.1)

979

0.7

Income (loss) before income taxes

(617)

(0.9)

4,262

6.5

(3,717)

(2.7)

15,174

11.0

Income tax expense (benefit)

(398)

(0.6)

1,068

1.6

1,151

0.8

2,915

2.1

Net income (loss)

(219)

(0.3)

3,194

4.8

(4,868)

(3.5)

12,259

8.9

Net loss (income) attributable to noncontrolling interests

(107)

(0.2)

0.1

(192)

(0.1)

(4)

0.0

Net income (loss) attributable to RCIHH common shareholders

(326)

(0.5)

3,231

4.9

(5,060)

(3.6)

12,255

8.9

Earnings (loss) per share

Basic and diluted

(0.04)

0.36

(0.63)

1.38

Weighted average shares used in computing earnings (loss) per share

Basic and diluted

7,741,522

8,861,854

8,021,747

8,891,638

RCI HOSPITALITY HOLDINGS, INC.

SEGMENT INFORMATION

(in thousands)

Three Months Ended

Six Months Ended

March 31, 2026

March 31, 2025

March 31, 2026

March 31, 2025

Revenues

Nightclubs

60,275

57,541

122,584

119,265

Bombshells

8,359

8,229

16,740

17,816

Other

106

226

278

68,722

65,876

139,550

137,359

Income (loss) from operations

Nightclubs

10,758

14,532

29,480

35,385

Bombshells

(267)

(245)

(406)

1,700

Other

(112)

(171)

(262)

(274)

Corporate

(6,567)

(5,945)

(13,964)

(14,734)

3,812

8,171

14,848

22,077

RCI HOSPITALITY HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Three Months Ended

Six Months Ended

March 31, 2026

March 31, 2025

March 31, 2026

March 31, 2025

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)

(219)

3,194

(4,868)

12,259

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization

4,017

3,776

8,204

7,345

Impairment of assets

7,270

1,780

8,433

1,780

Deferred income tax benefit

(2,223)

(853)

(2,223)

(1,242)

Stock-based compensation

197

118

589

588

Loss (gain) on sale of businesses and assets

154

215

184

(1,248)

Amortization of debt discount and issuance costs

128

227

265

290

Noncash lease expense

745

668

1,479

1,326

Gain on insurance

(46)

—

(187)

(1,150)

Credit loss reversal on notes receivable

(86)

—

(11)

—

Premium on stock repurchase

—

9,885

—

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

Receivables

1,099

(659)

745

1,714

Inventories

112

Prepaid expenses, other current, and other assets

1,613

(1,209)

(530)

Accounts payable, accrued, and other liabilities

(2,855)

(55)

(3,701)

695

Net cash provided by operating activities

9,881

8,547

17,697

21,891

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of businesses and assets

1,075

956

1,675

1,085

Proceeds from insurance

—

184

1,150

Proceeds from notes receivable

107

147

Payments for property and equipment and intangible assets

(1,868)

(2,854)

(4,199)

(8,608)

Acquisition of businesses, net of cash acquired

—

(6,000)

—

(6,000)

Net cash used in investing activities

(690)

(7,822)

(2,233)

(12,226)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from debt obligations

—

5,433

2,253

8,396

Payments on debt obligations

(7,833)

(4,627)

(12,785)

(10,321)

Payment of loan origination costs

—

(71)

(40)

(71)

Purchase of treasury stock

(2,438)

(2,896)

(12,269)

(6,114)

Payment of dividends

(617)

(619)

(1,162)

(1,242)

Investment from noncontrolling partner

—

1,800

—

Payments to noncontrolling interests

(44)

—

(80)

—

Net cash used in financing activities

(10,932)

(2,780)

(22,283)

(9,352)

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

(1,741)

(2,055)

(6,819)

313

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

28,631

34,718

33,709

32,350

CASH AND CASH EQUIVALENTS AT END OF PERIOD

26,890

32,663

26,890

32,663

RCI HOSPITALITY HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands)

March 31, 2026

September 30, 2025

March 31, 2025

ASSETS

Current assets

Cash and cash equivalents

26,890

33,709

32,663

Receivables, net

2,627

3,940

4,174

Inventories

4,745

4,857

4,645

Prepaid expenses and other current assets

6,284

4,968

4,071

Assets held for sale

—

3,394

—

Total current assets

40,546

50,868

45,553

Property and equipment, net

278,069

279,027

283,442

Operating lease right-of-use assets

24,311

25,781

24,905

Notes receivable, net of current portion

4,326

3,849

4,031

Goodwill

62,242

62,725

62,524

Intangibles, net

162,271

171,948

167,383

Other assets

2,627

2,737

1,918

Total assets

574,392

596,935

589,756

LIABILITIES AND EQUITY

Current liabilities

Accounts payable

6,258

5,836

5,652

Accrued liabilities

30,242

32,607

18,161

Current portion of debt obligations, net

33,396

21,198

19,737

Current portion of operating lease liabilities

3,379

3,314

3,073

Total current liabilities

73,275

62,955

46,623

Deferred tax liability, net

19,466

21,689

21,451

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

215,325

214,583

221,725

Operating lease liabilities, net of current portion

25,628

27,320

26,677

Other long-term liabilities

8,167

9,509

4,741

Total liabilities

341,861

336,056

321,217

Commitments and contingencies

Equity

Preferred stock

—

Common stock

Additional paid-in capital

26,880

50,908

55,925

Retained earnings

203,094

210,106

212,772

Total RCIHH stockholders' equity

230,051

261,101

268,785

Noncontrolling interests

2,480

(222)

(246)

Total equity

232,531

260,879

268,539

Total liabilities and equity

574,392

596,935

589,756

RCI HOSPITALITY HOLDINGS, INC.

NON-GAAP FINANCIAL MEASURES

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

Three Months Ended

March 31,

Six Months Ended

March 31,

2026

2025

2026

2025

Reconciliation of GAAP net income (loss) to Adjusted EBITDA

Net income (loss) attributable to RCIHH common stockholders

(326)

3,231

(5,060)

12,255

Income tax expense (benefit)

(398)

1,068

1,151

2,915

Interest expense, net

4,433

3,909

8,684

7,882

Depreciation and amortization

4,017

3,776

8,204

7,345

Impairment of assets

7,270

1,780

8,433

1,780

Settlement of lawsuits, net of recoveries

207

127

(595)

306

Stock-based compensation

197

118

589

588

Loss (gain) on sale of businesses and assets

218

220

251

(1,186)

Gain on insurance

(46)

—

(223)

(1,017)

Premium on stock repurchase

—

9,885

—

Gain on lease termination

—

(979)

Adjusted EBITDA

15,572

14,229

31,319

29,889

Adjusted EBITDA as a percentage of revenues

22.7

21.6

22.4

21.8

Reconciliation of GAAP net income (loss) to non-GAAP net income

Net income (loss) attributable to RCIHH common stockholders

(326)

3,231

(5,060)

12,255

Amortization of intangibles

620

577

1,235

1,157

Impairment of assets

7,270

1,780

8,433

1,780

Settlement of lawsuits, net of recoveries

207

127

(595)

306

Stock-based compensation

197

118

589

588

Loss (gain) on sale of businesses and assets

218

220

251

(1,186)

Gain on insurance

(46)

—

(223)

(1,017)

Premium on stock repurchase

—

9,885

—

Gain on lease termination

—

(979)

Net income tax effect

(2,075)

(263)

(2,336)

Non-GAAP net income

6,065

5,790

12,179

12,951

Reconciliation of GAAP diluted earnings (loss) per share to non-GAAP diluted earnings per share

Diluted shares

7,741,522

8,861,854

8,021,747

8,891,638

GAAP diluted earnings (loss) per share

(0.04)

0.36

(0.63)

1.38

Amortization of intangibles

0.08

0.07

0.15

0.13

Impairment of assets

0.94

0.20

1.05

0.20

Settlement of lawsuits, net of recoveries

0.03

0.01

(0.07)

0.03

Stock-based compensation

0.03

0.01

0.07

Loss (gain) on sale of businesses and assets

0.03

0.02

0.03

(0.13)

Gain on insurance

(0.01)

—

(0.03)

(0.11)

Premium on stock repurchase

—

1.23

—

Gain on lease termination

—

(0.11)

Net income tax effect

(0.27)

(0.03)

(0.29)

0.01

Non-GAAP diluted earnings per share

0.78

0.65

1.52

1.46

Three Months Ended

March 31,

Six Months Ended

March 31,

2026

2025

2026

2025

Reconciliation of GAAP operating income to non-GAAP operating income

Income from operations

3,812

8,171

14,848

22,077

Amortization of intangibles

620

577

1,235

1,157

Impairment of assets

7,270

1,780

8,433

1,780

Settlement of lawsuits, net of recoveries

207

127

(595)

306

Stock-based compensation

197

118

589

588

Loss (gain) on sale of businesses and assets

218

220

251

(1,186)

Gain on insurance

(46)

—

(223)

(1,017)

Non-GAAP operating income

12,278

10,993

24,538

23,705

Reconciliation of GAAP operating margin to non-GAAP operating margin

GAAP operating margin

5.5

12.4

10.6

16.1

Amortization of intangibles

0.9

0.8

Impairment of assets

10.6

2.7

6.0

1.3

Settlement of lawsuits, net of recoveries

0.3

0.2

(0.4)

0.2

Stock-based compensation

0.3

0.2

0.4

Loss (gain) on sale of businesses and assets

0.3

0.2

(0.9)

Gain on insurance

(0.1)

—

(0.2)

(0.7)

Non-GAAP operating margin

17.9

16.7

17.6

17.3

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

Net cash provided by operating activities

9,881

8,547

17,697

21,891

Less: Maintenance capital expenditures

1,462

1,611

2,598

2,887

Free cash flow

8,419

6,936

15,099

19,004

Free cash flow as a percentage of revenues

12.3

10.5

10.8

13.8

RCI HOSPITALITY HOLDINGS, INC.

NON-GAAP SEGMENT INFORMATION

($ in thousands)

Three Months Ended March 31, 2026

Three Months Ended March 31, 2025

Nightclubs

Bombshells

Other

Corporate

Total

Nightclubs

Bombshells

Other

Corporate

Total

Income (loss) from operations

10,758

(267)

(112)

(6,567)

3,812

14,532

(245)

(171)

(5,945)

8,171

Amortization of intangibles

618

—

620

572

—

577

Impairment of assets

7,270

—

7,270

1,780

—

1,780

Settlement of lawsuits, net of recoveries

142

—

207

—

127

Stock-based compensation

—

197

—

118

Loss (gain) on sale of businesses and assets

218

—

(2)

218

129

—

(2)

220

Gain on insurance

(46)

—

(46)

—

Non-GAAP operating income (loss)

18,960

(200)

(112)

(6,370)

12,278

17,074

(85)

(171)

(5,825)

10,993

GAAP operating margin

17.8

(3.2)

(127.3)

(9.6)

5.5

25.3

(3.0)

(161.3)

(9.0)

12.4

Non-GAAP operating margin

31.5

(2.4)

(127.3)

(9.3)

17.9

29.7

(1.0)

(161.3)

(8.8)

16.7

Six Months Ended March 31, 2026

Six Months Ended March 31, 2025

Nightclubs

Bombshells

Other

Corporate

Total

Nightclubs

Bombshells

Other

Corporate

Total

Income (loss) from operations

29,480

(406)

(262)

(13,964)

14,848

35,385

1,700

(274)

(14,734)

22,077

Amortization of intangibles

1,231

—

1,235

1,146

—

1,157

Impairment of assets

8,433

—

8,433

1,780

—

1,780

Settlement of lawsuits, net of recoveries

(685)

—

(595)

276

—

306

Stock-based compensation

—

589

—

588

Loss (gain) on sale of businesses and assets

240

—

251

109

(1,201)

—

(94)

(1,186)

Gain on insurance

(223)

—

(223)

(1,017)

—

(1,017)

Non-GAAP operating income (loss)

38,476

(310)

(262)

(13,366)

24,538

37,679

531

(274)

(14,231)

23,705

GAAP operating margin

24.0

(2.4)

(115.9)

(10.0)

10.6

29.7

9.5

(98.6)

(10.7)

16.1

Non-GAAP operating margin

31.4

(1.9)

(115.9)

(9.6)

17.6

31.6

3.0

(98.6)

(10.4)

17.3

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Cover

May 28, 2026

Cover [Abstract]

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8-K

Document Period End Date

May 28, 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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Trading Symbol

RICK

Security Exchange Name

NASDAQ

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