Form 8-K

8-K — HF Foods Group Inc.

Accession: 0001680873-26-000058

Filed: 2026-08-10

Period: 2026-08-10

CIK: 0001680873

SIC: 5140 (WHOLESALE-GROCERIES & RELATED PRODUCTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — hffg-20260810.htm (Primary)

EX-99.1 (exhibit991earningspressrel.htm)

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GRAPHIC (hflogo.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: hffg-20260810.htm · Sequence: 1

hffg-20260810

0001680873false00016808732026-08-102026-08-100001680873us-gaap:CommonStockMember2026-08-102026-08-100001680873us-gaap:PreferredStockMember2026-08-102026-08-10

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 10, 2026

HF FOODS GROUP INC.

(Exact name of registrant as specified in its charter)

Delaware

State or other Jurisdiction of

incorporation )

001-38180

(Commission

File No.)

81-2717873

(IRS Employer

Identification No)

6325 South Rainbow Boulevard, Suite 420

Las Vegas, Nevada

(Address of principal executive offices)

89118

(Zip Code)

Registrant’s telephone number, including area code: (888)-905-0998

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 Name of each exchange on which registered

Common Stock, $0.0001 par value HFFG

Nasdaq Capital Market

Preferred Share Purchase Rights N/A

Nasdaq Capital 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 ☐

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 August 10, 2026, HF Foods Group Inc. (the “Company”) announced its financial results for the year and quarter ended June 30, 2026 in a press release. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”).

In accordance with General Instruction B.2 of Form 8-K, the information furnished under Item 2.02 of this Current Report (including Exhibit 99.1) is deemed to be “furnished” and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.

Description of Exhibits

99.1

Company press release dated August 10, 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.

HF FOODS GROUP INC.

Date: August 10, 2026

/s/ Paul McGarry

Paul McGarry

Chief Financial Officer

EX-99.1

Filename: exhibit991earningspressrel.htm · Sequence: 2

Document

Exhibit 99.1

HF Foods Reports Second Quarter 2026 Financial Results

Net Revenue increased 2.8% to $323.8 million

GAAP Net Income increased 413.9% to $2.6 million

Adjusted Net Income increased 0.8% to $6.4 million

Adjusted EBITDA decreased 2.0% to $13.6 million

Las Vegas, NV – August 10, 2026 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international foodservice solutions to Asian restaurants and other businesses across the United States, today announced results for the second quarter ended June 30, 2026.

Second Quarter 2026 Financial Results

(In thousands, except per share amounts)

Three Months Ended June 30, 2026 Change over Prior Year Six Months Ended June 30, 2026 Change over Prior Year

GAAP Measures

Net revenue $ 323,781 $ 8,928 $ 635,783 $ 22,502

Gross profit $ 55,048 $ (84) $ 105,574 $ (517)

Net income

$ 2,621 $ 2,111 $ 3,977 $ 4,997

Earnings per share

$ 0.05 $ 0.03 $ 0.07 $ 0.08

Non-GAAP Measures

Adjusted EBITDA(1)

$ 13,569 $ (277) $ 23,715 $ 97

Adjusted net income(2)

$ 6,431 $ 48 $ 9,819 $ (39)

Adjusted diluted earnings per share(2)

$ 0.12 $ — $ 0.18 $ (0.01)

________________

(1) Adjusted EBITDA is defined as net income (loss) before interest expense, interest income, income taxes and depreciation and amortization, further adjusted to exclude certain unusual, non-cash, or non-recurring expenses.

(2) Adjusted net income and adjusted earnings per share are based on net income attributable to HF Foods Group Inc.

Management Commentary

“Our second quarter results reflect continued momentum in a challenging operating environment, marking our sixth consecutive quarter of year-over-year net revenue growth and the highest quarterly revenue in our history," said Felix Lin, President and Chief Executive Officer of HF Foods. "Most significantly, we took a major step in our long-term growth strategy with our agreement to acquire Searay Foods, a leading Canadian importer and distributor of ethnic and specialty seafood. This transaction marks our first expansion outside the United States and extends our proven M&A playbook into a new geography, bringing a margin-accretive business with six proprietary brands into our growing seafood category. M&A remains a core pillar of our growth strategy, and as the strategic acquirer of choice in our space, we will continue to selectively evaluate opportunities that could benefit from our operational expertise and scale. At the same time, with the foundation of our transformation program largely built, we are hyper-focused on executing against the significant organic growth opportunities ahead, including our continued cross-selling initiatives across the Southeast and Midwest. We remain confident in our long-term strategy and our ability to create sustained value for our shareholders as we enhance our position as the leading nationwide Asian specialty food distributor.”

Second Quarter 2026 Results

Net revenue was $323.8 million for the second quarter of 2026 compared to $314.9 million in the prior year period, an increase of $8.9 million, or 2.8%. The increase was primarily attributable to volume growth and pricing improvement in Seafood and Commodity, partially offset by price decrease in Meat & Poultry.

Gross profit was $55.0 million for the quarter, essentially flat compared to $55.1 million in the prior year period. Gross profit margin decreased to 17.0% compared to 17.5% in the prior year period. Margin was impacted by incremental tariffs incurred that took effect beginning Q3 2025, partially offset by the IEEPA tariff refunds received during the quarter.

Distribution, selling and administrative expenses increased by $1.2 million, or 2.4%, compared to the prior year period, primarily due to an increase in auto & truck expense reflecting elevated incremental fuel costs together with higher insurance and professional services expense, partially offset by lower personnel expense. Distribution, selling and administrative expenses as a percentage of net revenue decreased to 16.1% compared to 16.2% in the prior year period.

Net income increased to $2.6 million compared to a net income of $0.5 million in the prior-year period. The improvement was primarily driven by other income recognized that relate to employee retention credit of $1.8 million, including interest, the IEEPA tariff refund of approximately $1.1 million, and a positive change in fair value of interest rate swap contracts by $1.4 million compared to 2025. These favorable variances were partially offset by $1.3 million decrease in income from operations.

Adjusted EBITDA decreased 2.0% to $13.6 million compared to $13.8 million in the prior year period, which was due to various items noted in the Adjusted EBITDA table included in “Appendix A - Non-GAAP Financial Measures” of this earnings release.

Six Months 2026 Results

Net revenue was $635.8 million for the six months ended Jun 30, 2026, compared to $613.3 million in the prior year period, an increase of $22.5 million, or 3.7%. The increase was primarily due to volume growth and pricing improvement in Seafood and Commodity, partially offset by price decrease in Meat & Poultry and volume decrease in Asian Specialty.

Gross profit slightly decreased by 0.5% to $105.6 million, compared to $106.1 million in the prior year period. Gross profit margin decreased to 16.6% compared to 17.3% in the prior year period. Margin was impacted by incremental tariffs that took effect beginning Q3 2025, partially offset by the IEEPA tariff refunds received during the period.

Distribution, selling and administrative expenses increased by $0.9 million, or 0.9% to $101.7 million, compared to the prior year period mainly due to increases in auto & truck and insurance expenses, partially offset by a reduction in personnel and professional services expenses. Distribution, selling and administrative expenses as a percentage of net revenue decreased slightly to 16.0% in 2026 compared to 16.4% in 2025.

Net income was $4.0 million compared to net loss of $1.0 million in the prior year period. The improvement was primarily attributable to the recognition of employee retention credit of $1.8 million, including interest, the IEEPA tariff refund of approximately $1.1 million, a gain from the Utah building sale of $1.4 million, and a favorable year-over-year change in fair value of interest rate swap of $3.4 million. These favorable variances were partially offset by a $1.4 million decrease in operating income and a $0.2 million unfavorable change in income taxes.

Adjusted EBITDA increased 0.4% to $23.7 million compared to $23.6 million in the prior year period, which was due to various items noted in the Adjusted EBITDA table included in “Appendix A - Non-GAAP Financial Measures” of this earnings release.

Cash Flow and Liquidity

Cash provided by operating activities was $14.0 million for the six months ended June 30, 2026, compared to cash provided by operating activities of $10.5 million in the prior year period. Net cash provided by operating activities increased by $3.6 million primarily due to higher income, driven by an increase in other income, and favorable changes in accrued expenses. These favorable impacts were partially offset by lower non-cash expense add-backs. As of June 30, 2026, the Company had cash of $18.1 million, checks issued not presented for payment of $5.6 million and access to approximately $39.7 million in additional funds through the $125.0 million line of credit, subject to a borrowing base calculation. The Company has funded working capital and other capital requirements primarily by cash flow from operations and bank loans, including lines of credit. Cash is required to pay purchase costs for inventory, salaries, fuel and trucking expenses, selling expenses, rental expenses, income taxes, other operating expenses and to service debts.

Earnings Call and Webcast

HF Foods’ management team will host a live conference call to discuss its financial results today at 1:30 p.m. PT (4:30 p.m. ET). The link to the webcast will be available on the “Events” section of the Company’s Investor Relations website at https://investors.hffoodsgroup.com. Those interested in participating in the live call can dial 1-877-407-0752 or 1-201-389-0912. The webcast will be archived and available for replay.

About HF Foods Group Inc.

HF Foods Group Inc. is a leading marketer and distributor of fresh produce, frozen and dry food, and non-food products to primarily Asian restaurants and other foodservice customers throughout the United States. HF Foods aims to supply the increasing demand for Asian American restaurant cuisine, leveraging its nationwide network of distribution centers and its strong relations with growers and suppliers of fresh, high-quality specialty restaurant food products and supplies in the US and Asia. Headquartered in Las Vegas, Nevada, HF Foods trades on Nasdaq under the symbol “HFFG”. For more information, please visit www.hffoodsgroup.com.

Contact:

ICR

Anna Kate Heller

hffoodsgroup@icrinc.com

Forward-Looking Statements

All statements in this news release other than statements of historical facts are, or may be deemed to be, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and contain our current expectations about our future results. We have attempted to identify any forward-looking statements by using words such as “aims,” “continues,” “expects,” “plans,” “will,” and other similar expressions. Although we believe that the expectations reflected in all of our forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Such statements are not guarantees of future performance or events and are subject to known and unknown risks and uncertainties that could cause the Company’s actual results, events or financial positions to differ materially from those included within or implied by such forward-looking statements. Such factors include, but are not limited to, risks relating to our ability to consummate our operational transformation plan as anticipated, risks relating to the impact of our operational plan on our sales and efficiencies, risks relating to the impact of demographic trends on demand for the products we distribute, risks related to potential increases in tariff-related costs, risks related to the Company’s ability to complete the proposed acquisition of Searay foods on the anticipated terms and timeline or at all, risks related to the integration of Searay Foods and the realization of anticipated benefits, synergies and margin accretion from the acquisition, risks related to the Company’s expansion into international markets, including Canada, and other risks associated with cross-border operations, statements of assumption underlying any of the foregoing, and other factors including those disclosed under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 and other filings with the Securities and Exchange Commission (the “SEC”). Readers are cautioned not to place undue reliance on these

forward-looking statements, which speak only as of the date made. Except as required by law, we undertake no obligation to disclose any revision to these forward-looking statements.

HF FOODS GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

June 30, 2026 December 31, 2025

ASSETS

CURRENT ASSETS:

Cash $ 18,104 $ 8,641

Accounts receivable, net 64,958 66,237

Inventories 114,922 106,629

Prepaid expenses and other current assets 7,224 9,725

Assets held for sale — 2,768

TOTAL CURRENT ASSETS 205,208 194,000

Property and equipment, net 178,889 163,397

Operating lease right-of-use assets 22,509 26,049

Long-term investments 2,048 2,144

Customer relationships, net 120,765 126,048

Trademarks, trade names and other intangibles, net 22,832 25,440

Other long-term assets 4,345 4,451

TOTAL ASSETS $ 556,596 $ 541,529

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

Checks issued not presented for payment $ 5,585 $ 1,674

Line of credit 77,128 55,799

Accounts payable 71,074 74,859

Current portion of long-term debt, net 5,211 6,683

Current portion of obligations under finance leases 6,733 6,425

Current portion of obligations under operating leases 2,957 4,334

Accrued expenses and other liabilities 15,790 14,994

TOTAL CURRENT LIABILITIES 184,478 164,768

Long-term debt, net of current portion 95,344 99,436

Obligations under finance leases, non-current 23,534 25,279

Obligations under operating leases, non-current 23,058 22,990

Deferred tax liabilities 22,118 23,808

Other long-term liabilities 246 1,662

TOTAL LIABILITIES 348,778 337,943

Commitments and contingencies

SHAREHOLDERS’ EQUITY:

Preferred stock

— —

Common stock

5 5

Treasury stock (6,099) (7,750)

Additional paid-in capital 605,102 605,838

Accumulated deficit (392,237) (396,042)

TOTAL SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO HF FOODS GROUP INC. 206,771 202,051

Noncontrolling interests 1,047 1,535

TOTAL SHAREHOLDERS’ EQUITY 207,818 203,586

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 556,596 $ 541,529

HF FOODS GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(In thousands, except share and per share data)

(Unaudited)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net revenue $ 323,781 $ 314,853 $ 635,783 $ 613,281

Cost of revenue 268,733 259,721 530,209 507,190

Gross profit 55,048 55,132 105,574 106,091

Distribution, selling and administrative expenses 52,231 51,013 101,720 100,818

Income from operations

2,817 4,119 3,854 5,273

Other expenses (income):

Interest expense 2,916 2,817 5,728 5,426

Other income, net

(2,209) (414) (4,100) (591)

Change in fair value of interest rate swap contracts (729) 685 (1,572) 1,869

Total other expenses (income), net (22) 3,088 56 6,704

Income (loss) before income taxes

2,839 1,031 3,798 (1,431)

Provision (benefit) for income taxes 218 521 (179) (411)

Net income (loss)

2,621 510 3,977 (1,020)

Less: net income (loss) attributable to noncontrolling interests 41 (706) 172 (591)

Net income (loss) attributable to HF Foods Group Inc.

$ 2,580 $ 1,216 $ 3,805 $ (429)

Earnings (loss) per common share - basic

$ 0.05 $ 0.02 $ 0.07 $ (0.01)

Earnings (loss) per common share - diluted

$ 0.05 $ 0.02 $ 0.07 $ (0.01)

Weighted average shares - basic 53,429,826 52,969,037 53,242,757 52,853,982

Weighted average shares - diluted 53,890,411 53,414,715 53,710,401 52,853,982

HF FOODS GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

Six Months Ended June 30,

2026 2025

Cash flows from operating activities:

Net income (loss)

$ 3,977 $ (1,020)

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

Depreciation and amortization expense 14,981 14,019

Gain from disposal of property and equipment (1,368) —

Provision for expected credit losses 25 618

Deferred tax benefit

(1,690) (1,967)

Change in fair value of interest rate swap contracts (1,572) 1,869

Stock-based compensation 892 999

Non-cash lease expense 3,540 2,488

Other non-cash expense (income)

185 (330)

Changes in operating assets and liabilities:

Accounts receivable 1,703 1,406

Accounts receivable - related parties (449) (170)

Inventories (8,293) (29,457)

Prepaid expenses and other current assets 2,491 4,723

Other long-term assets 8 541

Checks issued not presented for payment 3,911 1,302

Accounts payable (3,825) 17,419

Accounts payable - related parties (86) 188

Operating lease liabilities (1,309) (1,735)

Accrued expenses and other liabilities 910 (425)

Net cash provided by operating activities 14,031 10,468

Cash flows from investing activities:

Purchase of property and equipment (20,324) (6,731)

Proceeds from sale of property and equipment 4,253 139

Net cash used in investing activities (16,071) (6,592)

Cash flows from financing activities:

Payments for tax withholding related to vested stock awards (77) (156)

Proceeds from line of credit 833,415 631,713

Repayment of line of credit (811,728) (628,237)

Proceeds from issuance of debt

1,439 —

Repayment of long-term debt (6,974) (2,730)

Payment of debt financing costs (476) (213)

Repayment of obligations under finance leases (3,536) (3,070)

Proceeds from ATM sale

275 —

Acquisition of noncontrolling interests

(835) —

Net cash used in financing activities

11,503 (2,693)

Net increase in cash

9,463 1,183

Cash at beginning of the period 8,641 14,467

Cash at end of the period $ 18,104 $ 15,650

Appendix A

Non-GAAP Financial Measures

Six Months Ended June 30, 2026 and 2025

(Unaudited)

Discussion of our financial results includes certain non-GAAP financial measures, including EBITDA, Adjusted EBITDA, non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS (“earnings (loss) per share”), that we believe provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial performance with other companies in the same industry, many of which present similar non-GAAP financial measures to investors. The definitions of EBITDA, Adjusted EBITDA, non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS may not be the same as similarly titled measures used by other companies in the industry. EBITDA, Adjusted EBITDA, non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS are not defined under GAAP and are subject to important limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our financial results as reported under GAAP.

We use non-GAAP financial measures to supplement our GAAP financial results. Management uses EBITDA, defined as net income (loss) before interest expense, interest income, income taxes, and depreciation and amortization to measure operating performance. In addition, management uses Adjusted EBITDA, defined as net income (loss) before interest expense, interest income, income taxes, and depreciation and amortization, further adjusted to exclude certain unusual, non-cash, or non-recurring expenses. We believe that Adjusted EBITDA is less susceptible to variances in actual performance resulting from non-recurring expenses, and other non-cash charges, provides useful information for our investors and is more reflective of other factors that affect our operating performance.

We believe non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS are useful measures of operating performance because these measures exclude certain items not reflective of our core operating performance. Non-GAAP net income (loss) attributable to HF Foods Group Inc. is defined as net income (loss) attributable to HF Foods Group Inc. adjusted for amortization of intangibles, change in fair value of interest rate swaps, stock based compensation, transaction related costs, transformational project costs and certain unusual, non-cash, or non-recurring expenses. We believe that non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS facilitates period-over-period comparisons and provides additional clarity for investors to better evaluate our operating results. We present EBITDA, Adjusted EBITDA, non-GAAP net income (loss) attributable to HF Foods Group Inc. and non-GAAP EPS in order to provide supplemental information that we consider relevant for the readers of our consolidated financial statements included elsewhere in its reports filed with the SEC, including its most recent Annual Report on Form 10-K, and such information is not meant to replace or supersede U.S. GAAP measures. Reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measures are included in the schedules attached to this press release.

HF FOODS GROUP INC. AND SUBSIDIARIES

RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA

(In thousands)

(Unaudited)

Three Months Ended June 30,

2026 2025 Change

Net income (loss)

$ 2,621 $ 510 $ 2,111

Interest expense, net 2,216 2,775 (559)

Income tax expense 218 521 (303)

Depreciation and amortization 7,460 7,262 198

EBITDA 12,515 11,068 1,447

Change in fair value of interest rate swap contracts (729) 685 (1,414)

Stock-based compensation expense 587 625 (38)

Business transformation costs(1)

110 629 (519)

Other non-routine (income) expense(2)

775 10 765

Executive transition and organizational redesign(3)

311 829 (518)

Adjusted EBITDA $ 13,569 $ 13,846 $ (277)

Six Months Ended June 30,

2026 2025 Change

Net loss $ 3,977 $ (1,020) $ 4,997

Interest expense, net 5,028 5,384 (356)

Income tax (benefit) expense (179) (411) 232

Depreciation and amortization 14,981 14,019 962

EBITDA 23,807 17,972 5,835

Change in fair value of interest rate swap contracts (1,572) 1,869 (3,441)

Stock-based compensation expense 892 999 (107)

Business transformation costs(1)

503 866 (363)

Other non-routine expense(2)

(443) 110 (553)

Executive transition and organizational redesign(3)

528 1,802 (1,274)

Adjusted EBITDA $ 23,715 $ 23,618 $ 97

________________

(1) Represents costs associated with the launch and continued implementation of strategic projects including supply chain management. improvements and technology infrastructure initiatives.

(2) Includes legal and consulting costs related to various corporate projects and other strategic initiatives. For the six months ended June 30, 2026, it also includes the gain on the sale of the Utah building.

(3) Includes severance and related expenses for the Company’s transition of executive officers and organizational redesign.

HF FOODS GROUP INC. AND SUBSIDIARIES

RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO HF FOODS GROUP INC.

TO NON-GAAP NET INCOME AND NON-GAAP EPS ATTRIBUTABLE TO HF FOODS GROUP INC.

(In thousands, except per share amounts)

(Unaudited)

The following tables present our non-GAAP net income (loss) and non-GAAP EPS for the six months ended June 30, 2026 and 2025 respectively, as well as reconciliations of each measure to their nearest GAAP equivalents:

Three Months Ended June 30,

2026 2025 Change

Net income attributable to HF Foods Group Inc. $ 2,580 $ 1,216 $ 1,364

Amortization of intangibles and deferred financing costs 3,989 4,021 (32)

Change in fair value of interest rate swaps (729) 685 (1,414)

Stock-based compensation expense 587 625 (38)

Business transformation costs (1)

110 629 (519)

Other non-routine expense (2)

775 10 765

Executive transition and organizational redesign (3)

311 829 (518)

Aggregate adjustment for income taxes (4)

(1,192) (1,632) 440

Non-GAAP net income attributable to HF Foods Group Inc. $ 6,431 $ 6,383 $ 48

GAAP diluted earnings per common share attributable to HF Foods $ 0.05 $ 0.02 $ 0.03

EPS difference (5)

0.07 0.10 (0.03)

Non-GAAP diluted earnings per common share attributable to HF Foods (5)

$ 0.12 $ 0.12 $ —

Non-GAAP diluted weighted average number of shares (in thousands) (5)

53,890 53,415

Six Months Ended June 30,

2026 2025 Change

Net income (loss) attributable to HF Foods Group Inc. $ 3,805 $ (429) $ 4,234

Amortization of intangibles and deferred financing costs 7,980 7,890 90

Change in fair value of interest rate swaps (1,572) 1,869 (3,441)

Stock-based compensation expense 892 999 (107)

Business transformation costs (1)

503 866 (363)

Other non-routine (income) expense (2)

(443) 110 (553)

Executive transition and organizational redesign (3)

528 1,802 (1,274)

Aggregate adjustment for income taxes (4)

(1,874) (3,249) 1,375

Non-GAAP net income attributable to HF Foods Group Inc. $ 9,819 $ 9,858 $ (39)

GAAP diluted earnings (loss) per common share attributable to HF Foods $ 0.07 $ (0.01) $ 0.08

EPS difference (5)

0.11 0.20 (0.09)

Non-GAAP diluted earnings per common share attributable to HF Foods (5)

$ 0.18 $ 0.19 $ (0.01)

Non-GAAP diluted weighted average number of shares (in thousands) (5)

53,710 53,245

________________

(1) Represents costs associated with the launch and continued implementation of strategic projects including supply chain management improvements and technology infrastructure initiatives.

(3) Includes severance and related expenses for the Company’s transition of executive officers and organizational redesign.

(4) Represents the income tax impact of non-GAAP adjustments, calculated using a normalized annual effective tax rate of 24% applied to adjusted pre-tax earnings for the second quarters of 2026 and 2025, excluding permanent items.

(5) EPS difference and diluted non-GAAP earnings per share are calculated by dividing our non-GAAP net income attributable to HF Foods by our non-GAAP diluted weighted average number of shares.

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v3.26.1

Cover

Aug. 10, 2026

Cover [Abstract]

Security Exchange Name

NASDAQ

Trading Symbol

HFFG

Document Type

8-K

Entity Incorporation, State or Country Code

Entity File Number

001-38180

Entity Tax Identification Number

81-2717873

City Area Code

888

Local Phone Number

905-0998

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Entity Central Index Key

0001680873

Amendment Flag

false

Entity Address, Address Line One

6325 South Rainbow Boulevard

Entity Address, State or Province

Entity Address, Postal Zip Code

89118

Entity Registrant Name

HF FOODS GROUP INC.

Entity Address, City or Town

Las Vegas

Document Period End Date

Aug. 10, 2026

Entity Address, Address Line Two

Suite 420

Common Stock

Cover [Abstract]

Title of 12(b) Security

Common Stock, $0.0001 par value

Title of 12(b) Security

Common Stock, $0.0001 par value

Preferred Stock

Cover [Abstract]

Title of 12(b) Security

Preferred Share Purchase Rights

Title of 12(b) Security

Preferred Share Purchase Rights

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Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

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Area code of city

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Cover page.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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No definition available.

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- Definition

Address Line 1 such as Attn, Building Name, Street Name

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Address Line 2 such as Street or Suite number

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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-Section 12

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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- Definition

Local phone number for entity.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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-Name Securities Act

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