Every material Form 8-K PROG Holdings has filed with the SEC since April 24, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
PROG Holdings' board declared a quarterly cash dividend of $0.14 per share on November 5, 2026. Shareholders of record as of November 17, 2026 will receive the payment on December 1, 2026. The filing contains no earnings, guidance, or other financial results.
Quarterly cash dividend of $0.14 per share declared November 5, 2026
PROG Holdings entered into a $100 million accelerated share repurchase program with Bank of America on October 29, 2026, paying the full amount up front for an initial delivery of about 2.59 million shares. The final share count depends on volume-weighted average prices during the program, which is expected to settle by the end of the first quarter of 2027.
Repurchase size: $100 million, paid to Bank of America on October 29, 2026
Initial delivery: approximately 2.59 million shares of common stock
Final settlement expected by the end of the first quarter of 2027
Funded with existing cash and borrowings under the company's credit agreement
PROG Holdings reported third-quarter 2026 revenue from continuing operations of $725.8 million, up 25.6%, and diluted EPS from continuing operations of $0.92, up from $0.80 a year earlier. The company lowered its full-year 2026 revenue and diluted EPS ranges, citing macroeconomic pressures on its customers, while also announcing an intended $100 million accelerated share repurchase and raising its total buyback capacity to $500 million.
Q3 2026 revenue of $725.8 million, up 25.6%; net earnings from continuing operations of $37.5 million versus $32.3 million.
2026 revenue outlook cut to $3,015 million–$3,050 million from $3,025 million–$3,100 million.
2026 diluted EPS from continuing operations outlook now $3.78–$3.93, versus $3.82–$4.06 previously.
Intended $100 million ASR in the fourth quarter; share repurchase authorization raised to $500 million and extended to October 26, 2029.
PROG Holdings reported second-quarter 2026 results, with revenue up 22.3% to $719.7 million and net earnings from continuing operations of $37.4 million, compared with $37.6 million a year earlier. The company raised its full-year 2026 revenue and adjusted EBITDA outlook and gave third-quarter 2026 guidance, and the filing also disclosed the death of director Douglas C. Curling.
Q2 2026 revenue of $719.7 million, up 22.3%; diluted EPS from continuing operations of $0.92 versus $0.93; non-GAAP diluted EPS of $1.19, up 19.0%
Full-year 2026 revenue outlook raised to $3.025 billion to $3.1 billion from $3.0 billion to $3.1 billion; adjusted EBITDA outlook raised to $355 million to $375 million from $343 million to $370 million
Third-quarter 2026 outlook: revenue of $715 million to $750 million and diluted EPS from continuing operations of $0.86 to $1.06
Director Douglas C. Curling died July 25, 2026; the board reduced its size from ten to nine members on July 27, 2026
PROG Holdings' board named President and CEO Steve Michaels chairman, effective immediately, succeeding Ray M. Robinson, who was appointed lead independent director. The board also granted Michaels a one-time award of $5 million in restricted stock units, which the company said is intended to retain him as CEO. Separately, the board declared a $0.14 per share quarterly cash dividend, and shareholders re-elected all ten director nominees at the May 6, 2026 annual meeting.
Steve Michaels, President and CEO, elected Chairman of the Board effective May 7, 2026; Ray M. Robinson becomes Lead Independent Director
One-time award of $5 million in restricted stock units to Michaels, vesting ratably on the third, fourth and fifth anniversaries of the grant date
Quarterly cash dividend of $0.14 per share, payable June 2, 2026, to shareholders of record as of May 19, 2026
Non-binding say-on-pay resolution received 31,949,347 votes for and 2,782,090 against at the May 6, 2026 annual meeting
PROG Holdings reported first quarter 2026 revenue of $742.7 million, up 11.1%, and diluted EPS from continuing operations of $0.89 versus $0.83 a year earlier. The company raised its full-year 2026 revenue and earnings outlook and gave second quarter guidance, with results including Purchasing Power since its January 2, 2026 acquisition. Progressive Leasing revenue fell 8.4% and its GMV fell 2.2%, which partly offset the gains.
Q1 2026 revenue $742.7 million, up 11.1%; diluted EPS from continuing operations $0.89 vs. $0.83; non-GAAP diluted EPS $1.24 vs. $0.90
Full-year 2026 total revenue outlook raised to $3.0 billion to $3.1 billion, from $2.95 billion to $3.07 billion; diluted EPS outlook $3.68 to $4.06, from $3.34 to $3.79
Second quarter 2026 outlook: total revenue $700 million to $725 million; diluted EPS $0.74 to $0.93
Progressive Leasing Q1 revenue $596.9 million, down 8.4%; GMV $393.0 million, down 2.2%; net recourse debt reduced by $210 million since the Purchasing Power acquisition
PROG Holdings reported fourth-quarter 2025 revenue of $574.6 million, down 5.2% from a year earlier, and continuing-operations net earnings of $19.9 million, down from $58.3 million, a period that included a $27.8 million deferred tax benefit. The company also issued full-year and first-quarter 2026 outlook, which assumes a difficult operating environment and includes almost a full year of the recently acquired Purchasing Power business.
Q4 2025 diluted EPS from continuing operations was $0.49 versus $1.36 a year earlier; non-GAAP diluted EPS was $0.74, down 5.1% from $0.78.
Progressive Leasing GMV was $534.0 million, down 10.6%, while PROG Marketplace GMV rose 187% and Four GMV grew 126%.
Full-year 2026 outlook: total revenues of $3.02 billion to $3.14 billion and net earnings from continuing operations of $132 million to $155 million.
First-quarter 2026 outlook: total revenues of $715 million to $745 million and net earnings from continuing operations of $9 million to $17 million.
PROG Holdings completed its acquisition of Purchasing Power, a voluntary employee benefit program, on January 2, 2026, for approximately $420 million in cash, subject to customary adjustments. The deal was funded with cash on hand and debt, including a $125 million incremental term loan and $135 million of revolving borrowings under an amended credit agreement that raises the permitted leverage covenant to 3.25x for fiscal 2026. The filing does not disclose the acquired business's revenue or earnings.
Purchase price: approximately $420 million in cash, plus about $330 million of non-recourse funding debt that remained in place after closing
Funding: $125 million incremental term loan, $135 million revolving borrowings and cash on hand
Credit agreement fourth amendment dated January 2, 2026; term loan matures November 15, 2029
Maximum total net leverage covenant raised to 3.25x in fiscal 2026, 3.00x in 2027 and 2.50x thereafter
PROG Holdings agreed on December 1, 2025 to acquire Purchasing Power through a subsidiary, paying $420 million in cash, with about $330 million of non-recourse funding debt remaining in place after closing. The company expects the deal to close in early 2026, subject to regulatory approval and other conditions, and says it will fund it with cash on hand and new debt, which shareholders will weigh against the projected 2026 earnings contribution.
Cash purchase price of $420 million, plus about $330 million of non-recourse funding debt that stays in place
Funding: about $175 million from PROG balance sheet cash and about $260 million of incremental borrowing, per the investor presentation
Projected 2026 revenue of $680 million to $730 million and Adjusted EBITDA of $50 million to $60 million for Purchasing Power
Expected to close in early 2026; either party may terminate if closing has not occurred within 120 days of signing
PROG Holdings reported third-quarter 2025 revenue of $595.1 million, down 1.8% from a year earlier, and net earnings of $33.1 million versus $84.0 million, a period that included a $53.6 million tax benefit. The company also agreed to sell Vive Financial's credit card receivables portfolio to a subsidiary of Atlanticus Holdings for about $150 million in cash, and revised its 2025 outlook to exclude Vive, with revenue guidance lowered and continuing-operations earnings guidance raised.
Q3 2025 diluted EPS was $0.82 versus $1.94; non-GAAP diluted EPS rose 16.9% to $0.90 from $0.77
Vive sold about $165 million of receivables to Fortiva Funding LLC for about $150 million in cash, with a three-year non-compete
Full-year 2025 revenue outlook was cut to $2.410 billion to $2.435 billion from $2.450 billion to $2.500 billion, while net earnings from continuing operations rose to $124.3 million to $128.8 million from $120 million to $125 million
PROG Holdings reported second-quarter 2025 revenue of $604.7 million, up 2.1%, and net earnings of $38.5 million, compared with $33.8 million a year earlier. The company raised the low end of its full-year 2025 revenue and earnings ranges and kept the high ends unchanged, while Progressive Leasing GMV fell 8.9% after the loss of a retail partner to liquidation.
Q2 revenue $604.7 million, up 2.1%; net earnings $38.5 million vs. $33.8 million a year earlier
Diluted EPS $0.95 vs. $0.77; non-GAAP diluted EPS $1.02, up 10.9%
Full-year 2025 revenue outlook low end raised to $2.45 billion from $2.425 billion; high end kept at $2.5 billion
Progressive Leasing GMV $413.9 million, down 8.9% from the prior-year quarter
PROG Holdings reported first-quarter 2025 revenue of $684.1 million, up 6.6% from a year earlier, and diluted EPS of $0.83 versus $0.49. The company lowered its full-year 2025 outlook for revenue, net earnings and EPS, citing a weaker macroeconomic environment, and gave second-quarter guidance. For shareholders, the higher first-quarter GAAP profit is offset by the lower full-year forecast.
Q1 2025 revenue $684.1 million, up 6.6%; net earnings $34.7 million vs $22.0 million a year earlier
Non-GAAP diluted EPS $0.90, essentially flat vs $0.91; adjusted EBITDA $70.3 million vs $72.6 million
PROG Holdings reported fourth-quarter 2024 revenue of $623.3 million, up 8.0% from a year earlier, and net earnings of $57.5 million, compared with $18.6 million. The quarter's net earnings included a $27.6 million deferred tax benefit. The company's full-year 2025 outlook calls for GAAP diluted EPS of $2.82 to $3.22, below the $4.53 it reported for 2024.
Q4 2024 diluted EPS was $1.34, versus $0.41 a year earlier; non-GAAP diluted EPS was $0.80, versus $0.72
Q4 2024 Progressive Leasing GMV was $597.5 million, up 9.1% year over year
Full-year 2025 outlook: total revenues of $2.515 billion to $2.590 billion and diluted EPS of $2.82 to $3.22
Q1 2025 outlook: total revenues of $665 million to $685 million and diluted EPS of $0.73 to $0.78
PROG Holdings amended its credit agreement on November 15, 2024, extending the maturity date from November 24, 2025 to November 15, 2029. The filing describes the change as a new direct financial obligation and does not disclose changes to borrowing amounts or pricing.
Third Amendment signed November 15, 2024 to the credit agreement dated November 24, 2020
Maturity date extended from November 24, 2025 to November 15, 2029
JPMorgan Chase Bank, N.A. serves as administrative agent
Full amendment filed as Exhibit 10.1, with some schedules omitted under Regulation S-K Item 601(a)(5)
PROG Holdings increased its Board from nine to eleven directors and appointed Robert Julian and Daniela Mielke to fill the new seats, effective November 12, 2024. Both were also named to the Audit Committee and were determined to be independent under NYSE and SEC rules. The filing describes routine board expansion with no financial results, compensation figures or related person transactions disclosed.
Board size increased from nine to eleven directors, effective November 12, 2024
Robert Julian and Daniela Mielke appointed as directors and as Audit Committee members
Both will receive standard non-employee director compensation and enter the company's standard indemnification agreement
Press release dated November 12, 2024 filed as Exhibit 99.1
PROG Holdings reported third-quarter 2024 revenue of $606.1 million, up 4.0% from a year earlier, and net earnings of $84.0 million versus $35.0 million, though the gain was driven mainly by a $53.6 million non-cash tax benefit. Adjusted EBITDA fell to $63.5 million from $71.7 million, and non-GAAP diluted EPS fell to $0.77 from $0.90. The company raised its full-year 2024 revenue and net earnings outlook.
Q3 2024 revenue $606.1 million (up 4.0%); GAAP diluted EPS $1.94 vs. $0.76; non-GAAP diluted EPS $0.77 vs. $0.90
Net earnings included a $53.6 million non-cash, net tax benefit from reversing an uncertain tax position
Full-year 2024 revenue outlook raised to $2.44 billion-$2.46 billion from $2.40 billion-$2.45 billion; net earnings outlook raised to $165.5 million-$170.5 million from $110.5 million-$116.0 million
PROG Holdings reported second quarter 2024 revenue of $592.2 million, flat with the prior year, and diluted EPS of $0.77 versus $0.79 a year earlier. The company raised its full-year 2024 revenue and diluted EPS outlook, citing 7.9% year-over-year growth in Progressive Leasing GMV, though net earnings declined.
Q2 net earnings were $33.8 million versus $37.2 million; diluted EPS was $0.77 versus $0.79.
Progressive Leasing GMV rose 7.9% to $454.5 million year over year.
2024 revenue outlook raised to $2.40 billion-$2.45 billion from $2.285 billion-$2.36 billion; diluted EPS outlook raised to $2.52-$2.68 from $2.18-$2.43.
Third quarter 2024 diluted EPS outlook is $0.61-$0.71.
PROG Holdings reported first-quarter 2024 consolidated revenues of $641.9 million, down 2.0% from a year earlier, and diluted EPS of $0.49 versus $1.00, with net earnings reduced by $18.0 million of restructuring expense. The company raised its full-year 2024 revenue and earnings outlook, with revenues now projected at $2.285 billion to $2.360 billion and diluted EPS at $2.18 to $2.43. Shareholders also received a $0.12 per share cash dividend, and the company repurchased $24.4 million of stock in the quarter.
Q1 2024 revenues $641.9 million, down 2.0%; net earnings $22.0 million versus $48.0 million a year earlier
Restructuring expense of $18.0 million tied to cost reduction actions executed in January
Full-year 2024 total revenue outlook raised to $2.285 billion-$2.360 billion from $2.235 billion-$2.335 billion
Second-quarter 2024 diluted EPS outlook of $0.56 to $0.66
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