Every material Form 8-K Upbound Group filed with the SEC in 2025, 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.
Upbound Group reported third quarter 2025 revenue of $1,164.7 million, up 9.0% year over year, driven mainly by the Brigit acquisition. GAAP net earnings fell to $13.2 million from $30.9 million, while non-GAAP diluted EPS rose to $1.00 from $0.95. The company lowered its FY 2025 Adjusted EBITDA guidance to $500 million to $510 million from $515 million to $535 million and narrowed its non-GAAP diluted EPS guidance to $4.05 to $4.15 from $4.05 to $4.40.
Consolidated revenue of $1,164.7 million, up 9.0% year over year; Acima revenue up 10.4% to $625.3 million
GAAP net earnings of $13.2 million and GAAP diluted EPS of $0.22, versus $30.9 million and $0.55 a year earlier
FY 2025 Adjusted EBITDA guidance cut to $500 million to $510 million; non-GAAP diluted EPS guidance top end lowered to $4.15 from $4.40
Year-to-date net cash provided by operating activities of approximately $264 million, up approximately $97 million year over year
Upbound Group, Inc. said Hal Khouri will join as Executive Vice President and Chief Financial Officer effective November 10, 2025. CEO Fahmi Karam, who has also served as CFO since June 2025, will hand the CFO role to Khouri, who will report directly to Karam.
Hal Khouri takes the EVP and CFO role effective November 10, 2025, succeeding CEO Fahmi Karam, who has been CFO since June 2025.
Offer letter terms include a $675,000 annual base salary and a target annual cash bonus of 60% of base salary, starting March 2026.
A one-time sign-on restricted stock unit award valued at $1.5 million vests over three years, and LTIP eligibility from February 2026 is set at 170% of base salary.
Khouri served as Executive Vice President and CFO of goeasy Ltd. (TSX: GSY) from August 2019.
Upbound Group amended its term loan credit agreement on August 19, 2025, extending the maturity of outstanding loans to August 19, 2032, subject to certain springing maturity provisions. The amendment also provided about $77 million in incremental commitments, all drawn on the closing date, bringing total borrowings under the agreement to $875 million, which the company intends to use for fees, expenses, and general corporate purposes.
Maturity of outstanding term loans extended to August 19, 2032, subject to springing maturity provisions
Approximately $77 million of incremental commitments, fully drawn on August 19, 2025
Total aggregate borrowings under the Credit Agreement reached $875 million on the closing date
JPMorgan Chase Bank, N.A. serves as administrative agent
Upbound Group reported second-quarter 2025 revenue of $1.16 billion, up 7.5% from a year earlier, and non-GAAP diluted EPS of $1.12, up from $1.04. GAAP diluted EPS fell to $0.26 from $0.61 because of $65.5 million in pre-tax special items, including legal matters. The company raised the midpoint of its full-year 2025 non-GAAP EPS guidance to $4.05 to $4.40 from $4.00 to $4.40.
Q2 2025 consolidated revenue was $1,157.5 million, up 7.5% year over year, helped by the Brigit acquisition.
GAAP net earnings were $15.5 million, down from $33.9 million; GAAP operating profit was $50.7 million, down from $80.7 million.
FY 2025 non-GAAP diluted EPS guidance midpoint raised; Adjusted EBITDA guidance narrowed to $515 million to $535 million from $510 million to $540 million.
Q3 2025 guidance: revenue of $1.05 billion to $1.15 billion and non-GAAP diluted EPS of $0.95 to $1.05.
Upbound Group reported first-quarter 2025 revenue of $1,176.4 million, up 7.3% year over year, while GAAP net earnings fell to $24.8 million from $27.7 million. The company raised the midpoint of its full-year 2025 non-GAAP EPS and revenue guidance, and said CFO Fahmi Karam will succeed CEO Mitch Fadel on June 1, 2025.
Revenue $1,176.4 million, up 7.3% year over year; GAAP diluted EPS $0.42 versus $0.50 a year earlier
Non-GAAP diluted EPS $1.00 versus $0.79; special items totaled $43.3 million pre-tax in the quarter
FY2025 non-GAAP diluted EPS guidance $4.00-$4.40, up from $3.90-$4.40; revenue guidance $4.60-$4.75 billion, up from $4.50-$4.75 billion
CEO Mitch Fadel retires June 1, 2025; CFO Fahmi Karam will succeed him as CEO
Upbound Group said CEO Mitch Fadel will retire as CEO and board member effective June 1, 2025, and CFO Fahmi Karam will succeed him as CEO and join the board on that date. The announcement came with fourth-quarter and full-year 2024 results, which showed higher revenue and earnings year over year and 2025 guidance above 2024 levels.
Fadel retires as CEO and director effective June 1, 2025; the filing says he will receive no cash severance.
Karam, 46, has been CFO since October 2022. His employment agreement sets a base salary of $1,100,000 and a target annual bonus of 150% of base salary.
Q4 2024 revenue was $1,079.2 million, up 6.0%. GAAP net earnings were $31.0 million, compared with a $11.3 million net loss a year earlier. Non-GAAP diluted EPS was $1.05, compared with $0.81.
Full-year 2024 revenue was $4.3 billion, up 8.2%. Full-year 2025 guidance is revenue of $4.50 to $4.75 billion and non-GAAP diluted EPS of $3.90 to $4.40.
Upbound Group completed its acquisition of Bridge IT, Inc. (Brigit) on January 31, 2025, issuing about 2.69 million common shares and approximately $278.67 million in closing cash, subject to post-closing working capital adjustments. Additional deferred consideration of $75 million and up to $60 million in 2026 earnout payments may also be paid, and the company said Brigit adds technology and financial wellness products to its platform.
Acquisition closed January 31, 2025, under a merger agreement dated December 12, 2024.
Closing consideration: about 2.69 million common shares plus about $278.67 million in cash, subject to post-closing adjustments.
Further payments: $75 million deferred (half due 30 days after the first anniversary, remainder by 30 days after the second) and up to $60 million in 2026 earnouts.
Co-founder shares vest over two years; Brigit financial statements and pro forma information will be filed by amendment within 71 days.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Upbound Group filing is on SEC EDGAR ↗. 8-K briefs of other companies →